Opening a company in Serbia is also possible electronically. Electronic company registration significantly speeds up and simplifies all procedures, especially paperwork. Below is a guide on how to electronically establish a company in Serbia.
When we say electronic or online company opening, we mean the establishment of an entrepreneur (including lump sums), but also the establishment of an LLC. The above-mentioned two legal forms are the most common forms of registered companies in Serbia, and we have written about the differences between LLCs and flat-rate companies.
For this reason, and following the trend of digitization in the matter of establishing companies, both the electronic registration of LLC companies and the electronic establishment of entrepreneurs have been made possible.
Electronic registration of entrepreneurs
The electronic establishment of an entrepreneur is a much simplified process, mostly due to the speed of registration. It has been enabled since January 1, 2018. It is possible to register an entrepreneur over the counter or paper-based (by submitting a registration application through the APR counter or by sending it by mail).
It should be noted that the goal of introducing the electronic way of registration is to save the time required for the entire establishment procedure, thus simplifying, facilitating and speeding up the entire procedure as much as possible compared to personal filling and sending.
The amount of the fee for submitting an electronic application for entrepreneur registration is 1,500.00 dinars.
Who can submit an electronic application for the establishment of an entrepreneur?
An electronic application for the registration of an entrepreneur can be submitted by a future entrepreneur, as well as by a person authorized by him to submit an application for establishment. The authorization can be easily and quickly given by the future entrepreneur with a power of attorney (for example, tasks can be entrusted to an authorized accountant, when he turns to a professional accounting agency to complete this procedure for him).
The electronic application for establishment is signed by the applicant with his e-signature. If the applicant is a proxy, the power of attorney in electronic form must also be submitted in the attachment. The power of attorney must be signed and certified by the future entrepreneur with his electronic signature.
Procedure for online registration of an entrepreneurial firm
In order to carry out eRegistration of entrepreneurs, the person who will carry out the registration, i.e. the procedure, must have a qualified electronic certificate (electronic signature). It is valid only if it was issued by a certification body in the Republic of Serbia.
In addition, in order to log into the program, it is necessary to have an electronic card reader and the latest version of the NEXU electronic signature application installed.
Before submitting the application, it is necessary to create a user account for eRegistration of entrepreneurs in the System for centralized registration of users. In that order, the creation of an electronic registration application is created, which is signed with an electronic signature. If attachments are added to the electronic registration application, which we mentioned in the case of a proxy, those electronic documents are also signed with an electronic certificate.
Then, in order to pay the fee to the APR for the establishment of an entrepreneur and the application to be successful, it is necessary to have a Visa, MasterCard or DinaCard payment card to pay the fees. The request for establishing an entrepreneur electronically will be considered completed only when the administrative fee is paid via payment card.
Documents in electronic form during the online registration of entrepreneurs
During the electronic registration of an entrepreneur, it is necessary that all the attached documents be in electronic form, except for personal identification documents (identity card). In order for them to be valid as such in electronic form (valid in digital form, most often as PDF) they need to be signed/verified with an electronic signature.
If the electronic registration of establishment is submitted by an entrepreneur, a photocopy of the identity card is not attached. Also, if the incorporation application is submitted by a proxy based on a power of attorney digitally signed by the entrepreneur, it is not necessary to submit a copy of the identity card.
The decision that electronic registration has been made is issued in the form of an electronic document and is signed with the registrar’s e-signature. It is sent to the entrepreneur to the previously entered email address, and can also be downloaded from the application after e-registration.
Electronic (online) registration of LLC
In the Republic of Serbia, the introduction of digitization in business has made it possible to establish business entities online. There is a noticeable increase in registered IT companies operating and performing their IT activities in our country.
Electronic registration of legal entities has been enabled since 2023. More precisely, since May 17, 2023. In addition to LLCs, online registration is also available for other forms of legal entities in Serbia:
- joint stock company (AD),
- limited partnership (KD) i
- partnership (OD).
We wrote in detail about all legal forms for companies in the Republic of Serbia.
When it comes to the online establishment of an LLC company, in accordance with the Law on Business Companies, electronic registration of both single-member and multi-member companies is enabled. A limited liability company, like other companies, can be established in Serbia only and exclusively electronically. It is not possible to establish over the counter or in any other way.
