Who can own a Serbian d.o.o.
Anyone. A d.o.o. may be founded by foreign individuals, foreign companies, or any combination, with no local co-owner required. One founder is enough, the same person can be the director, and the director does not need to live in Serbia. This makes the d.o.o. the standard structure both for individual founders relocating to Serbia and for foreign parent companies opening a subsidiary.
The practical consequence: your questions are rarely about whether you can form the company, and almost always about how to set it up well, so that the bank, the tax administration and your future residence application all accept it without friction.
Decisions to make before anything is filed
Five choices are fixed in the founding act, and changing them later means a new filing. Get them right once:
- Company name: checked against the register for conflicts before filing.
- Principal business activity: a code from the official classification. It signals your business to banks and authorities; a mismatch invites questions.
- Share capital: the legal minimum is symbolic (RSD 100, well under one euro), but a token amount can look thin to banks. Many founders choose a modest, credible figure.
- Registered seat: a Serbian address. A leased office, a virtual-office address, or counsel's address under an agreement all work.
- Director and representation: who signs for the company, alone or jointly.
The procedure, step by step
- Draft the founding act
A single-member company uses a founding decision; multiple founders sign a founding agreement. This document carries every choice from the previous section, plus the director appointment.
- Certify signatures, in Serbia or remotely
Founders' signatures on the founding act are certified before a public notary. If you are abroad, you sign a power of attorney instead, have it apostilled in your country, and we sign the founding act in Belgrade on your behalf. This is routine, not exotic.
- File with the Business Registers Agency (APR)
The APR runs a one-stop registration: with company registration you simultaneously receive the tax identification number (PIB). A complete filing is typically decided within about five business days.
- Open the bank account and become operational
After registration: the corporate bank account (expect real compliance questions about foreign owners, see below), registration of the beneficial owner in the central UBO records, engagement of an accountant, and access credentials for electronic tax filing. From this point the company can contract, invoice and hire.
Documents a foreign founder should prepare
- Passport copy for each individual founder and the director
- Power of attorney with apostille and certified Serbian translation, if forming remotely
- For corporate founders: a recent extract from the home company register, apostilled and translated
- Proof of the registered-seat address (lease or owner's consent)
- Bank KYC pack: source-of-funds explanation and ownership-chain documents for the account opening
Timeline and costs, realistically
Registration itself is fast: days, not months. The full door-to-door picture, including notarization or apostille abroad, translation, APR registration and the bank account, is usually two to three weeks. Official registration fees are modest; the variable costs are notarial certification, apostille and certified translation, which depend on your country and the number of documents.
The bank, not the registry, is the slow step for foreign owners. Serbian banks apply full know-your-customer review to foreign shareholders: expect questions about the ownership chain, the source of funds and the business model. A clean, pre-prepared KYC file, which we assemble before the registration is even decided, is the difference between an account in days and an account in weeks.
Where files get stuck
Three patterns account for most delays we are asked to rescue: an activity code that does not match what the company actually does; a founding act signed abroad without the apostille chain the notary requires; and the beneficial-owner registration treated as an afterthought, it is a legal obligation with deadlines, not a formality. Each is avoidable with an hour of planning before the first document is drafted.
Questions & answers
Can a foreigner own 100% of a Serbian company?
Yes. A d.o.o. can be wholly owned by foreign individuals, foreign companies or a mix of both, with no Serbian co-owner required. One founder is enough, and the same person can act as director.
Do I have to travel to Serbia to register a company?
No. You can sign a power of attorney in your own country, have it apostilled and translated, and the founding act is then signed in Belgrade on your behalf. Many founders only visit later, for example, when the bank asks to meet the director.
What is the minimum share capital for a d.o.o.?
The legal minimum is symbolic (RSD 100). In practice a token amount can look thin to banks and business partners, so many founders choose a modest but credible figure.
How long does it take until the company can start working?
Registration with the Business Registers Agency is usually decided within about five business days of a complete filing. Including documents from abroad and opening the bank account, two to three weeks door to door is realistic.
Does the director have to live in Serbia?
No. A non-resident foreigner can be the director. If the director will actually work in Serbia under an employment contract, the appropriate work and residence permit is needed as well.
This guide is general orientation. It is not legal advice, it does not cover every situation, and rules change. Before you act, the current regulations are confirmed against your specific facts.