Czechia's 14 notified measures, read against Directive (EU) 2025/25

Czechia has notified fourteen statutes to the Commission as transposing Directive (EU) 2025/25, and every one of them was published before the Directive was. We read three of the fourteen in the official Czech collection of laws and compared them with the articles the Directive inserts into Directive (EU) 2017/1132. Those three carry a large part of the register machinery the Directive asks for. They cannot carry the EU Company Certificate or the digital EU power of attorney, because neither instrument existed when they were written, and the Commission has not yet published either template.

Who this is for

Anyone who has seen the line "Czechia has transposed Directive 2025/25" and needs to know what that means before repeating it: company secretaries with a Czech entity, law firms advising on Czech registrations, ministries in other Member States looking at Czechia as a first mover, and journalists who found the same EUR-Lex page we did.

What was notified

Czechia is the only Member State with any communicated measures for this Directive. The record shows fourteen; the other twenty-six Member States show none [EUR-Lex transposition notifications for Dir. 2025/25Official data]. We re-checked that record on 3 September 2026 and it was unchanged.

The fourteen, in publication order:

The newest is 162/2024 Sb., published on 19 June 2024. The Directive appeared in the Official Journal on 10 January 2025. So the notification tells the Commission that Czech law as it already stood covers ground the Directive occupies. It is not a new transposing act.

What we read, and what we did not

We read three of the fourteen in e-Sbírka, the official electronic collection of Czech law: the Public Registers Act 304/2013 Sb. [Act No. 304/2013 Sb. (Czech Public Registers Act)], the Notarial Code 358/1992 Sb. [Act No. 358/1992 Sb. (Czech Notarial Code)] and the digital company law act 416/2022 Sb. [Act No. 416/2022 Sb. (Czech digital company law act)]. Those three carry the register, notarial and EU-plumbing rules that the inserted articles are about. The other eleven we have not read; the criminal code, the misdemeanours act and the anti-money-laundering package are presumably notified for the penalties limb, and we are not going to guess at that.

Two limits on what follows. e-Sbírka labels its consolidated wordings informativní znění, informative wording; the text that governs is the promulgated wording in the Sbírka zákonů. And the EUR-Lex record shows "Translation failed" against all fourteen Czech titles, so no official English version of these acts exists on that page. Section excerpts we relied on are saved with the site's sources.

The obligations, one at a time

Article 14a, disclosure by partnerships

The inserted Article 14a requires compulsory disclosure by the partnership types listed in the new Annex IIB, covering name, legal form, registered office, registration number, limited partners' contributions, the instrument of constitution and its amendments, the particulars of those authorised to represent, accounting documents, winding-up, nullity, liquidators and striking off [Directive (EU) 2025/25, Art. 14a]. For Czechia, Annex IIB lists veřejná obchodní společnost and komanditní společnost [Directive (EU) 2025/25, Annex IIB].

Most of that content is already in the Czech commercial register. Section 48(1)(h) records the partners of a veřejná obchodní společnost; section 48(1)(i) records the partners of a komanditní společnost, which of them is a general partner and which a limited partner, and the amount of each limited partner's contribution and its changes. The collection of deeds under section 66 holds the constitutive act with its complete amended wording, the appointment and removal of statutory bodies, and the annual accounts [Act No. 304/2013 Sb. (Czech Public Registers Act), §§ 48, 66].

The EU-facing limb is narrower than the article. Section 3a of the same act pushes register data and filed documents into the system of interconnection of registers, and has the Ministry of Justice supply the data needed to allocate the European unique identifier, only for a společnost s ručením omezeným, an akciová společnost and branches of foreign capital companies registered under section 50 [Act No. 304/2013 Sb. (Czech Public Registers Act), § 3a]. Partnerships are not in that list. The Directive requires an EUID for the companies listed in Annexes II and IIB [Directive (EU) 2025/25, Art. 16(1)], applies the register-file rules to everything in Article 14a [Directive (EU) 2025/25, Art. 16(7)], and requires Article 14a documents to be publicly available through the interconnection system [Directive (EU) 2025/25, Art. 18(1)]. On the wording of section 3a as it stands, Czech partnerships are outside all three.

Section 3a is also the provision that 416/2022 Sb. amended, and it amended only the EUID sentence at the end. The first sentence, with its list of company types, was left as it was [Act No. 416/2022 Sb. (Czech digital company law act)].

