Necessary Documents for Opening a Company in Serbia

Why is Proper Management of Documents Critical When Opening a Company in Serbia?

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Global expansion is accelerating, compliance obligations are increasing

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Entrepreneurs and investors are rapidly moving to new markets. Regulations are becoming complex at the same pace. Serbia stands out with its low startup capital, strategic location, and talent pool. However, teams that do not prepare the incorporation documents correctly face delays, additional costs, and compliance risks.

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This article clarifies the documents you will need when opening a limited liability company (d.o.o.) in Serbia, the process steps, and your plan for working with an international workforce. Proceed step by step to eliminate uncertainty.

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Requirements Highlighted by 2025

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• The use of electronic applications and qualified electronic signatures has become widespread.

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• Apostille and sworn translation for foreign documents have become standard practice.

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• UBO (ultimate beneficial owner) transparency and AML compliance have gained importance.

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• Post-establishment e-invoicing, payroll, and social security processes have rapidly digitalized.

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Choose the Right Type of Company: Quick Start with d.o.o.

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Why is d.o.o. (limited) the most practical option?

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d.o.o. stands out with its flexible management structure and low minimum capital. The minimum capital is at the level of 100 RSD. Founders can establish a single-member or multi-member structure. You can plan the appointment of a manager flexibly.

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What to Focus on in Foreign-Owned Structures?

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• Plan in advance for notarization, apostille, and sworn translation of the founders’ and managers’ passports.

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• Clearly define the UBO analysis; document each link if there is a chain structure.

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• Check the tax residency certificate and double taxation agreements.

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Time and Steps: Create a Realistic Flow

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• Name availability and reservation: 1–3 days.

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• Preparation of documents, notarization, apostille, translation: 3–14 days depending on the source country.

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• Completion of SBRA registration: 3–5 business days; may extend to 1–3 weeks for foreign founders.

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• Post-establishment bank, tax, and payroll registrations: 3–10 days.

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Necessary Documents for Opening a Company in Serbia: Complete List

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1) Incorporation document: Founders’ decision or articles of association

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If you are establishing a single-member structure, prepare the Incorporation Decision. If there are multiple partners, use the Incorporation Agreement. The business subjects, capital, share distribution, manager(s), and representation method are included in this document. Prepare the document with notarization and add apostille if necessary.

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2) Bylaws/Internal regulations (if necessary)

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In simple d.o.o. structures, the incorporation document may be sufficient. In more complex structures, define the internal workings, decision quorums, and management rules separately.

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3) Identification and KYC package

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• Passport copies for the founder(s) and manager(s).

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• Current trade registry summary and signature sample for corporate founders.

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• UBO declaration and documents showing the ownership chain.

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Prepare apostille and sworn translation in Serbian for all foreign documents. Manage the validity periods of documents; many documents are considered valid within 90 days.

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4) Proof of registered office address

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• Lease agreement or usage permit.

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• Additional address verification document (invoice, property information, or service contract).

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If you will use a virtual office, prepare the contract in accordance with SBRA format.

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5) Capital commitment and payment receipt

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Deposit a minimum of 100 RSD capital into the bank and attach the receipt to the file. Plan for a higher capital for reputation and operational scale. You can commit capital in cash or in kind; prepare a valuation report for in-kind capital.

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6) Decision on the appointment of a manager

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Clearly appoint the person who will represent the company. Decide whether to use sole or joint representation. Integrate the decision into your incorporation document or add it as a separate decision.

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7) Signature sample and electronic signature

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Use a qualified electronic signature valid in Serbia for electronic applications. Obtain and test the e-signature of the authorized representative in advance. Prepare a physical signature sample separately for banking transactions.

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8) Tax registrations and optional VAT

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• Tax identification number and company number are automatically generated under the one-stop system.

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• Evaluate VAT liability based on the threshold, activity, and supply chain.

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Monitor tax and registration processes through the Serbian Business Registers Agency. Access official information here: Serbian Business Registers Agency .

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9) Sectoral permits and licenses

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Additional licenses are required in sectors such as finance, health, education, security, food, and telecommunications. Choose the correct activity code (NACE classification) and manage license requirements concurrently with the establishment.

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10) Notary, apostille, sworn translation

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• Have the documents notarized in the source country.

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• Add apostille or use the appropriate approval route if there is a bilateral agreement.

