Company Registration in Sri Lanka – An Overview

Aspect Details
Fees The cost of registering a company in Sri Lanka starts from 499 USD
Timeline for Company Registration in Sri Lanka Usually takes 1 to 2 Weeks
Benefits of Company Registration The benefits of company registration in Sri Lanka include the following:
  • Policies that favour investors
  • Simplified processes for company formation
  • Complete foreign ownership permitted with certain sector-related limitations
  • Favourable geographical positioning
  • A variety of business structures accessible
  • Potential for global partnership opportunities
Types of Company Formation Types of company formation in Sri Lanka include the following:
  • Private Limited Company
  • Public Limited Company (PLC)
  • Sole Proprietorship
  • Partnership
Documents Required
  • Draft Articles of Association.
  • ID and address proof of directors and shareholders.
  • Submit documents to the Registrar of Companies (ROC).
Top Businesses for Foreign Entrepreneurs Some of the top businesses for foreign entrepreneurs in Sri Lanka include the following:
  • Infrastructure Development
  • Information Technology
  • Healthcare and Pharmaceuticals
  • Renewable Energy
  • Tourism
  • Manufacturing & Export
List of Documents Required
  • Article of Incorporation
  • Passport Id card
  • Proof of company registered address
  • List of amount of stake
  • Power of Attorney (PoA)
  • TIN & Business License
  • Letter of Bank reference
How can we Help You?
  • Assistance in choosing a Business Structure
  • Quick Business Name Reservation
  • Assistance in Local Director Appointment
  • Aiding Company Incorporation in Sri Lanka
  • Office Address Support
  • Approvals for Business Licenses & Permits
  • Corporate Bank Account Opening
  • Managing Post-registration Compliance

Start a Business in Sri Lanka with Enterslice

Consult Enterslice experts to start a business in Sri Lanka, known for its rich culture, tea farms, and scenic beaches, from anywhere.

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Why Should you Proceed with Company Formation in Sri Lanka?

Global entrepreneurs prefer company formation in Sri Lanka due to its evolving business ecosystem, youth population, and promising environment for new ventures. Sri Lanka offers a prime location between Asia and Europe, making it a hub for global trade.

With a growing economy valued at $84.36 billion in GDP, the country presents a thriving market for business expansion: investor-friendly policies and an environment for entrepreneurs. The government aims to attract $5 billion in FDI by 2025, further boosting business prospects.

The skilled workforce, infrastructure development, and government support make starting and running a business in Sri Lanka easier. Despite challenges like high transaction costs, the growing startup ecosystem and initiatives like YouLead make Sri Lanka an appealing destination for entrepreneurs.

Simplified processes for Sri Lanka Business Setup

100% Foreign Ownership

Growing Tourism Sector

Business Structure Options Available

Encouraging Government Policies

Incentives for Foreign Investors

Types of Business Structures for Sri Lanka Business Setup

When starting a business in Sri Lanka, choosing the proper business structure is essential. Each structure has different legal, financial, and operational implications. Private Limited Company, Public Limited Company (PLC), Sole Proprietorship, and Partnership are the main business structures available. Have a look at the types of business structures for Sri Lanka business setup-

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Private Limited Company

A Private Limited Company is owned by private shareholders, with liability limited to their investment in the company. The company can have between 1 and 50 shareholders, and shareholders’ liability is restricted to their shareholding. However, a private limited company cannot raise capital through public offerings. It is also known as LLC. It is highly recommended for global entrepreneurs looking to generate revenue and build a profitable business empire in Sri Lanka.

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Public Limited Company (PLC)

A Public Limited Company is owned by public shareholders, with no limit on the number of shareholders. It is highly regulated, and the shareholders’ liability is limited to their shareholding. PLCs are managed by a board of directors elected by the shareholders. One of the advantages of a PLC is its ability to raise capital through the public by offering shares through the stock exchange. To operate as a PLC, at least 7 shareholders are required.

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Sole Proprietorship

A sole proprietorship is a business owned and operated by a single individual. It is the simplest structure to set up, with minimal regulatory requirements. However, the owner has unlimited liability for all debts and obligations of the business. The owner has complete control over the company and its decisions, but they are personally responsible for any financial issues that arise.

