Foreign entrepreneurs in Macedonia have several possibilities when opening a company in the country’s appealing business environment. Depending on the activities they want to establish and considering whether the tax structure is favorable in this sense or not, business persons can choose in accordance. If you want to establish your business presence in Macedonia and you need guidance, we suggest you address to our specialists in company incorporation in Macedonia who are at your disposal with complete support.
What types of structures are available for business in Macedonia?
Just like in most countries, Macedonia makes no exception when offering the proper business entities for entrepreneurs. The following structures can be easily incorporated in Macedonia, complying with the Companies Act and respecting its provisions:
- • Limited liability company (Drushtvo so Ogranichena Odgovornost – the preferred business structure in Macedonia);
- • Joint Stock Company (Akcionersko Drushtvo – available for big companies);
- • Limited Partnership (Komanditno Drushtvo – limited partners cannot receive dividends);
- • General Partnership (Javno Trgvsko Drushtvo – partners have unlimited liabilities);
- • Limited Partnership with Shares (Komanditno Drushtvo so Akcii) for certain activities.
The Central Registry of the Republic of Macedonia is in charge of issuing the registration certificates of companies in this country. Besides the entities mentioned above, foreigners can establish sole proprietorships, branches, and subsidiaries in Macedonia. We can also provide a wide range of legal services through our local partners.
How can I open a limited liability company in Macedonia?
The limited liability companies in Macedonia, or DOO as they are known, are the most common business structures which can be set up with a minimum share capital of EUR 5,000 or approximately MKD 308,000 (the national currency), and at least one shareholder, but not exceeding 50. The incorporation process of an LLC in Macedonia starts with submitting the Articles of Association with information about the owners, the activities, the business address, the capital contribution of every stockholder involved. Because the registration process is less bureaucratic, entrepreneurs can rapidly perform their operations on the Macedonian market, through their LLC.
Joint stock companies in Macedonia
Another business form appreciated in Macedonia is the joint stock company which can be public or private. In the case of a public joint stock company, the minimum share capital is set at EUR 50,000. As for the private one, the shareholders must provide EUR 25,000 to create the joint stock company in Macedonia.
General partnerships in Macedonia
General partnerships in Macedonia are subject to particular rules and address to different business types. Such entity can be formed by at least two shareholders who benefit from unlimited liabilities and complete control on the activities. Among the documents they must provide to the authorities at the date of registration, we mention the partnership agreement signed by all partners. In a general partnership in Macedonia, in cases of debts which cannot be covered, the creditors can ask for the personal assets of the members involved in the partnership. One of our agents can tell you more about these aspects and can also tell you if you need to register for VAT in Macedonia.
Limited partnerships in Macedonia
Another business form which can be adopted by foreigners in Macedonia is the limited partnership created by a silent and a general partner, under a legal agreement in this sense. Even if there is no minimum share capital involved, each partner has certain responsibilities in case of debts. For instance, the silent partner is liable only in the limit of his/her contribution in this kind of partnership, compared to the general partner who is entirely responsible for the losses of the business.
If you are interested in opening a limited or a general partnership in Macedonia, you may talk to one of our company formation agents in Macedonia for help in this direction.
Limited partnerships by shares in Macedonia
Even though it is not that used, a limited partnership by shares in Macedonia can be created by at least 3 members, and it is subject to stock-in-trade split shares. Because it is a limited partnership, the partners can be silent or general.
Other types of structures in Macedonia
Investors can operate in Macedonia as sole proprietorships and be responsible for their own profits and losses linked to their business. Furthermore, companies from abroad are welcomed in Macedonia through their legal branches in the country. Also, subsidiaries can be easily registered as they are seen as legal entities in Macedonia from a tax point of view.
Branches in Macedonia
Companies from abroad can easily establish branches in Macedonia which can activate under the rules of a limited liability company or a joint stock company. Among the obligations of a branch in Macedonia, we remind that such entity must observe the rules and regulations of the Company Act and the Commercial Code regarding the activities in this country. In matters of documents, the certificate of registration of the company from abroad, an extract from the overseas commercial registry, plus a document that states all the details about the future activities of the branch in Macedonia are necessary at the time of the branch registration.
Subsidiaries in Macedonia
It is good to know that foreign companies can also establish subsidiaries in Macedonia and benefit from a multitude of advantages among which, the independent status on the market and business environment. The registration of a subsidiary in this country starts with the Central Registry of the Republic of Macedonia, the one-stop-shop that provides complete information and support for any type of business structure. The limited liability company is recommended for opening a subsidiary in Macedonia because it is the most common structure with an easy incorporation. The minimum share capital of EUR 5,000 and the submission of the Articles of Association at the Central Registry are among the requirements for a subsidiary in Macedonia. Let us handle the incorporation procedures for a branch or a subsidiary in Macedonia, as our team has an extensive experience in this field.
