Starting a business in Hungary, one of the EU countries, is very beneficial for foreigners and, in particular, Russians.

World map

Hungary as a starting point for business has a number of advantages for Russian businessmen. Investors from other countries bring a lot of income to Hungary, so real assistance is provided at the state level to the beginning businessman. To start a business you should

  • Simplified accounting and tax reporting system.
  • Low taxes.
  • Treaties on the absence of double taxation with Russia and many other countries.
  • Registration without personal presence.
  • Possibility of purchasing a ready-made company.
  • Low cost of purchasing and renting office and warehouse space.
  • Opens the way to entrepreneurial activity in other European countries.
  • An opportunity to obtain permanent residency in the future for a businessman and his family.
  • Quickly obtain VAT numbers.
  • Participation in business by Hungarian citizens is not mandatory.
  • Fast business registration (from 7 to 14 days).
  • Visa-free travel within countries that are part of the Schengen area.
  • VAT is not fixed; it is different for each area.
  • Opportunity to provide business loans to banks throughout Europe.

Example of a residence permit in Hungary

Knowledge of English by Hungarian businessmen.

4 types of organizations in Hungary: what is most beneficial for Russians

  1. Open joint stock company with limited liability - Rt (Reszvenytarsasag).
  2. Partnership:

Limited liability - Bt (Betiti tarsasag).

With unlimited liability - Kkt (Kozkereseti tarsasag).

3. Analogue of LLC - Kft (Korlatolt Felelossegu Tarsasag).

In first place among all types organized in Hungary by foreigners is Kft. It is nothing more than an analogue of a Russian LLC. Ideal for a small number of founders.

Reasons for the popularity of Kft:

  • There is no issue of shares by the organization.
  • Authorized capital from three million forints.
  • Unlimited number of founders.
  • Full ownership of the enterprise by a foreigner is possible.

If there is more than one founders, then it is possible to contribute 50% first authorized capital, and the rest is paid during the year (for Rt it is enough to first pay 25%).

Choosing a field: which ones are most popular in Hungary

Comparison of Hungarian average salary

But this type is fraught with a certain danger, since it is seasonal, which means you need to spend your profits evenly so as not to become bankrupt during the off season.

Hungarian policy supports new Scientific research and expansion of services.

Documentation and conditions for opening an enterprise

Registration of an organization by a foreign citizen in Hungary occurs through the mediation of a lawyer from that country. A lawyer must be licensed.

The process of collecting and preparing documentation takes seven days.

Preparation of documents and their submission to the registration authorities occurs only with the help of a lawyer. When starting a business, it is best to use the services of a Russian-speaking lawyer.

The lawyer needs to provide the following information:

  1. Company name (in Hungarian).
  2. Field of activity.
  3. Registration of the founder.
  4. Founder's passport.
  5. The amount of contribution to the authorized capital of each founder.
  6. Real legal address of the organization.

Required for company registration:

  1. Power of attorney for a lawyer.
  2. Petition to the Registration Chamber.
  3. Articles of association.
  4. Samples of founders' signatures on forms.
  5. Personal documents of the future owner.

It is advisable to find a guarantor with Hungarian citizenship.

He must have:

  • Resident card.
  • Legal address (where you will register your organization).

At this stage, you need to pay the state fee and pay to the registration chamber.

/ Register an offshore company / Register an offshore company in Hungary

Register an offshore company in Hungary
(low tax jurisdiction)

If you need to register a new offshore Hungary, on this page you can find all the necessary information on this issue.

It should be taken into account that traditionally, a company registered in Hungary is called an offshore company, but Hungary is currently not an offshore jurisdiction, that is, companies registered in Hungary are subject to taxation (are onshore). However, for consistency of terminology on this website, companies registered in Hungary are called offshore companies.

Registration of offshore companies on request

With the help of our company, you can always register a company in Hungary with your name.

We offer registration of companies in two legal forms: KFT (limited liability company) and ZRT (private joint stock limited liability company).

You can learn more about the differences below.

Term registration of a new offshore Hungary to order - 2-8 working days.

Hungarian companies are registered by the Companies House. Typically, registration with the Companies House takes 8 working days. If a standard charter is used, registration takes 2 business days.

