Shelf companies are one and the same with the so-called ready-made companies. These shelf companies in Slovenia are businesses that have already been incorporated, and which, for this very reason, represent a very attractive option for foreign investors, due to the fact that through them, the businessmen will be able to start their business operations much faster, as the incorporation procedure is no longer needed.
Besides the above mentioned advantage, one of the main reasons for opening a company in Slovenia through a ready-made company is given by the fact that the company enjoys business maturity and the investors can benefit from increased credibility on the local or international markets as well as in the negotiations with a bank when applying for a loan.
|Legal entities available for shelf company
Private limited liability company, public limited liability company
Time required for purchasing the company
|A few days
Types of features it includes (corporate bank account, VAT number, etc)
|Bank account, registered address, trading name, director, statutory documents, tax identificaton number
|The advantages of a shelf company
Simple purchase procedure, existing bank account number, access to loans, increased credibility before associates
|Appointing new directors (yes/no)
|Capital increase allowed (yes/no)
|Certificate of no commercial activities (yes/no)
|Modify the objects of activity (yes/no)
|Participants in the purchase procedure
|Seller and buyer
|The cost of buying a shelf company
|The costs include the acquistion of the company and the fees related to making the necessary changes.
A shelf company in Slovenia allows any investor to begin the commercial activity immediately (once the transfer of ownership is concluded), with a minimum level of bureaucracy. Our team of specialists in company formation in Slovenia can guide businessmen in the acquisition of a shelf company in this country.
What are the main procedures for purchasing a Slovenian shelf company?
A central step in the purchasing of a shelf company is researching the available options and choosing the most suitable company. In the case of investors who have never purchased a shelf company before we strongly recommend to receive advice from our team of consultants inSlovenian company formation, who will explain the main aspects that should concern in this case:
- • choosing the legal structure of the enterprise from the available types of companies (sole proprietor – S.P. Samostoni Podjetnik, limited liability company – D.O.O Druzba z Omejeno Odgovornostjo, joint stock company – D.D. Delniska druzba or branch – Podruznica);
- • the line of the business (the type of the provided products or services);
- • the age of the company (investors can choose from shelf companies set up as start-ups or mature companies);
- • further on, the acquisition procedure implies the transfer of ownership, which will need the expertise of a Slovenian company formation specialist in order to legally perform the operation.
Why choose a shelf company in Slovenia?
Purchasing a shelf company is a way to skip the process of company registration in Slovenia. Moreover, thanks to the age of the newly purchased shelf company, the investor can benefit from its name and successful history. It should be noted that the acquisition of a shelf company older than 6 months is no longer a way to obtain a work or residence permit in Slovenia. Our team of consultants in company formation in Slovenia can provide in-depth assistance on the main procedures imposed by the local authorities when applying for a residence permit in this country.
As a general rule, most of the Slovenian shelf companies that are available for sale have an age which ranges between one to three months and most of such companies are registered as limited liability companies. Another popular business form available for a shelf company is the joint stock company and it is important to know that the company’s capital in the case of a ready-made business is generally lower.
This is due to the fact that the previous owner is entitled to take back the company’s minimum share capital and this can result in the fact that the new owner may be required to provide the respective capital in order to start the business operations, in accordance with the business form under which the ready-made company was registered (for example, in the case of shelf company set up as a limited liability company, the minimum share capital has to be of EUR 7,500, but companies available for sale can have a capital of EUR 550 – EUR 1,800).
When purchasing a Slovenian shelf company, the investors will also obtain an usable corporate bank account and advantageous credit options. If well chosen, a ready-made company can have a positive impact on creating a corporate image. This is why we strongly recommend investors, especially foreigners, to work with one of our specialists in company formation in Slovenia, who can assist you in all the legal aspects of the shelf company acquisition. Our team can also help you invest in Slovenia by opening a new company in this country.
Choose a legal form for your shelf company
The Slovenian Company Act requires shelf firms to register before going on sale in order to comply with the same regulations as new companies. The private limited liability company and the joint stock or public company are the two legal forms that ready-made businesses most frequently use in Slovenia. The private one is frequently used by those who sell such entities since it may easily follow all the legal criteria that are required by the law.
All industries, with the exception of some financial areas, such as investment funds, where special requirements must be met, can use shelf entities formed as private limited liability companies in Slovenia.
Foreign investors can purchase several kinds of ready-made firms with the assistance of our company registration agents in Slovenia. They can also assist entrepreneurs looking to launch new businesses in Slovenia.
How can you use a Slovenian shelf company after purchase?
A ready-made company can be used for several purposes, among which the creation of a business in a certain industry, however, it can also be intended for other reasons, among which:
- it can be used for incorporating the history of a business in another country in the Slovenian company and carry out operation here;
- it is a suitable choice for first-time investors in Slovenia seeking to obtaining loans from banks, as in certain cases due diligence is carried out before granting financing;
- it can be used to enter into private-public partnership with the Slovenian authorities;
- it can also be used to enter into joint ventures with Slovenian companies;
- a rarely employed option is that of expanding a foreign business through a Slovenian subsidiary company.
The Slovenian shelf company can be used in completing various projects, it is quite versatile and is quicker solution to a new entity, however, it also has its downside, among which the costs which are higher.
Purchasing a ready-made company in Slovenia is not difficult, as there are many providers, however, you should pay attention to several aspects upon acquisition. Our local advisors are at your service with guidance in choosing a suitable entity.