Article 15, up-to-date registers

The replaced Article 15 sets three things: changes filed with the register within a period not exceeding 15 working days, changes entered and disclosed within 10 working days of the filing formalities being complete, and procedures to check whether a company still qualifies to be registered, with a correction period and a possibility of striking off [Directive (EU) 2025/25, Art. 15(2)–(3)].

The entry deadline is met and then some. The Czech register court must make the entry or decide on the application within 5 working days [Act No. 304/2013 Sb. (Czech Public Registers Act), § 96(1)], publishes the entry and the filed document without undue delay [Act No. 304/2013 Sb. (Czech Public Registers Act), § 2(2)], and if it misses the 5 days the entry is treated as made on the following day [Act No. 304/2013 Sb. (Czech Public Registers Act), § 98].

The filing deadline is expressed differently. Czech law requires the application to be filed "without undue delay" after the decisive fact arises, and then uses 15 days as the point at which anyone with a legal interest may file instead of the person who should have [Act No. 304/2013 Sb. (Czech Public Registers Act), § 11(2)–(3)]. That is a standard plus a third-party remedy, not a stated maximum period, and the 15 days are calendar days rather than working days. Documents for the collection of deeds are on the same "without undue delay" standard [Act No. 304/2013 Sb. (Czech Public Registers Act), § 72(1)]. Whether that satisfies "within a period not exceeding 15 working days" is a question for the Commission's completeness check. We are not going to answer it here.

The continued-qualification limb is substantially present. Where a company repeatedly fails its duties the register court may open proceedings to wind it up on its own motion, after warning the company and giving it a reasonable period to put things right [Act No. 304/2013 Sb. (Czech Public Registers Act), § 105]. Where accounts for at least two consecutive periods are missing, the court gives one month to file them and can then proceed to dissolution, entering the fact that dissolution proceedings have started in the register [Act No. 304/2013 Sb. (Czech Public Registers Act), § 105a].

Article 16b, the EU Company Certificate

Not in the acts we read, and no act published before 2025 could contain it. The EU Company Certificate is a document the Directive creates: registers must issue it, it must be accepted in every Member State as sufficient evidence of incorporation and of a defined list of information, and each company must be able to obtain it electronically free of charge at least once a calendar year [Directive (EU) 2025/25, Art. 16b(1), (2), (5)]. Its multilingual template comes from the Commission by implementing act, and the deadline for that act was 31 July 2026 [Directive (EU) 2025/25, Art. 24(2), point (d)]. It has not been adopted.

What Czech law does have is the raw material. On request the register court issues a certified partial or complete copy of an entry or of a filed document, or confirmation that a particular entry does not exist, and the charge for it may not exceed the actual and necessary administrative cost [Act No. 304/2013 Sb. (Czech Public Registers Act), § 4]. That cost cap matches the second subparagraph of Article 16b(5). The free-once-a-year right, the fixed data set in Article 16b(2) and (3), and wallet compatibility under Article 16b(6) are not in the act.

Article 16c, the digital EU power of attorney

Also not in the acts we read, and for the same reason: the template is a Commission implementing act under Article 24(2), point (e), due by 31 July 2026 and not yet adopted [Directive (EU) 2025/25, Art. 24(2), point (e)].

The national side of Article 16c is a different matter, and this is where Czechia's notification of the Notarial Code makes sense. The Directive leaves the granting, amendment and revocation of the power of attorney to national requirements, but those requirements must at least include verification by a court, a notary or another competent authority of the identity, legal capacity and authority to represent of the person granting it [Directive (EU) 2025/25, Art. 16c(1)]. Czech notarial law already requires proof of identity by valid official identity document or by two identity witnesses, requires a legal person to prove its existence by an extract from the register in which it is entered, and requires the notary to refuse to draw up the deed if identity or existence is not proved [Act No. 358/1992 Sb. (Czech Notarial Code), § 64]. Since 2021 that check can be done without physical presence, over videoconference combined with an electronic identification means at the high assurance level, issued within a qualified scheme [Act No. 358/1992 Sb. (Czech Notarial Code), § 64a].

Two gaps we can see and one we cannot. Sections 64 and 64a cover identity and, for a legal person, existence. They do not on their face cover legal capacity or authority to represent, which Article 16c also names; whether other Czech provisions supply those is not something we have read, and we are not assuming it. Separately, Article 16c(3) lets a Member State require the power of attorney to be filed with a register. The words plná moc do not appear anywhere in the Public Registers Act, so Czechia has not taken that option in the act that would carry it.