Price offshore registration KFT to order:

Payment of authorized capital– 3 million HUF (10 thousand EUR), transferred to an account in a Hungarian bank. It is not necessary to pay this amount upon registration. It is recommended to deposit a minimum amount into your account for initial expenses. Without full payment of the authorized capital it is impossible to pay dividends.

Price offshore registration ZRT to order:

Payment of authorized capital– 5 million HUF (16.7 thousand EUR), transferred to an account in a Hungarian bank, at least 25% at the time of registration, the remaining 75% during the year.

Our prices include:
- state duties,
- legal address,
- nominee manager services,
- apostilled extract from the register,
- delivery of documents to Moscow.
This means that you will not incur any costs in addition to the prices shown!
You can familiarize yourself with Esperanto's pricing policy.

The basic package of services for company registration includes

  • checking the company name in the register,
  • preparing and filling out all necessary documents,
  • Company registration,
  • payment of all registration fees and charges,
  • certification of necessary documents with an apostille.

If necessary, the client can use the services of a nominee service, when the functions of a shareholder and/or director of the offshore are performed by a nominee representative. Please note that in Hungary there is no concept of a nominee shareholder, and a nominee director is a very real professional manager who is a resident of Hungary.

Documents provided to the client upon company registration:

  • Registration certificate,
  • Charter of a joint stock company and Charter of a company,
  • Register of Directors,
  • Notarized sample signature of the director.

Apostille certification and translation into English language the above documents are available upon request.

Documents and information necessary for
to open a company (firm) offshore for a client:

1. Copy of identification document,
2. If such a document does not contain a registration address, a copy of the document confirming the place of residence,
3. Writing the client’s last name and first name in Latin letters,

Options for providing documents and information:

For citizens of the Russian Federation

1. A copy of the general passport of the Russian Federation (with a mark on the place of registration of the client),
2. Writing the client’s last name and first name in Latin letters (it is advisable to confirm it with a copy of a foreign passport or driver’s license or a copy of another similar document, or a copy of a bank card),


3. Writing the mother’s name in Latin letters,
4. Data on the main activities of the company.

For citizens of other countries

1. Copy of general passport foreign country,
2. A copy of a document confirming the place of residence (required if there is no mark on the place of registration in the client’s passport). Such a document may be a copy of the payment receipt utilities, extracts from the house register or a copy of another similar document,
3. Writing the client’s surname and first name in Latin letters (required if the general passport does not contain the surname and first name in Latin letters). It is advisable to confirm with a copy of a foreign passport, driver’s license or a copy of another similar document, or a copy of a bank card,
4. Writing the mother’s name in Latin letters,
5. Data on the main activities of the company.

1. Copy of foreign passport,
2. A copy of any document confirming the client’s place of residence (a copy of a receipt for payment of utilities, an extract from the house register or a copy of another similar document),
3. Writing the mother’s name in Latin letters,
4. Data on the main activities of the company.

Important!

On the application of the term "offshore" to low-tax jurisdictions

General information about the jurisdiction of Hungary

The Hungarian Republic is a state located in the center of Europe, bordering Austria, Serbia, Slovenia, Croatia, Slovakia, Romania and Ukraine. Parliamentary republic. Territory - more than 93 thousand square meters. km. Population – about 10 million people. The capital is Budapest. Official language– Hungarian. The official currency is the Hungarian forint (HUF). Member of the European Union, OECD.

Main advantages of jurisdiction

  • high business reputation of the jurisdiction;
  • stable economy and favorable investment climate;
  • Hungary is not on any “black” lists;
  • a large number of avoidance agreements double taxation, including with Russia;
  • developed infrastructure and convenient banking system;
  • Hungary is a jurisdiction, interaction with which gives business greater respectability;
  • the possibility of obtaining a VAT number (European VAT), which is especially important for trading activities within the EU;
  • compliance with the requirements of European banks for opening a merchant account.

KFT - limited liability company

KFT provides limited liability for all its members and is the most convenient form of company with a small number of founders.

The details of KFT directors and members are public information and can be obtained from the Companies House. The law stipulates that any KFT must have a bank account in a Hungarian financial institution.

