Most companies in Slovenia are established as Limited liability companies (d.o.o.). We are able to incorporate companies in Slovenia, tailored to your specifications.
All companies must prepare the company articles and memorandum of association before they can be incorporated. We draft these documents for you.
The memorandum of association must contain:
Only one shareholder is required, with a maximum of 50. If a limited liability company has more than 50 shareholders, approval by the minister responsible for economic affairs must be obtained.
The minimum issued share capital is €7,500. The minimum contribution of each shareholder is one quarter of his/her share of the issued share capital. At least €7,500 in total needs to be paid, or donated, to the company through a contribution of goods which need to be freely available to the company.
The limited liability company is established by a notarised agreement of incorporation signed by all shareholders. Agreements of incorporation may be signed by a proxy, with appended notarised authorisation.
The management rights of shareholders are provided by the agreement of incorporation. In the absence of such provisions in the agreement of incorporation, the authority of shareholders is provided by the Companies Act. The main body of the limited liability company is the shareholders' meeting. It may also provide for the establishment of a supervisory board. A limited liability company has one or more managers appointed for at least a two year renewable term of office.
A newly established company is entered into the court register of territorial jurisdiction. The paperwork takes up to 2 weeks and the procedure is relatively straightforward.
Applications for the court registration of companies must be filed within 15 days of the adoption of the act of establishment. With entry in the court register, the new enterprise becomes a legal entity and acquires the capacity to do business.
The registration procedure is initiated by the filing of an application on the prescribed form with the competent court in the town in which the entity subject to registration is based. Proceedings for registration are quite prompt and conducted by competent court officials.
The court register is public; anyone may request certified copies of registration and other documents.
Companies established with foreign capital (joint ventures and wholly foreign-owned companies) or share acquisitions in existing companies acquire legal status upon registration with the local court.
Information to be entered in the court register:
Limited liability companies limited by shares require the following information:
Application for court registration must be filed by the manager and the following details must be enclosed: