Required Disclosures for Commercial Leases in Croatia

Due Diligence for Commercial Properties

Governed primarily by the Zakon o zakupu i kupoprodaji poslovnoga prostora (NN 125/11, 64/15, 112/18, 123/24), commercial leasing in Croatia applies the principle of caveat emptor to some extent, but the landlord has affirmative duties to disclose regulatory hurdles that could prevent the tenant from using the space for its intended purpose.

The Usage Permit (Uporabna dozvola)

A commercial space cannot be legally occupied or used for business without a valid Usage Permit. Under Article 136 of the Zakon o gradnji (NN 153/13, 20/17, 39/19, 125/19), a building or its part may only be used or put into operation after a valid usage permit has been issued. Landlords must ensure the premises have this permit for the intended business activity. If a landlord leases a space that was originally zoned as residential or has unauthorized modifications, the tenant may be unable to register their business address or obtain their MTU. Landlords must disclose any pending legalization processes under the Law on Treatment of Illegally Built Buildings (Zakon o postupanju s nezakonito izgrađenim zgradama).

Environmental and Historical Protections

If the property is located in a protected historic core (like Gornji Grad in Zagreb or Old Town Dubrovnik), the landlord must disclose specific conservation rules. These can severely limit the tenant's ability to install signage, HVAC units, or perform internal renovations.

Unlike the highly regulated residential sphere, commercial leasing in Croatia is characterized by an "as-is" corporate environment. However, specific building regulations and general contract laws still mandate clear disclosures before a lease is formalized.

The Energy Performance Certificate (Energetski Certifikat)

The single most consequential state-mandated disclosure in Croatian real estate is the Energy Performance Certificate, pursuant to Article 24 of the Zakon o gradnji.

The owner is legally obligated to:

• Obtain an energy certificate before leasing the building or a part thereof.
• Show the certificate to the prospective tenant before the lease is concluded.
• Hand over the certificate or a copy thereof upon signing the contract.
• Display the precise energy class in all media advertisements (online listings, printed ads).

State inspectors heavily penalize commercial landlords who fail to acquire or display this certificate correctly.

Minimum Technical Criteria (Minimalni tehnički uvjeti - MTU)

For specific businesses—such as restaurants, retail shops, and hospitality venues—the commercial unit must satisfy specialized "Minimum Technical Criteria" (MTU). Under Article 12 of the Zakon o trgovini (NN 87/08, 130/11, 33/15, 98/19, 32/20, 33/23) and the Zakon o ugostiteljskoj djelatnosti, business premises must meet specific technical, health, and safety standards to receive an operating license.

While it is ultimately the tenant's responsibility to secure MTU licenses to operate their specific business, the landlord must disclose the zoning reality of the property.

If a landlord leases an office space to a tenant implicitly knowing the tenant intends to run a heavy-industrial bakery, but fails to disclose that the building lacks the structural zoning required to pass MTU inspections for that specific usage, the contract could be voided under the legal theory of mistake, leaving the landlord liable for damages.

Encumbrances and the Land Registry

Commercial landlords must provide clear proof of unencumbered ownership through the Croatian Land Registry (Zemljišne knjige).

The landlord must disclose any active liens, mortgages, unresolved restitution claims, or third-party ownership disputes attached to the specific property lot. Given that commercial tenants invest heavily in costly fit-outs, proving clear, secure title and lack of legal friction is a standard step securely facilitated during the due diligence phrase.

Due Diligence and the Property State

In Croatian commercial real estate, corporate tenants conduct intense on-site due diligence. Under the Zakon o obveznim odnosima (NN 35/05, 41/08, 125/11, 78/15, 29/18, 126/21, 114/22, 156/22, 155/23), specifically Articles 327-349, the landlord is liable for material defects that existed at the time of handover, regardless of whether they were aware of them, unless the defect was visible or known to the tenant.

This legal framework demands the prompt disclosure of latent structural defects that are not immediately visible—such as a failing central HVAC system or black mold inside the drywall. However, beyond fundamental structural transparency, commercial properties are generally handed over "as-is" or in "shell and core" condition, with the explicit disclosure of limitations on alterations prominently defined in the contract.

Landager simplifies commercial disclosures by verifying that critical documents, like MTU certifications and up-to-date Energy Certificates, are cataloged with the rest of your leasing documentation.

How Landager Helps

Landager tracks lease terms, automated rent reminders, and document expiration - making it easy to stay compliant with Croatia regulations.

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