The supervisory board must be elected by the company's members if KFT has more than 200 employees. The supervisory board may consist of 3-15 members.

General requirements for KFT companies:

Criteria

Standard Requirements

Organizational and legal form

KFT is a limited liability company.

Type of legal system

Continental law.

Director


Minimal amount – 1,

Shareholder

Individual or legal entity,
Minimum quantity – 1.

Secretary

Not required.

Board of Directors meeting

Register of Directors

Register of shareholders

Amount of authorized capital

3 million HUF (10 thousand EUR) are transferred to an account in a Hungarian bank. It is not necessary to pay this amount upon registration. It is recommended to deposit a minimum amount into your account for initial expenses. Without full payment of the authorized capital it is impossible to pay dividends.

Corporate income tax

10% if the tax base is less than 500 million HUF (1.67 million EUR); 19% – if more than 500 million HUF (1.67 million EUR).

Auditing


Statistical report

Tax report

Financial report

Served every year

* to maintain the Hungarian tax residence of the company

List of documents and services for registering a KFT company:

Registration services

No nominal service

With nominee director

Payment of state duty

Payment for registration (legal) address

Making a company seal

Annual Maintenance

No nominal service

With nominee director

Payment of state duty

Payment for registration (legal) address

Payment for registration agent services

ZRT is a private limited company

A private joint stock company with limited liability of all shareholders is a good solution for cases with a large number of shareholders.

In ZRT, only the details of the director and shareholder holding more than 50% of the capital are public information, which can be obtained from the Companies House.

The law stipulates that every ZRT must have a bank account in Hungary.

When establishing ZRT, it is necessary to appoint a Board of Directors consisting of at least 3 individuals.

Annual general meeting Shareholder meetings must be held at least once a financial year, but the personal presence of all shareholders is not required.

General requirements for ZRT companies:

Criteria

Standard Requirements

Organizational and legal form

ZRT is a private limited liability company.

Type of legal system

Continental law.

Director

Individual or legal entity,
Minimum quantity – 1,
Hungarian resident* recommended.

Shareholder

Individual or legal entity,
Minimum quantity – 1.

Secretary

Not required.

Board of Directors meeting

Register of Directors

Open access to third parties.

Register of shareholders

Open access to third parties.

Amount of authorized capital

5 million HUF (16.7 thousand EUR), transferred to an account in a Hungarian bank, at least 25% at the time of registration, the remaining 75% during the year.

Providing a registration (legal) address

Corporate income tax

10% if the tax base is less than 500 million HUF (1.67 million EUR); 19% – if more than 500 million HUF (1.67 million EUR).

Auditing

Not carried out if two conditions coincide during the two years preceding the current financial year:
- the average net revenue from the company’s activities did not exceed 300 million HUF (1 million EUR),
- average number employees did not exceed 50 people.

Statistical report

Required, submitted every quarter.

Tax report

For corporate tax - submitted once a year.

For VAT tax - submitted every quarter.

Financial report

Served every year

* – to maintain the Hungarian tax residence of the company

List of documents and services when registering a ZRT company:

Registration services

No nominal service

With nominee director

State registration of the company

Payment of state duty

Drawing up minutes of the first meeting

Apostilled extract from the register

Payment for registration (legal) address

Payment for registration agent services

Making a company seal

Services of a nominee director for a period of 1 year

Preparation of a General Power of Attorney (Power of Attorney)

Annual Maintenance

No nominal service

With nominee director

Payment of state duty

Payment for registration (legal) address

Payment for registration agent services

Extension of nominal service

Issue of General Power of Attorney (Power of Attorney)

Korlátolt Felelosségû Társaság (KFT) is a private limited liability company. The most common and ideal form for registration with a small number of founders is the Hungarian KFT, which is similar to the German or Austrian "GmbH". The company has no shares issued. Membership ownership represents ownership of the company as property.

Since 2014, the minimum declared authorized capital for KFT is HUF 3,000,000. Moreover, from March 15, 2014, KFT participants have the right not to pay the authorized capital at the time of registration.

