Company Formation in Slovenia: d.o.o. (Slovenian LLC), 3 Days

Slovenia incorporates new limited liability companies faster than most of the EU: in under three working days through the SPOT one-stop shop, with no court charge layered on when the standard articles template is used. The dominant vehicle is the d.o.o. (družba z omejeno odgovornostjo), the Slovenian private limited company and the local equivalent of an LLC. Its minimum share capital is €7,500, of which only 25% (€1,875) needs to be paid before registration. Foreign founders can hold 100% of the shares and act as the sole director with no Slovenian residency. Corporate income tax is 22% through 2028. VAT is 22% with a registration threshold of €60,000. Slovenia sits inside the EU, the eurozone, and Schengen.

We form Slovenian d.o.o. companies end to end: name check, articles of association, capital deposit coordination, SPOT filing, Court Register entry, tax ID, VAT registration, beneficial-owner filing, and a business bank account introduction. Fixed price, dedicated manager, all official fees included.

Quick facts	Value
Corporate Income Tax (CIT)	22% (rate locked 2024–2028)
Local company form	d.o.o. (družba z omejeno odgovornostjo), equivalent of an LLC / private limited company
VAT — standard	22%
VAT — reduced	9.5% and 5%
VAT registration threshold	€60,000 (zero threshold for non-residents)
Minimum share capital (d.o.o.)	€7,500 — 25% (€1,875) paid before registration
Minimum directors / shareholders	1 director, 1 shareholder (can be the same person, can be foreign)
Residency requirement	None
Standard formation time	Under 3 working days via SPOT
Government fees	Included in our packages
Language of filings	Slovenian
Currency	Euro (EUR)

Why Form a Company in Slovenia

Slovenia is the smallest economy in the EU's top half by GDP per capita, and one of only five members that combines eurozone access, Schengen membership, and CIT under the EU average. Three reasons make it attractive for foreign founders.

If Slovenia is one of several EU options on your list, our guide to company formation in Europe sets out how to choose. The all 27 EU states comparison puts capital, tax and timing next to each other.

Speed and low procedural cost. SPOT registration is included in our packages, with no separate court charge for standard template filings. Filing to first trade takes under three working days for a clean case. No other eurozone jurisdiction matches Slovenia on formation turnaround. Compare that with Germany's GmbH route, which requires a notary deed plus court registration averaging two to four weeks.

Low capital outlay to start trading. The full €7,500 minimum share capital does not need to be paid up front. Only 25% — €1,875 — clears the threshold to file. The rest stays as a claim against shareholders, callable by the company later. That is the lowest effective entry capital for an LLC-equivalent in the old-EU eurozone.

EU passporting without old-EU cost structure. A Slovenian d.o.o. invoices freely across the Single Market, accesses the Parent-Subsidiary Directive for tax-free EU dividends, and qualifies under the Interest and Royalties Directive for zero withholding on inter-EU payments. Operating costs — accounting, legal, office — are 40–60% below Austrian or Italian levels.

The trade-offs: filings and articles are in Slovenian (we handle this), the corporate tax rate sits above the CEE average at 22%, and the rate is locked until 2028 under the post-flood solidarity measure introduced in 2024. Cyprus at 12.5%, Hungary at 9%, and Bulgaria at 10% remain lower-tax alternatives inside the EU.

When did Slovenia join the EU?

Slovenia joined the European Union on 1 May 2004, adopted the euro on 1 January 2007 and entered the Schengen area at the end of that year. For a d.o.o. that means an EU VAT identification number, free movement of goods and services, and access to the Parent-Subsidiary and Interest and Royalties Directives.

Slovenia is known for producing pharmaceuticals, vehicle components and electrical equipment, and the container port at Koper serves central Europe from the Adriatic.

