Belarus remains an attractive jurisdiction for registering IT companies due to preferential taxation in the High-Tech Park (HTP) and access to qualified specialists. Opening an IT company in the country allows one to work with international clients, receive tax preferences, and conduct business in a stable legal environment.
However, the registration process requires careful preparation—choosing the organizational and legal form and drawing up the necessary documents. Only after the company’s state registration can it apply for entry into the HTP. It is essential to consider the peculiarities of taxation, the hiring procedure, and the banks’ requirements when opening an account.
This article will examine the key stages of registering an IT company in Belarus, as well as its advantages and possible difficulties.
Advantages of registering an IT company in Belarus
Belarus offers favorable conditions for doing IT business, including developed infrastructure, tax incentives, and state support. One key factor attracting IT companies is the High-Tech Park (HTP), which provides special conditions for park residents. We recommend that you consult our experienced lawyer to assess the possibility of your company becoming an HTP resident in the future.
Developed infrastructure for IT business
Belarus is actively developing the IT sector, creating favorable conditions for the growth of technology companies :
1. Qualified personnel.
The country has several leading universities that train IT specialists, providing access to highly qualified developers.
2. Developed digital environment.
Belarus offers modern solutions in Internet infrastructure, cloud technologies, and cybersecurity.
3. Stable legislation.
Thanks to Decree No. 8, “On the Development of the Digital Economy,” Belarusian IT companies received additional guarantees for protecting business and intellectual property.
Opportunities for residency in the High-Tech Park (HTP)
The High-Tech Park (HTP) is a special legal regime created to support and develop the IT industry in Belarus. Residency in the HTP gives companies several advantages :
1. Exemption from central taxes. Resident companies do not pay income tax, VAT, and other taxes.
2. Preferential conditions for employees. The country has a special procedure for paying social contributions for company employees who are residents of the HTP (not from actual income but based on the average salary in the country). Also, several IT companies provide their employees with a broader social package than other companies.
3. Flexibility in corporate management. Simplified rules for doing business apply to HTP residents, including the possibility of concluding smart contracts and settlements in cryptocurrency.
Companies working in software, artificial intelligence, big data, blockchain, and other areas of the digital economy can apply to the HTP. The application process includes submitting a business plan and being considered by a special commission.
Thus, registering an IT company in Belarus provides access to a favorable business climate, tax preferences, and a developed technological infrastructure. However, the registration process requires careful preparation, and joining the HTP requires detailed business model development. To avoid mistakes and speed up the process, it is recommended that you contact our lawyers, who will help you draw up documents and choose the optimal tax regime.
Selecting the organizational and legal form of an IT company
When registering an IT company in Belarus, it is important to choose the right organizational and legal form. The correct choice of business organization will affect the company’s management, taxation, and founders’ liability. For IT companies, as for other enterprises, the most popular forms in Belarus are a Limited Liability Company (LLC) and a representative office of a foreign company.
LLC ( Limited Liability Company )
LLC is the most common form of business organization in Belarus, including for IT companies. It has several key advantages :
1. Limited liability.
The founders of an LLC are liable for the company’s obligations only within the limits of their contributions to the authorized capital. This minimizes the owners’ personal risks. The minimum size of the authorized capital for an LLC in Belarus is not defined.
2. Flexibility in management.
LLC has the right to independently choose the form of management—one or several directors—which gives greater freedom in organizing the company’s internal management.
3. Ease of registration and maintenance.
The process of registering an LLC is relatively fast and straightforward. To do this, you must prepare the constituent documents, register the company with the justice authorities, and register it with the tax service. When registering a company with the state, it is automatically registered with the tax service, the social security fund, and Belgosstrakh. Also, when registering with the state, you can open a bank account at the same time you are registering.
4. Taxation.
An LLC can operate under a simplified taxation system (STS), which is very convenient for small and medium businesses. However, the STS has restrictions on the number of employees and the amount of gross revenue.
The LLC may receive additional tax benefits if it works with international clients and enters the High-Tech Park.
LLC is suitable for companies that plan to engage in internal and external commercial activities, work with clients in Belarus and abroad, develop startups, or introduce innovations in the IT sphere.
Opening a representative office of a foreign company
A representative office of a foreign company in Belarus is not an independent legal entity but a division that acts on behalf of the parent company. Opening a representative office may be the best option for foreign IT companies that want to develop their activities in Belarus but do not intend to create a separate legal structure.
Main features of opening and operating a representative office :
1. No independent legal liability. The representative office does not have the status of a legal entity and is not liable for its obligations. All obligations fall on the parent company.
2. Limited activity.
A representative office cannot engage in commercial activities in Belarus; it must only perform functions related to promoting the parent company’s interests (e.g., marketing, market research, organizing meetings with clients). To conduct full-fledged commercial activities in Belarus, you must register a legal entity (e.g., LLC).
3. The need to obtain permission.
To register a representative office, you will need permission from the Ministry of Foreign Affairs. This may take some time, and additional documents, such as the representative office regulations, a power of attorney for the manager, and others, will need to be submitted. The permit costs 65 basic units (RUB 2,730 or approximately EUR 820) and is issued for one year with the possibility of extension.
