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Ease of Doing Business in

Serbia

Serbia Download Profile (1741.5KB, pdf)
Region Europe & Central Asia
Income Category Upper middle income
Population 7,098,247
GNI Per Capita (US$) 5,500
City covered Belgrade

190

1

DB 2017 Rank

1

100

DB 2017 DTF (% points)

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Topics DB 2017 Rank DB 2016 Rank info_outline Change in Rank DB 2017 DTF (% points) info_outline DB 2016 DTF (% points) info_outline Change in DTF (% points) info_outline
Overall 47 54 up
7
72.29 69.58 down
2.71
Starting a Business 47 62 up
15
91.67 88.94 up
2.73
Dealing with Construction Permits 36 152 up
116
76.30 56.89 up
19.41
Getting Electricity 92 73 down
19
69.93 72.39 down
2.46
Registering Property 56 72 up
16
71.31 66.95 up
4.36
Getting Credit 44 42 down
2
65.00 65.00
-
Protecting Minority Investors 70 69 down
1
56.67 56.67
-
Paying Taxes 78 98 up
20
74.36 69.90 up
4.46
Trading across Borders 23 24 up
1
96.64 96.64
-
Enforcing Contracts 61 53 down
8
61.41 63.96 down
2.55
Resolving Insolvency 47 48 up
1
59.66 58.52 up
1.14

Positive=Doing Business reform making it easier to do business. Negative=Change making it more difficult to do business.

DB 2017 Rank: 47

DB 2016 Rank: 62

Change in Rank: up15

DB 2017 DTF (% points): 91.67

DB 2016 DTF (% points): 88.94

Change in DTF (% points): up2.73

Standardized Company
Legal form: Društvo sa ograničenom odgovornošću (DOO) - Limited Liability Company
Paid-in minimum capital requirement: RSD 0
City: Belgrade
Indicator Serbia Europe & Central Asia OECD high income
Procedure – Men (number) info_outline 5.0 4.9 4.8
Time – Men (days) info_outline 7.0 10.2 8.3
Cost – Men (% of income per capita) info_outline 6.5 4.7 3.1
Procedure – Women (number) info_outline 5.0 4.9 4.8
Time – Women (days) info_outline 7.0 10.2 8.3
Cost – Women (% of income per capita) info_outline 6.5 4.7 3.1
Paid-in min. capital (% of income per capita) info_outline 0.0 4.0 9.2
  • No. Procedure Time to Complete Associated Costs
    1

    Notarize the memorandum of association at the Basic Court, at the Municipality or Public Notary

    Agency: Basic Court, Municipality, Public Notary

    The founders shall notarize 3 copies of agreement on foundation of the company before the Basic Court, Municipality or Public Notary and provide Serbian Business Registers Agency (hereinafter the "SBRA") with one notarized copy, among other documents, according to the Article 10 of the new Rulebook on the Contents of the Register of Business Entities and the Documentation Needed for Registration (“The Official Gazette of the Republic of Serbia”, no. 6/2012).

    The latest changes of the Law on Court Taxes (Zakon o sudskim taksama, "Official Gazette of the Republic of Serbia", Nos. 28/94, 53/95, 16/97, 34/2001, 9/2002, 29/2004, 61/2005, 116/2008, 31/2008, 31/2009, 101/2011, 93/2012 and 93/2014) prescribe the fees in case a public notary conducts the notarization. The fees are stipulated in accordance with the value of the assets which are the subject of the legal transaction (contract) as it follows:
    * up to RSD 600,000: fee is RSD 9,000;
    * from RSD 600,000 to RSD 2,500,000: fee is RSD 15,000;
    * from RSD 2,500,000 to RSD 5,000,000: fee is RSD 21,000;
    * from RSD 5,000,000 to RSD 7,000,000: fee us RSD 30,000;
    * from RSD 7,000,000 to RSD 10,000,000: fee is RSD 36,000;
    * from RSD 10,000,000 to RSD 14,000,000: fee is RSD 42,000;
    * over RSD 14,000,000 : fee is RSD 42,000 plus RSD 1,500 for each next RSD 1,000,000 value, and maximum up to RSD 600,000.
    In addition, the following fees will be charged in the process of incorporation of the company:
    • RSD 70 for the request for certification of the document;
    • RSD 160 for certification of the signatures of the authorized representatives.

