Business activities of company
Foundation act and Articles of Association of company
Companies are incorporated on the basis of the foundation act (agreement between two or more shareholders, or decision of one shareholder) by the respective decisions of competent Municipal Courts in Federation of Bosnia-Herzegovina or Commercial County Courts in Republika Srpska. Upon such a decision they are registered in the registers of companies which are kept at each Municipal Court or Commercial County Courts.
The foundation act must contain the following information:
- Name and the address of the company;
- Amount of the founders capital (minimum is BAM 2,000.00 – approximately EUR 1,050.00) and shares of the founders;
- Description of the business activities in internal and foreign trade;
- Name, address and the number of ID or passport of the person who will be authorized representative of the company and scope of his/her authorization.
Although it is not necessary to make it for the procedure of foundation of the company, a company in the Federation of Bosnia-Herzegovina must also have the Articles of Association that regulates the internal organization and functioning of the company. The Articless of Association shall be adopted by founders, within the deadline determined by foundation act, that may not be longer than 60 days from the day of entry of company foundation into the register of companies. In accordance with the Law on Business Companies of the Republika Srpska the Articles of Association does not exist, but the company may have an Agreement of company members, which regulates the company’s operations and management.
Business activities of company
Company may conduct activities only within the scope of operations as registered into the court register. Company my conduct other activities that are usually conducted within the scope of operations registered before the court, to the extent and in a manner necessary for its business, otherwise than conducting these activities as regular operation.
In order to register a certain activity in court register, it is necessary, when submitting documents for registration to the court, also to submit the prior approval of the competent authority.
Also, it can be established by law, that the specific activity (after it is registered in court register), can be performed only with the approval or other appropriate act of competent authority.
Branch office of company
Company may have its branch offices beyond the location of its head office. Branch offices are business units that have no capacity of legal person, but may conduct all the activities within the scope of operations of company that is registered into the court register and acquire rights and obligations in the name and for the benefit of the company.