Register a company in Honduras

Partly. On Mi Empresa en Línea, the online route in Tegucigalpa, every partner attends the signing at the registry in person with original ID, so a founder abroad needs another way to sign. SAR lets an agent with an authenticated power of attorney apply for the RTN. Whether a power of attorney from abroad covers the deed itself, we confirm with the notary for your case before you book travel. Honduras is a party to the Apostille Convention, so papers from other member countries are apostilled and translated into Spanish.

Registration starts from $2,900. Official registry and notary fees and a legal address, if you need ours, are quoted separately. With an EMI or online bank account, from $4,800. The Registro Mercantil works its fee out with a calculator rather than a published tariff, so we quote it from your actual filing; the RTN itself costs nothing.

Corporate income tax is 25% of net taxable income. Once taxable income passes HNL 1 million, the Solidarity Contribution adds 5% on the excess and cannot be deducted. A 1% net assets tax, after HNL 3 million is deducted from the base, becomes payable in a year when the CIT is lower than it. Sales tax (ISV) is 15%, or 18% on beer, alcohol, tobacco and first- and business-class air tickets. Dividends bear 10% withholding. The CIT return is due on 30 April, with quarterly advance payments based on the previous year's tax.

The registry part is quick. On Mi Empresa en Línea the Tegucigalpa registry answers in about 1-2 business days, books the signing for the same day or the next, and releases the documents 1-2 business days after the signed document is presented. By law an admitted filing must be entered within 10 working days, and corrected documents within 5. SAR then issues the RTN immediately. What takes longer is everything before filing: apostilles and translations abroad, and a date every partner can make. Our own preparation time is confirmed in your quote.

The second pack adds an account with an EMI or online bank, opened remotely. We prepare the KYC file and take it through compliance onboarding with you, and you get a dedicated account manager. A Honduran bank account is possible on request and quoted separately; before you apply, we check that bank's document list and any central-bank rules that touch your currency flows.

Under the Commercial Code, an S. de R.L. needs HNL 5,000, fully subscribed at formation, with at least HNL 5,000 paid in. An S.A. needs HNL 25,000, fully subscribed, with at least 25% of each cash share paid in, and two shareholders. Decreto 284-2013 added a simplified route, on a special registry form with its own formalities. The only state copy of that decree we have found is a poor scan, so we confirm with the registry which minimum applies to your filing before you pay anything in.

Yes. SAR's checklist accepts foreign individuals with a passport or residence card, and foreign companies with an apostilled, translated copy of their incorporation deed or certificate, or their home tax ID. An S. de R.L. can have up to 25 partners, and the registry recognises one-person companies. SAR accepts a passport for the legal representative, who must already hold a personal RTN when the company applies for its own. Before filing we also check whether your representative must live in Honduras and whether your sector limits foreign ownership.

The ZOLI regime is open to individuals and companies, Honduran or foreign. Since Decreto 8-2020 the income-tax exemption runs for a 15-year term automatically, and one 10-year extension can be requested; the other fiscal benefits last while the company stays in the regime and operates. PwC lists exemptions from CIT, sales tax and customs, and in some cases municipal tax. Users must export at least 50% of their production unless they are service companies. Applications go to the SDE. A foreign company adds an investor certificate from the National Investment Council (CNI), and the file carries an HNL 200 TGR receipt.

No double tax treaties. PwC states that Honduras has signed none and has no foreign tax credit provisions. Dividends leave with 10% withheld, and royalties and fees for services paid to non-residents with 25%; whether your home country gives credit for that depends on its own rules. Honduras does have tax information exchange agreements with the United States, Costa Rica, El Salvador, Guatemala and Nicaragua, but they are not double tax treaties.

First the RTN from SAR, then the municipal operating permit; in Tegucigalpa the AMDC has a window inside the CCIT building. Hiring adds IHSS registration for social security, then RAP. Returns are filed through SAR's Oficina Virtual, with the CIT return due every 30 April. Raising or cutting capital means publishing the change and entering it in the registry. There is also a beneficial-ownership register law (Ley de Transparencia y Registro Centralizado de Beneficiario Final), and we confirm what it requires of your company when we file.