Business Formation

Conduct an initial check for uniqueness of the company name and Obtain company name approval at the Business Registration Department

Agency: Business Registration Department, Ministry of Commerce

The Ministry of Commerce issued a Prakas No. 299 on 29 December 2015 to implement a new procedure for registration of company through the online system.

Website: www.businessregistration.moc.gov.kh

The company is required to set up an account on business registration website of Ministry of Commerce, so they can perform the name search availability and reserve the name online by uploading the ID Cards or Passports of Owners.

The payment of government fee shall be done online via ACLEDA Bank and offline via Foreign Trade Bank, Canadia Bank and Acleda Bank. Currently, e-payment to the Ministry of Commerce via Foreign Trade Bank does not work yet.

Time and cost: 1 week, KHR 40,000

Incorporate the company with the Business Registration Department in Ministry of Commerce

Agency: Business Registration Department, Ministry of Commerce

Every businessman and trade company based in the Kingdom of Cambodia is obligated to register their business through the Ministry of Commerce’s automated business registration system from anywhere via this Website: www.businessregistration.moc.gov.kh

The following documents must be provided online to the Ministry’s Registrar in the specified quantity:

1. Documents containing address, which can be a lease agreement, electricity bill, water bill, house or building rent agreement, bank statement, etc.

2. Agreement establishing the company

3. Photos 4×6

4. Identity card or passport of the company’s owners and administrator

5. Honest declaration by the administrator to have no previous conviction in any commercial, civic or criminal case, and that he/she is currently not a civil servant bound by the Statutes of Civil Servants of the Kingdom of Cambodia

6. In the case where the company’s owners are legal persons:

  • A certified copy of the original legal documents proving the company’s registration
  • The original copy of letter appointing the legal person as the representative issued by the owners of the company

7. The company must provide two (02) copies of the original version of its statute, accompanied by a statement of bank deposit, to the Department of Business Registration within 30 days starting from the date a business registration certificate is issued. During this period, if the Department of Business Registration does not receive the original copy of the statute from the applicant, Ministry of Commerce reserves its right to reject the company’s registration and delete it altogether from its database.

Documents listed under items (1)-(6) are submitted online at http://www.businessregistration.moc.gov.kh. Documents listed under item (7) are submitted in person in original hard copy.

Time and cost: 1 month, KHR 1,680,000

Make a company seal

Agency: Sealmaker

The Ministry of Commerce registers and acknowledges the seal of the company. The company itself must produce a seal in accordance with formats provided in the MOC.

Time and cost: 1 day, USD 15

Open a bank account

Agency: Bank

The company must open a bank account in its name. The evidence of a bank account must be submitted to the MOC within one month after the company has obtained the certificate of incorporation. At the same time of opening a bank account, the company can also deposit the initial capital.

Time and cost: 1 day, no charge

Have registration documents stamped and approved, register for TIN, Patent tax and VAT tax

Agency: General Department of Taxation

The documents need to be stamped are the Memorandum and Articles of Association and the Certificate of Incorporation. This is obtained at one of the Department of Administration and General Affairs, and other 33 Tax Branches. In-person visit to Tax Registration Office is required in order to take picture and fingerprint.

To register, it is required to complete the application form issued by the Tax Administration and attach the following documents:

  • Approval letter or certificate issued by the Royal Government of Cambodia (RGC) or relevant RGC ministries;
  • Articles of Association or Memorandum of Understanding (AoA or MoU) with competent ministries-institutions (if any);
  • Valid ID card or passport;
  • Two current photos (not older than 3 months), size 4×6, white background, no glasses and showing both ears, and must be signed by Chairman on the back of the photo;
  • Ownership certificate or valid lease agreement;
  • Immovable property tax receipt or documents (if any);
  • Bank account information of the enterprise (i.e. bank confirmation letter or bank statement or bank book) issued by a bank;
  • Licences issued by competent institution (if any) (e.g. tourist license issued by Ministry of Tourist etc.).

The e-registration website is not functioning at the moment.

Time and cost: 1 month, USD 100

Notify the Ministry of Labor of enterprise opening, hiring of employees and establishing internal regulations

Agency: Phnom Penh Capital Hall

All businesses must submit a written declaration to Ministry of Labor before starting their operations.

In addition, each enterprise with at least eight employees must have established internal regulations that adapt such general provisions of the labor code as conditions of hiring and calculation and payment of wages and perquisites, including in-kind benefits, work hours, health and safety measures, and personal leave, including holidays. The internal regulations must be filed within 3 months of firm opening. All establishments must maintain a payroll ledger, a declaration of personnel, a book of establishment, and labor regulations (in Khmer version). As required by law, local employees shall be provided with a “labor book” upon completing a physical examination at the Labor Health Center.

The procedure cost covers five processes:

  • Registration for opening of enterprise (KHR 30,000)
  • Registration of enterprise / establishment ledger (KHR 60,000)
  • Registration of payroll (KHR 80,000)
  • Having internal regulation certified (KHR 600,000)
  • Issuance of letter recognizing the election of shop steward for enterprise / establishment employing (KHR 80,000)

Time and cost: 1 month, KHR 850,000 (for 8-100 employees) – see procedure details

Submit company original statutes and evidence of a bank account at the Business Registry

Agency: Business Registration Department in Ministry of Commerce

The company must provide two copies of the original version of its statute, accompanied by a statement of bank account to the Department of Business Registration within 30 days starting from the date a business registration certificate is issued.

During this period, if the Department of Business Registration does not receive the original copy of the statute from the applicant, Ministry of Commerce reserves its right to reject the company’s registration and delete it altogether from its database.

Time and cost: 1 day (simultaneous with previous procedure), no charge

Receive inspection from Labor Inspector

Agency: Ministry of Labor and Vocational Training

After the registration, labor inspection is done randomly and jointly by the labor official, immigration police, and NSSF official.

Time and cost: 1 day (simultaneous with previous procedure), included in procedure 6

Register at the National Social Security Fund

Agency: National Social Security Fund

According to Prakas No. 448 of the Ministry of Labor on on the Registration of Enterprises / Establishments and Workers / Employees that fall under the Provisions of the Labor Law with the NSSF, any employer employing at least one employee is required to register with the NSSF.

At the beginning an employer needs to fill out form 1.01 (Registration of an Enterprise) and 2.01 (Registration of Employees) and file them with NSSF along with supporting documents listed on form 1.01. The two forms can be obtained from any of NSSF offices.

Form 1.01 lists four supporting documents:

  • Certificate of incorporation of the Company;
  • Patent tax certificate of the Company;
  • List of employees (form 2.01);
  • Identification card or passport of Company’s representative.

In practice, additional documents might be required, e.g. application form, photo of Company’s representative, and location plan of the Company.

Upon review and approval, NSSF will issue the Enterprise Registration Certificate. After registration, the employer must calculate, complete and file the monthly NSSF contribution form with the NSSF. The information required to complete the NSSF contribution form must be completed and filed by the required deadline of the 15th of each month.

Time and cost: 2 weeks (simultaneous with previous procedure), no charge