Establishment of a Company, Branch and Representative Offices

My law office provides legal services required for the establishment of a company, registration and opening of branches and foreign representative offices in Serbia, at the Agency for Business Registers of Republic of Serbia.

The service of establishment and registration of companies, branches and representative offices includes the following activities:

  • comprehensive consultancy throughout the proceedings of the company foundation:
    the choice of legal form through the answers to the question whether more favorable in concrete case to manage your affairs as entrepreneur or company
    – defining of predominant business activity and in the company and all the other activities
    – the choice of name (business name) of your company and check of the availability of the chosen name (business name)
    – information on fixed operating costs: taxes on income or profits, compulsory social security contributions of founder and director, taxes and social security contributions for their employees, taxes to highlight the business name and the like
    – registration in the VAT system: the conditions of mandatory and voluntary benefits of entering in the VAT system, the choice of strategy
    – the obligation of possessing cash registers
    – employment: types of work engagement through the employment contract and other contracts, obligations of employers
    – the answers to other questions related to the future business
  • Drafting of the Memorandum of association, as well as preparation of all other documents and evidences required for registration and company foundation
  • taking over the decision of the Business Registers Agency – TIN
  • making of seal
  • opening of current account in a commercial bank and payment of initial deposit
  • reporting of the beginning of work with the competent Tax Administration
  • creating of the regulations, whose adoption are mandatory in accordance with the provisions of the Labour law  (the Labour rule book, Rules on labour discipline and behavior of employees, Rules on organisation and job systematization), employment contracts with employees, as well as other work engagement contracts, submitting the applications of employees for the Central Registry of compulsory social insurance.

I represent business entities in the process of registering changes of all information which are subject of registration: business name, registered office, legal form, predominant activity, founder, representative, capital, etc., as well as in the procedings of liquidation and deletion of companies from the register of the Business Registers Agency of the Republic of Serbia and I’m preparing the necessary documents for the registration of the cited changes.

Data that are Mandatory or Optional Report for Foundation and Registration in The Business Entities Register of the Serbian Business Registers Agency

The Business Entities Register of the Serbian Business Registers Agency (hereinafter: Register) shall contain data on the subject of registration prescribed by law, in particular:

  • business name
  • registered address
  • date of establishment
  • date of registration, change or strike-off of data or documents
  • company code assigned by the Statistical Office of Serbia, which is at the same time also the registration number
  • tax identification number (PIB)
  • registration codes assigned by the Pension and Disability Insurance Fund (PIO) and Health Insurance Fund of Serbia
  • duration, if the entrepreneur and company are established for a limited period of time
  • legal form, i.e. form of organization or designation of entrepreneur
  • code of predominant activity
  • data on the person authorized to represent and restrictions of his powers
  • registered capital
  • shareholder’s share and contribution
  • appraisal of the value of non-cash contribution or certificate of the competent authority of the subject of registration on the appraisal of the value of the non-cash contribution
  • memorandum of association
  • articles of association.

In addition to the above data depending on the registration subject type, the Register shall also contain data on:

  • shareholders and founders of the subject of registration
  • cooperative members
  • director and members of the board of directors or executive board
  • president and members of the supervisory board
  • president and members of the board of directors.

In addition to the data, which are mandatory, the Register also contains other possibly existing data, in particular:

  • short business name
  • business name in a foreign language
  • short business name in a foreign language
  • termination of entrepreneurial activity
  • data on the procurist
  • data on the manager and restrictions of his powers
  • data on the branch
  • detached place of business of entrepreneur
  • obligation to notarize the memorandum of association
  • data on liquidation, compulsory liquidation and bankruptcy
  • data entries
  • data on names, reserved in accordance with the law on the procedure of registration
  • data on calls, announcements and publication of a document registered pursuant to the law
  • mailing address
  • e-mail address
  • bank account numbers.

Data entered in the Register, for:

  • domestic nationals shall be the personal name and unique personal identification number (JMBG)
  • foreign nationals shall be personal name, passport number and country of issue or if an ID has been issued to the foreign national, then the personal name and personal number of the foreign national
  • legal entity shall be the business name, registered seat and company code
  • foreign legal entity shall be the business name, registered seat, the file number of that entity in the register of origin and the name of that register.
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