Company Data Harmonisation in the CRPS: The 15 June 2026 Deadline Has Passed — What to Do Now
Bringing your company's founding documents into line with Montenegro's new Law on Business Companies
The short version
"Harmonisation" (Montenegrin: usklađivanje) is the mandatory process of bringing your company's founding documents and registered data into line with Montenegro's new Law on Business Companies, which applies from 1 January 2026. The filing deadline expired on 15 June 2026 and was not extended again. About 80% of companies made it (over 23,500 of some 30,000 active entities); the rest are assigned "registrovan neaktivan" status, notaries will not act in their matters, and the CRPS will not register any changes. The good news: harmonisation is still possible after the deadline — the founders initiate the procedure, and the company regains active status.
What harmonisation actually means
Usklađivanje translates as "bringing into compliance" or "alignment." In the CRPS context it means one thing: your founding acts (the osnivački akt and statut), your management bodies, and your registered data must be aligned with the new Law on Business Companies — and those changes must be registered with the Central Registry of Business Entities (CRPS).
The point most owners miss: harmonisation is not a checkbox or a notice that you "accept" the new law. It is a set of concrete legal actions: (1) amending or re-adopting your founding documents, and (2) registering those changes in the CRPS.
Where the obligation comes from
In 2025 Montenegro adopted a new Law on Business Companies (Zakon o privrednim društvima, Official Gazette No. 90/2025). It entered into force on 13 August 2025 and applies from 1 January 2026, replacing the previous 2020 law. The reform's purpose is to fully harmonise Montenegrin company law with EU law as part of the EU accession process. Among other things the new law:
- →Re-regulates both management models — one-tier (jednodomno) and two-tier (dvodomno); the choice is set in the articles (Art. 252–254), and director responsibilities and term limits are redefined;
- →Allows fully electronic incorporation without the founder's physical presence, using a qualified electronic signature;
- →Permits electronic payment of share capital, including to a bank account in an EU member state;
- →Refines the rules on the business name: acceptable language, script, and mandatory elements.
Who must harmonise
The obligation applies to every company and entrepreneur registered in the CRPS before 1 January 2026, whether or not the company is actively trading. A dormant DOO with no turnover must harmonise just the same.
In practice this hits limited liability companies (DOOs) hardest, since they make up the vast majority of entities. But joint-stock companies, entrepreneurs (preduzetnik), and branches of foreign companies are covered too. Companies registered in 2026 under the new law are not affected.
How the deadline expired: from 31 March to 15 June 2026
The law originally allowed three months from the start of application — a deadline of 31 March 2026. Problems with the migration to the Tax Administration's new information system (IRMS) meant registration effectively did not work in the first months of 2026, and in March 2026 Parliament extended the deadline to 15 June 2026 — according to the bill's sponsor, the maximum extension negotiable with the European Commission. The same amendments moved the legality check on registrations from notaries to the CRPS itself.
The deadline expired on 15 June 2026 and was not extended again. According to Deputy Prime Minister Nik Gjeloshaj (16 June 2026), by the deadline more than 23,500 of roughly 30,000 active entities — about 80% — had filed harmonisation applications. Around 7,500 companies remained unharmonised and were urged to complete the procedure as soon as possible.
Important. Missing the deadline automatically constitutes a misdemeanour (prekršaj), regardless of the reason for the delay, and the company is assigned "registrovan neaktivan" status. But it is not a point of no return: harmonisation can still be initiated after the deadline — the founders launch the procedure, and once the changes are registered the company regains active status.
What you actually need to synchronise
The scope depends on how far your documents diverge from the new law. For most DOOs, harmonisation involves four areas:
1. Founding act and articles (statut)
Old versions often reference rules that no longer exist. Amendments to the articles are adopted by assembly decision and registered in the CRPS together with a consolidated text.
