Financial Leasing Law in North Macedonia 2026 – What Changed
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KEY TAKEAWAYS
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North Macedonia adopted a new Law on Financial Leasing (Official Gazette RNM No. 148/2026), which entered into force on 6 July 2026. The new law replaces the Law on Leasing that had been in force since 2002 — introducing significantly higher capital requirements, a more structured licensing framework, stronger consumer protections for lessees, and substantially increased penalties for non-compliance. This guide summarizes the key changes and what they mean in practice for both financial leasing providers and lessees. This page is part of our practice in business and corporate law. For related questions on corporate compliance and licensing, see our guide on 7 compliance risks for managers in North Macedonia.
What Is Financial Leasing?
Financial leasing is an activity in which the lessee selects the object of leasing, which the lessor then provides for use by the lessee for an agreed period in exchange for lease instalments. Under the new law, financial leasing is specifically defined as a leasing arrangement under which all risks and benefits arising from ownership of the object — whether movable or immovable property — are transferred to the lessee, with the possibility of ownership transfer at the end of the lease period once all obligations have been fulfilled.
The new law for the first time also expressly defines operational leasing — a leasing arrangement in which the ownership of the object remains with the lessor and the lessee has no right to acquire ownership at the end of the contract unless otherwise agreed.
Who Can Provide Financial Leasing?
Financial leasing in North Macedonia may only be provided by limited liability companies (DOO) or joint-stock companies (AD) that hold a license issued by the Ministry of Finance. The word ‘leasing’ or any derivative may only be used in a company name by a licensed provider — unauthorized use is subject to fines of EUR 800 to EUR 6,000 depending on company size.
As of April 2026, only seven financial leasing providers were operating in North Macedonia. The higher capital and governance requirements introduced by the new law may create additional barriers for new entrants and could affect the level of competition in the sector.
Key Changes for Financial Leasing Providers
1. Capital Requirement — Fivefold Increase
The minimum registered capital for a financial leasing provider has increased fivefold — from MKD 6,000,000 under the previous law to MKD 30,000,000 under the new law (Article 4). All capital must be monetary, fully paid up and may not originate from loans or credits. The minimum may not be reduced below this threshold at any time.
2. Licensing — New Fee and Structured Process
A license from the Ministry of Finance is required to establish and operate a financial leasing company. The application fee is MKD 600,000 (Article 5(11)) — a fee that was not previously specified in the leasing law itself but was governed by general administrative fees legislation. The Ministry must decide on a complete application within 60 days (Article 7). Incomplete applications are given 30 days to supplement, and this period does not count towards the 60-day deadline.
Once licensed, the provider must be registered in the Central Register within 30 days of receiving the license and must begin concluding leasing contracts within 6 months of Central Register registration (Article 10(3)).
3. Management Board — Fit-and-Proper Requirements
Members of the management board of a financial leasing provider must now meet the following conditions (Article 6):
- University degree;
- Good reputation — including no final conviction to unconditional imprisonment of 6 months or more while legal consequences of the conviction continue;
- At least 3 years of successful professional experience in finance or banking after completing higher education;
- No determination in the previous 5 years that they bore responsibility for intentional, negligent or fraudulent conduct contributing to bankruptcy or liquidation of a company where they held a management role;
- No prohibition on performing a profession, activity or duty;
- No concurrent membership on the management board of any other company in North Macedonia.
Prior consent from the Ministry of Finance (fee: MKD 30,000; decision within 30 days) is required before any management board appointment, ownership structure change or share capital change (Article 13).
4. Financial Leasing Contract — Mandatory Content and Notarization
The new law prescribes in detail the mandatory content of a financial leasing contract (Article 16). The contract must include:
- Identification data of both parties;
- Description and identifying characteristics of the leased object;
- Value of the object;
- Contract duration;
- Amount, number and payment deadlines for instalments;
- Conditions and method of payment;
- Rights and obligations of both parties;
- Conditions for use, maintenance and insurance of the leased object;
- Conditions for ownership transfer if agreed;
- Conditions for contract termination and consequences;
- Method of dispute resolution;
- Total amount of leasing fees payable by the lessee;
- Name and registered seat of the supervisory authority.
Notarization remains mandatory (Article 16(2)). The contract may be concluded in written or electronic form. A financial leasing contract that terminates before 1 year (for movable property) or 2 years (for immovable property) is treated as an operational leasing contract for tax purposes — with specific exceptions for total destruction, theft, confiscation or force majeure.
5. Central Register Registration — 5-Working-Day Deadline
The leased object must be registered in a special register maintained by the Central Register within 5 working days of signing the contract (Article 22). Any amendments to the contract must also be registered within 5 working days of the change. Upon termination or cancellation of the contract, the object must be de-registered within 5 working days of the lessee taking possession.
6. Early Repayment — New Lessee Right
The new law expressly grants the lessee the right to make early repayment of outstanding obligations — in full or in part — at any time, without additional costs (Article 21). In such cases, the lessee is entitled to a proportionate reduction of the total costs set out in the amortization plan for the remaining contract period. This right did not exist under the previous law.
