The manager (управител) is the person who legally represents your company and signs on its behalf. Changing the manager — because the current one is stepping down, being replaced, or a new person is being appointed — is one of the most common company changes, and it must be registered with the Central Registry of the Republic of North Macedonia to take legal effect. Until the change is registered, the old manager remains the company's registered representative.
Who decides on the change
The decision to dismiss the existing manager and appoint a new one is made by the company's owners. In a single-member company (ДООЕЛ) this is a decision of the sole owner; in a multi-member company (ДОО) it is a decision of the assembly of members. The decision names the outgoing manager, the incoming manager, and the date of the change.
Documents you need
The exact set depends on whether the company is a ДОО or a ДООЕЛ, but the core documents are:
- Decision to dismiss and appoint the manager (Одлука за разрешување и именување управител).
- Decision to amend the founding act — the founding agreement for a ДОО, or the founding statement for a ДООЕЛ — because the manager is named in it.
- Consolidated (clean) text of the founding act (пречистен текст) reflecting the new manager.
- Statement under Article 32 of the Law on Trade Companies (ЗТД) — confirming the new manager meets the legal requirements to serve.
- Statement under Article 183 of the ЗТД — the new manager's own statement accepting the role and its responsibilities.
- Signature specimen form (ЗП-образец) — the new manager's certified signature, deposited with the Central Registry.
- Copy of the new manager's ID card or passport.
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The process
Once the decisions and statements are prepared and signed, the documents are filed electronically with the Central Registry, normally through an authorized registration agent (a lawyer or accountant with registry access). The Central Registry updates the company's record to show the new manager. From that moment, the new manager is the company's registered legal representative.
A practical tip: after the change is registered, notify your bank so the new manager's signature is recognized on the corporate account, and update anyone who relies on the manager's authority (accountant, key suppliers, authorities).