2. Management bodies and representation
The new law re-regulates both management models — one-tier and two-tier, with the choice set in the articles — and describes DOO management more precisely: the bodies are the assembly and a director or board of directors (Art. 405). Check the composition of bodies, appointment procedures, and term limits for directors.
3. Business name (poslovno ime)
Confirm that your name meets the new requirements — it must include the legal-form designation and registered seat, and use an acceptable language and script.
4. Share capital and registered data
Capital, ownership shares, address, and activity codes must all be current and compliant.
| What to check | Typical problem | Action |
|---|---|---|
| Articles / founding act | References to old-law provisions | New version + register in CRPS |
| Management bodies | Model not set in the articles, expired mandates | Fix the model (one-tier/two-tier) in the articles, update appointments |
| Business name | Missing mandatory elements | Adjust and register |
| Capital and shares | Diverges from reality | Bring data up to date |
Step-by-step: harmonising in the CRPS
Step 1 — Document audit
Pull your current osnivački akt and statut, get an up-to-date CRPS extract, and compare them against the new law to see what diverges.
Step 2 — Draft the new versions
Prepare new versions of the founding documents and the corporate resolutions (for example, an assembly decision to amend the articles), in the prescribed form.
Step 3 — Signing
The founding documents are signed by all founders. If you file online, all founders' signatures must be qualified electronic signatures. If you file on paper, the signatures are certified.
Step 4 — Filing via IRMS
From 2026, filing goes through the Tax Administration's IRMS portal (irms.tax.gov.me), which replaced the former e-firma. Two routes:
Electronic route (recommended)
If you hold a qualified electronic certificate on a token, the entire procedure can be done online — with no trip to the CRPS and no notary certification. You need:
- 📌A qualified certificate for electronic signature on a token (eToken / QSCD). In Montenegro it is issued by Pošta Crne Gore (cheaper, but issuance can take up to 15 days) or CoreIT (around €80, usually within a day).
- 📌An IRMS portal account, certificate software, and the Chrome browser extension for signing applications electronically.
- 📌Submit the application and signed documents electronically. Official communication runs through an electronic mailbox (e-sanduče) — physical visits are not required.
Practical note. The electronic route requires that everyone who signs (all founders or an authorised representative) holds a token/certificate. If a representative acts for you (accountant, lawyer), authorisations are granted separately within IRMS.
Paper route (alternative)
If you don't have a token, documents are filed in writing — here the notary's role remains, for certifying copies (ovjera prepisa).
Step 5 — Review and registration
The CRPS itself checks the legality of the registration. Once registered, the changes take effect and the consolidated text of the articles is recorded in the registry.
On fees. An administrative fee applies for registering changes. The exact amount depends on the type of change — confirm the current tariff at filing time. For the electronic route, also budget a one-off cost for the certificate/token (around €80 at CoreIT, cheaper at the Post; renewable every few years).
What is already happening to companies that missed 15 June 2026
"Registrovan neaktivan" status
Unharmonised entities are assigned "registrovan neaktivan" (registered, inactive) status in the CRPS. This is public information in the registry — a reputational risk in dealings with banks and counterparties.
Notaries refuse to act
The Notarial Chamber of Montenegro decided that notaries will not act in matters involving companies with "registrovan neaktivan" status — share deals, real-estate transactions, and certifications for such companies are frozen until active status is restored.
Administrative block in the CRPS
Until harmonisation is complete, the CRPS will not register any change for the company — no director change, no address change, no transfer of shares, nothing. The company formally exists, but all registry activity is frozen.
Misdemeanour and fines
Missing the deadline automatically constitutes a prekršaj. The law provides monetary fines for both the company and the responsible person (usually the director).
Forced liquidation — but not an instant one
For entities that fail to file financial statements for two consecutive years, there is a prinudna likvidacija procedure (Art. 622–624). It is staged: first a decision to open forced liquidation is issued, served on the company, and published on the CRPS website for at least 30 days; only after that period does the registration body issue the striking-off decision within 15 days. There is still time to fix things.
