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Company modification

Company modifications or, more precisely, changes in a company’s data do not always involve compulsory amendment to the foundation document (articles of association, deed of foundation, etc.).

Therefore, it does not require amendment to the articles of association provided that the change covers the company’s scope of activities defined in the articles of association or relates only to data required by law for company incorporation as those to be included in the foundation document (e.g. a change in the members of a ‘kft’, person of the new executive officer). However, in the event of each company modification which affects the data of the articles of association, new articles of association shall be prepared in a consolidated structure including the data as at the current state. These articles may be edited without the members’ relevant special resolution and the signature of the members may be replaced by a lawyer’s countersignature.

If a company modification is intended to change only the company name, registered office, places of business, branch offices or scope of activities of the business association, provided that this was not excluded by the members in the articles of association, the company’s supreme organ (e.g. members’ meeting) may amend the articles of association by a simple majority of votes. With the exception of the change of the principal activity, the articles of association may authorize also the company’s managing director to adopt such decisions and to amend the articles of association accordingly.

Company modification shall be reported to the court of registry within 30 days. Similarly to company incorporation, company modification may be registered electronically, provided, however, that the services of a lawyer are used.

The procedure for registration of changes is subject to a duty, which is generally HUF 15 000. The publication fee amounts to HUF 3 000.

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