The Company Act in Macedonia
The Company Law in Macedonia observes the business activities in Macedonia and the ways in which they activate on the market. The same act offers complete information about the types of companies you can set up in Macedonia, about the requirements in terms of documents, details about the necessary licenses and permits. Also, you can find out information about the liabilities and rights of the business owners, the board of managers, and company secretary. One should also observe the company agreement which is an internal document comprising information about the company, owners, minimum share capital. This is a necessary document that needs to be registered in the firm and for which you can find out details from the Company Act in Macedonia. Entrepreneurs from overseas should pay attention to the business requirements in Macedonia and choose the proper business entities that comply with the future operations and investments.
What are the obligations of companies in Macedonia?
According to the Company Law in Macedonia, the business structures registered in this country have several obligations, and particularly the owners, as it is the case of limited partnerships who are liable for the assets and the obligations in the firm. If the shareholders use the business to attain illegal targets for their personal gain, they will be completely liable in such cases.
Who can open companies in Macedonia?
Any national or foreign entrepreneur can set up companies in Macedonia, with respect to the applicable laws. It is good to know that other entities, whether local or from abroad can participate in the registration of a new company. In-depth information in this sense can be offered by our team of advisors. Also, we remind that foreign investors have the same rights for company incorporation as Macedonian nationals.
Changes in a company registered in Macedonia
The situations in which a company changes its structure, for instance, transforming from a limited liability to a joint stock company, or a limited partnership into a general one, need to be declared to the Central Registry of the Republic of Macedonia with the new Articles of Association.
Shelf companies in Macedonia
Ready-made companies are available in Macedonia and are normally purchased by investors who are interested in starting a business relatively fast. This means that they won’t have to wait for company incorporation and specific formalities in this sense. A vintage company is already registered in Macedonia, the only thing left to do is to sign the papers that represent the ownership of the shelf company in Macedonia. Our company formation agents in Macedonia can help both local and international entrepreneurs buy a ready-made company by handling the formalities involved. The entire process might take a few days, to prepare the documents, and to transfer the ownership.
Holding companies in Macedonia
Holding companies in Macedonia can be accessed by international investors interested in this business structure. Controlling the shares of another company is often the business choice of entrepreneurs from overseas looking for a business in Macedonia. Trademarks, real estate properties, and any other type of assets can be subject to a holding company in Macedonia. This structure presents a series of advantages, like not being responsible for possible losses in the firm. The registration is quite simple and can be handled by one of our experts in terms of documents and registration. One should note that the holding company can run under the rules of a limited liability company or partnership. Plus, the minimum share participation is 10%. Please feel free to discuss with our specialists for more details and information about holding companies in Macedonia.
FAQ about companies in Macedonia
1. What is the minimum share capital for an LLC in Macedonia?
DOO is the limited liability company in Macedonia that can be established for minimum share capital of EUR 5,000. At least one shareholder is required for such a company.
2. What is the minimum share capital for joint-stock companies in Macedonia
EUR 25,000 is required for a private joint-stock company, while EUR 50,000 is needed for a public one.
3. Can a general and limited partnership be established in Macedonia?
Yes, general and limited partnerships can be registered in Macedonia by international entrepreneurs. We also handle the formalities in this matter.
4. Is it hard to open branches and subsidiaries in Macedonia?
No, branches and subsidiaries can be easily established in Macedonia. A declaration stating the business intention is must be issued by the owners of the parent company. Our specialists can help you register a company in Macedonia.
5. What does the Company Act in Macedonia comprise?
Information about the types of companies in Macedonia, the way these can be registered, the rights of business owners, the general business rules, plus other regulations are stipulated by the Company Act in Macedonia.
6. Is it hard to open a company in Macedonia?
No, the procedures for opening a company in Macedonia are relatively simple and straightforward. One of our company formation specialists can tell you more.
7. Do I need to inform any authority about the changes in my company in Macedonia?
Yes, if you change the business structure or if other modifications are made in the company, the owners must announce the Central Registry of the Republic of Macedonia.
8. Can I purchase a shelf company in Macedonia?
Yes, shelf companies are available for both local and foreign entrepreneurs in Macedonia. The ownership transfer can be made quite fast if the documents are accepted.
9. Can I open a holding company in Macedonia?
Yes, holding companies can be registered in Macedonia, with complete support offered by our team of company formation agents in Macedonia. You can solicit our help, as we can handle the entire procedure of registration.
10. Who can open companies in Macedonia?
Both domestic and international entrepreneurs can open companies in Macedonia. The applicable legislation is quite permissive and provides equal rights to both types of investors in this country.
Here are some interesting facts and figures about the economy and business in Macedonia:
- The 2020 Doing Business report issued by the World Bank ranks Macedonia 17th out of 190 economies in the world.
- Approximately USD 6.4 billion was the total FDI stock for Macedonia in 2019.
- Most of the FDI received in Macedonia are directed to the financial and insurance sector.
- A 10-year tax exemption is offered to foreign entrepreneurs in Macedonia. This is a great business benefit.
If you would like to know more details about the available business structures in Macedonia and the registration process, we invite you to contact our company incorporation agents in Macedonia. Our specialists can help you register a company in Macedonia by handling all the formalities implicated.