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Setting Up a Legal Entity in Belarus

Setting Up a Legal Entity in Belarus and Why: Your Strategic Business Move

Establishing a legal entity in Belarus offers a gateway to Eastern European markets through a streamlined registration process and favorable business conditions. The country’s strategic location between the EU and EAEU, combined with its skilled workforce, modern infrastructure, and tax incentives, makes it an attractive destination for international business. The registration process involves selecting a legal structure, preparing documents, and completing state registration within days, while benefits include market access to 180+ million consumers, legal protection, and opportunities for sustainable growth in various sectors.

 

Self-employed vs LLC vs Sole Proprietorship

Operating as a legal entity (LLC) in Belarus offers significant advantages over self-employed and sole proprietorship options. While self-employed status provides simplified accounting and lower costs, and sole proprietorship offers easy management, a legal entity structure delivers limited liability protection, separating personal assets from business obligations. LLCs also enable easier access to capital, enhanced credibility with partners and clients, broader business opportunities, and flexible tax optimization strategies. Additionally, legal entities can hire employees more effectively and participate in larger government tenders, making them ideal for business growth and expansion.

Setting Up a Legal Entity in Belarus

Which Foreigners Can Register a Company in Belarus

Belarus welcomes company registration from a diverse range of foreign investors. Individual entrepreneurs aged 18 and above from any country can establish a company, provided they have full legal capacity according to their home country’s laws. Foreign legal entities in good standing (not in liquidation or bankruptcy) can also register businesses in Belarus. Documentation requirements vary: individuals need a notarized passport translation, while companies must provide legalized trade registry excerpts and founding documents from their home country.

 

Who Can Be a Founder of a Legal Entity in Belarus

Belarusian law welcomes diverse founders for company registration, allowing both domestic and international entrepreneurs to establish business entities. Any legally capable individual aged 18 or above can become a founder, regardless of citizenship. Foreign businesses in good standing can establish companies, while multiple founders, including mixed local and international partnerships, are permitted. Notably, government bodies and existing companies can also create new entities or subsidiaries within the regulatory framework. Each founder type requires specific documentation – individuals need notarized passports, while companies must provide legalized corporate documents and registry excerpts.

Our Services

Full-cycle Consulting Support
Expert guidance and assistance throughout every stage of your company formation journey.
Company Name Registration
Professional support in selecting and registering a unique, compliant company name.
Document Preparation
Complete preparation and processing of all required registration documents and statutory paperwork.
Bank Account Setup
Assistance in preparing documentation for corporate bank account opening in Belarus.
Corporate Seal Procurement
Handling the design and obtaining of your company’s official seal in compliance with regulations.
Management Company Services
Professional administration and operational support for your Belarus-based business entity.

Types of Legal Entities

Closed Joint-Stock Company (CJSC) Registration

Closed Joint-Stock Company (CJSC) Registration

A private company structure with shares distributed among a limited number of shareholders, offering control over ownership transfers while maintaining limited liability protection and management flexibility.

Joint-Stock Company (JSC) Registration

Joint-Stock Company (JSC) Registration

A public company format ideal for large-scale operations and capital raising through public share offerings, featuring comprehensive corporate governance structures and transparency requirements.

Limited Liability Company (LLC) Registration

Limited Liability Company (LLC) Registration

The most popular business structure in Belarus, combining straightforward management with limited liability protection, suitable for small to medium enterprises with one or multiple owners.

Additional Liability Company (ALC)

Additional Liability Company (ALC)

Similar to LLC but with extended liability where members are personally responsible for company debts in proportion to their contributions, offering enhanced creditor protection and business credibility.

Representative Office

Representative Office

A non-commercial presence of a foreign company in Belarus, allowing market research, business development, and relationship building without direct commercial activities.

Subsidiary Company

Subsidiary Company

A separate legal entity controlled by a parent company, combining local operational independence with access to parent company resources and support networks.

Setting Up a Legal Entity in Belarus

Who Cannot Register a Legal Entity in Belarus

  • Bankruptcy Status: Individuals who underwent bankruptcy proceedings cannot register a company within three years.
  • Active Officials: Government employees and public servants cannot establish businesses while holding official positions.
  • Criminal Record: Persons with unspent convictions for economic crimes are restricted from business registration.
  • Court Restrictions: Those under court-ordered limitations cannot engage in commercial activities or business formation.
  • Tax Offenders: Previous involvement in serious tax violations or deliberate bankruptcy prevents company registration.
  • Military Service: Active military and law enforcement personnel are prohibited from establishing commercial entities.
  • Foreign Entities: Companies undergoing liquidation or bankruptcy in other countries cannot register Belarus entities.
  • Legal Age: Persons under 18 or those declared legally incapable cannot establish business entities.

