Company registration in Slovenia

Slovenia is a trustworthy European jurisdiction with the strategic location. Certain businesses who intend to enter and be present in the European markets may find an option of company formation in Slovenia especially promising. This overview may help you during the preliminary assessment of the jurisdiction.

Forms of Legal and Business Presence

If you consider Slovenia as a target destination for your investments, it is possible to establish your business presence in one of these forms:

• Limited Liability Company (LLC) – a vehicle that may be incorporated by at least one person. The founder(-s) are not liable for the result of the LLC operation except for in the amount of the contributions made. The statutory capital for this vehicle is EUR 7,500. The number of shareholders, in this case, is limited to 50. This is a flexible form for doing business suitable for small and medium-sized businesses.
• Unlimited Company – the founders of this type of entity bear the entire liability for all its undertakings. The personal property of founders also may be claimed by the creditors.
• Public Limited Company – a business entity with the statutory capital divided into shares that can be transferred to the public. The liability of shareholders is limited to the value of the owned shares only. The statutory capital of this vehicle should be at least EUR 25,000.
• General Partnership – this type of business can be run by partners who bear unlimited liability for the results of the partnership operation.
• Limited Partnership – is a business formation organized by (i) at least one general partner who is entirely liable for all partnership's undertakings, and (ii) limited partner(-s) whose liability for the results of the business operation is limited to the amount of investment made.
• Limited Partnership by Shares – this type of Slovenian partnership may be found by at least 5 partners who bear liability for the partnership’s activity within the limit of their contribution made to the share capital.
• Branch – is a business formation of a foreign company that may perform its business activities in Slovenia.

Company Registration Requirements and Steps

If you consider an option of setting up a company in Slovenia, you may accomplish the process by following these basic steps:

1. Clarifying your business priorities (suggested activities of a future company) and drafting a business plan.
2. Obtaining a tax identification number for the founders who are non-residents.
3. Verifying a business name for a future corporate entity.
4. Collecting information about founders, beneficiary owners and the company’s future management.
5. Arranging the registered office for the future entity.
6. Paying up the statutory capital (at least 25 %) either in non-monetary or monetary form.
7. Drafting and formalizing the statutory documents of a future vehicle.
8. Submitting the set of documents for the state registration. This procedure may be (i) simplified through any entry point of VEM one-stop-shop or (ii) standard by referring to a public notary.
9. Registration for tax and social security purposes.
10. Opening a corporate bank account.
11. Getting respective licenses and permits (optionally).

Legal and Regulatory Framework

In this jurisdiction, the overall ease of the process of incorporation and operation of a company should be emphasized. This process is governed mainly by the Companies Act and respective bylaws. The Ministry of Economic Development and Technology, the Securities Market Agency are the main regulatory state bodies in the business sphere.

Generally, the conditions for running a business can be estimated as very favourable. The local government applies measures for keeping and improving favourable conditions for foreign direct investments.

Advantages of the Jurisdiction

Opening a company in Slovenia may be promising in view of these advantages the jurisdiction has:

• Stable and developed economy
• Certain sectors of the Slovenian economy are growing fast (manufacturing, financial sectors, wholesale and retail, insurance)
• Very good local infrastructure
• Well-qualified employees
• Plenty of agreements aimed on attracting investments, including double-tax treaties
• Comparative low costs for the company incorporation and maintenance

Tax System of Slovenia

If you want to create a company in Slovenia, the results of its operation may be subject to these taxes:

• Corporate income tax (CIT) rate – 19 %
• Personal income tax rate – 50 %
• VAT – 22 %
• Withholding tax rates (for non-residents) – (i) dividends – 15 %, (ii) interests – 15 %, (ii) royalties – 15 %
• Capital gains tax rates – (i) corporate – equals to the basic CIT rate, (ii) individual – 27.5%.

How Prifinance Specialists May Assist You

If you think about forming a company in Slovenia, Prifinance specialists may consult you more precisely whether this can be actually profitable for your business. We can assist you in forming the exact business structure you need, prepare all required documents and open a bank account for your future business vehicle. Our services also cover further support of the incorporated company. Reach us for more precise discussions of this and other alternative options for your business.