Company Liquidation
Voluntary liquidation of an s.r.o.: the whole process, from the resolution to dissolve the company to deregistration from the Commercial Register.
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Ing. Mgr. Tomáš Beneš, attorney
Czech Bar Association reg. no. 20354 · Updated 22 July 2026
What I will take care of for you
If you decide to wind down your s.r.o., proper liquidation is the lawful way to have the company deregistered. Getting the procedure wrong can expose the executive director or liquidator to liability towards creditors.
- ✓Preparing the general meeting’s resolution to dissolve the company
- ✓Appointing a liquidator
- ✓Calling on creditors to file their claims
- ✓Preparing the final liquidation report
- ✓Distributing the remaining liquidation balance among the shareholders
- ✓Deregistration from the Commercial Register
What is at risk if an s.r.o. is liquidated incorrectly
Liquidating an s.r.o. is a formal legal process that cannot be shortened or skipped. It includes: appointing a liquidator, publishing notice of entry into liquidation, preparing the opening balance sheet, settling receivables and liabilities, and preparing the application for deregistration from the Commercial Register. If the company is insolvent (its debts exceed its assets), liquidation cannot be started, an insolvency petition must be filed instead (Section 98 of the Insolvency Act). An executive director or liquidator who breaches this duty is liable to creditors for the resulting damage (Section 99 of the Insolvency Act); only in cases of intentionally harming creditors does criminal liability come into play. I will handle the whole liquidation process correctly and within the statutory deadlines.
How liquidating an s.r.o. works in practice
Liquidation starts with the general meeting's resolution to dissolve the company through liquidation and to appoint a liquidator. If no liquidator is appointed, the court appoints one even without a motion (Section 191 of the Civil Code); either a natural or a legal person meeting the requirements for a statutory-body office can serve (Sections 189 and 191 of the Civil Code). Entry into liquidation is recorded in the Commercial Register, publicly signalling that the company no longer trades and is only settling its assets and liabilities.
The liquidator must, as of the date the company enters liquidation, prepare an opening balance sheet and an inventory of assets (Section 199 of the Civil Code); the inventory is provided to any creditor who requests it, for a fee. At the same time, the liquidator publishes a call to creditors to file their claims, with a notice period of at least three months running from the second publication (Section 198(2) of the Civil Code). Until the claims of all creditors who filed in time are satisfied, the liquidation balance cannot be distributed or otherwise used.
Once the notice period has expired and liabilities are settled, the liquidator prepares a report on the course of the liquidation with a proposal for distributing the remaining balance among the shareholders, and after its approval files the application for deregistration from the Commercial Register. That is when the company legally ceases to exist. The whole process therefore has a minimum length set by the statutory creditor deadline; for a simple company with no disputed liabilities, it usually takes 4 to 6 months from start to deregistration.
Typical situations businesses bring to me
- ✓The owner is retiring or changing field and no longer needs the company
- ✓A group of companies is restructuring and one of the companies becomes redundant
- ✓The company has been dormant for a long time and the owner wants to resolve its formal existence
- ✓Uncertainty over whether the company is insolvent: I first assess the ratio of assets to liabilities, then recommend either liquidation or an insolvency petition
What to prepare before contacting me
- ✓Current financial statements and an overview of the company's assets and liabilities
- ✓A list of creditors and debtors, including undisputed ones
- ✓The other shareholders' consent to dissolving the company and an idea of who will act as liquidator
- ✓Information about any ongoing disputes or contracts that need resolving before liquidation
For companies with a registered office in Prague and the Central Bohemian Region, entry into liquidation and the subsequent deregistration are recorded by the Municipal Court in Prague. I am happy to hold the consultation in person in central Prague, or online.
Who will handle your case
Ing. Mgr. Tomáš Beneš
Attorney registered with the Czech Bar Association, based in Prague.
Law degree from Charles University. I focus on business law, real estate and employment disputes. I handle every case personally, no assistants.
More about me →How we will work together
Describe your case
Fill in a short form or send me an e-mail. A few sentences about what happened and what you need to resolve are enough.
Send your documents
Attach the relevant documents (contracts, correspondence, notice of termination…). I accept everything securely online.
We'll discuss it by phone
I will study your case and call you within 48 hours with a proposal for the specific next steps, including the price.
You'll receive the solution by e-mail
You will receive the contract, filing or legal analysis by e-mail. Everything is done quickly and without unnecessary meetings.
Price
from CZK 8,490
indicative price · depends on progress
- ✓Liquidation of the s.r.o.
- ✓Deregistration from the Commercial Register
- ✓Consultation
Need advice?
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