How to Establish Business Branches and Headquarters in Serbia
October 24, 2017 by Nebojša Stanković
If you are a foreign investor looking to establish a new business branch or headquarters in Serbia, you need to know everything that such a process includes upfront, so that you can make sure that you meet all the necessary requirements for performing your future business activities. Establishing branches and headquarters in the Republic of Serbia is regulated by the Serbian Law on Companies. Here are the most important stipulations of this law that you need to be aware of.
Establishing Business Branches in Serbia
According to the Law on Companies, a business branch is “a separate organizational unit of a company through which the company conducts business in accordance with the law”. As such, a business branch does not have the status of a legal entity, but acts on behalf of the company in legal transactions. The company has unlimited liability for all the obligations to third parties that arise during the business operations of its branch.
A business branch can be established by the Assembly, partners or complementaries, unless otherwise specified by the Founding Act, that is, the statute.
When establishing a business branch, it is necessary to apply for a registration, when the company must submit: the name of the business, the company’s registration number, the address of the branch, and the main activity of the branch, which may differ from the main activity of the company, as well as the name of the representative of the branch and their scope of authorization, if they do not happen to be the representative of the company itself. All of this is registered in accordance with the Law on Procedure of Registration.
A business branch can be terminated by submitting the decision made by the Assembly, partners or complementaries, unless otherwise specified by the Founding Act, that is, the statute.
Establishing Headquarters in Serbia
The establishment of headquarters of companies is also regulated by the Law on Companies, and it refers to headquarters of foreign companies.
The headquarters of a foreign company represent a separate organizational unit of a foreign company that may conduct preliminary and preparatory activities with the goal of concluding the legal transactions of the said company. The headquarters office does not have the status of a legal entity, so it can only conclude legal transactions in regards to its current operations. This makes the foreign company liable to all the obligations to third parties that arise during the business operations of the headquarters.