Croatia is a member of the United Nations, the Organization for Security and Cooperation and the Council of Europe. Croatia has a great potential to implement business ideas and ambitions. A contributory factor is a fact that Croatia is a full member of the European Union, which was recognized not only by domestic but also by foreign investors. More than 15 thousand foreign companies have been opened in Croatia in recent years. The currency is stable, and industrial production is continuously growing.
Legislation in Croatia
Croatian legal framework is based on Austrian and German models. The Constitution of the Republic of Croatia guarantees free capital transfer and repatriation of profit free of charge to all investors, and Croatian law ensures equal rights for domestic and foreign physical and legal entities. Opening and registration of a company in Croatia is in compliance with EU standards. Accordingly, starting a business in Croatia has never been easier and simpler.
Different types of businesses in Croatia:
– Limited liability company
– Simple limited liability company
– General partnership
– Joint-stock company
Limited liability company
It is a company in which one or more legal or physical entities want to do business under one common name. Accordingly, they invest in the capital together. This is generally the most common form of a company in Croatia. It is important to mention that stocks i.e. basic investments in the limited liability company do not have to equal. One of the founders cannot take over more stocks upon starting a company, but they can acquire them later. Business stocks cannot be expressed insecurities. The source fund of the limited liability company must be expressed in the national currency of the Republic of Croatia; kuna (HRK). Share capital cannot be less than 20.000,00 kuna.
Simple limited liability company
This type of company can be registered even without a single employee. There are no impediments for starting a company even if the person is employed. The number of services in a simple limited liability company is not restricted by the Corporations Act
Simple limited liability company is a trade association and as such cannot be an agricultural estate. According to the same Act, a company can have only one board member and their number is not subject to increase
Foreign citizens can set up a company under the same conditions as every citizen of the Republic of Croatia. In order to dissolve a company, company members’ decision is required, and the process is regulated by the Corporations Act
A company that has been founded by joining two physical or legal entities for the purpose of performing activities under one name and company. Every member of the company is personally liable to its creditors.
The share capital of the company is distributed to equal shares, i.e. all stocks are of the same value. But, without the consent of other members, a single member of the company cannot freely dispose of its chare in the company
Presents a company where the share capital is distributed on stocks, and the members (stockholders) can participate with their shares. Joint-stock company can be founded by a single person, i.d. a company can have one stockholder. The joint-stock company can be entered into a court’s register, after which it acquires a legal capacity. Stockholders (company members) are not responsible for company liabilities, while the company itself is responsible for all liabilities with its assets. The minimum share capital of the company is 200.000,00 kuna.
Company formation procedure in Croatia
1. Selecting the name of the company: the name under which the company is to do business should be decided upon before the registration procedure. Considering the fact that a company must not have a name similar to an existing one, the name of the future company is something that needs special attention.
Notes regarding the selection of the company’s name and activities:
A general partnership must be different from a company of the same type entered into the court’s register
All data about the company should be authentic; respecting the authenticity principle
The company must contain an additional note explaining the name of the company and its activities
The company must be different from other companies; the constituent parts of the company should not create confusion during activities performance nor affect intellectual or industrial property rights
In case of similar names of two different companies, further information should be added according to which these two companies will clearly be distinguished
The word “Croatia” and its derivatives, as well as the national flag and coat of arms, can be entered into the company exclusively with the consent of the government of the Republic of Croatia or the Ministry of Public Administration
The company must not contain a coat of arms, flags or names of other countries and international organizations.
A personal name or a part of the personal name can be used exclusively under the consent of the person included
A personal name of a historical person can also be used only under the consent of the person itself or its descendants (if the person is deceased) and only if used appropriately.
The company can be registered only if there exists an address where the company can be situated
The company can also be registered if translated into one or several foreign languages
2. Collecting all the necessary documents translated into the Croatian language
3. Registration with the Commercial Court/ notary public
4. Opening a bank account for investing share capital
5. Registration with Tax administration
6. Registration with Pension and Health insurance
7. Membership in Croatian Chamber of Commerce
What do you need to know before registering a company in Croatia?
Croatian law states that companies need to have a person (accountant) that will submit a tax declaration, communicate with the government, do payroll accounts, etc.
Get to know the VAT system; VAT in Croatia is 25%. If your company is registered in the VAT system, you are entitled to a tax refund
Company’s address: once you have registered a company in Croatia, we advise you not to change its address. The change of address is done in the presence of a notary public after which the process is reported to the government of Croatia. Depending on the notary public, all the costs can run up to 4000 HRK
How we can help you
If you are considering forming a business or you need expert help with company registration in Croatia, LegalGenius™ is ready to assist you with its skilled team of lawyers, consultants and tax experts. We are committed to making the process as stress-free and streamlined as possible for you, and we will take care of all your document preparation and administrative tasks regarding the registration forms, payment of government fees, local address registration, banking support, etc., whilst always keeping your exact objectives and unique vision in mind throughout the process.
Please use our Company Formation Wizard if you would like to set up your registered company in Croatia or if you would like to know the costs involved prior to proceeding with our exceptional services. For other queries and special requests for complex or customised company formation services, please contact us at firstname.lastname@example.org