Effortlessly incorporate and manage your company in Brunei with Vepapu—offering all-in-one services from registration to compliance, banking, and visa support.
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Unlock Growth Opportunities in an Emerging Market
Reduced operational costs, including labour, rent, & overheads.
Simplified compliance requirements and regulatory processes.
A favourable business environment for global businesses.
Allows for foreign shareholding up to 100% in the company.
Everything You Need for Seamless Company Formation
Experience seamless company formation from anywhere with Vepapu. Our digital incorporation services ensure you can register your company online without the need to travel or submit paperwork in person.
We guide you through each step of the process, ensuring compliance with local regulations and providing support for any incorporation-related queries.
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Meet the local requirements online with Vepapu. Having a local registered office address is mandatory for your company's registration and we will help you meet this requirement. We will receive, scan, and email you if any mail is received from the authorities at your address.
You can also build a physical presence in the country by opting for our nominee director services, who will act as your company's director while you retain total control over your company.
You can capitalise on our strong banking relationships with traditional banks as well as digital-first banking providers.
You would need to physically visit the bank's location if you opt for a traditional brick-and-mortar bank, while modern digital banking providers welcome you with an online onboarding process.
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Leverage Vepapu’s expertise to navigate the visa application process for your business needs. Whether you require work visas for your team or investor visas to secure your investment rights, we facilitate the entire process.
Our services include comprehensive guidance on meeting eligibility criteria, preparing necessary documentation, and submitting applications efficiently to minimize wait times and complications.
Complex legal requirements after company formation might make you feel overwhelmed. But no worries with Vepapu.
Vepapu helps your business maintain good standing with local laws. We provide timely updates and assistance with regulatory changes, ensuring you always have a reliable partner at your side.
Focus on growing your business while we handle and notify you of upcoming compliance deadlines, keeping you ahead and stress-free.
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Simplify your bookkeeping with Vepapu. We keep your records meticulous and audit-ready.
We handle your tax filings accurately and on time, ensuring full compliance.
Streamline payroll and ensure compliance with employment laws using Vepapu.
We ensure timely and accurate submissions for all your periodic government filings.
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Handle board and shareholder changes effortlessly with Vepapu. We streamline all your essential corporate paperwork, ensuring quick and compliant updates.
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Mandatory documents and information required for your company formation
A certified true copy (scanned version) of the passport (valid for at least 6 months)
A comprehensive Curriculum Vitae (C.V.), Resumé, or Linkedin profile.
One of the scanned copies of a bank reference, bank statement, Utility bill, or Driver license.
It should clearly show the holder's full name along with a physical address written in English (P.O. Box addresses are not accepted).
It must be the most recent version and dated within the last 3 months.
Please provide us with certified true copy (scanned version) of the following company documents:
Certificate of Incorporation
Memorandum and Articles of Association / Constitution
Register of Director
Register of Shareholder / UBO
Extract of the company’s details from the Registrar of Companies, which can include any of the following: Business Profile / Certificate of Incumbency / Certificate of Good standing (valid for within 6 months if any).
All members of the corporation, including Directors, Shareholders, Ultimate Beneficial Owners (UBOs), and Contact persons, must provide identity and address proofs as mentioned above.
From Paperwork to Approval: Making Company Formation Fast and Straightforward
Click here and fill out the short form to let us know your requirements.
Afterwards, our team will get in touch with you to guide you through the process.
Begin the company incorporation process by sharing the requested documents, as listed here. This enables us to begin the mandatory KYC and due diligence procedures to comply with local and international laws.
During the process of due diligence, our team might request additional information, documents, or clarification as needed.
If you ever feel lost while organising the documents, please contact us, as your dedicated manager from Vepapu will guide you through it.
Our team will now have the required information and documentation in hand to proceed with completing the required paperwork involved in incorporating your company.
We will complete one or multiple application forms as required and coordinate with the registry to submit them for their official approval.
We will do timely follow-ups with the registry and actively work with them if they require any further clarification or documentation before their approval.
If there are any other registrations with different government departments that are generally required before commencement of any business, required for your specific business industry, or that you have chosen voluntarily, we will promptly complete them.
As Vepapu strongly believes that company incorporation is just the first step in any business journey, we will accompany you throughout your business's life cycle by keeping it in good standing with local rules and regulations.