    1 day Notarization cost of the memorandum of association depends on the amount of the registered capital.

    Notarization also depends on the number of signatures which should be certified and on institution chosen for notarization:
    1) Basic Court - 160 RSD per signature.

    2) Municipality - 390 RSD per signature

    3) Public Notary - 300 RSD per signature.

    It is most common to notarize through the court.
    2

    Open a bank account and pay registration fees

    Agency: Bank

    The registration fees must be paid at a commercial bank. The proof of payment is required at the moment of registration with the Serbian Business Registration Agency.

    The fees are the following: RSD 4.900,00 – the administrative fee for foundation of a limited liability company + RSD 1.000,00 – fee for registration and publication of the Incorporation Act.

    The Company Law does not provide for the minimum amount of the company's initial capital that needs to be paid-in until the company's registration with the SBRA. However, in case the Foundation Act prescribes that the relevant amount of the capital contribution is going to be paid until the company's registration, the temporary bank account should be opened with the commercial bank. Otherwise, once the company is registered with the SBRA, the capital contribution will be paid-in directly to the company's permanent bank account.

    Once the company is registered with the SBRA, the permanent bank account should be opened with the commercial bank. In case the temporary bank account was opened before the company's registration with the SBRA, the funds will be transferred to the permanent bank account.

    Otherwise, once the company is registered with the SBRA, the capital contribution will be paid-in directly to the company's permanent bank account.

    In order to open the permanent bank account, the bank is generally provided with the following documents:
    • Request for opening of the permanent bank account (original);
    • Specimen signatures card (original);
    • Contract on opening and maintaining of a RSD/foreign currency account (original);
    • The company’s excerpt from the SBRA, not older than three months (original or certified copy);
    • Certificate on the tax identification number, issued by the Tax Authority (copy);
    • Certified signatures of the persons authorized to dispose with the funds (original or certified copy); and
    • Passport or ID card of the persons authorized to dispose with the funds (copy).

    In case an authorized person opens the permanent bank account, on behalf of the company, the bank should also be provided with (i) a Power of Attorney (original or certified copy), and (i) a copy of passport or ID card of the authorized person.

    The Law on Prevention of Money Laundering and Financing of Terrorism (Zakon o sprečavanju pranja novca i finansiranja terorizma, "Official Gazette of the Republic of Serbia", Nos. 20/2009, 72/2009, 91/2010 and 139/2014) provides that in order to open the permanent bank account, the bank must verify the company’s ownership structure. Therefore, the bank must be provided with the registry excerpt for each legal entity in the company’s ownership chain, holding directly or indirectly 25% or more of the ownership interest. This procedure shall be repeatedly carried out down to the ultimate owners, i.e. private individuals who hold directly or indirectly 25% or more of the ownership interest.
    1 day RSD 5,900 (RSD 4,900 + RSD 1,000)
    3

    Apply and obtain the registration certificate, tax identification number, pension fund (PIO Fund)and Health Fund certificates, certify the signatures (three copies) for opening bank account

    Agency: Serbian Business Registers Agency SBRA

    According to the Rulebook on Issuing of Tax Identification Number for Legal Entities, Entrepreneurs and Other Entities Registered with the Business Registers Agency (Pravilnik o dodeli poreskog identifikacionog broja pravnim licima, preduzetnicima i drugim subjektima za čiju je registraciju nadležna Agencija za privredne registre, ""Official Gazette of the Republic of Serbia"", Nos. 32/2009, 70/2010 and 6/2012), the Serbian Business Registers Agency provides the company with the certificate on the tax identification number (issued by the Tax Authority) together with the certificate on registration of the company with the Serbian Business Registers Agency.

    If the conditions for granting and determination of the tax identification number are not fulfilled, the company will be registered with the Serbian Business Registers Agency and referred to the Tax Authority for obtaining the tax identification number.

