Montenegro is leaving the paper trail behind and stepping boldly into the digital age. Driven by the EU integration process and strong encouragement from Brussels, the country is transforming its company law framework into a fully electronic system.
The recently adopted Companies Act and the Law on Registration of Business and Other Entities are set to enter into force on 1 January 2026. From that date, the Central Registry of Business Entities (CRBE) will operate entirely electronically. Businesses will be able to submit applications for incorporation, amendments, and other corporate procedures online, marking a decisive shift from traditional paper-based processes.
This digital leap aligns closely with Directive (EU) 2019/1151, which encourages EU member states to leverage digital tools in company law. Montenegro had previously established regulations covering digital signatures, electronic stamps, electronic administration, and similar mechanisms, providing a solid legal foundation for this transition.
Under the new framework, certain types of companies can be fully incorporated online, allowing founders and their representatives to complete the process without being physically present. This includes the incorporation of limited liability company and the online registration of branches, using digital tools and procedures aligned with EU standards. All required documentation, including the founding act, articles of association, and supporting statements will be signed and submitted electronically, with no paper documents required, making the incorporation process fully dematerialized.
A fallback verification option will remain in place. In cases of suspected identity fraud, questions about legal capacity, concerns related to money laundering or terrorism financing, or other potential irregularities, founders or their representatives may be required to appear in person to ensure full compliance. While such safeguards are expected to be the exception rather than the rule, as seen in other EU jurisdictions, they are essential for maintaining trust and legal certainty in the digital system. For other corporate procedures, such as amendments, notifications, and filings, businesses will also submit documents online.
To support these changes, notaries will undergo a major transformation, integrating digital services into their operations and taking on a key role in managing the process. At the same time, sectoral regulators from banking, insurance and other sectors are updating secondary legislation to create a coherent framework that fully supports the electronic system.
The digital model reduces administrative barriers, particularly for foreign-based investors and shareholders, who can handle submissions without being physically present. The system has the potential to provide faster, more efficient, and more transparent procedures. At the same time, it must ensure compliance with data protection standards, anti–money laundering requirements, and digital identity verification protocols.
Montenegro’s move toward a digital company law framework is undoubtedly a significant step forward. While initial challenges such as system integration and user adaptation are unavoidable, the reform has the potential to streamline CRBE procedures and make them more efficient. Ultimately, the success of this initiative will hinge on the stability and availability of the system, as well as the effectiveness of oversight mechanisms in securing data, preventing identity fraud, and combating money laundering—the very risks that have challenged other EU jurisdictions during similar digitalization efforts. The coming months will show how well the system performs in practice and whether the digital framework can deliver on its promise.
By Ivan Pejovic, Partner, KBP Legal
