Foreign nationals and business entities registered outside of Hungary are entitled to incorporate a limited liability company (Ltd.) in Hungary without any restrictions, but there may be extra obligations that shall be fulfilled for the registration of the limited liability company in Hungary.
What is an Ltd. according to the Hungarian law?
The liability of the member of the limited liability company is restricted: the member shall provide to the company the contribution regulated in the deed of association, but the member is not responsible for the liabilities of the company. The member(s) of the company shall provide a share capital amounting to minimum HUF 3,000,000 (approx. EUR 10,000) to the company. This amount can be a clear pecuniary contribution, a clear non-pecuniary contribution or a mixture of them. The non-pecuniary contribution can be property or rights representing assets. The minimum contribution of a member is HUF 100,000 (approx. EUR 333).
The limited liability company may be incorporated by one or more members as well (legal or natural person).
The managing director of the limited liabiliy company
The limited liability company may have one or more managing directors. The managing director may be Hungarian or foreign citizen as well even without regiseterd address in Hungary.
The proceeding for the registration of an Ltd. in Hungary
The corporate documents shall be prepared that may be signed by the founding member(s) in Hungary or abroad as well. In case of executing the corporate documents outside of Hungary, there are extra obliagtions regarding the formality of the signature depending on the place of signature.
The legal representation is obligatory in the proceeding for the registration of the limited liability company in the Hungarian company registry.
After signing the corporate documents the authorized Hungarian attorney-at-law will initiate the procedure before the court of company registration for the regsitration of the company by submitting the application form and the executed corporate documents as the attachements of the application form. The procedure takes approx. 3-4 weeks, that means that the final decision of the court of company registration regarding the registration of the company may be adopted within 3-4 weeks after submitting the corporate documents to the court of company registration.
After the registration of the limited liability company in the Hungarian company registry, the company shall open a bank account in Hungary. The bank account can not be opened through a proxy, so the managing director of the Hungarian company has to travel to Hungary at least once after the company is incorporated.
The costs of the incorporation of an Ltd. in Hungary
The incorporation of a Hungarian Ltd. is free of duty and any other administrative cost.
If the member of the Hungarian Ltd. is a foreign company, the official certificate of incorporation of the founding company shall be translated into Hungarian by a certified translator in Hungary so translation costs may arise during the proceeding.
If the member and/or the managing director of the Hungarian limited liability company are not Hungarian citizens or companies incorporated and registered in Hungary, they need to appoint a delivery agent in Hungary. The service contract concluded with the delivery agent shall be attached to the corporate documents and submitted in the proceeding as the attachement of the application for the registration of the limited liability company. Attorneys-at-law are entitled to provide delivery agency services in Hungary.