Company Creation (nur auf Englisch verfügbar)

Company CreationOne of the first steps that any investor will take is to decide upon the right structure for their investment. In general, these actions can be routine matters, but the passage of the Law on Commercial Enterprises (2005) brought changes in procedure and requirements. One can anticipate more reforms as this law becomes fully implemented.

The government institutions relevant to company creation are the Ministry of Commerce (MOC) and if the investor wants an investment company they must register
with the Council for the Development of Cambodia.

The following are enterprises which are recognized under Cambodian law and all have a duration of 99 years:

  • Company CreationPublic Limited Liability Company. (PLC) This structure allows for the selling of public stock and must issue a minimum of 1000 shares, each costing no less than 4000 Riel (KHR) or about one US dollar. PLCs can have between 2 to 30 shareholders, whose liability is limited to their capital contributions. PLCs can be 100% foreign owned (unless the purchase of land is involved, in which case the foreign equity cannot exceed 49%). The government requires this type of enterprise for operating a bank or insurance company.
  • Limited Liability Company. (LLC) This structure must issue a minimum of 1000 shares, each costing no less than 4000 KHR or about one US dollar. LLCs can have between 2 to 30 shareholders, whose liability depends on their capital contributions. LLCs can be 100% foreign owned, unless the purchase of land is involved, in which case the foreign equity cannot exceed 49%.
  • Single Member Private Limited Company. As the name implies, this arrangement has one shareholder.
  • Partnership. A contract between two or more legal entities or individuals to combine property, knowledge, and expertise. Partners are jointly and severally liable.
  • Sole Proprietorship. A type of business where one individual owns all the capital, and is not subject to any articles of association and bylaws. The sole proprietor is subject to tax on all profits and must register with the Ministry of Commerce.
  • Branch Office. Agents of the principal company permitted to sell and buy goods and services and to engage in manufacturing, processing and construction similar to a local company. The principal company will be liable for any obligations of the branch office.
  • Representative Office. This entity may be involved in marketing and may enter into contracts but is not allowed to trade in Cambodia.
  • Subsidiary This entity must have at least 51% of its capital held by one or more foreign companies. It has a legal personality separate from its principal.




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