Today, the economic state of Serbia is very promising for entrepreneurial activity – the country’s economy is developing rapidly, favorable conditions for business development are being created, and measures are being actively taken to attract foreign investors.
Legal forms of companies in Serbia
Opening a business in Serbia is not at all difficult – the state does not build barriers to the development of small and medium-sized businesses, entrepreneurship in Serbia is based on the principles of a free market, and the process of registering a company takes only a few days if you have correctly drawn up documents.
Individual entrepreneur (preduzetnik)
The simplest form and the most popular form. The founder of the company is liable for the debts and obligations of the company with his property. This form of business has a minimum tax level of 70-80 EUR per month.
Unlimited Partnership (o.d.)
For a partnership with unlimited liability, capital is not required; the founders of such an enterprise can be 2 or more individuals or legal entities. The partners’ rights are equal, the liability for the debt and general obligations has no restrictions. For partners to transfer their rights to third parties, a decision of the meeting is required. The company is managed following the Memorandum of Association.
Limited Liability Partnership (k.d.)
For a limited partnership, no capital payment is required either. The founders can be 2 or more persons, individuals or legal entities, of any residence, one of the partners must be the general partner. The rights of general partners are the same – they bear equal unlimited liability for the company’s obligations. The other members of the partnership are only liable according to their share. For partners to transfer their rights to third parties, a decision of the meeting is required, by analogy with a partnership with unlimited liability. The company is managed by general partners based on an agreement. If other partners express a desire to take part in the partnership management process, they assume unlimited responsibility.
Private limited company (d.o.o.)
Most often, a d.o.o. is opened in Serbia. The company is organized by one or more founders. In case d.o.o. is organized by two or more founders, an agreement and an act of foundation are required, for one founder the charter of the company is enough. Liability is guaranteed by the authorized capital of the company – it is paid upon registration in full. The amount is paid in equal parts, some parts can be presented in the form of intangible assets. The maximum number of founders is 100 people. If there are more than 100 members, the company must be registered as a joint-stock company.
D.o.o. may issue exclusively registered shares, they are not sold openly and are not transferred without a meeting of participants. Management is carried out by the director (there are no residency requirements). The director is responsible for violation of the provisions of the charter and other agreements, as well as laws and regulations of state legislation.
Open Joint Stock Limited Liability Company (a.d.)
This form of business is usually opened for larger-scale business tasks. May be created by one or more co-founders. The minimum share capital is 25,000 euros. The capital must be signed by the participants of the company, at the establishment, it is necessary to deposit at least half of the amount. The other half must be paid within 2 years. The number of members of the company is not limited. A.d. issues shares of two types: registered and on-demand, shares can be openly sold and transferred to third parties, as well as listed on the stock exchange. Management is carried out by a Board of Directors, which consists of a minimum of three and a maximum of fifteen members.
The services of an auditor for working with periodic reporting are necessary for all Serbian companies, regardless of the form of business.
Taxes for legal entities
The Serbian tax system is regulated at the republican level.
Fiscal regulation, tax collection, and control over tax collection are within the competence of the republican government bodies. The Republican Department of Public Revenues and its structural divisions exercise control and collection of taxes. Tax policy is formed by the Ministry of Finance and Economy of Serbia.
In Serbia, the corporate tax rate is 15% and there is no official threshold for the profit-to-turnover ratio. Capital gains are taxed separately at the rate, which is also 15%. Dividend tax is 15% and the tax base is 85% of profits (profit after corporate tax). Dividend tax can be reduced to 5% by activating double tax treaties.
Taxes for legal entities in Serbia are paid annually, the tax year coincides with the calendar year. Taxpayers are both residents and non-residents.
