How to Register a DOO or Entrepreneur in Serbia as a Foreign Citizen
Accountant-authored. Written and published by Andrija Eminovic, an accountant approved on OpenAccountants. Their licence number (21041987) is published on their profile, so you can check it against the register yourself. No second accountant has attested to this version yet. General reference material, not advice on your specific facts; don't file, pay, or take a position on it without a professional reviewing your situation.
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Every figure is drawn from this Tax Guide and cited to its source.
Statutory minimum registered share capital for a standard Serbian DOO
RSD 100
Corporate income tax on taxable profit for a Serbian DOO
15%
Personal income tax on taxable income from independent activity for an entrepreneur keeping accounting records
10%
Rendered from the canonical facts model. General reference only — confirm with a qualified professional before acting.
Foreign citizens can establish a Limited Liability Company (DOO) or register as an Entrepreneur (Preduzetnik) in Serbia.
Once you have decided which business structure is more suitable for you, the next question is usually:
What do I actually need to register my business in Serbia?
Although both forms are registered with the Serbian Business Registers Agency (APR – Agencija za privredne registre), the registration procedures are significantly different.
For foreign citizens, there are also several practical issues that should be considered before starting the registration process.
This guide explains what you should expect when registering a DOO or an entrepreneur in Serbia.
A DOO is a separate legal entity and is one of the most common business structures used by foreign investors in Serbia.
The incorporation of a DOO is submitted to APR electronically.
Before starting the procedure, the founder should prepare the necessary information and decide who will handle the electronic registration.
For a foreign individual establishing a DOO, the starting point is a valid identification document.
In practice, we require a clear copy of the identification page of the founder's valid passport.
Before preparing the incorporation documents, the following information should also be determined:
These matters should ideally be determined before the incorporation document is prepared.
Because the incorporation of a DOO is submitted electronically, a foreign founder should decide at the beginning how the electronic procedure will be handled.
There are two practical options.
A foreign citizen may obtain an appropriate qualified electronic certificate in Serbia from an authorised provider, subject to the provider's requirements.
In practice, this can be obtained through providers such as the Chamber of Commerce and Industry of Serbia or other authorised certification service providers.
Once the foreign founder has the appropriate electronic signature and fulfils the technical requirements, the founder can electronically sign and submit the registration application through APR's electronic registration system.
This option can be particularly useful for a foreign founder who intends to live or conduct business in Serbia on a continuing basis, because an electronic signature can also be useful for future administrative procedures.
A foreign founder who does not wish to obtain their own qualified electronic signature can authorise a Serbian attorney to handle the electronic registration procedure.
In practice, the foreign founder signs an appropriate power of attorney, which is certified before a notary.
The attorney then prepares the documentation in the appropriate electronic form and submits the registration application to APR using the attorney's qualified electronic signature.
For foreign founders who do not intend to personally use Serbian electronic administrative systems, this can be a more practical option.
Every DOO must have an incorporation document (osnivački akt).
For a single-member DOO, this is an incorporation decision, while a company with multiple members is established by an incorporation agreement.
APR rules allow incorporation documents to be created and signed electronically where the applicable requirements are satisfied.
However, the practical procedure used for foreign founders may involve additional steps.
In our practice, when assisting a foreign citizen with establishing a DOO in Serbia, the incorporation documentation is executed before a Serbian public notary.
If the foreign founder does not understand Serbian, a court-certified interpreter for a language understood by the founder is present during the notarial procedure.
The interpreter translates and explains the contents of the incorporation document so that the founder understands what is being signed and the legal act being undertaken.
The participation of the interpreter is recorded in the notarial documentation, and the interpreter physically signs the relevant documentation.
The documentation is subsequently prepared in the appropriate electronic form for the electronic registration procedure.
It is important to distinguish between these two parts of the process:
Notarial procedure → execution and certification of the relevant documents
Electronic procedure → submission of the registration application and documentation to APR
Therefore, even where the foreign founder obtains a qualified electronic signature, foreign founders should check in advance which notarial and documentation steps will be required in their particular case.
