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How to Start a Business in Cambodia

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How to Start a Business in Cambodia

Starting a business in Cambodia can be intimidating, but with proper planning and knowledge of the local environment, you can quickly get up and running. 

This guide will provide you with everything you need to know about starting a business in Cambodia, including registration requirements, setting up internal company structures, and capital requirements. 

In reality, there are three ways to register a business: on your own, through the Online Business Registration Platform, or by using the services of a reputable agency which will have built up strong relationships with the relevant authorities.

New enterprises looking to establish a presence in Cambodia are recommended to seek local expert advisory services to help expedite the process of establishing a business in the Kingdom. Companies in Cambodia can be 100% foreign-owned.

B2B Cambodia also includes Insider Tips from experienced agencies and businesses who understand the business registration process in Cambodia.

Which Are The Key Ministries To Know In Cambodia When Registering A Business?

The Ministry of Commerce (MoC) is very important and company registration documents issued by them include:

  • Certificate of Incorporation
  • Article of Association
  • Business License

The General Department of Taxation (GDT) registration is essential as they provide:

  • Tax Patent
  • VAT Certificate
  • Instruction to File Taxes

The Ministry of Labour and Vocational Training (MLVT/DLVT) registers the company under the Labour Law and provides:

  • Workbooks for Khmer Employees 
  • Work permits and employment cards for foreign workers

Overview Of Setting Up A Business In Cambodia

  1. Pre-Registration Requirements

    • Selection of Business Entity
    • Articles of Incorporation
    • Company Officers
    • Registered Office Address

  1. Business Registration

    • Online Registration at the Ministry of Economy and Finance (MEF)
    • Company Name Reservation
    • Selection of Standard Industrial Classification (SIC)
    • Minimum Capital Requirement
    • Necessary Documents for the Ministry of Commerce (MoC)

  1. Starting Business Operations

    • Corporate Bank Account
    • Tax Registration
    • Issuance of Company Seals
    • Stamped and Approved Registration Documents
    • Declaration to the Ministry of Labour and Vocational Training (MLVT)
    • National Social Security Fund Registration

Pre-Registration Requirements

When forming a new business in Cambodia, it’s important to understand the pre-registration requirements that need to be met before starting operations. It is the same process if you are a Cambodian citizen or starting a business in Cambodia as a foreigner.

Here's what you need to know about pre-registration requirements for a company. 

Business Entities in Cambodia

Businesses come in many forms, from sole proprietorships to limited liability companies (LLCs) and more. Whether it's a large conglomerate, an SME (Small and Medium-sized enterprises), or a new startup business - the process is the same. For foreigners, it is important to know what companies can be 100% foreign-owned in Cambodia. 

All companies must register with the Ministry of Commerce (MoC) at least 15 days before the commencement of any activities.

Here are the current business entity types in Cambodia:

  1. Sole Proprietorship
  2. Partnership
    • General Partnership
    • Limited Partnership
  3. Limited Liability Company
    • Private Limited Company
    • Public Limited Company
  4. Foreign Business in Cambodia
  5. Representative Office
  6. Branch Office
  7. Subsidiary

Example of a Business Registration

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Small and Medium Enterprises (SMEs) in Cambodia

SMEs in the Kingdom can be classified through their size (number of employees and assets) and the sector they are categorised under.

SMEs in the Kingdom can be classified through their size (number of employees and assets) and the sector they are categorised under.

