Glossary
The terms in your documents, one by one.
Short definitions, with the Montenegrin name you will see in documents and a link to the page where the term is used.
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A to Z
Terms
- ADakcionarsko društvo
Joint-stock company. Typical use: larger ventures and companies planning to raise capital.
Where it is used : AD- Apostille and certified translation
A foreign company owner's register extract and decision usually need an apostille or legalization and a certified translation into Montenegrin. Their fees are listed separately in the proposal.
Where it is used : Apostille and certified translation- Arm's length
Related-party transactions are reviewed against the arm's length principle in due diligence; transfer pricing is covered by transferne-cijene.me.
Where it is used : Arm's length- Articles of associationstatut
The company's internal rules, prepared together with the founding act.
Where it is used : Articles of association- Compliance review
The bank's own review of a company's file before it opens an account. Whether and when the account is opened is the bank's decision.
Where it is used : Compliance review- CRPSCentralni registar privrednih subjekata
Central Registry of Business Entities. Registration follows once the founding documents are signed and complete.
Where it is used : CRPS- Data room
The documents of the target made available for due diligence. Access is set up in the scoping phase.
Where it is used : Data room- DOOdruštvo sa ograničenom odgovornošću
Limited liability company. Typical use: SMEs, subsidiaries and single-owner companies. Any person or company with legal capacity, domestic or foreign, can found one (Law on Companies, Art. 7).
Where it is used : DOO- Encumbrance
A charge registered on a property. Real estate title search and encumbrance check are part of legal due diligence.
Where it is used : Encumbrance- Executive directorizvršni direktor
The person appointed to run the company. Provides a passport copy, a signed statement accepting the appointment and a certificate of not being banned from a management function (for a DOO: Registration Rulebook, Art. 18).
Where it is used : Executive director- Founding act
The act by which the owners found the company. A written act carries the founders' certified signatures; an electronic act carries qualified electronic signatures (Law on Companies, Art. 8).
Where it is used : Founding act- Net debt bridge
Part of financial due diligence, together with the working capital assessment.
Where it is used : Net debt bridge- PIBporeski identifikacioni broj
Tax number of the company, obtained with the CRPS registration.
Where it is used : PIB- Power of attorneypunomoćje
Lets a proxy file the registration on your behalf (Registration Rulebook, Art. 4).
Where it is used : Power of attorney- Qualified electronic signaturekvalifikovani elektronski potpis
Signature used on an electronic founding act instead of certified signatures on paper (Law on Companies, Art. 8). An electronic act is not possible where real estate is contributed as capital (Art. 8(5)).
Where it is used : Qualified electronic signature- Quality of earnings
Normalizing EBITDA for non-recurring items, as part of financial due diligence.
Where it is used : Quality of earnings- SPA
Share purchase agreement. The final due diligence phase supports warranties, indemnities and price adjustments in the SPA.
Where it is used : SPA- Ultimate beneficial owner
The person who ultimately owns or controls the company. Banks ask for information on the owners and the ultimate beneficial owners as part of the bank file.
Where it is used : Ultimate beneficial owner- VAT registrationregistracija za PDV
Registration with the Tax Administration where the activity or turnover requires it.
Where it is used : VAT registration- Withholding tax
Tax on cross-border payments such as dividends, royalties and services, reviewed in tax due diligence.
Where it is used : Withholding tax
Sources
Primary sources
- Law on Companies (Official Gazette of Montenegro 90/25, amended 121/25 and March 2026; unofficial consolidated text 90/25 and 121/25, Central Bank of Montenegro; in Montenegrin)
- Law on Companies, amendments of March 2026 (Ukaz 01-009/26-581/2 of 27 March 2026, item 839, Arts. 8 and 10; in Montenegrin)
- Registration Rulebook (Official Gazette of Montenegro 118/25; in Montenegrin)