Company Liquidation & Strike-Off in Kosovo

Whether your Kosovo company is dormant and needs to be removed from the register, or you are winding down an active business with assets and liabilities to settle, the closing process requires careful legal management.

Getting it wrong, such as missing tax filings, leaving bank accounts open, or failing to notify creditors, can result in personal liability, penalties, and a company that refuses to close cleanly.

At AM Legal Services, I handle company closures from start to finish, ensuring your obligations are met and the entity is properly deregistered.

Restructuring instead of closing? If your company needs a change in structure rather than closure, I also handle corporate restructuring and conversions.

Best for: Dormant companies with no assets, no liabilities, no employees, and no pending litigation.

Strike-off is the simplest route. KBRA removes the company from the register after verifying that all obligations have been cleared.

Process:

1. Settle all outstanding tax obligations with TAK
2. Submit a deregistration request to TAK
3. TAK reviews the request (approximately 45 days) and issues a Tax Certificate confirming business deregistration
4. Close all bank accounts
5. Submit the KBRA deregistration application with the TAK Tax Certificate and supporting documentation
6. KBRA removes the company from the register

Why strike-off fails: Outstanding tax filings, active bank accounts, unknown payables, pending court cases, or unresolved employee obligations. I conduct a pre-closure compliance check to identify and resolve these issues before filing.

Best for: Solvent companies seeking an orderly wind-down with proper creditor protections.

Voluntary liquidation is governed by Law No. 06/L-016 on Business Organizations. It involves a formal process of settling debts, distributing remaining assets to shareholders, and deregistering the company.

Process:

1. Shareholder resolution: the shareholders pass a formal resolution to liquidate the company
2. Liquidator appointment: a liquidator is appointed to manage the wind-down (this can be the existing director or an external appointee)
3. KBRA notification: KBRA is notified that the company has entered liquidation
4. Creditor notification: creditors are formally notified and given a period to submit claims
5. Debt settlement: all legitimate creditor claims are paid from company assets
6. Contract termination: ongoing contracts, leases, and service agreements are properly terminated
7. Asset distribution: remaining assets are distributed to shareholders according to their ownership percentages
8. TAK deregistration: the deregistration request is submitted to TAK (approximately 45 days for review)
9. Final accounts: closing financial statements are prepared and filed
10. KBRA deregistration: the company is removed from the register

For regulated entities: Financial institutions, payment institutions (PI), and electronic money institutions (EMI) require approval from the Central Bank of Kosovo (CBK) before liquidation can proceed. CBK adopted dedicated liquidation regulations in December 2024.

Best for: Companies unable to pay debts as they fall due.

Insolvency proceedings are governed by Law No. 08/L-256, published in August 2024. This modernised law streamlined reorganisation and liquidation procedures for insolvent companies.

Process:

1. Filing: insolvency proceedings can be initiated by the debtor company, a creditor, or a qualified single creditor
2. Court appointment: the court appoints an insolvency administrator and imposes a moratorium on claims
3. Assessment: the administrator evaluates whether the company can be reorganised or must be liquidated
4. Reorganisation or liquidation: either a reorganisation plan is approved by creditors and the court, or the company proceeds to liquidation
5. Distribution: assets are distributed to creditors according to the statutory priority order
6. Closure: KBRA and TAK deregistrations follow court orders and final accounting

Regardless of which route you choose, the following obligations must be addressed before KBRA will deregister your company.

• All outstanding tax returns must be filed (corporate income tax, VAT, payroll)
• All tax liabilities must be settled
• The deregistration request is submitted at the regional TAK office
• TAK reviews within approximately 45 days and issues a Tax Certificate confirming deregistration

• Final payslips must be issued and filed with TAK
• All withheld income tax and pension contributions must be remitted
• Employer pension accounts must be closed
• Employee termination procedures must comply with Kosovo Labour Law

• All bank accounts must be closed after statutory payments and distributions are complete
• For regulated entities, CBK instructions must be followed for account closure

• All ongoing contracts must be terminated in accordance with their terms
• Lease agreements must be properly ended
• Service provider agreements must be cancelled

Not checking for outstanding tax obligations. TAK will not issue the Tax Certificate if any returns are unfiled or liabilities unpaid. I conduct a comprehensive tax compliance review before initiating closure.

Leaving bank accounts open. Active bank accounts prevent clean deregistration. All accounts must be formally closed with supporting documentation.

Forgetting about employee obligations. If the company has or had employees, all payroll filings must be current, pension contributions remitted, and termination procedures followed before closure.

Not notifying creditors. In voluntary liquidation, creditors must be formally notified and given an opportunity to submit claims. Skipping this step exposes the shareholders and liquidator to potential liability.

Attempting strike-off when the company has liabilities. Strike-off is only for clean, dormant companies. If there are outstanding debts, active contracts, or unresolved claims, voluntary liquidation is the required route.

Whether you need a simple strike-off or a full voluntary liquidation, I handle the process from compliance review through to KBRA deregistration.

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Or reach me directly at art@ruleandlaw.com or by phone at +383 49 296 134.