Business Formation

Applies to women only: Obtain permission from husband to leave home in order to start a business

Agency: Domicile

According to the Islamic Family Law 61, subject to Hukum Syara’ and confirmation by the Court, a wife shall not be entitled to maintenance when she is nusyuz or unreasonably refuses to obey the lawful wishes or commands of her husband, including…(b) when she leaves her husband’s home against his wishes.

Time and cost: 1 day, no charge

Submit incorporation documents and pay registration fees

Agency: Registry of Companies and Business Names Division, Ministry of Finance

Registration is done at www.roc.gov.bn. As of May 2017, the online system has been enhanced to allow for instant verification of the company name. The system automatically generates a response if the name is unique. Once the proposed company name is verified and available to be used, entrepreneurs can proceed to the fill in online application form and submit required documents.

The Registry of Companies issues a certificate of incorporation, two certified copies of the memorandum and articles of association, and registration forms for the Employees Provident Fund and the Collector of Income Tax. The Registry automatically notifies the Collector of Income Tax of the company’s registration.

The documents required for incorporation are:

• Identification documents
• Emails and contact information for each person
• Consent to act as director form
• Form X (list of directors)
• Memorandum and Articles of Association signed by all members.

The registration documents are sent in electronic version, typically on the next business day from submitting the application.

Time and cost: 2 days, BDN 300 (flat fee for registering an industrial company)

Make a company seal or stamp

Agency: Seal-making shop

There has been a recent reform that company’s common seal is not required. This is reflected in the company’s Article of Association; the clause for adopting a common seal is removed.

For any company that existed pre-reform, company must amend the Articles of Association to remove the clause via shareholder’s resolution. For new incorporated companies, the company’s AOA simply exclude the relevant clause before registering.

Amendment can be found in Companies Act (Amendment)(No 2) Order, 2014.

Time and cost: 3 days, BND 185

Register for Employees Provident Fund

Agency: Provident Fund

Once the company successfully incorporated, the information will be automatically forwarded to the Employees Provident Fund (EPF) system. It is no longer required submit hard copy of documents (certificate of incorporation, form X, ID cards) to register the company with EPF. Once registrar submits certificate to EPF, the EPF sends an e-mail to directors with the details of procedures and requirements (e.g., guidelines on how to monitor contributions). After that, the company must complete the registration online at tap.com.bn and obtain the account number.

Companies must also register the employees with EPF, and pay relevant contributions. Registration of employees is done online at tap.com.bn, and this can be done online. To register employees, it is required to provide name and salary of each person. The identity cards of all employees as well as the employment contracts should be presented to the TAP counter in order to finalize employees’ registration and be able to make contributions.

If the employee already has TAP and SCP no, the registration will be automatically updated once information is provided. If the employee is new to the workforce (i.e., with no prior TAP and SCP no), usually, registration is completed on the following working day.

Time and cost: 1 day, simultaneous with previous procedure, no charge