A step-by-step procedure for setting up a new Montenegro company
PROGRAMS FOR IMPROVING THE COMPETITIVENESS OF THE ECONOMY
PROGRAMS FOR IMPROVING THE COMPETITIVENESS OF THE ECONOMY
TAX SYSTEM AND INCENTIVES
TAX SYSTEM AND INCENTIVES
Foreign companies in Montenegro are guaranteed equal legal treatment as local ones. Foreign investor can operate in Montenegro either as a legal entity or as a natural person. The term “foreign investor” applies to a company that has been set up in Montenegro by a foreigner, or foreign legal entity, whose share of investment capital is higher than 25% of total capital invested.
There is no limit on the amount of capital invested in Montenegro. Foreign investors are encouraged to invest freely within any industry and to transfer all assets, including profits and dividends. Foreign investors can acquire rights to real estate, such as commercial property, office space, residential space or land for construction. All major insurance companies around the globe insure investment projects in Montenegro.
WHY INVEST IN MONTENEGRO
WHY INVEST IN MONTENEGRO
• Politically and economically stable, democratic, multicultural multi-religious society
• Active promoter of good neighborly relations and participant in regional cooperation
• Member of NATO since June 2017
• Candidate for membership of the EU (prospective membership by 2025)
• Member of the World Trade Organization (WTO) since 2012 (party to the Trade Facilitation
Agreement – TFA)
• Member of the World Bank since 2007
• Member of the International Monetary Fund (IMF) since 2007
• Euro (€) is the official means of payment
• Enjoying access to a market of around 800 million consumers owing to the free trade agreements
with the EU (Stabilization and Association Agreement), CEFTA, EFTA, Russia, Turkey and Ukraine
• “The Gateway to the Balkans”, thanks to its favorable geographical location at the Adriatic /
Mediterranean Sea (convenient access for trade via Port of Bar, good railway and road connection
to Eastern and Central Europe) and stimulating business environment
MONTENEGRO AT A GLANCE
MONTENEGRO AT A GLANCE
Position: 41°52’-43°42’ latitude, 18°26’-20°22’ longitude
Population: 622,373 (2017 midyear est.)
Life Expectancy at birth, years: (2017) 76.7
Capital City Podgorica
Administrative division: 24 municipalities
Old Royal Capital City Cetinje
Geographic area: 13,812 km2
Length of border: 614 km
Coastline: 293 km
Length of beaches: 73 km
Climate: Mediterranean
Average number of sunny days: 240
Time Zone: GMT +1
Country code: +382
Country top-level domain: .me
.ME ccTLD of Montenegro https://domain.me/
National Parks: Durmitor (39,000 ha), Biogradska gora (5,650 ha), Lovćen
(6,220 ha), Skadar Lake (40,000 ha), Prokletije (16,630 ha)
UNESCO heritage sites: Bay of Kotor, Durmitor National Park, Stećci Medieval
Tombstone Graveyards, Venetian Works of Defence
between the 16th and 17th Centuries: Stato da Terra
– Western Stato da Mar
Registering a branch office Montenegro
How to establish a branch in Montenegro
In this article, I will explain the opening and important characteristics of the Montenegrin branch of foreign companies.
Foreign companies wishing to open a business in Montenegro usually want to open a Montenegrin branch or open a representative office. Small and medium enterprises decide to register a branch in Montenegro in order to take advantage of the greater flexibility and protection of liability provided by the branch. Consider if this is the right structure for your needs. See this information related to the Montenegrin branch:
Legal Structure of a Monteengro Company
Legal Structure of a Monteengro Company
When deciding whether to incorporate a private limited liability company in Montenegro, it is helpful to understand the structure and attributes of this corporate form. This guide explains what a Montenegro company is and how it is organized. Some of the questions it will answer are: a) What is the legal status of a Montenegro company? b) What can and can’t a company do? c) Who owns the company? d) Who operates a company? eWhat is the Constitution of the company?
If you already understand the basics of a Montenegro private limited company corporate structure and simply want to know how to register one in Montenegro, please see our Montenegro Company Registration Guide which details the procedure and steps for registering a private limited company in Montenegro. But if you want an introduction to this corporate structure, please continue reading.
