Register a company in Papua New Guinea

, the resource economy north of Australia.

A limited company under the Companies Act 1997, registered online by the Investment Promotion Authority (IPA) in 24 hours to 3 weeks by its own guide. The Act asks for one shareholder and one director. Outside the reserved list, a foreigner can own every share. We are equally plain: corporate tax is 30%, the reserved list runs to 39 entries, a foreign-owned company may not trade until IPA certifies it, and dividends leave through an authorised dealer with tax clearance.A limited company IPA registers online: one shareholder, one director, no par value, full foreign ownership outside the reserved list. Plainly: 30% tax, 39 reserved entries, an IPA certificate before trading, dividends out through an authorised dealer.

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Papua New Guinea · at a glance
Legal formLimited company (Ltd)
Incorporation24 hours to 3 weeks · online
Corporate tax30% · GST 10%
Foreign ownersIPA certificate · K2,000
CurrencyKina (PGK) · exchange control
Remote setupYes - online filing
Melaniia Kosa
Melaniia Kosa
Your Papua New Guinea specialist
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Papua New Guinea in brief

Incorporation can take a day. The right to trade takes weeks.

Papua New Guinea exports LNG, gold, copper, coffee and cocoa. A company here makes sense when the work is here: engineering, logistics, construction, equipment and trade around the resource projects. The vehicle is a limited company under the Companies Act 1997, its name ending in "Limited". The statutory minimum is one shareholder (another company will do) and one director. Shares carry no par value. Since 1 December 2022 IPA has run the registry online: you open a free client account with a photo ID, reserve the name, file Form A-1 and get the Certificate of Incorporation by email. A new Income Tax Act has applied since 1 January 2026. Goods exported from PNG enter the EU duty-free and quota-free under the EU-Pacific Economic Partnership Agreement.

A company owned by non-citizens is a foreign enterprise. Section 28 of the Investment Promotion Act 1992 says it must be certified by IPA before it does business. The application goes in within 14 days of incorporation. IPA's guide gives 2 to 5 weeks for certification, at a fee of K2,000 (the late lodging fee is K4,000). The Registrar of Foreign Investment must refuse it for anything on the Reserved Activities List, 39 entries that include small-scale tree crops and farming, coastal and inland commercial fishing, security guards, real estate management and listed wholesale and retail trade. Corporate tax is 30%, with a final 15% on dividends to non-residents. Under the Bank of PNG's exchange rules, dividends and capital go offshore through an authorised dealer. Foreigners cannot own land, though they can lease it from the government for up to 99 years for a specific purpose.

PNG exports LNG, gold, copper, coffee and cocoa; a company here is for work inside that economy. One shareholder and one director, no par value, an online IPA registry since December 2022, and a new Income Tax Act since 1 January 2026.

A foreign-owned company lodges for IPA's certificate within 14 days and may not trade without it: K2,000, 2-5 weeks. The reserved list has 39 entries. Tax is 30%, with 15% final on dividends to non-residents. Foreigners lease land rather than own it.

Packages & pricing

Papua New Guinea company - cost & packages.

01 - PRIVATE COMPANY · PAPUA NEW GUINEA

Company

from$2,900USD · registration

Incorporation of a limited company on IPA's online registry, from the name reservation to the Certificate of Incorporation, plus the company's TIN registration. A foreign-owned company also needs IPA's Foreign Enterprise Certificate before it trades; we quote that application separately.

✓Name check & reservation with IPA✓Constitution & director and shareholder consents drafted✓Form A-1 filed on IPA's online registry✓TIN registration with the Internal Revenue Commission✓Certificate of Incorporation & corporate document set✓Legal address - quoted separately where you need ours

Optional add-ons: Foreign Enterprise Certificate application · legal address · accounting, tax filings and annual returns · local bank account - quoted for your case.Add-ons: IPA certificate · legal address · accounting & annual returns · local bank - quoted for your case.

Start with Company →
02 - PRIVATE COMPANY · PAPUA NEW GUINEA
Most popular

Company + Bank Account

from$4,800USD · registration + account

The same company plus an account with an EMI or online bank, opened remotely, with the KYC file and onboarding prepared by our team. The Bank of PNG's exchange manual requires prior authority to open a foreign-currency account outside Papua New Guinea, so we settle that route with you first.

✓Everything in Company✓Account with an EMI or online bank - opened remotely✓KYC file preparation✓Compliance onboarding support✓Dedicated account manager✓Local bank account - on request, quoted separately

Local banks: a resident's foreign-currency account needs prior Bank of PNG approval.

