October 25, 2024
INTRODUCTION
The experience of doing business in Brunei Darussalam differs greatly from that of other nations. Starting a business in Brunei Darussalam has a lot of benefits. First of all, the nation is a great place for enterprises because to its extremely low cost of living. Second, the government has made it simple to start a business and is quite supportive of them. Third, the government of Brunei actively promotes economic diversification and welcomes foreign investment, making it an attractive destination for business opportunities.
Lastly, with excellent security measures in place, the nation is a very safe environment to run a business.
COMPANY BUSINESS STRUCTURE
The Companies Act, 1984 governs all company formation and registration processes in Brunei. The Registry of Companies and Business Names (ROCBN), the ministry of finance is the responsible authority for registration of companies in Brunei.
There are many legal structures available in Brunei to start and operate the business. The first step on how to start a business in Brunei is to choose the appropriate business structure. Some of the most common business structures are as follows:
- Sole proprietorship
The sole proprietorship is the most common form of business structure operated in Brunei. For sole proprietorship, the owner and the business can be classified as one and the same. This means that owners of sole proprietorship have unlimited liability. All profits, losses and any legal action taken against the business will be held against the owner. However, the sole proprietorship structure is not allowed to be opened by a non-resident, so long as they are not a Brunei Citizen or permanent resident. A registration fee of $30 will be charged for the registration of sole proprietorship in Brunei.
- Partnership
The partnership business structure is a business firm or organisation that consists of two or more partners. Similarly to the sole proprietorship model, partnership does not constitute a separate legal entity and all partners are subjected to unlimited liability under this scheme. Under the regulations set by Registry of Companies and Business Names (ROCBN), the generic partnership should only hold a maximum of 20 partners. Foreigners are also not allowed to open the partnership business structure, so long as they are not a Brunei Citizen or permanent resident.
- Company
The company business structure is a form of separate legal entity from its directors as well as shareholders. Investors looking to start a company can either be privately held or publicly owned. A minimum of two shareholders and two directors (of which at least one must classify to be ordinary resident of Brunei Darussalam) are required. A registration fee of $300 will be charged for the registration of a company in Brunei.
UNDERSTAND THE JURISDICTIONS SETUP REQUIREMENT
Brunei is an ideal country for starting a new business since it has a healthy economy that has been growing steadily over the past two decades. Its inflation rate has remained low at 1.5%, and the taxation system is also very favourable for investors. There is no tax on personal income, capital gains, sales, manufacturing, payroll, or on exports. The process of company registration in Brunei has been made convenient and quick for new investors and can be done online in a single day.
The nation is abundant in natural resources like oil and natural gas and is one of the largest producers of oil in South East Asia. Most of its exports comprise of hydrocarbons, and also liquefied natural gas. Brunei is strategically located and is just two to three hours away by air from other ASEAN countries. It also has a lot of business potential in information and communications technology. Fish farming and aquaculture also have excellent prospects here.
COMPANY REGISTRATION IN BRUNEI IN EASY STEPS
- The first step is to get the company name approved by the registrar of companies. A limited company that is not a non-profit company must have the word ‘Berhad’ (Bhd in short) at the end. If the company is private, then the word ‘Sendirian’ or ‘Sdn’ must come before ‘Berhad’ or ‘Bhd’.
- Next, submit the required documents including Articles of Association, Memorandum, names of directors along with signed consents, statutory declaration of compliance, address of the registered office, duplicates of the identity cards and passports of shareholders to the registrar.
- The required registration fees are paid, and the application is submitted online.
- The registrar examines all documents and after verifying issues a certificate of incorporation through email in a single working day.
OUTCOME
Starting a business in Brunei presents exciting opportunities for entrepreneurs seeking to capitalize on the country’s economic stability and supportive business environment. By understanding the regulatory framework, leveraging strategic support services, and implementing effective business strategies, entrepreneurs can navigate challenges and achieve sustainable growth in the dynamic market of Brunei.
HOW WE MAY HELP?
- Our team provides detailed reports on various industries in Brunei, identifying opportunities and potential risks and analysis of competitors in the Brunei market to help clients understand their position and strategy.
- We can assist with company formation, ensuring compliance with all regulatory requirements. From choosing the right business structure to obtaining necessary permits and licenses, simplifying the process, saving time and reducing administrative burden.
- Navigating Brunei’s tax system requires careful planning and compliance. Our team provides tax advisory services, including tax planning, optimizing of tax incentives, and ensuring businesses meet their tax obligations efficiently.
For more information or queries, please email us at
[email protected]
Key Contact
Surendra Singh Chandrawat
Managing Partner