7. Penalties — Significantly Increased
The new law introduces substantially higher fines compared to the previous regime:
- EUR 40,000–50,000 for failure to initiate liquidation or bankruptcy proceedings within 30 days of license revocation (Article 38);
- EUR 16,000–20,000 + EUR 2,000 for the responsible person, for major breaches including: carrying out unauthorized activities, failing to register in the Central Register on time, acting without required Ministry consent, using leased objects as collateral without lessee consent, accounting failures and obstructing supervision (Article 39);
- EUR 8,000–10,000 + EUR 500 for the responsible person, for lesser breaches including notification failures, non-compliant contracts, registration delays and reporting failures (Article 40);
- EUR 4,000–5,000 for audit firms that conduct audits for leasing providers they have also advised, or that fail to notify the Ministry of findings (Article 44).
Transition Periods for Existing Providers
Existing financial leasing providers that held a license on the date the new law entered into force must comply with the following transition deadlines (Article 46):
- 12 months — capital requirement: bring registered capital up to MKD 30,000,000;
- 6 months — management board conditions: ensure all members meet the fit-and-proper requirements under Article 6;
- 3 months — contract content and early repayment: align existing internal procedures and new contracts with Articles 16 and 21.
Providers that fail to comply within these deadlines face mandatory license revocation by the Ministry of Finance within 30 days of the deadline’s expiry.
Contracts concluded and proceedings commenced before 6 July 2026 continue to be governed by the old Law on Leasing. Secondary legislation implementing the new law must be adopted within 120 days of the law’s entry into force.
Practical Checklist
For existing financial leasing providers in North Macedonia: (1) Capital compliance — 12-month deadline — assess current registered capital against the new MKD 30,000,000 minimum. Plan the capital increase process immediately — it requires monetary contributions only (no loans) and Central Register registration. (2) Management board review — 6-month deadline — verify that every current management board member meets all conditions under Article 6. Where gaps exist, begin the process of seeking Ministry of Finance consent for replacement appointments (MKD 30,000 fee per application, 30-day decision period). (3) Contract templates — 3-month deadline — update all standard financial leasing contract templates to include all mandatory elements under Article 16 and to reflect the new early repayment right under Article 21. (4) Central Register registration procedure — ensure your internal process guarantees registration of every new leasing object within 5 working days of signing. Implement a tracking system for amendments and de-registration. (5) Prior consent procedures — implement an internal protocol for any planned ownership changes, share capital changes or management board appointments to ensure Ministry of Finance consent is obtained before the change takes effect. (6) Review audit arrangements — confirm that your audit firm does not also provide consulting or other services to your company. If it does, the relationship must be restructured.
Frequently Asked Questions
When did the new Law on Financial Leasing enter into force?
The Law on Financial Leasing (Official Gazette RNM No. 148/2026) entered into force on 6 July 2026 — the day of its publication in the Official Gazette. It replaces the Law on Leasing that had been in force since 2002 (OG RM 4/2002, with subsequent amendments).
What is the minimum capital requirement for a financial leasing company?
The minimum registered capital is MKD 30,000,000 under the new law — a fivefold increase from the previous minimum of MKD 6,000,000. All capital must be in monetary form, fully paid up and may not originate from loans or credits. Existing providers have 12 months from 6 July 2026 to comply.
Can a lessee repay a financial leasing contract early?
Yes. Article 21 of the new law expressly grants lessees the right to make early repayment of outstanding obligations — in full or in part — at any time, without additional costs. The lessee is entitled to a proportionate reduction of the total costs in the amortization plan for the remaining period. This was not provided for in the previous law.
What happens if an existing leasing provider does not meet the new capital requirement in time?
If an existing provider fails to increase its registered capital to MKD 30,000,000 within 12 months of the law entering into force (i.e. by 6 July 2027), the Ministry of Finance will revoke its license within 30 days of the deadline’s expiry. Following revocation, management board members must initiate liquidation or bankruptcy proceedings within 30 days — failure to do so results in a fine of EUR 40,000 to EUR 50,000.
Do contracts concluded before 6 July 2026 need to be updated?
No. Contracts concluded and proceedings commenced before 6 July 2026 continue to be governed by the old Law on Leasing. However, existing providers must update their standard contract templates for new contracts within 3 months of 6 July 2026, and ensure that the new contracts comply with the mandatory content requirements of Article 16 and include the early repayment provision of Article 21.
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ABOUT THE AUTHOR Vedran Lalicic Attorney at Law | Lalicic & Partners, Skopje, North Macedonia Practice areas: Business and corporate law, Real estate, Litigation |
Last updated: August 2026
Note: The above does not constitute legal advice and in no way can be accepted or understood as an instruction to act in a specific case. Each legal situation has its own characteristics that should be reviewed at separately, and for that reason we recommend that you contact a professional – a lawyer – for legal advice.