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Partnership

A Partnership involves two or more individuals who share the business's control, profits, and losses. A partnership agreement, or deed, is required to outline the terms of the partnership. Control is shared among the partners, and the profits are distributed and taxed as each partner's income. Like sole proprietors, partners have unlimited personal liability for the business’s debts.

How to Apply for Online Company Registration in Sri Lanka?

Starting a business in Sri Lanka is straightforward, but it requires careful attention to legal and procedural requirements. A clear understanding of the steps can ensure a smooth process to apply for online company registration in Sri Lanka-

Reserve a Company Name

Select a unique name for your business that complies with the Department of Register of Companies’ regulations. Ensure the name isn’t like existing companies or trademarks. Apply to reserve your chosen name to start a business in Sri Lanka.

Draft Incorporation Documents

Prepare the necessary documents, such as the Articles of Association (AoA) and Memorandum of Association (MoA), in line with the Companies Act of Sri Lanka. These documents define your company’s objectives, structure, and governance.

Submit Documents and Complete Registration

After name approval and document preparation, submit everything along with the fee for company registration in Sri Lanka to the Department of Registrar of Companies. The Registrar will review your application, and if approved, your company will be officially registered.

Obtain Certificates, Licenses, and Open a Bank Account

Acquire the Certificate of Incorporation and the Certificate of Commencement of Business. Depending on your business type, secure any required licenses or permits. Lastly, open a corporate bank account to manage your company’s finances.

Are you confused by the steps to start a business in Sri Lanka? Let Enterslice clear the path to your swift company registration in Sri Lanka.

Timeline for Company Incorporation in Sri Lanka

In order to start a business in Sri Lanka, you must have a clear timeline. From reserving a business name to registering for taxes, each step is designed to be completed efficiently, taking just a few days! Here’s the timeline for company incorporation in Sri Lanka-

Reserving the Business Name – 1 Day

Conduct a name search with the Registrar of Companies to confirm its availability. Once approved, reserve the name for your new business entity.

Prepare and Submit Documents- 3-4 Days

Draft the AoA and gather key documents, such as identification and proof of address for directors and shareholders. Submit these to the Registrar of Companies to begin the registration process.

Obtain the Incorporation Certificate- 3-4 Days

After approval, the Registrar of Companies will issue a Certificate of Incorporation. Next, apply for the Business Registration Certificate from the Divisional Secretariat, which is necessary for legally operating in Sri Lanka.

Open a Corporate Bank Account- 1-2 Days

Choose a local bank and provide essential documents like the Certificate of Incorporation, AoA, and director’s identification. Once the bank completes its verification, your account will be activated.

Tax Registration- 2-3 Days

Register with the Inland Revenue Department to secure a Tax Identification Number (TIN). Depending on your business activities, you may also need to register for Value Added Tax (VAT).

Documents Required for Company Registration in Sri Lanka

Given below are the documents needed for company registration in Sri Lanka-

Identity proof of directors and shareholders

A copy of the directors' valid passports

PAN card if directors or officeholders are Indian nationals

Address proof of directors and shareholders

Articles of Association and Memorandum of Association

Signature specimens of the directors or shareholders

Things to Consider Before Company Formation in Sri Lanka

Before proceeding with company formation in Sri Lanka, consider selecting the proper business structure based on your goals and preferences. Ensure the desired company name is available on the Department of Registrar of Companies (RoC) website.

While 100% foreign ownership is generally allowed for company registration in Sri Lanka, check for sector-specific restrictions. Gather necessary identification and address proofs for directors and shareholders, and submit required forms like Company Registration (Form 1) and Consent and Certificate of Director (Form 18).

After your company is verified, the Certificate of company registration in Sri Lanka will be issued. You must also fulfil public notice obligations and obtain a Tax Identification Number (TIN) from the Inland Revenue Department.

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30% Corporate Tax

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Round-the-clock Support

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No Need to Visit Govt Office

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Funding Opportunities

Benefits of Online Company Registration in Sri Lanka

Online company registration in Sri Lanka presents numerous benefits for entrepreneurs and investors. With favourable policies, simple processes, and opportunities for foreign ownership, Sri Lanka is an attractive destination for business growth. Its strategic location and flexible business structures create a promising environment for local and global ventures. Here's an overview of the key advantages of starting a business in Sri Lanka.

