On 1 January 2026, the majority of an extensive amendment to criminal regulations implemented by Act No. 270/2025 Coll. came into force, which also affected Act No. 418/2011 Coll., on Criminal Liability of Legal Entities and Proceedings Against Them, as amended (the “zTOPO”). The amendment in relation to certain new provisions of the zTOPO will subsequently become effective as of 1 July 2026.
The first of the changes in the criminal liability of legal entities is a modified scope of circumstances to which the court will take into account when determining the type and extent of the penalty. In addition to the nature and seriousness of the committed criminal offense, the circumstances of the legal entity and its previous activities, the court will newly also take into account the number of employees of the legal entity and the subject of its activities. This is intended to prevent the imposition of disproportionate penalties which, due to a deterioration in the economic situation of the legal entity, could ultimately lead to negative effects such as mass layoffs of employees. The court will further consider whether the legal entity has implemented an effective set of preventive measures ensuring compliance with legal regulations and aimed at preventing criminal activity (compliance program), or whether it implemented such measures after the commission of the criminal offense.
As the Criminal Code newly allows the imposition of a financial penalty for the commission of any criminal offense, this procedure will also be possible when imposing penalties on legal entities under the zTOPO. When determining the amount of the daily rate (which ranges from CZK 1,000 to CZK 2,000,000), the court will take into account the amount of the net turnover of the legal entity achieved in the last completed accounting period.
In the event that a legal entity is unable to carry out its activities for a period longer than one-year, criminal prosecution would be purposeless and a procedure under other legal regulations allowing for the dissolution of the legal entity may be considered sufficient, the public prosecutor may, even before the commencement of criminal prosecution, postpone the matter by a resolution. If the legal entity does not successfully challenge the postponement by filing a complaint, the public prosecutor’s office will subsequently submit a motion to the court for the dissolution of the legal entity with liquidation.
As of 1 July 2026, the zTOPO will include regulation of a new diversion, namely the conditional discontinuation of criminal prosecution of a legal entity. The court, and in preparatory proceedings the public prosecutor, may proceed in this manner if the conditions set out cumulatively in the new provision of Section 37b of the zTOPO are met (the legal entity agrees to the procedure, compensates for the damage caused, etc.). The decision will set a probation period ranging from 6 months to 2 years.
In the case of conditional discontinuation of criminal prosecution, it will also be possible to impose on the legal entity the obligation to prepare and implement an effective set of preventive and remedial measures (compliance program) and at the same time to stipulate that the legal entity undergo supervision of their implementation. The supervising persons will be specialized attorneys or auditors who will submit a report on the performance of the supervision to the court or the public prosecutor once a year.
Legal Update 02/2026, download PDF here.