Specificity of the registering
The company incorporation process is one of the simplest in Europe. Slovenia has adopted the e-VEM (one-stop-shop) model for registering all the documents to record with all the required authorities (in the business registrar, at the health institute, at the statistical office of Slovenia and the tax authorities). Before registering at the e-VEM, business entities have to open an account at a bank, put in the required share capital, and craft the (AoA) Articles of Association.
In order to become a company officially, an entity has to follow two easy steps and wait for one week to complete the incorporation process. The company formation procedure in Slovenia is simple to complete, and your company has all the prospects of marking success and getting popular. Remember that the incorporation process doesn’t complete unless you comply with VAT registration in case your company is liable/responsible for this tax.
The legal system of Slovenia provides an array of business permits, which could differ based on the kind of business activity of the entity in question. Most businesses need to obtain a kind of business permit or license, whereas others are required to obtain various documents to begin their business operations following the Slovenian legislation.
Let’s suppose that the business entity is a sole trader. If their business activity is classified as crafts, the individual will have to seek a business permit for craft that will testify his vocational qualifications. Here, registering with the craft register is necessary.
Business owners who wish to open a bar or pub in Slovenia should know that they’ll have to get a license in order to protect incidents in bars. It means the company’s representatives have to employ security guards or security managers who could intervene in unpleasant situations that may take place at the company’s premises in due course of time.
In case a foreign or local business is engaged in activities that require the handling or trading of hazardous chemicals, it’s obligatory to get a business permit. Our expert team of attorneys in Slovenia can help you with these documents and permits. Not just that, our experts could advise about the rules and regulations defined on this matter. These rules are complex and covered by the various stringent acts of Slovenia. Most business owners aren’t able to interpret and understand those complicated laws.
Types of companies
Depending on the investment plans and the invested capital, a business can choose the route that matches their needs in a better manner. Foreign investors may also start the following types of businesses as per their needs.
A Slovenian limited liability company can be established by a maximum of 50 corporate bodies or individuals. Plus, the minimum requirement for share capital is 7,500 Euros. The members have a limited to the extent of their contributions to the company’s capital, their shares. General meetings of shareholders ensure the management of the company for major decisions. For daily decisions, minimum one manager assures seamless management.
The joint-stock (entity) company (D.D) – It’s an enterprise whose capital is disbursed in the form of stocks. Numerous shareholders have their stake in the company. A company with a share capital of over 25,000 Euros or more is permitted to start this kind of business. Plus, the company has to specify that the members have a limited liability as it’s a company with limited liability. Before registering for this type of business, investors are required to deposit 25 percent of the company’s capital.
General meetings of shareholders take major decisions for the company. A one-tier model (endorsed by the management board) or a two-tier model (endorsed by the management board and the supervisory board) takes daily decisions regarding the functioning of the enterprise. These members, who’re invested for a term of six years, can’t be a part of both bodies.
At least two partners can form a general partnership. The partners are completely liable and responsible for the liabilities of the company. As opposed to other types of companies mentioned above, general partnerships aren’t obligated to have a minimum capital. Particular sets of rules as laid down in the agreement serve as the basis of the partnership for its functioning. All partners can take part in the functioning and management of the business with no restrictions. More details could be provided by our attorneys in this respect.
A general partner with unlimited liability in the partnership and a silent partner can form the limited partnership in Slovenia. The silent partner must contribute toward the partnership’s capital and is liable/responsible for the company’s debts to the extent of his contribution. While a general partner possesses all the decisional powers, her/his personal assets aren’t protected in the case of liquidation.
In addition to the aforementioned business structures, overseas investors could also mark their entry in the Slovenian market via other legal entities:
Sole trader – With no capital requirements, sole trading stands as the simplest option to open a venture in Slovenia.
Branch office – It’s actually a franchise and depends on the parent company. Branch offices could be started by foreign and local companies that aim to expand their business operations in the local market.
Subsidiary – A subsidiary company mimics a branch office. However, it differs in that it’s independent of its parent company
Company formation warrants particular papers to be sent at an e-VEM office. This includes a receipt-slip from a bank confirming that the minimum capital has been deposited and a newly drafted Articles of Association.
Our attorneys could advise about the trade regulations for these products and guide you throughout the process.
If you are interested in company registration in Slovenia, please contact our specialists.