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Bhutan - Register a New Company

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Procedure[edit]

  1. Start with creation of user credentials by proposing your company name on the Registration icon given on the homepage Online Website
  2. Complete the Online Application form to register a company at the Official website of Registrar of Companies - Online Website
  3. Submit the application form online along with all other required documents listed under each category of company given below.
  4. Pay all necessary fees online on Online Website by logging in using your log in credentials and local bank account number.



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Required Documents[edit]

New Domestic Company registration
Apply online at http://www.cra.gov.bt/ with the following documents in soft copy (PDF/JPEG FORMAT) (start the application using the registration/name search icon on the homepage):

  1. Photo (For Bhutanese he/she should have a recent passport size photo wearing national dress in white background) and signatures (Signature should be in image format with white background) of all Directors, CEO, Applicant and Witness saved in a drive.
  2. All the CID numbers of above mentioned persons and valid police clearance certificate (SCC) number from SCC system to be verified online at http://www.cra.gov.bt.
  3. Applicant should use the company’s email ID for this online application.
  4. Applicant should provide Paid-up capital, face value and authorize capital, Shareholding pattern, no. of Board of directors, Registered offices address (Dzongkhag, Gewog, Village and Postal Address) in the registration form.


For Existing domestic business to Company Incorporation
Apply online at http://www.cra.gov.bt/ with the following documents in soft copy (PDF/JPEG FORMAT) (start the application using the registration/name search icon on the homepage):

  1. Photo (For Bhutanese he/she should have a recent passport size photo wearing national dress in white background) and signatures (Signature should be in image format with white background) of all Directors, CEO, Applicant and Witness saved in a drive.
  2. All the CID numbers of above mentioned persons and valid police clearance certificate (SCC) number from SCC system to be verified online at http://www.cra.gov.bt.
  3. Applicant should use the company’s email ID for this online application.
  4. Applicant should provide Paid-up capital, face value and authorize capital, Shareholding pattern, no. of Board of directors, Registered offices address (Dzongkhag, Gewog, Village and Postal Address) in the registration form.
  5. Bank Account details of a company.
  6. A letter seeking for NOC from all the lending financial institutions (BoB, BNB, TBL, DPNB, RICB, BIL, BDBL, NPPF) (scanned copy in PDF).
  7. Latest Audited financial statement (Scanned copy in PDF). OR
  8. Latest financial statement (unaudited) with Text clearance certificate from DRC for past 1 year(Scanned copy in PDF).
  9. Valid existing licenses to be incorporated (Scanned copy in PDF).



FDI with Individual Investors incorporation.
Apply online at http://www.cra.gov.bt with the following documents in soft copy (PDF/JPEG FORMAT) (start the application using the registration/name search icon on the homepage):

  1. Photo (For Bhutanese he/she should have a recent passport size photo wearing national dress in white background) and signatures (Signature should be in image format with white background) of all Directors, CEO, Applicant and Witness saved in a drive.
  2. All the CID numbers of above mentioned persons and valid police clearance certificate (SCC) number from SCC system to be verified online at http://www.cra.gov.bt.
  3. Applicant should use the company’s email ID for this online application.
  4. Applicant should provide Paid-up capital, face value and authorize capital, Shareholding pattern, no. of Board of directors, Registered offices address (Dzongkhag, Gewog, Village and Postal Address) in the registration form.
THE INDIVIDUAL FOREIGN INVESTOR will need to upload:
  1. CV of foreign Investors (Scanned copy in PDF).
  2. Notarized Passport of all investors/authorized persons- Notarized by public notary(Scanned copy in PDF).
  3. Joint Venture Agreement between the investors/Shareholders(Scanned copy in PDF).
  4. FDI Registration Certificate issued by FDI Division, DoI, MoEA (Scanned copy in PDF).



