Setting Up a Company for Your Destination: Serbia

Published on January 14, 2026 and written by Cyril Jarnias

Setting up a business in Serbia is attracting a growing number of entrepreneurs from Europe and beyond. Moderate taxation, low operating costs, a skilled workforce, and access to several major markets through free trade agreements: the country has successfully positioned itself as a business hub in the Balkans, while remaining outside the European Union but as an official candidate for membership.

This article provides a comprehensive, practical, and data-driven overview of setting up and managing a company in Serbia, from choosing the legal vehicle to day-to-day operations, including taxation, accounting, banking, and founder residency.

Why choose Serbia to set up your company

Serbia combines several advantages rarely found in a single country: competitive taxation, macroeconomic stability, pro-business reforms, and a strategic geographical location at the crossroads of Central and Southeastern Europe.

The Serbian economy has recorded steady growth for several years, supported by a strong manufacturing industry, a booming IT sector, efficient agriculture, and strong development in services. The country attracted over 5 billion euros in foreign direct investment in the last reference year, coming from Western Europe as well as Russia, Gulf countries, the United States, and Asia.

Geopolitically, Serbia is a candidate for EU membership and simultaneously maintains advantageous trade agreements with the European Union, CEFTA, EAEU, and Russia. For a company seeking a flexible European foothold, Serbia offers access to a broad market without the regulatory rigidity of some member countries.

Legal framework for business creation

The legal basis for the creation and operation of companies is the Law on Companies, supplemented by the law on the registration procedure with the Business Registers Agency, the Law on Accounting for accounting, and tax laws for taxation.

– companies and sole proprietors

– branches, cooperatives, associations

– liens, leasing, investment funds

– annual financial statements

Foreign nationals, both individuals and legal entities, can freely create and own a company 100%. There is no obligation to involve a local partner or appoint a Serbian director: founders and legal representatives can be of any nationality. The rights of foreign investors are aligned with those of nationals through the foreign investment law and the commercial companies law.

Choosing the right legal form

The choice of structure is decisive for liability, accounting obligations, taxation, and management flexibility.

Limited Liability Company (d.o.o.)

This is by far the most used form, and the most recommended for a foreign investor, from a small service structure to a subsidiary of an international group.

It has several key characteristics:

– separate legal personality, distinct from the members

– members’ liability limited to their contributions

– one to fifty members, individuals or legal entities, resident or not

– management by one or more directors, with no residency requirement in Serbia

– possibility of a monistic system (assembly + director) or dualistic system (assembly + supervisory board + management)

The minimum share capital for a d.o.o. is set by law at 100 RSD, approximately 1 euro. Some sources mention higher amounts (e.g., 500 €), but legally the threshold remains symbolic. Another attractive feature: this capital can be paid in over a period of up to five years after incorporation, which significantly lightens cash flow at startup.

Shares are registered and their transfer can be subject to prior consent rights from other members, allowing control over the ownership structure.

Joint Stock Company (a.d.)

Suitable for large-scale, industrial, or financial projects, the joint stock company (a.d.) can be public (listed) or private.

At least 25% of the capital must be paid in before registration, with a minimum cash amount of 3,000,000 RSD. A joint stock company can have up to 100 shareholders in a private form, and more in a public form; only the latter can be listed on the stock exchange.

Governance is based on a board of directors (or a supervisory board + management board system), with increased requirements for public companies (minimum number of directors, presence of independents, mandatory annual audits).

Partnership Structures: o.d. and k.d.

The general partnership (o.d.) and the limited partnership (k.d.) also exist but are less attractive to foreign investors due to unlimited liability:

– in an o.d., all partners are jointly and severally liable for partnership debts

– in a k.d., the general partners bear unlimited liability, while limited partners are liable only up to their contributions

No minimum capital is required, but the personal asset exposure makes them forms rarely chosen for an international setup.

