Sub-areas?

Company law is divided into following subchapters: capital market, company law and accounting and auditing.

When was the chapter closed?

Montenegro opened Chapter 6 – Company Law on 18 December 2013 and provisionally closed it on 16 December 2025 at the Intergovernmental Conference held in Brussels.

Closing benchmarks?

Montenegro worked intensively to meet European standards and thereby created the conditions for closing this chapter by fulfilling four closing benchmarks:

1. Montenegro to adopt the Law on the Capital Market and relevant by-laws, ensuring alignment in particular with the Transparency Directive;

2. Adoption of a new Law on Companies and relevant by-laws, aligned with the acquis in the field of company law, in particular by introducing provisions on cross-border mergers;

3. Completion of alignment with the Takeover Bids Directive;

4. Montenegro to fully align legislation in the fields of accounting and statutory audit, including by-laws, with the acquis. Montenegro is to establish an independent public oversight body, adequately financed, and a quality assurance system in order to align with the rules on statutory audit.

With regard to fulfilling the first closing benchmark, the Law on Amendments to the Law on the Capital Market was adopted, along with the following by-laws: the Rulebook on Equivalent Transparency Requirements for Issuers from Third Countries and the Rulebook on the Detailed Content and Method of Financial Reporting. By adopting the law and the by-laws, Montenegro considers that it has fulfilled the first closing benchmark.

In order to meet the second closing benchmark, the Law on Companies and the Law on the Registration of Business and Other Entities were adopted. The accompanying by-laws related to the Law on the Registration of Business and Other Entities were also adopted. By adopting these two laws and the accompanying by-laws, Montenegro fulfilled the second closing benchmark.

Montenegro fulfilled the third closing benchmark by adopting the Law on Takeover of Joint-Stock Companies (“Official Gazette of Montenegro”, Nos. 18/11, 52/16), which is aligned with Directive 2004/25/EC.

With regard to the fourth closing benchmark, relating to the fields of accounting and auditing, the Law on Accounting and the Law on Auditing were adopted. As regards administrative capacity, the Audit Oversight Directorate within the Ministry of Finance is fully operational, with two quality control inspectors. Taking into account the adopted legislation and existing capacities, Montenegro has fulfilled the fourth closing benchmark.

Institutions/organizations participating in the negotiation group?

The negotiator for Chapter 6 and the Head of the Working Group are from the Ministry of Economic Development, as the lead institution for this chapter. The Secretary of the Negotiating Working Group is from the Ministry of European Affairs.

In addition to representatives of the Ministry of Economic Development, members of the Negotiating Working Group include representatives of the following institutions: the Ministry of Finance, the Tax Administration, the Capital Market Authority, the Chamber of Commerce of Montenegro, the Faculty of Economics of the University of Montenegro, the Faculty of Law of the University of Montenegro, the Montenegrin Employers’ Federation, the Institute of Accountants and Auditors of Montenegro, and the Institute of Certified Accountants of Montenegro.

What are the benefits of this chapter for Montenegro?

The main benefits include:

• Increased legal certainty and transparency of business operations, contributing to greater trust of domestic and foreign investors;

• Attraction of foreign investment through the establishment of clear and harmonized business rules in line with EU standards;

• Easier access to the European Union market for Montenegrin companies, with opportunities to expand business operations and cooperate with EU partners;

• Improved corporate governance, with clearer rules on responsibility and the protection of shareholders’ rights;

• Protection of minority shareholders and small investors, contributing to the development of the capital market and financial stability;

• Promotion of business digitalization, facilitating the establishment and registration of companies through electronic services.

The closure of Chapter 6 represents an important step toward creating a stable, transparent, and competitive business environment in Montenegro. This contributes to the country’s economic development, strengthens legal certainty, and positions Montenegro as an attractive destination for investment and cooperation with the European Union.