Moving From an Entrepreneur Business to a DOO in Serbia: What Foreigners Must Know Before Scaling

TL;DR: When foreigners move to Serbia to obtain temporary residency—often through business formation—the majority initially choose the entrepreneur (preduzetnik) business structure. This option is popular because it offers a flat-rate tax regime, minimal administrative burden, and no mandatory bookkeeping.

However, as businesses grow, many foreign founders eventually reach a point where the entrepreneur structure no longer supports their operational, financial, or legal needs. At that stage, transitioning to a DOO (limited liability company) becomes not just beneficial, but necessary.

This article explains when and why foreigners outgrow the entrepreneur model, the advantages of switching to a DOO, the risks and compliance traps involved, and the safest way to transition without triggering fines or inspections.

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Understanding the Entrepreneur Business Model in Serbia

Why Entrepreneurs Choose It Initially

The entrepreneur business structure in Serbia is designed for simplicity. It is especially attractive to:

  • Digital nomads

  • Consultants and freelancers

  • Solo service providers

  • New founders testing a market

Key advantages include:

  • Flat-rate monthly tax (paušalni porez)

  • No bookkeeping required

  • No quarterly financial filings

  • Minimal operational overhead

  • Revenue cap of approximately €50,000 per year (depending on activity and municipality)

For early-stage businesses, this model is efficient and cost-effective.

When the Entrepreneur Model Stops Working

As a business grows, several limitations begin to surface.

Common Signs You’ve Outgrown It

  • Annual revenue approaching or exceeding €50,000

  • Desire to add business partners

  • Need for multiple registered activity codes

  • Increased legal or client-facing liability

  • Plans to hire employees

  • Expansion into regulated industries

At this point, remaining an entrepreneur can expose the owner to unnecessary legal and financial risk.

What Is a DOO in Serbia?

A DOO (Društvo sa Ograničenom Odgovornošću) is the Serbian equivalent of an LLC or limited liability corporation.

It is a separate legal entity, distinct from the individual founder, with its own rights, obligations, and liabilities.

Key Benefits of Moving From Entrepreneur to DOO

1. Limited Liability Protection

The most critical advantage is liability separation.

  • Entrepreneur: You are personally liable for business obligations

  • DOO: The company is liable—not you personally

If a client dispute or lawsuit arises, claims are made against the company, not your personal assets.

2. Ability to Add Partners

An entrepreneur business can only be owned by one individual.

A DOO allows:

  • Multiple shareholders

  • Clear ownership percentages

  • Capital investment structures

  • Formal partnership agreements

This is essential for scaling or attracting investors.

3. Multiple Activity Codes

Entrepreneurs are typically limited to one primary activity code.

A DOO can:

  • Register multiple activity codes

  • Expand into new industries

  • Operate diversified revenue streams

This flexibility is crucial for evolving businesses.

4. Employment and Operational Scalability

A DOO supports:

  • Proper employee hiring

  • Structured payroll

  • Long-term operational growth

For businesses with staff or physical offices, this structure is significantly more stable.

Mandatory Bookkeeping: A Critical Difference

Unlike entrepreneurs, DOOs must have licensed bookkeeping by law.

This includes:

  • Monthly accounting

  • Financial statements

  • VAT tracking (if applicable)

  • Payroll compliance

While this adds cost, it also provides clarity, compliance, and credibility—especially when dealing with banks, partners, or authorities.

The Hidden Risk Most People Miss When Switching

The Signage and Inspection Problem

One of the most overlooked risks when converting from an entrepreneur business to a DOO involves business premises compliance.

If you operate from a physical office:

  • Your business name and registration details must match exactly what is displayed on the door

  • Inspections in Serbia are real and frequent

  • Fines can be issued for incorrect or outdated signage

The Catch

When you officially convert:

  1. The entrepreneur business is closed

  2. The DOO is opened

  3. Your old signage instantly becomes non-compliant

However, you cannot update signage before approval, and immediate changes are often impossible due to scheduling.

This creates a short but dangerous compliance window.

The Safer Alternative: Dual-Entity Transition Strategy

Instead of directly converting, the safer method is:

  1. Keep the entrepreneur business open

  2. Register a new DOO separately

  3. Use a virtual office arrangement (even at your own address, if allowed by lease)

  4. Open DOO bank accounts

  5. Update signage once the DOO is fully approved

  6. Only then close the entrepreneur business

This approach:

  • Eliminates inspection risk

  • Avoids signage violations

  • Ensures uninterrupted compliance

While slightly more expensive upfront, it saves significant stress and potential fines.

Why Virtual Office Rights Matter

Businesses with physical locations should ensure their lease allows:

  • Multiple registered companies at one address

  • Hosting virtual offices legally

This documentation is critical during inspections and protects you during structural transitions.

Inspections, Employees, and Compliance

Inspectors may request:

  • Lease agreements

  • Fire safety documentation

  • Escape plans

  • Employee contracts

  • Payroll registrations

Any missing element can result in penalties. Proper planning during a business transition prevents these issues entirely.

Summary: Choosing the Right Path Forward

Moving from an entrepreneur business to a DOO in Serbia is a natural progression for growing foreign-owned businesses—but it must be done carefully.

Key takeaways:

  • Entrepreneurs are ideal for early stages

  • DOOs provide protection, scalability, and flexibility

  • Direct conversions carry hidden compliance risks

  • A staged transition is often the safest solution

With proper planning, the transition can be smooth, compliant, and strategically sound.

FAQ
Frequently asked questions
We have put together some commonly asked questions.
Can a foreigner own a DOO in Serbia?
Yes. Foreigners can fully own and manage a DOO in Serbia.
 Is bookkeeping mandatory for a DOO?
Yes. All DOOs must have licensed bookkeeping services.
Can I keep my entrepreneur business while opening a DOO?

Yes, and in many cases this is the recommended approach.

What happens if my office signage is incorrect?

You may face inspections, fines, or corrective orders.
Can a DOO have multiple activity codes?
Yes. This is one of its main advantages.
Is a DOO better for long-term residency?
Often yes, especially for business owners planning long-term operations.
Call to Action

If you are approaching the limits of your entrepreneur business—or want to structure your Serbian company correctly from the start—professional guidance matters.

Relocation Serbia provides end-to-end support for:

  • Business restructuring

  • DOO formation

  • Virtual offices

  • Compliance strategy

👉 Book a paid consultation to receive tailored advice and avoid costly mistakes.

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