Company in Croatia, Business in Croatia
Establishing a company in Croatia is based on a number of documents, such as articles of association, passport copies, specimen signatures and registration forms.
It is important to remember that all procedures for setting up companies in Croatia must be carried out by a notary public.
The company's registered office (registration address) is also necessary to establish a company in Croatia.
A bank account and local accountant are also required before establishing a company in Croatia.
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Types of business entities in Croatia:
joint-stock company (dioničarsko društvo - d.d.),
limited liability company (društvo s ograničenom odgovornošću - d.o.o.),
general partnership (javno trgovačko društvo - j.t.d.),
limited partnership (komanditno društvo - k.d.).
These companies are placed in the Court Register kept by competent courts.
A limited liability company (d.o.o.) is a legal entity.
Legal and natural persons who are the company's shareholders are responsible for establishing a limited liability company in Croatia.
To create it, you need at least one partner with a minimum share capital of at least 2850 EUR, divided into shares.
In connection with the Act on foreigners, non-EU citizens who want to launch a Croatian company d.o.o. must provide a minimum share capital of 13500 EUR.
The liability of shareholders is limited to the amount of capital invested.
In a Croatian company in the event of liquidation or bankruptcy, personal assets of the shareholders is protected.
The basic documents of a limited liability company are the company's statute (in case there are at least two founders) or a statement about the establishment of the company (if there is only one founder).
The statutes must include: details of the persons representing, company name and address of the registered office, type of activity performed, details of capital, value of the contribution of each owner, details of the rights and obligations of members and procedures to be followed in the event of liquidation or transformation.
A joint-stock company is founded in Croatia by at least one founder with a minimum share capital of approximately 25,000 EUR.
The capital is divided into shares.
The founders' liability is limited to the amount of capital contributed.
The management of such a company is: the management board (at least one person), the supervisory board (at least three members) and the general meeting of shareholders.
The general meeting is the main body for making important decisions related to the appointment of all other company bodies, amendments to the statute, increase or reduction of capital.
The basic act of every Croatian joint-stock company is the statute, which contains all internal company regulations.
A Croatian general partnership is a type of business for two or more partners with an unlimited obligation to cover the company's debts with personal assets in the event of liquidation.
Partners participate in the distribution of profit, which will be after paying all taxes.
The name of the Croatian registered company must contain the names of the partners followed by "j.t.d."
No share capital is required.
A limited partnership is a form of business registered in Croatia by two or more people.
There is at least one general partner who is responsible for the company's debts and one limited partner with liability limited by his contribution to the company's capital.
Only the general partner may represent the company on a daily basis.
As in the case of a general partnership, there is no need for a minimum share capital when registering.
Typically, the name of this type of company is formed by the names of the partners, followed by the ending "k.d."
Procedures to set up a company in Croatia
At the beginning, entrepreneurs must check the uniqueness of the name for the company in the commercial court.
If the name is available, the founders must certify the company agreement or statute to the notary public along with the application for judicial registration and the director's declaration of acceptance.
All documents should be attached together with a certified Croatian translation.
Then we open a bank account to which we pay the minimum share capital.
All notarial documents such as the company's articles of association, a certificate with a unique name, the amount of share capital and a certificate from the bank about the paid-in capital are delivered to the court.
The next company is registered in the tax office for the purposes of income tax, VAT and employee income tax.
The application can be submitted at several offices throughout Croatia.
As a result of registration, the company receives a unique tax identification number.
The last step in establishing a company is registration in a Croatian pension insurance institution and in a health insurance institution no later than 15 days from registration in court.
The necessary documents are submitted together with the application and confirmation of the company's headquarters, tax identification number and application form for each employee.
After that, the company registration in Croatia is completed.
A company may start business after hiring an accountant.