How to harmonise after the deadline
Late harmonisation is possible — missing the deadline does not strip the company of the right to put its documents in order. The procedure is initiated by the founders, acting in their own name: they adopt the necessary resolutions and file the changes for registration (on the paper route, a notary certifies their signatures; notaries will not act in the "inactive" company's own matters until its status is restored). The documents and the IRMS filing process are the same as in the step-by-step guide above.
Once the changes are registered, the CRPS returns the company to "registrovan aktivan" status — the registry block and the notarial restrictions are lifted. The prekršaj risk for missing the deadline remains, but the sooner harmonisation is completed, the fewer knock-on problems.
Common misconceptions
- ⚠"My company is dormant, so this doesn't apply." It does. The obligation does not depend on having turnover, and dormant companies receive "registrovan neaktivan" status just the same.
- ⚠"I just operate the new way; I won't change the documents." Actual conduct does not count as harmonisation. You need amended acts and their registration.
- ⚠"We missed it — it's all over now." No. Harmonisation is still possible after the deadline: the founders initiate the procedure, and the company regains active status.
- ⚠"I'll wait — maybe they'll extend the deadline retroactively." The deadline expired on 15 June 2026 and was not extended again. Every month of waiting means a frozen registry, notaries refusing to act, and a growing risk of fines.
Related reading
Frequently asked questions
Is this the same as annual reporting?
No. Harmonisation is a one-off process of aligning your documents and data with the 2026 law. Annual reporting is a separate, recurring obligation.
Can I do everything online?
Yes. With a qualified certificate on a token, the whole procedure can be done through the IRMS portal — no trip to the CRPS and no notary. Without a token, the paper route remains, with a notary certifying copies.
Do I need a notary?
Only for paper filing, to certify copies. For electronic filing through IRMS, a qualified electronic signature on a token replaces that role.
What if my company was registered in 2026 under the new law?
Then no separate harmonisation is needed — you were incorporated under the current rules from the start. The obligation applies to entities registered before 1 January 2026.
Who checks that it is done correctly?
Under the amendments adopted in March 2026, the CRPS itself reviews the legality of the registration.
We missed the 15 June 2026 deadline — what happens now?
The company is assigned "registrovan neaktivan" status: the CRPS will not register changes, and notaries will not act in the company's matters until active status is restored. Missing the deadline constitutes a prekršaj with a risk of fines. Forced liquidation is not immediate: it applies to entities that fail to file financial statements for two consecutive years, and it starts with a decision published for at least 30 days.
How do we harmonise after the deadline?
Late harmonisation is possible. The founders initiate the procedure: they adopt the resolutions, sign the new versions of the documents, and file the changes for registration via IRMS or on paper. Once registered, the company returns to "registrovan aktivan" status.
How long does the procedure take?
Preparing documents usually takes a few days; registration depends on the registry's workload. While the company is "inactive", the registry and notarial acts concerning it are blocked, so it is best not to delay.
Sources
- Zakon o privrednim društvima Crne Gore, Official Gazette No. 90/2025 — Law on Business Companies of Montenegro
- Amendments of March 2026 — extension of deadline to 15 June; transfer of legality check from notaries to CRPS
- Statement by Deputy Prime Minister Nik Gjeloshaj, 16 June 2026 (portalanalitika.me) — over 23,500 of ~30,000 entities filed by the deadline; no further extension
- Decision of the Notarial Chamber of Montenegro, July 2026 — notaries do not act in matters of companies with "registrovan neaktivan" status
- crps.me — Central Registry of Business Entities of Montenegro
- irms.tax.gov.me — IRMS portal through which harmonisation is filed
Not sure whether this applies to your company?
We'll help you make sense of your situation, walk you through the steps, and point you to the right people for the procedure itself.
Current as of August 2026. This material is for information only and does not replace individual legal advice. Confirm deadlines and fees at the time of inquiry.