Business entities in Honduras in 2024
Since 2003, Healy Consultants provides our Clients with the best corporate structures for business in the Honduras. There are several ways of doing business in Honduras, the most common being the setting up of a limited liability company (SdeRL). Alternatively, entrepreneurs may establishing a public limited company (SA). Foreign legal entities may also set up a Branch Office or a Representative Office.
The Honduras limited liability company (SdeRL)
The Honduras SdeRL is the most preferred legal body used by entrepreneurs setting up businesses in Honduras. An SdeRL requires at least 1 director and 2 shareholders of any nationality and are not required to be resident in Honduras. The shareholders may be individuals or corporate bodies. An SdeRL requires a minimum share capital of US$250 to be incorporated.
The Honduras public limited company (SA)
- The Honduras SA requires at least 2 shareholder who can either be individuals or legal entities to be incorporated. An SA must also appoint at least 1 director who can be of any nationality and must not be resident in Honduras. A SA requires a minimum share capital of US$1,250 to be incorporated;
- The Honduras SA is required by law to appoint a statutory auditor.
The Honduras branch (sucursale)
The Honduran Commercial Code allows foreign legal entities looking to do business in Honduras to establish branch offices for their entities in Honduras. A minimum share capital of US$1,300 is required when incorporating a branch. This entity’s scope of operations in Honduras is defined and controlled by the parent company. The branch must appoint at least 1 Honduran permanent resident of any nationality to be the company’s representative in Honduras.
The Honduras representative office (oficina de representacion)
Foreign entities are allowed to establish representative offices in Honduras to act as a liaison with the parent company but are not considered legal entities and are not allowed to engage in any commercial activities in Honduras. A rep office must appoint at least 1 resident representative of any nationality. This entity is only allowed to conduct i) market research and ii) promotional activities of the parent company’s products and services.
Comparison table between Honduras business entities
| LLC | PLC | Branch office | Rep office | |
|---|---|---|---|---|
| Also known as | SdeRL | SA | sucursale | oficina de representación |
| How long to set the company up? | 6 weeks | 7 weeks | 10 weeks | 8 weeks |
| How long to open company bank account? | 4 weeks | 4 weeks | 4 weeks | 4 weeks |
| Legal liability? | Limited | Limited | Unlimited | Unlimited |
| Wholly foreign owned? | Yes | Yes | Yes | Yes |
| Minimum share capital? | US$250 | US$1,250 | US$1,300 | US$1 |
| File annual tax return? | Yes | Yes | Yes | No |
| Tax registration certificate required? | Yes | Yes | Yes | No |
| Recommended corporate bank account? | HSBC Bank | Atlantida Bank | BAC | Davivienda Bank |
| Does our Client need to travel? | No | No | No | No |
| Resident director required? | No | No | No | No |
| Resident shareholder required? | No | No | No | No |
| Resident legal representative required? | No | No | Yes | Yes |
| Minimum directors allowed? | 1 | 1 | 1 | 1 |
| Minimum shareholders? | 2 | 2 | 1 | 1 |
| Tax identification code (TIN) needed? | Yes | Yes | Yes | No |
| Honduras resident company secretary required? | No | No | No | No |
| Corporate shareholders allowed? | Yes | Yes | Yes | Yes |
| Corporate director(s) allowed? | Yes | Yes | Yes | Yes |
| Honduras corporate tax rate? | 25% | 25% | 25% | 0% |
| Annual financial statements required? | Yes | Yes | Yes | No |
| Statutory audit required? | No | Yes | No | No |
| Regulated by? | Chamber of Commerce & Industry | Chamber of Commerce & Industry | Chamber of Commerce & Industry | Chamber of Commerce & Industry |
| Allowed to issue sales invoices? | Yes | Yes | Yes | No |
| Allowed to sign contracts? | Yes | Yes | Yes | No |
| Allowed to import and export goods? | Yes | Yes | Yes | No |
| Can rent an office space in Honduras? | Yes | Yes | Yes | Yes |
| Can buy Honduras property? | Yes | Yes | Yes | No |
| Can own equity in other Honduras companies? | Yes | Yes | Yes | No |
| Total Honduras business setup costs in Yr. 1 | US$17,400 | US$17,400 | US$20,550 | US$20,550 |
| Subsequent annual costs (incl. accounting and tax fee) | US$6,300 | US$6,300 | US$6,300 | US$6,300 |
| Sample engagement invoice | View invoice PDF | View invoice PDF | View invoice PDF | View invoice PDF |
