A German company that wants to cover the Serbian market does not need to incorporate a separate Serbian entity. It can register a branch office in Serbia, keep all contracts and assets within the parent company, and operate locally from day one. For foreign firms that want a local presence without restructuring their ownership abroad, this is typically the fastest route.
According to data published by the Serbian Business Registers Agency (BRA), the number of registered foreign branch offices has grown year over year, reflecting sustained interest from foreign investors in the Serbian market. The reason is straightforward: a branch office in Serbia provides resident status for banking and tax purposes, while the parent company retains full control.
This guide explains what a branch office in Serbia is, how it differs from a representative office and an LLC, what the registration steps and timelines look like, and how everything connects to opening bank accounts and questions of temporary residence. A full overview of all business entity types available in Serbia is in our blog on company formation in Serbia.
Contents
- What is a Branch Office of a Foreign Company?
- How to Register a Branch Office in Serbia: Steps and Documentation
- Branch Office vs. LLC: When is a Branch the Better Choice?
- Bank Accounts of a Branch Office in Serbia
- Accounting, VAT and Reporting Obligations
- Foreign Trade Through a Branch Office in Serbia
- What is a Representative Office?
- Non-Resident Bank Account as an Alternative
- Temporary Residence and Real Estate Ownership
- Comparison: Branch, Representative Office, LLC and Non-Resident Account
- Frequently Asked Questions
What is a Branch Office of a Foreign Company?
A foreign branch is a separate organisational unit of that foreign firm, through which it conducts business on the territory of Serbia. The legal substance is clear: a branch is not a separate legal person. It operates exclusively in the name and on behalf of the parent company, as its extended arm in the Serbian market.
This has direct practical consequences. The parent company bears unlimited liability for all obligations of its branch toward third parties arising from the branch's operations, in accordance with the Companies Act of Serbia. A branch cannot hold its own assets; it uses the assets of the parent company. If the branch loses a court case, the parent company is exposed to that judgment.
Several features make the branch office structure flexible. The branch's prevailing business activity may differ from the parent's prevailing activity. The branch representative and the parent company's representative do not have to be the same person. There is no limit on the number of branch offices a single foreign company may register in Serbia.
A useful analogy: the branch functions like a bank's local branch. It has an address, staff, and day-to-day operations, but all assets, liability, and key decisions remain at the headquarters. The local branch cannot go bankrupt separately from the bank.
A branch is identified by its business name: it is identical to the parent company's business name, with the addition of the word "branch" and the address of that branch. The branch may also carry its own name alongside the parent's business name. Each branch has a unique Serbian registration number and tax identification number (TIN).
How to Register a Branch Office in Serbia: Steps and Documentation
The process starts at the level of the parent company. The parent's assembly adopts a decision on establishing the branch office. Only then does the procedure before Serbian authorities begin.
A practical example: an Austrian IT company wants to open a branch office in Belgrade. The Austrian company's board adopts a decision on establishing the branch, which must be apostilled for use in Serbia. An attorney in Serbia then files the registration application with the BRA.
Key Documents for Registration
The documentation submitted to the BRA includes the assembly decision on establishing the branch (apostilled or legalised as required), an extract from the foreign company register not older than six months (apostilled and translated), an act on representation appointing the branch representative, proof of the branch's registered address in Serbia, and proof of payment of the BRA registration fee.
All documentation is submitted to the BRA exclusively in electronic form. An attorney with a qualified electronic signature can certify original foreign documents and submit the application on your behalf, which is particularly practical when the parent company's management is not physically present in Serbia. More on the online registration procedure is available in our blog on online company registration in Serbia.
The BRA issues its registration decision within 3 to 5 business days of a complete application. The same authority handles registration of changes to branch data and the termination of a branch.
Branch Office vs. LLC: When is a Branch the Better Choice?
