Company Formation in Albania — LLC (Sh.p.k.) Registration

The SHPK (Shoqeri me Pergjegjesi te Kufizuar) is Albania's limited-liability company — the most widely used business structure in the country. It is governed by Law No. 9901/2008 on Traders and Commercial Companies and registered under Law No. 9723/2007 on Business Registration.

The defining feature of the SHPK is limited liability: members are liable for company debts only up to the capital they have contributed, never with personal assets. This is the key distinction from a sole proprietorship, where liability is unlimited.

An SHPK may be formed by 1 to 50 members — natural or legal persons, Albanian or foreign. A single-member SHPK is expressly permitted.

An LLC registration in Albania is open to:

• Albanian nationals — natural persons with full legal capacity;


• Foreign nationals — no ownership or residency restrictions apply. A residence permit is not required to be a member or director;


• Legal entities — Albanian or foreign companies can hold membership interests;


• Any combination of natural and legal persons, domestic and foreign.

A single person is enough to open an LLC in Albania. The maximum number of members is 50. The director (administrator) must hold an Albanian personal identification number and may serve a term of up to 5 years, renewable.

The minimum share capital for company formation in Albania is just 100 ALL (approximately EUR 1) under Article 70 of Law No. 9901/2008 — one of the lowest thresholds in Europe.

• There is no upper limit on share capital;


• Capital may be paid in after registration — it does not have to be deposited at incorporation;


• Contributions in kind (property, equipment, etc.) are allowed but require a certified expert valuation report;


• Each member's quota determines voting rights and profit distribution.

Although the statutory minimum is 100 ALL, a higher capitalisation is advisable if the company will seek bank financing, participate in public procurement tenders or work with suppliers who assess financial standing.

Registering an SHPK requires more documentation than a sole proprietorship. The principal documents are:

• Articles of association — set out the founding, members, capital, quotas and director. Notarisation is recommended but not legally required since 2021. Must be uploaded in PDF within 30 days of signing;


• Bylaws (statute) — govern the company's operations: decision-making bodies, quota transfers, profit distribution, member exit, etc. Notarisation recommended but not required;


• Identity document — for every member and director (uploaded to a confidential field);


• Special power of attorney — if a representative files the application (notarised);


• Beneficial ownership declaration — mandatory under Law No. 112/2020;


• Bank mandate / proof of payment — only if capital is paid in at formation;


• Valuation report — only if there are in-kind contributions.

Under Law No. 112/2020, every SHPK must register its beneficial owner with the National Business Centre (QKB). A beneficial owner is any natural person who holds 25% or more of the quotas, directly or indirectly.

If no individual reaches the 25% threshold, the director submits a written declaration explaining the ownership structure.

Beneficial ownership registration is performed simultaneously with the trade registration through the e-Albania portal (service code 15186), so no separate application is needed.

This obligation does not apply to a sole proprietorship, which is exempt from the beneficial ownership register.

The registration process involves several stages. Here is how we assist at each one:

We discuss your business activities, number of partners, ownership structure, planned activities and tax obligations. We assess whether the SHPK is the right form or whether a sole proprietorship would be simpler for the initial phase, and identify the NACE code and any licences you may need.

We prepare the articles of association and bylaws in compliance with Albanian law: company name, registered office, business object, share capital, member quotas, director and their powers, decision-making rules and provisions for quota transfers. If you wish, the documents can be notarised (recommended but not required by law).

The application is submitted online through e-Albania (service code 15186). Completing the form takes roughly 25-30 minutes. Documents are uploaded in PDF; identity documents go into a separate confidential field.

The online application is free of charge. Physical counter services at the QKB are no longer available — registration is online only via e-Albania.

The QKB completes registration within 1 business day if the documentation is complete. At the same time, the company is automatically registered with the tax authority, social insurance, health insurance and the labour inspectorate.

After registration, the company receives:

• NIPT/NUIS — a unique 10-character alphanumeric tax identification number;


• Registration certificate — the official QKB document;


• QKB extract — containing the company's registered data.

After the certificate is issued, we verify that the registration is correct and identify the next steps: opening a business bank account, obtaining the electronic certificate, fiscalisation, bookkeeping, and more.

The director is the person who manages and represents the SHPK. Key points:

• Appointed by the members (usually in the articles of association);


• Term may not exceed 5 years, but is renewable;


• May be a foreign national, provided they hold an Albanian personal identification number;


• May be one of the members or an external person;


• Powers are defined in the bylaws — represents the company, signs contracts, manages day-to-day operations;


• May delegate powers through a special power of attorney.

The bylaws may impose limits on actions the director can take without member approval (e.g. contracts above a set value).

During registration you select a NACE code (Nomenklatura e Veprimtarive Ekonomike) following the European NACE Rev. 2 standard. The activity code affects:

• Tax treatment — specific rules for VAT and corporate income tax;


• Licensing requirements — certain activities need a business licence;


• Public procurement eligibility — tender procedures require a matching NACE code;


• Sector classification with institutions.

You may select one primary code and several secondary codes.

The SHPK must declare a registered office at the time of registration. Options include:

• Member-owned property — use agreement or title deed;


• Rented premises — registered lease agreement;


• Virtual office or provided address — in some cases, with a use agreement;


• Secondary address — if you operate at more than one location.

The SHPK must open a business bank account within 20 calendar days of registration, under Law No. 31/2019 (amending Law No. 9920/2008 on Tax Procedures). A bank account is needed for:

• Receiving and making business payments;


• Depositing capital (if not paid in at incorporation);


• Bookkeeping and transaction tracking;


• Complying with the cash payment limit — from 2026, cash transactions between businesses may not exceed 100,000 ALL.

