Brunei company registration

Brunei company registration

DOING BUSINESS IN BRUNEI

Since 2003, Healy Consultants Group PLC has assisted our Clients with business registration in Brunei. Our services include i) Brunei company incorporation ii) government license registration iii) business bank account opening iv) employee recruitment v) visa strategies and vi) office rental solutions.

SummaryTax exempt LLCResident LLC Free zone LLCBrunei PLC BranchRepresentative office
Best use of company?Intl HoldingLocal TradingManuf./LogisticsHolding/TradingAgent/TradingMarketing/Research
Legally tax exempt if properly structured?YesNoYesNoNoYes
Corporate bank account location?OCBC SingaporeHSBC BruneiSCB BruneiHSBC BruneiCitibank BruneiSCB Brunei
Client must travel to Brunei?NoNoNoNoNoNo
Can secure trade finance?YesYesYesYesYesNo
Limited liability entity?YesYesYesYesNoNo
VAT payable on sales to local customers?NoNoNoNoNoN/A
Withholding tax on payments to overseas shareholders?NoNoNoNoNoN/A
Average total engagement costs?US$8,800US$10,960US$10,960US$17,130US$11,630Contact us
Average total engagement period?11 weeks21 weeks20 weeks21 weeks25 weeks14 weeks
Accounting and tax considerationsTax exempt LLCResident LLC Free zone LLCBrunei PLC BranchRepresentative office
Statutory corporation tax payable?0%18.5%0%18.5%18.5%0%
Must file an annual tax return?NoYesYesYesYesNo
Effective corporation tax rate on net profits of US$250,000?0%18.5%0%18.5%18.5%0%
Must file annual financial statements?NoYesYesYesYesYes
Investment income is legally tax exempt in Brunei?YesNoYesNoNoYes
Access to double taxation treaties?NoYesYesYesYesNo
Monthly GST reporting to the Government?NoNoNoNoNoNo
Legally tax exempt entity?YesNoYesNoNoYes
Dividends received are legally tax exempt?N/AYesYesYesYesN/A
Company registrationTax exempt LLCResident LLC Free zone LLCBrunei PLC BranchRepresentative office
Resident director required?NoYesYesYesYesYes
Minimum number of shareholders\partners?1227Parent companyParent company
Minimum number of directors/managers?111211
Minimum paid up share capital?US$1US$1US$1US$1N/AN/A
Shelf companies available?YesYesNoNoNoNo
Time to incorporate a new entity?2 weeks12 weeks12 weeks12 weeks12 weeks12 weeks
Can easily convert to a local PLC company?NoYesYesYesNoNo
Can have preference shareholders?YesYesYesYesNoNo
Business considerationsTax exempt LLCResident LLC Free zone LLCBrunei PLC BranchRepresentative office
Can invoice local customers?NoYesYesYesYesNo
Can hire local staff?YesYesYesYesYesYes
Can rent local office space?YesYesYesYesYesYes
Secures a residence visa for business owner?NoYesYesYesYesYes
Good entity for trademark registration?YesYesYesYesYesNo
Other useful informationTax exempt LLCResident LLC Free zone LLCBrunei PLC BranchRepresentative office

Brunei has signed free trade agreements?Yes
This country is a member of WIPO and TRIPS?Yes
The country is a member of the ICSID?Yes
Average customs duties suffered?1.2
Government foreign investment approval is required?No
Average monthly office rental? (US$ per sq m)60
Minimum statutory monthly salary?No legal minimum salary in Brunei
Average monthly US$ salary for local employees?2,780
Brunei dollar deposit interest rate? (1-year average)0.3%
US$ deposit interest rate? (1-year average)0.1%
Overseas remittance currency controls?No
Public register of shareholders and directors?No
Banking considerations
Multi-currency bank accounts available?Yes
Corporate visa debit cards available?Yes
Quality of e-banking platform?Good
Crowd funding available in this country?Yes

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  • Advantages and disadvantages of a Brunei offshore company