This is one of the first strategic questions any foreign company faces when considering entry into the Serbian market. The answer depends on specific business objectives, not a one-size-fits-all recommendation.
| Criterion | Branch Office | LLC (d.o.o.) |
|---|---|---|
| Legal status | Organisational unit of parent, not a legal entity | Separate legal entity |
| Liability for obligations | Parent bears unlimited liability | LLC liable up to its share capital |
| Control over assets | Assets remain with parent company | LLC holds its own assets |
| Speed of registration | Slightly longer due to foreign documentation | 3–5 business days for BRA decision |
| Resident banking status | Yes (resident account) | Yes (resident account) |
| VAT and corporate income tax | Yes (same obligations as LLC) | Yes |
| Long-term presence | Good first-phase entry vehicle | Better suited for long-term investment |
| Local investors | Complex (no ownership structure) | Natural via share ownership |
A branch is usually the better choice when the parent wants to keep centralised control over all contracts, the business model demands rapid market entry without ownership restructuring, or the projected turnover does not justify a separate legal entity. Many corporate groups use a branch as the first phase of entry, incorporating a local LLC only when the business volume warrants it.
An LLC is better suited for a long-term presence with local employees, attracting local investors, or ring-fencing business risk from the parent. A complete guide to all legal forms available in Serbia is in our blog on company formation in Serbia.
Bank Accounts of a Branch Office in Serbia
Under the Law on Foreign Exchange Operations, branches of foreign companies are treated as residents. This means a branch opens and maintains a resident bank account in Serbia, not a non-resident one.
Opening the account is a practical necessity immediately after registration. Without an active account, the branch cannot receive client payments, pay employees, or settle tax and other obligations. For this reason, bank selection is always analysed in parallel with the registration planning process.
When a branch wants to transfer funds from Serbia abroad, it must first obtain a certificate from the competent tax authority confirming no outstanding tax liabilities relating to that transfer. This is a formal requirement that rarely catches operators by surprise, but it needs to be built into cash management planning from the start.
The branch can also receive loans and intercompany financing from the parent company, provided the repayment period exceeds one year. The loan amount is deposited into the branch's resident account before it can be used. Details on opening business accounts in Serbia, including documentation requirements and procedures for non-resident founders, are in our blog on opening a non-resident bank account in Serbia.
Accounting, VAT and Reporting Obligations
A branch has accounting and tax obligations identical to those of an LLC. This is something foreign companies sometimes overlook when planning a branch registration in Serbia.
The Law on Accounting applies in full. Branches are required to keep business records and to submit annual financial reports to the BRA. Leaving accounting to improvisation in the first year of operations frequently results in penalties that exceed the cost of an engaged accounting firm for the full year.
Since a branch is treated as a resident, it must also file reports to the National Bank of Serbia under the Decision on obligatory reporting in transactions with foreign countries (DI-1 report). This obligation is easily overlooked in the branch registration planning phase.
VAT registration becomes mandatory when the branch's turnover in the preceding 12 months exceeds RSD 8,000,000 (approximately EUR 68,000). Voluntary VAT registration before reaching that threshold is possible and makes sense when the branch operates primarily with VAT-registered clients. The VAT question should be addressed at the planning stage, as the invoicing method directly affects the branch's cash flow.
Foreign Trade Through a Branch Office in Serbia
A branch may carry out import and export of goods and services without restriction. This is a key advantage for companies whose business model is inherently cross-border.
For corporate groups operating across multiple countries, having a branch creates a clear separation of transactions between the parent and the branch. This simplifies both banking controls and tax audits, particularly regarding transfer pricing and documentation of business reasons for cross-border payments. A properly structured branch can optimise the group's tax and cost position in Serbia.
What is a Representative Office?
A representative office answers a specific need: a presence in the Serbian market without conducting commercial activity. This is the fundamental difference from a branch office in Serbia.
A representative office of a foreign company is its separate organisational unit that may only conduct preliminary and preparatory actions with the aim of concluding legal transactions for the parent. It may conclude only those legal transactions directly related to its own current operations, such as office lease agreements or employment contracts with local staff.
