A joint stock company in Serbia is a legal entity and it can be established by Serbian Company Law. One of our company formation specialists in Serbia is at your disposal with information about the formalities involved and can manage the procedures from the start. In the following lines, you can read about how to open a joint stock company in Serbia and some of the services provided by our team of experts.
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How can a joint stock company be registered in Serbia?
As in the case of any business structure, the joint stock company in Serbia must be aligned with the current legislation of this country. Thus, the following procedures are important:
- The Article of Association and the Memorandum of Association, the main governing documents of the joint stock company in Serbia, are drawn up, in which the activities of the respective company are stipulated.
- The resolution issued by the National Bank of Serbia is required.
- Share capital contributions will be deposited in a local bank account in Serbia. For joint stock companies in Serbia, a capital of around EUR 25,500 or RSD 3 million is needed.
- Complete the registration form and submit it to the Serbian Business Registers Agency.
- The pre-approval of the government authorities is expected, depending on the type of joint stock company, whether public or not.
We specify in this sense that at least one shareholder is needed to open a joint stock company in Serbia, without any restrictions regarding his or her residence. You can discuss more about company formation in Serbia with one of our local representatives.
Opening a bank account for a joint stock company in Serbia
One of the procedures related to opening a joint stock company in Serbia is the bank account. The representative of the respective company must present the documents required by the bank and complete certain standard forms. A bank account for a joint stock company in Serbia can be opened relatively quickly if all the procedures are followed, as well as the formalities. You can opt for our services to represent you when you want to open a joint stock company in Serbia and implicitly a bank account for this company.
Is a tax ID required for opening a joint stock company in Serbia?
Yes, just like other structures, it is necessary to obtain a tax ID or tax identification number before carrying out activities as a joint stock company in Serbia. This number can be issued when the joint stock company in Serbia is registered and receives a dedicated number at the time of establishment.
Manager body and responsibilities in a joint stock company in Serbia
A joint stock company in Serbia must have an appointed management body. Here are some of the responsibilities:
- The managers can approve all financial declarations, as the case may be.
- The management body can change rights related to company shares.
- The management body of a joint stock company in Serbia can increase or decrease the share capital in the firm.
- Can acquire or dispose of high-value assets in the firm.
- Where applicable, changes in the legal form can be applied, if agreed with the company owners.
- The management body can also decide to open the company‘s liquidation and bankruptcy process if that is the case.
- The Memorandum of Association and the Articles of Association of a joint stock company in Serbia should contain detailed information about the rights and responsibilities of the management body of such a firm.
Notarization procedures for opening a joint stock company in Serbia
When opening a joint stock company in Serbia, you must take into account the fact that certain documents must be translated, notarized, and legalized. Corporate decisions of foreign companies and documents issued from foreign agencies that are presented at the opening of a joint stock company in Serbia can be documents that must be translated and legalized. Here are other aspects to take into account in this regard:
- Certification of a document with an apostille might be requested by the Serbian authorities, if the foreign country is a party to the Hague Convention.
- The legalization is not compulsory if there is a bilateral agreement between Serbia and that foreign country from which a businessman wants to open a joint stock company.
- Certification requirements for each foreign document are determined in each particular case.
- In Serbia, it is permitted to register a joint stock company electronically. Therefore, all documents must be submitted to the relevant authorities in electronic format, not before being authenticated. This is where an electronic certificate must be issued by a notary public in Serbia or a registered lawyer at the Serbian Bar Association.
Therefore, if you want to set up a company in Serbia, especially a joint stock company, you should consider the above formalities. We remind you that the procedures related to company incorporation in Serbia, including for this type of structure, come under the attention of our specialists.
What other formalities must be fulfilled for joint stock company registration in Serbia?
In addition to those mentioned above for opening a joint stock company in Serbia, you must know that at least 1 director is needed, and just like in the case of shareholders, he does not have to be resident in Serbia.
The registration procedure of a joint stock company in Serbia can be done by a Serbian lawyer, authorized by the shareholder. However, you must bear in mind that the director of the company can be requested, with a physical presence, for post-registration formalities of a joint stock company in Serbia.
Audit obligations for JSCs in Serbia
Joint stock companies in Serbia must comply with the legislation about audits. In this sense, public joint stock companies are the subject of the audit, and this procedure must be carried out by an external auditor.
Also, related to this topic, you should know that joint stock companies with incomes exceeding EUR 4.4 million must have an audit that helps in the preparation and filing of annual financial statements.
Corporate income tax for joint stock companies in Serbia
15% is corporate income tax for local joint stock companies in Serbia and calculated on taxable profits. It is good to know that 20% is the withholding tax rate for dividends paid to non-resident shareholders of joint stock companies.
Below are some data about the economy of Serbia:
- According to the data for 2021, the total FDI stock of Serbia was around USD 52.7 billion.
- The total FDI stock in Serbia represented over 83% of the country’s total GDP.
- In 2022, Serbia attracted around USD 4.4 billion in foreign direct investments.
- Over 19% of foreign investments in Serbia were directed to the automotive sector.
You can opt for the services offered by our accountants in Serbia if you want to set up a joint stock company in this country. Please contact our company formation agents in Serbia for extra details about the procedures involved and related formalities for joint stock companies.