MONTENEGRO Law and Practice Contributed by: Milan Keker, Aleksandra Bujkovic, Ivan Pejovic and Iva Rolovic, Keker, Bujkovic & Pejovic
plus 6% on the portion of the value exceeding EUR500,000. The statutory taxpayer liable for the RETT is the acquirer (buyer) of the property. The transfer of real estate is generally exempt from VAT, except in the case of the first transfer of ownership or the right of disposal over a newly constructed building, which is subject to VAT at 21% instead of RETT. While there is no stamp duty, notary fees are also applicable and are calculated based on the property’s value, in accord - ance with the official notary tariff. The fees for regis - tering the new owner in the real estate cadastre are nominal. These costs are typically borne by the buyer. A share deal is taxed differently from a direct real estate (asset) transaction. RETT is not triggered in a share deal and there is no specific tax on a change of control in a property-owning company. Additionally, share transfers are exempt from VAT. The seller of the shares – a natural person – may be subject to capital gains tax, which is generally 15% on the net gain (as of 2026). If the seller is a Montenegrin legal entity, cor - porate income tax rules apply (progressive rate from 9% to 15%). However, Montenegro has signed dou - ble taxation treaties with numerous countries, which may reduce or exempt this tax liability, depending on the specific treaty provisions. Notarial fees may apply, depending on the structure of the transaction, while registration fees at the Company Registry are nominal. 2.11 Legal Restrictions on Foreign Investors Foreign persons (natural or legal) are not permitted to acquire ownership rights over certain categories of immovable property. Specifically, foreign ownership is prohibited for natu - ral resources, publicly used assets, agricultural land, forests and forest land, cultural heritage sites of exceptional or special importance, immovable prop - erty within one kilometre of the state border and on islands, and immovable property located in areas designated by law as being of strategic interest for national security. Exceptionally, a foreign natural person may acquire ownership rights over agricultural land, forests and forest land up to 5,000m², only if the subject of the
transfer agreement (sale, gift, exchange, etc) is a resi - dential building located on that land. Foreign inves - tors may still access restricted land through long-term lease, concession agreements, BOT arrangements or other public-private partnership models, under the same conditions as domestic entities, except on the immovable property in areas of strategic interest for national security. To overcome these limitations, foreign investors typi - cally establish an SPV in Montenegro, which, as a domestic legal entity, may acquire real estate without restriction. 3. Real Estate Finance 3.1 Financing Acquisitions of Commercial Real Estate Commercial real estate acquisitions are most com - monly financed through bank loans. Larger transac - tions, such as the purchase of real estate portfolios or companies with substantial property assets, which are not that common in Montenegro, often use syn - dicated loans. Other financing sources include the buyer’s own equity, capital from real estate funds or private investors. The choice of structure depends on the scale and complexity of the deal. 3.2 Typical Security Created by Commercial Investors Security instruments may include the following mech - anisms: • mortgage on real estate; • pledge on shares or stock in a company; • security in the form of assignment of rights to lease/insurance agreements; • security on income from real estate directed to a special escrow account; • sureties and guarantees; and • escrow. When a commercial real estate investor borrows funds to acquire or develop real estate in Montenegro, the most common forms of security granted to lenders include:
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