Serbia

Starting a Business in

Serbia

Listed below is a detailed summary of the bureaucratic and legal hurdles an entrepreneur must overcome in order to incorporate and register a new firm, along with their associated time and set-up costs.  It examines the procedures, time and cost involved in launching a commercial or industrial firm with up to 50 employees and start-up capital of 10 times the economy's per-capita gross national income (GNI).

The information appearing on this page was collected as part of the Doing Business project, which measures and compares regulations relevant to the life cycle of a small- to medium-sized domestic business in 183 economies. The most recent round of data collection for the project was completed in June 2011.

  • Standardized Company

  • Legal Form: Društvo sa ograničenom odgovornošću (DOO) - Limited Liability Company
  • City: Belgrade

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No. Procedure Time to Complete Associated Costs
1 Notarize the memorandum of association and lease contract at the Basic Court

The Notarization cost depends on the amount of capital and the value of the lease. The promoters must notarize at least four copies of the memorandum of association and the lease contract with the Serbian Business Registers Agency.

The Law on Court Taxes of 11 May 2009 established the fee schedule, depending on the incorporation contract value:
- Incorporation contract value up to RSD 10,000: fee is RSD 980.
- From RSD 10,001 to RSD 100,000: RSD 980 plus 1% of contract value.
- From RSD 100,001 to RSD 1,000,000: RSD 2,900 plus 0.5% of contract value.
- Over RSD 1,000,000: RSD 12,600 plus 0.25% of contract value.
Note that the fee will not exceed RSD 39,000.

In addition, the promoter will be assessed miscellaneous fees to notarize the lease contract and the memorandum of association:
- Notarization request: RSD 70 (applies to one or several documents).
- Notarization of signatures specimen with competent court: RSD 160 per signature.
- Signature verification of proxy (power of attorney): RSD 560.
1 day see comments
2 Open a temporary bank account; pay founding deposit or its part and all other fees

The founding deposit is paid to a temporary account at one of the commercial banks. The decision or contract of incorporation must be submitted to the chosen bank to open a temporary bank account. At least half of the initial capital is payable in advance, and the rest is due within 2 years of registration. After registration is completed, the funds are transferred to a company Giro-account, which may be used for business transactions. The company must obtain a payment slip from the bank.
1 day no charge
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 and register the employment contracts with the Employment Organization at Business Registers Agency (SBRA)

Under the Business Registration Law, the company registration was transferred from the commercial courts to the Serbian Business Registers Agency (SBRA). Instead of two separate proceedings, the SBRA issues the registration number and code of Republic Statistical Agency (RSA) simultaneously with the registration certificate. The Registry also administers the registration with the tax authority and issues the Tax Identification Number (TIN); the local authority will however require certain documentation from the company but only after the company is validly registered. Moreover, registration for pension fund (PIO Fund) and Health Fund, certification of the signatures (three copies) for opening bank account and registering the employment contracts with the Employment Organization are done at the Business Registers Agency (SBRA).

The company can obtain all forms on line. The required Forms for the establishment of a company are:
1. Serbian Business Registries Agency - Request for registration of the company (Application can be downloaded from the official web site (www. apr.gov.rs). (The request is free of charge and form OP is free of charge);
2. Commercial bank - Request for opening an account and Request for transfer of money from a temporary bank account to the company permanent account (Requests can be taken in the commercial bank. They are free of charge);
3. To obtain a tax identification number (TIN) - Form JRPPS-2 (Form can be downloaded online from the registrar's website and it is free of charge); for registration of the lease - Questionnaire (Questionnaire can be taken in the Tax administration. It is free of charge); for VAT - Form ППДВ (Form can be downloaded from the official web site www.poreskauprava.sr.gov.yu and it is free of charge);
4. Health Fund - Form OPD (Form OPD costs RSD 15 and it can be taken only in the Post office), Form M - application, change, and notice of health insurance (insured and uninsured health family members) - Form M costs RSD 15 and can be taken only in the Post office.

To register, the applicant must also submit these additional documents:
- Set of registration forms.
- Contract of incorporation (deed on establishment) or decision on the company founding with authenticated signatures of founder(s) that are notarized by the Municipal Court.
- Decision of founders on appointment of the director.
- Information on the founder(s) (i.e., registration documents if the founder is a legal entity or identity number and proof of registered residence if the founder is a physical person). If the documents are in a foreign language, they must be translated into Serbian by an authorized court translator (fee is about RSD 800 per page).
- Certified signature on the OP form of the director (or deputy director or other authorized person).
- Evidence of payment of the administrative fee.
- Bank confirmation that the capital has been deposited into to the temporary bank account or certified statement from the founder that the financial capital has been secured.
- Optionally, power of attorney if an attorney-at-law files the registration.

The SBRA will examine the request to determine whether it complies with current legislation and whether these documents are attached. The Registry publishes the company registration on the Internet.
3 days RSD 5750 (RSD 4000 + RSD 1750 )
4 Open a permanent business account with the commercial bank

The documentation for setting up a permanent business account with the commercial bank varies from bank to bank. The following documents are generally submitted:
- Original or certified copy of the company’s registration with the SBRA (evidence of the company identification number and other relevant data).
- Application for opening the permanent account.
- Contract for depositing funds.
- Tax number for PIB (residents only).
- The bank-provided specimen card for legal entities (original).
- Identity card of the founders (copy).
- Incorporation deed (copy).

At this point, the founders convert the personal bank account into the company’s bank account and deposit the minimum capital of EUR 500.


1 day (less than half a day) RSD 400 (signature certification and republic tax)
5 Make Stamp and seal

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. Before making the stamp and seal, the stampmaker must receive a copy of the registration ruling.
1 day RSD 2500
6 Register with local tax authority

Upon receiving the tax identification number, the company's representative must register with the local tax authority by submitting all or some of the following documents to the local tax authority (requirements vary by authority):
- Registration certificate of the Business Registration Agency (copy).
- Certificate of personal tax number (copy).
- Employment contract with the general manager or company founder.
- Completed registration form for VAT. Note that according to the amendement to the Law on Value Added Tax adopted 30 June 2007, the total (generated or projected) turnover which will cause an obligation for company to submit a completed VAT registration form is increased from RSD 2 million (approx. EUR 20,000) to RSD 4 million (approx. EUR 40,000).
- Certified OP form.
- Statement on employed workers.
- Certified lists of taxpayer real estate, motor vehicles, and aircrafts.
- List of all stores and numbers of fiscal cash registers.
- Agreement concluded with the bookkeeping agency.
-Since an amendement to the Law on Added Tax in June 2008 (Official Gazette RS No. 84/2004, 61/2005 61/2007), the company's representative must submit to the tax authorities, besides the mentioned documents, the copy of the agreement on opening of permanent bank account and a copy of specimen card

Depending on the local tax authority, some or all of the above documents must be submitted to the tax authority no later than 10–15 days after obtaining the personal tax number.

5 days no charge
7 Register the employment contracts with the Employment Organization/Fund

Founders must submit and certify the following:
- The new Form M1, Application for insurance.
- The old Form M1, Application of insurance and Application for establishing employment.
- Form E1, Application on vacancy for working place along with the employee's medical-care booklet.
- Form E3, Application for establishing or terminating employment.
- Form ROD 1, Application on beginning/ending/changing the terms of the payers of the contributions.
- Employees’ identity cards and employment contracts.
- Copy of the Registration certificate has to be submitted.

1 day no charge