The Ultimate Guide to Incorporating in North Macedonia

Published on and written by Cyril Jarnias

Starting a company in North Macedonia in 2026 means entering a market that is still modest in size but dynamic, with a corporate income tax of 10%, streamlined procedures, and a tax system designed to attract foreign investors. However, you need to precisely understand the legal, tax, social, and administrative framework awaiting an entrepreneur. This guide provides, in a structured manner, essential information from recent texts, including reforms applicable from 2026.

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Understanding the Business Environment

North Macedonia is often described as an emerging market, vibrant, where the size of the domestic market remains limited, but growth prospects are real. With a population of approximately 2.08 million, the economy relies on various sectors: manufacturing, agriculture, textiles, technology, automotive, agri-food, pharmaceuticals, and a growing tourism sector (for example, the potential around Lake Ohrid).

10

The flat rate of corporate and personal income tax, placing the country among the most competitive jurisdictions in Europe.

The business culture remains marked by formalities and respect for procedures, but with a visible effort by authorities to simplify business creation processes, through a one-stop-shop system and increasing digitalization (commercial register, e-invoice, tax registers, etc.).

Choosing the Right Legal Form

Before filing any form, it is crucial to select the appropriate legal structure for your project, your risk tolerance, and your financing needs.

Overview of Company Types

The main legal vehicles available are numerous, but a few stand out for investors or foreign entrepreneurs:

– Limited Liability Company (DOO or DOOEL)

– Joint Stock Company (AD)

– Sole Proprietorship

– Partnerships (general partnership, limited partnership, limited partnership with shares)

– Branch of a foreign company

– Representative Office

– Economic Interest Grouping

Good to know:

Despite a wide range of structures, the DOO (Limited Liability Company) or DOOEL (its single-member version) is the most commonly used. It offers limited liability for shareholders, a reasonable share capital, great flexibility in management, and a quick incorporation procedure.

The table below summarizes the main characteristics of the primary forms.

Legal FormShareholder LiabilityNumber of ShareholdersMinimum Capital (indicative)Main Activity
DOO / DOOEL (LLC)Limited to contributions1 to 50€5,000 (in principle)SMEs, subsidiaries, start-ups
AD (JSC) privateLimited to contributions1 or more€25,000Large enterprises
AD (JSC) publicLimited to contributions1 or more (with public offering)€50,000Listed companies or widely held
Sole ProprietorshipUnlimited personal liability1 natural personNoneFreelance professions, micro-businesses
General Partnership (OD/JTD)Unlimited and joint≥ 2NoneSmall personal businesses
Limited Partnership (KD)Unlimited for general partners, limited for limited partners≥ 2 (including 1 general partner)NoneJoint projects, mixed partners
Limited Partnership with Shares (KDADA)Unlimited for general partners, limited for shareholders≥ 1 general partner, ≥ 3 shareholdersAligned with AD regimeHybrid structures
Branch of a foreign companyAssumed by the parent companyN/ANone of its ownExtension of a foreign company
Representative OfficeNo independent commercial activityN/ANoneProspecting, information

For a foreign investor wanting to start quickly, limit liability, and benefit from the standard tax regime, the DOO or DOOEL is generally the most relevant solution.

Capital and Structure of the DOO / DOOEL

The minimum capital typically required for a DOO is €5,000. This capital can be contributed in cash or in kind (fixed assets, equipment, real estate, etc.), provided that in-kind contributions are valued by an independent expert. Contributions of work or services are not allowed as share capital.

Attention:

The law allows incorporating a company before the full payment of the share capital. It can be paid up within up to 12 months after registration, offering cash flow flexibility at the start of operations.

A DOO can have between 1 and 50 shareholders. When there is only one shareholder, it is called a DOOEL (single-member company). Shareholders can be individuals or legal entities, with no nationality restrictions, and ownership can be 100% foreign.

The Central Role of the Central Registry and One-Stop Shop

The entire company creation mechanism is based on the Central Registry of the Republic of North Macedonia, which maintains the commercial register and other legal forms. This registry has implemented a “one-stop-shop” system that coordinates several formalities in a single processing chain: registration in the register, assignment of an identification number, transmission of data to the tax administration for the tax identification number, etc.