Article 16d, exemption from legalisation

Not found in the acts we read. Article 16d exempts certified register copies, notarial acts and administrative documents, and the EU Company Certificate and digital EU power of attorney themselves, from legalisation and any similar formality when presented in another Member State [Directive (EU) 2025/25, Art. 16d]. The word legalizace does appear in the Notarial Code, but in its Czech sense of certifying a signature, which is a different thing. Where the exemption would sit in Czech law is outside the three acts we read.

Article 16e, contact points

Not found. Article 16e sets up a contact point per Member State to answer authenticity queries within 5 working days, and requires Member States to notify those contact points to the Commission [Directive (EU) 2025/25, Art. 16e(1), (3)]. The phrase kontaktní místo does not occur in the Public Registers Act at all. It does occur in 416/2022 Sb., but as kontaktní místo veřejné správy, the Czech public administration counter that issues verified outputs from registers [Act No. 416/2022 Sb. (Czech digital company law act)]. That is not the Article 16e contact point, and reading it as one would be wrong.

Article 16f, refusal on suspicion of abuse or fraud

Not checked. Article 16f is the reverse safeguard: authorities may exceptionally refuse to accept a document from another Member State's register where they have reasonable grounds to suspect abuse or fraud, and must then consult the register that provided it [Directive (EU) 2025/25, Art. 16f]. We did not look for a Czech counterpart, and this section says so rather than implying there is none.

Article 16g, exemption from translation

Partly present, by a different route. Article 16g(2) requires that a certified translation be demanded only where the purpose justifies it and it is strictly necessary [Directive (EU) 2025/25, Art. 16g(2)]. Czech law already limits certification rather than translation: a foreign-language document is submitted in the original together with a Czech translation unless the register court tells the company it does not require one, and the court may say so on its notice board for an indefinite number of future proceedings; certification of the translation is required only where the source language is not an official language of an EU or EEA state [Act No. 304/2013 Sb. (Czech Public Registers Act), § 73].

Article 16g(1), which asks Member States to try not to require translation at all where the information can be read in the EU Company Certificate or through the interconnection system with explanatory labels, has no counterpart, because the certificate does not exist yet.

What this does not tell you

It does not tell you Czechia is late, and it does not tell you Czechia is in breach. The transposition deadline is 31 July 2027 and the measures apply from 31 July 2028 [Directive (EU) 2025/25, Art. 4(1)–(2)]. There is nothing to be in breach of yet. Notifying existing legislation early is ordinary practice, and it is how a Member State tells the Commission which parts of its law it considers already compliant.

It does not tell you the Commission agrees. EUR-Lex prints the reservation on the page itself: Member States bear sole responsibility for this data, and it does not prejudge the Commission's own check of completeness and correctness [EUR-Lex transposition notifications for Dir. 2025/25Official data].

It does not tell you what the remaining eleven acts do. Four of the seven articles above turn on provisions we have read; three do not.

Dates

Czech transposing measures, when they are published, must cite the Directive [Directive (EU) 2025/25, Art. 4(4)]. That reference is how this page will catch them.

Common confusions

"Czechia has transposed the Directive." No. Czechia has told the Commission which existing statutes it considers relevant. Three of the seven articles we examined describe instruments and duties that are not in the acts we read.

"Fourteen measures means fourteen new laws." No. All fourteen were on the statute book before the Directive was published, and eleven of them before 2023.

"The EU Company Certificate must already work in Czechia, then." No. Nobody can issue it anywhere yet. The Commission has not adopted the template, which was due on 31 July 2026.

"So the notification is meaningless." No. It marks out the base Czechia intends to build on: a register that already publishes to the EU interconnection system for limited companies, a five-working-day entry deadline, and a notarial identity check that already works remotely at the high assurance level. The work left is narrower than a reader who has not looked would assume.

How we did this

The method here is meant to be repeatable for the next Member State that notifies. Read the transposition record and record what it actually says, including its own disclaimer. Open each notified act in the official national collection, not in a commentary or a translation aggregator. Take the inserted articles one at a time and give each a verdict from a short list: present, partly present, absent from what was read, or not checked. Say which acts were not read. Where the national text is in a language we cannot verify to that standard, the entry is marked unverified rather than guessed.

The status summary for Czechia is on the Czechia page, and the 27-country picture is in the transposition table. If you can read Czech and think we have misread a section, the correction address is hello@eudipoa.com and corrections are published at /corrections.