Form a Company in Serbia — Fixed-Price

Last updated: April 2026.

Serbia runs Europe's lowest headline corporate tax rate outside the microstates — a flat 15% — paired with a minimum share capital of RSD 100, roughly 85 euro cents. The dominant vehicle is the Društvo s ograničenom odgovornošću, shortened to d.o.o. The Business Registers Agency (Agencija za privredne registre, or APR) issues its registration decision within five working days of a clean electronic filing. Foreigners may hold 100% of the shares and act as sole director. The 2026 VAT amendments, effective 1 April, pushed further mandatory features into the Sistem elektronskih faktura (SEF).

We form Serbian d.o.o. and a.d. companies end to end: name reservation, notarised founding act, qualified electronic signature issuance for non-residents, APR filing, tax number (PIB) activation, VAT registration, SEF onboarding, UBO registration, and introductions to Belgrade-based business banks. Fixed price, a Serbian-speaking manager on every file.

Quick facts	Value
Corporate Income Tax	15% (flat, 2026)
Effective rate on qualifying IP (IP box)	3% (80% exclusion)
VAT (PDV)	20% standard / 10% reduced
VAT registration threshold	RSD 8,000,000 (~EUR 68,000) rolling 12 months
Minimum share capital (d.o.o.)	RSD 100 (~EUR 0.85)
Minimum share capital (a.d.)	RSD 3,000,000 (~EUR 25,600)
Minimum directors / shareholders	1 director, 1 shareholder (can be the same person, can be foreign)
Residency requirement	None
Standard formation time	5 working days at APR; 2–3 weeks end-to-end for non-residents
Government fees	Included in our packages
Language of filings	Serbian (Cyrillic or Latin script)
Currency	Serbian dinar (RSD)

Why Form a Company in Serbia

Serbia is the largest Western Balkan economy and the region's most active inward-investment destination. Three reasons dominate client briefs.

Tax arithmetic. Serbia levies corporate income tax at a flat 15% with no municipal or local surcharges. R&D spend qualifies for a 200% super-deduction. Registered patents, copyrights, and related rights benefit from an 80% income exclusion — an effective 3% rate on qualifying IP revenue. Holding structures combining Serbian IP with EU operating subsidiaries have become routine.

The cost base and trade access. Salaries in Belgrade and Novi Sad run at a fraction of equivalent roles in Vienna, Munich, or Milan. Serbia has free-trade agreements with the EU (Stabilisation and Association Agreement), EFTA, CEFTA, Turkey, the Eurasian Economic Union, the UK, and — since 2023 — China. That combination is unique outside the EU bloc. A Serbian factory ships zero-tariff into both the Single Market and the Chinese market.

100% foreign ownership, no local partner. Under the Law on Foreign Investment, a non-resident can be the sole shareholder and sole director from day one. No local-partner requirement, no capital import controls once registered, no restriction on profit repatriation beyond the standard withholding tax. Founders from the UK, Germany, the UAE, China, and the US use Serbian d.o.o. for regional headquarters, software development hubs, and export manufacturing.

The trade-offs matter. Serbia is not an EU member, so no Parent-Subsidiary or Interest and Royalties Directive benefits apply. Outbound dividends carry a 20% domestic withholding tax, reduced under most treaties. For founders needing EU passporting, an EU holding in Cyprus, Ireland, or the Netherlands above the Serbian operating company is a common arrangement.

For comparable jurisdictions in the region, see Croatia, Hungary, and Bulgaria.

Company Types Available in Serbia

Serbian company law gives you six vehicles in practice. For almost all cf24 clients, only the first matters.

Društvo s ograničenom odgovornošću (d.o.o.)

The Serbian limited liability company. Minimum share capital RSD 100 — about 85 euro cents. One shareholder and one director are sufficient, both can be the same person, both can be foreign nationals and non-residents. Liability is capped at the share capital. The d.o.o. is the default vehicle for SMEs, IT services, e-commerce, consulting, manufacturing subsidiaries, real estate holdings, and almost every foreign-founder structure we handle. Annual filings: a corporate income tax return by 180 days after year-end, monthly VAT returns once registered, and UBO updates when the beneficial owner changes.