Tip:

In practice, the procedure can, in the best case, be completed in a few hours. However, it is more realistic to plan for a timeframe of 2 to 3 business days. This can extend up to two weeks if the documents provided require additional information or if you use an external service provider with a slower processing pace.

Applications can be submitted by authorized agents, often accountants or lawyers, who use the official electronic platform. For a foreign entrepreneur, this option is particularly attractive, as it allows handling almost the entire incorporation process remotely, based on a power of attorney.

Concrete Steps for Company Creation

Even though the one-stop shop simplifies the process, several sequential steps must still be followed, each requiring specific documents and decisions.

Choosing and Reserving the Company Name

The first formality is defining the name of your future company. The practical rule is to prepare three name variants, which will be submitted to the Central Registry for availability and compliance checks.

The name must include: a unique identifier.

– A descriptive part related to the activity or purpose

– A distinctive element (the company’s own “name”)

– The legal form (e.g., DOO or DOOEL)

– Indication of the city of the registered office

The verification procedure is quick: the registry confirms the reservation of the selected name among the three proposed, provided it does not conflict with an existing entity and complies with legal requirements.

Defining the Registered Office

Every company must have a legal address within the territory of North Macedonia. This is the registered office, where official notifications will be sent. This address must be precise (street and number).

A noteworthy feature: it is not required to provide a copy of the lease or title deed at the time of registration to prove use of the premises. Many providers offer domiciliation addresses or virtual offices, especially in Skopje, at low costs.

Any subsequent change of address must be declared to the Central Registry to update the data.

Drafting the Articles of Association and Foundational Documents

The legal core of the company consists of two documents: the Articles of Association and, if applicable, the Memorandum of Association or Incorporation Agreement (for multi-shareholder structures).

These documents must specify at least:

– The company name

– The main business purpose

– The address of the registered office

– The identity of the shareholders (name, address, copies of ID documents for individuals; recent extract from the register for legal entities)

– The amount of share capital and the distribution of shares

– The management structure (name and powers of the manager(s)/director(s))

– The rules for profit distribution

– The obligations of shareholders and conditions for transferring shares

The entire document must be drafted or translated into Macedonian, then notarized by a local notary. Foreign documents (register extracts, incorporation certificates, etc.) must be apostilled if they come from public authorities and, in all cases, translated by a certified translator.

Appointment of the Director or Manager

Each company must appoint at least one director (manager/authorized representative). This may be a shareholder or a third party, with no nationality or residency requirement. In other words, a foreigner can manage the company without being a tax resident, although in practice, a local presence facilitates banking and administrative relationships.

The director’s powers, any limitations, and the rules for representing the company must be clearly stated in the founding documents. The director’s identity details are made public through the register.

Filing the Application with the Central Registry

Once the founding documents are finalized and signed, the agent or entrepreneur submits, either electronically or physically, the complete file to the Central Registry, along with proof of payment of registration fees.

32 to 90

The official fees for creating a DOO in France are modest, generally ranging from 32 to 90 euros.

After verification, the Central Registry assigns the company its registration number and publishes the incorporation notice on its website or in the Official Gazette. The company then acquires legal personality.

Opening a Business Bank Account

Opening a local bank account is mandatory, both to receive contributions and to carry out all financial operations of the company. Revenues and expenses must go through this account, with regulated use of cash.

Banks generally require: solid guarantees, proof of income, and a good credit history.

– The registration certificate

– The Articles of Association

– The decision appointing the director

– Copies of ID documents for the ultimate beneficial owners and the director

– A description of the activity, often in the form of a business letter detailing the business model, main partners, and expected transaction volume

Some institutions require the physical presence of the director to open the account, while others accept a remote mandate via a power of attorney. Timelines vary from one day to about a week depending on internal compliance policies.

