COMPANY REGISTRATION IN MONTENEGRO

 

Foreign legal and natural persons have the right to establish a company in Montenegro under the same conditions as nationals.

The most common forms of companies are:

  • Limited liability company (LLC);
  • Joint stock company (JSC).

All regulations regarding the establishment, operation and taxation system are compliant with European standards with benefits for foreign investors.

The deadline for registration with the Commercial Court is a maximum of 4 days, while other duties (statistics – company registration number, entry into the tax records, opening a current account, registration in customs records) are completed within a maximum of 3 days.

 

  1. Establishment of a limited liability company

The process of establishing a limited liability company (LLC) is defined in the Law on Business Organisations.

When registering an LLC, it is necessary to download and submit the following to the Central Registry of Business Entities:

Step 1. Develop Articles of Incorporation of the company, download an example of articles of incorporation for a single-member company (if the company is founded by one founder);

Step 1.1. Download an example of Articles of Incorporation for a multi-member company (if the company is established by several founders);

Step 2. Draw up a Decision the establishment of the company (if the company is established by one founder), download an example of the Decision on the Establishment;

Step 2.1. Develop an incorporation agreement (if the company is established by several founders), download an example of the incorporation agreement;

Step 3. Pay 00 euro into the account of the Tax Administration, account number: 832-3161-26, payment purpose: registration of LLC. Payment slip example on the website of CRBE;

Step 4. Pay 00 euro into the account of the Official Gazette of MNE, account number: 520-941100-57, payment purpose: registration of LLC. Payment slip example on the website of CRBE;

Step 5. Certify the decision/agreement in 2 copies at the court, or by a notary;

Step 6. Extract from the Central Depository Agency. When taking over the extract, it is needed to submit a copy of the identity card of the founder or a certified copy of the passport if the founder is a foreigner and a payment slip in the amount of €5.08 paid to the bank account of CDA: 510-8092-14, payment purpose: extract fee. Payment slip example on the website of CRBE;

Step 7. A copy of the identity card (if the founder is a Montenegrin national) or a certified copy of passport (if the founder is a foreign national). Certify at the court or by a notary;

Step 8. Fill in the application of the company to start registration, download the registration form – PS 01; Tariff number – if the company wants to import and export products, when filling in the PS-01 form, it is necessary to mark the column numbered 15.4. Customs Register on the back page, in order for the company to be registered at the Customs Administration, on the occasion of which a tariff number is received;

Step 9.0. If the company wants to apply for registration of taxpayers for value added tax (VAT), the PR VAT – 1 form will be filled in and submitted together with other documents required for setting up a businesses;

Step 9.1. If the company wants to apply for registration into the register of excise duty payers, the AKC – P form will be filled in and submitted together with other documents required for setting up a businesses;

Step 10. Submit the collected and certified documents (Articles of Incorporation, certified decisions/agreements in 2 copies, CDA’s decision, copy of the ID or certified passport in 2 copies, payment slips and the application for registration, form pr pdv-1/akc-p) to the Central Registry of Tax Administration, Building of business center RBC, st. Ilije Plamenca br. 2, Zabjelo, 81000 Podgorica, Montenegro, Tel: +382 (0)20 230 858, e-mail: This email address is being protected from spambots. You need JavaScript enabled to view it., working hours 08:30 – 12:00;

When submitting documents, a certificate will be issued including the number of the decision, to be presented together with an identification document on the occasion of collecting the certificate of registration, seven days from the date of filing the application.

After obtaining the company registration certificate, it is necessary to do the following:

  • make a seal;
  • open a bank account;
  • register workers at the Tax Administration.

The incorporation agreement states the founding stake (which may be in cash, goods and rights), as well as the percentage ratio of the founders in the management and distribution of profits. The founding stake for the establishment of an LLC is at least €1.00.

 

  1. Establishment of a joint-stock company

The process of establishing a joint-stock company (JSC) is defined in the Law on Business Organisations.

When registering a joint-stock company, it is necessary to download and submit the following to the Central Registry of Business Entities:

Step 1. Develop Articles of Incorporation of the company, download articles of incorporation for a joint-stock company;

Step 2. Develop a founding act of the joint stock company and certify it at the court, or by a notary. Download an example on the incorporation agreement of the joint-stock company;

Step 3. Develop a decision on the appointment of the Board of Directors, auditors, secretary and executive director;

Step 4. Take out a decision of the Securities Commission (minimum founding stake is €25,000.00);

Step 5. Pay to the account of the Tax Administration 50.00 euro, bank account: 832-3161-26;

Step 6. Pay to the account of the Official Gazette of MNE 12.00 euro, bank account: 520-941100-57;

Step 7. Fill in the registration form PS01, download an example of the PS01 form;

Step 8. Submit the collected and certified documents (Articles of Incorporation, certified decisions/agreements in 2 copies, certified copies of the ID or passport, application for registration in 2 copies, decision of the Securities Commission, founding act, payment slips) to the Central Registry of Tax Administration, Building of business center RBC, st. Ilije Plamenca br. 2, Zabjelo, 81000 Podgorica, Montenegro, Tel: +382 (0)20 230 858, e-mail: This email address is being protected from spambots. You need JavaScript enabled to view it., working hours 08:30 – 12:00;

When submitting documents, a certificate will be issued including the number of the decision, to be presented on the occasion of collecting the certificate of registration, seven days from the date of filing the application.

After obtaining the company registration certificate, it is necessary to do the following:

  • make a seal;
  • open a bank account;
  • register workers at the Tax Administration.

Note:

If the company wants to apply for registration as a payer of value added tax (VAT), the PR PDV-1 form will be filled in, and then submitted together with other documents required for registration;

If the company wants to apply for entry into the register of excise duty payers, the AKC-P form will be filled in, and then submitted together with other documents required for registration.

The founding stake for the establishment of a JSC is at least €25,000.00 and these funds are deposited by the founders with a commercial bank until the establishment of the company. After establishment of the company the funds are used for the company’s operations.

 

eCompany portal:

The eCompany portal is a system for submitting electronic applications for registration in the Central Register of Business Entities (CRPS) of Montenegro, as well as submitting requests for issuing documents from the register. The portal is part of the integral information system of the Tax Administration of Montenegro and is connected to the system of the Central Registry.

Available services:
The following operations can be performed through the eCompany portal:

- Submitting an application for registration of the establishment of a new business entity:

- Submitting an application for registration of a change in an existing business entity;

- Submission of requests for the issuance of statements and certificates from the CRPS.

Web page : 

https://efirma.tax.gov.me/