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Opening a Company in Serbia

Serbia is attracting a lot of global companies for a reason. Opening a company in Serbia is very cost-effective and simple; it takes only a few days to do it. Since it’s in the process of joining the European Union, Serbian laws and regulations are in favor of investors.

Moreover, Serbia scored 92/100 on the World Bank’s Doing Business Survey for starting a business. 

It’s possible to register a company in Serbia, even if you are a foreign citizen. Foreigners have equal legal conditions for company formation in Serbia with the minimum capital that is less than 1$. Only the joint-stock company form requires share capital that must be 3.000.000 dinars at the minimum. 

Don’t worry, we will lead you through the process of opening a company in Serbia step by step. Let’s start!

Step 1: Choose a legal form for your company

According to the Companies Law of the Republic of Serbia, there are several legal entities and legal forms of companies. Each one is significantly different from another, so you have to choose wisely:  

  • Entrepreneur / Contracting business
  • Limited liability company (doo  in Serbian)
  • Business partnership (o.d. In Serbian)
  • Limited partnership (k.d. In Serbian)
  • Joint-stock company (a.d. In Serbian)

It’s much easier to register a company as an entrepreneur than to set up the LLC in Serbia. An entrepreneur is a physical person registered to perform activities, while LLC can have one or more members. That means more papyrology. However, LLC (d.o.o.) is the most suitable legal form for setting up a business in Serbia. It can have one or more founders and directors, which offers you an opportunity to manage the business effectively. 

Step 2: Follow the rules for the company’s name

The registration starts with signing in the business register and submitting the application on the legal form of the BRA. Before you do that, you have to choose the name that contains the basic elements required in Serbia. Here are some rules for the business name of the company:

  • It should have the name of the company, legal form, and registered office address 
  • It should be written in Serbian (Cyrillic or Latin script)
  • It can be written in a foreign language, contain foreign words or characters 
  • The business name can contain Roman and Arabic numerals
  • You can’t have the same name as another business. You can check on the BRA website if the name of the company is available

Wrong business name is the common reason for dismissing the application for company registration in Serbia, so you better do it right. 

Here is an example:

  • Name of the company: MORPH NETWORKS
  • Business name: Morph Networks DOO Beograd-Novi Beograd 

Step 3: Select the code of activity 

Just like in any country, every business owner has to decide which is the core activity of the company and choose the code of that activity. For example, if you have an IT company, you can register it for information technology consultancy activities or other information technology and computer service activities. 

Choosing the core activity doesn’t restrict you from doing other jobs besides the main one. You can also have additional activities. Still, the most important thing is to think about the dominant activity when doing a company formation in Serbia. Later, if the additional activity becomes a dominant one, you will have to change it. 

Step 4: Register the address of a company in Serbia

Registering the business address is obligatory in Serbia. That include:  

  • Тhe business seat address
  • Email address
  • Mailing address
  • Virtual seat address

The company’s address can be anywhere on the territory of Serbia, but you can also register a virtual address. This is one of the most convenient gig economy trends that can save a significant amount of money. Setting the virtual office is very convenient for smaller and new companies who don’t want to pay rent on an exclusive and expensive location. Next, there are a lot of businesses that aren’t connected to a specific location, so they can register a virtual office. 

However, the first thing you have to decide is where will be the business seat of the company. As we mentioned, the business name of the company contains the address, so we guess that you’ve already decided where you will be registered. 

Step 5: Prepare The Memorandum of Association(MoA)

The Memorandum of Association can be in two forms, depending on the number of founders of the LLC – Decision on the formation of the LLC (one founder), or Article of association (more than one founder). 

Make sure that you include these things in The Memorandum of Association: 

  • Business name, seat and company registration number
  • Information about the members of the company
  • The activity code
  • The total amount of share capital
  • The value and description of (non)money share for each member
  • Time of making contributions in cash 
  • A share of each LLC member in the share capital expressed in %
  • The organs of the LLC and their jurisdictions and authorisations for company’s representative
  • Additional things

The Memorandum of Association must be certified at the notary. The presence of the founder is not required, which makes this procedure convenient for foreigners who want to open a company in Serbia. The lawyer empowered by the Power of Attorney can complete the whole process, even signing the memorandum. However, you have to complete OP form – the form of notarized signatures of persons authorized for representation. 

Step 6: Submitting the paperwork to the BRA

As we mentioned, signature(s) of the founder(s) needs to be notarized before you officially form a company in Serbia. Then you can submit your application to register to the BRA. You can do it directly in the BRA’s seat in Belgrade, in BRA’s organizational units, or by mail. If you don’t want to deal with the paperwork on your own, consulting agency can help you with that. 

When BRA accept your application, you will get the company number (CN), tax identification number (TIN), and health insurance number, issued by the National Health Insurance Fund (NHIF). 

Why should you open an IT company in Serbia?

The IT industry is trending in Serbia for many reasons. For starters, Serbia has skilled, talented, passionate developers, dedicated to their job. They will bring you the best quality of code at a reasonable price. Moreover, they have high English proficiency and a strong understanding of western business culture. The market is competitive, so you’ll probably have to hire an IT recruitment agency to help you persuade A-level developers to work for you. With the right help, there are no limitations for you. 

How to Hire Software Developers from Serbia

Conclusion

To summarize, these are the documents you need for company formation in Serbia:

  • Memorandum of Association
  • The certificate stating the payment of the registration fee 
  • The proof that the name is unique. 
  • Information about the bank account opened in Serbia

When the BRA enacts the decision on registration of the company, you will have a lot of work to do – from opening a bank account to applying in the tax administration.

More importantly, you will have to find reliable people that will work for you. While you’re focusing on your job, our recruiters can help you with the screening process. Let us help you find people that will make your business grow! Contact us for more information.