Tax Registration and VAT

The company must be registered with the tax administration (Public Revenue Office) to obtain a Tax Identification Number (TIN). This step is usually integrated into the one-stop-shop process, but it is necessary to verify that the tax account is properly activated.

Good to know:

VAT registration becomes mandatory when annual turnover exceeds certain thresholds (MKD 1,000,000 or MKD 2,000,000 depending on the regime). It is also possible to register voluntarily below these thresholds, which can be advantageous if your clients are mainly VAT-registered and wish to recover it.

The schedule of VAT obligations is structured around monthly or quarterly periods, depending on the turnover level. Returns are filed electronically, generally within 25 days after the end of the relevant period.

To better visualize the main thresholds, the following table summarizes the approximate values mentioned in the texts.

Tax or Social MeasureThreshold or Key Value
Mandatory VAT threshold (source 1)MKD 1,000,000 annual turnover (≈ €16,000)
Mandatory VAT threshold (source 2)MKD 2,000,000 annual turnover
Quarterly VAT filingAnnual turnover ≤ MKD 25,000,000
Monthly VAT filingAnnual turnover > MKD 25,000,000
Simplified CIT regime (1% of revenue)Turnover between MKD 3,000,000 and 6,000,000
CIT exemption for micro-entitiesTurnover ≤ MKD 3,000,000
Standard CIT rate10%
Standard VAT rate18%
Reduced VAT rates10% and 5% (depending on goods/services)

Registration of Ultimate Beneficial Owners and Other Initial Obligations

North Macedonia maintains a register of ultimate beneficial owners integrated into the Central Registry, accessible to the public. After registration, the company must declare the identity of individuals who ultimately hold control (generally starting from 25% of capital or voting rights).

In parallel, if the company is owned by foreigners, registration in the register of foreign direct investments may be required. Finally, once the bank account is opened and the company is fiscally active, it may be necessary to create the company seal, which is still often required for certain documents.

Corporate Tax Regime and Incentives

The Macedonian tax system is relatively straightforward, with a corporate income tax of 10%, a simplified regime for small structures, and targeted incentives, notably in Technological Industrial Development Zones (TIDZ).

Corporate Income Tax and Basic Regime

Resident companies (incorporated or having their place of effective management in North Macedonia) are taxed on their worldwide income. Non-residents are taxed only on their Macedonian-source income or through a permanent establishment.

The tax base is the annual profit, adjusted for non-deductible expenses. The general rate is 10%, with no municipal surtax. Tax returns are filed once a year, with monthly advance payments.

Example:

Dividends received by a company from Macedonian companies are exempt from corporate income tax, provided that these profits have already been taxed at the distributing company. Conversely, dividend, interest, and royalty payments made to non-resident beneficiaries are generally subject to a 10% withholding tax. This rate can be reduced if a double tax treaty applies between North Macedonia and the beneficiary’s country of residence.

Simplified Regime for Small and Micro Entities

To encourage entrepreneurship, a simplified regime applies to small structures, excluding financial, insurance, gambling, and similar entertainment sectors. If total turnover is between MKD 3 and 6 million, tax is calculated at 1% of turnover instead of 10% of profit. Below MKD 3 million in turnover, some micro-entities may be fully exempt from corporate income tax.

Once under this regime, the company must generally stay in it for at least three years as long as its turnover remains within the eligible range.

VAT, Excise Duties, and Reduced Rates

The standard VAT rate of 18% applies to most goods and services, including imports. Reduced rates have been introduced:

Reduced VAT rates

Presentation of the main goods and services subject to reduced VAT rates of 5% and 10% in France.

5% rate

Applied to essential goods: basic foodstuffs, school supplies, wood pellets, baby products, computers and software.

10% rate

Applied to catering (collective and commercial, excluding alcoholic beverages) and certain non-basic food products.

Imported goods are subject to VAT upon entry into the territory, but VAT-registered businesses can generally reclaim it, subject to deduction rules.

