Both local and foreign trader can apply for Limited Liability Company (LLC) registration in Sri Lanka. The private limited liability company can’t have more than 50 shares. The applicant cannot be a director and company secretary at the same corporation.
If the company have more than one partnership, one of the partners can act as company secretary. If paid-up capital of a company exceeds from 500,000, an experienced company secretary needs to be hired. Foreign investors must take permission from Board of Investment (BOI) to incorporate a business in Sri Lanka.
However, the foreign investor can hold 100 % of shares of the company. The process and steps of LLC company registration are described below –
Contents
Name Approval
Name registration is the 1st steps of registering a business/company. It is mandatory for all company to register their name within the department of Register of Companies. Name registration FORM-16A is available on the government website (free of cost).
Download the FORM and fill it up with necessary information. Submit the FORM to any branch of “Register of Companies” within your region. You can also submit the registration FORM
Required Papers for Company Registration
Form 1: Section 4(1) of Companies Act No. 7 of 2007 (registration of an LLC company). It is mandatory to fill up the FORM with the following information— the name of company, type of company, number of proposed companies, company registered address, directors name, passport copy of directors, number of shareholders and information of company secretary.
Form 18: Section 203 of the Companies Act No. 7 of 2007. Information required for to fill up FORM 18 are— no. of the company, company name, the name of the director, occupation, resident address, passport number, date of appointment, email address and phone number.
Form 19: along with other information mentioned in FORM 18 and 19, the agreement and certificate of the secretary are required.
Two copies of “Article of Associations” (signed by directors) needs to submit before registration. The format of AoA must be – A4 paper size, keep 4 in the upper side, 2” space at left and 1space at the right side.
LLC Registration Procedure
- Check the name availability at the website of “Register of Companies”. Select at least 3 unique names (reduce the chance of name rejection).
- The investor or consultant needs to collect form A-16 from registrar counter and submit it through online (eROC).
- Investor or consultant needs to clear fees (Rs. 1000+ including 12% vat) formalities to the counter of “Register of Companies”.
- Company name approval will be valid for three months. It will be expired automatically if the renew process is not completed.
- You will be given company name approval digit by information centre of registrar office.
Government Fees for LLC Company Registration
| Type of fees | Fees in SLR |
| FORM no. 16 A | Free |
| Fees for FORM No. 1 | SRS 10 |
| Fees for FORM No. 18 | SLR 5 |
| Fees for FORM No. 19 | SLR 5 |
| Fees for Name Search | SLR 1000+ (12% Vat Included) |
| Registration Fees for the Form No. 18 & 19 | SLR 1000+ (12% Vat Included) |
| Registration Fee for Article of Association | SLR 1000+ (12% Vat Included) |
| Registration Fee for FORM 1 | SLR 15000+ (12% Vat Included) |
Schedule of Fees Companies Act No. 07 Of 2007 (Government Fees)
Our Consultancy Fees to Setup LLC In Sri Lanka
| Types of Enterprise | Fees |
| Small Enterprise | US $ 1999 |
| Medium Enterprise | US $ 2999 |
| Large Enterprise | US $ 6999 |
| Advisory fess is free |
Conclusion
Business registration procedure in Sri Lanka is pretty straight forward. Because of new adjust to the system, the documented process for company registration become much easier. Now some of the company registration work can be done via online, which saves time & money. Well, now you can also check small business ideas in Sri Lanka. Limited Liability Company registration fees in Sri Lanka is comparatively cheaper that other countries.
If you face any difficulties registering a foreign or local company in Sri Lanka, make sure to contact us. We offer free advisory service so that you can understand the complete procedure of company registration. We have experienced professional who will guide you and take all the responsibility for your company set up in any foreign country including doing business in Sri Lanka.
Frequently Asked Question (FAQ)
It usually takes 1 to 3 days to obtain company name approval.
It takes 1 day if there is no issue with your company registration paper.
We usually take around SLR 120,000 (depends on the size of company) for company registration. Which includes – company name approval, incorporation, board meeting resolution, 1-year secretary service, and business address use and many more.
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