Company Formation in Serbia | Comprehensive Guide

Company Formation Serbia

1. Introduction to Company Formation in Serbia

Starting a business in Serbia presents numerous opportunities for both domestic entrepreneurs and foreign investors. The country offers a strategic location, a skilled workforce, and favorable tax policies, making it an attractive destination for company formation. This guide explains the steps involved in setting up a company in Serbia, including the types of companies you can establish, the registration process, and the legal requirements. It also explores the benefits of foreign investment and the role of the Serbian Business Registers Agency (SBRA) in facilitating business registration.


2. Legal Forms of Companies in Serbia

Choosing the right legal structure is the first step in company formation in Serbia. Each structure offers distinct advantages depending on your business goals and liability preferences.

  • General Partnership (o.d.)
    A General Partnership involves two or more partners who share unlimited joint and several liabilities for the company’s obligations. Partners contribute in cash, kind, or services and must create a partnership agreement. This agreement defines their roles, responsibilities, and profit-sharing arrangements, helping avoid future disputes.
  • Limited Partnership (k.d.)
    A Limited Partnership includes general partners with unlimited liability and limited partners whose liability is capped at their investment. General partners manage the company, while limited partners provide financial or asset-based contributions without participating in day-to-day operations. This structure is ideal for involving silent investors.
  • Limited Liability Company (d.o.o.)
    The Limited Liability Company (LLC) is the most popular option for company formation in Serbia, especially for small to medium-sized enterprises. LLCs can have one or more members, with liability limited to their contributions. The minimum capital requirement is only 100 RSD. Members can regulate their governance and internal relations through the founding act, offering flexibility.
  • Joint-Stock Company (a.d.)
    Suitable for larger businesses and those raising capital through share sales, Joint-Stock Companies require a minimum share capital of 3,000,000 RSD. Shares can be freely transferred unless restricted by the articles of association. Joint-stock companies must comply with strict governance and reporting standards, making them suitable for publicly traded entities.
  • Branch Office
    A Branch Office allows foreign companies to operate in Serbia without creating a new legal entity. Acting as an extension of the parent company, it follows the same regulations as the main business. This is a convenient option for foreign firms seeking a presence in Serbia.

3. Establishing a Company in Serbia as a Foreign Investor

Foreign investors enjoy equal rights and responsibilities as domestic entrepreneurs. The Serbian government offers legal protections, investment incentives, and streamlined procedures to encourage foreign participation in company formation in Serbia.

  • Rights and Obligations of Foreign Investors
    Serbia grants foreign investors access to legal protections and the freedom to transfer profits and repatriate capital. The country has signed multiple bilateral investment treaties to provide additional safeguards. Foreign investors also benefit from incentives such as tax breaks and grants.
  • Steps for Foreign Company Formation in Serbia
    Foreign investors must register their businesses with the SBRA. The process involves preparing documentation like a founding act, identification documents, and proof of capital contribution. These documents must be notarized and submitted electronically via the SBRA portal. Once approved, the SBRA issues a registration certificate, confirming the company’s legal status.

4. The Business Registration Process in Serbia

The business registration process in Serbia is streamlined, thanks to the One-Stop Shop Business Registration System. Here’s a detailed overview:

4.1 Preparing the Founding Act and Memorandum of Association

The founding act is a critical document outlining the company’s structure, management, and operations. It must include detailed information about the company and its members. All founding members must sign and notarize this document to avoid delays.

4.2 Completing the Electronic Registration (eRegistration)

The SBRA requires electronic registration, which necessitates:

  • A qualified electronic signature.
  • An electronic card reader.
  • A valid payment card (Visa, MasterCard, or Dina) for registration fees.
    Ensure all digital tools and documents are ready to complete this step efficiently.
4.3 Utilizing the One-Stop Shop System

This system simplifies company formation in Serbia by allowing you to:

  • Obtain a registration certificate.
  • Secure a corporate identification number.
  • Register for a taxpayer identification number (TIN) and VAT.
  • Enroll in social security.
    This integrated approach reduces paperwork and saves time.

5. Responsibilities and Liabilities of Company Members

Understanding your responsibilities and liabilities is essential when choosing a legal structure for company formation in Serbia.

  • Liabilities of Partners and Shareholders
    In a General Partnership, all partners share unlimited liability. Conversely, in an LLC or Joint-Stock Company, liability is limited to members’ contributions. This distinction impacts risk management, so choose your structure wisely.
  • Managing Company Assets and Equity
    Company assets include property, rights, and other valuables. Equity represents the difference between assets and liabilities. Contributions can be in cash or kind, depending on the company type. Ensure that all contributions meet legal requirements to avoid complications.

6. Special Permits and Compliance Requirements

Depending on your business type, you may need special permits or approvals to operate legally in Serbia.

  • Industry-Specific Permits
    Certain industries, such as finance, healthcare, and energy, require special licenses. Verify whether your business falls under these categories and follow the necessary procedures to secure permits.
  • Compliance with Local Regulations
    All businesses must adhere to local laws, including labor regulations, health and safety standards, and environmental rules. Regular audits and updates ensure compliance, helping you avoid penalties.

7. Useful Contacts and Resources for Company Formation in Serbia

To streamline the process, use these key contacts and online resources:

  • Serbian Business Registers Agency (SBRA): Handles business registration and offers e-registration services.
  • Ministry of Economy of Serbia: Provides investment opportunities and regulatory information.
  • Local Chambers of Commerce: Offers networking opportunities and business support.

For further assistance, visit:


8. Benefits of Company Formation in Serbia

Starting a business in Serbia offers several advantages:

  • Strategic Location: Serbia serves as a gateway between Europe and Asia, offering excellent connectivity.
  • Skilled Workforce: The country has a highly educated and skilled labor pool, particularly in IT, engineering, and manufacturing.
  • Favorable Tax Policies: Serbia boasts one of the lowest corporate tax rates in Europe (15%). Additional tax incentives are available for specific sectors.
  • Access to Markets: Businesses in Serbia benefit from free trade agreements with the EU, Russia, Turkey, and other countries.

9. Conclusion: Next Steps for Company Formation in Serbia

Starting a business in Serbia can be a rewarding venture if you follow the correct steps. From selecting the right legal structure to completing the registration process, compliance is key to success. Utilize available resources like the SBRA and local chambers of commerce to streamline your efforts. Additionally, seeking professional legal and financial advice ensures smooth company formation and long-term success.

With a clear understanding of the requirements and benefits of company formation in Serbia, you can confidently establish and grow your business in this dynamic market.

business permits Serbia, Business Registration Serbia, business setup guide Serbia, Company Formation Serbia, company law Serbia, e-registration Serbia, foreign investment Serbia, how to start a business Serbia, investment opportunities Serbia, legal requirements Serbia, Serbian Business Registers Agency, Serbian company structures., setting up a company Serbia, Starting a business in Serbia, types of companies in Serbia

    Ready to Achieve Your Goals? Contact us Today.

    Fill out our quick contact form below. Shortly thereafter we’ll let you know how to proceed. It’s that simple.

    By submitting your contact information, you agree that we may contact you by telephone (including text) and email in accordance with our Terms and Privacy Policy.

    Call Message