Legal Services in Slovenia

Updated on Thursday 14th May 2020

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Our attorneys in Slovenia provide clients with a wide range of legal services. Our offer includes a complete package of services addressing to both natural persons and legal entities, local or foreign. We give each and every client the necessary attention and time in order to perfectly understand his/her particular case. After that we will create a strategy that will suit his/her legal needs.

Open a company in Slovenia

There are different types of structures available in Slovenia for entrepreneurs wishing to start their business in this country. We provide our clients with both qualified consultancy in this matter and also complementary services in order to create the proper solution. These services can include legal assistance, domiciliation and others. Local and foreign businessmen can register one of the following legal entities:

• sole trader – the simplest business form available in this country, which does not need a share capital for its incorporation;
• private limited company – one of the most common ways to register a company in Slovenia, which must be registered with a capital of EUR 7,500;
• joint stock company – addressed to large companies, the joint stock company represents the most complex business form available under the Slovenian legislation;
• partnerships – the Slovenian law prescribes three types of partnerships, the limited partnership, the general partnership and the partnership limited by shares;
• European public company – it represents a type of joint stock company that can be incorporated following the European Union’s law (EC Regulation 2157/2001/ES).

Assistance in obtaining permits and licenses in Slovenia

Each business is different and most of them require different types of permits and licenses, in accordance with the business sector in which the company activates. Our Slovenian law firm has managed over the years to help clients obtain different types of authorizations, permits and licenses in legal, accounting, financial and employment matters.

Establishment of branches and subsidiaries in Slovenia

Most foreign investors entering the Slovenian market start their businesses either by a branch or a subsidiary, which are created for companies that wish to expand their activities. These types of companies are both somewhat similar to one another, but there are also relevant differences, which can be presented by our Slovenian lawyers.

However, it is important to know that the branch office doesn’t have a legal personality, while the subsidiary is an independent structure, able to take management decision without the supervision of the parent company. For more information about the differences and similarities between these two types of entities please address to our law firm in Slovenia. When registering a branch office in Slovenia, the following rules will apply:

• the branch office must be registered with the court register prior to starting its business activities;
• the registration procedure available for this structure can be completed through one of the public notaries in Slovenia;
• the Slovenian branch office also needs a local tax number;
• upon its registration, the parent company must provide a set of company documents issued by the institutions in the country where it resides;
• the parent company’s balance sheet will be required, together with a business report referring to the last financial year;
• the parent company must also prepare details on the company’s corporate bank account and its statutory documents.

The subsidiary and the branch office can be used as vehicles for foreign investors who want to start a business in Slovenia; foreign businessmen may also register one of the legal entities available here without any restrictions, as Slovenia is a country that is open to foreign investments and provides the necessary means for the expansion of foreign business on its market. As a general rule, foreign businessmen prefer to invest in fields such as: manufacturing, transportation, the financial sector, tourism or telecommunications. Foreign investments in Slovenia are represented by the following characteristics:

• the total value of the foreign direct investments in Slovenia in 2017 stood at $782 million;
• in 2018, the total value of the investments in Slovenia doubled, reaching $ 1.4 billion;
• in 2018, Slovenia had 27 new green investments (foreign investments through which a foreign company builds a facility from the ground up);
• this marked an increased compared to the previous years, when there were only 19 green investments (in 2016 and 2017 as well);
• Slovenia ranks as a suitable investment destination, having an index of 9.0 on matters such as the manager’s responsibility and the shareholder’s power (above the Eastern European average, which is situated at 5.0 and 6.0 respectively);
• the index regarding the investor protection in Slovenia stands at 7.5 (the Eastern European average is of 6.4).

We invite you to watch a short video on the main legal services our law firm in Slovenia offers to local and international clients:

Dissolution procedure for Slovenian companies

There are specific procedures to follow when liquidating a company in Slovenia. Whether the owner finds himself/herself in a bankruptcy procedure or he/she simply wants to retire from his/her business, our lawyers in Slovenia are here to advise and offer the proper law compliant solutions.

Holding companies, mergers and acquisitions in Slovenia

If you choose to work with our Slovenian lawyers, you will benefit from the extensive expertise they gathered in business and commercial law. Mergers and acquisitions are complex procedures that must be treated with the highest attention since they involve large amounts of capital and may influence the employment status of numerous people.