Technological Industrial Development Zones (TIDZ)

Companies established in a technological industrial development zone benefit from a highly incentive regime. Advantages include, among others:

Tip:

Companies established in special economic zones benefit from major tax exemptions: corporate income tax for ten years (or up to the aid ceiling), personal income tax for employees for up to ten years, VAT and customs duties on imported equipment, and exemption from certain local taxes. They can also obtain long-term leases (up to 99 years) on land at preferential rates and benefit from investment incentives covering up to 10% of the costs of acquiring eligible assets.

For export-oriented industrial projects or high-value technology activities, these zones can fundamentally transform the economic equation of an investment.

International Context: Global Minimum Tax

North Macedonia has adopted a law on the Global Minimum Corporate Income Tax to align its system with OECD rules. This mechanism aims to ensure a minimum effective rate of 15% for large groups whose consolidated global turnover is at least €750 million in at least two of the last four fiscal years.

It notably introduces a Qualified Domestic Minimum Top-up Tax (QDMTT) to ensure that profits realized in the country are not taxed below this 15% threshold, with de minimis exclusion rules, substance-based exclusions, and transitional measures for certain domestic groups.

In practice, this mechanism will only affect the largest structures and will not impact the vast majority of SMEs and medium-sized subsidiaries.

Labor Law and Social Obligations in 2026

Creating a company involves anticipating the social framework and costs related to employment. This period is particularly important, as a new Law on Employment of Persons comes into effect on January 1, 2026, strengthening the structure of temporary and seasonal work.

Legal Framework and Main Sources

Macedonian labor law is based on several texts:

– The Labour Law, which governs the standard employment relationship

– The Law on Employment and Work of Foreigners for hiring foreign nationals

– The new Law on Employment of Persons (or Law on work engagement of persons), which regulates forms of temporary or seasonal engagement in sectors such as agriculture, hospitality, or domestic services

– Specific laws on the minimum wage, harassment prevention, non-discrimination

– Collective agreements, notably the General Collective Agreement for the Private Sector, which supplements the law on various points (automatic increases, bonuses, etc.)

Control authorities are active: Labor Inspectorate for health, safety, and compliance, Commission for Protection against Discrimination, Agency for Peaceful Settlement of Labor Disputes, labor courts.

Employment Contracts and Working Time

Every employment contract must be in writing, whether for an indefinite or fixed term. For fixed-term contracts, the maximum duration is five years. The contract must include essential elements: identification of the parties, start date, place of work, job description, remuneration, leave, working conditions, and potential risks.

40

The legal weekly working time in France is 40 hours.

– Maximum 8 hours of overtime per week

– Maximum 190 hours of overtime per year

– Compensation at least 135% of the normal rate, according to applicable agreements

Night work (between 10 p.m. and 6 a.m.) and weekend work entitle the employee to a premium of at least 50%. Employers are required to keep an accurate register of hours worked, including overtime and night hours, and to retain this data for several years.

Compensation, Salaries, and Social Contributions

For 2026, the legal minimum wage is set at MKD 26,046 per month. The Ministry of Labor and Social Policy adjusts this floor each year, typically in March.

Good to know:

Salary increases can be negotiated individually in the contract or result from a collective agreement. The general collective agreement imposes a minimum increase of 0.5% per year of seniority. Contractual conditions cannot be less favorable than those provided for in the agreement.

A salary reduction is only possible with the employee’s explicit written consent.

Regarding contributions:

– The employer pays social security contributions of 18.8% for pension and disability insurance

– It pays 7.5% for health insurance (with a possible additional surcharge of 0.5%)

– It pays 1.2% for unemployment insurance

– The so-called “payroll tax” contributions borne by the employer are indicated at around 0%, meaning the social cost is concentrated on contributions

The employer is responsible for paying all these contributions on behalf of the employee.

