How to open a company in Croatia as a foreigner

Croatia’s strategic location and business-friendly policies make the country an ideal place to start a company. Understanding the legal requirements, choosing the right business structure, and completing the registration processes are vital steps to launching your business in this growing EU market.

A foreign investor, subject to the presumption of reciprocity, establishes or participates in the establishment of companies in the Republic of Croatia, acquires rights in them and assumes obligations under the same conditions and is in the same position as a domestic person. The reciprocity requirement does not apply to a foreign investor who has its registered office or permanent residence in a country that is a member of the World Trade Organization or is a citizen thereof.

A foreign company with capital that has its seat in a country that is not a member of the European Union and is not a party to the Agreement on the European Economic Area may be a participant who is personally liable for the obligations of the company in a company of persons with its registered office in the Republic of Croatia only if there is at least one other participant in the company with capital that has its registered office in the Republic of Croatia, a member state of the European Union or a party to the Treaty on the European Economic Area, or a natural person who is a citizen of the Republic of Croatia, a member state of the European Union or a party to the Agreement on the European Economic Area, who is personally liable for these obligations (according to the materials of the Croatian Ministry of Economy).

Foreign companies and sole proprietors, subject to the conditions established by law, are treated as domestic persons with regard to business activities in the territory of the Republic of Croatia. However, foreign companies and foreign sole proprietors cannot permanently carry out business activities in the territory of the Republic of Croatia unless they establish a branch. For example, a one-off or one-time activity, i.e. the performance of a certain job (the concept of freedom to provide services in accordance with the acquis), is not considered to be carrying out business activities.

Types of companies

• Limited Liability Company (Društvo s ograničenom odgovornošću or d.o.o.)

If you are setting up a small or medium-sized business, d.o.o. is a good choice. It offers limited liability, so your personal assets are protected from business debts. This structure provides trust to investors, suppliers and banks, allowing you to maintain control and flexibility. The minimum share capital for establishing a limited liability company is EUR 2,500, where the par value of one share cannot be less than EUR 10. Before registering the company in the court register, each founder must pay at least one-quarter of the share capital in cash, where the total amount of all cash payments cannot be less than one-quarter of the share capital.

• Simplified Limited Liability Company (Jednostavno društvo s ograničenom odgovornošću or j.d.o.o.)

j.d.o.o. is a low-cost alternative to a doo, designed for start-ups and small businesses. You can register with as little as EUR 1 in share capital. However, part of your profits must be reinvested until you reach the required reserves for conversion to a d.o.o. This is a good option if you want to start small and scale up over time.

• Joint Stock Company (Dioničko društvo or d.d.)

d.d. is for larger businesses that require significant capital or are planning to go public. It requires a minimum share capital of around EUR 27,000 and follows stricter corporate governance rules. This structure makes it easier to attract investors and raise capital, but it also comes with more compliance and reporting obligations.

• Branch Office (Podružnica)

A branch office allows a foreign company to operate in Croatia without establishing a separate legal entity. The parent company is fully responsible for its liabilities, taxes, and compliance. This is a good option to test the Croatian market before deciding to fully incorporate. However, since it is not independent, any legal or financial problems in Croatia may affect the parent company abroad.

• Sole proprietorship (obrt)

Sole proprietorship, also known as obrt in Croatia, refers to any individual legal entity engaged in trade. These firms are always individually owned and controlled. The entrepreneur does not have any responsibility in terms of forming a board of directors or making capital contributions. There is freedom to enjoy all profits.

• General partnership (Javno trgovačko društvo or j.t.d.)

j.t.d. is when two or more persons join together to carry out activities on an ongoing basis within a joint venture. Each member of the company is liable to the creditors of the company without limitation and jointly with all of his property. A member of the company may not dispose of his share in the company without the consent of the other members.

• Limited liability partnership (Komanditno društvo or k.d.)

k.d. is a commercial company in which two or more persons join together to carry out activities on an ongoing basis within a joint venture. This structure requires that at least one partner is liable for the company's obligations without limitation and jointly and severally with all of its assets. This person is called a general partner. Also, at least one of them is liable for the company's obligations only up to the amount of a certain property contribution to the company. This person is a limited partner.

Step-by-Step Guide to Starting a Company

Once you have decided which business structure best suits your needs, here is a detailed guide on the steps required to start a company in Croatia.

Step 1: Choose a Business Structure

The first step is to choose a legal structure for your company. As stated above, the most common options are doo, jdoo or dd, depending on the size and nature of your business. For most small businesses, a doo is the preferred option due to its flexibility and limited liability protection.

Step 2: Checking the Availability of a Company Name

An entrepreneur must first choose a name for the company. When checking the company name, you can use the Court Registry website. The staff of the HITRO.HR service can help you check the registry to see if a company with the chosen or similar name already exists (HITRO.hr is a service created by the Government of the Republic of Croatia to speed up communication between entrepreneurs and the state administration, through which you can set up a limited liability company or a simple limited liability company).

The company name must be clearly distinguished from other names registered in the Court Registry, identity or association with another company that violates intellectual and industrial property rights or the rights of others.

The word “Croatia” and its derivatives may be included in the company name only with the consent of state authorities. The company name may not contain names, logos, flags or other state emblems of other countries or international (intergovernmental) organizations, as well as official quality control and guarantee marks.

