Limited liability company – DOO company formation in Croatia.
In order to act as a director, a person shall contribute from 51% or more of the authorized capital. And the amount of the authorized capital should be more than 100,000 kuna.
In addition to three Croatian employees in non-administrative positions, the company shall employ 10 Croats, if two of the directors are not citizens of one of the EU countries.
The directors who are non-resident of the EU countries receive salaries in the territory of Croatia.
The contributions of the founders of the company should not be equivalent. Any of their ratio is possible. At the same time, the amount of contributions shall be equal to the total amount of the authorized capital.
Foreign natural person who is the founder of the LLC in Croatia has the opportunity to obtain residence permit. As the director of the company, he is entitled to freely invite any person to Croatia in order to stay in the country for up to 90 days.
The company’s participants can be one or more legal entities / natural persons of any citizenship, nationality, tax residence status.
The name of the company should be in Croatian or Latin (it is better to provide several variants), and there should necessarily be the indication of limited form of liability, namely the abbreviation d.o.o.
The standard charter capital of the LLC is 20,000 kuna.
The company shall have legal address in the territory of Croatia.
The basic constituent document is the Memorandum of Association, which is required to be notarized. If there is only one participant in the company, then instead of the Memorandum of Association, the Statement of the founder is provided, and it should be notarized.
The managing bodies are the General Meeting of Participants and the Director. The Charter can provide for the existence of the Board.
The obligatory body of the LLC in Croatia is the General Meeting.
The directors (one or more) in the Managing Board of the company can have any citizenship, nationality and tax residence status. The number of Directors is determined by the Memorandum of Association.
The supervisory board is necessarily formed, if the company has more than 300 employees during the year. This requirement is also relevant for companies conducting activities subject to licensing.
If the authorized capital exceeds 600,000 kuna and the company consists of more than 50 participants, the supervisory board should include at least three members. Members of the supervisory board can be foreign persons, and they are appointed at the General Meeting of Participants.
The company in Croatia shall maintain the register of participants.
The LLC shall be also registered in the commercial court of the Republic of Croatia. Before registration it is necessary to pay registration fees, contribute authorized capital, make payment for the service of publication of the information concerning establishing the company in the official printed publications. The register of the commercial court is public, so any person concerned has the access to it.
As soon as the company obtains the extract regarding registration, it is necessary to register with state statistical agency, state tax and customs authorities, (if the company conducts foreign economic activities), and pension and health insurance funds.
The procedure for company registration in Croatia lasts from 2 to 4 weeks.