Sole Proprietorship

The preduzetnik, or registered entrepreneur, is a natural person who carries out a professional activity in their own name and for their own account, without a separate legal personality. There are two main regimes:

In all cases, the entrepreneur’s liability is unlimited, making it less protective than a d.o.o. for a foreign investor.

Branch and Representative Office

A foreign group can opt for a presence without a local legal entity:

– a branch is an organizational part of the foreign head office, acting in its name and on its behalf. It has no legal personality but is considered a Serbian tax resident for income generated in Serbia

– a representative office is limited to preparatory or auxiliary activities (prospecting, marketing, order taking). It cannot invoice goods or services in its own right

This choice can be relevant for testing the market or for regulated sectors (banking, insurance), but exposes the parent company to direct liability.

Comparative Overview of Main Forms

For a foreign investor, the d.o.o. is practically the standard choice, combining protection, flexibility, and relatively simple registration procedures.

Registration Procedure: 100% Online

Since mid-2023, company registration has been done exclusively online via the APR platform. The process in practice follows a well-defined path.

Main Steps for a d.o.o.

1. Choice of name and availability check with the APR, with the possibility of paid reservation.
2. Drafting of the founding act (Memorandum of Association or Articles of Association): form, capital, share distribution, director’s powers, registered office, activities.
3. Signing and notarization of the act if necessary. Serbian lawyers can certify certain documents and sign them with their qualified electronic signature on behalf of the founders.
4. Submission of the registration application via the APR electronic system, accompanied by scanned supporting documents (sworn translation and apostille for foreign documents).
5. APR decision: the agency must decide within a legal deadline of 5 business days from receipt of a complete file.
6. Opening of a bank account and deposit of the share capital into a business account.
7. Automatic tax registration: assignment of a tax identification number (TIN/PIB) via the one-stop shop, and, if applicable, VAT registration.
8. Registration of ultimate beneficial owners (UBO) in the central register maintained by the APR within 15 days of creation.

In practice, the total duration depends mainly on the time to prepare documents and their legalization in the country of origin. With a well-prepared file, most service providers mention a timeframe of 5 to 15 business days, with the entire setup (documents, e-signature, bank account) possibly taking two to three weeks.

Commonly Required Documents

Documents vary slightly depending on the situation (founders as natural or legal persons, single-member company or not), but generally include: the company’s articles of association, a company declaration form, proof of registered office address, a list of members, and founders’ identity documents.

– APR registration application form (integrated JRPPS form)

– founding act (notarized if required)

– identity documents of founders (passport, or extract from the commercial register for foreign companies, with apostille and translation into Serbian)

– proof of address of the registered office in Serbia (lease, domiciliation certificate, or virtual office contract)

– proof of payment of registration fees

– appointment of the director (with signature specimen)

For subsidiaries of foreign companies, a certificate of registration from the country of origin, duly apostilled and translated, is essential.

Incorporation and Operating Costs

Setup costs remain very competitive compared to European standards, partly explaining the appeal of the destination.

Registration Fees and Ancillary Services

The official fees with the APR for company registration are generally in the following range: between 1,000 and 2,000 dinars.

Other costs are added:

– notary: 30 to 200 € for certifying the founding act depending on complexity

– sworn translations: 0.10–0.20 € per word, often 50–300 € depending on volume

– qualified electronic signature (QES) for the director: about 100 € in person, up to 500 € if issued remotely via power of attorney

– virtual office / registered address: starting from 27–50 €/month, typically 600 €/year for a complete solution

Recurring Operating Costs

Once the company is created, the main fixed costs are:

– accounting & bookkeeping: from 30 €/month for a very simple micro-structure to 150–500 €/month for an SME with several employees and significant transaction volume

– payroll: 15–30 € per employee per month for payroll administration by an external firm

– office: coworking 100–200 €/month; private office in Belgrade from 500 €/month; virtual office often around 80–100 €/month in the second year

– banking services: account opening fees around 100–500 €, monthly fees of 5 to 50 €, variable SWIFT commissions

Overall, the annual operating cost for a small service company (one or two members, no employees at startup) can remain below 3,000–4,000 €, including accounting and domiciliation.

