An entity that intends to conduct business in this country must be incorporated by the Directorate of Investment Company Administration (DICA) under the provisions of Myanmar Companies Law and the Special Company Act. There are several business structures for entity formation here, private limited liability company is a common form of entity for business owners, under the Special Company Act 1950. It allows 100% foreign ownership and investments.
If you are interested in setting up an entity here, this guide provides comprehensive information on the entity type, and how to incorporate it.
What it is
A type of business structure that restricts the sale of its shares and limits the liability of shareholders to the amount unpaid on their shares. To set up this type of entity, the business needs a director and at least one shareholder. The sole director may be the only shareholder of the corporation. The maximum number of shareholders allowed is 50.
Features of the Company
The following are some features of a PLC set up in the territory.
Foreign Ownership
Investors looking to start up a business here must meet all required eligibility criteria. While some sectors allow 100% foreign investments, there are a few sectors where foreigners cannot invest such as manufacturing, defense, army, nuclear weapons, etc.
Registered Office
To incorporate a company here, it must have a physically registered business address. The office may be rented, bought, or leased out for years. Foreign companies require permission to lease out buildings.
Minimum Capital
Although there is no minimum share capital for companies here, limits have been set concerning the capital specific to a type of business and not an entity.
Tax Liability
This company only pays corporate income tax at a fixed rate.
Procedure for Company Formation
Registering an establishment is the responsibility of the Directorate of Investment and Company Administration (DICA), under the Myanmar Investment Commission (MIC). The provisions of the Myanmar Companies Law, 2017 apply to all local and foreign corporations set up within the territory. The following steps must be followed when setting up a firm here.
Name Reservation
After deciding on the choice of structure to set up, an applicant must decide on the name of the company. This entity’s name should be unique, and peculiar and represent the activities conducted by the corporation.
Business Incorporation
Having chosen a name, a business owner must apply for a certificate of incorporation with DICA. The form must be submitted alongside specific required documents.
Registration Fees
All applicants must pay a certain charge for all company formation services received here.
Open a Corporate Bank Account
After incorporation, an applicant must open a corporate bank account with a locally based bank here and deposit money in the account.
Post-registration requirements
The business owner must infuse the capital into the company for the commencement of business operations, as well as apply for an official business seal.
Compliances for Company Formation
The listed compliances must be followed by investors during formation:
Corporate Income Tax
The tax rate charged by the government is 30 percent.
General Meetings
Companies must conduct general meetings at least once a year but for newly formed ones, within the first 18 months.
Documents Required for Incorporation
All incorporation documents required must carry the approved company name. You will need the following documents to incorporate a company here:
- Application cover letter
- Myanmar Language and English copies of the MOA and AOA
- Registration form (Form 1)
- Statement of Company Objectives
- Details of directors (Form 26)
- Contact details of directors
- Payment acceptance letter from OSS
Processing Time
Normally it takes only a few days to register a business in the nation but if the company has lots of investment, a significant impact on the environment, and foreign investment restrictions, it will take around 3 months to incorporate.