Company Types Available in Slovenia

Slovenian corporate law gives you five main forms. For nearly every cf24 client, the d.o.o. is the right answer.

d.o.o. (Družba z omejeno odgovornostjo)

The Slovenian equivalent of a private limited company. Limited liability capped at the share capital. Minimum €7,500 in registered capital, minimum €50 per shareholder, with at least 25% paid before registration. Up to 50 shareholders permitted. One director suffices and can be a non-resident. Annual filings go to AJPES — financial statements plus a corporate tax return to the Financial Administration (FURS). Audit is mandatory only above thresholds (two of three: €8 million balance sheet, €16 million turnover, 50 employees).

What does d.o.o. mean?

d.o.o. stands for družba z omejeno odgovornostjo, Slovenian for "company with limited liability". It is the Slovenian private limited company, the counterpart of the Croatian d.o.o., the Austrian GmbH and an English Ltd, and the local equivalent of an LLC. Foreign-owned subsidiaries, holding companies and founder-run SMEs use it; it is entered in the Court Register and published by AJPES.

d.d. (Delniška družba — Joint-Stock Company)

For listing or larger unlisted businesses. Minimum share capital is €25,000. Supervisory board required if the articles provide, two-tier governance standard. Used by Ljubljana Stock Exchange issuers and regulated-sector entities such as banks and insurers.

k.d. (Komanditna družba — Limited Partnership)

General partner with unlimited liability plus limited partners with exposure capped at their contribution. No minimum capital. Used in specialist holding and fund-like structures, as well as in family-business succession arrangements.

d.n.o. (Družba z neomejeno odgovornostjo — General Partnership)

Two or more partners trading together with unlimited personal liability for the business. Niche use case — professional services partnerships and some family micro-businesses.

s.p. (Samostojni podjetnik — Sole Trader)

Not a company but a registered trading status for individuals. Personal liability. Useful for Slovenian residents doing low-turnover consulting; rarely the right structure for cross-border founders or investors, who use a d.o.o. for the liability shield.

Branch (Podružnica)

A foreign company's Slovenian branch. Not a separate legal entity — the parent's balance sheet and liability extend to the branch. Useful where a foreign group needs Slovenian presence without creating a new subsidiary.

Form	Min capital	Liability	Tax	Common use
d.o.o.	€7,500 (25% paid)	Limited	CIT 22%	Default — SMEs, holdings, foreign subs
d.d.	€25,000	Limited	CIT 22%	Listed cos, regulated entities
k.d.	None	Mixed	CIT 22%	Holding and succession structures
d.n.o.	None	Personal	PIT (partners)	Professional services
s.p.	None	Personal	PIT (flat 20% option)	Resident sole traders
Branch	n/a	Parent's	CIT on Slovenian-source income	Foreign group presence

Step-by-Step Formation Process

A typical d.o.o. formation through the SPOT one-stop shop runs as follows. As your formation agent in Slovenia, we file every step below on your behalf as part of our incorporation services. We coordinate with the Court Register (sodni register), the company registry kept by the district courts, and with AJPES, which runs the Slovenian Business Register (PRS).

Name check and reservation. We verify availability in the AJPES Slovenian Business Register and confirm the proposed name is not misleading, not a protected term (no "bank", "insurance", "Slovenia" without authorisation), and carries the mandatory "d.o.o." suffix. Two or three alternatives is typical.

Articles of association. We draft the ustanovitveni akt using either the standard SPOT template (free, fixed wording, fastest) or a notarised deed before a Slovenian notary (required for custom share classes, transfer restrictions, staggered dividend rights, or non-cash capital contributions). For most cf24 clients the SPOT template is sufficient; custom resolutions can be layered in afterwards.

Capital deposit. A temporary capital account (trajni polog) is opened at a Slovenian bank — typically NLB, OTP banka, or Intesa Sanpaolo — and at least 25% of the €7,500 share capital is deposited. That is €1,875 minimum in cash. The bank issues a confirmation of deposit required for filing.

SPOT filing. The incorporation application goes to the Court Register (sodni register) through the SPOT portal, supported by the bank capital-deposit confirmation, signed articles, KYC on shareholders and directors, and the registered office declaration. Online filing requires a qualified digital certificate — we provide one for non-resident directors as part of the package, or coordinate via power of attorney.

