Cambodia has an emerging economy and a growing tourism sector, which makes for an attractive proposition for foreign investors. If you have set your sights on setting up a business in Cambodia, you have come to the right place, as we offer useful information to help you navigate the complex process.
Can a Business Be 100% Foreign-Owned in Cambodia?
The short answer is yes. The following are the options for foreign business registration in Cambodia:
- Representative Office – This option is designed for foreign companies that wish to carry out market research in Cambodia; a non-trading entity with no minimum share capital and 1 authorised representative. You are limited in your business activities, and you are not bound by local laws.
- Limited Liability Company – Known as an LLC, this is a non-trading entity and the most common form of business registration, which requires a minimum share capital of $1000. A company secretary is another requirement, and an international lawyer can provide a local person to act as a company secretary. There must be at least 1 director and 1 shareholder; you are not restricted in business activities, and you are subject to local compliance.
- Foreign Branch Office – Suitable for international companies that wish to open a branch office in Cambodia, which is a trading entity, with no minimum share capital and 1 branch manager. This entity is unrestricted in business activities and is subject to local compliance.
If you are unsure which option is best for you, consult with a leading international law firm and let the specialists advise you. There are many things to consider, such as taxation and any future development plans that you might have. A Representative Office, for example, is really a temporary option, and when you are ready, you should register as a Limited Liability Company. If you would like to explore the potential that business registration in Cambodia offers, a leading international lawyer would be happy to share an informal Zoom call to discuss your needs.
Documents to Prepare
When you are going to apply to register a business in Cambodia, you have to produce passport photocopies of all directors and shareholders, a business plan, the registered company office address and a land title or lease agreement. Click here to see how a financial advisor can help you.
CamDX System
You also need to register with the CamDX System by creating a user account under the Ministry of Economy and Finance to register your business activities. This can easily be completed through the online portal, which only takes a few minutes.
Submit Incorporation Documents
You need to submit your articles of incorporation to the Ministry of Commerce through their online portal. This is something your lawyer would do on your behalf, along with the submission of other documents. Once you have submitted these documents, the Ministry of Commerce will issue you a Certification of Incorporation.
Tax Registration
Finally, you need to register as a taxpayer with the General Department of Taxation, and you will be issued a Tax Identification Number (TIN). You also have to register to pay Patent Tax and VAT, which your lawyer would do on your behalf.
Opening Bank Accounts
Once you have all your company documents, you should open a corporate bank account at a Cambodian bank, and then you will need to apply for the required licences, depending on the type of business you are running.
Register with the Ministry of Labour and Vocational Training
This must be done in order to register your employees, while also officially notifying the Ministry that your business is active.
Register with the National Social Security Fund
This is compulsory for every business entity in Cambodia that has employees. Again, this is something that your lawyer can do, providing they have Power of Attorney.
File Annual Declarations
This must be done every year according to specified dates that you must submit, and there are penalties for not doing so.
Setting up a company in Cambodia is a complex process that is best done with the help of a leading international law firm, a specialist that can offer the best advice, while also facilitating your application.
