Subsidiary in Croatia

Since the Republic of Croatia joined the EU, the EU economic agents have been able to register in the Republic of Croatia as companies and branches.

Pursuant to the provisions of the Companies Act (Official Gazette of the Republic of Croatia, Nos. 111/93 and 111/12; hereinafter referred to as CA) foreign companies and foreign individual traders do not have the right to be permanently active in the territory of the Republic of Croatia until they have established a branch in Croatia. As for the foundation and registration of branches of foreign companies in the Register of Companies the provisions valid for inland companies shall apply.

The founder assumes the rights and obligations at the moment starting the branch’s activity. The branch runs the business under its own name and must state its main head office, as well as the founder’s head office. It must keep business books pursuant to the regulations valid in the Republic of Croatia. Should one founder have more than one branch in the Republic of Croatia, the application for registration in the Register of Companies must state the main branch and as for the other branches, their order must be marked with ordinal numbers.

The branch’s name must state that the branch in question is the main branch i.e. that the respective branch is one of the other branches belonging to the same founder. The founder must apply to the registration court – (competent for the territory where the branch’s head office will be located) – for the registration of the branch in the Register of Companies. The following must be stated in the application for registration of the branch:

• Name and head office of the founder, name, head office and activity of the branch.

• Given name(s) and family name(s), personal identification number and residence of persons entitled to represent the founder in the branch’s business.

• Founder’s business purpose.

• Name of register proving the registration of the founder and registration number in the said register.

The following original documents and their certified translations into Croatian shall be enclosed with the application for registration:

• Proof of the founder’s entry in the register in the country where the registered head office is located. The said proof must show the following: legal form, time of entry in the register, a number under which it was entered in the said register, the purpose of business, persons entitled to represent and the scope of their powers.

• Founder’s decision on the foundation of the branch.

• Copy of the Statement of Foundation, founder’s Memorandum of Association or Articles of Incorporation, publicly authorized pursuant to regulations of the country in which the founder has registered the head office.

• The authorized founder’s financial report for the previous year in shortened form.

Our service related to the opening of a branch includes:

1. Verifying the availability of the business name
2. Preparation of the branch registration
3. Drawing-up of the resolution on the foundation of the branch and registration in the Register of Companies
4. Assistance with opening a bank account
5. Making the seal and allocation of activities as per National Classification of Activities
6. Entry in the V.A.T. system (optional)
7. Registration of the company with the Croatian Employment Service
8. Office address for a period of one year
9. Two-month bookkeeping services free of cost

Price of service without additional costs: € 2.100,00 + VAT