registering joint venture company in myanmar

REGISTERING JOINT VENTURE COMPANY IN MYANMAR

AND OBTAINING A PERMIT TO TRADE

UNDER THE MYANMAR COMPANIES ACT 1914

Presented by

DAW KHIN KHIN ZAW

Partner

4th JUNE 2015

YANGON INTERNATIONAL HOTEL

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Presentation Topics

1. Overview of Myanmar Company Act

2. Company Registration Procedures

3. Check the Company Name

4. Application Forms and Other Related documents for Joint Venture Co.

5. Preparation for Memorandum of Association and Articles of Association

6. Paying Registration Fees and Stamp Duty Fees

7. Obtaining Temporary Incorporation Certificate and Temporary Permit to

Trade Issued by DICA

8. Paying Registration Fees and Stamp Duty Fees

9. Required Documents for Opening Bank Account

10. Transferring Minimum Capital to Bank Account

11. Obtaining the Permanent Certificates

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Overview of Myanmar Companies Act

Myanmar Companies Act came into force from 1st April 1914 was enacted

by India Act VII of 1913.

The Myanmar Companies Act 1914 and Myanmar Companies Rules 1940

govern the activities of both local and foreign companies wishing to carry

on business in Myanmar.

Joint Venture Company incorporated between companies or as a special

company between individual/company and a government department

formed under the Special Company Act 1950.

Now, measures have been taken to draft new Company Law which to be in

line with current situation with the assistance of Asian Development Bank.

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Forms of Business Organization

Business

Organization

Company

Branch/ Representative

Company

Joint Venture Company

Partnership

Private Public

4

Company Registration Procedures

Filing Application for Company Registration

with CRO under DICA

Temporary Certificate of Incorporation

Payment of 50% of Registered Capital

Certificate of Incorporation

5

Check the Company Name

Check Availability of Company Name

Submit Name Check Form (simple form of DICA)

Name in English and Myanmar versions

Attached Business Activities to Operate in Myanmar

6

Application Forms For Joint Venture Company

Application Cover Letter

Declaration of Registration

Registered Office Address Form

Directors List Details (form 26)

Application Form for Permit (Form A)

Declaration of Legal and Official Version of the Documents

Statement of Company Objectives

Memorandum and Articles of Association

Undertaking Letter not to conduct Trading Business in Myanmar.

(For Foreign Companies)

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Other Related documents…

Passport Copies of Shareholders/ Directors (Foreign),

National Registration Card (NRC) of Local Directors

Copies of Board of Directors’ Resolution

Company Profile

Copies of Joint Venture Agreement (if any)

For Individual

For Company

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Preparation for Memorandum Of Association (MOA) and Articles Of Association (AOA)

Two sets of Memorandum and Articles of Association duly

printed both in Myanmar and English Versions

Confirmation for the draft of MOA and AOA at

Company Registration Office

Attached with any License of Auditor or Advocate who

signed on MOA and AOA

Getting Signatures of Shareholders and Directors

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Paying Registration Fees and Stamp Duty Fees

Registration fees 1,000,000 kyats to One Stop Services

counter.

Paying Stamp Duty Fee depend on Nominal Share Capital

directly to Revenue Department/ Revenue Office.

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Obtaining Temporary Incorporation Certificate and Temporary Permit to Trade issued by DICA

Submitting the Completed and Signed Application Forms to

Company Registration Office

Obtaining Temporary Permit to Trade and Temporary

Certificate of Incorporation issued by DICA

Term for the such documents is Six Months only.

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Temporary Certificate of Incorporation

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Temporary Permit to Trade

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Required Documents for Opening Bank Account

Recommendation Letter from Company Registration Office.

Copy of Temporary Certificate of Incorporation

Copy of Temporary Permit to Trade

Copies of Memorandum of Association (MOA) and Articles of

Association (AOA)

Copy of Directors List (Form 26 )

Copy of the Board of Directors’ Resolution

14

Transferring Minimum Capital to Bank Account

Capital Transaction to the bank account with relevant bank

Obtain Conditions Letter issued by DICA

Bank Credit Advice/Bank Statement which shown Transfer of

Minimum Capitals issued by Bank

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Obtaining the Permanent Certificates

Submitting the Previous Mentioned Documents to DICA

Confirmation Letter of Ward Administration Office that mentioned

Business is actual running at the Proposed Address of the Company.

Obtaining Permanent Certificate of Incorporation and Permit to

Trade. Term is Five (5) Years and need to renew within Three Months

before Expired Date.

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Certificate of Incorporation

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DICA Permit

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