The main features of a ready-made company in Slovenia
There is no doubt that a Slovenian shelf company has many advantages, among which the fact that you will spare a lot of time with the paperwork related to the incorporation of a new entity, as the former comes with the following documents:
- – the Articles of Association that are already drafted;
- – the registered address;
- – the tax identification number;
- – the certificate of incorporation.
It is possible for the company to also have a VAT number, however, this would increase the purchase price of the chosen legal entity.
No matter the type of company you choose, you can rely on our company formation specialists in Slovenia for guidance in making an appropriate choice. On request, we can also provide company due diligence services if you want to know if the shelf company is a better alternative to a new company.
How to acquire a shelf company in Slovenia
Slovenian shelf companies can be purchased by other companies or by natural persons, as there are no restrictions in this sense. The procedure requires the person to present his/her identification documents, such as an identity card or passport, or the certificate of registration in the case of a company going through the acquisition procedure. The seller will also present the sale-purchase agreement which is then signed by both parties before a public notary. Once the process is completed, the buyer will have a company to which one can bring various amendments.
The procedure of buying shelf companies in Slovenia is not difficult and can be completed the same day the parties agree on the sale.
If you want to buy an aged company, our Slovenian company formation agents can oversee the transaction and then help you with the changes you want to make.
Amendments that can be brought to a ready-made company
The changes that can be made to an aged Slovenian company are several and depend on the buyer’s interests. The simplest way to do that is by amending the Articles of Association where the name of the shareholders must be altered. However, there are also other changes that can be made, among which the trading name and the registered address. The new owner can also appoint one more managers and/or directors to fall in line with the purpose of the future enterprise.
Once all changes are made, they must be reported to the Slovenian Trade Register which will issue a new Certificate of Registration. For this purpose, the amended Articles of Association alongside a few application forms must be filed as soon as possible.
Another important amendment to a shelf company in Slovenia is the increase of the share capital. Also, if the chosen entity is not registered for VAT, it is recommended to complete this step at this point in order to avoid bureaucracy later. A business license may also be required, depending on the activities to be completed.
Are there any other advantages of a Slovenian shelf company?
Yes, businessmen can benefit from additional advantages than the ones mentioned in this article up until now. For example, although the company has already been incorporated, at the moment of the purchase, the investors will not have to pay any debts that might be associated with the respective company.
Furthermore, the investors will have the possibility of changing the company’s trading name, if the one under which the legal entity was registered does not reflect in the most suitable manner the activities that will be developed by the new owners. The investors will also be able to change the company’s business address and appoint new directors. Here’s also a video on this topic:
The shelf company requires less bureaucracy
The time an investor can save with the incorporation is the first and most important benefit of purchasing a shelf company in Slovenia. It is common knowledge that a company’s reputation is developed over time, therefore, investors can opt to purchase established businesses that will provide them the reputation they need. Foreign investors should be aware that a variety of shelf firms are available for purchase, and that our expertise in Slovenian company formation will provide the finest possible alternatives. The clients can choose between shelf private or public limited liability corporations and companies limited by shares after consulting with our specialists. Another advantage of shelf firms is that they give investors the opportunity to easily get loans.
Another advantage of shelf companies is that they give investors the chance to easily secure loans and discover better business prospects by partnering with a shelf company with a solid reputation rather than establishing a company in Slovenia.
The following are the principal benefits of purchasing a Slovenian shelf company:
- – rapid market entry: as opposed to when a business is started from scratch, the owner of the company will be able to engage in business operations much more quickly.
- – credibility: one of the top advantages of a shelf company is that other business partners and even banks will look it more favorably due to its seniority for credit considerations.
- – customization: by adjusting the company to the client’s needs, our company formation professionals can help.
- – time-saving: the business owner won’t have to spend as much time on the transfer process as they would if they had to form a new company.
If you plan to acquire a ready-made company in Slovenia, you can rely on us for the due diligence procedures.
How much does it cost to buy a ready-made entity in Slovenia?
In some cases, it may be more expensive to buy a ready-made company in Slovenia than to set up a new legal entity. This is due to the fact that such companies have been around for a while and have established track records, making them much more expensive than newer companies. Seniority will increase a company’s credibility with other business partners as well as with potential Slovenian clients.
A shelf enterprise should ideally not have been involved in any prior business ventures. As a result, the new buyer is able to carry out the necessary business operations without worrying about bad debt.
The time savings versus starting a new business from scratch continues to be the main advantage of buying a shelf company for international investors.
Investors who want to purchase an established company must be ready for any additional costs that may be associated with the transaction. This is one of the reasons why using such an organization will cost more than starting a new business in Slovenia.
Economic overview of Slovenia
Slovenia is recovering after the COVID-19 pandemic, as recent surveys carried out the Organization for Economic Co-operation and Development (OECD) and the European Commission (EC) state. These have forwarded the following data:
- – according to the OECD, 2021 is expected to bring a 4.5% economic increase;
- – the EC reports that Slovenia’s economy should register a 3.5% increase in 2021;
- – for 2022, the EC predicts an economic growth of 5% for Slovenia.
Don’t hesitate to contact us if you are interested in purchasing a shelf company in Slovenia. Our company formation experts in Slovenia can offer professional counseling and assistance on the transfer of property rights and other aspects that are involved in the acquisition of a ready-made company.