It is important, however, that if the capital is not fully paid (less than 50%) or the company’s charter provides for a period for payment of the authorized capital exceeding 12 months, then by law the company does not have the right to pay dividends until the capital is fully paid. Violation of these requirements only affects the possibility of paying dividends, however, it is necessary to understand that indicating a large time period for payment, for example, 5 years, looks somewhat strange, although it is not directly prohibited by law.

The possibility of making a cash payment for the management company personally by the Director at the time of opening the account is allowed, but not by all Banks, which is discussed at the stage of company registration.

An important guarantee for creditors is that shareholders are liable for the company's obligations to the extent of the unpaid share in the company's authorized capital.

Procedure for registering a limited liability company (KFT)

The procedure for registering legal entities mainly complies with European Union standards. Among important features It is necessary to note the rule according to which the representation of the interests of foreign founders and the preparation of documents for the enterprises they create at all stages must be carried out only by a Hungarian lawyer. At the same time, he bears personal responsibility for the accuracy of the information submitted to the registration authorities.

The procedure for registering a company in Hungary can be divided into several stages:

  • Preparation of corporate documentation.
  • Submission of documents to the Hungarian registration court and company registration.
  • Issuance of a temporary registration permit.
  • Organization of accounting.
  • Making a registration entry in the Register of Enterprises.

However, the company can carry out activities from the moment the charter is signed.

Registration with the tax authority

Registration procedure tax authority is not automatic. Registration may only be refused if a director or shareholder with the right of representation or a shareholder holding more than 50% of the votes, or a shareholder who has qualified participation:

  • It has tax debt more than 15 million forints, which continues continuously for 180 days,
  • was a member or shareholder of a company that ceased operations within 5 years and had such debt.

If the company was refused registration with the tax office, then registration of the company in the Register will also be denied. The decision on registration is made within 8 days.

Set of documents for a limited liability company (KFT)

After registration is completed, 3-4 days are required for the translation of documents and their legalization (Hungary is a party to the Hague Convention Abolishing the Requirement for Legalization of Foreign official documents 1961).

Upon registration of the company, owners will be provided with the following documentation, if necessary duly translated into English:

  • Registration certificate;
  • Charter of a joint stock company and Charter of a company;
  • List of directors;
  • Address of the company's registered office;
  • Notarized sample signature of the director.

Legalization of the above documents is available upon request.

Benefits of appointing a local director

Please note that in Hungary there are no requirements for the mandatory presence of a local director, but it must be taken into account that in order to register a company, a number of documents must be signed by the Director and certified (notarized or consular), which may cause some difficulties. The company is also required to open an account with a local bank, which requires the personal presence of the company Director.

To simplify the procedure for registering a company and opening an account in a local bank, we can register a company with a local director with subsequent change to any other director at the request of the client.

In this case, the services of a local director at the stage of company registration, the procedure for changing a director, and making changes to the constituent documents are additionally paid.

Annual reporting and audit

According to Hungarian law, every year companies are required to submit annual reports by May 31st. The reporting period ends on December 31 of the financial year.

If a company does not submit reports more than three times within the deadlines established by law, negative legal consequences occur.

Resident companies are required to pay advance payments of corporate tax if the income exceeds HUF 100 million in the previous financial year. Taxpayers are required to pay 90% of their total tax burden by December 20th of the last month of their tax year. A taxpayer may request a credit for taxes paid in other states.

An audit is not carried out at KFT if, during the two years preceding the current financial year, the average revenue from the company's activities did not exceed 100 million forints, and at the same time, during the same period, the average number of employees did not exceed 50 people. In the case of a newly established KFT, the revenue planned for the first financial year should be taken into account.

Company registration in Hungary

As in other countries of Eastern Europe Hungary provides foreign investors with the opportunity to register a company without any problems. Also a big advantage for those who wish to open a company in Hungary is the short period of time required to register a Hungarian company.


STEPS TO OPEN A COMPANY IN HUNGARY.

1) When deciding to open a company in Hungary, the client is asked to provide three company names as well as relevant documents, which must first be verified and certified by a notary (the client can declare three names of his/her choice). At the same time, the company documents must be filled out by the client with information about the composition of shareholders, about the shareholders / director / a and the planned activities of the company, etc.

