Cambodia company registration
How to register a company in Cambodia
With Emerhub, you can set up your Cambodian company in one of the region's most open regimes. Foreign ownership is allowed in nearly every sector, there is no meaningful minimum capital, and a single online portal handles the registration. We handle everything from the filing to the tax setup, bank account, and compliance calendar.
Companies we've helped set up in Cambodia
Before you start
What to decide before anything is filed
Cambodia's openness means fewer gates than its neighbors, which moves the weight onto a different set of decisions. Make these deliberately.
Decision 01
QIP incentives, or the standard track
Under the 2021 investment law, a Qualified Investment Project earns income tax exemptions of three to nine years, duty-free imports, and minimum tax relief. In exchange it carries a CDC application, performance conditions, and an annual compliance certificate. For manufacturing, agro-processing, and other priority sectors, it's often what makes the project's numbers work.
How QIP gets weighed →Decision 02
The land question
Foreigners cannot own land in Cambodia, and the workarounds carry very different risk. The options are a long-term registered lease, a lawfully built Cambodian-majority landholding structure, or strata-title property where it fits. If your business needs ground under it, this question comes before the company does.
How the premises route works →Decision 03
Licenses beyond the registration
The registration itself is open; certain activities still carry their own regulators and capital floors: banking and finance through the National Bank, insurance, education, tourism, and construction among them. Knowing whether a sector license follows the incorporation sets the real timeline.
How the license check works →Decision 04
The foreign staffing plan
Foreign employees are capped at roughly one-tenth of the workforce by default. Every foreign hire needs a work permit. The annual foreign manpower quota is applied for by the end of November for the following year. A founder relocating with a foreign team plans this calendar from day one.
How the staffing rules work →Or skip the homework: a thirty-minute call with our team settles each of these for your case.
Schedule a callThe checklist
Key requirements when setting up a company in Cambodia
What the Law on Commercial Enterprises requires of a private limited company. If you can tick these six, you can incorporate.
- One or more shareholders. A single-member private limited company works for one owner; the standard form takes up to thirty shareholders, individuals or corporates, any nationality.
- At least one director. Any nationality, with no residency requirement, one of the lightest director rules in the region.
- A registered office in Cambodia. A real address, with the lease or ownership documents the portal and the tax authority will both ask for.
- A Khmer-script company name. The name is registered in Khmer first, with an English version alongside it, and reserved through the portal before filing.
- Capital declared realistically. No meaningful statutory minimum for most activities; USD 1,000 is the customary floor, and regulated sectors carry their own thresholds.
- Identification and address documents. Passports and photographs for shareholders and directors, plus corporate documents where a company holds the shares.
The process
Steps to register a company in Cambodia
Below are the steps to set up a company in Cambodia as a foreign investor, in the order they happen. For each one you will find what to prepare, what it costs, how long it takes, and the mistakes we see most often, so you can plan the whole project before you start it.
1
Choose the structure and check the few restrictions
For nearly every foreign investor the right vehicle is a private limited company: full foreign ownership, limited liability, one to thirty shareholders, and a single-member version for solo founders. A branch of the foreign parent and a representative office exist for narrower cases, and our guide to establishing a private limited company covers the entity mechanics in depth.
What makes Cambodia unusual is how short the restrictions list is. Foreign ownership is open in nearly every sector. There is no general foreign-investment screening and few equity caps. Two checks matter. The first is land, which foreigners cannot own. A business that needs ground under it plans a registered long-term lease or a lawful Cambodian-majority landholding structure first. The second is the regulated sectors. Banking, insurance, education, tourism, and a few others carry their own licenses and capital floors from their own regulators.
2
Plan the capital and the QIP question
Capital is the simple part. There is no meaningful statutory minimum for most activities. USD 1,000 is the customary floor. The figure is declared to the Ministry of Commerce, and the right number is the one that honestly funds the plan. Authorities read it for credibility and the bank reads it for substance. Regulated sectors set their own thresholds.
The bigger decision is whether to register the project as a QIP, a Qualified Investment Project, with the Council for the Development of Cambodia. Under the 2021 investment law, a QIP earns an income tax exemption of three to nine years (or accelerated depreciation), duty-free import of production equipment, and minimum tax relief. The price is a CDC application running 30 to 60 days, performance conditions, and an annual certificate of compliance filed within 20 days of the annual tax return. For manufacturing, agro-processing, and the other priority sectors, the math usually favors QIP. For a services company, usually not. We run the numbers both ways before anything is filed.
Common pitfallChasing QIP status for a business that doesn't need it. The incentives are real, and so are the reporting, the compliance certificate, and the mandatory audit that come with them. A small services company that registers as a QIP buys itself a compliance burden its tax bill never justified.
3
Register through the Single Portal
Cambodia consolidated what used to be a tour of ministries into one filing. The company name is reserved first, registered in Khmer script with an English version alongside. The application then goes through the CamDX Single Portal: company details, shareholders and directors, the business activities under their classification codes, and the registered office documents, with fees paid online.