Company Registration Process in Belarus

1

Name Approval

Execute comprehensive trademark screening and secure your unique business name through the Unified State Register, ensuring full legal protection and future brand development opportunities.

2

Legal Address Selection

Acquire a compliant business location meeting all zoning regulations and technical requirements, with proper lease agreements or ownership documentation suitable for registration purposes.

3

Activity Code Definition

Strategically select primary and secondary OKED codes that align with your business model, ensuring regulatory compliance while maintaining flexibility for future business expansion.

4

Founders’ Meeting

Execute a legally binding founders’ meeting or sole founder’s resolution, documenting crucial decisions about capital distribution, management structure, and operational procedures in accordance with Belarus corporate law.

5

Articles of Association

Draft comprehensive founding documents that detail governance structure, shareholder rights, asset distribution procedures, and management protocols while ensuring compliance with current legislation.

6

Registration Application

Prepare and validate registration documentation with precise statutory information, including founder details, corporate governance structure, and planned business activities in the required format.

7

State Duty Payment

Process state registration fees through authorized banking channels, ensuring proper payment documentation and compliance with current fee schedules for your specific business structure.

8

Document Submission

Submit your complete registration package to the appropriate authority, including all required certifications, translations, and notarizations for foreign documents according to Belarus regulations.

9

Company Seal

Design and manufacture your corporate seal through authorized providers, incorporating required security elements and ensuring compliance with current seal regulations.

10

Tax Registration

Navigate tax authority registration procedures, selecting optimal taxation schemes while ensuring compliance with reporting requirements and tax optimization opportunities.

11

Bank Account Setup

Setup Establish corporate banking relationships with approved financial institutions, completing enhanced due diligence procedures and securing necessary transaction capabilities.

12

Digital Signature

Obtain advanced electronic signature certification and GUSSUOC registration, enabling secure digital operations and official electronic documentation processing across government platforms.

 

Why Choose Us

Comprehensive Approach

Comprehensive Approach

We provide complete business registration services, including legal structure analysis, document preparation, and compliance verification, ensuring all regulatory requirements are met.

Turnkey Solution

Turnkey Solution

Our services cover the entire registration process, from initial documentation to operational setup, including legal address provision and bank account establishment.

Professional Competence

Professional Competence

Our legal team specializes in Belarus business law and international company formation, with extensive experience in corporate structuring and regulatory compliance.

Client-Oriented Service

Client-Oriented Service

We provide individualized consultation and dedicated support throughout the registration process, ensuring all client requirements are addressed efficiently and effectively.

Multilingual Services

Multilingual Services

Our professional team provides legal and administrative support in multiple languages, ensuring accurate communication and documentation for international clients.

Competitive Pricing

Competitive Pricing

We offer transparent, cost-effective registration services while maintaining high professional standards and strict compliance with Belarus legislation.

FAQ

Who Can Serve as a Company Director?

A company director in Belarus can be either a citizen or a foreign national with a valid work permit. The director must be at least 18 years old, have no restrictions on business activities, and possess no criminal record for economic crimes. Multiple directorships are permitted, but specific industries may have additional qualification requirements.

What Taxes Does a Legal Entity Pay in Belarus?

Legal entities in Belarus are subject to several key taxes: Corporate Income Tax (18%), VAT (standard rate 20%), Real Estate Tax (1%), Social Security Contributions (34%), and local taxes where applicable. Companies may qualify for simplified taxation systems depending on revenue levels and business structure. Special economic zones offer preferential tax rates.

What Benefits Do Foreigners Receive When Opening a Business in Belarus?

Foreign investors receive equal treatment under Belarus law, including property rights protection and profit repatriation guarantees. Additional benefits include tax incentives in special economic zones, simplified customs procedures, investment protection agreements, and access to the Eurasian Economic Union market of 180+ million consumers.

Can a Foreign Citizen Be a Company Director?

Yes, foreign citizens can serve as company directors in Belarus after obtaining necessary work permits and temporary residence permissions. They must register with tax authorities and social security offices. The appointment must be properly documented through corporate resolutions and employment contracts complying with Belarus labor law.

What Types of Business Activities Are Permitted?

Legal entities in Belarus can engage in most business activities after proper registration and obtaining required licenses if applicable. Certain activities require special permits (banking, insurance, gambling). Restricted areas include defense-related industries and specific strategic sectors requiring government approval. All activities must align with declared OKED codes.

Contact us

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    • Limited Liability Company “Open Company”
      Certificate of state registration issued by the Minsk City Executive Committee on July 4, 2018. Registration number: 193101292
    • E-mail
    • Telephone\WhatsApp
    • Address
      Office: 8 Kirova str., office 21, Minsk, 220030, Belarus. Postal address: 38 Novovilenskaya str., office 21, Minsk, 220053, Belarus
    • Working hours
      Monday-Friday 9:00-19:00