Start with Banking →
Prices are indicative starting points and are confirmed for your case before any work begins. IPA registration and certificate fees are itemised in your quote.Prices are indicative, confirmed before any work begins. IPA fees itemised in your quote.
What you can do

Popular uses for a Papua New Guinea company.

IPA must refuse a certificate for any reserved activity. The list reaches into farming, fishing, retail and security, so your activity is the first thing we look at.Reserved activities get no certificate - we check yours first.

Resource-project services

Engineering and logistics work for LNG and mining operators. Fees paid abroad for technical or management services carry 15% withholding.

Mining & petroleum interestslicensed

Alluvial mining is reserved for national enterprises. Under the Income Tax Act 2025, gains on resource rights are taxed at 15% and resource losses carry forward without a time limit.

Construction & engineering

Contractors on roads, bridges, ports and project sites. The certificate file lists staff positions and nationalities. Foreign staff need work permits.

Import & distribution

Listed wholesale and retail trades are reserved for citizens, so we check your product lines against the list before you commit.

Manufacturing

PwC lists a 20% initial allowance on manufacturing plant and a wage subsidy for manufacturers.

Agri-processing & export

Small-scale tree crops and farming are reserved. EU entry is duty-free, but export proceeds must come home and convert to kina within three months of shipment.

Resource-project services

15% WHT on technical fees.

Mining & petroleum interestslicensed

Alluvial mining is reserved.

Construction & engineering

Work permits for foreign staff.

Import & distribution

Listed trades reserved - check first.

Manufacturing

20% initial allowance on plant.

Agri-processing & export

Proceeds to kina within three months.

Why Papua New Guinea

Key advantages of the jurisdiction.

✓
One shareholder, one director

Section 11 of the Companies Act asks for one of each. The shareholder can be a company.A company can hold shares.

✓
Registered online

IPA's online registry has run since 1 December 2022, and the Certificate of Incorporation arrives by email.Certificate arrives by email.

✓
Full foreign ownership

Every share can be foreign-held outside the reserved activities. The company may trade only once IPA certifies it.Outside the reserved list.

✓
Shares without par value

Section 39 rules out a nominal value. We found no minimum capital in the Act's provisions on shares.No nominal value, s.39.

✓
Duty-free into the EU

Under the EU-Pacific Economic Partnership Agreement, exports from PNG enter the EU free of duty and quota.Under the EU-Pacific EPA.

✓
No local income taxes

No provincial or local income tax is added to the 30%. There are no inheritance, estate or gift taxes either.No inheritance or gift tax.

How it compares

Papua New Guinea next to Australia, Indonesia, Fiji and Timor-Leste.

PNG is no tax play: its 30% equals Australia's headline rate, while Fiji, Indonesia and Timor-Leste all charge less. The reason to register here is work inside PNG. Rates are PwC's as read in 2026. Fiji's VAT figure comes from its revenue service.PNG's 30% equals Australia's; Fiji 25%, Indonesia 22%, Timor-Leste 10%. PwC rates, read in 2026.

CountryCorporate taxCurrencySignature edge
Papua New Guinea30%Kina (PGK)Where the LNG and mining work is
Australia30%Australian dollar25% under AUD 50m turnover (conditions)
Indonesia22%Rupiah0.5% final tax up to IDR 4.8bn turnover
Fiji25%Fiji dollarVAT 12.5% since August 2025
Timor-Leste10%US dollarNo VAT
Papua New GuineaOn site
Tax30%
CurrencyKina
Australia25% if smaller
Tax30%
CurrencyAUD
Indonesia0.5% small firms
Tax22%
CurrencyRupiah
FijiVAT 12.5%
Tax25%
CurrencyFiji dollar
Timor-LesteNo VAT
Tax10%
CurrencyUS dollar
Requirements

What Papua New Guinea law actually demands.

01
A name ending in "Limited" - Proposed in English and reserved with IPA before the application. The Act allows "Ltd" in some contexts.
02
Shares and shareholders - One or more shares with no par value and one or more shareholders, people or companies. The 2022 amendment requires the company to hold enough information to identify each share's beneficial owner.
03
At least one director - Each director signs a consent that stays in the company's records. Section 128 deals with the number of directors and their residence, which we confirm for your board before filing.
04
A street address in PNG - Registered office, address for service and principal place of business must be street or allotment-and-section addresses, never a PO box or a village address.
05
IPA certification - A foreign enterprise applies for the Foreign Enterprise Certificate within 14 days of incorporation and may not do business until IPA certifies it.
06
An annual return - Filed online by someone with authority over the company, at K250 a return plus a K1,000 penalty for each late one. Stop filing and the company can be removed from the register.
How it works

Two IPA filings: the company, then the certificate.

