Montenegro Corporate Law

Montenegro d.o.o. Annual Obligations: The Calendar a Foreign Owner Needs, With the Article Behind Each Date

What a Montenegrin d.o.o. owned from abroad must file and hold each year: accounts and tax by 31 March, meeting by 30 June, and 7- and 8-day filings.

Rohat Kahraman· 28 September 2026Updated · 28 September 2026
Stylised dawn over a mountain ridge and still Adriatic water, with the RoNa Legal wordmark and the line Montenegro, d.o.o. annual obligations

A Montenegrin limited liability company (d.o.o.) is cheap to form and easy to forget. Most owners who live abroad set it up for one purpose, a property, a contract, a residence permit, and then leave it to an accountant. The accountant files what an accountant files. Several of the company's duties are not the accountant's, and some of them attach to the owner or the director personally.

This page lists every recurring obligation of a d.o.o. that follows the calendar year, and the ones that are triggered by an event, with the article each comes from. It was checked against the statutory texts on 28 September 2026.

The annual calendar

DateObligationWho does itLaw and article
31 MarchAnnual financial statements to the Tax Administration, in writing and electronically; micro and small companies file the balance sheet, income statement, simplified notes and statistical annexCompany, usually through its accountantAccounting Act (84/25), Art. 42(1) and (7)
31 MarchCorporate income tax return, filed electronically, with the balance sheet and income statement attached; the tax is paid by the same dateCompanyCorporate Income Tax Act, Art. 40(2), (3), (4) and (6)
31 MarchAnnual confirmation or update of the company's beneficial ownership dataCompanyAML Act, Art. 43(5)
31 MarchProperty tax return, if the company owns property and keeps business accountsCompanyProperty Tax Act, Art. 16(2)
31 MayConsolidated financial statements, for a parent companyParent companyAccounting Act, Art. 42(2)
30 JuneRegular annual general meeting, at the latest six months after the year end; it adopts the financial statements and decides on profitMembers; the director must attendCompanies Act, Arts. 406(2), 407, 408(2) and 257(2)
30 June and 31 OctoberProperty tax instalments, if the company owns propertyCompanyProperty Tax Act, Art. 15(2)
31 OctoberContract with the auditor for the current year, for a company that must be auditedCompany, by decision of the meeting or the competent organAudit Act (84/25), Art. 36

A company of every size files financial statements. Only some are audited: medium and large companies, public-interest entities and certain financial firms (Audit Act, Art. 35). Size is decided by the company itself each year on the thresholds in Article 7 of the Accounting Act: a micro company has no more than 10 employees, €900,000 of revenue and €450,000 of assets, a small company no more than 50 employees, €10 million of revenue and €5 million of assets, and a company is classified by not exceeding two of the three limits. Employees working abroad count.

Obligations triggered by an event

EventDeadlineLaw and article
Any change to registered data: director, address, members, capital, activity7 daysBusiness Registration Act (92/25), Art. 19(7)
A change in the beneficial owner8 daysAML Act, Art. 43(3)
Paying a dividendThe company withholds 15% tax at payment; a treaty may reduce it for a non-residentPersonal Income Tax Act, Arts. 37 and 50; Corporate Income Tax Act, Art. 29
Lending more than €5,000 a year to an individual, including a memberWithholding tax from 1 January 2027Corporate Income Tax Act, Art. 28a (104/26)
Acquiring propertyTransfer tax return within 15 days; property tax return within 30 daysReal Estate Transfer Tax Act, Art. 16; Property Tax Act, Art. 16(1)

What happens if a year is skipped

The consequences are uneven, which is why owners underestimate them.

  • No financial statements for two consecutive years is a ground for compulsory liquidation of the company (Companies Act, Art. 622), and while that procedure runs the company may not enter new transactions (Art. 623(1)).
  • A late or missing corporate income tax return is an offence under the Corporate Income Tax Act, with a fine for the company and a separate fine of €500 to €2,000 for the responsible person.
  • A missed annual general meeting does not invalidate the company's transactions, acts or decisions (Companies Act, Art. 257(3)), but the financial statements and the distribution of profit are the meeting's decisions to make, so a skipped meeting leaves them unmade.
  • Financial statements are public. The Tax Administration must publish the statements it receives on its website (Accounting Act, Art. 42(6)), so a missing filing is visible to banks and counterparties.

