Transition from an entrepreneur to an LLC – a practical guide

When the business outgrows the scope of the entrepreneurial activity, the transition to limited liability company (LLC) becomes a logical step. However, it is important to know that this process is not reduced to a simple change of form.

Important: The entrepreneur is deleted from the register, and the activity is continues through the newly established DOO. There is no automatic transformation.

Why do entrepreneurs most often switch to LLC?

  • limitation of personal liability;
  • greater trust of clients and partners;
  • easier business expansion;
  • clearer ownership and management structure.

What does the step-by-step process look like?

Decision making

A decision is made on continuation of activity in the form of LLC, which is the basis for deleting the entrepreneur and founding the company.

Establishment of a LLC

The LLC is established in the standard way - founding act, director, share capital (minimum RSD 100) and registration in the APR.

Tax receipts

The entrepreneur must obtain certificates that there are no outstanding tax obligations (republic and local).

⚠️ Certificates must not be older than 5 days.

Application to APR

A single application is submitted, which deletes the entrepreneur and establishes a DOO. If the documentation is in order, the procedure takes several working days.

Costs and fees

During the transfer procedure, the following are paid:

  • fee for deleting an entrepreneur;
  • fee for establishing an LLC and publication of the founding act.

The total costs are slightly higher than a standard LLC formation, but are still relatively low.

What happens after registration?

  • opening a DOO business account;
  • registration of employees and tax obligations;
  • VAT registration (if required);
  • new fiscalization, if there was a cash register.

Most common mistakes

  • outdated tax certificates;
  • incomplete documentation;
  • inconsistent contracts with clients;
  • untimely closing of the entrepreneur.

Do you need legal support?

PM Lawyers can carry out the entire process of transition from an entrepreneur to an LLC - quickly, without risk and with complete legal certainty.

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Is it possible to directly convert an entrepreneur into an LLC?
No. The entrepreneur is deleted from the register, and at the same time an LLC is established that continues to perform its activities.
How long does the transition from entrepreneur to LLC take?
If the documentation is complete, the procedure before the APR usually lasts from 2 to 5 working days.
Does the entrepreneur have to settle tax obligations?
Yes. Without certificates of settled tax obligations, the APR will not delete the entrepreneur from the register.
Is VAT registration mandatory when transferring to an LLC?
Not always. VAT registration depends on the achieved turnover and business needs of the newly established LLC.