2) Next steps to register a company in Hungary: Opening a bank account, authorized capital in the amount of 500,000 forints and signing the necessary documents by a Hungarian notary. This can be done in person or through a power of attorney if the shareholders are not located in Hungary.

3) The last step is to register the company in the Trade Register. Once all relevant documents have been duly notarized in accordance with Hungarian company registration legislation, they will be submitted to the Trade Register for approval. The biggest advantage in forming a company in Hungary is the short period of time required for registration. The whole process takes from 5 to 7 days.

REQUIREMENTS FOR REGISTRATION OF COMPANIES IN HUNGARY.

- Any person of any nationality or place of residence can be a director or shareholder of a Hungarian company.

Shareholders of a company based in Hungary can be both individuals and legal entities.

A company opened in Hungary must provide a local registered address (service provided by BridgeWest)

The minimum capital for registering a limited liability company in Hungary must be HUF 500,000. approximately 1,700 euros.

Services for company registration in Hungary

Development of articles of association (required for registering a company in Hungary).

The charter of a Hungarian company can be drawn up by power of attorney (similar requirements apply to a notarized power of attorney, which is necessary in accordance with Hungarian Legislation).

Preparation of other documents necessary for opening a company in Hungary. These documents include: sample signature, necessary forms provided by the Office of Company Registration in Hungary and copies of passports

Notarial paperwork for registering a company in Hungary must be carried out by a Hungarian notary.

If necessary, it is proposed to register your company's office in this country. The office of a company to be opened in Hungary can be registered at any address. The office of a registered company to be opened in Hungary will be a legal one.

Opening a bank account for your Hungarian company. This is necessary both for depositing the initial founding capital and when opening a current account in a bank.

BridgeWest provides support for opening the following types of companies in Hungary:

(Public Limited Company) This type of Hungarian company can have one shareholder, one director and must maintain a local address and has a minimum registered capital of 5 million forints (20,000 euros).

Other types of Hungarian entities: - Hungarian Partnership Limited (LP, or BT in Hungary, added after the name of the partnership) members of the LP carrying out joint business activities and at least one general partner has unlimited liability for the obligations of the company. A limited liability partnership does not have legal status and has limitations of partners who provide their obligations as they contribute to the capital, monetary and non-monetary. According to Hungarian law, only the general partner has the right to represent the company, unless the Company's Articles of Association from the state association otherwise. A partnership can develop and transform into a limited liability company.

Hungarian General Partnership, or unlimited partnership (GP, or CCP in Hungary, added after the name of the partnership). In a General Partnership, the obligations of all members are unlimited for the obligations of the partnership, since all members who make monetary and non-monetary contributions are considered general partners and have the right, subject to Hungarian law, to represent the company, unless the articles of the Association of the company provide otherwise. A partnership has no legal status, does not require a minimum capital and must have at least two members.

HUNGARY KEY FACTS

> Hungarian tax for any type of company is 10% for income up to 500 million forints (about 2 million EUR). If income exceeds this amount, it will be subject to a 19% tax rate.

> VAT is not fixed for all types of business. For products and services, the VAT rate is 25%, while for basic food products and accommodation, the VAT rate is 18%. For medicines, VAT is only 5%, as well as for books and newspapers

>In Hungary, dividends paid to foreign companies are taxed.

> Overall, Hungary provides an attractive and welcoming business environment.

BridgeWest can also offer ready-made Hungarian companies and VAT.

Please contact us for more information on how to open a company in Hungary and prices.

When starting a business activity in Hungary, foreign investors in most cases prefer to create a business in the form of a limited liability company. Enterprises of this type can exist in the following organizational and legal forms: “Korlátolt Felelősségű Társaság” – Kft. (limited liability company), "Részvénytársaság" – Rt. (joint stock company) and Societas Europaea (European company).

Procedure for registering a limited liability company (“Korlátolt Felelősségű Társaság” – Kft.)