We will take care of monthly, quarterly, bi-annual, or annual reports and return filings with the authorities. We will timely inform you of the upcoming compliance deadlines, such as conducting an annual general meeting, for your prompt action.
Get in touch and ask us anything. We'd love to help.
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A Limited Liability Company in Brunei is a popular choice for foreign investors due to its allowance for 100% foreign ownership. This entity type provides shareholders with limited liability, meaning their personal assets are protected from business liabilities. LLCs are versatile and can be used for a wide range of business activities, making them ideal for foreign entities looking to establish a subsidiary in Brunei.
A branch office in Brunei is an extension of a foreign parent company and not a separate legal entity. This setup allows foreign companies to directly engage in commercial activities under the name of the parent company. Profits earned by the branch office can be fully repatriated, and while the foreign parent company is fully liable for the actions of the branch, it provides a direct way to control local operations.
Sole proprietorships in Brunei are reserved for Bruneian citizens or permanent residents only. This entity type is the simplest and least costly to establish, offering complete control to the owner. However, it also places unlimited liability on the owner, where personal assets can be at risk in the event of business failure.
Similar to sole proprietorships, partnerships in Brunei are restricted to Bruneian citizens and permanent residents. A partnership involves two or more individuals who agree to share the profits or losses of a business. This setup allows pooling of resources but also involves shared liability, meaning each partner is jointly liable for the debts and obligations of the partnership.
Yes, foreigners can incorporate a company in Brunei, with the Limited Liability Company (LLC) (or private limited company) being the most recommended structure. An LLC in Brunei allows for 100% foreign ownership across various sectors, offering flexibility and control to foreign investors. Brunei has made significant strides in improving its business environment, implementing several regulatory reforms aimed at simplifying the incorporation process and enhancing the ease of doing business. The World Bank's Doing Business Report ranks Brunei favorably, reflecting these improvements. For instance, Brunei has reduced the number of procedures required to start a business and shortened the time needed for incorporation to just a few days, making it easier and quicker for foreign investors to establish a presence.
Additionally, Brunei offers a stable economic environment, bolstered by strong government support for foreign investment. The government has introduced incentives such as tax breaks and exemptions, particularly in key sectors like energy, finance, and technology, to attract foreign capital. Foreigners who incorporate an LLC in Brunei benefit from full ownership rights and can also sponsor work permits for foreign employees, including directors. These advantages, coupled with Brunei's strategic location in Southeast Asia, make it an attractive destination for foreign investors seeking to expand their operations in the region.
The structure of a Limited Liability Company (LLC) in Brunei is designed to accommodate both local and foreign investors while ensuring compliance with local regulations. Here are the key components:
An LLC in Brunei requires a minimum of two directors. At least one of these directors must be a resident of Brunei. There are no specific nationality requirements for the directors, allowing foreigners to serve in this capacity. Corporate directors are permitted, meaning a company can act as a director. Nominee directors are also allowed, providing additional flexibility and privacy in the management of the company.
An LLC in Brunei must have at least two shareholders. There are no residency or nationality restrictions for shareholders, meaning they can be foreign individuals or entities. This allows for the possibility of full foreign ownership. Nominee shareholders are also permitted, which can offer a layer of confidentiality for the actual owners of the shares.
Brunei does not impose a minimum share capital requirement for LLCs, giving investors the flexibility to determine the capital structure that best suits their business needs. Share capital can be denominated in any major currency.
A registered office within Brunei is mandatory for an LLC. This office is where official communications and legal notices are sent. While a physical office is typically required, virtual office services are also acceptable, which can be advantageous for foreign investors who do not need a physical presence in Brunei.
LLCs in Brunei must appoint a company secretary who is a resident of Brunei. The company is also required to maintain proper accounting records and submit annual financial statements. While there is no need for a local partner, engaging local expertise can be beneficial for navigating regulatory and administrative requirements.
To incorporate a company in Brunei, you need to prepare and submit various documents. These documents are essential to comply with Brunei regulations and ensure your business operates legally. The documents will be used in KYC due diligence procedures, application preparation, and document submission to the authorities.
Incorporating a company in Brunei involves a series of steps to ensure compliance with local regulations. Here’s a simplified 6-step process:
Begin by registering your company name through Brunei’s online Registry of Companies and Business Names (ROCBN). Ensure the name adheres to local naming conventions, with "Sendirian" or "Sdn" for private companies and "Berhad" or "Bhd" for limited companies. The name reservation is valid for 30 days upon approval.
