6+
YEARS CEE TRANSACTIONAL PRACTICE
€150M+
TRANSACTIONS ADVISED
ONGOING COUNSEL · €1B+ AUM
VC/PE LEGAL BOUTIQUE
When founders sell a European company, six or seven figures routinely disappears to corporate tax before the wire even clears. The investors behind some of CEE's most ambitious deep-tech companies don't lose that money. Their holding structures were built years before the buyer arrived. Same architect. Same playbook. €19,500 buys the same protection. On a €5M sale, the math often saves over a million.
JUDr. Róbert Ďuriška · KILIAN LEGAL · Based in Bratislava · Serving CEE and international founders · Slovak · English · Hungarian
Most founders think about exit tax when the LOI lands. By then it's too late. The Slovak exemption needs the right structure built well before any deal starts — with real substance, clean ownership, and the right timing. Without it, founders lose four things at the negotiating table.
Sell €5M of equity in a Slovak operating company. The wire arrives. Roughly €1.05M never reaches you, taken as corporate tax before you ever see it. This is the default outcome unless you've built another path.
Buyers see disorganized paperwork and quietly knock 10–20% off the headline price. Every undocumented option, every awkward cap-table entry, every missing board minute is a discount waiting to happen at the LOI table.
Without a holding company, exit cash lands in your personal account. To reinvest in your next venture, you pay tax again on the same money. Two haircuts on one transaction. Most founders never see the second cut coming.
Documents drafted under LOI deadline pressure add weeks to closing. Buyers start asking new questions. Anchor investors hesitate. Momentum dies. Some deals close late. Some don't close at all.
The same architecture works for a single founder exit and for an entire investor's fund family. Two mandates below, both anonymised under Slovak Bar Association confidentiality. Numbers are accurate to within rounding; structural details checked against the same checklist Slovak tax auditors apply.
20 single-investment SPVs · one holding architecture · €1B+ AUM
The same Slovak holding architecture deployed across an entire CEE investor's fund family. Twenty single-investment SPVs span battery, semiconductor, robotics, geothermal, holographic comms, EV charging, and sensor technology. One coherent structure, substance-documented and built to survive any audit.
Originally led as in-house counsel inside the investor group. The relationship continues today as ongoing structuring and corporate work through KILIAN LEGAL.
The structure has to be operational for at least 24 months before the sale closes. No waiver. No exception. No fix-it-later. Your exit date sets when the work has to start, and it sets it hard.
Each tier is a complete deliverable. You can start at any level, or move up through them. The Strategy Session fee credits 100% toward the Protocol if you engage within 60 days.
The Holdco needs ongoing substance documentation to stay audit-defensible. After the exit, the wealth needs a home. Two engagements built for the long horizon — most founders take one, many take both.
A structure built today fails an audit five years from now if no one is keeping it alive. This retainer is the keeping-it-alive.
The wire hits and the question changes. You don't have an exit problem anymore. You have a €5M+ problem, and the answer is rarely a bank account.
Most fixed-fee legal offers hide the components. This is the full inventory. Every deliverable in the core service, plus five named bonuses included at no extra charge. Each bonus has its own price for clients who want it on its own.
One refund clause isn't risk reversal — it's a refund clause. Three guarantees, each covering a different failure, written into every engagement letter.
Late past Day 60 for any reason on our side — full refund. We still finish the work, on your timeline, at no further charge. The 60-day window is ours to meet, not yours to manage around.
If the dossier doesn't pass exemption-readiness review at Day 60, measured against the same checklist Slovak tax auditors use, we rework it on your timeline at no additional cost until it does.
If the exemption is challenged on our work product within five years of delivery — by any party — we respond and represent at no charge. Written responses, documentation production, and audit defense included.
The Protocol is a productised offer with specific economics. It fits a specific kind of founder situation. Filtering out bad-fit prospects matters as much as finding good-fit ones.
The Protocol is designed to be predictable. Fixed scope, fixed fee, fixed timeline. No surprises mid-engagement.