    Advantages of Brunei offshore company registration

    Brunei business registration advantage

    1. A Brunei offshore company is easy to setup, because:
      • Healy Consultants can register a Brunei offshore company within two weeks, with just one director and one shareholder. The minimum share capital is US$1;
      • The offshore company can be wholly foreign owned, with no restriction on the nationality of shareholders and directors;
      • No resident director is required: our Clients will be able to manage their Brunei offshore company from abroad, while a resident company secretary will be responsible to maintain company records;
      • Global banks welcome Brunei companies for corporate bank account opening: Brunei Darussalam is not perceived as a high risk tax haven and has recently been de-blacklisted by several countries including i) France and ii) Canada.
    2. A Brunei offshore company enables our Clients to minimize taxation on their global earnings because:
      • The earnings of a Brunei offshore company are fully tax-exempt. Brunei offshore companies are not subject to i) corporate tax ii) capital gains tax iii) stamp duties and other direct taxes;
      • Our Clients will be able to easily repatriate their earnings outside Brunei, as earnings from offshore companies are exempted from withholding tax and the Sultanate does not implement any i) foreign exchange or ii) capital controls;
      • Owners of a Brunei offshore company will also never have to pay personal income tax on their earnings, as Brunei does not implement such tax on both residents and non-residents;
      • Our Clients using a Brunei offshore company to legally reduce taxation on their earnings will not suffer any financial penalties. Brunei has been removed from the OECD blacklist of tax havens, thanks to i) government efforts to counter money laundering and terrorist financing and ii) signature of new exchange of tax information treaties.
    3. Registering a Brunei offshore business is more confidential than doing so in traditional tax haven jurisdictions, because:
      • Brunei is a small Muslim Sultanate with little relations with Western countries. It is hence less likely to cooperate with them re exchange of information;
      • There is no public register of shareholders and directors maintained in Brunei, unlike Caribbean tax havens like the British Virgin Islands;
      • Bank secrecy in Brunei exceeds that of most other countries. Corporate bank account opening forms do not include clauses that allow the sharing of customer information. In fact, local regulations forbid the sharing of information and offenders guilty of sharing customer information are subject to up to 2 years of imprisonment and a US$100,000 fine;
      • A Brunei offshore business is not required to i) prepare annual financial statements nor ii) corporation tax return nor iii) undergo an annual audit;
      • The majority of traditional tax havens have signed approximately 15 to 20 tax information exchange agreements with other countries. By contrast, Brunei has signed with only nine countries, including i) France ii) Canada iii) Denmark iv) Finland v) Sweden and vi) Norway;
      • The majority of traditional tax havens have signed approximately 15 to 20 tax information exchange agreements with other countries. By contrast, Brunei has signed with only ten countries, including i) France ii) Canada iii) Denmark iv) Finland v) Sweden and vi) Norway;
      • Like the Marshall Islands offshore company, registration of a Brunei offshore company is a below the radar solution for our Clients’. It is not a common solution compared to traditional tax have countries. The majority of our Clients are attracted to this low profile jurisdiction.

    Disadvantages of Brunei offshore company registration

    1. Brunei is still perceived as a tax haven in some circles because:
      • While the Sultanate is not anymore on the black list of tax havens prepared by the OECD, Brunei-based companies continue to attract additional scrutiny from Western tax authorities and banks, but less than traditional tax haven countries;
      • While many countries including i) France and ii) Canada have recently removed Brunei from their list of tax havens, but others including i) Portugal and ii) Colombia have not done so yet. As a result, funds transfers from these countries to a Brunei company are still subject to higher withholding tax rates.
  • Why invest in Brunei Darussalam?

    1. The country has a stable economy and currency, with the Brunei Dollar directly pegged to the Singapore Dollar;
    2. It offers several incentives for foreign investments, such as:
      • Companies which are given a pioneer certificate will enjoy i) exemption of 30% of corporate tax for a period of up to 11 years, depending on the capital expenditure; ii) exemption of import taxes on certain products and raw materials, among other incentives;
      • Companies which produce products or services for export are also eligible for exemption of income tax for up to 11 years;
      • Tax exemption may also be granted for companies which acquire foreign loans for the purchase of production equipment.

Company registration

  • Time to incorporate: Two weeks
  • Cost to set up: US$8,800
  • Minimum capital: US$1
  • Physical office required: No

Required appointments

  • Shareholders: 2
  • Directors: 1
  • Company secretary: No
  • Resident director: No

Key facts

  • Corporate tax rate: 20%
  • Corporate tax base: Territorial
  • Shelf companies: Available
  • Main company type: Offshore IBC

Contact us

For additional information on our company registration services in Brunei, please email us at email@healyconsultants.com. Alternatively please contact our in-house country expert, Ms. Karen Lee, directly:
client relationship officer - Karen