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• Have a sworn translation in Serbian done and add it to your digital application file.

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Application and Registration: Step by Step Process

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Name check and reservation

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Check the company name in the SBRA database. Choose a name that will not cause confusion and aligns with your brand strategy. Reserve if necessary and track the duration.

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Create the SBRA e-application file

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• Prepare the incorporation document and its appendices in PDF/A format.

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• Sign with e-signature and pay the fees digitally.

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• Upload the UBO declaration and AML forms completely.

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When the SBRA application is completed, the company number (MB) and tax identification number (PIB) will be issued. If VAT application is required, request it simultaneously. Monitor tax administration practices and VAT details here: Serbian Tax Administration .

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Post-establishment banking and e-invoicing

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• Open a permanent commercial bank account and complete the authorizations.

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• Set up e-Invoice and e-Record systems; integrate your ERP and accounting infrastructure.

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• Prepare company stamps, letterhead, and contract templates.

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Test the contract, offer, invoicing, and collection processes within the first 90 days. Adjust cash flow and VAT declaration schedule according to this test.

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Employee registration and social security

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• Submit employment notifications on time.

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• Set payroll parameters (minimum wage, overtime, fringe benefits) according to current legislation.

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• Plan occupational health and safety obligations.

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International Workforce, Residence/Work Permits, and Compliance

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Unified permit model for foreign employees

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If you are relocating foreign experts to Serbia, manage work and temporary residence permits in a single process. Include documents such as employment contracts, diploma/work experience proofs, and criminal record in the application package. Check the Ministry of Interior’s page for current procedures: Republic of Serbia – Ministry of Interior .

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Payroll, payroll, and remote work

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• Calculate payroll according to local regulations; apply income tax and social security deductions correctly.

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• Establish an expense management infrastructure for remote workers or contracted personnel.

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• Manage fringe benefits (meals, transportation, health) with withholding and VAT effects.

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Staff leasing and posted worker plan

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Use temporary employment solutions for project-based needs. If you are sending personnel to EU projects with the posted worker model, fulfill the host country’s notification and minimum conditions in advance. Document the assignment duration, wage levels, and social security coordination.

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Tax optimization and DTA framework

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• Evaluate the risk of permanent establishment and design contracts and operations accordingly.

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• Plan VAT liability, import/export regimes, and withholding obligations according to the scale of activity.

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• File double taxation prevention agreements and tax residency documents.

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Common Mistakes, Checklist, and Corpenza’s Role

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Avoid common mistakes

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• Do not leave the UBO declaration incomplete; document the chain to the ultimate beneficial owner.

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• Do not submit the address contract in the wrong format; strengthen it with additional evidence.

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• Do not delay apostille and translation for foreign documents.

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• Do not postpone clarifying VAT and payroll schedules in the first month after establishment.

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• Do not treat banking and e-signature processes independently of the incorporation application.

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Document checklist

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• Company name and activity codes (NACE matching).

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• Incorporation decision/agreement and bylaws (if any).

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• Identification of founders and managers; current registry summary for corporate founders.

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• UBO declaration and ownership chain documents.

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• Registered address contract and supporting documents.

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• Capital payment receipt or in-kind capital reports.

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• Manager appointment decision and representation authorities.

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• Electronic signature certificate and authorization letters.

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• VAT application form and tax plan (if necessary).

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• Sectoral license application forms and prerequisite documents.

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Time and cost planning

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• Itemize notary, apostille, translation, and SBRA fees.

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• Add e-signature, bank account, and accounting setup to the first-month budget.

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• Launch payroll software, e-invoicing, and ERP connections in the second month.

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How does Corpenza add value?

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• Manages company establishment end-to-end; prepares the SBRA file and executes the application.

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• Plans residence and work permits; organizes document collection and appointments.

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• Establishes international accounting and payroll processes; manages expense reporting for remote and contracted workers.

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• Provides project-based capacity with staff leasing and posted worker solutions.

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• Evaluates investment citizenship and golden visa options on a global scale.

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• Structures tax optimization within the framework of DTA and local legislation.

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Prepare documents correctly, manage the process systematically, and reduce risks from the start. Address company establishment in Serbia alongside your international workforce and permanent residency plan. Use clear data, correct documents, and a transparent timeline at every step.