Company Formation in Andorra
Andorra passed a law in 2012 stating 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.
Read our Andorran company formation guide for more information on how to get started.
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 company formation in Andorra is completely free of hurdles. The process is quite straightforward, but finding detailed information on how to go about it can prove 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 aforementioned foreign investment law. Our expertise lies in a variety of business domains, such as retail, e-commerce, real estate, services, health, food, technology, blockchain, cryptocurrencies and holding companies, to name a few.
Prior to initiating the Company Formation in Andorra, it is important to take into account certain aspects. These include:
The type of company you want to register
The various fees you'll incur throughout the entire process
Meeting the regulatory requirements for documenting your identity as well as your company’s Articles of Association (AoA)
As a foreigner, there'll be 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 also change depending on which part of Andorra you’ll be located in. At a minimum, you must own or rent an office, apartment or house that has a certified electrical installation and a fire extinguisher.
Different Options for Company Formation in Andorra
When it comes to Company Formation in Andorra, one crucial aspect to consider is selecting the appropriate corporate structure. In Andorra, there are two types available, and the key distinction between them lies in the issued share capital, the annual registry tax amount, and the number of shareholders.
These are two main types of companies you can form here, each with their own characteristics.
Societat Limitada (SL) or Societat Limitada Unipersonal (SLU)
This corporate structure is ideal for small businesses—it’s very similar to what’s commonly known as a Limited Liability Company (LLC). Note that while SL and SLU companies 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 (SAU) companies.
Minimum capital share: €3,000
Shares are called “Participacions”
Can be sole-owned, in this case the "U" depicting "Unipersonal" must be added to the name
Startup costs (notary fees, name registration, etc.): +-€2000
Annual registry tax: +-€850.00
Societat Anónima (SA) or Societat Anònima Unipersonal (SAU)
SA companies are typically suited for much larger businesses that have multiple shareholders. The most notable difference between SL and SA companies is the significantly higher initial capital outlay.
Minimum capital share: €60,000
Shares are called “Accions”
Can be sole-owned, in this case the "U" depicting "Unipersonal" must be added to the name
Startup costs (notary fees, name registration, etc.): +-€2000
Annual registry tax: +-€950.00
Steps Involved When Registering a Company in Andorra
The process for registering your company here can vary in terms of difficulty depending on whether or not you have residency in Andorra.
As of 2012, it is now legal for non-residents to own more than 33% of the total stake in the company. However, this does require a few more permissions from the government.
Once the process has been properly initialised, the following further steps are required:
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, foreign investment authorization: This step requires you to submit 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 company registration: You’ll be required to submit a copy of your company’s lease to the Andorran government. You'll also need to request a tax identification number.
How We Can Help
In order to help our customers comply with all the official requirements and free up their time to focus on the success of their business, 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 and opening a bank account to 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 about starting a business or living in Andorra? Feel free to get in touch! Our team of experts and consultants are here to help.
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