One submission registers the company across the agencies that used to require separate visits. The Ministry of Commerce issues the certificate of incorporation digitally, the General Department of Taxation opens the tax file, and the labor ministry is notified, typically within eight to ten working days. The company seal is made, and the corporation exists with its tax identity already attached.
Common pitfallSloppy activity codes in the portal filing. The classification drives the patent tax (paid per activity), the license checks, and what the company can lawfully invoice for. Codes chosen to "cover everything" multiply the patent tax line items; codes chosen too narrowly mean amendments later. Choose them against the actual plan.
4
Complete the tax setup with the GDT
The Single Portal opens the tax file. The working tax setup completes it. The patent tax certificate is the company's annual business license from the GDT, paid per registered activity and renewed by 31 March each year. VAT registration follows for most foreign-owned companies, at a standard rate of 10%. The e-filing accounts get configured too, because Cambodia's entire monthly cycle runs through the GDT's electronic systems.
The setup also fixes the company's taxpayer classification. That classification drives the patent tax amount and the depth of compliance expected. Foreign-owned companies generally land in the medium or large categories regardless of size. That means full accounting records and the complete monthly cycle from the start.
5
Open the bank account and complete the follow-ups
Cambodian banking is straightforward by regional standards. The major banks open corporate accounts on the incorporation pack and KYC of directors and beneficial owners. Accounts run in US dollars in this dollarized economy, and the declared capital is deposited once the account opens. Foreign-owned companies field questions about activity and counterparties. The process runs days to a few weeks, not the month-long sagas of some neighbors.
One deadline matters here. The bank account confirmation, with the property tax receipt for the registered office, must reach the GDT within 15 working days of the tax registration. It is a small administrative step with a heavy penalty. Miss it and the company's tax registration itself is at risk, so we calendar it the day the tax file opens.
What the bank asks for
- Certificate of incorporation and the company's portal extract
- Articles of incorporation and the company seal
- Passports and details of directors, signatories, and beneficial owners
- Registered office documents
- Description of expected activity and transaction profile
6
Register as an employer
Hiring activates the labor layer. That means enterprise declarations with the labor ministry, NSSF registration covering occupational risk, health care, and the pension scheme phasing in since 2022, and the payroll withholding that remits monthly. Contributions and reports run to their own mid-month deadlines, separate from the GDT's. That is why the two calendars get built together.
Foreign staff add their own track. Every foreign employee, working founders included, needs a work permit. Foreign headcount is capped at roughly one-tenth of the workforce by default. The annual foreign manpower quota for next year is applied for by the end of November this year. That quota calendar is the one foreign founders most often discover late, usually in December.
Common pitfallA founder working on a business visa while "the permits get sorted." Work permit enforcement has tightened, the permit renews annually by the end of March, and the missing-permit problem surfaces exactly when the company is otherwise doing well: at license applications, immigration checks, and bank reviews. Get the permit before the work begins.
7
Activate the company's compliance
Cambodia's compliance is monthly by temperament. Every registered company e-files its monthly tax declaration by the 25th of the following month, with or without activity. That declaration covers the 1% prepayment of income tax, VAT, withholding, and salary taxes. The annual layer stacks on top. The income tax return, at a standard rate of 20%, is due within three months of year end. The patent tax renews by 31 March. Financial statements go to the accounting regulator, ACAR, unaudited by mid-April and audited by mid-July.
What needs to be set up
- The monthly cycle: e-filed by the 25th, every month, from the first month
- Books in Khmer riel: accounting runs in KHR under Cambodian standards even in a dollarized economy, so the system is configured for it from day one
- The 31 March stack: annual income tax, patent renewal, the annual salary declaration, and work permit renewals all land together
- ACAR filing: financial statements to the regulator's e-filing system, audited where the company crosses the size thresholds (roughly the USD 1 million turnover mark) or holds QIP status
- The MOC's annual declaration of the commercial enterprise, filed on the ministry's notification
- Capital gains awareness: tax on gains from share transfers applies from 2026, so exits and restructurings are planned with it in view
Our Cambodia accounting service runs the recurring cycle, and our guide to business registration in Cambodia covers the registration mechanics in further detail.
Map your Cambodian setup in one call
A free, no-obligation consultation with our Phnom Penh team. You'll come away knowing whether QIP incentives fit your project, the capital figure to declare, and a realistic timeline for your case.
Required documents
Documents required to register a company in Cambodia
Everything the incorporation needs, split into what you gather and what gets prepared and filed for you. Run through it before kickoff.
Documents you provide
- Passport copiesFor each shareholder and director
- PhotographsRecent passport-style photos for directors, per the portal's requirements
- Proposed company nameWe prepare the Khmer-script version and check availability
- Registered office documentsLease or ownership papers, plus the property tax receipt the GDT asks for
- Corporate shareholder documentsCertificate of incorporation and authorizations, certified and translated
- Description of planned activitiesFor the classification codes, the license check, and the QIP assessment
- The capital figureDeclared realistically against the business plan
Prepared and filed for you
- Name reservationKhmer and English versions through the portal
- Articles of incorporationDrafted for the structure and where it's going
- Single Portal filingOne application covering the Ministry of Commerce, the GDT, and the labor ministry
- Company sealMade and registered for official documents
- Patent tax and VAT setupThe certificates and e-filing accounts the monthly cycle runs on
- Bank confirmation to the GDTFiled inside the 15-working-day window
- Employer registrationsLabor declarations and NSSF, before the first hire
- Compliance calendarThe monthly cycle, the 31 March stack, and ACAR dates for two years
The timeline
Cambodia company registration timeline
The Single Portal issues the certificate in eight to ten working days, and the tax setup, bank account, and employer registrations follow in parallel. Plan three to five weeks from kickoff to a fully operational company.