The company name may contain part of the name of a person only with his or her consent, and in the event of the death of that person - with the consent of the heirs.

The company name must be in Croatian and in Latin script or in the official language of an EU Member State and in Latin script and may use Arabic numerals. The company name may be translated into one or more languages and indicated as such in the founding documents. The rest of the company's components must be in Croatian and Latin characters.

Step 3: Prepare and Notarize the Necessary Documents

To formally establish your company, you will need to prepare a number of documents, including:

• Articles of Association: This document sets out the internal rules and structure of the company.
• Shareholders' Agreement: If there is more than one shareholder, this document will define the rights and obligations of each party.
• Identity Cards: Passports for foreign investors or Croatian ID cards for local investors.

The documents required to register a company must be notarized by a notary. All founders and other persons whose signatures must be notarized must be present. For foreign citizens who do not speak Croatian, a court interpreter for this language must be present. After notarization, the notary sends the documentation electronically to the HITRO.HR office.

Step 4. Payment of fees and submission of documents

Registration documentation certified by a notary can be submitted to HITRO.HR.

The entrepreneur can pay the court fees and the initial capital to HITRO.HR. After the payments have been made, HITRO.HR will fill out the application and submit it to the competent commercial court electronically or provide paper documentation if the conditions for electronic filing are not met. If the documentation sent electronically is correct and complete, the Commercial Court will register the company in the Court Registry within 5 working days and electronically transmit the Registration Decision and the Croatian Personal Identification Number (OIB) Certificate of the newly established company to the HITRO.HR office.

If the documentation is submitted to the Commercial Court in paper form, the Company Registration Decision and the OIB Certificate are collected by the HITRO.HR office in paper form from the Commercial Court.

At the HITRO.HR office, the entrepreneur can receive and complete the RPS form, which is necessary for obtaining the Notification of Classification of a Business Entity in accordance with the National Classification of Activities of the National Bureau of Statistics (assignment of a registration number and a code of the main type of activity). HITRO.HR will automatically receive the Notification from the Central Bureau of Statistics in electronic form within one working day after receiving the Decision on Registration.

The Decision on Establishment and the Notification on Classification of a Business Entity with the entered registration number can be obtained at the HITRO.HR office.

Step 5. Opening a Company Account

All types of companies in Croatia must open a bank account for the minimum share capital. This is usually a temporary account that can later be linked to the financial operations of the company. Entrepreneurs can choose from a wide range of financial institutions, local or foreign, for future banking activities.

Opening a bank account can be arranged at a HITRO.HR office (in those banks for which FINA carries out account opening operations or acts as an intermediary in these operations).

Step 6. Obligations after registration

Once your company has started operating, you need to be aware of a number of ongoing obligations.

The company, the owner of the company and the employees of the company must be registered in the pension insurance system (HZMO - e-Mirovinsko). In addition to registering the company in the pension insurance system, it is also necessary to register it in the health insurance system (HZZO - e-Health). The company must also be registered with the competent tax administration.

Croatian law requires companies to keep accurate accounting records. Depending on the size and nature of your business, you may need to hire an accountant or use an accounting service to ensure tax compliance.

Annual financial statements must be filed with Croatian authorities. Companies with higher revenue or certain thresholds may be subject to an annual audit.

To operate legally in Croatia, your business may require additional licenses or permits depending on its activities. Businesses in regulated sectors such as food, healthcare, or construction often require industry permits to comply with local laws. These licenses are critical to meeting industry standards and ensuring smooth operation. It is important to research and obtain all the necessary permits for your specific industry to avoid legal complications and ensure compliance with Croatian regulations.

Electronic Business Registration

This service allows an entrepreneur to establish a company — a limited liability company (doo) or a simple limited liability company (jdoo) — using an electronic ID and without visiting the competent registration authority in person. In addition to a qualified electronic signature, the entrepreneur will only need an active email address and a bank card that can be used to pay for a share in the company's share capital.

If the entrepreneur does not have a Croatian electronic ID, but is a citizen of a member state of the European Economic Area (EEA), the entrepreneur can use the credentials of his national electronic ID for identification and sign documents using his qualified electronic signature issued by an EU trust service provider.

Each founder of a company must have a Croatian personal identification number (OIB) issued by the Ministry of Finance, Tax Administration. If an entrepreneur does not have a Croatian OIB, but is a citizen of an EEA Member State, he will be redirected to the Tax Administration website to apply for an OIB. Once the entrepreneur has received the OIB, he can proceed with establishing the company.

START - Starting an Electronic Business

The Ministry of Economy has launched the START system, which allows users to electronically start a business, i.e. establish a limited liability company (Ltd.) and a simple limited liability company (simple Ltd.) with one or more domestic founders, as well as sole proprietors. The new system allows entrepreneurs to start a business in just a few days, at a significantly lower cost.

The following services are currently provided in the Start system:

• Company registration in the court register.
• Registration of individual entrepreneurship in the register of individual entrepreneurs.
• Registration in the register of business entities (Central Statistical Office).
• Registration in the register of taxpayers, the register of VAT payers and/or assignment of a VAT identification number (Tax Administration).
• Application for opening current accounts for business entities (banks).
• Registration in the system of the Croatian Pension Insurance Institute (HZMO).
• Electronic payment of contributions and share capital.