Adria legal group - Law office

In short informative points, information in one place on the rules for opening businesses and the manner of foreign investments in Kosovo, registration procedures, registration of trademarks, energy legislation and much more. – uvodni tekst

There are ten types of businesses that could be registered in Kosovo:

1. Individual business whose owner has unlimited responsibility for all debts of the organization. 
2. General partnership is a business type in which the owner has unlimited responsibility for all the organization's debts. 
3. Partnership is a type of business that has unlimited partners. There are two models of partners, the first is all of them who have responsibility without limitation regarding the debts of companies, and the second is the group of partners who are responsible only for their contribution to the company. 
4. Limited Liabilities Companies (L.L.C) are those businesses whose capital is divided into shares, and the shareholders are responsible only for the level of the value of their contribution.
5. Joint Stock Companies (J.S.C.) are those organizations whose capital is divided in shares and the shareholders are responsible only for the level of the value of their contribution. The amount of the charter capital for these organizations is at least 10.000Euro.
6. Foreign Company is a business organization and from the moment of registration is considered as a branch in Kosovo that doesn’t have the identity of a legal person.
7. Representative Office of Foreign Company, is a branch of foreign companies, which is represented by an officer in Kosovo. It should be named as "The Officer of Representative Office of Foreign Company.
8. Socially owned enterprises mean a legal person most of whose assets and capital are socially owned. These enterprises until privatized are monitored and registered by the Kosovo Privatization Agency according to Law No.02/L-123 on Business Organizations.
9. Public enterprises public enterprise is an enterprise that performs general interest activities established by the state. Public enterprise is monitored by the Government and is organized as a Joint Stock Company in accordance with applicable laws on Business Organizations.
10. Agricultural cooperatives are business organizations created by natural or legal persons all of which should be farmers who contribute with their private property in the shared capital.

Foreign investment Law

Kosovo has approved the Law on Foreign Investment on 12 December 2013, in order to provide appropriate circumstances and conditions for foreign investors.  The purpose of this law is to protect, promote and encourage foreign investment in the Republic of Kosovo, to provide foreign investors with a set of fundamental rights and guarantees that will ensure foreign investors that their investments will be protected and treated with fairness in strict accordance with the accepted international standards and practices.

More precisely the Law on Foreign Investment fixes the protection of foreign investment and foreign investors as below;

• No law, regulation, or other legal act shall have retroactive force or be applied retroactively to the detriment of a foreign investor or the investment of a foreign investor.
• Compensation for expropriation and nationalization will be as follows: 1.1. be paid in a freely convertible currency;
• be equivalent to the fair market value of the concerned asset before the act of expropriation was taken
• include a rate of interest that is equivalent to the London Interbank Offered Rate [LIBOR] plus two percent (2%) for the period beginning on the date the act of expropriation
• A foreign investor shall have the right to employ or otherwise contract natural persons who are citizens of a foreign state for the purpose of engaging such persons to provide or perform, in the Republic of Kosovo,
• Such natural persons shall be permitted to enter and remain in the Republic of Kosovo for the period required by their contract with the foreign investor in accordance with the applicable law.
• A foreign investor shall have the right to require that an investment dispute be resolved in accordance with any applicable requirements or procedures that have been agreed upon in writing between the foreign investor and the Republic of Kosovo. It includes local and international arbitration.  
• The foreign investor may choose any of the following procedural rules to govern the arbitration of the investment dispute:

• the ICSID Convention, if the foreign investor is a citizen of a foreign country and that country and the Republic of Kosovo are both parties to that convention at the time of the submission of the request for arbitration;
• the ICSID Additional Facility Rules, if the jurisdictional requirements “ratione personae” of Article 25 of the ICSID Convention are not fulfilled at the time of the submission of the request for arbitration;
• the UNCITRAL Rules, in such case the appointing authority referred to therein shall be the Secretary General of ICSID or the ICC Rules.

• The Ministry shall establish and maintain a registry of foreign investors and investments. The registry shall be public and shall be updated two times each year, by 30th June and 31st December.

Registration procedures

An application can be done in any municipal center of KBRA, depending on the main office or location of performance of the activity of the entity applying for registration. It could be by submitting it at the local office or online version. 

No fee shall be paid when registering a new business, while for changes in an existing business it shall be paid based on an administrative instruction provided and published in the official website of KBRA.

The deadline for registration of individual business and general partnerships at KBRA is 1 day.

The deadline for completion of registration of Limited Liability Companies or Joint Stock Companies at KBRA is 3 days.

If the owner of the business is not present when the documents are submitted, then the applicant may submit the documents with authorization and a copy of the ID.

Registration of trademark

The following procedural steps should be taken by submitting a trademark application, which include:

• The trademark application form,
• A clear representation of the mark, including every color, shape, or three-dimensional feature,
• The list of goods and services for which the sign shall be used, indicating the classes according to Nice Classification,
• Fee payment evidence,
• Authorization (if the applicant doesn’t reside in the country),
• The advantage certificate, if there’s a prior foreign application.
• The formal examination and the tariff payments,
• Research on previous rights,
• Publication of application,
• Objection, within 3 months,
• Registration or refusal of trademark

The registration and protection of trademarks could be through an authorized person or legal representatives.

Energy legislation

The energy investment is fixed by the Law on Energy, which was approved on June 16th, 2016. It establishes the general principles and rules that will govern activities in the energy sector in the Republic of Kosovo, to achieve a safe, secure, reliable, and high-quality supply of energy, provide the conditions for a functioning open energy market, and also promote more efficient use of energy, increased renewable energy sources and cogeneration, and improved environmental protection during energy activities and activities based on which energy policies are implemented and energy sector development is based. The law is provided according to the European Union regulations, especially the Directive 2009/72/EC on common rules for the internal market in electricity, the Regulation No.714/2009/EC on conditions for access to the network for cross-border exchanges in electricity, and Directive No. 2009/28/EC concerning the promotion of the use of energy from renewable energy sources.

All energy enterprises charged with public service obligations shall ensure the discharge of the public service in accordance with the terms determined in their respective licenses, which are fixed by the Law on Energy Regulator.  There should be established support schemes and facilities for the encouragement and promotion of energy generation from renewable sources and co-generation, including equipment for the construction of new energy facilities. The investments in new generation units with a capacity of fifty (50) megawatts or more are planned, and the investor shall provide to the Ministry an analysis of the potential for the application of cogeneration in such investment, in accordance with Energy Community requirements.

On 27 July 2022, Kosovo and the Millennium Challenge Corporation signed the agreement within the COMPACT project, which purpose is to develop the diversification of energy.