Annual Filing Requirements for Montenegro Companies
Annual Filing Requirements for Montenegro Companies
All Montenegro companies must follow certain legal obligations every year regardless of their size or business structure. Compared to other countries, the obligations in Montenegro are quite simple and straightforward. Still, a busy entrepreneur may forget a deadline, which can result in fines and penalties.
Therefore, it is important to understand the compliance requirements and come up with a plan to stay on top of them. The following article explains the annual filing requirements you need to fulfill to comply with Montenegro company law.
Compliance requirements for a Montenegro company
Guide to Montenegro's compliance laws
For seven consecutive years, Montenegro has topped the World Bank’s list of the best countries to do business. Montenegro’s business-friendly and easy to follow regulations are one reason for this high ranking. Compliance rules for Montenegro based companies are generally straightforward, logical and devoid of unnecessary bureaucracy – especially for small to mid-size companies. Nonetheless, if you do not follow even these simple regulations, your company can be in trouble with the authorities and it can face fines or, in serious cases, even prosecution. Therefore, it is important to understand and follow the requirements related to tax, employees, data protection and licensing that all Montenegro companies are expected to comply with.
First Steps After Company Registration
First Steps After Company Registration
First Steps After Company Registration
There are a number of obligations you must perform before you can start working. These obligations relate to regulations, such as the purchase of company seals, the establishment of statutory books, registration of taxes and permits, opening a bank account, opening an office, arranging insurance, etc.
Are these commitments complex and intimidating? In Montenegro, these tasks are very simple and can be easily performed.
We recommend that you seek the help of a specialized company.
1. Submit documents for a residence permit
Request a Residence Permit
If you are a director of a company, you are required to obtain a residence permit.
If you are interested, We can choose an appointed local resident director on your behalf – visit our services page to find out more.
2. Open Bank Account
After successful registration of your Montenegro company, you can open a corporate account in any of the largest banks in Montenegro.
Every Montenegrin bank requires the physical presence of the company’s director as part of the account opening process. If you are unable to visit Montenegro, you should find a local director. For more details, see our guide to opening a corporate bank account in Montenegro.
To start a business in Montenegro, you need to open an account in a bank. There are several well-known international banks operating in Montenegro.
To open a company account, the bank will usually ask for a certificate of incorporation, a company constitution, a board resolution approving the opening of the account, and proof of the identity of the director and other users. Every bank in Montenegro requires the physical presence of the director and other signatories.
Once you have opened a bank account, each shareholder must deposit the appropriate share capital in the initial capital of the firm.
3. Hire an accounting agency
Važno je tačno evidentirati prihode i troškove vašeg poslovanja od prvog dana poslovanja. Poreski propisi u većini Crne Gore o ovim transakcijama i tačnom evidentiranju prihoda i troškova vašeg poslovanja. Zaposlite odmah računovodstvenu agenciju i ne biste trebali odgađati. Morate imati knjigovođu za svoje poslovanje da biste mogli raditi bilo koji posao.
Alternativa uspostavljanju vašeg vlastitog računovodstvenog sustava je prenošenje ove funkcije na vanjsku računovodstvenu kuću, tako da vam za ovu funkciju neće trebati stalno osoblje; Ovo može biti isplativije.
Have any company formation related questions?
Our direct enquiry form will allow you to contact our client servicing team.
4. You may need to apply for one or more business licenses for some business activities such as:
In some industries, a business license is required before starting a business. these are the branches of insurance, banks, etc. retail, construction, hotels, restaurants, spas, medical clinics, employment agencies, travel agencies, financial services,
5. Apply for tax on goods and services (VAT)
If your company’s estimated annual income exceeds 30,000 euros, you must register for goods and services tax (VAT), which in other countries is known as value added tax or sales tax.
Companies registered for VAT should charge this tax to their customers on goods and services provided and remit that amount to the tax authorities. For additional VAT details, see our guide to VAT in Montenegro.
6. Appoint Company Secretary
The Law on Companies of Montenegro states that the company does not have to appoint a qualified company secretary.
8. Buy Company Seal
All Montenegrin companies are legally obliged to buy a stamp for the stamp of official documents. An „archive stamp“ with the name, serial number and date imprinted is also required. The documents are usually signed by the director or some other authorized person. The seal should be kept under the control of the director of the company.
9. Issue Share Certificates
A share certificate is a legal document that confirms ownership of a certain number of shares in a corporation. Certificates of shares must be issued to all shareholders of the company. Certificates will be signed by the director of the company.
