The Procedure of Starting a Company in Serbia
The task of registering a business company in Serbia is not difficult even though some bureaucracy is involved in the process. If you would like to set up a company in Serbia, you have to contact the local Commercial Register and apply for company formation. You can do it in person or you can issue a Power of Attorney in the name of a trusted agent in Serbia and the agent will register the company on your behalf. Besides, a large portion of the tasks can be completed online.
After you file an official application for company formation, you have 15 days to bring all the corporate documents to the Register. Then the Register will take 5 days (as a rule) to create a company for you.
There is one more option that you can also consider. Instead of launching a new company, you can move your existing company from your home country to Serbia. Business people from other countries do make use of this opportunity because Serbia offers attractive fiscal conditions. The corporate tax, for example, is only 15% in Serbia, which is lower than in most other European countries. Thus, companies often migrate to Serbia together with their directors. Company relocation is especially widespread in the IT sector, consultation services, educational services, and personal online services.
The procedure of registering a company in Serbia
The procedure of registering a company in Serbia consists of the following stages:
- Preparatory stage
To begin with, you have to define the area of your prospective business activities and choose the form of company ownership. There are a few options that you can choose from including sole proprietorship and corporation but most people set up limited liability companies in Serbia, as is the case in most other countries. In addition to that, you have to define the number of company founders or partners and decide what key positions your company is going to have. You can reserve the company name with the Register for 60 days. - Drawing up corporate documents
Depending on the type of company that you are creating, you will have to prepare a smaller or a larger corporate document package. In any case, however, you have to indicate the company name, legal address, area of specialization, the number of company founders, and the amount of registered capital. If several people are creating a business entity, every one of them has to put their signatures on the documents and the signed documents have to be notarized by a Serbian notary public. - Opening a temporary bank account
If you are creating a corporation, you have to deposit 25% of the registered capital prior to applying for company formation. This is why you have to open a bank account, deposit the money there, and add a bank statement to the application document package. If you are opening a sole proprietorship or an LLC, you can skip this stage. - Collecting application document package
When all the necessary documents are ready, you can form an application document package to be submitted to the Serbian Commercial Register. Don’t forget to attach a copy of your passport or your Serbian residence card (if you have it). Please note that all documents issued in other countries and written in languages other than Serbia have to be translated and notarized if the Register is to accept your application for company formation. - Company registration in Serbia
Now you have to complete a downloadable application form for company formation and submit it to the register together with all the other documents. When you are registering a company in Serbia, you are simultaneously registering a new taxpayer. Thus, your company will have to join the Unified Register of Taxpayers of the Republic of Serbia. - Registrar’s decision
It takes the registrar 5 days to process the application for company formation in Serbia. When you obtain the company registration certificate, you have to register with the tax authorities and a TIN will be assigned to your company. - Opening a permanent bank account
If you have a temporary bank account you have to close it and open a permanent corporate bank account. You can use only your corporate bank account for business purposes. Using your personal bank account for these purposes is not allowed in Serbia. - Meeting your tax obligations
Every company in Serbia has to file tax returns on time and pay taxes. The corporate tax is 15% in Serbia and the standard VAT is 20%. Other tax rates will depend on the business area where your company operates and several other factors. Newly established companies are eligible to apply for tax breaks and tax deductions. Please consult a tax lawyer to find out about the tax benefits that may be available to you in Serbia.
How to buy a business in Serbia
One more option that you may want to consider is the opportunity to buy a ready-made company in Serbia. This is a more expensive option but it can save you a lot of time and you can relocate to Serbia in a faster manner. Besides, you can buy a dry cleaner’s, a bakery, a hostel, etc., that is already fully equipped and has personnel. Moreover, the company already has clients!
Speaking about buying a company in Serbia, we would like to draw your attention to an important fact. If you can buy a company in the country, you can also sell a company there. Thus, if you decide at a certain moment that you do not want to live in Serbia any longer, you can sell your company instead of liquidating it. Something to keep in mind.
A company can be bought with the help of an authorized broker or a lawyer in Serbia. You can contact the company owner and the lawyer yourself, or hire somebody to do it on your behalf. A notary public will verify all the company documents and confirm all its legal powers. Then the company can be re-registered in your name. The procedure of buying a company in Serbia consists of the following stages:
- Choosing and screening the company
You can find companies for sale on line or with the help of your broker. Before buying a company in Serbia, you should ask an independent accountant to assess its financial state and economic potential. - Signing a company purchase agreement
A preliminary purchase agreement has to be signed in front of a lawyer or a notary public in Serbia. At this stage, you will have to pay a deposit to the seller in the amount that the two of you will have agreed on. - Preparing to take over the company
Since you’ve already paid part of the overall price of the company, you can start to participate in its management. You have to draw up new corporate documents (mostly changing the personal name of the company owner) and then (together with the seller) submit an application for company re-registration to the registrar. After that, you pay the rest of the money.
Launch a new company in Serbia or buy an existing one? The choice is yours!