Doing it from abroad

Most of these filings are electronic and can be handled by an accountant or a representative in Montenegro under a power of attorney. Three cannot be fully delegated in practice. The director must attend the general meeting, and whether the owner can attend or vote remotely depends on the company's own statute rather than the Act; we explain why in the d.o.o. annual general meeting. The beneficial ownership data has to be true, and the obligation sits with the company. And a director's signature on filings has to come from someone the company has actually authorised, which we cover in who can sign for a Montenegrin company.

The size thresholds and the audit duty are set out in company size and the audit obligation, every tax rate in Montenegro tax rates 2026, and the wider calendar of dates in Montenegro legal deadlines 2026-2027.

Whose side we are on, and how we are paid

Every other professional around a Montenegrin transaction is paid out of the transaction. The agent's commission depends on the sale completing. The developer's sales team belongs to the developer. The notary owes duties to the act, not to you. That is not a scandal; it is simply how those roles are funded, and it decides what each of them is able to tell you.

We take no commission from sellers, developers, agents or brokers. None, in any form, on any file. The fee you pay us is our only income from your matter, and it does not increase if you sign. That single fact is the whole difference: because our position does not move when the deal moves, "do not buy this one" costs us nothing to say.

What that looks like in the file, rather than in a slogan: we obtain the register extracts ourselves instead of accepting the copies handed over by the seller or the agent; we read the contract against your position rather than against completion; we put in writing when the answer is that the matter should not proceed; and where a defect can be cured, we tell you what it costs in time before you commit money.

One boundary we state plainly. We are lawyers, not licensed investment advisers or accountants. We do not keep your books or file your returns. What we protect is the company's legal position: its registration, its decisions, its representation and the deadlines that decide all three. That is the service the fee buys, and paying for it directly is precisely what allows it to be given without regard to whether you sign.

Before the next 31 March

If you own a Montenegrin company from abroad, send us its register extract and tell us who files for it now. We will tell you which of these obligations are covered, which are not, and which rest on a clause in your statute that should be amended. Company matters sit with our company formation practice.

Legal basis

  • Zakon o računovodstvu — čl. 7, 42Sl. list CG 84/25Official text
  • Zakon o reviziji — čl. 35, 36Sl. list CG 84/25Official text
  • Zakon o porezu na dobit pravnih lica — čl. 28a, 29, 40Sl. list RCG 65/01 … Sl. list CG 88/24; 104/26Official text
  • Zakon o privrednim društvima — čl. 257, 406, 407, 408, 622, 623Sl. list CG 90/25, 121/25, 44/26Official text
  • Zakon o sprečavanju pranja novca i finansiranja terorizma — čl. 43Sl. list CG 110/23 … 59/26Official text

Frequently asked questions

When must a Montenegrin company file its financial statements?

By 31 March of the following year, to the Tax Administration, in writing and electronically (Accounting Act, Article 42(1)). Consolidated statements of a parent company are due by 31 May (Article 42(2)).

When is the corporate income tax return due in Montenegro?

Within three months after the end of the tax period, so by 31 March for a calendar-year company, filed electronically with the balance sheet and income statement; the tax is paid in the same period (Corporate Income Tax Act, Article 40).

Does a Montenegrin d.o.o. need an annual general meeting?

Yes. The regular session must be held within six months of the end of the business year, so by 30 June, and the director must attend (Companies Act, Articles 406(2), 408(2) and 257(2)).

Does a small Montenegrin company need an audit?

No. Micro and small companies are outside the statutory audit; medium and large companies, public-interest entities and certain financial firms are audited (Audit Act, Article 35), with the audit contract signed by 31 October of the audited year (Article 36).

What happens if a Montenegrin company files no financial statements?

Two consecutive years without financial statements is a ground for compulsory liquidation of the company (Companies Act, Article 622), and the statements are otherwise public, published by the Tax Administration (Accounting Act, Article 42(6)).