KOSOVO Law and Practice Contributed by: Ardian Rexha, Nora Grajcevci Mehmeti and Vjollca Hiseni, Rex Law Partners
Additional approvals may be required where a strate - gic investment involves the use of public immovable property. Depending on the ownership of the relevant property, approval may be required from the Assem - bly of Kosovo, the relevant municipal assembly or the competent public enterprise. Public immovable prop - erty may be made available for strategic investment projects for up to 99 years. 2.2 Procedure to Obtain Approval and Sanctions for Non-Compliance Since there is no general pre-approval requirement that applies to foreign investments at large, there are also no statutory sanctions if investment proceeds without approval. Foreign investors must obtain spe - cific approvals to gain strategic investment status, or if their investment is subject to screening for public order and security reasons. There are no direct consequences of investing without approval, but if the investment is subject to screening and is found to affect public order or state security, and does not meet authorisation requirements, the Investment Council may prohibit or order the removal of the investment. Alternatively, the Council may issue a decision that sets specific conditions and deadlines to mitigate the threats posed by the investment. The Council may also cancel the decision for a strategic investment ex-post if the investor provided incorrect data or concealed information that influenced the ini - tial approval. 2.3 Commitments Required From Foreign Investors There is no general statutory requirement providing that conditions or commitments automatically apply to all foreign investments in Kosovo. Most foreign invest - ments are not subject to negotiated obligations unless the investment falls within specific regulated catego - ries. If an investment is granted strategic investment status, approval generally requires an implementation arrangement between the investor and the govern - ment, which includes the specific commitments of the investor for the project, the defined timelines for its execution and mechanisms for protection of the inter - ests of the Republic of Kosovo in case the deadlines are not met or the project is abandoned. However, the particulars of these commitments would be subject to
negotiations between the government and the specific investor. For investments undergoing additional verification for security reasons, the Investment Council can issue a decision that sets specific conditions and deadlines to mitigate threats to public order or state security. If an investor fails to demonstrate compliance with these conditions, the Council may issue sanctions as described in 2.2 Procedure to Obtain Approval and Sanctions for Non-Compliance . 2.4 Right to Appeal A lawsuit for an administrative conflict is allowed against certain decisions, namely Council decisions (including refusals), cancelling or repeal investment status, or screening decisions. The recently estab - lished Administrative Court has jurisdiction over these matters. 3. Corporate Vehicles 3.1 Most Common Forms of Legal Entity In Kosovo, the most common corporate vehicles for business registration are limited liability companies (LLCs) and joint stock companies (JSCs). The Law on Business Organizations also recognises several other forms, though they are generally less common for larger corporate structures: • individual business – the owner has unlimited liabil - ity for all debts; • general partnership – all partners have unlimited liability; and • limited partnership – consists of at least one general partner (unlimited liability) and at least one limited partner. Limited Liability Companies The LLC is the most common form of business organi - sation in Kosovo and is generally preferred for private ownership and subsidiary operations. The LLC is a distinct legal person, separate from its shareholders, and is itself liable for its own debts and obligations. There is no minimum capital requirement for an LLC in Kosovo.
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