As an entrepreneur looking to set up in Sri Lanka, registering a private company would perhaps be in your best interests. Unlike a sole proprietorship, a private company is a different legal entity to you and thus offers more security and protection in case of difficulty.
Registering a private company in Sri Lanka is nothing short of a rewarding and fulfilling process. With its widely varying scenery and top ranking as a tourist hotspot, Sri Lanka would be the ideal location for your company. Moreover, Sri Lanka also sees an influx of people from all over the world, ensuring that you will never be short of a loyal customer base.
Here at S & F Consulting, we have committed ourselves to making sure that your incorporation journey is smooth and fuss free. For us, your satisfaction is our goal. Thus, we’ve prepared a guide in order for you to familiarize yourself with what the registration process entails.
Guide to registering a private limited company in Sri Lanka
Step 1- Search and register a company name
The first step is to conduct a name search for your potential company, once you have deemed an appropriate name, you can either reserve it or register it immediately. This step can be done via the website of the Registrar of Companies. Do note that if you were to choose to reserve a name for your company, there is a fee of LKR 2000 plus VAT of 15%.
Step 2- You will then need to fill in and submit the relevant forms, these are detailed below:
Moreover, before you begin your incorporation process, you will need to ensure that you have both a pre-hired secretary as well as a director.
Form 1 -the company registration form. This requires the following details:
- Official company name
- Type of company
- Number of tendered companies
- Registered address for company
- Directors’ names + passport copies
- Number of shareholders
- Details of the secretary.
Form 18 -the details of directors. This form will require the following:
- Number of tendered companies
- The name of the company
- The name of the director/s
- Occupation of the director/s
- The official address of the director/s
- Passport number of the director/s
- Email address of the director/s
- Phone number of the director/s
- The date of appointment
Form 19 – This form requires the following details:
- The agreement document of the secretary
- The official certification of the secretary
Step 3- Articles of Association
This step will require you to submit two copies of your articles of association, you may opt to draft your own document or use the standard articles given by the Registrar of Companies in Sri Lanka.
Step 4- Announcement of company on a public forum
As per regulation, you must make an announcement on a public forum about your company including specific details like the registration number and the official address. This does not have to be a large announcement. In almost all cases, a small advertisement on the local newspapers will suffice. And will come to no more that LKR 9000. This could also be a good opportunity for you to advertise your company at its initial stage.
Step 5- Filing for your Tax Identification Number
Now that you have your business registered, you will need to make an application to receive your Tax Identification Number. You will need to physically pick up the application from the Taxpayer Services Unit of the Inland Revenue Department and submit the filled in form along with copies of the following:
- Form 1
- Certificate of Incorporation
- Articles of Association
This process will cost LKR 1500 as a processing fee.
In essence, registering a company in Sri Lanka only looks complicated, but, once you have completed each step, you will soon be in possession of your business registration certificate. If you have any doubts, please feel free to contact one of our friendly customer service agents, who will be more than happy to offer you advice!
Frequently Asked Questions
How much will the registration fee be?
The registration fee will be a cumulative amount of the following:
- Name search: LKR 1000
- Form 1: LKR 10
- Form 18: LKR 5
- Form 19: LKR 5
- Registration of Form 1: LKR 15000
- Registration of Form 18 &19: LKR 1000
- Registration of Articles of Association: LKR 1000
- TIN application LKR 1500
How long will this process take?
1-3 business days for name registration
1 business day to issue the license (if all conditions are met successfully)
Why should I choose S & F Consulting?
S & F Consulting acts as registered agents for anyone in Sri Lanka that needs documents and proceedings done on their behalf. We pride ourselves on simplifying otherwise complicated legal procedures in order for you to have an easy and fulfilling journey in Sri Lanka whether it be employment or otherwise. Therefore, do not hesitate to contact us as we believe in placing your happiness and success at the forefront.