Contracts, obligations, business

Preparation of contractual documentation 

Nowadays, contractual documentation is an important instrument in the relationship between two or more entities that need to confirm their mutual obligations in writing to ensure legal certainty. Our law firm prepares contractual documentation for all types of contracts, such as:

• purchase contract, contract of donation, lease and sublease agreement
• on transfers of ownership interests, on transfers of securities
• securing the obligation (pledge agreement, surety contracts)
• brokerage contract
• or unnamed, tailor-made contracts

The current trend is for people to look for freely available templates of various types of contracts online when drafting contractual documentation in order to save. However, it is important to understand that each case is unique and not every contract that is freely available online is suitable for the particular purpose. In practice, there are very few situations in which a basic model contract is sufficient. Each person and situation is usually distinct and requires a special adaptation of the contract to best suit the situation at hand and to safeguard the legitimate interests of the person who needs it to the maximum extent possible. When people use a basic template, which is very often insufficient for complex regulation of obligations, they tend to run into trouble and are forced to seek professional legal assistance, most often from a lawyer, because their own knowledge is usually not enough to solve the problem. As a result, they may ultimately spend much more money than they would spend if they had the contractual documentation drafted by an expert from the outset, as the basic and main objective of contractual documentation is to comprehensively regulate the obligations of the parties to the contract to avoid problematic situations and ensure a smooth process.

Our law firm has many years of extensive experience in dealing with contractual relations and drafting contractual documentation with international elements. As part of our legal services, we provide, in particular, the complete preparation of contractual documentation, review of contractual documentation, negotiation with the counterparty on the content of the contractual relationship and resolve any disputes arising from concluded contracts. 

Business advice

The current legislation does not define the concept of business as such. From a substantive point of view, we derive the concept of business from the definition of an entrepreneur set out in Section 420(1) of Act No. 89/2012 Sb., Civil Code, as amended (“Civil Code”), which stipulates that an entrepreneur is a person “who, on his own account and responsibility, independently carries out a gainful activity in the form of a trade or in a similar manner with the intention to do so consistently for profit”. From a formal point of view, in accordance with Section 421(1) of the Civil Code, an entrepreneur is a person registered in the Commercial Register. In this case, it is therefore not decisive whether the person actually carries out business activities, but only whether the person is registered in the Commercial Register.

In addition to the above, an entrepreneur is also a person who has a trade licence or other authorisation under another law.

A person who decides to become an entrepreneur must first choose the form of business, particularly taking into account the activities they intend to engage in. At the same time, they should consider their own skills and aptitudes, educational background, previous experience and ability to secure the business financially.

An individual may carry on business in a fully autonomous manner as a self-employed person or on a freelance basis under specials laws, which does not mean that the person cannot employ employees. In addition to individuals, legal persons, in particular, trading companies and cooperatives, may also carry on business pursuant to Act No. 90/2012 Sb., on trading companies and cooperatives (“Business Corporations Act”). Other corporations, such as associations, may also engage in business activities as a secondary activity. Those who decide to go into business must also consider whether they will assume all the rights and obligations arising from the business as a self-employed person or whether they will exercise them through a company.

Our law firm has many years of experience in advising businesses. With regard to your business plan, we will advise you whether it is more suitable for you to run your business as a self-employed person or to establish a company. As part of our consulting services, we will prepare all the necessary documents for obtaining a trade licence, establishing a company and arranging special permits and guide you through all related steps. We are also ready to represent you in negotiations before a notary, a register court, a trade licence or specialised office.

What issues do we typically handle for clients in relation to contracts, obligations and business?

• How to draw up contractual documentation correctly?
• How to resolve a dispute arising from a bad contract?
• Is it better for me to be a self-employed person or establish a company?
• What do I need to establish a trade licence?
• Establishment of a company
• Assessment of the suitability of the company’s legal form
• Liquidation of a company
• Mergers
• Increasing the company’s capital
• Ownership interests in a company
• Deed of incorporation or memorandum of association
• Registration of the company in the Commercial Register
• Agency contracts
• Representation at a notary
• Representation before a register court
• Representation before a specialised office