Both filings run through IPA's online registry. IPA's Quick Start Guide gives 24 hours to 3 weeks for incorporation and 2 to 5 weeks for the Foreign Enterprise Certificate. Our own preparation time is confirmed in your quote.Company first, 24 hours to 3 weeks by IPA's guide; then the certificate, lodged within 14 days, 2-5 weeks. Our prep time is in your quote.

01
Consultation & list check

We match your activity to the Reserved Activities List and settle the ownership split and the board before anything is filed.

Reply in 1 business day
02
Client account & name

The IPA client account needs a photo ID. The application goes in only after the name is reserved and approved.

Before filing
03
Documents

Constitution, Form A-1 details and the director and shareholder consents, prepared from your passports and addresses.

Set in your quote
04
Incorporation

After the Registrar's review of Form A-1, the Certificate of Incorporation arrives by email. IPA's Quick Start Guide lists the fee as K500.

24 hours to 3 weeks
05
Foreign Enterprise Certificate

Lodged within 14 days of incorporation with passports, CVs, a first-year budget and cash flow and bank statements; the fee is K2,000.

2-5 weeks
06
Tax, bank & permits

TIN with the Internal Revenue Commission and the bank account, then any trading licence or work permits the business needs.

After incorporation
Quick facts
Legal formLimited company (Ltd)
Shareholders · directors1+ · 1+
Corporate tax30%
Incorporation (IPA)24 hours to 3 weeks · K500
Foreign Enterprise Certificate2-5 weeks · K2,000
GST10% · exports 0%
Annual returnK250 · late penalty K1,000

A foreign-owned company has 14 days from incorporation to lodge its certificate application. Until IPA certifies it, it may not do business. Lodge late and the Regulation's K4,000 late lodging fee applies, unless it is waived.

On the ground

On the ground in Papua New Guinea.

Prifinance - Papua New Guinea
Port Moresby
Port Moresby, Papua New Guinea
✆+44 748 881 18 54✉info.en@prifinance.com
◷Mon-Fri · replies within one business day
01
IPA filings from Port Moresby

We file through IPA's online registry. For a first incorporation the paper route at IPA Haus in Konedobu is still open, and we use it when a case calls for it.

02
Reserved list checked first

The current list has 39 entries; a proposed list of 11 applies only once regulations are made. Both are covered in the first consultation, before you commit money.

03
Kina rules mapped early

Dividends and capital go offshore through authorised dealers. A resident's foreign-currency account needs the Bank of PNG's prior approval.

04
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Taxation 2026

30% on profit, then 15% on the way out.

The Income Tax Act 2025, in force since 1 January 2026, replaced legislation about 60 years old. Resident companies pay 30% on worldwide income, with no provincial or local income tax added. Dividends to non-residents carry a final 15% withholding that PwC says no treaty reduces, while a branch pays 15% on repatriated profits. GST is 10%, with exports zero-rated.30% on worldwide profit under the Income Tax Act 2025, with no local income tax on top. Dividends to non-residents: 15% final. Branch remittances 15%, GST 10%.

Corporate - 30%

On worldwide income, for resident companies. Losses carry forward for up to seven years.On worldwide income.

Dividends out - 15%

A final withholding on dividends to non-residents, at the same rate under every treaty.Final, treaty or not.

GST - 10%

Exports are zero-rated; medical, educational and financial services are exempt.Exports zero-rated.

Technical fees - 15%

Withheld on fees for management, technical, professional and consultancy services paid abroad, down from the old 17% management-fee rate.Down from 17%.

Levies in 2026
Corporate income tax30%
GST10% · exports 0%
Dividends to non-residents15% · final
Interest · royalties (non-residents)15% · 10%, 30% to associates
Branch profits remitted15%
Superannuation (citizens, 15+ staff)8.4% employer · 6.0% employee

Figures follow PwC's summary last reviewed on 23 September 2026 and are rechecked against the IRC before any filing. That summary gives no GST registration threshold, so we confirm it for your case.

Your team

The specialists who'll handle your case.

Dmitri Mihhailov
Dmitri Mihhailov
Managing Partner

Founder of Prifinance. 15+ years structuring international companies, banking and licensing for founders worldwide.

Eugeniu Bevziuc
Eugeniu Bevziuc
International Business Consultant

Guides clients from the first consultation to a working setup - companies, accounts and substance in 60+ jurisdictions.

Alex Danila
Alex Danila
Corporate Services Specialist

Handles incorporation paperwork, KYC and bank introductions so your Chadian company launches without delays.

Follow Prifinance

Active across our channels.

