Montenegro is a small country located in southeastern Europe, on the coast of the Adriatic Sea. It borders Croatia to the west, Bosnia and Herzegovina to the northwest, Serbia to the northeast, Kosovo to the east, and Albania to the south. Its capital and largest city is Podgorica, while its most famous tourist destination is the coastal city of Kotor.
Montenegro has a population of around 620,000 people and covers an area of approximately 13,800 square kilometers. The official language is Montenegrin, which is closely related to Serbian, Bosnian, and Croatian. The country has a mixed economy, with industries including tourism, agriculture, and energy.
Montenegro has a rich cultural heritage, influenced by its location at the crossroads of different civilizations throughout history. The country has a diverse landscape, ranging from rugged mountains to sandy beaches, and is known for its national parks, medieval towns, and historic monuments.
Types of business structures in Montenegro
In Montenegro, there are several types of business structures that can be established. Here are some of the most common:
Sole proprietorship
This is the simplest form of business structure, in which a single person owns and operates the business. It is easy to set up and manage, but the owner is personally responsible for all the business’s debts and liabilities.
Partnership
A partnership is a business owned by two or more people who share profits and losses. There are two types of partnerships in Montenegro: general partnership, where all partners have unlimited liability, and limited partnership, where at least one partner has limited liability.
Limited liability company (LLC)
This is a popular business structure in Montenegro. It is a separate legal entity from its owners, who have limited liability for the company’s debts and obligations. It requires a minimum of one director and one shareholder, and it can be owned by both individuals and legal entities.
Joint-stock company (JSC)
A JSC is a publicly traded company, owned by shareholders who invest in the company’s shares. The shareholders have limited liability, and the company is managed by a board of directors.
Branch office
A foreign company can establish a branch office in Montenegro, which is a separate legal entity from the parent company. The branch office can engage in business activities in Montenegro but is subject to the same regulations and taxes as local companies.
Representative office
A foreign company can also set up a representative office in Montenegro, which serves as a liaison between the parent company and local clients. It is not allowed to engage in commercial activities and has limited legal capacity.
Paid up capital requirement
The minimum paid-up capital required for various business structures in Montenegro is are presented in the below table:
| S# | Type of business structure | Local name | Min.required paid-up capital |
| 1. | Limited Liability Company | Društvo sa ograničenom odgovornošću (DOO) | €1 |
| 2. | Joint Stock Company | Akcionarsko društvo (AD) | €25,000 |
| 3. | Sole Proprietorship | Jednočlano društvo sa ograničenom odgovornošću (JDOO) | No capital requirement |
| 4. | Partnership | Društvo u komanditnom aranžmanu (DKA) | No capital requirement |
| 5. | Branch office | No capital requirement | |
| 6. | Representative office | No capital requirement |
It’s worth noting that while there is a minimum paid-up capital requirement for some business structures in Montenegro, it does not necessarily reflect the amount of investment needed to start and operate a business in the country. Other factors, such as registration fees, taxes, and operational costs, should also be considered while planning to start a business in Montenegro.
Cost of registration/incorporation & process
The cost of registering and incorporating various business structures in Montenegro can vary depending on several factors such as the type of business, the scope of activities, and the amount of registered capital. Here we discuss some of the major costs involved in the registering and incorporating process of various business structures in Montenegro.
Sole proprietorship
The cost of registering a sole proprietorship in Montenegro is around €20, which includes the registration fee and the stamp duty.
Partnership
The cost of registering a partnership in Montenegro is around €30, including the registration fee and the stamp duty.
Limited liability company (LLC)
The cost of incorporating an LLC in Montenegro is around €150 euros, which includes the registration fee, the stamp duty, and the notary fee. Additional fees may apply if the company requires a trade license or other permits.
Joint-stock company (JSC)
The cost of incorporating a JSC in Montenegro is around €500, that includes the registration fee, the stamp duty, and the notary fee. Additional fees may apply if the company requires a trade license or other permits.
It’s worth noting that these costs are approximate and can vary depending on the complexity of the registration process and the specific requirements of each business structure.
The registration process
The process of registering a company in Montenegro can vary depending on the type of business and the specific requirements of each case. However, here are the general steps involved in registering a company in Montenegro:
Choose a business name
The first step is to choose a name for the company that is not already taken and does not violate any trademarks or intellectual property rights.
Draft the articles of association
This document outlines the company’s purpose, structure, and operating rules. It must be signed by all founders and notarized.
Register the company
The company must be registered with the Central Register of Business Entities within the Agency for Business Registers (ABR). The application must include the articles of association, the company name, the founders’ identification documents, and other required information.
Obtain a tax identification number (TIN)
The company must obtain a TIN from the Tax Administration of Montenegro. This number is required for opening a bank account, signing contracts, and filing tax returns.
Register for social security and health insurance
The company must register with the Fund for Pension and Disability Insurance and the Health Insurance Fund.
Obtain business permits and licenses
Depending on the type of business, additional permits and licenses may be required from various government agencies.
Open a bank account
The company must open a bank account in a Montenegrin bank and deposit the minimum required capital, if applicable.
The registration process can take several weeks to complete, and it is recommended to work with a local attorney or accountant to ensure that all requirements are met.