Akcionarsko društvo (a.d.)

The joint-stock company. Minimum share capital RSD 3,000,000 — roughly EUR 25,600. Shares are freely transferable, which makes a.d. the required vehicle for any business planning a Belgrade Stock Exchange listing, regulated financial activity, insurance, or large-scale capital raising. Mandatory independent audit applies above statutory thresholds. Governance is more formal — supervisory board plus management board or one-tier board — which some family offices and regional PE vehicles prefer.

Ogranak (Branch of a Foreign Company)

A foreign parent's Serbian branch. Not a separate legal person — the parent carries the liability. Pays Serbian corporate tax on Serbian-sourced income. Less common than a d.o.o. subsidiary because the parent's financial statements become filing material.

Predstavništvo (Representative Office)

A non-commercial office for market research, liaison, and promotion. Cannot invoice or trade. Registered with APR but treated as an extension of the parent for tax purposes.

Partnerships and Preduzetnik

General partnership (o.d.) carries unlimited personal liability; limited partnership (k.d.) has mixed liability. Preduzetnik (sole trader) is a natural-person registration open only to Serbian residents. All three are rare in foreign-founder structures.

Form	Min capital	Liability	Tax treatment	Common use
d.o.o.	RSD 100	Limited	15% CIT	Default — SMEs, IT, foreign subs
a.d.	RSD 3,000,000	Limited	15% CIT	Listed cos, regulated, large
Ogranak (branch)	n/a	Parent's	15% CIT on Serbian income	Multinational Serbian presence
Predstavništvo	n/a	Parent's	Not taxable (no trading)	Market entry
o.d. / k.d.	None	Personal / mixed	Partners taxed personally	Rare, professional practices
Preduzetnik	None	Personal	Flat or lump-sum	Residents only

Step-by-Step Formation Process

The end-to-end timeline assumes a d.o.o. with a single non-resident founder, with documents prepared in advance and signed under apostilled power of attorney.

Name check and reservation. We run the proposed name through the APR database to confirm it is free and complies with naming rules. The d.o.o. suffix is mandatory. Names must be in Serbian Cyrillic or Latin script; a foreign-language trade name can be added as a supplementary designation. Terms like "bank", "insurance", "state", and "national" require sector licences before approval.

Founding act and articles. We draft the Osnivački akt (founding act) — a decision if you are a sole founder, a contract if there are two or more. The articles of association cover the commercial scope under the mandatory Serbian activity classification (Klasifikacija delatnosti), share capital allocation, director appointments, and representation rules. Signatures are certified by a Serbian notary. For non-resident founders, an apostilled power of attorney to our Belgrade lawyer replaces travel.

Qualified electronic signature. Every director needs a qualified electronic signature (QES) issued by a certified Serbian trust service provider — MUP, Pošta Srbije, or Halcom. The QES is mandatory for SEF e-invoicing, APR filings, tax returns, and bank portals. Issue time is two business days. The token card must be collected with a passport, or shipped internationally under a limited set of providers. We coordinate this in parallel with document drafting.

Electronic filing at APR. We submit the application package electronically to the Business Registers Agency. The package includes the founding act, articles, director appointment decision, beneficial owner declaration, and proof of registered office. APR issues its registration decision within five working days of a clean filing. The registration certificate (Rešenje) contains the company's matični broj (registration number) and PIB (tax identification number).

UBO registration. Within 15 days of incorporation, the Ultimate Beneficial Owner must be recorded in APR's UBO register — a separate electronic register from the main company file. Failure triggers fines under the 2018 UBO Law, updated 2024. We complete this in the first week after the APR decision.

Tax and post-incorporation registrations. VAT registration (PDV) is voluntary below the RSD 8,000,000 threshold and mandatory above it; most foreign-owned operating subsidiaries register voluntarily from day one to recover input VAT. SEF (Sistem elektronskih faktura) credentials are activated next — mandatory for every VAT-registered taxpayer issuing invoices to the public sector or, under the April 2026 amendments, to corporate cardholders in retail. Social security enrolment through the Centralni registar obaveznog socijalnog osiguranja follows if the company hires staff. Bank account opening runs in parallel.

