The most typical sort of business entity in Cambodia is a private limited company, which is a kind of limited liability company. A private limited corporation needs at least one director, who can be either a local or foreigner, and 2 to 30 shareholders. The private limited corporation may impose one or more limitations on the transfer of each class of shares and is not permitted to issue shares or securities to the public. The private limited company will not be held personally liable for the firm’s obligations because it is a separate legal entity. According to the articles of formation, the firm must have a registered office in Cambodia. KHR 4 million is the required share capital to form a private limited business. The Ministry of Commerce has announced that it wants to cut the time it takes to register a corporation in Cambodia from three to four weeks to just eight to ten working days.
How to form a Cambodian private limited business
The CamDX system of the MEF can be used to register a private limited business in Cambodia online. The business needs to register using the online services provided by the Cambodia Data Exchange (CamDX) system run by the Ministry of Economy and Finance (MEF). You must first create a user account, which involves providing your name, contact information, and personal data to register online. The entire process entails:
Reserve a firm name
You must reserve a business name. You must input a suggested name in Khmer; the suggested names will be reviewed automatically. The name may also be registered in a different language, typically English. The next step is to decide what kind of business to launch. KHR 40,000 is required to reserve the company name. The name will be reserved once you have paid for it, making it impossible for another business to use the one you have suggested. The name will be held for two weeks following approval if approved. You must make another payment to reserve the business if you want to extend the reservation period.
Register the firm
The next step is to register the firm, which must be done within 15 days and can only be done when the name has been authorized. You must first list the company’s operational activities. Only the company’s specified business activities are permitted to be carried out. Based on the Standard Industrial Classification (SIC Codes), the applicant must choose a business activity. It is necessary to produce the registered office’s leasing agreement. It is also allowed to use a utility bill or a land title. Additionally required are contact details, identity cards or passports, and the firm directors’ consent forms. Contact information, shareholding, identity evidence for individuals, and a power of attorney for legal entities are required for shareholders. The application will be examined and approved after completion. The cost of registration is KHR 2,155,000. You can pay the registration cost online with ABA Pay or by credit/debit card.
Registration certificate
As soon as it has been accepted, a digital Certificate of Registration will be produced on the online system for business registration, and a hard copy can be received from the Department of Registration.
Establishing a business bank account and funding it with the necessary funds
You can use the certificate of incorporation you receive once the business is registered to open a corporate bank account and deposit the necessary capital there. The minimum capital need is KHR 4 million (USD 1,000).
Registering for taxes
The General Department of Taxation (GDT) is where you must register to pay taxes next. The articles of incorporation and the Certificate of Registration must be submitted. CamDX’s online registration service allows for tax registration. A taxpayer identification number, a taxpayer identification card, a VAT certificate, and a patent tax certificate will be issued to the GDT once it has been registered, together with other documents. Within 15 working days following tax registration, bank account information must be submitted in digital format. The provided certificates from GDT would be revoked if this weren’t done.
Register with the National Social Security Fund (NSSF) and the Ministry of Labor and Vocational Training
Companies with eight employees or more are required to register with the NSSF. An opening declaration must be filed by the business with the Ministry of Labor and Vocational Training.