    Upon receiving the required authorization in the application for the company’s registration, the Serbian Business Registers Agency:
    (i) forwards to the competent Pension and Disability Insurance Fund the application for insurance, on behalf of the founders who state in their application that they will not be employed in the company, and an application for registration of commencement of the company’s business activity; and
    (ii) forwards to the Republic Health Insurance Fund the necessary data for registration of a payer of health insurance. If the requirements for registration of a payer of health insurance with the Republic Health Insurance Fund are not fulfilled, the company will be registered with the Serbian Business Registers Agency and referred to the Republic Health Insurance Fund for the registration as a payer of health insurance.

    In order to register the company with the SBRA, the following documents need to be submitted:

    - Application form (can be downloaded free of charge from the official web page of the SBRA www.apr.gov.rs);
    - Foundation Act with certified signatures of the company's founders (shareholders);
    - Proof of identity of the company's founders (if the founder is natural person: for Serbian nationals – photocopy of personal ID card, and for foreign nationals – photocopy of passport; if the founder is legal entity: original extract from the commercial registry);
    - Decision on Appointment of Representatives (if the representatives are not specified in the Foundation Act);
    - OP form, i.e. certified signature of each representative (the OP form can be downloaded free of charge from the official web page of the SBRA www.apr.gov.rs);
    - Bank confirmation of the payment of the contribution in cash if the contribution is payable prior to incorporation, i.e., founders’ agreement on the appraisal of the value of contribution in kind if the contribution is made to the company prior to incorporation;
    - Proof of payment of the registration fee; and
    - Power of Attorney (if an attorney files the registration).

    Documents in a foreign language must be accompanied by their translation into Serbian, certified by a certified court interpreter.

    Under the Law on Procedure of Registration with the Business Registers Agency (Zakon o postupku registracije u Agenciji za privredne registre, ""Official Gazette of the Republic of Serbia"", No. 99/2011), the Serbian Business Registers Agency must issue its decision on registration within 5 (five) days from the date of receipt of the application for registration. The company’s registration is published on the official web-page of the Serbian Business Registers Agency.
    3 days no charge
    4

    Make Stamp and seal

    Agency: Sealmaker

    Although use of the stamp is not mandatory under the new Companies Act, a majority of the companies in Serbia are still using the stamps in their business operations. In addition, contrary to the provisions of the new law, some authorities still require the stamps to be affixed on business letters/documents of the companies.
    Companies can obtain a company stamp and seal in 1–2 days for a fee of RSD 1,500 to RSD 4,000, depending on the number of words, design, and the like.
    1 day RSD 1,660 - RSD 2,800
    5

    Register the employment contracts with the Employment Organization/Fund

    Agency: Employment Organization/Fund

    The new and old forms M1 are replaced by the form M, which includes employee's application for registration from social insurance, health care insurance and insurance against unemployment (application may be downloaded online from the website http://www.pio.rs).

    The collective application for insurance of the employees is no longer a practice, and the form M shall be submitted for each employee by the employer.

    Pursuant to the Regulation on Unique Application for Mandatory Social Insurance (Uredba o sadržini, obrascu i načinu podnošenja jedinstvene prijave na obavezno socijalno osiguranje, jedinstvenim metodološkim principima i jedinstvenom kodeksu šifara za unos podataka u jedinstvenu bazu centralnog registra obaveznog socijalnog osiguranja, "Official Gazette of the Republic of Serbia", Nos. 54/2010 and 124/2012), which is applicable as of 1 October 2010, the company, as an employer, is obligated to submit the following documents for registration of each employee either to the Republic Health Insurance Fund or Pension and Disability Insurance Fund:

    • Unique application form M (which can be downloaded free of charge from the official web-page of the Republic Health Insurance Fund www.rzzo.rs);
    • Employment contract;
    • Work booklet;
    • ID card; and
    • Old medical care booklet (if applicable).

    In addition, under the Law on Employment and Insurance in Case of Unemployment (Zakon o zapošljavanju i osiguranju za slučaj nezaposlenosti, "Official Gazette of the Republic of Serbia", Nos. 36/2009 and 88/2010), the employer is obligated to submit application on vacancy for working place to the National Employment Office.


    1 day no charge