Opening a Professional Bank Account

Opening a business account in Serbia is an essential step for receiving payments and covering expenses. The banking system is largely owned by foreign groups (Italian, Austrian, Hungarian, etc.), and supervised by the National Bank of Serbia (NBS).

Companies can open accounts in RSD but also in foreign currencies (EUR, USD, GBP, CHF, CNY, RUB, etc.). Banks generally offer:

– multi-currency current accounts

– Visa or Mastercard cards

– modern e-banking and m-banking

– international transfers via SWIFT, sometimes SEPA for euro payments

– savings accounts, escrow accounts for specific operations

Banking File and KYC Procedures

Banks strictly apply anti-money laundering and counter-terrorist financing legislation. In practice, they require:

Many banks require the physical presence of the director or a signatory to sign the account agreements, although some accept openings via power of attorney. The opening timeframe ranges from a few days to several weeks depending on the complexity of the file.

Opening fees generally vary between 100 and 500 €, with moderate monthly fees, sometimes around 250 RSD (2 €) for a dinar account.

Corporate and Member Taxation

The Serbian tax regime is one of the major arguments for setting up a company in the country.

Corporate Income Tax

The profit tax rate is set at 15%, placing Serbia among the most attractive jurisdictions in Europe in terms of profit taxation.

Essential points:

– resident companies (registered in Serbia or managed from Serbia) are taxed on their worldwide income

– non-residents are taxed only on their Serbian-source income (e.g., branches)

– the tax base is calculated from the accounting result prepared according to IFRS, adjusted via a tax reconciliation table to neutralize non-deductible expenses and non-taxable income

– operating losses can be carried forward for five years, with no possibility of carryback

– capital gains (sale of real estate, shares, securities, intellectual property rights) are also subject to 15%, with a mechanism for carrying forward losses of the same nature for five years

Dividends distributed between resident companies are generally exempt at the beneficiary level, allowing for efficient internal holding structures.

VAT (PDV)

Value Added Tax includes:

– a standard rate of 20%

– a reduced rate of 10% on certain goods and services (basic food products, listed medicines, newspapers, certain tourist services, gas)

Declarations are:

– monthly under the normal regime

– quarterly for small taxpayers (turnover below 50 million RSD)

VAT on exports is applied at a zero rate, allowing for full deduction.

Withholding Taxes

Payments to non-residents are often subject to withholding tax:

– 20% on dividends, interest, royalties, rents from assets located in Serbia

– 20% on certain services (market research, audit, consulting, accounting, legal) provided by foreign entities

– 25% for the same types of income when paid to a privileged tax jurisdiction (list of about forty territories with very low taxation)

Most of these rates can be reduced by applying a double taxation treaty. To benefit, the foreign company must provide a tax residency certificate from its country, translated into Serbian if necessary.

Tax Treaty Network

Serbia has signed over 60 bilateral tax treaties. The list covers almost all EU countries as well as a large number of major economic partners (China, Russia, UAE, United Kingdom, Canada, etc.).

These treaties provide for:

– reduced withholding rates on dividends (sometimes 5% or 10% depending on the shareholding)

– caps for interest and royalties

– rules for determining residency and permanent establishment

– tax credit or exemption mechanisms to avoid double taxation

For some states (e.g., Germany, Norway, or Switzerland), the treaty may even provide for a zero rate on certain flows, under conditions.

Personal Taxation and Social Contributions

For a salaried director, one must also consider income taxation and social contributions:

– personal income tax on salary at 10% on the taxable base (gross salary minus non-taxable allowance)

– total social contributions of approximately 35.55% of gross salary, split between employer (15.65%) and employee (19.9%) for pension, health, and unemployment insurance

The total of tax + social contributions represents about 65% of net salary in total cost for the employer, before applying the many exemption measures available for specific profiles (young graduates, returnees from abroad, foreign experts, staff of innovative startups, etc.).