Start with the free Checklist, or book a 15-minute call to discuss whether the Protocol fits your situation. No pressure on either path.
If a deeper assessment makes sense, the 90-minute Strategy Session delivers a written memo with the structuring recommendation. €1,490, credits 100% toward the Protocol.
Sixty-day Holdco buildout, audit-grade documentation, RPVS filings, substance documentation, full pre-exit dossier. Fixed fee, three stacked guarantees.
Quarterly reviews, regulatory monitoring, annual return support, pre-LOI briefing when the exit conversation begins. Continuity available after Year 1.
A Slovak transactional lawyer with six years across four settings that rarely sit in the same CV: banking, big law, in-house counsel at a €1B+ AUM investor, now legal associate at KILIAN LEGAL.
I started in banking, moved through big law, then joined a project developer and investor with €1B+ AUM as in-house counsel. That relationship continues today as a long-standing client of my firm. The mix matters. I learned to see structures from the investor side before drafting them for founders, and I still do both.
Today legal associate at KILIAN LEGAL, focused on corporate and venture capital work for founders, scaleups, family offices, and investor mandates across CEE and beyond. Over €150M in transactions and structures advised, across deep-tech, infrastructure, energy, and finance. Working in Slovak, English, and Hungarian.
My focus is the moment when the right structure decides whether the next decade builds wealth or loses it.
Hourly billing prices the inputs, not the outcome. The Protocol prices the deliverable. Founders know exactly what they get, what it costs, and when it's done. No invoicing surprises mid-engagement. No conflict between billable hours and your interest in efficient delivery.
Three guarantees in every engagement letter. A Delivery Guarantee: full refund if we miss Day 60 on our side, and we still finish the work. An Audit-Readiness Guarantee: we rework the dossier on your timeline until it passes exemption-readiness review, at no extra cost. A Five-Year Defense Guarantee: if the exemption is challenged on our work within five years, we represent and respond at no charge.
Each guarantee covers a different failure. The work meets the standard or it doesn't. Standing behind it is what makes the standard mean anything.
Technically yes — but here's what tends to break. When corporate counsel and a tax advisor split this work, we see the same three failures:
The Protocol exists because we kept seeing the same three breakages. If your tax advisor and corporate lawyer have done this end-to-end before and have the bandwidth to run the calendar for the next 24 months, the Strategy Session may be all you need. If they haven't, the cost of getting any one of those three wrong is multiples of the fee.
Then this isn't the right service. The exemption requires the structure to exist before any deal starts. At LOI you need direct representation on the specific deal, not pre-exit structuring. I can refer you to good counsel for that.
The Big Four serve corporate clients with corporate scope. The Protocol serves founders with founder scope. Same technical work, different commercial fit. You get founder-facing communication, fixed fees, productised delivery, and direct access to a senior lawyer — not a team of juniors running up hours toward a six-figure bill.
International founders are the primary audience. The Protocol works whenever three things are true: the operating company is Slovak or EU-based, the founder's tax residency permits the exemption to apply, and the exit can be structured through a Slovak Holdco. Beyond that, citizenship and residence are not constraints — we work with founders based across CEE, Western Europe, the US, and Asia.
What Slovakia provides is the structure: one of Europe's cleanest legal frameworks for exempting qualifying share sales from corporate tax, with predictable mechanics and a tax authority that has issued consistent guidance for years. Cross-border situations are reviewed during the Strategy Session, where we walk the residency, tax-treaty, and source-country interactions specific to your case.
Real Google reviews of the firm. Personal names anonymised; roles and organisations kept, because that is where the credibility lives. All five stars, all verifiable.
Submissions are reviewed against Q3 2026 capacity · 2 mandate slots remaining · Q4 opens October 1.
A free 10-page document. Five-minute self-test, 24-month timeline, eight red flags, 25-item punch list.
Or directly:
robertduriska@invekl.com
calendly.com/invekl · 30-min call
LinkedIn · JUDr. Róbert Ďuriška