Maximize your business opportunities in Belarus with Ambylegal’s expert OJSC formation services.
OJSC as a form of ownership
Unlike registration of a closed joint-stock company (CJSC), establishing an Open JSC (OJSC) in Belarus unlocks a wider range of possibilities. Opting for an OJSC translates to a substantial authorized capital (minimum 400 basic units), signifying a company with significant resources and production capacity. Many private enterprises are increasingly drawn to the OJSC structure, as it allows for an unlimited number of shareholders and public share trading. Authorized capital is divided into equal-value shares, freely tradable on the stock market alongside convertible securities. Ownership remains with the company itself, while shares and securities represent ownership stakes. This structure fosters a dynamic and scalable business environment.
Registration of an OJSC in Belarus on a Turnkey Basis
At Ambylegal, we offer a comprehensive turnkey solution for registering your OJSC in Belarus. Our expert team handles all the legal formalities, ensuring a smooth and efficient process. From company name registration to obtaining necessary permits and licenses, we provide end-to-end support. With our turnkey service, you can focus on your business while we take care of the administrative tasks. We’ll guide you through the entire registration process, providing expert advice and ensuring compliance with Belarusian regulations. Our goal is to make the process as seamless and stress-free as possible.
Self-employed vs sole entrepreneur vs OJSC
While “self-employed” and “sole entrepreneur” are often used interchangeably, there are subtle distinctions. Both refer to individuals operating businesses on their own. However, a sole entrepreneur is a more formal term, often associated with a specific legal structure.
An OJSC (Open Joint-Stock Company), on the other hand, is a legal entity with distinct advantages. Unlike self-employed individuals or sole entrepreneurs, OJSCs can raise capital by selling shares, OJSCs can attract investments and expand their operations, limit personal liability, establish credibility, and access government programs: OJSCs may be eligible for government grants, loans, and other support programs. While self-employment and sole entrepreneurship offer flexibility and simplicity, an OJSC can provide a more substantial foundation for business growth and stability.
Which foreigners can register a company in Belarus?
Virtually any foreigner can establish a legal entity in Belarus. However, understanding the different legal statuses and document requirements is essential. Foreign investors can be citizens of any country, aged 18 or older, with full legal capacity, or companies of any organizational form that are active and not in liquidation or bankruptcy. Key considerations when choosing a legal status are tax implications and ownership structure. Sole founders cannot be foreign corporations with a single founder. Besides, foreign companies will need to extract from the commercial register and articles of association (apostille or consular legalization may be required), while individual persons are required notarized passport translation (apostille or consular legalization may be required).
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Who Can Be a Founder of a Legal Entity in Belarus?
A legal entity in Belarus can be founded by both individuals and organizations. Citizens of any country can act as founders, regardless of their nationality. For individuals a notarized copy of the founder’s passport and a notarized power of attorney may be needed. For organizations an extract from the relevant national register (e.g., the Unified State Register of Legal Entities in Russia) is necessary. The specific documents required may vary depending on the founder’s nationality and the type of legal entity being established. It’s essential to consult with legal professionals for accurate guidance and to ensure compliance with Belarusian regulations.
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FAQ
A director of a company with foreign participation in Belarus can be either a Belarusian citizen or a foreign citizen. There are no specific nationality requirements for directors. However, the director must have the necessary legal capacity and qualifications to fulfill the responsibilities of the position.
Key considerations for foreign directors:
- Work permit: Foreign directors may need to obtain a work permit if they plan to reside and work in Belarus on a regular basis.
- Language proficiency: While not always a strict requirement, proficiency in the Belarusian or Russian language can be advantageous for effective communication and interaction with local authorities and stakeholders.
- Legal representation: It’s recommended that foreign directors have a local legal representative to assist with administrative matters and ensure compliance with Belarusian laws.
Belarus has a progressive corporate tax system with several types of taxes applicable to legal entities. The main taxes include:
- Corporate Income Tax: This is the primary tax levied on the profits of legal entities. The tax rate varies based on the company’s income level and specific tax benefits.
- Value Added Tax (VAT): VAT is a consumption tax applied to the sale of goods and services within Belarus. Legal entities are generally required to register for VAT and collect the tax from their customers.
- Property Tax: This tax is imposed on the ownership of real estate and other property assets. The tax rate varies based on the type and location of the property.
- Land Tax: A tax levied on the ownership of land within Belarus. The tax rate is determined based on the land’s location and intended use.
- Social Security Contributions: Legal entities are required to contribute to social security funds for their employees. These contributions are used to fund social programs such as pensions and healthcare.
Belarus offers several attractive benefits for foreign investors looking to establish businesses. It provides a relatively favorable tax environment compared to some other countries in the region. Corporate income tax rates are competitive, and there are opportunities for tax incentives and exemptions in certain sectors. Belarus has maintained a stable political and economic environment, which can provide a conducive atmosphere for foreign investment. The country also has a well-educated and skilled workforce, which can be a valuable asset for foreign businesses. The government offers various incentives and support programs to attract foreign investment, including tax breaks, customs exemptions, and access to industrial zones. The authorities have also implemented measures to streamline the business registration and permitting processes, making it easier for foreign investors to set up operations.
Yes, a foreign citizen can be a director of a legal entity in Belarus. There are no specific nationality requirements for directors. However, foreign directors may need to meet certain conditions, such as obtaining a work permit if they plan to reside and work in Belarus on a regular basis.
Yes, a foreigner can obtain a temporary residence permit in Belarus based on establishing a company or being a director of a legal entity. The specific requirements and procedures may vary, but generally, a foreign investor will need to demonstrate that they have a legitimate business interest in Belarus and that their presence is essential for the company’s operations. This often involves providing documentation such as registration documents for the company, proof of investment in the company, evidence of employment as a director or manager, and proof of accommodation in Belarus.
Contact us
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Legal assistance is provided by advocate Anton Grinewich, Specialized Legal Bar No. 2 in Minsk.
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Office: 1 Krasnaya str., Minsk, Republic of Belarus Postal address: 1 Krasnaya str., Minsk, Republic of Belarus
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Monday-Friday 9:00-19:00