4. Taxation.
Representative offices of a foreign company are required to pay taxes on profits, but in smaller amounts, since they are not engaged in core commercial activities.
A representative office may be a suitable option for foreign IT companies that want to explore the Belarusian market and establish contacts with potential clients and partners but do not plan to conduct full-fledged business in the country in the first years of their activity. Information about representative offices of foreign companies is entered into the register of representative offices of foreign organizations and branches of foreign legal entities.
What form of presence in the Belarusian IT market is best for your company?
The choice between an LLC and a representative office depends on the scale of the business, the company’s goals, and its strategy in the Belarusian market. If the company plans to actively develop its activities in Belarus and work with local clients and employees, an LLC will be the best choice. If the goal is only marketing support and market analysis, then a representative office will be sufficient.
However, it is important to remember that both forms have their own nuances in terms of taxation and obligations. To correctly choose the organizational and legal form, you should consult with a lawyer. A specialist will advise you on choosing the most suitable option and will also support you at all stages of registration and paperwork.
Stages of registering an IT company in Belarus using the example of an LLC
Registering an IT company in Belarus includes several key steps that require attention to detail and proper preparation. It is essential to understand that for each of the steps, it is necessary to prepare the necessary documents and take into account the features associated with the tax and legal status of the company. Since the registration process can be complex and requires detailed elaboration of all documents, seeking advice from a lawyer is recommended to avoid mistakes and speed up the process.
Below is a detailed description of the stages of registering an IT company in Belarus, including the preparation of statutory documents, registration with government agencies, and registration with the tax service and pension fund.
Step 1. Preparing the necessary documents
Before registering a company, preparing all the necessary constituent documents is important. This is the main stage, which sets the legal basis for the company’s activities in Belarus. This will require :
1. The decision of the founders or one founder to establish a company.
This document specifies, in particular, the size of the authorized capital and the procedure for its contribution, as well as who will represent the interests of the company during state registration.
2. Company charter.
This is the main document that defines the goals, objectives, and rules of the company’s activities. The charter must contain information about the company’s name, legal address, size of the authorized capital, composition of the founders, and rights and obligations of the participants. It must also be signed by the founders.
3. For foreign founders – an extract from the Trade Register of the state in which the founder company was created or a legalized copy of the document with a translation into Russian.
4. Application for state registration.
The application must be completed in advance and submitted to the body that registers legal entities – the justice department of the local regional executive committee or the Minsk city . The application indicates basic information about the company , such as the name , legal address, types of activities, and information about the founders.
5. Power of attorney ( if the company manager does not submit the documents personally). A notarized power of attorney is required if a company representative submits the registration documents.
The stage of document preparation requires attention since the successful registration of the company depends on the correctness of the drafting. It is recommended that you consult a lawyer to check all documents and comply with all legal requirements.
6. Certificate of approval of the company name.
A certificate of this kind is obtained free of charge from the registration authority in advance before filing an application for state registration of the company. It is valid for one month.
7. Document confirming payment of state duty.
When documents for state registration are submitted offline, a state fee of 1 base unit (42 rubles or approximately 13 euros) must be paid. When documents are submitted online, there is no need to pay a state fee.
Step 2. Company registration with government authorities
After preparing all the constituent documents, it is necessary to register the company with government agencies. Submit documents for registration to the justice department of the local regional (Minsk city) executive committee or to a notary, who himself sends the documents to the registration authority or sends documents electronically through the web portal of the Unified State Register of Legal Entities and Individual Entrepreneurs (USR) (www.egr.gov.by).
The registration process includes several stages :
1. Obtaining a certificate of state registration. After submitting all documents, the registration authority issues a certificate of state registration on the day of submission or the next day. Company registration means that the company has been included in the Unified State Register and can conduct its activities legally.
2. Registration of the company with government agencies and organizations.
The registering authority sends the company’s documents to the tax inspectorate, the Social Security Fund, Belgosstrakh, and the state statistics authorities. The registering authority issues the company’s registration documents to these authorities within 5 days.
3. Assignment of a unique number.
During the registration process, a company is assigned a unique identification number (UNP—taxpayer registration number ), which is used for record-keeping and interaction with the government and tax authorities.
4. The registration authority must be notified of the appointment of the company’s director within 10 working days after the state registration of the company.
Conclusion
Registering an IT company in Belarus is a strategic step that opens up broad opportunities for doing business in a country with highly developed digital and technology sectors. Thanks to favorable conditions for IT companies, including residency in the High-Tech Park (HTP), preferential taxation, and government support, creating an IT business in Belarus can be a successful and profitable project.
However, the registration process requires attention and the right approach. It is essential to choose the proper organizational and legal form, prepare statutory documents, and register with government agencies.
To avoid mistakes and go through all stages of registration as efficiently as possible, it is recommended to contact a lawyer who will help you at each stage of state registration, ensuring successful and quick registration of your IT company in Belarus.
Contact us
If you have any questions and disputes related to IT company registration in Belarus, we will be happy to help! Our long-term experience in the field of protecting citizens’ rights will help you resolve any disputes in this area.
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- info@ambylegal.by.
