Amendments to the Company Law rendered in 2021 prescribe the obligation to register the following data as part of the information on the company’s seat: city, municipality, street or square, house number, floor, and apartment number (for more details on these and other amendments to the Company Law, please see our previous newsletter).
While most companies have registered city, municipality, street, or square as their registered seat, we are seeing a significant number of companies that are missing the specification of the floor and house number/apartment number. If the registered information on the company’s seat does not contain all the above elements, the company is obliged to register the missing information until 27 November 2022.
Failure to register the missing information by 27 November 2022 may result in fines in the amount of RSD 100,000 (approx. EUR 850) to RSD 1,000,000 (approx. EUR 8,500) for the company whereas the responsible person may be fined anywhere between RSD 20,000 (approx. EUR 170) and RSD 200,000 (approx. EUR 1,700).
Therefore, in case your company has still not registered certain mandatory elements for its corporate seat, we urge you to do so as soon as practicable.
Also, we have prepared a set of frequently asked questions to help you with this procedure.
1. What documents are required for registration?
The documents required for registration are quite straightforward, i.e. (i) decision on change of seat which should be rendered by the shareholder(s), and (ii) Power of Attorney for registration procedure (in case the registration request is filed via proxy). Aside from that, all you need to do is fill in the registration form for the Serbian Business Register Agency and to pay the relevant administrative fee.
2. What is the form of documents that should be provided?
All documents (decision on change of seat, Power of Attorney, and registration form) should be signed in wet-ink (electronic signature not possible). No notarization/apostille is needed.
3. What if the seat is located in the house and does not have a floor and apartment number?
This is not an issue – in this case, only city, municipality, street, or square and house number should be registered.
4. What if the seat is located in a building that does not have an apartment number?
In this scenario, in addition to standard information on the seat (city, municipality, street or square, house number), the floor number should also be specified and registered.
The information in this document does not constitute legal advice on any particular matter and is provided for general informational purposes only.