Company Formation in Andorra Made Easy

As we’ve mentioned before, Andorra passed a law in 2012 which states that foreigners can now own 100% of the shares of an Andorran company. This law eliminates the need for an Andorran business partner and levies no limitations on capital ownership. It also allows any person or entity to establish a business in Andorra for any purpose. Excluding a few regulated sectors such as banks, insurances, and liberal professions, there are no limitations on what a company can or cannot cover on their Articles of Association.

Companies – The Principality of Andorra

Things to Consider Before Incorporating a Company in Andorra

 

Andorra is home to a well-developed free market economy propelled by finance, retail, and tourism. With generously low corporate taxation and some of the most friendly offshore investment policies, it goes without saying that Andorra is one of the best places in the world for those looking to register a company overseas.

 

However, this is not to say that incorporating a company here is completely free of hurdles. The process is quite straightforward but finding detailed information on how to go about it can get difficult — that’s where we come in.

 

Our team at MCA Assessors has consistently been helping foreigners to open and manage their businesses in Andorra since the approval of the foreign investment law. Our expertise lies in different business domains such as retail, e-commerce, real estate, services, health, food, technology, blockchain, cryptocurrencies, and holding companies to name a few.

 

Before you begin the process of incorporating your company in Andorra, there are some things you should consider:

 

  • You’re going to have to decide on what type of company you want to register.
  • Expect to incur various fees when going through the entire process.
  • You will need to meet a few regulatory requirements for documenting your identity and also your company’s AoA.
  • If you are a foreigner (not a resident of Andorra), expect to go through a few extra formalities when registering your company.

 

It’s important to mention that an incorporated company registered at the Companies Registrar cannot conduct any commercial activity without also being registered at the Registry of Commerce. Requirements can change depending on which part of Andorra you’ll be located in. You must own or rent an office, apartment, or house that has a certified electrical installation and a fire extinguisher.

 

Types of Company Formation in Andorra

 

Choosing the right corporate structure for your company in Andorra is an important consideration. There are two types you can choose from — the principal difference between the two has to do with the issued share capital, the annual registry tax amount, and the number of shareholders.

Two types of companies you can form here and their characteristics include:

 

Societat Limitada (S.L.) or Societat Limitada Unipersonal (S.L.U.)

 

This corporate structure is ideal for small businesses — it’s very similar to what’s commonly known as a Limited Liability Company. Note that while S.L. and S.L.U. are very similar in terms of how they operate, the latter (Societat Limitada Unipersonal) has only one shareholder. Hence the word “unipersonal” is used. The same applies to Societat Anònima Unipersonal (S.A.U.) companies.

 

  • Minimum capital share: €3,000
  • Shares are called “Participacions”
  • Can be sole-owned, in this case, the U as Unipersonal must be added to the name.
  • Incorporation Tax: €1,016.67
  • Annual Registry Tax: €851.00

 

Societat Anónima (S.A.) or Societat Anònima Unipersonal (S.A.U.)

 

S.A. companies are typically suited for much larger companies that have multiple shareholders. The most notable difference between S.L. and S.A. companies is the requirement of capital — upwards of 60.000 € is required for the latter.

 

  • Minimum capital share: €60,000
  • Shares are called “Accions”
  • Can be sole-owned, in this case, the U as Unipersonal must be added to the name.
  • Incorporation Tax: €1,480.54
  • Annual Registry Tax: €935.50
Companies – The Principality of Andorra

Steps Involved When Registering a Company in Andorra

 

The process for registering your company here can vary in terms of difficulty depending on whether you’re a resident or not. As of 2012, it is legal for non-residents to own more than 10% of the total stake in the company, however, this requires a few more permissions from the government.

Once the process has initialised properly, the further steps involve:

  • Registering a name: When doing this, you need to make sure that your company name is unique and that no other company has been registered in that name.
  • Applying for incorporation: This step requires you to provide a proper business plan, draft your articles of incorporation, provide personal identification for all directors, and proof of capital.
  • Getting your company registered by a notary: Just like in most other countries, you’re going to have to get your company registered by a notary in order to get it added to the official register of merchants in Andorra.
  • Completing your registration: You’ll be required to submit a copy of your company’s lease to the government followed by requesting a tax identification number.

How We Can Help

 

In order to help our customers to comply with all the official requirements and focus on the success of their project, we’re happy to provide advice and manage all the formalities required to incorporate your company successfully in the Principality.

 

We’ll handle everything from name registration to bank account opening; notary incorporation, and all public registrations. To ensure a long term relationship with our clients, we also provide help with accounting, payrolls, and all kinds of financial reports.

 

Got more questions? Feel free to get in touch! Our team of experts and consultants are here to help.