The company and the IPA certificate, filed in the order PNG law sets, with the bank account after. Full support, start to finish.

Talk to a specialist →
FAQ

Papua New Guinea company registration, answered honestly.

Can I set up a PNG company without travelling there?+

For the registration, yes. IPA's registry works online with a client account that needs a photo ID, and none of the official pages we checked asks you to appear in person. Paper forms can also go by mail or through an agent. Working in the company yourself is a separate track: a non-citizen needs a valid work permit, issued by the DLIR, before starting the job, and the Working Resident Entry Permit comes from the Immigration and Citizenship Authority.

How much does it cost?+

Registration starts from $2,900. Official IPA fees and a legal address, if you need ours, are quoted separately. With an EMI or online bank account, from $4,800. For scale, IPA's Quick Start Guide lists K500 for registering the company and K2,000 for the Foreign Enterprise Certificate, both paid in kina.

What is the Foreign Enterprise Certificate?+

The certificate a foreign enterprise needs from IPA before it may do business in PNG, under s.28 of the Investment Promotion Act 1992. IPA's pages draw the ownership line slightly differently - 50% or more in one place, more than 50% in others - but a company you own outright from abroad is covered either way. You incorporate first and lodge the application within 14 days. The fee is K2,000, with a K4,000 late lodging fee that may be waived. The file includes passports, CVs, a first-year budget and cash flow, bank statements or balance sheets, and the planned investment and jobs. The certificate can carry conditions, such as a start date, a prior State permit or licence, audited accounts filed with IPA or a stated sum to spend in PNG.

Which businesses are closed to foreign owners?+

Those on the Reserved Activities List in the Investment Promotion Regulation 1992, currently 39 entries. Some are reserved for citizens: small-scale tree crops and farming, coastal and inland commercial fishing, security guards, real estate management, lodgings under 10 rooms, listed wholesale and retail trade. Others, such as travel agencies, tour operators, alluvial mining and coastal bulk transport, are reserved for national enterprises. No non-citizen ownership is allowed in a reserved activity, joint ventures included, so the Registrar of Foreign Investment must refuse the certificate. A review proposes a new list of 11 activities. Its consultation closed on 21 November 2025, but the new list applies only once regulations are made.

Is there a minimum share capital?+

The Act requires one or more shares, each without a nominal or par value (s.39). We found no minimum capital in its provisions on shares: the shares issued on registration are simply the ones stated in the application. IPA's certificate file separately asks for the value of your initial capital investment and a first-year budget, so the figure still has to fit the business you describe.

Does a director have to live in PNG?+

The Act asks for at least one director, and Form A-1 records each director's residential address and nationality. Section 128 of the Act is headed "Number of directors and residence", so we confirm what it requires of your board before filing. The certificate application also names a local representative.

What taxes will the company pay?+

Corporate tax of 30% on worldwide income, under the Income Tax Act 2025 in force since 1 January 2026, and GST of 10% with exports zero-rated. Payments to non-residents carry withholding: 15% on dividends (final), 15% on interest and technical fees, 10% on royalties, 30% on royalties to an associate. Returns are due six months after year-end, or nine through a registered tax agent. Provisional tax is paid in three instalments (30 April, 31 July and 31 October for a December year-end). Salary tax is withheld and remitted by the 7th of the following month.

How long does it take?+

By IPA's Quick Start Guide, registering the company takes 24 hours to 3 weeks and the Foreign Enterprise Certificate 2 to 5 weeks, with the name reservation before both. The 2014 investment guide spoke of 35 working days from a complete and accurate certificate application. IPA rejects forms that are not fully completed, so we check the file before it goes in. Our own preparation time is confirmed in your quote.

How does banking work for a PNG company?+

The Company + Bank Account pack opens an account with an EMI or online bank remotely. The limits come from the Bank of PNG's foreign exchange manual. Opening a foreign-currency account outside PNG needs prior authority, and a resident's foreign-currency account at home needs the Bank's prior approval. Dividends and capital go offshore through an authorised dealer, with tax clearance for dividends. Exporters must bring export proceeds onshore and convert them into kina within three months of shipment. Before anything is opened, we test the account route against these rules.

What keeps the company in good standing?+

Mainly the annual return. It is filed online by someone with authority over the company and costs K250, plus a K1,000 penalty for each late one. IPA removes companies that stop filing and publishes the list. A company removed for a missing annual return can be restored within two years: IPA charges K2,500 for restoration, besides the fee and late penalty for each missing return. The 2022 amendment also requires the company to keep information identifying the beneficial owner of each share, and IPA can make audited accounts a condition of the certificate.

Client notes
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