An amendment to the Corporations Act came into effect on 1 July, introducing partial changes to the conditions for exercising an office as members of statutory bodies of corporations. The law now contains a closed list of obstacles to holding such office and establishes a register of excluded (disqualified) persons.
Under current legislation, a member of an elected body (such as a statutory representative or a member of the board of directors or the supervisory board) must have full legal capacity and integrity and be free from any impediment to carrying out a trade under the Trade Licensing Act. As of 1 July, the Corporations Act contains its own regulation partially narrowing and specifying the conditions contained in the Trade Licensing Act.
Under the new Corporations Act, apart from legal incapacity, the only obstacles to holding an office as a member of an elected body under are:
- a final and conclusive conviction for crimes defined in an exhaustive list that most often occur in connection with business activities (e.g., embezzlement, fraud, money laundering, damage to creditors, etc.)
- bankruptcy declared on the property of a member of an elected body
- a ban on holding an office as a member of an elected body imposed by a Czech or foreign public authority (court or administrative body)
- a ban on performing activities related to the activities of a corporation imposed by a Czech or foreign public authority.
The Ministry of Justice shall also keep a register of persons excluded from holding an office as a member of an elected body of a corporation. Courts and notaries will be obliged to verify the eligibility of selected persons against this register as part of the registration procedure. Although the register will be non-public, anyone will be able to file a request in a prescribed form to the ministry for an extract of the data kept about them in the register.