Registering a company in Bhutan is a step-by-step process that involves selecting a company type, choosing a name, preparing documentation, and registering with the Bhutan Ministry of Economic Affairs, Bhutan Revenue and Customs Authority, and other relevant authorities as needed. By following this guide and utilizing the provided resources, you should be well on your way to successfully establishing your business in Bhutan. Be sure to adhere to the requirements and guidelines to ensure a smooth registration process and a successful start for your company in this culturally rich and growing economy.
Step 1: Choose your company type
The first step in registering a company in Bhutan is to choose the type of company you want to register. The most common types are:
- Private Limited Company
- Public Limited Company
- Sole Proprietorship
- Partnership
- Branch of a foreign company
Step 2: Choose a company name
Before registering your company, you'll need to choose a suitable name. The Bhutan Ministry of Economic Affairs has guidelines for acceptable names, which can be found at this link: https://www.g2b.gov.bt
Step 3: Prepare the required documents
Next, prepare the necessary documentation for your chosen company type. The key documents are:
- Articles of Incorporation (for Private and Public Limited Companies)
- Application for Company Registration (for all types)
These forms can be downloaded from the Ministry of Economic Affairs website: https://www.moea.gov.bt
Step 4: Identify company officers and shareholders
You will need to identify at least one director (for Private and Public Limited Companies) or one representative (for Branch of a foreign company). Directors or representatives must be at least 18 years old. Shareholders can be individuals or corporate entities.
Step 5: Capital requirements
Bhutan requires a minimum capital of BTN 300,000 for Private Limited Companies and BTN 5,000,000 for Public Limited Companies. There is no minimum capital requirement for Sole Proprietorships, Partnerships, or branches of foreign companies.
Step 6: Register your company
Once your documents are ready, you can submit your application to the Bhutan Ministry of Economic Affairs. This can be done in person at their office or online via the following link: https://www.g2b.gov.bt
The fees for registering a company are as follows:
- Private Limited Company: BTN 1,000 (approximately)
- Public Limited Company: BTN 10,000 (approximately)
- Sole Proprietorship: BTN 500 (approximately)
- Partnership: BTN 1,000 (approximately)
- Branch of a foreign company: BTN 10,000 (approximately)
Step 7: Register for taxes
After your company is registered, you must register for taxes with the Bhutan Revenue and Customs Authority (BRCA). This can be done in person at the local Tax Office or online via the following link: https://www.brcagov.bt
Step 8: Obtain necessary permits and licenses
Depending on your business activities, you may need to obtain additional permits or licenses. Check with the relevant authorities and industry regulators for specific requirements.
Time-frame :
The entire registration process, from preparing documents to receiving your Certificate of Incorporation, can take anywhere from 4 to 6 weeks, depending on the complexity of your application.
Step 9: Open a corporate bank account
Once your company is registered, you will need to open a corporate bank account in Bhutan. Contact local banks to learn about their account options and requirements for opening a business account. Generally, you will need the company's Certificate of Incorporation, Articles of Incorporation, and identification documents for the account signatories.
Step 10: Register with the Department of Labour
If your company plans to employ workers in Bhutan, you must register with the Department of Labour. This will ensure compliance with labor laws and regulations. Registration can be done in person or online via the following link: https://www.labour.gov.bt
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