Court Register entry. Approval is normally received within three working days. AJPES registration, tax identification (davčna številka), and statistical registration happen automatically in parallel — no separate applications. The Court Register entry is the moment the d.o.o. exists as a legal person.

Post-incorporation registrations. We file the beneficial owner declaration in the RDR (Register dejanskih lastnikov) register, open a permanent business bank account converting the temporary deposit, register for VAT where turnover or activity requires it, and handle any sector-specific licenses.

The realistic timeline from KYC clearance to a fully operating company with a permanent bank account is 7 to 14 business days. The Court Register entry itself lands on day 3; the permanent business bank account typically takes longest.

How does company formation in Slovenia work?

Company formation in Slovenia runs through the SPOT one-stop shop. We check the name in the AJPES register and draft the articles of association. You deposit at least 25% of the €7,500 capital in a temporary account. We then file to the Court Register, which enters the d.o.o. within three working days, with AJPES registration and the tax number issued automatically.

How do you establish a company in Slovenia as a foreigner?

Establishing a company in Slovenia as a foreigner adds three preparatory items. Each founder and director first obtains a Slovenian tax number (davčna številka) from FURS on a passport copy. A notarised power of attorney replaces your presence at the SPOT point or notary. The capital deposit is made at a Slovenian bank. The filing itself is identical to a resident's.

What are the requirements to register a company in Slovenia?

Seven requirements apply to a d.o.o. One shareholder and one director, of any nationality. Share capital of €7,500 with 25% deposited before filing. A registered office in Slovenia. A Slovenian tax number for every founder and director. A name ending in "d.o.o." and an SKD activity code. Articles of association in Slovenian. And a clean founder record under Article 10a of the Companies Act (ZGD-1). That article bars anyone listed by FURS with unpaid tax above €50 or unfiled returns. It also bars anyone within five years of a conviction for economic crime, or within a year of holding a majority in a company struck off without liquidation. We check the FURS list before filing.

Which activities need a licence in Slovenia?

Most do not. A d.o.o. trades on its registered SKD codes from the moment the Court Register enters it. Crafts listed under the Crafts Act need a craft permit from the Chamber of Craft and Small Business. Banking and payment services are licensed by Banka Slovenije, insurance by the Insurance Supervision Agency and investment services by the Securities Market Agency (ATVP). Games of chance need a concession under the gaming legislation.

Required Documents

For each shareholder, director, and beneficial owner:

Passport or EU national ID (notarised copy for non-resident directors signing remotely)
Proof of residential address dated within three months
Tax identification number (foreign TIN accepted for non-residents)
Criminal record extract for directors (some regulated activities)
Signed power of attorney if we are filing on your behalf

For corporate shareholders:

Apostilled certificate of incorporation
Apostilled extract from the company register or register of directors
UBO declaration identifying the ultimate beneficial owners
Sworn Slovenian translation of all foreign documents (we arrange via certified court translator — required by the Court Register)

You also confirm the registered office address (we provide one in Ljubljana if you do not have your own Slovenian address), the share capital allocation, and the SKD codes describing business activities.

Is a power of attorney required to register a company in Slovenia?

A power of attorney is required only when the founder does not sign in person at a SPOT point or before a Slovenian notary. It must be notarised and, if signed abroad, apostilled and translated into Slovenian by a court-sworn translator before it is filed with the Court Register application. AJPES registration then follows automatically from the court entry. The power of attorney covers representation before the SPOT point, the notary and the Court Register in one document. Notarization applies to the signature only, so a notary public in your own country can certify it.

Costs and Timeline

Slovenian formation is procedurally light when the standard SPOT template is used — the Court Register accepts SPOT filings without a separate bespoke charge, keeping registration cost-effective for small businesses. Cost drivers are the notary deed (if a custom articles of association is required), the temporary capital deposit (€1,875 minimum, refundable to the company), certified translations of foreign documents, qualified digital certificates for non-resident directors, and ongoing accounting.

