Organisation : Sri Lanka Department of Commerce
Portal Name : Sri Lanka Trade Information Portal
Facility Name : Private Company Registration
Applicable Country : Sri Lanka
Website : https://srilankatradeportal.gov.lk/index.php?r=searchProcedure/view1&id=40
How To Register Private Company in Sri Lanka?
To register Private Company at Sri Lanka Trade Information Portal, Follow the below steps
Related / Similar Facility : CEYPETCO USD Consumer Online Registration Sri Lanka
Steps:
Step 1 : Obtain a name approval
Step 2 : Relevant forms together with two copies of Articles of Association should be prepared (on A4 paper). If the company is coming under the BOI regime, the draft Articles of Association should be submitted for approval of Executive Director (Legal), BOI prior to incorporation of the company.
Step 3 : Submit the above mentioned documents to the information counter to check whether they are in the correct format.
Step 4 : Submit it to the Shroff counter.
Step 5 : If contents of the forms & articles are correct the certificate can be collected over the counter by producing the payment receipt next day.
Step 6 : A company shall within thirty working days of its incorporation under this Act, give public notice*of its incorporation
Note :
If one would like to a register private company with shares issued to a foreign investor, it should be either get BOI approval or can be register without getting BOI approval if it is not violating the limitations under section 3 of the extraordinary gazette notification No. 1232/14 dated 2002.04.19 published under the exchange control act (chapter 423 of the CLE). When preparation of articles for these, inclusion of Primary Objects are mandatory
For Online Registration:
Duly File the information by accessing the link
For Manual Registration:
Required Documents:
1. Approved name certificate
2. Form No. 1 – Registration Of A Company
3. Form No. 18 – Consent And Certificate Of Director
4. Form No. 19 – Consent And Certificate Of Secretary / Secretaries
5. Two copies of Articles of Association
Note : Hand written forms will not be accepted. (Forms can obtain at Registrar of Companies Department)
Fee For Private Company Registration
** Private Company Form 1 Rs. 4,000/=
** Articles of Association Rs 2,000/=
** Form 18 Rs. 2,000/= (each)
** Form 19 Rs. 2,000/= (each)
** 15% VAT is payable on all registration fees
Registering a private limited company in Sri Lanka involves several steps. Here’s a general overview of the process:
1. Choose a unique company name:
** Start by checking the availability of your desired name through the Department of the Registrar of Companies (ROC) website (https://www.drc.gov.lk/en/?page_id=1594).
** The reservation is valid for three months.
2. Prepare required documents:
** Form 01 – Company Registration
** Form 18 – Consent and Certificate of Director(s)
** Form 19 – Consent and Certificate of Secretary/Secretaries (if applicable)
** Articles of Association (standard or custom-drafted)
** Proof of registered office address
** Identification documents for directors and shareholders
3. Submit documents and fees:
** Submit the forms, articles, and other documents along with the prescribed fees to the ROC.
** You can do this online or in person.
4. Public notice of incorporation:
Once incorporated, publish a notice within 30 days in the Government Gazette and a newspaper in Sinhala, Tamil, and English.
5. Obtain Tax Identification Number (TIN):
Register with the Inland Revenue Department for a TIN, providing necessary documents including Form 1, Certificate of Incorporation, and Articles of Association.