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Company Formation Croatia

Updated on Thursday 17th May 2018

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Starting January 2012, the Croatian Law on Foreigners was enabled and it came with new requirements for non-EU citizens. For foreign investors looking to incorporate a company in Croatia, the required share capital is close to 2,850 euros, for non-EU investors, the amount raises to 13,500 euros. Also for every non-EU director a new company has, it must employ at least three Croatian citizens, while for two non-EU directors, the number of Croatian employees raises up to ten. Non-EU citizens are allowed to work in Croatia in management positions or as self-employed individuals. For non-EU citizens who want to work in Croatia on a management position, the following conditions must be met:

- the shares that a person holds in the company are valued at less than 51%;

- the value of the company’s share capital is over 100,000 HRK;

- at least three Croatian citizens must be employed in the company in non-administrative positions;

- the salary of the non-EU citizens must be received in Croatia.

A self-employed individual must fulfill the following conditions:

- should own over 51% of shares in the company;

- the share capital of the company is over 200,000 HRK;

- at least three Croatian must be employed in non-administrative positions;

- the employee receives his/her salary in Croatia;

- the company operates on profit.

The first step when establishing a company in Croatia is to decide upon the name of the company and the structure. Once the decision has been made, if the founding members are natural persons or legal entities, the following documents must be provided:

- copies of the identification documents of the shareholders and directors;

- power of attorney;

- recent utility bills that state the residential address of the founders;

- a registration certificate from the Trade Register in the country the company is based in;

- the articles of association;

- the certificate of incorporation.

It must be noted that other documents may be requested. All documents must be notarized and bear an apostil. The Trade Register certificate must be submitted in due time as delays are not allowed and they could lead to the rejection of the application by the Croatian authorities. During the preparation of the documents, a judge will decide upon the approval of the name of the Croatian company.

The second step after the company formation and name approval refers to the company incorporation and the management board. A director will be named and he/she must accept the appointment and sign the documents related to his or her appointment. All the documents will have to be notarized and bear an apostil. While the shareholder or shareholders will obtain the tax ID number, the bank account will be set up in order to deposit the share capital before the company incorporation. All these procedures can be conducted by a representative through power of attorney.

The third step will be the registration of the company with the Croatian Trade Register and obtaining a tax ID number.
 

REQUIREMENTS FOR COMPANY FORMATION IN CROATIA


- any person - no matter his or her nationality or residency - can be a director or a shareholder in a company in Croatia;

- shareholders of a Croatian company can be natural persons or legal entities;

- the company must have a local registered office (BridgeWest offers this type of service).
 

SERVICES PROVIDED FOR CROATIAN COMPANY INCORPORATION


- drawing up the articles of association that can be signed through power of attorney (Croatian laws require powers of attorney for any public notary proceedings);

- drawing up documents for company incorporation in Croatia: specimen signatures, identification papers copies, application form required by the Company Registration Office;

- arranging public notary proceedings (all procedures for company incorporation are done in front of a Croatian public notary);

- obtaining a tax ID number for the director/directors of the company;

- providing a registered office in Croatia on demand; the registered office serves as headquarters for the company in Croatia and it will be made public;

- setting up a bank account for the company in Croatia; BridgeWest will help you in setting up the share capital bank account, as well as a current bank account once the company is incorporated.

- recommending a Croatian accountant, as accounting services are needed for new businesses in Croatia.

- establishing a drustvo s ogranicenom odgovornoscu (D.O.O. - limited liability company). The Croatian limited liability company requires at least one shareholder and a director and it must have a registered office. The minimum share capital must be paid upfront before the incorporation and it is set at 20,000 HRK.

- setting up a dionicko drustvo (D.D. - joint stock company). The Croatian joint stock company must have at least one shareholder and one director and it must also have a registered office. The minimum share capital for a joint stock company is 200,000 HRK.

- Croatian branch, subsidiary or representative office. Foreign companies are allowed to open branch offices or representative offices in Croatia. They can be opened as separate legal entities or extensions of the parent company in Croatia.
 

CROATIA KEY FACTS


The standard VAT rate in Croatia is 25%, but a 10% rate is applied to certain categories of goods and services.

The corporate tax in Croatia is 20%.

BridgeWest can also provide ready-made Croatian companies and VAT registration.

Please contact us for more information and prices for opening a company in Croatia.

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