Legal requirements for setting up your business
Making it easier to start a company is a priority in improving Belarus’ overall business climate. The most important steps taken in the country in recent years include:
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declarative principle of state registration of business entities is now used (as of 1 February 2009);
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the state registration time has been reduced from three months to one day;
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a new business gets registered with all kinds of registries without personal involvement;
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the minimal threshold for the charter fund of commercial organizations has been scrapped except for public joint-stock companies (OAO) and private joint-stock companies (ZAO);
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the charter fund can be established within one year after the state registration of the legal person;
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legal persons and self-employed businessmen can be registered electronically using the website of the unified state register of legal entities and self-employed businessmen (applicants no longer have to pay a fee for submitting digital documents).
How to Start a Company in Belarus: A Step-By-Step Guide
The state guarantees equal rights and opportunities for Belarusian residents and foreign entities to do business in the Republic of Belarus by setting up legal entities.
To register a legal entity in the manner prescribed by law, you need to take several steps:
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decide on a legal form;
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check available business names;
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choose a location (legal address) of a future organization, draw up its charter (articles of association for a commercial organization that operates only on the basis of the articles of association);
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submit a package of documents to the territorial registration authority for state registration.
For more details about every step, please click here.
Special legal regimes to set up enterprises in Belarus
Today Belarus offers special preferential regimes for doing business, including tax benefits, in:
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six free economic zones (Brest, Gomel-Raton, Minsk, Vitebsk, Mogilev, Grodnoinvest);
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Bremino-Orsha special economic zone;
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small and medium-sized towns, rural areas (depending on the type of activity);
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Orsha District of Vitebsk Oblast;
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Southeast region of Mogilev Oblast.
Special preferential terms are also envisaged for companies that have an investment agreement with the Republic of Belarus.
For more information about the terms of commercial activity in Belarus, please click here
To make sure that you understand the legal procedures and accounting rules in Belarus, you are highly recommended to seek advice of a local specialist.
How to open a representative office in Belarus?
A foreign organization can also operate in the Republic of Belarus through a representative office.
NOTE! Keep in mind that a representative office cannot carry out business activities in the Republic of Belarus as it is not a legal entity but a separate unit of a parent organization.
Representative offices of foreign organizations operate on the basis of permission. Applications for such permission are submitted at the location of a representative office of a foreign organization (main departments of justice of the regional executive committees and the Minsk city executive committee).
The process to open a representative office is simple and requires the following documents:
1. An application for permission to open a representative office of a foreign organization in the prescribed form signed by the authorized person of an organization;
2. A legalized extract from the commercial register of the country of incorporation or other equivalent proof of the legal status from a local administration authority of a foreign state in accordance with the legislation of the country of incorporation or a notarized copy of these documents (the extract must be dated no later than three months before the day of its submission to the executive committee);
3. By-laws of a representative office of a foreign organization approved by this foreign organization, which indicates the purpose (objectives) of opening such an office, its location, organizational structure, competencies of the head of the office, procedure for closure of the office;
4. A program of work using an established template (for representative offices of non-profit foreign organizations). This program should specify measures to achieve the goals the representative office was is up for. The program should be approved by this foreign organization and reflect the priority areas of its activities;
5. Notarized power of attorney documents for the head of the representative office and for a person (if any) authorized to open the office. These documents do not have to be submitted if the head of the representative office or a person authorized to open it is the head of this foreign organization and if information about it is included in the document;
6. A document confirming the payment of a state fee.
The documents shall be reviewed within 30 days since the day of filing.
The permission to open a representative office is valid for three years and can be extended for the same period.
Documents compiled in a foreign language must be accompanied by a translation into Belarusian or Russian (the accuracy of the translation or the authenticity of the translator's signature must be certified by a notary). Documents issued or verified (certified) by a respective authority of a foreign state must be legalized, unless otherwise stipulated by international treaties of the Republic of Belarus.
After receiving the permission to open a representative office, a foreign organization needs to:
1) register within 10 working days with:
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the tax service of the Republic of Belarus;
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the Social Security Administration and the Belgosstrakh insurance company;
2) open a bank account.
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