Incorporation of a company as a plant that represents the creation of a legal entity

The most common legal company form established in the Republic of Croatia is a limited liability company (hereinafter referred to as LTD). The members of a company could be citizens and legal entities (as well as only one person), no matter if they are Croatian nationals or foreign persons; and in accordance with the Companies Act, the minimum share capital for incorporating LTD is HRK 20.000,00.

The first step in founding a company is to choose a name, where it is important to adhere to certain rules, and thus to check the availability of the chosen name.

Also, before personally visiting the notary public, where documentation necessary for the establishment is verified, the details related primarily to business activities and registered address – headquarters shall be pre-arranged.

The presence of all founders and other persons whose signatures need to be verified by a notary public is mandatory, and for which purpose an identity card or passport (mandatory for foreign citizens) is required. LTD is established based on the incorporation document which is called the Articles of Association. All founders are required to sign the Articles of Association in the presence of the notary public, and when there is only one founder, the incorporation document is replaced by the Incorporation Deed. All documentation shall be translated for foreigners by a court interpreter who will also be invited to an appointment with a notary.

Upon payment of the share capital and court fees, the case shall be sent to the Commercial Court where the company shall be registered in a court register.

Finally, it would be necessary to get a stamp and open a bank account to which the share capital will be transferred.

In this regard, it is important to point out that, if all the necessary information is obtained, as well as documentation, only one visit to the Republic of Croatia may be enough to resolve all matters related to the incorporation of a company.

Author: Silvija Žužić | Lawyer Croatia | Law office Rijeka, Krk