The statutory minimum registered share capital for a standard Serbian DOO is RSD 100, unless a higher minimum is prescribed for a particular regulated activity.
However, there is an important distinction between subscribed capital and paid-in capital.
The monetary contribution does not generally have to be paid before the DOO is registered.
The incorporation document may provide for the contribution to be paid after registration within the legally permitted period.
If the founder chooses to pay the contribution before incorporation, evidence of the payment issued by the bank must be provided in the appropriate electronic form as part of the registration documentation.
Therefore:
Payment before registration is possible, but it is not a general requirement for establishing a DOO.
Foreign founders should not delay the incorporation procedure simply because they assume that a Serbian bank account and payment of capital must always exist before APR can register the company.
Once the necessary documents have been prepared, the electronic registration application is submitted to APR.
Depending on the particular case, the documentation may include:
The documentation submitted through APR's electronic system must comply with the applicable requirements for electronic documents and digitalisation of documents originally created in paper form.
After APR approves the application, the company receives its registration decision and becomes registered in the Serbian Business Register.
However, receiving the APR decision does not mean that the entire process is finished.
After registration, one of the next major steps is opening a Serbian business bank account.
This is an area where foreign founders should be particularly careful.
Registration of a company with APR does not guarantee that a Serbian bank will open a business account for the company.
Banks conduct their own Know Your Customer (KYC) and Anti-Money Laundering (AML) procedures.
Depending on the circumstances, a bank may request information and documentation concerning:
The founder's country of origin and the company's planned activity can have a significant impact on the bank's compliance procedure.
Certain countries, activities or transaction patterns may result in additional documentation requirements, a longer onboarding procedure or difficulties opening an account.
For some foreign founders, opening the bank account can actually be more complicated than registering the company with APR.
This should be considered before the incorporation procedure begins, especially where access to Serbian banking services is essential to the planned business.
After the company has been registered, the appropriate tax procedures must also be completed.
A Serbian DOO is generally subject to 15% corporate income tax on taxable profit.
The company must comply with the applicable corporate income tax registration, calculation and reporting requirements.
VAT must also be considered separately.
Depending on the circumstances, VAT registration may be mandatory or voluntary.
Whether VAT registration is appropriate should ideally be considered before the company begins issuing invoices, particularly where the company will provide services to foreign customers or conduct international transactions.
Other tax obligations may also arise depending on employees, payments to founders or directors, transactions with non-residents and the nature of the company's activities.
A Serbian DOO is also subject to the rules concerning the registration of its Ultimate Beneficial Owner (UBO) in the Central Register of Ultimate Beneficial Owners.
The beneficial owner must be identified in accordance with Serbian regulations and the required supporting documentation must be provided or retained as prescribed.
If the beneficial owner has not already been registered through the available integrated registration procedure, the registration must be completed within the applicable statutory deadline.
The fact that the company's shareholder is already registered with APR should not be confused with the separate obligation concerning the Ultimate Beneficial Owner.
Registering an Entrepreneur (Preduzetnik) is considerably simpler than establishing a DOO.
An entrepreneur is a registered natural person and is not a separate legal entity.
Consequently, there is:
The individual is registered as the entrepreneur and is personally responsible for the obligations arising from the business.
For a straightforward entrepreneur registration, the basic information normally includes:
The taxation method should be considered carefully before registration.
An entrepreneur is not necessarily taxed in the same way as another entrepreneur.
Depending on the activity, eligibility requirements and individual circumstances, different taxation models may be available.
An entrepreneur may, for example:
A paušalac is not a separate type of business entity.
A paušalac is still an entrepreneur; the difference concerns the method of taxation.
An entrepreneur keeping accounting records is generally subject to 10% personal income tax on taxable income from independent activity, together with the applicable social security obligations.
A lump-sum entrepreneur does not simply pay 10% of actual profit. Tax and social security obligations are determined under the applicable lump-sum taxation rules and by the Tax Administration.