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Policies that favour investors

Sri Lanka offers investor-friendly policies, including tax incentives, project support, and services from the Board of Investment (BOI), making it easier for foreign businesses to establish and operate.

Simplified processes for company formation

The process of company formation in Sri Lanka is straightforward. Steps like name reservation and document submission ensure quick and efficient incorporation.

Complete foreign ownership is permitted with certain sector-related limitations

While Sri Lanka allows 100% foreign ownership in most sectors, certain industries like agriculture and media have restrictions to balance local interests.

Favourable geographical positioning

Sri Lanka’s strategic location in the Indian Ocean provides easy access to key global markets, making it a prime business hub for regional and international trade and drive businesses for company registration in Sri Lanka.

A variety of business structures are accessible

Depending on their needs and goals, entrepreneurs can choose from different business structures, such as private limited companies, public limited companies, partnerships, or sole proprietorships and go ahead for company registration in Sri Lanka.

Potential for global partnership opportunities

Sri Lanka’s growing economy and focus on foreign direct investment (FDI) create opportunities for global partnerships, allowing businesses to expand and tap into new markets with company registration in Sri Lanka.

Requisites for Company Registration in Sri Lanka

To successfully register a company in Sri Lanka, the following requisites must be fulfilled for company registration in Sri Lanka:

  • Choose a unique business name and reserve it with the Department of Registrar of Companies (RoC).
  • Select the appropriate business entity type (e.g., Private Limited Company, Public Limited Company, or Partnership).
  • Provide necessary details of directors and shareholders, including their identification and proof of address.
  • Prepare and submit required forms, such as Company Registration (Form 1), Consent and Certificate of Director (Form 18), and Consent and Certificate of Secretary (Form 19).
  • Submit the Articles of Association, which can be customised or follow the Companies Act of Sri Lanka.
  • Ensure the Registrar verifies all documents and issues the Certificate of Company Incorporation in Sri Lanka.
  • Publish a public notice within 30 days in the Government Gazette and newspapers (English, Sinhala, Tamil).
  • Open an authorised bank account and apply for a Tax Identification Number (TIN) from the Inland Revenue Department.

Business Opportunities for Company Registration in Sri Lanka

Thanks to its strategic location, government support, and expanding economy, company registration in Sri Lanka provides excellent opportunities for entrepreneurs aiming to start a business in a growing market.

Top 6 Industries for Company Registration in Sri Lanka

  • Infrastructure Development
  • Information Technology
  • Healthcare and Pharmaceuticals
  • Renewable Energy
  • Tourism
  • Manufacturing & Export

Top 6 Businesses for Business Registration Sri Lanka

  • Real Estate Development and Construction
  • Software Development and IT Solutions
  • Private Hospitals and Diagnostic Labs
  • Solar and Wind Energy Farms
  • Luxury Resorts and Boutique Hotels
  • Garment and Textile Export

Why Trust Enterslice for Company Formation in Sri Lanka?

Enterslice simplifies setting up your business in Sri Lanka. We help you choose the proper business structure and ensure compliance with tailored solutions post-registration. Our expert support guides you in turning your vision into a successful enterprise with blissful company formation in Sri Lanka.

  • Assistance in Selecting the Right Business Structure
  • Assisted 400+ Global Entrepreneurs with Company Registration in Sri Lanka
  • Quick and Hassle-free Support in Registering a Business Name in Sri Lanka
  • Support in Appointing a Local Director, if Required
  • Impressive Success Rate of 99% in Consulting for Business Registration Sri Lanka
  • Streamlined Services for Company Incorporation in Sri Lanka  
  • Provision of a Registered Office Address for your Business
  • Saved 20 Lakh+ Hours of Global Passionpreneurs
  • Assistance in Obtaining Business Licenses and Permits for Sri Lanka Business Setup
  • Guidance for Opening a Corporate Bank Account
  • Management of Post-registration Compliance Needs for Company Registration in Sri Lanka

FAQs on Business Registration Sri Lanka

The process of company registration in Sri Lanka involves several steps:

  1. Reserve a Company Name: Contact the Registrar of Companies (RoC) to choose and reserve a unique name.
  2. Prepare Incorporation Documents: Draft the Articles of Association and Memorandum of Association.
  3. Submit Documents to RoC: Complete and submit forms like Form 1, Form 18, and Form 19.
  4. Obtain Certificates: Once approved, receive the Certificate of Incorporation and the Business Registration Certificate.
  5. Open a Bank Account: Set up a corporate account for managing finances.
  6. Register for Taxes: Obtain a Tax Identification Number (TIN) from the Inland Revenue Department.