Gather the necessary documents, including the Memorandum and Articles of Association, the list of directors with their identification details, signed consent forms from directors, a statutory declaration of compliance, and the registered office address. Submit these documents online via the ROCBN portal.
After submitting the required documents, pay the applicable registration fees online. The fees vary depending on the type and size of the company.
Once the ROCBN verifies all submitted documents and is satisfied with the compliance, they will issue a certificate of incorporation. This certificate is typically issued within a single working day and will be sent via email.
After receiving the certificate of incorporation, file the Return of Allotment of Shares with ROCBN within eight weeks. Additionally, stamp share certificates through the Revenue Division of the Ministry of Finance, and create a company seal or stamp if required.
Finally, register your company with the Employees Provident Fund by submitting a copy of the certificate of incorporation and identification documents of the directors. This step is essential for complying with employment regulations in Brunei.
In Brunei, post-incorporation compliance is crucial to maintain a company's legal standing and ensure smooth operations. Below are the detailed compliance requirements:
Companies must keep their financial records up-to-date and available at the registered office for inspection. Proper records of all transactions, including sales, purchases, receipts, and payments, must be maintained.
All companies are required to have their accounts audited annually. The audited financial statements must be ready within nine months after the end of the financial year. This audit process ensures that financial records are accurate and compliant with the law.
The Brunei Darussalam Accounting Standards Council (BDASC) prescribes the accounting standards. Public entities must adhere to International Financial Reporting Standards (IFRS), while other entities may use Brunei's generally accepted accounting principles, subject to BDASC approval.
Companies must hold their first AGM within 18 months of incorporation. Subsequent AGMs must be held annually, with no more than 15 months between meetings. During the AGM, companies must appoint auditors and present the audited financial statements to shareholders.
Companies must file annual returns with the Registrar of Companies within 28 days of the AGM. The returns should include updated information on directors, shareholders, and the registered office.
Companies must file their corporate tax returns using Brunei's e-filing system by June 30 each year. Tax returns should be filed separately for each entity, as consolidated returns are not allowed.
In Brunei, foreign investors and employees need to obtain specific visas to work legally in the country.
This short-term visa is suitable for business-related visits such as meetings and contract signings, valid for up to three months. Citizens of certain countries are exempt from this visa for short visits.
This long-term visa is necessary for those intending to work in Brunei for up to two years. The application process includes obtaining a Lesen Pekerja Asing (LPA), securing an employment contract, and meeting health requirements.
Brunei has one of the most competitive corporate income tax rates in the region, set at 18.5%. This rate applies to both local and foreign companies operating within Brunei, making it an attractive destination for business investments. The CIT is applied progressively, meaning only a portion of the income is taxed at the standard rate, particularly benefiting smaller businesses. This low tax rate, combined with a simple tax structure, encourages business growth and foreign investment in the country.
One of the unique features of Brunei's tax system is the absence of a Value-Added Tax (VAT). Unlike many other countries where VAT is a significant part of the tax regime, Brunei's decision to exclude VAT simplifies the tax obligations for businesses. This absence of VAT reduces the administrative burden on companies and lowers the cost of goods and services, making Brunei a more attractive place for both local and international businesses.
For resident companies in Brunei, there is no withholding tax on dividends, interest, royalties, and fees for technical services, which further enhances the attractiveness of Brunei as a business hub. However, non-resident companies are subject to withholding taxes on certain types of income, with rates ranging from 2.5% to 10%. This differential treatment encourages companies to establish a more permanent presence in Brunei, rather than operating solely from abroad.
Brunei is among the few countries in the world that does not impose personal income tax. This policy is particularly attractive for expatriates and high-net-worth individuals considering residency in Brunei. The absence of personal income tax enhances disposable income for residents and employees, making Brunei a desirable place to live and work.
Brunei's tax system is remarkably simple, with the absence of many common taxes such as payroll tax, manufacturing tax, and export tax. This minimalist tax approach reduces the regulatory burden on businesses and aligns with Brunei's efforts to create a business-friendly environment. By not imposing these taxes, Brunei encourages both domestic and foreign companies to establish and grow their operations in the country.
