Starting a business

The process of founding a company in the Republic of Srpska has gone through numerous reform processes, and the most important is the one-stop shop system, the establishment of which shortened the time required for business registration, reduced the number of procedures, and reduced operating costs. Also, the establishment of the e-registration system in the Republic of Srpska is in its final phase, and the provision of conditions for the application of this system will further facilitate the establishment, i.e. registration of business entities.

According to the current regulations in the Republic of Srpska, business entities can be registered either as companies or as entrepreneurs. The process of establishment, registration, operation and termination of business of companies in the Republic of Srpska is regulated by the Law on Companies of the Republic of Srpska (Official Gazette of the Republic of Srpska, No. 127/08, 58/09, 100/11, 67/13, 100 / 17, 82/19) and the Law on Registration of Business Entities in the Republic of Srpska (Official Gazette of the Republic of Srpska, No. 67/13, 15/16, 84/19).

The registration procedure itself will depend on the choice of legal form, which is why it is necessary to distinguish between steps in the registration of companies and steps in the registration of independent entrepreneurs.

A detailed procedure for founding a company (the simplest form of organisation) and a detailed procedure for an entrepreneur is available below.

Registration of a single-member LLC with minimal founding capital

Registration of the simplest form of company organisation includes several important steps and procedures.

NUMBER OF STEPS: 2
NUMBER OF PROCEDURES: 4
NUMBER OF DAYS: 5
COST OF REGISTRATION IN KM (the simplest form of organisation);

  • free trade area
    notary 2x4 095 KM + verification of identity cards 2×2 KM + 10 KM verification of the authorised person’s signature,
  • free trade area
    APIF fee - 35 KM,
  • free trade area
    fee to the Official Gazette of RS for publication is 7 KM per row x 6 rows= 42 KM,
  • free trade area
    stamp making - 40 KM

TOTAL: 139.19 KM + ITA / BiH tax - 40 KM

It is necessary to visit the following institutions:

  • 1. Notary,
  • 2. City / municipal service office,
  • 3. Bank - for the purpose of payment of the founding capital and opening of a bank account;
  • 4. APIF counter,
  • 5. Stamp cutter,
  • 6. Regional Center of the Indirect Taxation Authority of BiH,
  • 7. Distributor of fiscal devices,
  • 8. Tax Administration of RS, in order to submit a request for a certificate of registration and registration of employees.

STEP 1

Procedure 1: Visit to the Notary/Notarised founding act

Presenting the notary with a copy of the ID card, and an agreement on the name of the future company subsequently verified by the notary in the court register.

The notary certifies the founding act, i.e. certifies the signature of the founder and the authorised person. Certification of one signature costs 7 notary points of 0.50 KM + VAT = 4,095 KM.

Procedure 2: Verification of personal documents and signatures

Visit to the city / municipal service office or notary to verify a copy of the identity card / passport of the owner and the responsible person (verification is 2 KM per sheet), and verify the signature of the future responsible person (10 KM).

Procedure 3: Registration of company – one-stop shop system in APIF

  • free trade area
    Notary / founder / responsible person submits to APIF a request for registration with the necessary documents (notarised founding act, Decision on appointment of the responsible person, Statement of acceptance of the responsible person, Bank certificate of payment of founding capital, Certificate of residence for the founder or responsible persons, certified signature of the responsible person, certified copies of ID card / passport of the owner and responsible person, Certificate that there are no due and unpaid tax obligations issued by the Tax Administration, temporary residence permit if the person is authorised to represent a foreign citizen) - first registration free;
  • free trade area
    Publication in the Official Gazette of RS - 7 KM per row;
  • free trade area
    APIF fee - 35 KM.

The deadline is three days, if all the necessary documentation has been submitted. At the same time, the registration procedure implies that the business entity is registered with the RS Tax Administration, i.e. the Unique Identificaiton Number has been assigned and the classification of business entities according to the classification of activities has been performed.

STEP 2

Procedure 3: Registration of company

Obtaining the court decision and notification on classification according to the classification of activities at APIF.

Procedure 4: Stamp making

Making a stamp at an authorized stamp cutting house with a copy of the court decision, and the original for inspection. Production of the seal is from 20 to 50 KM, the deadline is one day.

After these steps, the company is obliged to perform:

  • free trade area
    Payment of the communal tax for displaying the business name - payment of the communal tax is made in the Tax Administration of the Republic of Srpska.
  • free trade area
    VAT registration - Visit to the Indirect Taxation Authority of BiH for VAT registration.

    Required documentation:

    • 1. Application for registration (Form ZR-1),
    • 2. Decision on entry in the court register,
    • 3. Certificate or confirmation of registration from the competent tax administration,
    • 4. ID card of the owner and responsible persons,
    • 5. Power of attorney authorising a BiH citizen to represent the taxpayer in proceedings with the ITA, in case of absence of the responsible person-foreign citizen;
    • 6. Work permit and residence registration for a foreign citizen,
    • 7. Card of deposited signatures certified by the commercial bank with which the transaction account has been opened,
    • 8. Original payment slips as proof of paid amount of a total of 40 KM (to the account of JRT TREZOR BiH), as follows:
      • - 10 KM - Purpose of payment: Fee on request for registration,
      • - 10 KM - Purpose of payment: Fee for issuing a registration decision,
      • - 20 KM - Purpose of payment: Fee for issuing a registration certificate
  • free trade area
    Fiscalisation - In order for a company to start working, it is necessary to purchase a fiscal cash register, which, with installation and annual servicing, costs around 1 000 KM.
  • free trade area
    Obtaining the certificate of registration and registration of employees with the Tax Administration of RS on the already prescribed forms
  • free trade area
    Obtaining the certificate of registration and registration of employees with the Tax Administration of RS on the already prescribed forms
  • free trade area
    Opening a bank account - A visit to the bank to open a bank account with the submission of the necessary documentation and a request to transfer the founding capital to the bank account of the company.
  • free trade area
    Meeting the requirements in the field of protection and health at work - The company can perform activities in the premises that meet the requirements in the field of protection and health at work. This decision is made by the Ministry of Labor and Veterans' and Disabled Protection of the RS, and the fee is 10 KM republic tax.
Registration of an independent entrepreneur

Registration of independent entrepreneur involves a total of seven steps.

STEP 1

Registration of entrepreneurs in the department of economy of the city / municipality

The decision on the registration of entrepreneurs is made by the Department of Economy of the city / municipality (registration authority) on the basis of the submitted documentation:

  • 1. Completed application form for registration of entrepreneurs SP-1 (the form can be obtained from the registration authority);
  • 2. Certified copy of ID card, i.e. passport for a foreign citizen;
  • 3. Certificate from the locally competent basic court that the natural person who registers the start of business in the form of an entrepreneur has not been issued a final measure prohibiting the performance of the required activity, and which is not older than 30 days from the date of application for registration of an entrepreneur;
  • 4. Certificate of the competent unit of the Tax Administration of the Republic of Srpska that a natural person who registers the start of business in the form of an entrepreneur, has no due and outstanding obligations and is not older than 8 days from the date of application for registration of entrepreneurs;
  • 5. Agreement on the establishment of a partnership (only if the founders are two or more natural persons);
  • 6. Proof of fee payment for registration of the establishment of an entrepreneur, which amounts to a maximum of 30.00 KM.

The registration body is obliged to make a decision on the registration of entrepreneurs no later than two days from the day of submitting a proper request.

STEP 2

Stamp making

The seal can be made in any stamp cutting house, where it is necessary to submit a decision on the registration of entrepreneurs. Production of the seal is 20 - 50 KM.

STEP 3

Registration of entrepreneurs with the tax administration

The entrepreneur registers the taxpayer and / or the contribution payer with the locally competent organisational unit of the Tax Administration of the Republic of Srpska, according to the registered office of the entrepreneur, within five days from the day of issuing the decision on registration of the entrepreneur.

To register a taxpayer and / or a contribution payer, it is necessary to submit to the Tax Administration:

  • 1. Completed application form   PR2;
  • 2. Decision on registration of entrepreneur;
  • 3. Certified copy of ID card or passport (for foreign citizens);
  • 4. Contract on keeping business books (unless the entrepreneurs keep business books by themselves).

Confirmation of registration of the taxpayer is obtained on the same day if the complete documentation is submitted.

STEP 4

Opening a bank account

A bank account can be opened in any commercial bank. When opening an account, it is necessary to submit to the bank:

  • 1. Decision on registration of entrepreneur;
  • 2. Cards of deposited signatures of persons authorised to sign orders, for the purpose of disposing of funds from the account (the form can be obtained in the bank);
  • 3. Certificate of registration of the taxpayer.

STEP 5

Fiscalisation

The entrepreneur is obliged to introduce a fiscal cash register before starting work. The price of the fiscal device ranges from 400 to 800 KM.

Entrepreneurs do not have this obligation if they perform craft activities and activities of old and artistic crafts and domestic handicrafts.

STEP 6

Registration with the Indirect Taxation Administration

The registration of VAT payers is done at the locally competent regional center of the Indirect Taxation Authority of BiH according to the registered office of the entrepreneur.

Obligated to register as VAT payers are all persons whose taxable turnover of goods or services in the previous year exceeds, or is likely to exceed, the threshold of 50 000 KM.

Along with the Application for registration and entry in the Unified Register of Indirect Taxpayers (Form ZR-1), it is necessary to submit a copy, with the presentation of the original, or a certified copy of the following documents:

  • 1. Decision on registration of entrepreneur;
  • 2. Identity card of the applicant;
  • 3. Certificate of registration of the taxpayer from the Tax Administration of the Republic of Srpska;
  • 4. Card of deposited signatures certified by the commercial bank with which the transaction account has been opened (for all opened transaction accounts);
  • 5. Work permit and residence registration issued by the competent authority and passport for natural persons - entrepreneurs, foreign citizens;
  • 6. Original payment slips as proof of the paid amount of a total of 40 KM (to the account of JRT TREZOR BiH), as follows:
    • free trade area
      10 KM – Purpose of payment: Registration fee; Income type: 722801;
    • free trade area
      10 KM – Purpose of payment: Fee for issuing a registration decision; Income type: 722802;
    • free trade area
      20 КМ – Purpose of payment: Fee for issuing a certificate of registration; Income type: 722814.

STEP 7

Commencement of work activities

An entrepreneur is obliged to start performing the activity no later than 30 days from the day of delivery of the decision on registration.

The fulfillment of the conditions for performing the activity is verified by the competent inspection body within 45 days from the day of delivery of the decision on registration of the entrepreneur.