Single Portal (MOC + GDT + labor)
Banking and GDT follow-ups
Tax + employer setup (parallel)
Common questions
Cambodia company registration FAQs
Specific questions about setting up a Cambodian company as a foreigner.
How long does it actually take to register a company in Cambodia?
The Single Portal issues the certificate of incorporation in around eight to ten working days once the name is reserved and documents are ready. Plan three to five weeks end to end, covering the tax setup, the bank account with its 15-working-day GDT confirmation, and the employer registrations. A QIP application adds 30 to 60 days on its own track.
How much does it cost?
Government fees through the Single Portal run roughly USD 400, plus the annual patent tax per business activity. The declared capital is not a fee: it goes into your own company's account. Service fees depend on whether the setup includes the tax registrations, employer layer, and QIP work. Schedule a call and we'll quote your exact case.
Can a foreigner own 100% of a Cambodian company?
Yes, in nearly every sector. That makes Cambodia one of the most open regimes in the region. There are no general foreign ownership caps, no investment screening for standard businesses, and no residency requirement for directors. The exceptions worth knowing are land and a short list of regulated sectors with their own licenses.
What's the minimum capital?
There is no meaningful statutory minimum for most activities. USD 1,000 is the customary floor. The figure is declared to the Ministry of Commerce, and the right number honestly funds the plan, since authorities and banks both read it for substance. Regulated sectors like banking, insurance, and finance carry their own thresholds from their regulators.
Can my company own land?
A foreign-majority company cannot own land. The constitution reserves it for Cambodian ownership. Three lawful routes exist: a registered long-term lease, which is the standard answer for most businesses, a properly built Cambodian-majority landholding structure, or strata-title units in qualifying buildings. Where premises matter to the business, the land plan is designed before the company is.
What is a QIP and is it worth it?
A Qualified Investment Project is registered with the Council for the Development of Cambodia under the 2021 investment law. It earns an income tax exemption of three to nine years or accelerated depreciation, duty-free import of production equipment, and minimum tax relief. The cost is the application, performance conditions, a mandatory audit, and an annual compliance certificate. For manufacturing and priority sectors it usually pays. For small services companies it usually doesn't. We model it before recommending either way.
What is the Single Portal?
It is Cambodia's consolidated online registration system, built on the CamDX platform. One application registers the company with the Ministry of Commerce, opens the tax file with the GDT, and notifies the labor ministry. Fees are paid online and the certificate is issued digitally. It replaced the old ministry-by-ministry tour, and it is the single biggest reason Cambodian setups now run in weeks rather than months.
What does the monthly tax cycle involve?
Every registered company e-files a monthly declaration by the 25th of the following month, with or without activity. It covers the 1% prepayment of income tax on turnover, VAT at 10%, withholding taxes, and salary tax. The annual income tax return at 20% and the patent tax renewal both land by 31 March. Cambodia is forgiving at entry and strict on rhythm. That is why the calendar gets built before the first invoice.
Does my company need an audit?
An audit is required only above size thresholds, around the USD 1 million turnover mark with asset and headcount tests alongside, or where the company holds QIP status, which carries a mandatory audit. Every company files financial statements with the accounting regulator, ACAR, regardless. Those go through its e-filing system, unaudited by mid-April and audited by mid-July.
What are the rules for foreign staff?
Work permits are the heart of it. Every foreign employee, working founders included, needs one, renewed annually by the end of March. Foreign headcount is capped at roughly 10% of the workforce by default. The annual foreign manpower quota for the following year is applied for by the end of November, the deadline foreign founders most often discover too late. Plans involving several foreign hires are built around that calendar.
Anything new on taxes I should know about?
Two things are worth planning around. Capital gains tax on share transfers and other non-property capital applies from 2026, with gains on real estate deferred to 2027. So exits and restructurings now carry a tax dimension they didn't before. The other point is bookkeeping: the books must run in Khmer riel under Cambodian accounting standards even though business banking is dollarized. That is a system question best answered in month one.
Can I register without coming to Cambodia?
Largely, yes. The Single Portal is fully online, we prepare and file on your behalf, and documents are signed and certified abroad. Banks generally want to meet signatories for the account opening. A founder planning to work in the company will be coming for the permit anyway, so most clients combine the two into one trip.
Setting up in Cambodia?
Talk to our Phnom Penh team
A free, no-obligation consultation: thirty minutes with our Phnom Penh team to confirm your structure, the QIP question, and a realistic timeline.