Realistic lead time for a non-resident founder from first contact to operating company with a working bank account: two to three weeks. Two weeks is achievable when the QES is issued in parallel with apostille collection.

Required Documents

For each individual shareholder and director:

Notarised and apostilled passport copy (Hague Apostille Convention; consular legalisation for non-Hague jurisdictions)
Proof of residential address dated within three months — utility bill, bank statement, or government letter
Apostilled power of attorney to our Belgrade lawyer for remote signing
OCR biometric data for the QES issuance (captured in the session)

For corporate shareholders:

Apostilled certificate of incorporation or registry extract dated within three months
Apostilled register of directors and board resolution authorising the Serbian investment
Apostilled declaration of ultimate beneficial owner
Sworn Serbian translation of all foreign documents — we coordinate via a certified sudski tumač (court translator)

You also confirm the registered office address (we provide one in Belgrade if you do not have your own premises), the share capital split, and the activity codes. Foreign-language documents must be translated into Serbian by a court-appointed translator and submitted in Latin or Cyrillic script.

Costs and Timeline

Serbian formation costs depend on apostille and sworn translation needs, how the QES is issued, whether monthly accounting is bundled from day one, and whether you register for VAT and SEF at formation. Monthly accounting is effectively mandatory — VAT returns and wage contributions are monthly, and tax communications require a registered accountant (ovlašćeni računovođa) to action.

Our packages cover full incorporation through APR, all government and notary fees, sworn Serbian translation of up to ten corporate documents, a QES for one director, registered office in Belgrade for year one, UBO registration, VAT and SEF activation, and a bank account introduction. Contact us for a fixed-price quote — no hourly bills, no surcharges.

If the timeline is tight and a ready-made entity makes more sense than fresh incorporation, see our sister brand's ready-made Serbian d.o.o. options — pre-registered and transferable in days rather than weeks.

Typical timeline from KYC clearance:

Day	Milestone
0	Engagement, KYC submitted
1–3	KYC cleared, documents drafted, apostille coordination begins
4–7	Apostilled documents returned, sworn Serbian translation, POA notarised
6–8	QES issued to director
8–10	APR electronic filing submitted
11–15	APR decision issued, PIB assigned, UBO registered
15–21	Bank account opened, VAT and SEF activated

Tax Overview for Serbian Companies

Serbian corporate taxation is simple on the surface and sharp on the detail. Five layers matter for modelling.

Corporate Income Tax: 15% flat for 2026 — one of the lowest rates in Europe. No progressive bands, no local surcharges. A company is Serbian-resident if incorporated in Serbia or managed from Serbia. Residents pay on worldwide income; non-residents on Serbian-sourced income. The corporate return is due within 180 days of year-end, filed electronically through the Poreska uprava portal.

VAT (PDV): 20% standard, with a reduced rate of 10% for basic foodstuffs, medicines, utilities, hotel accommodation, and certain cultural services. The registration threshold is RSD 8,000,000 (~EUR 68,000) over a rolling 12-month period. Voluntary registration below the threshold is available and commonly used by foreign-owned subsidiaries to recover input VAT on setup costs. Returns are monthly for turnover above RSD 50 million and quarterly below, filed by the 15th of the following month.

Withholding tax on outbound payments to non-residents:

Dividends: 20% under domestic law, reduced to 5–15% under most of Serbia's 60+ double-tax treaties (5% typically requires a qualifying parent with a minimum shareholding — 25% is common)
Interest: 20% domestic, typically reduced to 0–10% by treaty
Royalties: 20% domestic, typically reduced to 5–10% by treaty
Service fees to tax-haven entities (per the Ministry of Finance list): 25%
Dividends to tax-haven entities: 20%

Treaty rates require a certificate of tax residence from the foreign recipient before the payment is made. Without it, the full 20% applies and refunds are slow.

