ČD Cargo to absorb Croatian subsidiary

ČD Cargo is to absorb its Croatian subsidiary, ČD Cargo Adria, through a cross-border merger. The merger is planned with retrospective effect from January 1, 2026, with ČD Cargo Adria ceasing to exist without liquidation.
All its assets, liabilities, rights and obligations will transfer to ČD Cargo as the surviving legal entity. The branch will enable customer contracts, pricing and risk management to be managed centrally by ČD Cargo, while retaining a local operational platform in Croatia. This is expected to simplify contractual and administrative procedures, reduce internal coordination and invoicing between separate legal entities, and facilitate the application of uniform terms and conditions.

The merger will also simplify the management and deployment of locomotives and rolling stock. As a single legal entity will operate in both the Czech Republic and Croatia, assets currently assigned to ČD Cargo Adria can be deployed across the group without formal transfers between separate companies. This should provide greater flexibility in capacity planning while reducing administrative and legal costs.

Port traffic

ČD Cargo Adria was established in May 2021 as part of ČD Cargo’s expansion into southeastern Europe and is wholly owned by ČD Cargo. It obtained authorisation to operate freight trains in Croatia in April 2022 and holds a valid Single Safety Certificate. The company was established to develop ČD Cargo’s freight business in Croatia and Serbia, with a particular focus on traffic to and from the Adriatic ports of Rijeka and Ploče.

Following the merger, ČD Cargo will maintain its presence in Croatia through a branch rather than a separate legal entity. According to the merger documentation, the new structure is intended to improve operational efficiency and provide greater flexibility in managing the group’s activities in Croatia and
on regional freight corridors.

The merger is not expected to affect ČD Cargo’s existing business activities or impose any restrictions on its operations. The activities currently carried out by ČD Cargo Adria will continue under ČD Cargo through its Croatian branch ČD Cargo’s sole shareholder is the Czech railway company České dráhy.

Interoperable locomotive fleet

ČD Cargo lists Germany, Austria, Poland, Slovakia and Hungary as its foreign operating markets, in addition to the Czech Republic. ČD Cargo itself stated in 2023 that it transported freight through branches and subsidiaries in Germany, Austria, Poland, Slovakia, Hungary and Croatia.

ČD Cargo’s interoperable locomotive fleet gives it a considerably wider geographical reach than the countries in which it has subsidiaries. In 2024, ČD Cargo stated that its locomotives were capable of operating in Czech Republic, Slovakia, Germany, Austria, Poland, Hungary, Croatia, Slovenia and Serbia. Locomotive interoperability is also planned to be expanded into Italy and the Benelux countries.

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