Sector Item Micro Small Medium
Manufacturing FTE Workforce Count 1 - 2  3 - 49 50 - 499
Assets (excluding land) < 50,000 USD 50,000 USD - 500,000 USD 500,000 USD - 1,000,000 USD
Agriculture, Forestry
and Fishing		 FTE Workforce Count 1 - 2  3 - 49 50 - 199
Assets  < 50,000 USD 50,000 USD - 500,000 USD 500,000 USD - 1,000,000 USD
Wholesale and
Retail Trade		 FTE Workforce Count 1 - 2  3 - 49 50 - 199
Assets
(excluding land and building)		 < 50,000 USD 50,000 USD - 500,000 USD 500,000 USD - 1,000,000 USD
Other Services FTE Workforce Count 1 - 4  5 - 49 50 - 99
Assets (excluding land) < 50,000 USD 50,000 USD - 500,000 USD 500,000 USD - 1,000,000 USD
Other Activities FTE Workforce Count 1 - 9 10 - 49 50 - 199
Assets  < 50,000 USD 50,000 USD - 500,000 USD 500,000 USD - 1,000,000 USD

The ADB (Asian Development Bank) provides an overview of Micro, Small and Medium-Sized Enterprise for Cambodia in their Monitor Volume 1: Country and Regional Reviews, while this article shares more insights on the sectors and predicted size for SMEs and their growth until 2025 in Cambodia.

Articles of Incorporation

An Article of Incorporation, also known as a Certificate of Incorporation or Corporate Charter, is a document that establishes the existence of a corporation and defines its purpose. 

In Cambodia, these are the required articles in this document:

  1. Company name
  2. Company’s registered office address within Cambodia
  3. Objectives of the company
  4. Capital held in Cambodian Riel (KHR)
  5. Maximum number of shares and par value per share
  6. Name and address of shareholders
  7. Number of company directors

Designation of Company Officers

Here is a complete list of required company officers:

  • Director
  • Chairman of the Board
  • Company Secretary
  • Auditor

Registered Office Address

A company must register its business in Cambodia with the city of its primary operations. The company must submit these documents to the local government municipality:

  • Application form to the mayor. (Although listed as part of the process, this only applies in special cases. In general, most companies get the lease agreement registered and stamped by the Sangkat office.)
  • If a limited company, a copy of the company’s articles of incorporation (if a limited company)
  • A copy of the registration certificate
  • A copy of business license from the Ministry of Commerce (MoC)
  • A copy of the national ID or passport of the person’s signatory to the application
  • Photo of the office facade
  • Land title or lease agreement of official address

INSIDER TIP: It is highly recommended that new businesses choose an address for the long term to avoid having to go through the red tape of having official addresses changed - a process that can take a significant amount of time (around 3 weeks).

Business Registration in Cambodia

Online Business Registration Cambodia (Ministry of Economy and Finance (MEF)

Traditionally, some of the criticisms of setting up a business in Cambodia was the length of time and ambiguity over the process and the required documents needed. 

The introduction of the Online Business Registration Platform in 2020, also known as the “Single Portal”, is meant to have reduced the time of registration and added clarity to the process.

In 2022, more than 10,000 new companies and enterprises registered in Cambodia, according to the MoC, with 60% using the online portal.

To register online, you must create a user profile, which requires your name, contact information, and date of birth.

  • Non-Online Estimated Registration Time: 4-6 weeks to process requirements.

  • Single Portal Registration Estimated Time: The government claims the online process takes three-to-seven working days if the request meets the requirements.

The company must be registered using the Online Registration Service under the Cambodia Data Exchange (CamDX) system of the MEF Ministry of Economy and Finance). 

There is a guide on how to use the Cambodia Online Business Registration System.

INSIDER TIP: Despite the progress in digitising the process and reducing the difficulty of registering a business through online platforms, some start-ups still find themselves frustrated by bureaucratic processes. It is recommended that businesses without prior experience in Cambodia get in touch with agencies for a timely and cost-effective solution.

Once the pre-registration requirements have been completed, you will be able to register your new company with the relevant government ministries. 

You can check if your business has been officially registered through the Business Registration Search Portal of the Ministry of Commerce.

How Much Does It Cost To Set Up A Business In Cambodia

The Ministry of Commerce provides a list of prices related to business registrations - see here - for costs on setting up a business. Using the Online Portal, payments can be made using a credit/debit card.

