Establishing a simple limited liability company
Establishing a simple limited liability company is possible with a minimum share capital of 1 euro.
A company can be established in several ways:- For Croatian citizens only
- Electronic establishment of LLC and simple LLC
- All registration steps are carried out in one place
- Without notary public certification
- For Croatian citizens
- All registration steps are done electronically by going to one of 20 locations
- Without notarization
- For EU/EEA citizens
- Electronic establishment of LLC and simple LLC
- All other registration steps are carried out separately
- Physically
- For Croatian, EU/EEA and foreign citizens
- Separate physical steps for establishing a company, as follows:
Determining a company name
- The availability of a company name can be checked by selecting the Name Check service on the Court Register Insight interface.
Notary Public Certification
a) Declaration of establishment (when there is only one founder) which can be drawn up in electronic form and via electronic means of communication or
b) Articles of association on the establishment of a simple limited liability company (maximum five founders and one member of the management board) which define the name, company headquarters, share capital, rights and obligations of the founder, appoint a member of the management board, etc.; All founders must sign the articles of association which is concluded in the form of a notarial deed or a private document certified by a notary public; the deed or document can be in electronic form or drawn up via electronic means of communication and in electronic form.
b) Articles of association on the establishment of a simple limited liability company (maximum five founders and one member of the management board) which define the name, company headquarters, share capital, rights and obligations of the founder, appoint a member of the management board, etc.; All founders must sign the articles of association which is concluded in the form of a notarial deed or a private document certified by a notary public; the deed or document can be in electronic form or drawn up via electronic means of communication and in electronic form.
Payment of share capital
- The minimum amount of share capital is 1.00 euro which is paid into a temporary account in a bank or with FINA.
Registration in the Court Register
- Documentation certified by a notary public together with a certificate of payment of share capital and court fees is submitted to the competent Commercial Court for registration in the Court Register.
- Upon completion of registration, the Commercial Court submits a decision on registration and OIB to the notary public or FINA.
Registration in the Register of Business Entities
- For the issuance of a Notice on the Classification of Business Entities according to the NKD, an application (RPS-1 form), a copy of the decision on entry into the court register and a certificate of OIB (Personal Identification Number) shall be submitted to the Croatian Bureau of Statistics (CBS) at the address registrar@dzs.hr.
Opening a bank account
- A copy of the Decision on entry into the Court Register, the Notice on the Classification of Business Entities of the CBS and a copy of the ID card shall be attached to the application for opening.
- The bank shall prepare a signature card on which basic data on the company and members authorized to dispose of funds in the account are recorded.
Croatian Pension Insurance Institute (HZMO) and Croatian Health Insurance Institute (HZZO)
- Application for the commencement of business by a person liable to pay contributions (M-11 P).
- Application for pension insurance for an insured person (M-1 P).
- Application for a person liable to pay contributions (Form 1).
- Application for basic health insurance for an insured person (Form 2).
Ministry of Finance, Tax Administration
Application for registration in the register of corporate taxpayers (RPO form) is made according to the company's registered office, with the following documentation:- Commercial Court decision on establishment,
- CBS notification on classification of business entity,
- Lease agreement with the owner of the premises where the company is headquartered,
- Contract with an accounting service,
- Copy of signature card,
- Company registration with HZMO and HZZO,
- It is necessary to submit a Request for registration for value added tax purposes (P-PDV form) to Ministry of Finance, Tax Administration branch office, depending on the company's registered office.