A subsidiary is a type of company, which you can open in Slovenia if you have an existing company abroad. It enables you to do business in Slovenia and also help you to expand to other EU markets. We will be explaining how it differs from a branch office and what the subsidiary registration procedure entails.
Subsidiary of your existing company in Slovenia, EU – how it differs from a branch office?
A subsidiary is an LTD company, where the shareholder is another legal entity instead of a natural person. The parent company can be a 100% shareholder or a partial shareholder of the company. It is a separate legal entity, which is only connected to the parent company by ownership. This means that the parent company has a right to the payout of dividends in case the subsidiary has profit. It also means that the parent company provides the share capital when establishing the company.
While the branch office or representative office is not a separate entity and it depends on the parent company, the subsidiary is independent. The branch office is required to register the same business activities as the parent company, while the subsidiary is free to choose other business activities as well. The subsidiary requires depositing share capital (at least 7.500€) in the process of company establishment, while with a branch office does not need any share capital.
Establishing a subsidiary of your existing company in Slovenia, EU
Registering a subsidiary requires the physical presence in Slovenia of all representatives of the parent company. It also requires the presence of representatives of your new company if they are not the same people. All representatives require a Slovenian tax number and the parent company also needs to obtain a Slovenian tax number.
The natural persons can obtain a tax number personally at the Slovenian tax office by filling out the DR-02 form. They can also authorize a third party to obtain the tax number based on power of attorney. To obtain the tax number for the parent company, you would need to request an extract from the business registry of the parent company. It cannot be older than 3 months and needs to be dully attested and translated to Slovenian language by a court translator. The representative can obtain the tax number for the parent company at the Slovenian tax office by presenting this extract and filling out the form DR-04. Also, with this tax number you can authorize a third party to obtain the tax number for you based on power of attorney.
In addition to the tax numbers, your company would need a business address in Slovenia. For company registration, you would need to present a notarized statement of the owner of the business address. It will state that he allows you to register your subsidiary at his address.
Lastly, you would need at least 7.500€ share capital. When establishing the subsidiary, you have to transfer this money from the parent company’s bank account to the temporary bank account of your Slovenian subsidiary which you are establishing. You open this bank in the process of company establishment and it requires your physical presence in Slovenia.
Do not hesitate and contact Data d.o.o. for support in the company registration procedures!
For more information about opening a subsidiary in Slovenia, you can write to us on our email [email protected]. You can also contact us over the phone 00386 1 6006 270 or 00386 40 530 718 (Viber, WhatsApp). You can also follow us on Facebook.