Registration of a Limited Liability Company consists of several stages:

  1. Hiring a notary and preparing documents. A peculiarity of Hungarian legislation is that the preparation of all documents and their submission to the Companies House can only be carried out by an authorized lawyer.
    • company name options;
    • information about the company's participants, directors, the size of the authorized capital, the scope of responsibility of all persons of the company.
  2. To open a bank account, the personal presence of the company director is required. Hungarian legislation requires that at least half of the authorized capital be deposited before registering a company.

  3. Submission of documents to the Register by a notary and carrying out registration actions. There are two ways for a notary to submit documents to the Register:
    • Simplified electronic registration procedure. Available when using standard constituent document. Takes 1 day.
    • Standard procedure. Takes up to 15 days. To register legal entity the consent of the tax and customs authorities is required. They decide to register the company and issue a tax certificate. Registration may be refused if there are questions to the founder or director regarding debts for paying taxes. Then the registration process is suspended and a separate investigation is carried out.
    • After registration in the Register, the relevant information must be published in the official printed publication or on the company’s corporate website.

    • Registration certificate;
    • extract from the Register of Companies;
    • Charter;
    • set of basic documents.

Authorized capital requirements

  • The minimum authorized capital is 3 million forints (about EUR 10,000).
  • To register a company, each participant must contribute at least half of his share. The second half must be paid within a year from the date of registration.
  • If the company has one founder, he is required to contribute only 1000 forints before registration.
  • The rights of participants, including their ownership of the assets of the enterprise, are represented by quotas (shares) in the company.
  • The nominal value of each share is at least HUF 100,000 and must be divisible by HUF 10,000.
  • Quotas can be ordinary (providing equal rights for members) or preferential (if provided for by the Charter), that is, they can, for example, give their holders preferences in dividends or voting.
  • No securities may be issued in respect of quotas.

Requirements for the director

  • The company must have at least one director.
  • There are no residency requirements for directors.
  • Directors are jointly and severally liable to members for their acts and omissions. In some cases, they may also be liable to the company's creditors if, in the event of a liquidation proceeding, there are not sufficient assets to pay off the debt.
  • Information about directors is submitted to the open Register and is public.

Beneficiary

Requirements for participants

  • The participants of the company can be both individuals and legal entities.
  • The participants of the company can be both residents and non-residents of Hungary.
  • The minimum number of participants is 1, the maximum is not limited.
  • A general meeting of participants must be held at least once a year.
  • The Supervisory Board is created only at enterprises with a headcount of full-time employees more than 200.
  • Information about the participants and the share of ownership of each of them is submitted to the open state Register and is publicly available.

Company office

Reporting, audit

"Részvénytársaság" – Rt. (Joint stock company) - an enterprise established with a share (subscribed) capital, consisting of a predetermined number of shares and their par value, which limits the liability of the participants (shareholders) of the company for its debts. Joint stock companies can be public (Nyilvánosan muködo Részvénytársaság - Nyrt.), which are listed on the stock exchange, or private (Zártkören Muuködo Részvénytársaság - Zrt.), whose shares cannot be sold publicly.

Procedure for registering a joint stock company (“Részvénytársaság” – Rt.)

The procedure for opening a joint stock company also includes several stages.

  1. Hiring a notary and preparing documents.

    A feature of Hungarian legislation is that the preparation of all documents and their submission to the Companies House can only be carried out by a lawyer.

    For the lawyer to prepare the necessary documents, the client must provide:

    • company name options;
    • proposed activities;
    • documents of the founders confirming their identity and place of residence (for legal entities - registration documents and power of attorney of the representative);
    • information about the company’s shareholders, directors, the size of the authorized capital, the scope of responsibility of all persons of the company.

    The notary prepares a package of documents, including an application, sample signatures, an agreement on the provision of a legal address, and the Charter of the company, which must be signed by all founders in the presence of a notary. If the Charter is signed in the presence of a notary, but not on the territory of Hungary, it is subject to apostille.

  2. Opening a bank account and depositing authorized capital.

    To open a bank account, the personal presence of the company director is required. Hungarian law requires that you contribute at least half of the authorized capital before registering a company.

  3. Submission of documents to the Register by a notary and carrying out registration actions. A notary can submit documents to the register in two ways:
    • Simplified electronic registration procedure. Available if using a standard constituent document and only for Zrt. Takes 1 day.
    • standard procedure for submitting documents to the Register. Takes up to 15 days.