The overview below summarizes some key data of the labor regime:

Labor/Social ElementCurrent Parameter
Legal weekly hours40 hours
Standard daily hours8 hours
Maximum overtime per week8 hours
Maximum overtime per year190 hours
Overtime premium≥ 135% of normal rate
Night/weekend premium≥ 150% of normal rate
Minimum wage 2026MKD 26,046 / month
Annual paid leave20 to 26 working days
Maternity leave9 months
Maximum probation period4 months (3 days for seasonal jobs)
Notice period for termination1 to 3 months (2 months for mass layoffs)
Enhanced protectionPregnant women, union representatives, sick employees

Forms of Temporary Engagement (2026 Law)

The new Law on Employment of Persons aims to regulate seasonal and occasional work without constituting a standard employment relationship. It applies notably to agriculture, forestry and fishing, accommodation and food services, and household cleaning services for private individuals.

10

This is the maximum number of people that can be engaged under this regime in accommodation and food service enterprises.

Engaged persons must be registered with the Employment Agency, with a specific calculation of personal income tax and social contributions (pension, disability, work accident insurance). The stated objective is to formalize seasonal work, combat informal labor, and improve public revenue.

Employment of Foreign Workers

To hire a foreign employee, a company must obtain a work permit and a residence permit for the individual. The government sets annual quotas for the employment of foreign workers, based on a recommendation from the Ministry of Labor.

Citizens of the EU/EEA/Switzerland do not yet benefit from a reciprocity agreement exempting them from these quotas. The foreign employee must obtain a temporary residence permit for employment purposes and a work permit, including when they are posted by a foreign company. In this case, they must have at least one year of seniority with their original employer, and the total duration of the posting cannot exceed two years.

The law provides for specific regimes for certain profiles (directors, shareholders, athletes, scientists) who benefit from more flexible conditions, not tied to local labor market conditions.

Accounting, Audit, and Ongoing Compliance

Creating a company is only the first step; maintaining compliance is equally important.

Bookkeeping and Annual Accounts

Companies must keep their books in Macedonian denars and follow applicable accounting standards, generally IFRS or IFRS for SMEs. The books must be kept on a continuous basis and enable the preparation of complete annual financial statements, with appendices and explanatory notes.

The annual accounts must be approved by the competent bodies (shareholders, board of directors) and then filed with the Central Registry within 30 days of approval and no later than June 30 of the following year. Consolidated accounts, for groups that require them, must be filed no later than March 31 of the following year.

Certain companies are subject to statutory audit, notably: certain companies that exceed specific criteria regarding size and turnover.

Types of Companies Concerned

Presentation of different types of companies subject to specific governance and transparency obligations.

Joint Stock Companies (JSCs)

All joint stock companies, regardless of size, are subject to these regulatory obligations.

Medium or Large Companies

Companies exceeding certain thresholds of turnover, total assets, or number of employees.

Listed Companies

Companies whose securities are admitted to trading on a regulated market.

The audit must be performed by a firm or an auditor registered with the Central Registry.

Tax Returns and Periodic Obligations

In addition to VAT, companies must file an annual corporate income tax return, along with monthly advance payments. Companies under the simplified regime are still required to declare their turnover to calculate the 1% tax.

Withholding taxes on dividends, interest, royalties paid to non-residents must be remitted to the tax authorities within the prescribed deadlines, taking into account any tax treaties that may reduce the applicable rates.

Attention:

Companies are required to declare their employees to the relevant bodies (pension fund, health insurance, employment agency) and to pay the corresponding social contributions.

e-Invoice and Electronic Invoicing

Starting in 2026, North Macedonia is gradually rolling out a national electronic invoicing system, e-Faktura, managed by the tax administration. The pilot phase begins in early 2026, with full implementation scheduled for October 1, 2026 for all VAT-registered businesses, including DOO/DOOEL, AD, sole proprietors, freelancers, and artisans.

Invoices will then have to be issued in a structured electronic format (XML/UBL), digitally signed, and submitted in real time to the public platform for validation before being considered legally valid. Invoices issued outside the system will become invalid.

This transition to electronic invoicing will have a direct impact on companies’ accounting systems, which will need to be adapted or connected to the portal provided by the authorities for those without their own software.

Banking, Financial Flows, and Relations with Partners

Beyond the initial bank account opening, companies must integrate the specifics of the Macedonian financial system: the absence of SEPA integration, use of the SWIFT network for international payments, and local clearing systems (MIPS for large amounts, KIBS for payments under MKD 1,000,000).