Tax Incentives and Investment Support

Serbia makes extensive use of taxation as an attractiveness lever. Among the main measures:

Furthermore, free economic zones and industrial parks benefit from relaxed customs and tax regimes, particularly sought after by industrial and technology companies.

Accounting Standards, Audit, and Reporting Obligations

Setting up a company in Serbia involves submitting to a particularly structured accounting and reporting framework.

Accounting Framework: IFRS at the Core

The Law on Accounting mandates:

– mandatory application of IFRS for large entities and companies required to prepare consolidated accounts

– application of IFRS for SMEs to small and medium entities (mandatory or optional, as the case may be)

– for micro-entities and certain other structures, the use of a National Accounting Regulation based on general accounting principles, with the option to voluntarily opt for IFRS for SMEs

Key principles include:

– going concern

– consistency of methods

– prudence

– accrual accounting

– separate valuation of assets and liabilities

– consistency between opening and closing balance sheets

Any deviation can only occur to apply IFRS or IFRS for SMEs more faithfully and must be clearly explained in the notes.

Entities must also comply with: regulatory requirements, safety standards, and good management practices.

Accounting is governed by the Code of Ethics for Professional Accountants, IAS standards and those issued by IFAC, as well as internal rules formalized in a detailed internal accounting regulation specifying methods, procedures, and internal control systems.

Code of Ethics for Professional Accountants and IAS/IFAC Standards

Bookkeeping and Language

Companies must mandatorily keep:

– a Journal

– a General Ledger including balance sheet accounts and off-balance sheet items

– subsidiary ledgers for detailed items (inventory, receivables, etc.)

The law requires the use of a local chart of accounts; it is prohibited to use a strictly foreign chart. All records, statements, and accounting documents must be prepared in the Serbian language.

Accounting software must ensure:

– the impossibility of deleting entries

– traceability and internal control of operations

Accounting can be kept internally or outsourced, but the expertise of a professional is almost indispensable given the formalism.

Annual Financial Statements

Annual financial statements comprise, under the full regime:

– balance sheet

– income statement (profit and loss account)

– cash flow statement

– statement of changes in equity

– statement of comprehensive income

– explanatory notes

The notes detail:

– significant items

– accounting policies

– off-balance sheet commitments

– explanations of any principle deviations

Before closing the accounts, the company must:

– conduct an inventory of its assets and liabilities

– confirm balances of receivables and payables with third parties; unresolved discrepancies must be explained in the notes

Groups of companies (parent company with one or more subsidiaries) must prepare consolidated accounts.

Filing Deadlines and Modalities

Financial statements are filed with the APR via a secure electronic system, signed with the qualified electronic signature of the legal representative.

Main deadlines are:

The filing must be accompanied by: a duly completed application form, the necessary supporting documents, and payment of required fees.

– the decision approving the accounts by the assembly

– the decision on profit allocation (dividend distribution or loss coverage)

– the annual management report

– for audited entities, the original auditor’s report

Entity Classification and Mandatory Audit

Companies are classified as micro, small, medium, and large according to three criteria:

– average number of employees

– annual turnover

– average value of operating assets

Certain entities are automatically considered large (National Bank, insurance companies, leasing companies, pension funds, Stock Exchange, brokerage firms, investment funds, factoring companies, etc.).

Audit of annual accounts is mandatory:

– for all medium and large companies

– for small companies whose turnover exceeds 4.4 million euros

– for public companies or those planning an IPO, regardless of size

Non-compliance with these obligations (incorrect classification, absence of mandatory audit, non-filing of accounts) exposes the entity to significant penalties.

Penalties and Controls

Serbia takes the reliability of financial information and compliance with reporting obligations seriously. The fines provided for by the accounting law are dissuasive:

Among the offenses targeted:

More broadly, the Tax Administration, the National Bank, and the National Accounting Commission oversee the application of standards, while specialized inspections (labor, market, health, etc.) intervene on regulatory or sectoral aspects.