Of interest for foreign companies are:

  • Registering Foreign Company (using previously reserved name) - Cost KHR 1,680,000 (approx USD $410)

  • Registering Foreign Company (reserving name as part of registration) - Cost KHR 1,720 000 (approx USD $420)

Company Name Reservation

Estimated Time: 1 day

The price is KHR 40,000 (USD $10) to reserve the company name. Once this fee is paid, the name will be reserved for two weeks only. The company must then make another payment of KHR 40,000 (USD $10) if you want to continue to rent the name for another two weeks (and so on thereafter).

Business Entity Type

You need to make a choice according to the business entity as per the structure you intend to operate under.

Minimum Capital Requirement

A minimum capital requirement of a company is KHR 4,000,000 (approximately USD $1,000). Certain authorised activities will need to meet higher capital requirements, such as banks, which must surpass a capital of USD $75 million.

INSIDER TIP: While USD $1,000 is the official minimum requirement, the General Department of Taxation (GDT) has been known to reject applications with this minimum amount. It is recommended to have at least USD $5,000, or better yet, starting capital worth the first year of your business expenses in order to avoid having to change documents that may already have been filed with government ministries.

Necessary Documents for the Ministry of Commerce (MoC)

Estimated Time: 3 weeks

Additional documents will be required which will be acquired through the completion of the above-mentioned steps. 

Here is a list of documents that will need to be submitted to the CamDX MoC before officially starting business operations:

  • Articles of incorporation - both English and Khmer versions
  • A letter specifying an already-existing company’s permission to use a similar company name, special licenses and related documents
  • National ID (for locals) or passport (for foreigners) of director, shareholder and/or representative
  • Land title or lease agreement of the enterprise’s location
  • Current photo of not more than 3 months old of the director, shareholder (and/or representative) against a white background
  • Authorisation letter if the person who completed the application is a representative of the signatory

Starting Business Operations in Cambodia

Estimated Time: 4 weeks to complete post-registration requirements

Once registration requirements have been satisfied and approved by the relevant Ministry, you are just a few steps away from officially starting your business operations in Cambodia.

Corporate Bank Account

Estimated Time: 2-4 days

The business must open a company corporate bank account and deposit the initial capital into the account. 

A financial statement indicating that the initial capital has been deposited must be sent to the online registry within fifteen (15) days after the certificate of incorporation is received.

Tax Registration

Estimated Time: 4 weeks

To register for taxation, you must visit the website of the General Department of Taxation for the application form. 

Files to be submitted include:

  • Proof that the property tax has been paid

  • Company bank account information

INSIDER TIP: The TAX PATENT should be renewed every year and renewal period is between January 1st to March 31st

Issuance of Company Seals

Estimated Time: 1 day

After registering the business, you have to acquire an official seal through any seal maker and make sure your company seal is in accordance with the MoC guidelines. 

Once completed, the ministry is responsible for registering your business’ seal.

Stamped and Approved Registration Documents

Estimated Time: 

All documents (articles of incorporation and certificate of incorporation) must be stamped at the Department of Administration and General Affairs.

Declaration to the Ministry of Labour and Vocational Training (MLVT)

Estimated Time: 1 week

All companies must submit a written declaration to the Ministry of Labour and Vocational Training. This declaration must indicate the company's internal policies that follow Cambodia's labour law. This declaration must be filed within three months from the date of incorporation.

The initial registration will cost about USD $30 but there will be additional costs when obtaining Work Permits.

National Social Security Fund (NSSF) Registration

Estimated Time: 1 day

What is NSSF in Cambodia?

The National Social Security Fund (NSSF) provides basic social security to workers in the private sector in Cambodia. 

All companies must register their employees with the NSSF (there is no cost involved). A Registration of an Enterprise and Registration of Employees are required to be filled out and submitted along with these supporting documents:

  • Company’s certificate of incorporation
  • Patent tax certificate
  • List of employees
  • Identity card (if Cambodian) or passport (if foreigner) of the company’s representative