Croatia Company Formation
Croatia officially the Republic of Croatia is a sovereign state between Central Europe, Southeast Europe, and the Mediterranean. Its capital city is Zagreb, which forms one of the country’s primary subdivisions, along with its twenty counties. Croatia covers 56,594 square kilometers the country’s population is 4.28 million, most of whom are Croats, with the most common religious denomination being Roman Catholicism.
The official language of Croatia is Croatian.
Croatia has a high-income economy. International Monetary Fund data projects that Croatian nominal GDP stands at $52 billion, or $12,405 per capita for year 2017, while purchasing power parity GDP stands at $97 billion, or $23,171 per capita According to Eurostat data, Croatian PPS GDP per capita stood at 61% of the EU average in 2012. The service sector dominates Croatia’s economy, followed by the industrial sector and agriculture. Tourism is a significant source of revenue during the summer, with Croatia ranked the 18th most popular tourist destination in the world. The state controls a part of the economy, with substantial government expenditure.
Business Entities and Formation of Company in Croatia
Croatia offers a friendly and welcoming environment for foreign investors, mainly due to the favorable foreign investment policy. Investors in Croatia find a prosperous economy, offering them plenty opportunities for success in many domains. Even though there are many business entities available, for any purpose, suiting different business structures, entrepreneurs seem to prefer Croatian limited liability companies, and joint stock companies.
Limited Liability Company
Croatian limited liability companies are the most common forms of business organizations in the country, as they are suited for small to medium-sized businesses and do not require a very complex incorporation procedure. They can be established by at least one member who can be a natural person, Croatian or foreign, or a legal entity, also of any nationality. The Croatian Limited liability companies have to be registered at the Commercial Court and require a managing board and a supervisory board. The minimum required capital is 20.000 HRK. The liability of the members is directly influenced by each partner’s contribution to the company’s capital.
Joint Stock Company
The joint stock companies are not as common as the limited liability companies, as they are suited for business at a larger scale. The capital of the company is provided by the members, who in exchange obtain shares. The nominal value of each share is established by a managing board, necessary in the company’s structure. Joint stock companies must be registered and have to be audited. The minimum capital required for establishing a joint-stock company in Croatia is the equivalent of 200.000 HRK. As in a limited liability company, the members of joint stock companies are liable to the company’s debts and obligations only to the extent of their contributions.
A Croatian general partnership is also established by at least two persons, or legal entities of any nationalities who do not have to provide a minimum capital. In a general partnership all the partners are general, and engage in management activities. They are liable to the partnership’s debts and obligations to the extent of their own personal assets. A partner disposes of his interest in the partnership, only with the consent of all the other partners.
A limited partnership is established by at least two members, natural persons or legal entities of any nationality and they do not require a minimum capital. At least one member has a limited liability, meaning he is the limited partner. However the limited partner does not play any role in the management of the company. A limited partnership also has at least one general partner being in charge with the management of the partnership, who is fully liable to the company’s debts and obligations.
A silent partnership is basically an ordinary partnership, being established also any two or more natural persons or legal entities of any nationality, without the obligation to provide a minimum capital. A silent partnership however has a silent partner excluded from the obligation to cover the losses of the partnership. This kind of entity does not have a name, does not have to be registered with the Commercial Court in Croatia and is not considered a separate legal person.
Economic Interest Association
An economic interest association (GIU) is founded by at least two members, with interest in promoting their business, but without any earnings of profits for themselves. There is no minimum share capital requested, and the registration in the Court Register is based on a notarized agreement on establishment. The agreement must contain a list with the members, the company name and address of the registered office and the availability term is necessary. The members are liable with their own assets for the company’s liabilities.
Company Formation of Croatia
There are only six steps that must be taken before starting the commercial activities in Croatia. First of all, the name of the company must be checked. It must be unique and not similar with an already registered one.
After that, the articles of incorporation along with supportive documents must be registered in the electronically Commercial Court. After registration, the company will receive a certificate of registration.
Based on the certificate of registration, the company receives an official seal and applies for the statistic registration number.
The authorized capital must be deposited in a bank so an account must be opened.
Another step is registering for VAT and employee income tax withdrawals at the authorized tax authority.
The last step is depositing the necessary documents to the Croatian Pension Insurance Fund.
Minimum Share Capital of a Company
A private limited liability company must have a minimum share capital of at least 20,000 HRK, while a public limited liability company must provide a minimum share capital of 200,000 HRK.
The company incorporation in Croatia requires different types of documents, depending on the type of business. A private and a public company require the articles of association, if there are more than one shareholder, or a statement of establishing, if there is only one founder, the partnerships are based on the articles of association and the economic interest association are founded on the agreement on establishing. Basically, all the three forms contain mostly the same details regarding the company, the founders, the share capital, the liquidation process.
Along with these, standard applications must be completed before registration.