Our packages cover full incorporation, all official fees, notary work where needed, registered office for year one, qualified e-signatures for non-resident directors, certified translation of foreign documents, beneficial owner filing, VAT registration, bank account coordination including the temporary capital account, and the first month of accounting setup. Contact us for a fixed-price quote — there are no hourly fees and no extras billed after the fact. For an alternative to new formation, see our sister brand's pre-incorporated Slovenian d.o.o. option, which can shorten the timeline when an active entity is needed urgently.

Typical timeline from KYC clearance:

Day	Milestone
0	Engagement, KYC submitted
1–2	KYC cleared, articles drafted, e-signatures issued, foreign documents translated
2–3	Temporary capital account opened, share capital deposited
3–4	SPOT filing submitted
5–6	Court Register entry issued, AJPES and tax ID active
6–8	RDR beneficial owner filing, VAT registration if applicable
7–14	Permanent business bank account opened

What corporate services does a Slovenian d.o.o. need after formation?

After formation a d.o.o. needs five recurring corporate services. The first two are a registered office in Slovenia and bookkeeping under Slovenian Accounting Standards. Then come VAT returns to FURS once registered, the AJPES annual report within three months of year end, and upkeep of the RDR beneficial owner entry. Our secretarial services bundle all five.

Tax Overview for Slovenian Companies

Slovenian corporate taxation has one headline rate — and a set of incentives that matter.

Standard CIT: 22% (rate applicable in 2026) on taxable profits. The rate rose from 19% to 22% in 2024 as a solidarity contribution toward post-flood reconstruction following the August 2023 floods. The 22% rate is legislated through 2028. Investment funds and pension funds qualify for a 0% rate under specific conditions.

VAT: 22% standard rate. 9.5% reduced rate applies to food, non-alcoholic beverages, passenger transport, accommodation, and cultural goods. 5% super-reduced rate covers print books, newspapers, magazines, and e-books. The VAT registration threshold is €60,000 in annual turnover — raised from €50,000 on 1 January 2025 and retained in 2026. Non-resident businesses selling to Slovenian customers have no threshold and must register immediately.

Withholding tax is 15% on outbound dividends, interest, and royalties as the domestic rate. Inside the EU, the Parent-Subsidiary Directive reduces dividend WHT to 0% where the recipient holds at least 10% for 24 months, and the Interest and Royalties Directive similarly zeroes interest and royalty WHT between associated EU companies. Slovenia's network of 60+ double-tax treaties reduces WHT further for non-EU counterparties — the US treaty caps dividends at 5% and 15%, interest at 5%, royalties at 5%.

Capital gains form part of the CIT base and are taxed at 22%. A participation exemption applies to gains on qualifying shareholdings where the seller has held at least 8% for 6 months — 50% of the gain is exempt, effectively a 11% rate on qualifying disposals.

R&D incentives allow 100% deduction of qualifying research and development spend, plus an additional 100% super-deduction — a combined 200% deductibility that makes Slovenia competitive for innovation-heavy businesses. A 40% investment allowance on qualifying capital expenditure is also available.

Mandatory B2B e-invoicing was originally proposed for April or July 2026 but has been postponed under the Act on the Exchange of Electronic Invoices and Other Electronic Documents, adopted on 23 October 2025. The new effective date is 1 January 2028. Invoices will use the national e-SLOG standard or any syntax compliant with European Standard EN 16931, exchanged via Peppol or accredited service providers. A 2026 reform also eliminated the prior notification system for tax-neutral transfers (mergers, demergers, share exchanges) — notification is now filed only after the transaction registers in the Court Register.

Banking for Slovenian Companies

Slovenian business banking is concentrated around three domestic players plus EU-owned subsidiaries. The banking sector is well capitalised and recovered cleanly from the 2013 banking crisis, with return to majority state ownership of the largest bank only partially reversed.

NLB (Nova Ljubljanska Banka) is Slovenia's largest bank and the default for corporate accounts. State-majority-owned, with a strong regional franchise across the former Yugoslav states. English-language corporate desk, integrated treasury and FX, SEPA and SWIFT. Non-resident director onboarding is possible and usually requires one branch visit in Ljubljana.