    To register a legal entity, the consent of the tax and customs authorities is required. They decide to register the company and issue a tax certificate. Registration may be refused if there are questions to the founder or director regarding debts for paying taxes. Then the registration process is suspended and a separate investigation is carried out.

    In parallel with registration in the Register, the company is registered with the tax service as a payer of corporate income tax and VAT, as well as with the statistics authority.

    After registration in the Register, the relevant information must be published in the official printed publication or on the company’s corporate website.

  1. Registration of a company with the Office social insurance, at the national chamber of commerce, and also at local governments for tax purposes.
  2. An already registered joint stock company can go public only after issuing a prospectus, regulatory approval and a public offering of shares on the stock exchange. There are two types of share listings on the Budapest Stock Exchange:
    • “Simple” listing – does not require an increase in capital (that is, the issue of new shares) and a public offering of existing shares;
    • A “traditional public offering” is an admission to an exchange coupled with an offer of shares to the public, that is, either the issue of new shares, or the sale of shares by owners, or a combination of both.

    The admission of securities to trading on a regulated market follows the preparation of a securities prospectus. The prospectus must contain all relevant data regarding the economic, market, financial and legal position of the company, providing investors with the widest possible range of information. A prospectus prepared for listing on a stock exchange must be submitted to the Hungarian National Bank for prior approval.

    Upon completion of the registration process, the client receives:

    • Registration certificate; extract from the Register of Companies;
    • Charter;
    • a set of basic documents;
    • VAT payer certificate.

Requirements for share capital and shares

  1. Minimum share capital:
    • for Zrt. – 5 million forints (about EUR 17,000);
    • for Nyrt. – 20 million forints (about EUR 67,000);
    • maximum – not set.
  2. At the time of registration of the company, at least 25% of the share capital must be paid, the remaining amount is paid within a year.
  • Shares can be divided into classes and series, and may provide for special property rights.
  • Bearer shares are prohibited from being issued.
  • Nyrt. may issue shares only in uncertificated form. When such shares are used, information about them is reflected in the securities account.

Requirements for the director

  • A board of directors consisting of at least 3 directors or one General Director.
  • Only an individual can be a director.
  • There are no requirements for the residence of the director, however, to maintain the residence of the company, it is better when he is a resident of Hungary (the main criterion is the location of management and control).
  • Information about the director when registering a company or any change of director is submitted to the open state Register and is public.
  • Directors are jointly and severally liable to shareholders for their acts and omissions. In some cases, directors may also be liable to the company's creditors if, in the event of a winding up proceeding, the company does not have sufficient assets to satisfy its creditors.

Beneficiary

  • The beneficiary is the actual owner of the company, who can manage it directly or through a nominee service (through a nominee director or shareholder).
  • Information about the beneficiary is stored in the office of professional intermediaries, but is not submitted to the open Register and is not subject to disclosure.

Requirements for shareholders

  • Shareholders of a company can be both individuals and legal entities.
  • The company's shareholders can be both residents and non-residents of Hungary.
  • Information about shareholders is contained in the Register of Shareholders.

Company office

  • Having a registered office is mandatory for every company in Hungary.
  • Registers of company participants, minutes of meetings, reports and other documents should be kept at the address of the registered office.
  • Information about the legal address is recorded when registering the company in the Register.

Reporting, audit

  • Companies must maintain accounting records. Primary documents is compiled in Hungarian.
  • Companies are required to annually submit financial and tax statements and an annual report to the competent authorities.
  • Financial statements are submitted to the Ministry of Public Administration and Justice and are publicly available on its website.
  • An audit of financial statements is mandatory if the company's turnover for the last two years exceeds 100,000,000 forints and the number of employees exceeds 50 people.
  • An annual report is also submitted to the Ministry. Companies whose assets do not exceed 500 million forints and have 50 employees can prepare an annual report in a simplified form.
  • Tax returns must be filed annually by March 31st.

Societas Europaea (European Company), the name must contain the ending “SE” This legal form is used for companies that operate or intend to operate in several Member States European Union. Read more in our article.