Not every activity qualifies for lump-sum taxation, and statutory limitations apply.
For this reason, the taxation model should be analysed before registration, rather than selected only because one option appears to have the lowest tax rate.
The registration procedure for an entrepreneur is generally simpler than the incorporation procedure for a DOO.
Unlike incorporation of a DOO, entrepreneur registration is not restricted exclusively to electronic submission.
For a straightforward registration of a foreign individual, the passport identification page and the required registration information form the basis of the procedure, together with any additional documentation required by the circumstances of the particular case.
After APR approves the application, the entrepreneur receives the registration decision.
The next practical step is normally opening a business bank account.
Foreign entrepreneurs should be aware that the same banking issue discussed for a DOO can also arise for them.
APR registration and bank approval are two separate processes.
The bank performs its own KYC and AML assessment.
The entrepreneur's citizenship, country of residence, source of funds, planned business activity, expected customers and countries involved in future transactions can all affect the bank's decision and the documentation it requests.
Consequently, a successful APR registration should never be interpreted as a guarantee that opening a business bank account will be automatic.
After registration, the appropriate tax procedures must be completed according to the entrepreneur's selected taxation model.
For an entrepreneur keeping accounting records, this includes the applicable obligations concerning tax on income from independent activity and social security contributions.
For a qualifying lump-sum entrepreneur, tax and contribution obligations are determined under the applicable lump-sum taxation regime.
VAT obligations must also be considered separately.
The correct tax setup from the beginning is particularly important because changing or correcting the structure after business activity has already started can create unnecessary administrative and tax complications.
Foreign founders sometimes assume that obtaining an APR registration decision means that their Serbian business is ready to operate.
In reality, APR registration is only one part of the process.
Depending on whether you establish a DOO or register as an entrepreneur, the complete process may involve:
Business structure → preparation of documentation → APR registration → bank account → tax registration → VAT analysis → UBO registration for a DOO → accounting setup → ongoing tax and accounting compliance
For foreign founders, banking and tax planning can sometimes be more important than the registration procedure itself.
This is why it is advisable to consider the entire structure before submitting the registration application.
Establishing a business in Serbia as a foreign citizen is possible both through a Limited Liability Company (DOO) and, where appropriate, by registering as an Entrepreneur (Preduzetnik).
The entrepreneur registration procedure is generally simpler, while establishing a DOO requires an incorporation document, determination of the company's management and ownership structure and an exclusively electronic incorporation procedure.
Foreign founders establishing a DOO must also decide whether they will obtain their own qualified electronic signature or use an authorised attorney to handle the electronic registration.
In practice, foreign founders should also be prepared for notarial procedures and, where they do not understand Serbian, the participation of a court-certified interpreter.
After registration, particular attention should be paid to opening a Serbian business bank account, completing the appropriate tax procedures, considering VAT obligations and, for a DOO, registering the Ultimate Beneficial Owner.
Most importantly, successful registration with APR does not automatically mean that all banking, tax and compliance requirements have been completed.
Planning these steps before incorporation can save considerable time and prevent unnecessary complications later.
This article provides general information based on Serbian registration rules and practical experience with foreign founders. Individual registration, banking, tax, immigration and compliance requirements may differ depending on the founder's citizenship, residence, business activity and other circumstances.
Contributed by Andrija Eminovic, 21041987.
For a foreign individual establishing a DOO, the starting point is a valid identification document.
Because the incorporation of a DOO is submitted electronically, a foreign founder should decide at the beginning how the electronic procedure will be handled.
If the foreign founder does not understand Serbian, a court-certified interpreter for a language understood by the founder is present during the notarial procedure.
- Statutory minimum registered share capital for a standard Serbian DOO — RSD 100 RSD (unless a higher minimum is prescribed for a particular regulated activity)
For a straightforward entrepreneur registration, the basic information normally includes:
Other Serbia computations in the OpenAccountants Tax Library.
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