Mergers and acquisitions (M&A) in Slovenia can refer to private or to public entities, and each of these two categories are regulated under different rules of law. As a general rule, numerous aspects concerning the manner in which the M&A procedure must be handled are prescribed under the Companies Act. However, in the case of public M&A, the main rule of law is given by the Takeovers Act.

Regulations concerning M&A are also stipulated under the Ljubljana Stock Exchange Rules and the Markets in Financial Instruments Act. However, investors must also consider the regulations that can apply under the Slovenian Competition Act, the Code of Obligations or the Employment Relationship Act; our team of Slovenian lawyers can offer legal assistance on the entire legal framework regulating M&A in Slovenia and can also represent businessmen in this legal procedure.

Our attorneys can also help in registering a holding company, which is a business form set up with the sole purpose of owning other companies. They can’t enter commercial activities, as it is the case of other legal entities available for registration in Slovenia.

Business litigation in Slovenia

Clients in need of representation in front of the courts of Slovenia can rely on our litigation attorneys. They had the opportunity to represent clients in various business law cases. Business litigation is comprised of a wide category of cases that can occur in the business environment, such as commercial disputes that can arise between companies, disputes between companies and clients or partners and legal matters related to the company’s employees.

Tax advice and planning in Slovenia

Last but not least, our company can put you in contact with our qualified accountants and financial experts who would provide you with the proper tax advice and consultancy in Slovenia. Foreign businessmen can be entitled to various tax exemptions or deductions, which can be available under the double tax treaties signed by this country. Also, certain tax regulations allow several ways to reduce the level of corporate taxation, this being just a part of the benefits foreign businessmen can have in this case.

Natural persons and legal entities obtaining taxable income on the Slovenian territory are required to pay taxes in accordance with the tax scheme under which they qualify. In Slovenia, there are three main categories of taxes, namely the direct taxes on income, the indirect taxes and the taxes on properties. Our team of lawyers in Slovenia can explain the local tax system, which is basically comprised of the following:

• taxes on income and profit – they are imposed to natural persons as personal income tax and to Slovenian businesses as corporate income taxes;
• employment related taxes, such as the contributions paid by the employees and the employers or the self-employed contributions;
• the property tax – there are two types of property taxes, one applicable to the owners of properties in Slovenia and the other imposed on vacant building land (imposed to both natural persons and legal entities);
• taxes on the sale of goods and services, such as the value added tax or the excise tax;
• taxes applicable to businesses involved in international trade and international transactions.

As a business operating in Slovenia involved in shipping activities, there is an alternative to the payment of the corporate income tax. This is represented by the tonnage tax, a type of tax that was introduced in this country in 2008. However, in order to qualify for this alternative income tax, the applicant company developing shipping activities must be registered in Slovenia and has to be involved in international shipping. Those trading goods into this country can also address to our lawyers for advice on the EORI registration procedure in Slovenia.

Are there any other types of legal services in Slovenia?

Foreigners can receive legal advice and representation in front of a local court and legal counseling on the investment legislation available for foreign businessmen. Besides the above mentioned legal services, foreigners can obtain advice on the civil legislation available here and information for legal issues as well regarding:

• family legislation, which regulates a wide range of matters, such as marriage, divorce, child support and others;
• register for marriage – foreign nationals can get married in Slovenia, if specific conditions are met;
• purchase a property – citizens of the European Union can easily purchase properties here;
• real estate due diligence – a procedure that is highly recommended when purchasing a property for commercial or residential purpose.

Foreigners who want to purchase a property in Slovenia are advised to receive legal representation on the documents needed in this case, as well as on the stipulations of a sale contract, which must include specific provisions. Typically, the sale of a property will incur the payment of certain types of taxes, which are shared between the seller and the buyer.

For example, the transfer tax, applicable when the ownership of the property is modified, is a type of tax that has to be paid by the buyer. Since certain documents have to be notarized through a public notary, there will be a notary fee as well; the purchase of the property must also include the payment of the value added tax (VAT), a type of tax paid by both the seller and the buyer; our law firm in Slovenia can assist with more details.

Please contact our Slovenian law firm for more information regarding all the services we can help you with. Our attorneys may also provide legal assistance on obtaining a residence permit in Slovenia, which can be necessary for certain categories of businessmen and may advise in other associated matters.