Incorporation of Serbian Limited Liability Company
Incorporation procedure of the Serbian LLC (“NewCo”) in front of the Serbian Business Registers Agency (‘’Agency’’) is straight forward and lasts up to 5 working days from the delivery of the completed documents.
The incorporation process includes the following steps:
- Incorporation of the NewCo in front of the Agency,
- Opening of the bank accounts in Serbia,
- Obtaining of a qualified electronic certificate for the representative(s),
- Registration of the NewCo’s beneficial owners in front of the Agency.
Opening Bank Account
The list of documents required for this purpose depends on the bank and AML regulations. As a general rule, when the shareholder of the NewCo is a foreign legal entity, the complete ownership structure until the ultimate shareholder/s (i.e. natural person/s) at the top of such structure (chain) needs to be provided to the bank, together with the respective excerpts from the trade registries for each legal entity and passport copies for all natural persons in the ownership structure.
Qualified Electronic Certificate (being the precondition for registration of beneficial owners)
Once the incorporation procedure is completed, the registered representative is obliged to obtain a qualified electronic certificate, necessary for the process of registration of the ultimate beneficial owners.
Registration of Beneficial Owners
Within 15 days from the incorporation, the NewCo is required to register its beneficial owners in front of the Central register of beneficial owners (kept by the Agency). The documentation is very similar as requested for the purpose of opening of the bank accounts.
Procedure in front of Tax Authorities
Within 15 days from NewCo’s incorporation, all related tax reports have to be filed to the competent tax authority (as per NewCo’s seat). For this purpose, engagement of the book-keeping agency/tax advisor will be necessary.
Opening of the non-resident bank accounts
In case that incorporation of the Serbian company is not your choice, please note that foreign legal entities can open a non-resident bank accounts in Serbia, under the slightly different procedure. Besides the regular documents, the foreign legal entity would additionally be required to provide:
- Excerpt from the Companies Register for the company,
- Excerpt from the Registry of the beneficial owners,
- Certificate of the tax identification number,
- Identification document for legal representative,
- Legal ground and purpose of opening of non-resident bank account.
The required documentation may vary, depending on the choice of the commercial bank in which the non-resident account will be opened. Opening of the non-resident bank account is also possible remotely by issuing of a Special Power of Attorney.