The Law on the Registration of Business and Other Entities entered into force on August 15, 2025, and is applicable from January 1, 2026. European Union regulations are implemented in this law, specifically Directive 2017/1132/EU of the European Parliament and the Council on certain aspects of company law and Directive 2019/1151/EU of the European Parliament and the Council amending Directive (EU) 2017/1132 regarding the use of digital tools and procedures in company law.
This law regulates the manner of keeping the Central Register of Business and Other Entities (hereinafter: CRPS), the content of that register, the registration procedure of business and other entities and bankruptcy estates, the public and publication of data, the use, protection and storage of data from the register, as well as other issues of importance for the registration procedure.
Subjects of registration, in accordance with this law, are: business entities (business company, entrepreneur, part of a foreign business company, European company and European economic interest association); other entities that, in accordance with special regulations, are obliged to register in the CRPS (institutions, non-governmental organizations that directly perform economic activities, regulatory and independent bodies, cooperatives, cooperatives and other legal entities). In addition to the subjects of registration in the CRPS, the bankruptcy estate is also registered.
The competent authority for registration assigns the status to economic and other entities registered in the CRPS: registered: active, inactive, suspended; in bankruptcy; in liquidation, with an indication of the type of liquidation: deleted, with an indication of the procedure carried out. Information on the status of economic and other entities is public. Therefore, the data registered in the CRPS is publicly available, except for data for which there are restrictions prescribed by the law governing the protection of personal data or if the data represents information regarding tax obligations or a business secret.
The registration procedure is initiated by submitting the registration application to the competent registration authority electronically. Along with the registration application, the documentation on the basis of which the registration is carried out, electronically, in the original or a certified copy, is submitted.
CRPS is obliged to, within three working days from the day of receipt of the proper registration application and documentation required for registration, issue a decision on registration in a shortened procedure. When the competent authority for registration is unable to carry out the registration procedure within the period provided for in paragraph i of this article, it is obliged to inform the applicant of the registration application about the reasons for the delay without delay. If the CRPS determines that the conditions for registration have not been met, it will issue a decision on refusal of registration, within three working days from the date of submission of the registration application.
CRPS publishes on its website: the business name of the economic or other entity; abbreviated business name of a business or other entity; form of activity performance; activity codes; name of activity; registration number; TIN; date of establishment; date of change; change number; seat address; seat location; separate place of business; official mail receiving address; place of receipt of official mail; website; email address; telephone number; status: the amount of registered capital; information about persons in the company: name and surname, role, whether the authorization for representation is individual or collective, whether the authorization for representation is limited or unlimited and share; data on parts of a business or other entity; data from the registration application with forms of the founding act and articles of association; registration application (in Montenegrin and English); rules on the establishment of business companies; the rulebook regulating the detailed content of the registration application and the documentation required for the registration of economic and other entities and bankruptcy estates in the CRPS; the decision regulating the amount of the fee for registration of economic entities, i.e. other entities and bankruptcy estates in the CRPS; rulebook regulating the detailed content and method of assigning a registration number for business and other entities and bankruptcy estates and the content and method of assigning an EUID number; rulebook regulating the detailed content and manner of keeping registers in the CRPS; founding decision and statute; the decision to amend the statutes; information on the appointment, termination of office and change of information on persons in the economic or other entity; information on the citizenship of the founders (entrepreneurs, partners in a partnership, general partners and limited partners in a limited partnership, members in a limited liability company and shareholders in a joint-stock company); financial report for each financial year; information on the initiation, i.e. opening and completion of the liquidation or bankruptcy procedure of a business or other entity; a court decision establishing the nullity of the founding act of a business or other entity; appointment of a liquidator or receiver, information about them and their powers, unless those powers expressly and exclusively derive from the law or statute of a business or other entity: requirements for a member of the board of directors, supervisory board, board of directors; any change of data from this paragraph.
The CRPS will be established in accordance with the law, within 30 days from the date of entry into force of this law.
One of the key reasons for the adoption of this law was the lack of standardization in the area of registration of business and other entities, which produced a lot of ambiguities in the procedure, as well as different and non-uniform practice including conflicting interpretations. In this regard, the single register; electronic registration; stricter data control and clear penalties, brings numerous innovations in the way CRPS is run, the way applications are submitted and data processing, with a special focus on digitalization and transparency, which should definitely contribute to a better and more organized system of registration of businesses and other entities.
The information in this newsletter does not constitute legal advice on any particular matter and is provided for general informational purposes only.