The fee for electronic registration of an LLC company is 5,900.00 dinars.
Online registration of LLC – procedure
The procedure for e-registration of an LLC is similar to the procedure for the electronic establishment of an entrepreneur. Similarities for the establishment of an LLC in Serbia include all prerequisites related to the method of submitting an electronic registration application – opening a user account, having a reader and electronic signature, as well as enabling the electronic payment method.
For the e-establishment of a business company, the applicant of the application for incorporation must have – in short, the procedure for establishing an LLC in Serbia:
- qualified electronic certificate (electronic signature);
- electronic card reader and installed the latest NEXU application for electronic signature;
- Visa, MasterCard or Dina payment card for fee payment.
In order to establish an LLC online and submit an electronic application for the establishment of an LLC, it is necessary to first create a user account on the portal System for centralized registration of users. The electronic registration application is authenticated/signed with an e-signature. Method of paying the fee, i.e. APR fees are also electronic.
The decision on the establishment of the LLC is also submitted in electronic format, and will be signed with a valid electronic signature of the registrar. It is delivered to the entered email address, and can also be downloaded from the application after completing the company registration procedure.
Documentation required for the establishment of an LLC
For the establishment of a limited liability company, the following documentation is attached (including general legal acts):
- electronic registration application of establishment – DOO;
- founding act of the company (decision for a single-member company or contract for a multi-member company);
- proof of the identity of the members of the company (for a domestic natural person – a photocopy of an ID card, and for a foreigner – a photocopy of a passport, i.e. a photocopy of an ID card, if it was issued to a foreigner, i.e. an extract from the civil registry if the founder is a legal entity that is not registered in the Registry maintained by the Agency for business registers);
- persons who have been granted the right to asylum attach a certificate from the Asylum Office on the record number of foreigners as proof of identity;
- the decision on the appointment of a representative if it is not determined by the founding act;
- confirmation of the bank on the payment of the monetary contribution of the founder, if the contribution is paid into the company until the establishment, that is, the agreement of the members on the assessment of the value of the non-monetary contribution or the assessment of the value of the non-monetary contribution, if the contribution is entered into the company before the establishment;
- establishment registration fee.
Submission of documents during the online registration of LLC
During the electronic registration of the LLC, all supporting documents attached to the incorporation application must be in electronic form.
If the founder of the LLC draws up the founding act himself in electronic form, as a PDF document, the document must be signed with his qualified electronic certificate. The same is the case when the founding act is drawn up by its representative.
For documents issued by third parties (banks) or state authorities, they must be signed with an electronic seal or the signature of an authorized person of the business entity that issued the document.
In a specific case, it can be the bank’s electronic confirmation of the payment of the founding contribution, which, in order to be valid, must be signed with a qualified electronic certificate of an authorized person of the bank. Then, in order for the translation of a document to be valid, it must be signed by an authorized translator and the like.
If the founder of the LLC does not have the documentation required for the establishment of the company in electronic form, it is allowed to digitize the paper documents into electronic form. In that case, in order for the electronic form to be considered valid and original, it is necessary to certify the documentation with its qualified electronic signature.
When it comes to a photocopy of the applicant’s identity card, it is not submitted because the application automatically verifies the identity based on the e-signature. A photocopy of an identity card or other proof of identity is submitted for founders or members who have not electronically signed the application for the establishment of an LLC or the act of incorporation. This document is submitted in PDF format, without the obligation to be certified or signed by a notary/lawyer.
Who can submit an electronic application for the establishment of an LLC?
An electronic application for registration can be submitted by a natural person (future member or founder of the LLC). Also, the application can be submitted by a proxy, on the basis of a power of attorney that will authorize a future member or founder of the LLC.
When the applicant is a future member of an LLC or a future founder, the electronic registration of establishment is signed with his e-signature.
If the applicant is a proxy, the application is signed with a qualified electronic signature of the proxy. A power of attorney in the form of an electronic document, which is signed by the future member or founder of the LLC, is then added to the attachment. The power of attorney can be signed either with an electronic signature or with a handwritten signature, but in the latter case the document must be digitized by a lawyer or a notary.
We can help you establish your company in Serbia electronically. Our team of experts from the accounting agency HLB TM DOO provides comprehensive support in order to successfully implement the company establishment process.