Share certificates are held by shareholders and should be reissued when shares are transferred, divided, consolidated or otherwise reclassified.
10. Set up Statutory Books
Legal books are kept at the company’s headquarters. These are public documents that must be updated and made available. Statutory books contain:
- Up-to-date information on employees in companies such as directors, auditors and secretaries; information should be named and resigned.
- List of shareholders, how many shares they own and details of all share transfers.
- Information on fixed or variable costs and debentures used to secure any borrowing of the company.
- Resolutions and minutes of body meetings.
The director of your company is responsible for creating and maintaining statutory books for the company.
11. Obtain Business Insurance
You should insure the company against general liability, employee liability insurance and any special business insurance you may need. Some insurances are mandatory and others are not mandatory.
11. Hire Employees
We suggest that you use a standard employment contract that allows you to hire all your employees. You have several benefits:
- 1. that your agreements consistently follow the country’s employment regulations.
- Consistency in the employment conditions of all employees and thus reduce the chances of mistakes.
- Avoid discord and moral challenges among employees
Act If you have problems you can contact the Employment Act
12. Annual requirements and formalities for registered Montenegrin companies.
For more details on this, see our guide to annual application requirements for Montenegro companies.
Final Thoughts
Take care of tasks in a timely manner after registering a company. That way you won’t have any problems.
Povezani tekstovi:
Company formation in Montenegro
Opening a company bank account in Montenegro
How to get residence permit in Montenegro?
More questions? Let us guide you further
You may find these Singapore business guides useful in helping you make your decision:
How to open a branch in Montenegro
Subsidiary Company Registration in Montenegro
Online company formation in Montenegro
Guide to incorporating a local Montenegro company
Montegro company formation made easy
Selecta experienced and professional staff will be able to guide you through moving or setting-up your business in Montenegro.
With our expertise, we can assist you in setting-up your business structure right the first time.
FAQ
What are the main requirements?
Following are the main requirements for setting up a Montenegro company.
Following are the main requirements for setting up a Montenegro company.
- A company needs to have at least one shareholder who can be a local or foreign individual or company.
- At least one of the directors must be a natural person, above the age of eighteen years old, and a resident of Montenegro shareholder who is a natural person can also be a director of the company.
- A qualified company secretary has to be appointed. The secretary must be a resident of Montenegro.
- Company must have a physical, local address in Montenegro.
- The company must have a paid up capital of at least $1.
Representative Office Registration
Representative Office Registration
(This form is not available in Montenegro)
If your company is not yet ready to fully commit to Montenegro, Montenegro does not have the option of establishing a representative office in the country that will be used to conduct a marketing evaluation. This helps the company evaluate its business potential, overall business environment, regulatory requirements, etc., without creating a new company in Montenegro. But the office is allowed to perform a very limited range of activities and may not be worth the investment.
Subsidiary Company Registration in Montenegro
Registration of a subsidiary in Montenegro
Easy access to European markets, low tax rates, an efficient legal system and business-friendly policies make Montenegro one of the most sought-after places to expand the business of foreign companies. There are three ways for foreign companies to register their business in Montenegro: representative office, branch or subsidiary.
Foreign Company Registration in Montenegro
Foreign Company Registration in Montenegro
When a foreign company decides to open a business in Montenegro, it should select the appropriate business structure for their registration.
Below you can see all the possibilities of the business structure available to foreign companies. The following topics are covered:
Guide to incorporating a local Montenegro company
Guide to incorporating a local Montenegro company
In this article I will explain the conditions and procedure for registration of a private limited liability company in Montenegro.
Establishing a company in Montenegro is quick, easy and without unnecessary bureaucracy. Montenegro is consistently ranked as one of the best places in the world for business. It covers the following topics:
Company business forms in Montenegro
Types of Business Structures in Montenegro
As you decide to incorporate your business in Montenegro, you will have to select the business structure that best suits your needs. This article provides an overview of the different business entity structures allowed in Montenegro and explains why a limited liability company is the best choice for most businesses.
How to open a branch in Montenegro
How to open a branch in Montenegro
The branch office must bear the same as the parent company, meaning it must operate under the same trading name;
the are no share capital requirements for setting up a branch office in Montenegro, however, the amount of money for the operations must be established by the parent company;