OTP banka was formed in August 2024 by the merger of Nova KBM and SKB banka under OTP Group (Hungarian parent), making it Slovenia's second-largest bank. Strong regional operations, good English-language corporate banking. Often competitive on international transfers and FX for Central European trade corridors.

Intesa Sanpaolo Bank (Banka Intesa Sanpaolo) — the Slovenian subsidiary of the Italian parent — combines domestic presence with pan-European group banking. A fit for Italian-connected founders or Slovenia–Italy trade flows.

Addiko Bank (Austrian parent) focuses on SMEs and retail. Efficient onboarding for small companies, competitive digital banking, smaller branch footprint than NLB or OTP.

SID banka is the Slovenian Export and Development Bank — specialist in export finance and investment lending rather than day-to-day business accounts.

Wise Business is our usual first introduction for non-resident-owned Slovenian d.o.o. entities — fully remote onboarding, multi-currency balances (EUR primary plus 50+ others), transparent FX, and SEPA and SWIFT in and out. No requirement for a Slovenian-resident director. The constraint is that Slovenian tax authority payments and some suppliers prefer a local bank IBAN, so most operating d.o.o. companies pair a domestic bank account (NLB or OTP banka) for tax and payroll with an EMI for cross-border volume.

Revolut Business works for Slovenian d.o.o. companies where at least one director has an EEA, UK, or Swiss residential address. Multi-currency, integrated with the broader Revolut group product set. Airwallex is increasingly used for cross-border-heavy e-commerce and SaaS with good compliance approval rates for non-resident-controlled structures.

Compliance and Reporting Obligations

A d.o.o. reports to three bodies: AJPES for the annual report, FURS for tax, and the Court Register for corporate changes. The calendar below assumes a calendar financial year.

Obligation	Deadline or rule
Annual report to AJPES	Within 3 months of year end (31 March); audited companies within 8 months
Corporate income tax return (DDPO) to FURS	Within 3 months of year end; advance payments monthly or quarterly on the prior-year assessment
VAT returns (DDV-O)	Monthly; quarterly for payers with prior-year turnover under €210,000
RDR beneficial owner register	Entry within 8 days of Court Register entry and within 8 days of any change
New employee registration (M-1 form)	With ZZZS within 8 days of the start of employment
Changes of shareholders, director or seat	Filed with the Court Register through SPOT or a notary
Statutory audit	Two of three thresholds in two consecutive years (see Company Types above)

Late annual reports and late tax returns carry fines under ZGD-1 and the Tax Procedure Act, and a company that fails to file its annual report can be struck off by the Court Register without liquidation. Bookkeeping follows Slovenian Accounting Standards (SRS) or IFRS for larger groups. Our secretarial services bundle the AJPES filing, the DDPO return and the RDR upkeep.

Hiring staff: what a Slovenian employer must do

The company registers each new employee with ZZZS on the M-1 form, as the table above shows. Employment contracts are written documents under the Employment Relationships Act (ZDR-1). Payroll is reported to FURS on a REK return every time salaries are paid. Social security is split in two: 22.10% of gross pay is withheld from the employee and 16.10% is charged to the employer, on top of personal income tax. Staff from outside the EU need a single permit for residence and work before the first day.

Forming a Slovenian Company as a Non-Resident

A non-resident can be the sole shareholder and the sole director of a Slovenian d.o.o. Slovenian company law sets no residency, citizenship or work-permit condition on either role, and no local representative or nominee is needed. Set up a company in Slovenia as a non-resident and you follow the same SPOT route as a local founder.

Three items are specific to non-residents. Each foreign founder and director first receives a Slovenian tax number (davčna številka) from FURS, issued on a passport copy. Signatures on the articles and the power of attorney are notarised, apostilled where signed abroad, and translated into Slovenian by a court-sworn translator. Online SPOT filing needs a qualified digital certificate, which we issue for non-resident directors, or we file under power of attorney. No visit to Slovenia is required for registration.