Registering a company in Sri Lanka offers numerous benefits, including:

  • 100% foreign ownership in most sectors.
  • Simplified registration processes.
  • Strategic location with access to global markets.
  • Investor-friendly policies with lucrative tax incentives.
  • A wide choice of business structures, such as Private Limited Companies and Partnerships.

Key documents required for company registration in Sri Lanka include:

  • A valid ID (passport or driving license) of directors and shareholders.
  • Proof of address (utility bills or bank statements).
  • Drafted Articles of Association and Memorandum of Association.
  • Signature specimens of directors.
  • The reserved company name

Yes, 100% foreign ownership is permitted in most sectors in Sri Lanka. However, specific sectors, like agriculture and media, may have restrictions to protect local interests.

Sri Lanka offers multiple business structures for company registration in Sri Lanka to suit various needs:

  • Private Limited Company: Suitable for small to medium businesses with liability limited to shareholders.
  • Public Limited Company (PLC): Ideal for large businesses seeking public investment.
  • Sole Proprietorship: A simple structure with unlimited personal liability.
  • Partnership: Shared ownership and responsibilities among partners.

Some of the best industries for business setup in Sri Lanka include:

  • Tourism: Luxury resorts and boutique hotels.
  • Renewable Energy: Solar and wind farms.
  • Manufacturing & Export: Apparel, tea, and spices.
  • Information Technology: Software development and IT solutions.
  • Healthcare: Private hospitals and diagnostic labs.

While not mandatory for all business structures, certain companies may require the appointment of a local director to meet regulatory compliance. Professional firms can assist in this process.

The standard corporate tax rate in Sri Lanka is 30%. However, specific industries may benefit from reduced rates or tax holidays under particular government policies.

Sole proprietorships are typically reserved for local residents. Foreigners may need to explore other business structures, such as Private Limited Companies, to establish their ventures.

  • Colombo: The financial and commercial hub, ideal for all industries.
  • Kandy: Suitable for tourism-related businesses.
  • Galle: Best for real estate and export-oriented businesses.
  • Jaffna: A growing market for agriculture and renewable energy.

The Registrar of Companies (RoC) oversees company incorporation in Sri Lanka, maintains company records, and ensures compliance with the Companies Act of Sri Lanka. All registration documents must be submitted to the RoC for approval.

While Sri Lanka promotes foreign direct investment (FDI), restrictions may apply in specific sectors such as agriculture, education, and media. It is essential to review the Foreign Investment Regulations before initiating company formation.

To open a corporate bank account after company registration in Sri Lanka, you’ll need the following:

  • Certificate of Incorporation and Business Registration Certificate.
  • Memorandum and Articles of Association.
  • Identification documents of directors and shareholders.
  • Proof of the registered business address.

The cost of registering a company in Sri Lanka varies based on the business structure and services availed. Government fees, such as name reservation and registration charges, are mandatory. Additional costs for Sri Lanka corporate registration may include professional service fees, office address support, and bank account setup.

No, travel is not mandatory for registering a company in Sri Lanka. Professional firms can assist remotely with the entire process, ensuring compliance without the need for physical presence for Sri Lanka business setup.

Sri Lanka offers numerous advantages:

  • A strategic location between Asia and Europe.
  • A growing economy with a thriving startup ecosystem.
  • Government support and initiatives like YouLead fostering entrepreneurship.
  • Access to global markets and opportunities for partnerships.

The choice for company registration in Sri Lanka depends on factors like liability preferences, scalability, and funding requirements. For limited liability and scalability, opt for a Private Limited Company. If you aim to raise public capital, consider a Public Limited Company (PLC).

The Sri Lanka corporate registration process typically takes 2 weeks. Reserving the business name takes about a day, while document preparation and submission usually require 3-4 days. Tax registration and corporate bank account opening can be completed in an additional week.

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