How to found an association in Republika Srpska: steps and deadlines

If food producers, guesthouse owners or restaurants want to act together, for joint promotion, purchasing or applying to public calls, one option is an association. The Law on Associations and Foundations of Republika Srpska (Zakon o udruženjima i fondacijama Republike Srpske) regulates founding, registration and termination of associations. A group of farmers who want to trade or sell jointly may be better served by a cooperative (zadruga) or a company, which are governed by other laws not covered here.

This description is based on the law as published in Službeni glasnik RS (Official Gazette of Republika Srpska), nos. 52/01 and 42/05. Before founding, confirm with the court or the Ministry of Administration and Local Self-Government (Ministarstvo uprave i lokalne samouprave) whether a later amendment or an additional rule on non-profit organisations is in force, as we could not verify this.

In short

• An association can be founded by at least three natural or legal persons (Art. 9).
• It comes into being with the founding act and acquires legal personality by entry in the register. Without entry it is not a legal person, so in practice register before applying to any call or opening an account.
• The court must decide on the entry within 30 days of the application; if it does not, registration is deemed done on the day after the deadline expires (Art. 27).
• The main purpose may not be profit. Business activity is allowed, but any surplus must be invested in the statutory activities and not shared among members (Art. 2 and 4).
• Assets may come from membership fees, donations, contracts, income from activities and budget grants (Art. 35).

Who it applies to

Any natural or legal person who wants to found or join an association: farmers, processors, rural household owners, restaurants, tour guides and companies. Founders may be legal persons (a company or another association). Anyone can join voluntarily in the way set by the statute, and the statute may also allow minors to be members (Art. 14).

What to do

1. Gather at least three founders and agree on aims, name and registered seat. The name must be in the official language, clearly different from other associations, and if the same name is submitted twice, the earlier application prevails (Art. 6).
2. Hold a founding assembly. It adopts the founding act and the statute and appoints the governing bodies (Art. 10).
3. The founding act contains: names and addresses of founders, name, seat and address of the association, main aims, the person authorised to carry out registration, and founders' signatures and personal identification number (JMB) if they are BiH citizens (Art. 11).
4. The statute must regulate, among other things: name and seat, aims and activity, admission and expulsion of members, members' rights and duties, bodies and how they are elected, financial reporting, rules on funds, representation, seal and distribution of assets on dissolution (Art. 12). The assembly is a mandatory body (Art. 15).
5. File the application with the basic court (osnovni sud) in the seat of the district court covering the association's seat (Art. 25). Attach the founding act, the statute and a list of governing body members with the names of persons authorised to represent the association (Art. 26).
6. If the court finds defects, it sets a deadline of at least 30 days to fix them and may then reject the application. An appeal against rejection or refusal can be filed within 15 days (Art. 29 and 30).
7. The decision on entry is published in Službeni glasnik Republike Srpske at the association's expense (Art. 32). Ask the court for the amount.
8. After registration, report every change of registered data (for example a new representative) to the court within 30 days (Art. 31).

What an association can and must do

• Apply for grants and other public calls: the law expressly lists budget grants, subsidies and contracts as sources of assets. The conditions of each call are set by the funder, so always check whether an association is an eligible applicant. Some calls require a registered agricultural holding, a cooperative or a company.
• Carry out business activity (for example selling products or organising tours) if profit is not the main aim. Related activities may be carried out within the association; unrelated ones only through a separately established legal entity (Art. 4).
• Keep accounts and submit an annual activity report and financial report (Art. 5 and 37).
• If the association has had tax, customs or other privileges, or received more than 10,000 KM in grants in the previous or current year, its remaining assets on deletion from the register are allocated to another association or foundation in RS with the same or similar statutory activity. If there is no distribution decision, the court decides (Art. 42).
• Fines of 300 to 3,000 KM for the association and 100 to 1,000 KM for the responsible person apply, among other cases, for not reporting changes within 30 days, not using the registered name, and not investing the surplus from business activity in statutory activities (Art. 47). A ban on work is possible if prohibited activity continues (Art. 41).

Where to go

• The basic court in the seat of the district court competent for your seat. For East Herzegovina municipalities that is, under the statutory rule, probably Trebinje, but confirm with the court its competence for your municipality, the forms and the court fee before filing, as we could not confirm them.
• The Ministry of Administration and Local Self-Government keeps the unified register of associations and foundations and, within 30 days of receiving the court decision, notifies the association of the entry (Art. 33).

Laws and sources

• Law on Associations and Foundations of Republika Srpska (Službeni glasnik RS, no. 52/01), text on the website of the RS Ministry of Administration and Local Self-Government
• Law amending the Law on Associations and Foundations of Republika Srpska (Službeni glasnik RS, no. 42/05), text on the website of the RS Ministry of Administration and Local Self-Government
• Službeni glasnik Republike Srpske (official gazette)