The moment a company begins actively delivering services or selling goods, it must transition to a branch or an LLC. In practice, companies that start as a representative office regularly convert to a branch within one to two years.
How to Register a Representative Office
The registration principle is identical to that for a branch: the parent's competent authority adopts a decision on establishment, followed by filing a registration application with the BRA, which issues a decision and registers the representative office in the Business Register.
Accounting and Reporting Obligations of a Representative Office
Representative offices that do not conduct commercial activity in Serbia are not legally required to submit annual financial statements to the BRA. Under the Law on Foreign Exchange Operations, representative offices are treated as non-residents and are therefore not required to submit the DI-1 report to the National Bank of Serbia.
Bank Account of a Representative Office
Representative offices cannot open their own bank account in Serbia. For their operations, they use the non-resident bank account of the parent company in Serbia. This is another key practical difference compared to a branch, which holds its own resident account and therefore has much wider operational flexibility.
Non-Resident Bank Account as an Alternative
A non-resident bank account is the option for foreign individuals and legal entities that want to operate in Serbia without establishing any formal entity. The Law on Foreign Exchange Operations defines precisely who is a resident and who is a non-resident when it comes to natural persons:
- Residents are natural persons with residence in Serbia, and foreign natural persons who have obtained a temporary residence permit in Serbia and have lived there for more than one year.
- All other natural persons are treated as non-residents.
Non-residents may open personal dinar and foreign currency accounts at a bank of their choice, by completing the bank's forms and concluding a framework payment services agreement. A complete guide to the documentation and procedure is available in our blog on opening a non-resident bank account in Serbia.
For freelancers and entrepreneurs who are just testing the Serbian market, a non-resident account can be the first phase. Registering a branch becomes the logical next step once the volume of business grows and the need for local employees, office space and Serbian-language contracts arises.
Temporary Residence, Real Estate and Company Shares
Foreign managers who come to manage a branch office in Serbia must regulate their temporary residence and work permit if they are actively working on Serbian territory. This is typically planned in parallel with the branch registration, as the documentation for migration procedures overlaps with the branch documentation.
Non-residents applying for a temporary residence permit must provide proof of means of support for the planned period of stay: a salary confirmation, an employment contract, or a bank account statement. The purpose is to demonstrate financial independence to the Serbian authorities. A full guide to the procedure is available in our blog on residence permit in Serbia by company formation.
Real Estate Purchase and Company Share Acquisition
Ownership of real estate in Serbia is one of the legal grounds for a temporary residence permit under the Law on Foreigners. Non-residents may freely make payments to acquire real estate in Serbia.
Membership in a company registered in Serbia is another route to temporary residence. Foreign nationals may acquire shares in an existing Serbian company, and the Law on Foreign Exchange Operations permits non-residents to make and receive payments for the purpose of acquiring or selling shares in Serbian companies.
In some cases, corporate groups combine the purchase of office space with registering a branch, so that the branch has a permanent registered address that reinforces credibility with clients, banks and regulatory authorities.
Comparison: Branch Office, Representative Office, LLC and Non-Resident Account
| Feature | Branch Office | Representative Office | LLC | Non-Resident Account |
|---|---|---|---|---|
| Legal status | Organisational unit of parent | Organisational unit of parent | Separate legal entity | No entity |
| Commercial activity | Yes | No (preparatory only) | Yes | Limited |
| Banking status | Resident | Non-resident | Resident | Non-resident |
| Own account in Serbia | Yes (resident) | No | Yes (resident) | Yes (non-resident) |
| Liability | Parent (unlimited) | Parent | LLC up to share capital | Personal |
| VAT and corporate tax | Yes | No (if no activity) | Yes | Situation-dependent |
| Annual BRA reports | Yes | No | Yes | No |
| Best suited for | Foreign firms, market entry | Marketing, research | Long-term presence | Freelancers, test phase |
Frequently Asked Questions
How do you register a branch office in Serbia?