FDI with Institutional Investors.
Apply online at http://www.cra.gov.bt with the following documents in soft copy (PDF/JPEG FORMAT) (start the application using the registration/name search icon on the homepage):

  1. Photo (For Bhutanese he/she should have a recent passport size photo wearing national dress in white background) and signatures (Signature should be in image format with white background) of all Directors, CEO, Applicant and Witness saved in a drive.
  2. All the CID numbers of above mentioned persons and valid police clearance certificate (SCC) number from SCC system to be verified online at http://www.cra.gov.bt.
  3. Applicant should use the company’s email ID for this online application.
  4. Applicant should provide Paid-up capital, face value and authorize capital, Shareholding pattern, no. of Board of directors, Registered offices address (Dzongkhag, Gewog, Village and Postal Address) in the registration form.
THE FORIEGN INSTITUTIONAL INVESTOR Will need to upload the following documents:
  1. Notarized Passport of all investors/authorized persons - Notarized by licensed public notary (Scanned copy to be uploaded).
  2. Joint Venture Agreement between the investors/Shareholders (Scanned copy to be uploaded).
  3. FDI Certificate (Scanned copy to be uploaded)
  4. Notarized copy of Certificate of Incorporation of the foreign investor company- Notarized by licensed public notary.
  5. Notarized copy of Article of Incorporation of the foreign investor company- Notarized by licensed public notary.
  6. Resolution of the shareholders meeting of the INstitutional investor recording the decision to invest in Bhutan.

Office Locations & Contacts[edit]

Ministry of Economic Affairs
Office of the Registrar of Companies, Corporate Regulatory AUthority of Bhutan
Agency Head (Registrar of Companies): 02-333252
Office Number: 02-325637/338250/325062

Foreign Direct Investment Division (FDI)
Division Head (Industries Officer): 02-337626
Office Number: 02-337623

Website : http://www.cra.gov.bt

Eligibility[edit]

Two or more citizens who have attained 18 years of age and who are willing to register an entity as a company under the Companies Act of the Kingdom of Bhutan 2016.

Fees[edit]

  • Private Limited Company : Nu.7000 (one time non-refundable fee) i.e Nu.2000 is name approval fees and Nu.5000 is incorporation fees;
  • Public Limited Company: Nu.10,000 (one time non-refundable fee)i.e Nu.2000 is name approval fees and Nu.8000 is incorporation fees


Any one or more persons can form a company by subscribing to Articles of Incorporation and otherwise complying with the provisions of the Companies Act, 2016 in respect of Incorporation.

Validity[edit]

The certificate is valid until revoked, cancelled by law or corporate actions initiated by company officials/stakeholders in keeping with provisions of Companies Act of BHutan, 2016.

Documents to Use[edit]

Visit : http://www.cra.gov.bt

Sample Documents[edit]

Please attach sample completed documents which would help other people who would like to follow this procedure.


Processing Time[edit]

Can be processed within 3 working days, but if the documents are incomplete, it may take maximum of upto 7 working days.

Related Videos[edit]

Videos explaining the procedure or to fill the applications. 
Attach videos using the following tag <&video type="website">video ID|width|height<&/video&> from external websites.
Please remove the "&" inside the tags during implementation.
Website = allocine, blip, dailymotion, facebook, gametrailers, googlevideo, html5, metacafe, myspace, revver, 
sevenload, viddler, vimeo, youku, youtube
width = 560, height = 340, Video ID = Can be obtained from the URL of webpage where the video is displayed.
e.g In the following url "http://www.youtube.com/watch?v=Y0US7oR_t3M" Video ID is "Y0US7oR_t3M". 
	



Instructions[edit]

Registration forms can only be submitted and processed by the Registrar of Companies, Ministry of Economic Affairs through an Online application at www.cra.gov.bt. Payments can only be made online using domestic bank account/numbers.

Required Information[edit]

  • Name of the company
  • Office location
  • Authorized Capital
  • Name and Addresses of the first and Chief Executive Officer of the company.
  • Names of Witnesses and their occupation



Need for the Document[edit]

A company must be registered for it to obtain legal personality. It gives the registered company rights and obligations necessary or appropriate in conducting business transactions, with the exception of course of those forbidden to it by law.




Information which might help[edit]

Enter other informations which might help



Other uses of the Document/Certificate[edit]

  1. For Operating any legally permissible business in the form of Corporate Entity with incorporation under Companies Act of Bhutan, 2016.
  2. To enter Bhutan through FDI route to do business in Bhutan in keeping with FDI policy of Bhutan.

External Links[edit]

Citizens Services Website of Bhutan: https://www.citizenservices.gov.bt/web/guest/home

Others[edit]

Always visit www.cra.gov.bt for correct and current information, guidance, advisory on Doing business in Bhutan (FDI) or Registration of Company in Bhutan.