Other Regulatory Obligations

Setting up a company in Serbia also involves complying with other cross-cutting obligations:

Serbia also applies the principle of administrative silence: if an administration does not respond within a legal deadline to a request (e.g., for a permit), the applicant can initiate administrative or judicial appeals.

Ultimate Beneficial Owners: Register and Penalties

Like most European countries, Serbia has a central register of ultimate beneficial owners (UBO) managed by the APR. Every company must declare therein:

Registration must occur within 15 days of incorporation or any change in ownership. Companies must keep this information for at least ten years.

Non-compliance with UBO obligations is not trivial: the law provides, in addition to fines, criminal penalties that can go up to 5 years imprisonment for cases of intentional concealment.

Banking, Compliance, and Bank Secrecy

The banking sector is regulated by the National Bank of Serbia and the Law on Banks, as well as the Law on Prevention of Money Laundering and Terrorist Financing.

Points to keep in mind:

Serbia also implements a bilateral agreement with the United States for the implementation of FATCA.

Residence, Work Permits, and Links with the Company

Creating and managing a company in Serbia is a frequent reason for applying for temporary residence.

A foreign founder can:

– obtain a D visa (long stay) for business, investment, employment, or entrepreneurship reasons (90 to 180 days)

– then apply for a temporary residence permit usually valid for one year, renewable

– after five years of continuous residence, apply for permanent residence

– and, after three additional years, apply for Serbian citizenship by naturalization

Note: simply creating a company does not guarantee automatic issuance of a residence permit. Authorities may require proof of genuine activity (credible business plan, bank statements, contracts, professional qualification of the founder).

Intellectual Property and Innovative Sectors

For technology, video game, software, or innovation companies, Serbia offers an interesting environment combining:

– progressive harmonization of intellectual property law with the EU

– participation in most international conventions (Paris, Berne, PCT, Madrid, Hague)

– possibility of national protection for trademarks, patents, designs and models, circuit topographies, geographical indications

In IT, the copyright law protects software, and software-implemented inventions can, under certain conditions, be covered by patent law.

Combined with tax regimes favorable to R&D and IP assets, this framework further strengthens Serbia’s appeal for start-ups and technology studios.

Governance, Labor Law, and Company Life

The d.o.o. is governed by:

– a members’ assembly, the supreme body

– one or more directors, responsible for daily management and legally representing the company

Assembly decisions are made by simple majority or qualified majority (e.g., two-thirds of votes for major statutory amendments in a d.o.o., three-quarters in an a.d.). The assembly can issue binding instructions to management.

Regarding labor, labor legislation imposes:

Companies with over 50 employees may be required to set up an employee council, with information and consultation rights.

Lifespan and Closure of the Company

It is important to anticipate the exit from the moment of market entry. Options include:

– sale of shares (transfer of a d.o.o. to a new acquirer)

– putting the activity into dormancy

– voluntary liquidation if the company is solvent

– judicial bankruptcy in case of insolvency

The sale of a d.o.o. is in practice the fastest way to exit, notably via the purchase/sale of shelf companies (already registered companies, with no activity), often used to shorten startup timelines.

Conclusion: A Structured Yet Highly Competitive Destination

Setting up a company in Serbia means entering a modern yet demanding environment. Modern, because registration is fully digitized, because IFRS structure accounting, because banks offer good-quality online services and the country projects itself towards the EU. Demanding, because account filing deadlines, accounting standards, UBO obligations, and international taxation are applied seriously, with a dissuasive penalty schedule.

In return for this formalism, Serbia offers:

By choosing the right form (most often a d.o.o.), relying on a local firm for incorporation, accounting, and taxation, and scrupulously respecting reporting obligations to the APR and the tax administration, setting up a business in Serbia can become a powerful lever for regional or European development, both for individual entrepreneurs and international groups.

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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