In order to establish a Hungarian company, it needs to be registered with the Hungarian Court of Registration. The registration process requires the involvement of a lawyer who countersigns the corporate documents and files the electronic application for registration. The signing of corporate documentation does not require a travel to Hungary, they can be signed abroad, however, the opening of the bank account of the company generally requires the presence of a signatory at least for one business day.
The main steps of the establishment of a limited liability company are as follows (this may vary a bit at other company forms):
You need to decide on the specifics of the company, such as the name, registered office, management, amount and type of share capital, person of delivery agent.
The Hungarian lawyer prepares the corporate documents, including the articles of association, statutory declarations from the management.
If the shareholder is a foreign company, its legalized company registry extract or similar certificate needs to be obtained and then translated into Hungarian. The certificate should confirm that the shareholder is duly established and existing in its jurisdiction, furthermore, the certificate should verify the registered seat and the person signing on behalf of the shareholder.
The corporate documents are signed either in front the Hungarian lawyer or abroad, in which latter case notarization and superlegalization may be necessary (Hungarian consular or embassy certification or Apostille).
A Hungarian bank account needs to be opened where the share capital shall be deposited.
The Hungarian lawyer files the executed and countersigned corporate documents and the electronic application for the registration of the company.
The Court of Registration registers the company. As the registration process is a one-stop-shop action, it also provides the company with the VAT number and statistical number.
With some restrictions, the company can start business activities as from the filing. From the filing (Step 6), the registration takes generally 1-2 weeks.
It is possible to apply for an expedited registration (usually within a week), however in such case, the articles of association needs to be prepared on the basis of a template without any additions or deletions.
The registration of a general partnership, a limited partnership and a limited liability company is free of statutory fees. The duty fee of registering a private company limited by shares is HUF 100,000 and it is HUF 50,000 of registering a branch office. Statutory publication fees (HUF 5,000), translation, legalization and courier fees would also apply.
The above is a non-exhaustive description of the relevant Hungarian legal provisions. The above summary should not be considered as legal advice and should not be relied upon when making business decisions. Before resolving on investment in Hungary, we recommend that you contact our law firm for detailed, tailor-made legal advice.