Company incorporation in Belarus: brief information and procedures
Belarus is a member of EEMA that provides resident great opportunities in the sphere of trade in this market. Having taken the decision to open a company in Belarus, the foreign investor must determine the organizational-legal form of business. When you open a company in Belarus, a foreigner can obtain permission to work on the territory of Belarus, as well as permission for temporary residence in Belarus for a period of 1 year with the possibility of extension. Let’s look at the most popular legal forms for foreign investors:
- Limited liability company (LLC).
- Private unitary enterprise (PE).
- Closed joint-stock company (CJSC).
- Open joint-stock company (OJSC).
Open company in Belarus: Limited Liability Company.
When the organizational-legal form of the founders shall not bear liability for the obligations of a legal person. Risks of founders make up their financial participation in the formation of the authorized Fund (capital). The number of founders in an organization can be from 1 to 50. Authorized Fund (capital) is not installed and can be formed within twelve months from the date of state registration of the company. The company has at least a Director or Managing Director (management company), as well as staff accountant or serving accounting company. The founder has the right to decide on the disposition of its shares (sell, donate) or just withdraw from the participants, getting their share of cost.
According to the common system of taxation legal person must pay the following taxes:
-Value added tax (VAT) is 20%;
-Profit tax is 18%;
Taxes on the wages of the employee:
— Income tax -13%;
— EXPENSES and pension fund — 35%;
— Belgosstrakh – 0.6%.
Open a company in Belarus: Private Unitary Enterprise.
It is worth noting that there is only one founder of this form. This can be either a physical or legal person. The founder is not liable for the obligations of the company and carries risks within the framework of the formation of the authorized Fund (capital). The minimum amount of authorized Fund (capital) is not installed and can be formed within twelve months from the date of State registration of the company. The owner may be a Director of the company, as well as the accounting if it is provided with an appropriate education, and also subject to certain other conditions. In most cases involved accountant or accounting company serving. Either Director or management company own the company.
Open company in Belarus: CJSC.
Registering the company with such organizational-legal form do not face the large size of the authorized Fund (capital) of 100 basic units, which corresponds to 951.6 US dollars or 1073.02 euros. The number of participants can be from 1 to 50. Authorized Fund (capital) can be formed within twelve months from the date of registration of the legal person. Participants (shareholders) have risks amounting to the value of their shares in the company and are not liable for the obligations of the joint-stock company. Shareholders have the right to dispose of the shares belonging to them (sell, give, exchange), but it is worth remembering that other shareholders have the preemptive right to purchase the shares. At least there must be Director and accountant, one can make a Manager or management company, accounting management services and instruct the accounting firm. Taxation is the same as in LLC.
Open company in Belarus: JSC.
The participants will have to form the Authorized Fund (capital) of not less than 400 base units, amounting to 3806.42 euros or 4292.06 US dollars. It is worth noting that the number of participants in the JSC can be unlimited. The Authorized Fund (capital) can be formed within twelve months from the date of state registration of the company. The shareholders are not liable for the obligations of the company and bear risks amounting to the value of their shares in the company. Shareholders may decide on the disposition of its shares (sell, give, exchange). There must be directors and accountants, or they can replace the Manager (a management company) and, accordingly, the accounting firm. Taxes are the same as in the total taxation system of LLC.
All of the above organizational-legal forms of companies are entitled to apply in their activities and simplified taxation system. A brief description of the system you can get on the following site.
Our lawyers specialize in company formation for more than 15 years. We can provide you full range of legal services in the field of company incorporation in Belarus as well as help you with company maitenance.