To open the account you will need: the QKB certificate, NIPT, articles of association, bylaws and the director's identity document.

The SHPK has specific tax obligations after incorporation:

• Corporate income tax (CIT): the standard rate is 15%. Tax treatment depends on annual gross turnover, legal form, activity code, applicable regime and legislation in force. Under Law No. 29/2023, businesses with turnover up to 14,000,000 ALL may qualify for a 0% rate under the simplified profit tax regime, but this does not apply automatically to every SHPK — it depends on activity and VAT registration status;


• Dividend tax: 8% on profits distributed to natural-person members (Law No. 29/2023);


• VAT: standard rate 20%. Registration is mandatory when 12-month turnover exceeds 10,000,000 ALL (~EUR 100,000). It is also mandatory regardless of turnover for: importers of goods for resale, regulated professions (lawyers, notaries, doctors, etc.) and the hotel sector. Voluntary registration below the threshold is permitted;


• Monthly tax returns — filed with the tax administration;


• Payroll declarations — wages and social contributions;


• Personal income tax on wages: 0% up to 30,000 ALL/month; 13% for 30,001-150,000 ALL; 23% above 150,000 ALL;


• Local business tax — varies by municipality and turnover.

Monthly bookkeeping and tax filings are essential for the SHPK. Our firm provides full coverage.

The SHPK has insurance obligations as an employer:

For employees:

• Employer contribution: 15% social insurance + 1.7% health insurance = 16.7% of gross salary;


• Employee contribution: 9.5% social + 1.7% health = 11.2%;


• Calculation base: gross salary within the band 50,000 — 186,416 ALL/month (2026).

For the self-employed director:

• Fixed monthly contributions: 11,500 ALL social insurance + 3,400 ALL health insurance = 14,900 ALL/month.

Insurance registration happens automatically during QKB registration. Payments are due monthly.

Every SHPK must issue fiscalised invoices for every transaction.

Fiscalisation requires:

• Electronic certificate from AKSHI — costs 4,000 ALL/year (~EUR 35), processed within 10 business days, valid for 1 year and must be renewed 30 days before expiry;


• Certified software — or the free Self-Service Portal (efiskalizimi-app.tatime.gov.al) if you issue few invoices;


• Internet connection — invoices issued offline must be fiscalised within 48 hours of reconnection.

Penalty for non-fiscalisation: up to 500,000 ALL (~EUR 4,500) under Law No. 83/2022 for a second invoice violation in the same calendar year. Invoices must be kept for a minimum of 5 years.

QKB registration is completed within 1 business day. Total timeline including document preparation, notarisation, registration and post-registration steps:

• Consultation and document drafting: 2-3 business days;


• Notarisation: 1 day;


• QKB registration: 1 business day;


• Bank account opening: 1-3 business days;


• Electronic certificate + fiscalisation: 5-10 business days.

Total: approximately 2-3 weeks from initial consultation to a fully operational company.

Official fees:

• QKB registration (online): free of charge;


• Electronic certificate: 4,000 ALL/year.

Other costs (indicative market estimates, non-binding):

• Notarisation of articles and bylaws: approximately 5,000 — 15,000 ALL (indicative — varies by notary and complexity);


• Bank account opening: usually at no additional cost;


• Monthly bookkeeping: approximately 25,000 — 50,000 ALL/month for an SHPK.

Indicative total start-up cost: approximately 30,000 — 50,000 ALL (non-binding market estimate, excluding ongoing bookkeeping).

Contact us for a free consultation — we assess your specific situation and provide a clear proposal.

From our experience, the most frequent mistakes when setting up a company in Albania include:

• Incomplete bylaws — missing essential provisions on quota transfers, decision-making or member exit;


• Omitting beneficial ownership registration — the declaration under Law 112/2020 is forgotten;


• Wrong NACE code — the registered activity does not match actual operations;


• Failing to open a bank account within 20 days — causes problems with fiscalisation;


• Not setting up fiscalisation — starting business without fiscalised invoices triggers fines;


• Missing VAT registration when turnover exceeds the threshold — penalties and interest;


• Incomplete documents — articles and bylaws must be signed by all members; notarisation is recommended for legal protection even though not required;


• The 30-day deadline — the articles must be uploaded to the QKB within 30 days of signing.

This is the question we receive most often. Here is the comparison:

Sole Proprietorship:

• Simple registration procedure;


• No initial capital required;


• Unlimited personal liability;


• Simplified bookkeeping (approx. 15,000-25,000 ALL/month);


• No beneficial ownership obligation;


• Tax treatment under the simplified profit tax regime.

LLC (SHPK):

• Requires articles of association + bylaws (notarisation recommended but not required);


• Minimum capital 100 ALL;


• Limited liability (personal assets protected);


• Full bookkeeping (approx. 25,000-50,000 ALL/month);


• Mandatory beneficial ownership registration;


• CIT depends on turnover, activity and tax regime;


• 8% dividend tax (Law No. 29/2023).

Choose the LLC when: the business carries financial risk, has multiple partners, is expected to grow, needs bank financing, will participate in tenders, or you want to protect personal assets.

During our consultation, we recommend the most suitable form based on your situation.

After receiving the QKB certificate, the next steps are:

1. Open a business bank account — within 20 calendar days;


2. Obtain the electronic certificate — from AKSHI, needed for fiscalisation;


3. Set up fiscalisation — choose the software, install and test;


4. Begin bookkeeping — maintain accounting records;


5. Register for VAT — when turnover exceeds 10M ALL, or voluntarily;


6. Obtain a business licence — if required for your activity;


7. Plan tax filings — to avoid penalties;


8. Hire staff — employment contracts, registration with tax and insurance.

Our firm supports you at every step — from incorporation through to annual financial statements.