Foreign Investor’s Guide: How to Register a Company in Sri Lanka (update 2025)

Sri Lanka, with its vibrant economy and strategic location, offers exciting opportunities for entrepreneurs. Whether you’re a local or a foreigner, understanding the process of company registration is crucial to establishing your business in this promising market. This guide covers everything you need to know, including name checks, restrictions, and the steps involved.

Company Registration in Sri Lanka

Types of Business Registration in Sri Lanka

To register a company in Sri Lanka, follow these steps:

1. Name Check: Verify the availability of your desired company name through the Department of Registrar of Companies. This ensures your name is unique and complies with regulations.
2. Prepare Documents: Gather essential documents, including the Memorandum and Articles of Association, Form 1, and other required forms.
3. Submit Application: File your application with the Registrar of Companies, along with the necessary fees.
4. Approval: Once approved, you’ll receive your Certificate of Incorporation, officially registering your company.

Business Name Availability

Checking the availability of a business name is a critical first step. You can do this online via the eROC system. Ensure your name aligns with the guidelines to avoid rejection.

Can a Foreigner Register a Business in Sri Lanka?

Yes, foreigners can register businesses in Sri Lanka. However, there are specific rules and restrictions:

How to Register 100% Foreign Ownership Company in Sri Lanka

• Industries Reserved for Locals: Certain sectors, such as pawn brokering, coastal fishing, and retail trade (with investments below USD 5 million), are reserved for Sri Lankan nationals.
• Ownership Limits: Foreign ownership is capped at 40% in industries like education, travel agencies, and mass communication.
• Approval Requirements: Some industries require special approval from the Board of Investment (BOI) or relevant ministries.

Restrictions for Foreign-Owned Companies

Foreigners must navigate limitations based on industry type. For example:

• Full Ownership: Allowed in sectors like software development, hotels, and BPO services.
• Partial Ownership: Restricted to 40% in industries such as agriculture, mining, and timber-based businesses.
• Special Approvals: Required for industries like air transportation and large-scale gem mining.

Why Choose Ananda Sirisena & Co (ASAC)?

Ananda Sirisena & Co (ASAC) is a registered practicing company secretary with expertise in company registration and secretarial practices since 1991. Our team provides guidance on corporate governance, ensuring compliance with the Companies Act and addressing tax and legal obligations. Talk to us for expert advice and support in navigating the complexities of company registration in Sri Lanka.