Banking is the one step that can call for presence. The temporary capital account for the 25% deposit is opened at a Slovenian bank, and NLB usually asks a non-resident director for one branch visit in Ljubljana. Wise Business onboards remotely, so most non-resident-owned d.o.o. companies pair a domestic account for tax and payroll with an EMI for cross-border volume.

Founders from the United States have their notarised power of attorney apostilled by the Secretary of State of the issuing state. A US corporate shareholder adds a certificate of good standing dated within three months. Both documents then receive a court-sworn Slovenian translation.

Owning a d.o.o. does not by itself give a non-EU founder the right to live in Slovenia. A third-country director who wants to relocate applies at the administrative unit (upravna enota) for a single permit for residence and work as the company's representative, with the Employment Service consenting. The company must show real activity, measured by the investment, employment or turnover conditions in the Employment, Self-employment and Work of Foreigners Act. EU and EEA citizens register their residence after arrival. We form the company; immigration counsel handles the permit.

Frequently Asked Questions

Can a foreigner open a d.o.o. in Slovenia?

Yes. Slovenian company law imposes no residency, citizenship, or work-permit requirement on shareholders or directors of a d.o.o. A non-resident foreigner can be the sole shareholder and sole director from day one. The only practical adjustment is that online SPOT filing requires a qualified digital certificate, which we issue for non-resident directors, or we file under power of attorney.

How long does it take to register a Slovenian d.o.o.?

Through the SPOT one-stop shop, Court Register entry is typically completed within three working days of a clean filing. Including KYC, articles drafting, temporary capital account opening, and certified translation of foreign documents, our typical end-to-end timeline is 7 to 14 business days from first contact to a fully operational company with a permanent business bank account in place.

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

The statutory minimum is €7,500, with each shareholder contributing at least €50. Only 25% — a minimum of €1,875 — must be paid into a temporary capital account before the company is registered. The remainder stays as a payment obligation from shareholders to the company, callable later. The capital is not consumed by registration; it remains on the company's balance sheet.

What is the corporate tax rate in Slovenia?

The standard CIT rate is 22% on taxable profits, applicable for the period 2024 through 2028. The rate was raised from 19% as a solidarity contribution toward reconstruction after the August 2023 floods. Investment and pension funds may qualify for a 0% rate under specific conditions. Slovenia has no separate small-taxpayer reduced rate — all operating companies pay 22% on profits regardless of size.

Do I need a Slovenian bank account to form a company?

Yes. Before the company is registered, at least 25% of the share capital (minimum €1,875) must be deposited into a temporary capital account (trajni polog) at a Slovenian bank. The bank issues a confirmation required for the Court Register filing. After registration, the temporary account is converted to a permanent business account, or the funds are transferred to a new operating account with a different bank.

What is the SPOT system?

SPOT — Slovenian Business Point (Slovenska poslovna točka) — is the national one-stop shop for business registration. Registration through SPOT is free of charge, either online via the SPOT portal or in person at one of approximately 150 physical SPOT points across Slovenia. SPOT integrates the Court Register, AJPES business register, tax authority, and health insurance institute into a single filing. Typical turnaround is under three working days.

When does mandatory e-invoicing start in Slovenia?

Mandatory B2B e-invoicing was originally proposed to start in April or July 2026 but was postponed under the Act on the Exchange of Electronic Invoices and Other Electronic Documents, adopted on 23 October 2025. The new effective date is 1 January 2028. All B2B transactions between taxable entities will need to flow through e-SLOG, EN 16931-compliant, or mutually agreed formats via Peppol or accredited providers. B2C remains exempt.

Get Started — Form Your Slovenian Company

A fixed-price quote in 60 seconds. Court Register entry in three working days from a clean SPOT filing. Temporary capital account coordinated, permanent business account introduced, beneficial owner filing handled. No surprise fees.

Call +48 2222 5 2222 or email info@companyformation24.com to start. Most Slovenian formations are complete and operating with a bank account within 14 business days.

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