Registration starts with a decision by the parent company's assembly on establishing the branch. A registration application is then filed with the BRA, accompanied by the establishment decision, an extract from the foreign company register, an act appointing the branch representative, and proof of the registered address in Serbia. All documents must be apostilled or legalised and translated into Serbian. The BRA issues its registration decision within 3 to 5 business days of a complete application.
What is the difference between a branch office and a representative office in Serbia?
A branch office in Serbia may conduct full commercial activity and holds resident banking status. A representative office may only conduct preliminary and preparatory actions on behalf of the parent (marketing, market research, negotiations), not commercial activity. A representative office has no separate bank account in Serbia and is treated as a non-resident. As soon as a company begins actively delivering services or selling goods, it must transition to a branch or an LLC.
Can a branch office in Serbia have a different business activity from the parent company?
Yes. The prevailing business activity of a branch office in Serbia may differ from the parent's prevailing activity. The Companies Act expressly permits this. It is useful when the parent company wants to test a new line of business in the Serbian market through the branch before rolling it out at the group level.
How much does it cost to register a branch office in Serbia?
The BRA administrative fee for branch registration is approximately RSD 7,000. Total realistic costs, including apostille and translation of foreign documentation and legal fees, range from EUR 500 to EUR 1,500 depending on the complexity of the case and the parent company's jurisdiction.
Is a branch office in Serbia required to register for VAT?
Yes, if the branch's turnover in the preceding 12 months exceeds RSD 8,000,000 (approximately EUR 68,000), VAT registration with the tax authority is mandatory. Voluntary registration before reaching the threshold is possible and often advisable when the branch primarily deals with VAT-registered clients.
Who is liable for the debts of a branch office in Serbia?
The parent company bears unlimited liability for all obligations of its branch toward third parties arising from the branch's operations. This is the fundamental difference from an LLC, where liability is limited to the amount of share capital contributed. Before registering a branch office in Serbia, the parent company should factor this exposure into its internal risk management policies.
Can a branch office in Serbia employ staff?
Yes. A branch office in Serbia may establish employment relationships and hire employees under Serbian labour law. Employees are registered with the Pension and Disability Insurance Fund (PIO) and the National Health Insurance Fund (RZZO) in the same way as in an LLC. Foreign managers who actively work in Serbia must have a regulated temporary residence permit and work permit. More detail is available in our blog on residence permit in Serbia by company formation.
How many branch offices can one foreign company register in Serbia?
There is no statutory limit. A single foreign company may register any number of branch offices in Serbia, each with its own registration number, TIN and address. Each branch is registered through a separate BRA application.
The registration procedure is procedurally clear-cut, but requires precise coordination between the parent company abroad and the legal team in Serbia: apostilling and translating documentation, appointing the branch representative, opening the bank account and fulfilling tax and accounting obligations from day one. The Zunic Law team handles these procedures routinely for foreign companies of varying profiles and sizes.
For questions about a specific case or to start the process, visit our corporate law and M&A practice page, our services page, or contact us directly.
1 While a branch office is required to register one business activity as its prevailing one, it may conduct all other activities in accordance with the law (Companies Act of Serbia, Official Gazette RS, no. 36/2011 and subsequent amendments), available at paragraf.rs.
2 Law on Foreign Exchange Operations (Official Gazette RS, no. 62/2006 and subsequent amendments), available at propisi.gov.rs.
Nemanja Žunić is a Partner at Zunic Law specialising in corporate law, M&A transactions and commercial law. He leads some of the most complex corporate restructuring and status change procedures for foreign clients in Serbia.
Marija Medić Racić is a Senior Associate at Zunic Law specialising in corporate and tax law. She handles branch office registrations and company formation procedures for domestic and foreign clients on a daily basis. She is fluent in Serbian and English.



