Capital gains of a resident company form part of taxable profit at the flat 15% rate, with reinvestment relief available for qualifying fixed-asset purchases. Non-residents pay 20% withholding on gains from Serbian real estate and real-estate-rich shares, subject to treaty relief.

R&D and IP incentives. Qualifying R&D spend performed in Serbia attracts a 200% deduction — double-counted against profit. The IP box grants an 80% exclusion on income from registered patents, copyrights, and related rights, producing an effective 3% rate on qualifying revenue. Combined, these have made Serbia a common IP-holding jurisdiction for software and pharma groups.

Losses can be carried forward for five years against future taxable profits.

E-invoicing and SEF. Serbia runs a centralised e-invoicing platform — Sistem elektronskih faktura (SEF) — operated by the Ministry of Finance. B2G invoicing has been mandatory through SEF since 2023 and B2B since 1 January 2024. The 1 April 2026 amendments pushed internal tax-adjustment invoices and retail sales to corporate cardholders into SEF as well. SEF version 3.17.0 went live the same day, tightening VAT period controls. Pre-filled VAT returns, originally planned for January 2026, were postponed to tax periods beginning after 31 December 2026. We activate SEF and the first-year subscription at formation.

Double-tax treaty network. Serbia has 60+ treaties in force, including with Germany, the UK, France, the Netherlands, Italy, Austria, Switzerland, Russia, China, India, the UAE, and most of the EU. Notable omission: no treaty with the United States.

Banking for Serbian Companies

Serbia licensed 19 commercial banks as of January 2026. Three of the top four are foreign-owned and handle most non-resident-founder onboardings.

Banca Intesa Beograd is Serbia's largest bank by assets, part of the Intesa Sanpaolo group. Strong corporate product, reliable SWIFT network, Italian-language desk for founders from the Adriatic region. First introduction for most manufacturing and export clients.

Raiffeisen banka Beograd is the Austrian-owned arm of Raiffeisen Bank International. Widely considered the most foreigner-friendly of the big banks — dedicated English-language onboarding for non-resident-controlled d.o.o., streamlined KYC for EU and CEE beneficial owners, strong correspondent network across CEE and Russia.

UniCredit Bank Serbia is the Serbian subsidiary of UniCredit Group. Established corporate and investment banking desk, practical for European corporate groups with existing UniCredit relationships.

OTP banka Srbija grew rapidly after the OTP Group's acquisitions of Vojvođanska banka and Société Générale Srbija. Broadest branch network in the country. A Hungarian parent — useful for founders needing multi-location cash management.

Erste Bank a.d. Novi Sad is part of the Austrian Erste Group. Solid corporate product, particularly strong in Novi Sad and Vojvodina. English-language support, accepts well-documented non-resident structures.

ProCredit Bank focuses on SMEs and has the most accessible non-resident onboarding threshold among the mid-tier banks. A common starting point for consulting and e-commerce d.o.o.

POA account opening is possible but restricted since the 2023 AML tightening. Most banks now require at least one in-person visit by an authorised signatory or UBO during onboarding. The document pack covers the APR decision, founding act, articles, director's QES, UBO declaration, specimen signature card, and passports of all signatories. Processing runs one to three weeks.

EMI alternatives — Wise Business, Revolut Business (for EEA-resident directors), Airwallex — work alongside a Serbian bank for multi-currency receivables. Domestic RSD operations (payroll, tax, VAT) must flow through a Serbian bank.

Nominee Director Services in Serbia

Serbia permits nominee directors. Foreign-founder structures commonly appoint a Serbian-resident individual to act as director alongside the beneficial owner, for three practical reasons.

Banking and operational logistics. Serbian banks apply extra scrutiny to companies with only offshore-resident directors. A Serbian-resident director in the signatory chain smooths onboarding at Raiffeisen, Intesa, OTP, and UniCredit, and simplifies day-to-day operations — collection of the QES card, in-person bank signing sessions, tax authority correspondence, and notary visits when the company amends its articles. This is the most common reason cf24 clients appoint a nominee.

