Companies in Slovenia
are governed by the COMPANIES ACT (ZGD-1). The act clearly specifies the rules for all economic and commercial activities in Slovenia
. That includes commercial companies, sole proprietors, related parties, and subsidiaries of foreign companies. The Companies Act (ZGD -1) transposes the European Community Directives into the laws of Slovenia
that all legal entities must follow.
Types of companies subject to Company Law in Slovenia
The Companies Act in Slovenia mentions the exact activities that are subject to the country law. Generally, a company has the status of a legal person if it has a profit-oriented market activity. The types of structures that are governed by company law in Slovenia are of two types: partnership forms or companies limited by shares. A partnership can be an unlimited company, a limited partnership or sleeping partnership, while a company limited by shares can be a limited liability company, public limited company, a partnership limited by shared or European public limited-liability.
The mentioned types of companies subject to the Company Law in Slovenia are considered legal entities regardless if their activity is a non-profit one. They can be established by a natural or legal person.
Method of receiving the status of legal entity in Slovenia
A company obtains the status of legal personality when it is register into the court register of companies. However, before registration, the law specifies that the relation between the company members will be subject to partnership agreement rules.
If prior to the legal registration one or more persons act on behalf of a company, then the respective person or persons have liability for the obligations of the company, with all of its assets.
Type of activities a company may undertake in Slovenia
The activities carried on by Slovenian companies are also governed by the Companies Act (ZGD-1). Companies are free to perform a multitude of commercial activities, as long as they are not prohibited by the law. Therefore, companies are allowed to perform commercial transactions as long as they are in the scope of their activities, scope determined by its articles of association.
There are cases in which a company is allowed to perform other type of transactions, not listed in the articles of association, that are mandatory for its existence, as long as they do not imply a direct performance of activities.