Good to know:

Local banks offer traditional services (current accounts, loans) and online services (with KIBS electronic signature). Account opening requires submitting numerous documents to comply with KYC and anti-money laundering regulations, covering ownership structure, source of funds, and the actual business activity of the company.

For groups that already have companies in offshore jurisdictions, some local banks are willing, under certain conditions, to open accounts for these vehicles, which can offer interesting solutions for regional flows. However, documentary requirements are high (statutes, certificates of good standing, ownership charts, previous years’ financial statements, etc.).

Link with Residency, Visas, and Possible Citizenship

Creating a company can serve as a lever for obtaining a residence permit in North Macedonia, but it is important to distinguish between the registers: company registration does not in itself constitute a visa or residency.

An entrepreneur who establishes a DOO and appoints themselves as director can generally apply for a temporary residence permit for business reasons, valid for one year and renewable. The application must be submitted within five days of arrival, accompanied by a police registration within 48 hours, under penalty of sanctions.

40000

Minimum value of a property that can serve as a basis for a residence application for certain nationals.

Furthermore, North Macedonia has established a naturalization program for “special economic interest” (often called citizenship by investment), which allows, based on an investment (donation to a fund or investment in a company creating jobs), to apply for citizenship after a selection and vetting process lasting several months. This scheme remains regulated, with a quota, and is not necessarily suitable for all investor profiles.

Support Ecosystem: Chambers of Commerce and Institutions

For a newcomer, the support of local professional organizations is a significant asset. Several structures stand out:

Chambers of Commerce in North Macedonia

Main organizations representing and supporting the private sector and investors in North Macedonia.

Economic Chamber of North Macedonia

The oldest and largest chamber in the country. Its members represent more than half of the private sector’s turnover.

American Chamber of Commerce

Brings together over 140 companies, representing more than 42,000 employees and $9 billion in cumulative revenue.

German-Macedonian Chamber (AHK)

Active in prospecting missions and organizing business trips for its members.

Sectoral Chambers

Include notably MASIT for the ICT sector and the Foreign Investors Chamber within the Economic Chamber.

These structures offer services such as training, networking, mediation, arbitration, issuance of certificates of origin, ATA carnets, export advice, etc. They also act as intermediaries between the private sector and authorities, which can be valuable for navigating the regulatory environment and identifying local partners.

Conclusion: Structuring Your Project in North Macedonia

Creating a company in North Macedonia in 2026 means combining several advantages: simple and competitive taxation, a structured but flexible labor market, an efficient one-stop shop for registration, and an environment increasingly aligned with European standards (VAT reforms, electronic reporting, global minimum tax rules).

To turn these assets into a real opportunity, the entrepreneur must proceed methodically:

Good to know:

For a successful setup, you should: clarify the legal form (DOO/DOOEL), capital, and governance; use the Central Registry and a local agent for incorporation; anticipate tax obligations (CIT 10%, VAT, withholding taxes), social obligations (contributions, labor law, 2026 law on seasonal work), and accounting obligations (annual accounts, audit); integrate electronic invoicing and administrative digitalization from the start; and build ties with chambers of commerce and the local ecosystem for ongoing support.

By taking the time to align the business project with these parameters, North Macedonia can become not just a low-cost location, but a genuine regional hub for developing activities in the Balkans and beyond.

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About the author
Cyril Jarnias

Cyril Jarnias is an independent expert in international wealth management with over 20 years of experience. As an expatriate himself, he is dedicated to helping individuals and business leaders build, protect, and pass on their wealth with complete peace of mind.

On his website, cyriljarnias.com, he shares his expertise on international real estate, offshore company formation, and expatriation.

Thanks to his expertise, he offers sound advice to optimize his clients' wealth management. Cyril Jarnias is also recognized for his appearances in many prestigious media outlets such as BFM Business, les Français de l’étranger, Le Figaro, Les Echos, and Mieux vivre votre argent, where he shares his knowledge and know-how in wealth management.

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