UBO register applies regardless. A nominee director does not shield the beneficial owner. Serbia operates a UBO register at APR under the 2018 Law on the Central Register of Beneficial Owners, updated in 2024 to tighten verification. Banks also identify the UBO under AML rules, and the tax authority records it for the PIB file. If the aim is to hide ownership from regulators, a nominee alone will not achieve that and may trigger criminal exposure under the anti-money-laundering code.

Fiduciary framework matters. We provide nominee services under a formal written agreement — beneficial-owner indemnity, defined scope of authority, prohibition on unilateral bank operations, and a declaration of trust. Without these, nominee arrangements generate enforceability and liability risk in both directions.

We act as nominee where the structure is legitimate, KYC-compliant, and disclosed to the Serbian tax authority, the bank, and the UBO register. We do not act where the purpose is sanctions evasion or beneficial-ownership concealment.

Frequently Asked Questions

How long does it take to register a company in Serbia?

APR issues its registration decision within five working days of a clean electronic filing. End-to-end for a non-resident founder — including apostille, sworn Serbian translation, QES issuance, UBO registration, and bank account opening — the realistic timeline is two to three weeks. Two weeks is achievable when the QES and apostille steps run in parallel with document drafting.

Can a foreigner own a Serbian d.o.o.?

Yes. Under the Law on Foreign Investment, a non-resident foreigner has the same company-formation rights as a Serbian citizen. 100% foreign ownership of a d.o.o. or a.d. is permitted. No local partner is required. A non-resident can be the sole shareholder and sole director from day one, subject to obtaining a qualified electronic signature and registering the UBO within 15 days of incorporation.

What is the minimum share capital for a Serbian d.o.o.?

RSD 100 — approximately EUR 0.85. It is one of the lowest minimums in Europe. The capital must be paid in cash within the period specified in the founding act (typically within five years, though most founders pay it in immediately). The joint-stock company (a.d.) requires a much higher minimum of RSD 3,000,000 (around EUR 25,600).

Do I need to visit Serbia to register a company?

No, provided documents are prepared in advance. The founding act can be signed under apostilled power of attorney granted to our Belgrade lawyer, enabling full remote incorporation. The step that sometimes requires a visit is collection of the qualified electronic signature card — which must be collected in person with a passport, though some providers now ship internationally under courier KYC.

What is the corporate tax rate in Serbia?

The corporate income tax rate is 15% flat for 2026. There are no municipal or local income surcharges. Qualifying R&D spend benefits from a 200% super-deduction, and income from registered patents, copyrights, and related rights enjoys an 80% exclusion — an effective rate of 3% on qualifying IP revenue under the IP box regime.

Is e-invoicing mandatory in Serbia?

Yes, for every VAT-registered taxpayer. Serbia's Sistem elektronskih faktura (SEF) has been mandatory for B2G since 2023 and B2B since 1 January 2024. The 1 April 2026 amendments extended requirements to internal tax adjustment invoices and retail sales to corporate cardholders. SEF version 3.17.0 went live the same day with stricter VAT period controls. We activate SEF at formation and include the first-year platform subscription in our packages.

How do I open a business bank account in Serbia?

Through one of the 19 licensed commercial banks — typically Raiffeisen, Banca Intesa, UniCredit, OTP, or Erste for foreign-founder structures. The document pack includes the APR registration decision, founding act, articles, QES, UBO declaration, specimen signatures, and passports of all signatories. Most banks now require at least one in-person attendance by an authorised signatory during onboarding. Processing takes one to three weeks depending on the bank.

Get Started — Form Your Serbia Company

A fixed-price quote in 60 seconds. APR registration decision in five working days from a clean filing. Bank account introduction included. Apostille, sworn Serbian translation, and qualified electronic signature coordinated in parallel to cut a full week from the typical timeline.

Call +48 2222 5 2222 or email [email protected] to start. Most Serbian formations are complete and operating with a bank account within three weeks of engagement.

Content prepared by Aleksandra Kowalska, Corporate Client Service. Approved by Tomasz Bielski, Managing Director.

Company Formation in Serbia