Opening a subsidiary in Croatia requires the good knowledge of the Commercial Law of this country and a minimum share capital that has to be deposited before starting business.
A subsidiary is a company registered in Croatia but beneficiating from foreign capital.
It’s considered a separated legal entity, though.
The advantages of owning this type of business are numerous especially from a tax point of view; thanks to the vast network of double tax treaties, a subsidiary registered in Croatia must pay taxes on profits only in the country of origin and beneficiate from abolished or minimized taxes on dividends paid to those countries.
A subsidiary opened in Croatia has also the advantage that the shareholders’ liability is limited by their contribution to the capital. There are especially two forms of of business adopted by the subsidiaries in Croatia, the private and the public limited liability companies.
A private limited liability company is formed by at least one founder that must provide a minimum share capital of at least 20,000 HRK, divided into shares. The liability of the stakeholder is limited to the amount of invested capital.
A Croatian public limited liability company is formed by at least one member with a minimum capital of 200,000 HRK, divided into shares. Just like in the case of the private limited liability company, the liability of a shareholder is limited by his contribution to the capital. The management of this form of business is assured by a management board (with at least one member) and a supervisory board (formed by at least three members).
The registration of a subsidiary in Croatia takes around one week and consists in the following steps: first of all, the company must be sure that its name is unique and not similar to one already registered.
The articles of association must be notarized and then submitted at the Commercial Court. The registration is made electronically and takes around two days. As a result, the company will receive a certificate of registration.
Every company registered in Croatia must have a statistical number so the application for this number is the next step. It’s made based on the certificate of registration and takes around one day.
The company seal must also be obtained in order to be used in the daily subsidiary’s operations.
An account for the company must be opened and the minimum share capital must be deposited.
Registration at the tax authority for VAT and employee income tax is the next step followed by the enrolling at the Croatian Pension Insurance Fund.