Dissolution and deregistration of a foundation

Proposal to dissolve a foundation

1. When to use this guide

   Use this guide if you want to dissolve a foundation:

   • with liquidation, or
   • without liquidation.

    

   Legislation

   The conditions for dissolving a foundation are governed by Act No. 34/2002 Coll. on Foundations and Amending the Civil Code, as amended.Opens in a new window

2. 1. Find out who may file the proposal to dissolve

   The proposal to dissolve may be filed by:

   • the foundation’s administrator, or
   • an authorized person acting under a power of attorney.
3. 2. Convene the body authorized to decide on the dissolution of the foundation

   The dissolution of the foundation must be decided by the body specified in the deed of foundation. This may be:

   • the board of trustees, or
   • the founder of the foundation.

Choose the method of submission

1. 3a) Dissolution of the foundation with liquidation

   Electronic submission
   Fill in the electronic form Proposal to dissolve – foundation.Opens in a new window

   The proposal must be signed by the foundation’s administrator, or by an authorized person acting under a power of attorney, with a qualified electronic signature (KEP).

    

   Attach:

   • the minutes of the board of trustees meeting or the founder’s decision on the dissolution of the foundation with liquidation, on the foundation’s entry into liquidation (including the date of entry into liquidation), and on the appointment of a liquidator (including their personal data and the date their function commenced),
   • a power of attorney, if the proposal is filed by an authorized person.

    

   How to proceed

   1. Fill in the electronic form.
   2. Attach all required attachments.
   3. Sign the proposal with a qualified electronic signature (KEP).
   4. Submit the form.
   5. Pay the administrative fee based on the payment order, which will be delivered to your electronic mailbox after the proposal is sent.

    

   Warning: For the electronic submission you need an ID card with an eID chip and a qualified electronic signature (KEP). The proposal cannot be sent without a qualified electronic signature.

    

   Good to know: For an electronic submission the administrative fee is reduced by half, i.e. €12.50.

    

   Paper submission
   Deliver the proposal in person or by post to:

   Ministry of the Interior of the Slovak Republic
   Section of Public Administration
   Department of General Internal Administration
   Štefánikova 15
   812 19 Bratislava

   The proposal is filed by the foundation’s administrator or an authorized person acting under a power of attorney.

    

   State in the proposal:

   • the name, registered office, and company identification number (IČO) of the foundation,
   • the body that decided on the dissolution of the foundation,
   • the date the decision was adopted,
   • the date the foundation entered liquidation,
   • details of the liquidator, including the date their function commenced.

    

   Attach:

   • the minutes of the board of trustees meeting or the founder’s decision on the dissolution of the foundation with liquidation, on entry into liquidation, and on the appointment of a liquidator,
   • a power of attorney, if the proposal is filed by an authorized person,
   • confirmation of payment of the administrative fee in the amount of €25.

    

   Good to know: You can pay the administrative fee using a Confirmation of payment of an administrative or court fee, available at branches of the Slovak Post.Opens in a new window You can also pay the fee at a self-service payment kiosk at the building of the Ministry of the Interior of the Slovak Republic.

2. 4a) Wait for the registration authority’s response

   After receiving the proposal, the registration authority checks whether it contains all the required data and attachments.

    

   If the proposal is in order
   If the proposal meets all statutory conditions, the registration authority registers the foundation’s entry into liquidation in the Register of Non-Governmental Non-Profit Organizations within 30 days of receiving the proposal. It then delivers to the electronic mailbox of the foundation or the authorized person a notice of the registration, including the liquidator’s details.

    

   If the proposal contains deficiencies
   If the registration authority finds deficiencies, it sends the foundation or the authorized person a notice to remedy them to their electronic mailbox.

3. 3b) Dissolution of the foundation without liquidation – by merging with another foundation

   You will need a merger agreement, which contains:

   • the identification of the parties,
   • details of the assets, liabilities, rights, and obligations of the dissolving foundation,
   • the signatures of the administrators of the dissolving and successor foundations.

    

   Electronic submission
   Fill in the electronic form Proposal to dissolve – foundation.Opens in a new window

   The proposal must be signed by the administrator of the dissolving foundation, or by an authorized person acting under a power of attorney, with a qualified electronic signature (KEP).

    

   Attach:

   • the merger agreement signed by the administrators of the dissolving and successor foundations,
   • the minutes of the board of trustees meeting or the founder’s decision of the dissolving foundation on its dissolution by merger,
   • the minutes of the board of trustees meeting or the founder’s decision of the successor foundation on the merger,
   • a power of attorney, if the proposal is filed by an authorized person.

    

   How to proceed

   1. Fill in the electronic form.
   2. Attach all required attachments.
   3. Sign the proposal with a qualified electronic signature (KEP).
   4. Submit the form.
   5. Pay the administrative fee based on the payment order, which will be delivered to your electronic mailbox after the proposal is sent.

    

   Warning: For the electronic submission you need an ID card with an eID chip and a qualified electronic signature (KEP). The proposal cannot be sent without a qualified electronic signature.

    

   Good to know: For an electronic submission the administrative fee is reduced by half, i.e. €25.

    

   Paper submission
   Deliver the proposal in person or by post to:

   Ministry of the Interior of the Slovak Republic
   Section of Public Administration
   Department of General Internal Administration
   Štefánikova 15
   812 19 Bratislava

   The proposal is filed by the administrator of the dissolving foundation or an authorized person acting under a power of attorney.

    

   State in the proposal:

   • the name, registered office, and company identification number (IČO) of the dissolving foundation,
   • the name, registered office, and company identification number (IČO) of the successor foundation,
   • the body that decided on the dissolution of the foundation by merger,
   • the date the decision was adopted.

    

   Attach:

   • the merger agreement signed by the administrators of the dissolving and successor foundations,
   • the minutes of the board of trustees meeting or the founder’s decision of the dissolving foundation on its dissolution by merger,
   • the minutes of the board of trustees meeting or the founder’s decision of the successor foundation on the merger,
   • a power of attorney, if the proposal is filed by an authorized person,
   • confirmation of payment of the administrative fee in the amount of €50.

    

   Good to know: You can pay the administrative fee using a Confirmation of payment of an administrative or court fee, available at branches of the Slovak PostOpens in a new window. You can also pay the fee at a self-service payment kiosk at the building of the Ministry of the Interior of the Slovak Republic.

4. 4b) Wait for the registration authority’s response

   After receiving the proposal, the registration authority checks whether it contains all the required data and attachments.

    

   If the proposal contains deficiencies
   If the registration authority finds deficiencies, it sends the foundation or the authorized person a notice to remedy them to their electronic mailbox.

    

   If the proposal is in order
   If the proposal meets all statutory conditions, the registration authority, within 30 days of receiving the proposal:

   • sends the successor foundation or the authorized person, to their electronic mailbox, a notice of the recording of the dissolution of the foundation by merger and the deregistration of the dissolving foundation from the Register of Non-Governmental Non-Profit Organizations,
   • deregisters the dissolving foundation from the register,
   • registers the change of data of the successor foundation, which has taken over the assets and liabilities of the dissolving foundation.

   The deregistration of the dissolving foundation and the registration of the change for the successor foundation are carried out on the same day.

Proposal to deregister a foundation

1. When to use this guide

   Use this guide if you want to file a proposal to deregister a foundation from the Register of Non-Governmental Non-Profit Organizations after the completion of liquidation.

    

   Important: You can file the proposal to deregister only after 6 months have elapsed from the date the notice of the foundation’s entry into liquidation was published in the Commercial Bulletin (Obchodný vestník).

2. 1. Find out who may file the proposal to deregister

   The proposal to deregister may be filed by:

   • the foundation’s liquidator, or
   • an authorized person acting under a power of attorney.
3. 2. File the proposal to deregister the foundation

   You can file the proposal electronically or in paper form.

    

   Electronic submission
   Fill in the electronic form Proposal to deregister – foundation.Opens in a new window

   The proposal must be signed by the foundation’s liquidator, or by an authorized person acting under a power of attorney, with a qualified electronic signature (KEP).

    

   Attach:

   • the liquidator’s final report on the course of the liquidation, stating the date the liquidation ended and the place where the documents are archived,
   • the financial statements as of the day preceding the day of entry into liquidation,
   • the financial statements as of the day the liquidation ended,
   • proof of the transfer of assets forming the foundation’s endowment to another foundation,
   • a power of attorney, if the proposal is filed by an authorized person.

    

   How to proceed

   1. Fill in the electronic form.
   2. Attach all required attachments.
   3. Sign the proposal with a qualified electronic signature (KEP).
   4. Submit the form.
   5. Pay the administrative fee based on the payment order, which will be delivered to your electronic mailbox after the proposal is sent.

    

   Warning: For the electronic submission you need an ID card with an eID chip and a qualified electronic signature (KEP). The proposal cannot be sent without a qualified electronic signature.

    

   Good to know: For an electronic submission the administrative fee is reduced by half, i.e. €25.

    

   Paper submission
   Deliver the proposal in person or by post to:

   Ministry of the Interior of the Slovak Republic
   Section of Public Administration
   Department of General Internal Administration
   Štefánikova 15
   812 19 Bratislava

   The proposal is filed by the foundation’s liquidator or an authorized person acting under a power of attorney.

    

   State in the proposal:

   • the name, registered office, and company identification number (IČO) of the foundation,
   • the date the liquidation ended,
   • the place where the documents are archived.

   The signature of the liquidator or the authorized person must be officially certified.

    

   Attach:

   • the liquidator’s final report on the course of the liquidation, stating the date the liquidation ended and the place where the documents are archived,
   • the financial statements as of the day preceding the day of entry into liquidation,
   • the financial statements as of the day the liquidation ended,
   • the issue number of the Commercial Bulletin in which the notice of the foundation’s entry into liquidation was published,
   • proof of the transfer of assets forming the foundation’s endowment to another foundation (§ 18(9) of the Foundations Act),
   • confirmation of payment of the administrative fee in the amount of €50,
   • a power of attorney, if the proposal is filed by an authorized person.

    

   Good to know: You can pay the administrative fee using a Confirmation of payment of an administrative or court fee, available at branches of the Slovak Post.Opens in a new window You can also pay the fee at a self-service payment kiosk at the registration authority’s building.

4. 3. Wait for the registration authority’s response

   After receiving the proposal, the registration authority checks whether it contains all the required data and attachments.

    

   If the proposal is in order
   If the proposal meets all statutory conditions, the registration authority deregisters the foundation from the Register of Non-Governmental Non-Profit Organizations within 30 days of receiving the proposal. It then delivers to the electronic mailbox of the liquidator or the authorized person a notice that the deregistration has been carried out.

    

   If the proposal contains deficiencies
   If the proposal to deregister was not filed by an authorized person, or does not contain all the required data and attachments, the registration authority will notify the liquidator or the authorized person and request that they remedy the deficiencies. It delivers the notice to the electronic mailbox of the liquidator or the authorized person.