REGISTRATION OF COMPANY IN BAHRAIN
Bahrain, the kingdom of Bahrain is an island country bordered by the Qatar peninsula and the northeastern coast of Saudi Arabia. It is one of the world’s tops producing oil states. The capital of Bahrain is Manama (Al-Manamah). The official language of Bahrain is Arabic, English is a mandatory second language, there are other languages including Farsi, Hindi, Tagalog, and Urdu spoken. Bahrain is home to over a million people. The official currency is the Bahraini Dinar.
Bahrain developed the first post-oil economy in the Persian Gulf, the result of decades of investing in the banking and tourism sectors; many of the world's largest financial institutions have a presence in the country's capital. It consequently has a high Human Development Index and is recognized by the World Bank as a high-income economy. Bahrain is a member of the United Nations, Non-Aligned Movement, Arab League, Organization, and the Gulf Cooperation Council.
Bahrain is a constitutional monarchy state with a parliament comprising two bodies and the representative council. Bahrain is a member of the United Nations, Arab League, Gulf Cooperation Council (GCC), and Organization of Islamic Cooperation (OSIC).
The legislative framework guiding company activities in Bahrain is The Commercial Companies Law 2001 while The Companies Registry is the authority responsible for the regulation of company incorporation and formation activities in Bahrain.
Benefits of Company Registration in Bahrain
- Free Trade Agreement
Since 2006, Bahrain has signed a free trade agreement with the USA. This is highly beneficial for foreign investment in Bahrain. Ever since this agreement, more amount of foreign investment has come to Bahrain.
- Member of Different Treaties
Bahrain is a member of different forms of treaties and agreements across the world. Bahrain is a member of the United Nations Convention, a trade member of the World Trade Organization (WTO), and has cooperative relationships with other countries. It is a member of the GCC (Gulf Cooperation Council) and the International Monetary Fund (IMF). This would provide different forms of incentives for an applicant planning to go for company registration in Bahrain.
- Exempt from Tax
When a company is incorporated in Bahrain it is exempted from different forms of tax which include corporate tax, withholding tax, and tax on dividends. Companies that are incorporated in Bahrain Free Zone would get benefits related to customs duties.
- Highly Developed Financial Sector
In terms of corporate finance, Bahrain is one of the fast-developing hubs. The Central Bank of Bahrain has made an initiative to provide different forms of training in the above areas. Islamic finance is fast growing in Bahrain and contributes to the economy.
- Double Taxation Agreements
Bahrain has developed many double taxation agreements with other countries. This would also include the UK and the USA. This would benefit investors as they would not be taxed twice.
BUSINESS IN BAHRAIN: TYPES OF COMPANIES
1. Bahrain Joint Stock Companies
This form of entity is allowed to offer shares to the public. There are two types of entities under Bahraini Joint Stock companies which include open joint-stock companies and closed joint-stock companies. The liability of the members is limited. Such companies are allowed to carry out work related to finance, insurance, and public procurement policies. The minimum capital required for forming this type of entity is 250,000 BD. Out of the above capital, 50% of the share capital must be deposited. There has to be a minimum of two founders for this type of company. Apart from this, the board of directors must comprise three members. Foreigners are allowed to have shares in this form of entity.
2. Limited Liability Companies
In this type of entity, the liability of the shareholders is limited to a particular extent. Up to 50 members are allowed to have a shareholding in this form of company. Foreigners are allowed to have ownership of this form of entity.
3. Partnership Companies
A partnership is an agreement between two or more individuals to share the profits of the company. The liability of the partners is usually unlimited. To form this type of entity minimum of two partners are required.
4. Company Limited by Shares
In this type of entity, there are two types of partners which will include the joint partner and the silent partner. The minimum capital required for this form of entity is 20,000 BD. A minimum number of members are four for forming this type of entity.
5. Single Person Company
A single-person company is an entity that is owned by a single person. The liability of the single-person company is limited to the number of shares. There is no minimum capital for forming this type of entity. This form of entity would require an external auditor to carry out the compliance with audits. Foreign ownership in this type of entity is usually allowed.
6. Foreign Company Branches
A foreign branch office is a mere extension of the parent company. The liability of the branch office would be the liability of the foreign parent company. A manager is required for carrying out all the activities related to the branch office.
7. Holding Companies
Usually, this form of company is formed as a separate entity for foreign joint-stock companies or Bahraini public limited companies. They would provide assurance to third parties related to the guarantees of the company. The structure utilized by a holding company can be of any form.
COMPANY FORMATION REQUIREMENTS IN BAHRAIN
Certificate of incorporation;
Memorandum and Articles of Association;
Minimum of two shareholders;
Minimum of two directors;
Shareholders’ agreement;
Notarized copy of passports;
Legal registered address;
Bearer shares;
Shareholders and Directors’ register.
HOW TO REGISTER A COMPANY IN BAHRAIN: THE REGISTRATION PROCESS?
Step 1. get the company’s name and activity approval from the Bahrain Commercial Registry;
Step 2. secure the Memorandum of Association (MOA);
Step 3. collects, prepares, and file the necessary incorporation documents to the relevant authorities for approval;
Step 4. open a corporate bank account in Bahrain;
Step 5. deliver the certificate of incorporation via courier service.
Compliances for Company Registration in Bahrain
Shareholder Meetings
Companies with limited liability should convene shareholders’ meetings 6 months following the end of the financial year. Joint Stock companies have to convene shareholders’ meetings 3 months following the end of the financial year.
Board Meetings
Joint Stock Companies have to hold a board meeting every quarter. Hence board meetings have to be held four times in a financial year. Limited liability companies have to hold board meetings if the requirements in the articles require them to have board meetings.
Annual Tax
Vat has to be submitted to the National Taxation Authority (NTA).
Business Registration
All businesses have to register with the MOICT and the Central Bank of Bahrain.
Documents required for Company Registration in Bahrain
Copy of the Certificate of incorporation
Memorandum and Articles of Association
Minimum of two shareholders
Minimum of two directors
Shareholders’ agreement
Notarized copy of passports of the directors;
Registered Address of the Business
Shareholders and Directors’ register.
BAHRAIN COMPANY FORMATION FAQS
1. How much does it cost to register a company in Bahrain?
The cost of registering a company in Bahrain is $7875. the total cost includes the preparation of legal documents, company registration, payment of all taxes and fees at the time of registration, and legal address for the company (a year).
2. How long does it take to register a company in Bahrain?
It takes twelve weeks to complete the company registration process in Bahrain.
3. Are the details of shareholders and directors of a company publicly available?
Yes, the details of the shareholders and directors of a company are available to the public.
4. What are the most common company types in Bahrain?
The Limited Liability Company and the Free Zone company are the most common registered company types in Bahrain.