New Corporate Law in Montenegro - 2026

mladenrakocevicrac
Sep 9
2 min read

In the course of 2025, a new Law on Business Companies was adopted, which applies from January 1, 2026.

This law represents a significant step forward in the modernization of the economic environment, bringing numerous innovations in the areas of digitization, corporate governance and shareholder protection. Let's take a look at the key changes that will reshape the way we do business:

1. Digitization as a driving force:

Forget about waiting in lines for several hours! The new law introduces the possibility of fully electronic establishment of a business company, including the certification of the founding act by means of video-identification. This means less paperwork, lower costs and faster business start-up – ideal for entrepreneurs who want to jump over administrative barriers. In addition, the use of an electronic seal is supported, which further facilitates e-business.

2. More flexible management - New role of the board of directors:

The law introduces the possibility of choosing between unicameral and bicameral management systems, giving companies greater flexibility in organization. Instead of the mandatory executive director, a board of directors (or a supervisory board in a bicameral system) is introduced, which assumes a key role in strategic direction and business supervision. In addition, public joint-stock companies must have independent directors, which increases objectivity in decision-making.

The executive director is not a mandatory body of the company, but his role can be taken over by the appointed board of directors.

3. Protection and Liability - New Rules of the Game:

The issues of liability of company members for obligations, abuse of a legal entity, conflict of interests and protection of creditors' rights are regulated in more detail. This means clearer rules and greater legal certainty for all business participants. More precisely defined obligations and responsibilities contribute to greater legal certainty and protection of all participants in economic transactions.

4. Transparency - Open doors to the public:

Obligations to publish information about business operations, including financial statements, remuneration of members of management bodies and policies for the involvement of institutional investors, have been expanded. This enables better insight into the business and stronger control by shareholders and the public.

5. European standards - A step closer to the EU:

The law introduces a number of new institutes and rules harmonized with EU directives, especially in the area of cross-border transformations, protection of minority shareholders and corporate governance. This means easier business and integration of Montenegrin companies in the single European market.

Conclusion:

The new Law on Business Companies represents a significant step forward towards the modernization and improvement of the business environment in Montenegro. More flexible, transparent and aligned with European standards, this law has the potential to encourage entrepreneurship, attract investments and improve corporate governance. For more details and how certain provisions affect you, contact your legal advisor or attorney.

The law is attached.