All business companies have legal personality. Foreign investors most often choose the limited liability company (Kft.).
Other forms of business presence
Branch of a foreign company
A branch is an organisational unit of a foreign company without its own legal personality, but it operates independently and is registered in the Hungarian companies register. The foreign company carries on business in Hungary through the branch, and the branch represents it before the authorities and towards third parties.
Commercial representative office
A commercial representative office may only carry out preparatory and auxiliary activities for the foreign company (e.g. market research, contract preparation). It may not carry on business activities of its own.
European Company (SE)
Under Council Regulation (EC) No 2157/2001 and the relevant Hungarian legislation, a European Company may be established with its registered office in Hungary.
Formation procedure
Hungarian and foreign individuals and legal entities may establish a business company, join an existing company as a member, or acquire an interest in one. Non-profit companies may also be established. They are subject to the same company law rules, but their profits may not be distributed to the members.
The articles of association must be signed by all founders. They must be executed either as a notarial deed or as a private document countersigned by a lawyer. Legal representation is mandatory in company registration proceedings, and the application is filed electronically.
The application must be filed with the court of registration within 30 days of signing the articles of association. In the regular procedure, the court decides within 15 working days. In the simplified procedure, the statutory template must be used as the articles of association, and the company is generally registered within one working day. Since 2017, no registration fee or publication fee has been payable for the most common company forms. The company receives its tax number during the registration procedure.Setting up a limited liability company (Kft.) – in detail
Documents to be prepared (in Hungarian, with translation if required)
- Articles of association, or deed of foundation for a single-member company
- List of members
- Managing director’s declaration of acceptance
- Power of attorney for legal representation
- Specimen signature of the managing director(s), countersigned by a lawyer
- Declarations of the managing director (e.g. on the payment of the capital and on grounds for disqualification)
- Appointment of an agent for service of process, if a member or managing director has no address in Hungary
- Proof of the right to use the registered office (e.g. lease agreement or owner’s consent)
- Application for registration
Documents to be provided by a foreign corporate founder
- A certified extract from the commercial register, not older than 30 days, with an apostille (or other legalisation where required)
- A certified Hungarian translation of the extract, which we can arrange in Hungary
Mandatory content of the articles of association
- company name
- registered office and, if any, branches and sites
- details of the members
- activities of the company (based on the official classification of activities)
- share capital: at least HUF 3,000,000, with each member’s contribution being at least HUF 100,000
- managing director(s), appointed for a fixed or indefinite term, and the method of signing for the company (individually or jointly)
Regular or simplified procedure?
We generally recommend the regular procedure. Unlike the simplified procedure, it allows the articles of association to depart from the statutory template and to include tailored provisions (e.g. on the discharge of managing directors).
Costs
No court registration fee is payable. The costs consist mainly of legal fees, certified translations and, if the documents are signed abroad, notarisation and apostille. We are happy to provide a quote.
After registration
- Beneficial owners: report them to the beneficial ownership (UBO) register.
- Bank account: open a payment account with a payment service provider in Hungary.
- Electronic communication: companies must communicate with the authorities electronically through the official company mailbox (Cégkapu).
- Other registrations: as needed, register for VAT, EU VAT number, employment and local business tax.
- Ongoing obligations: set up accounting, payroll and tax compliance processes.