Company registration in Azerbaijan

Azerbaijan is an Asian country with high growth potential, which creates conditions for foreign capital to work. The jurisdiction has the following developed sectors: agriculture, logistics, IT, e-commerce, and tourism. The country also makes numerous available benefits for entrepreneurs from all over the world who plan to register a company in Baku or another Azerbaijan city.

Advantages of registering a business in Azerbaijan

If you intend to open a company in Azerbaijan or establish your legal presence in any other way, the following benefits will be available to you:

• the advantageous location that provides access to European and Asian markets;
• a stable economy with high growth potential;
• free trade zones;
• openness to foreign investment;
• availability of mineral resources;
• flexible and straightforward rules for registering a new business.

Forms of legal presence and doing business

If you plan to open a business in Azerbaijan or otherwise establish your legal presence, it is possible to do so by applying one of the following options:

• Limited Liability Company - an Azerbaijan company that is the most advantageous and easiest to register. Even one person can be a member of an LLC without any restrictions on their residency. The financial obligations of the participants of LLC are limited to the amount of funds invested by them. Moreover, local legislation does not require the formation of share capital. Still, in any case, it must consider the type of activity the future company intends to carry out. Therefore, keeping records and filing reports according to specific rules is necessary.
• A joint-stock company is a business option available to larger businesses aiming to raise substantial outside capital. There can even be one person who participates in a JSC, and the maximum number of participants is not limited by law. There are no requirements for the founding capital, but it must correspond to the type of business the company intends to conduct. JSC can issue shares. The financial obligations of the shareholders of a JSC are limited solely to the value of the shares they own. A JSC can be closed when the shares cannot be acquired and alienated to third parties and of open type when the unrestricted transfer of shares to third parties is possible. Stricter accounting and reporting standards apply to JSCs.
• A branch is a variant of the commercial presence of a foreign legal entity within the framework of which it is allowed to carry out the same activities as the country of initial registration.
• Representation is a legal presence option available to non-resident companies and offers the opportunity to assess local markets, but they need the ability to conduct business in them.

Company registration procedure in Azerbaijan

If you plan to open a company in Azerbaijan, then be ready to go through the following steps:

1. Form a list of commercial priorities you intend to implement through the enterprise in Azerbaijan.
2. Making and formalizing a decision on the incorporation in Azerbaijan.
3. Selection and reservation of commercial names for the future legal entity.
4. Search and registration of the official legal address for the future Azerbaijan company.
5. Collection of documents and data required by local state bodies for registration.
6. Drafting and execution of registration and incorporation documents for the future Azerbaijan company.
7. Submission of registration package for consideration, including a document on payment of state duty for legal entity registration.
8. Registration of the newly established Azerbaijan company for paying taxes and social contributions.
9. Opening a bank account.
10. Applying for additional licenses to conduct regulated activities.

Legislation and regulatory environment

The legislation is very loyal to foreign investors and does not provide for burdensome bureaucratic nuances. The legislation of Azerbaijan allows 100% foreign ownership and has no requirements regarding the size of the authorized capital for an enterprise with non-residents. The residency of the participants of a legal entity and its managers does not matter. The rules of incorporation of legal entities are flexible and easy to implement. All legal entities of Azerbaijan are required to keep records and file reports in the prescribed manner. A license will be required for certain types of activities.

The tax system in Azerbaijan

If your goal is now to open a business in Azerbaijan, you should assess the feasibility of its implementation along with the following parameters of the local tax system:

• Corporate tax - 20%
• PIT - 25%
• VAT - 18%
• (1) Dividend tax - 10% (2) Interest - 10% (3) Royalty - 14%
• Capital Gains Tax - (1) corporate - see corporate tax (2) individual - see personal income tax.

How Prifinance specialists can assist

If the request "Azerbaijan to open a company" is now on your agenda, the specialists of Prifinance are ready to support in its implementation in the easiest way possible, including:

• evaluate the option in terms of your business priorities and business case background;
• choose the most optimal legal form for registration of the company in Azerbaijan;
• collect all necessary data and documents for incorporation of Azerbaijan legal entity;
• draw up and execute all the required registration and incorporation documents;
• negotiate with local officials;
• open bank accounts;
• accompany the resolution of all issues that may arise in the functioning of the newly established Azerbaijan company.

Provide background information and information about your business priorities for customized solutions and advice.