Types of Slovenian Companies

Types of Slovenian Companies

Types of Slovenian Companies

The Slovene civil law system is similar to the German civil law, and for this reason the business entities have resemblances with the corresponding German entities. Slovenian law makes a clear distinction between personal and capital-driven entities. Limited, general partnerships and partnership limited by shares are included in the personal entity category, while the limited liability and the joint stock companies are considered capital companies.

a) Slovenian Limited Partnership (Komanditna družba – k.d)
The Limited Partnership in Slovenia is a company founded by two or more persons, where at least one member, the general partner is fully liable to the company’s obligations and debts, with his whole property, including private assets. At least one limited partner is liable only to the extent of his contributions. Slovenian law does not prescribe a minimum capital for LP, the members of the partnership providing capital in different forms, in conformity with the act of association.

b) Slovenian General Partnership (Družba z neomejeno odgovornostjo – d.n.o.)
This kind of business entity must be formed by at least two partners, who are both considered general partners. They have equal right to the company’s assets and they can represent the company, but instead, are fully liable to the partnerships debts and obligations to the extent of their personal private assets. The Slovenian Law does not stipulate the necessity of a minimum founding capital, or contributions to the establishment of the partnership, as the capital is replaced with the full liability of the members.

c) Slovenian Partnership Limited by Shares (Komanditna delniška družba – k.d.d.)
A partnership limited by shares is established by five or more individuals, Slovenian or foreign who sign the act of incorporation. In this kind of business entity, besides the corporation itself, one or more partners have full liability. They are called general partners and have the right to represent the company and interfere in its management. The limited by shares partnership can obtain legal status by court registration. The name of the partnership must contain the abbreviation k.d.d. Most of the company’s structural aspects are governed by provisions regulating joint stock companies.

d) Slovenian Limited Liability Company (Družba z omejeno odgovornostjo – d.o.o. )
A minimum of one and a maximum of 50 shareholders can form a limited liability company in Slovenia. If the number of the members exceeds 50, an approval by the minister responsible for economic affairs must be obtained. A LLC must register a minimum capital of € 7,500, and each shareholder must have a minimum contribution of € 50. This type of company is liable for all of its assets, even though the shareholders are not liable for the company’s obligations. A LLC can obtain legal status through court registration.

e) Slovenian Joint Stock Company (delniška družba – d.d.)
This Slovenian Joint Stock company is formed by joint shares of shareholders, which are the stock of the company. The JSC is formed by any number of people who sign the act of incorporation and provide the contribution requested. The company is fully liable with its assets, while the shareholders are not. The minimum required capital consists of € 25,000, and at least one third of the amount must be pair prior to registration.

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