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Set up a Limited Liability Company in Azerbaijan

Set up a Limited Liability Company in Azerbaijan

Small and medium businesses in Azerbaijan can be set up through a limited liability company, a preferred entity that can be registered even with one shareholder. An LLC in Azerbaijan requires no minimum share capital, but complete attention regarding the documents should be considered. Our specialists in company formation in Azerbaijan are at your disposal with information and assistance when setting up a limited liability company in Azerbaijan.

Steps involved in an LLC registration in Azerbaijan in 2021

From the start, we remind that in a limited liability company in Azerbaijan, the liabilities of the shareholders are limited to the exact contributions made in the enterprise. The registration of your LLC in Azerbaijan starts at the State Registrar where several requirements must be fulfilled, such as:

  • provide the articles of association and the memorandum and reserve the name of your enterprise;
  • prepare copies of the owner’s documents and notarize the shareholder’s signature;
  • provide information about the firm’s business address and open a bank account;
  • apply for value added tax (VAT) and prepare the seal of the company;
  • apply for other social contributions and taxes that can apply to local businesses.

For 2021, once the certificate of registration has been issued, an LLC in Azerbaijan must apply for special licenses and permits. An accountant must be hired in order to properly supervise all financial transactions and offer tax advice. This is also an important area where our company incorporation agents in Azerbaijan can provide complete support.

During the procedure of company formation in Azerbaijan, a specific document has to be legalized but it is necessary to know that the investors who are residents of countries included in the Commonwealth of the Independent States, namely Russia, Belarus, Uzbekistan, Georgia, Moldova, Turkmenistan, Ukraine, and others, are not required to complete the legalization of the documents under the regulations of the Minsk Convention on Legal Assistance and Legal Relations in Civil, Family and Criminal Matters.

Details about the documents for an LLC in Azerbaijan

In addition to the information mentioned above, we mention that the documents of your future company must be translated into the Azerbaijani language. If a few of the documents are also accepted in the English language, the articles of association must be translated, a matter where our local advisors can help. 

Businessmen who want to open a company in Azerbaijan registered as a limited liability company (LLC) in 2021 must know that they are entitled to own 100% of the company’s shares as foreign investors, as there aren’t any restrictions regarding this issue. When incorporating this company type, investors should prepare the following set of documents:

  • the application form required by the Ministry of Taxes, under its notarized version;
  • the incorporation documents of the company – the resolution of the shareholders through which they decide the registration of an LLC;
  • personal details of the company’s founders (the shareholders have to provide their identity cards or passports);
  • if the company is incorporated by a foreign legal entity, the articles of association and other incorporation documents of the respective company have to be submitted;
  • the evidence on the payment of the registration fee required when incorporating a local business. 

A sample of the charter of the limited liability company can be found on the website of the Ministry of Taxes of the Republic of Azerbaijan; however, you can rely on our team of consultants in company formation in Azerbaijan for additional information on other documents investors should prepare upon the registration of this company type.

Please note that once the company was incorporated and once the procedure of company registration in Azerbaijan was completed, the investors will still have to take additional measures, which are prescribed under the national legislation. Thus, they must consider that they should prepare the company’s seal and obtain an e-signature for the company, which will be used on the online platform of the tax institution.  

Additional aspects refer to the registration with the tax authorities and other institutions and report to these authorities as required. Once the company will hire employees, the company’s representatives must register the employment contracts, including the one signed with the person who will act as the company’s director.

What are the main reasons for opening a company in Azerbaijan in 2021? 

Businessmen who want to register a limited liability company or another business form in this country can obtain multiple benefits when investing here. The country has a free economy that is open to foreign investments and it provides a stable business environment. Some of the main aspects investors should know on the local economy are presented below:

  • the Doing Business Report 2020 has shown that Azerbaijan has a score of 96.2 (out of a total of 100) on the procedures for starting a business, being rated as the 9th economy for this index;
  • the procedures related to company formation in Azerbaijan are comprised of only 3 steps, taking approximately 3.5 days;
  • the country ranks as the 1st global economy for the index measuring the easiness of getting credit (it has a score of 100);
  • for the index measuring the payment of taxes the country ranks as the 40th economy; 
  • it also has a good score (of 70.3 out of 100) for enforcing contracts – it occupies the 28th rank at a global level. 

You can rely on us for information on the requirements for opening a limited liability company in Azerbaijan in 2021. This business form is one of the most employed among foreign investors.

If you want to create an LLC in Azerbaijan in 2021, you can rely on our local specialists.

Shareholders in a limited liability company in Azerbaijan

The limited liability company is one of the most appealing business structures for foreign investors as it allows full foreign owners. This means that they can entirely own the company without the need of having local partners (unless they desire so).

EU and non-EU investors benefit from the treatment as local businesspersons when they decide to open companies in Azerbaijan, however, if they want to relocate to this country in order to oversee the operations of the business, they must obtain residence permits.

If you decide to set up an LLC in Azerbaijan and need assistance, our specialists are at your service with full business incorporation services.

The manager of an LLC in Azerbaijan

Limited liability companies in Azerbaijan can be controlled by a local or a foreign director. If you choose a manager from your home country, please consider that he/she will need a work permit. This is also available for your foreign employees in Azerbaijan.

If the newly founded limited liability company will have a foreign director, then the company’s representatives will have to take the necessary steps for the issuance of a permit that will allow the respective person to work and live in this country. It must be noted that the process of obtaining a work permit is rather complicated and this is why we advise you to request information on the procedures from our team of consultants in company registration in Azerbaijan.

The local work market disposes of a set of measures that are created for the purpose of protecting the local workforce. If the steps related to the issuance of the work permit are not completed once the company is operational, it must be noted that the company can also operate with nominee directors.  

As a general rule, the issuance of a work permit takes approximately 20 days; companies that hire a foreign workforce that does not have a work permit can be fined AZN 30,000-35,000 (or $38,000-44,000). 

Share capital requirements for an LLC in Azerbaijan

One of the best parts about opening a limited liability company in Azerbaijan is that the private entity is not required by law to have a specific share capital. This enables the owner to decide the amount of money he or she wants to inject into the business. However, it should be noted that in certain economic sectors share capital requirements are imposed by industry regulators. This is why, if you plan to set up a business in this country, we invite you to discuss all the legal aspects with our specialists. They will offer all the details alongside the services we usually provide to our clients.

Business licensing in Azerbaijan

One of the final steps of opening a company in Azerbaijan, no matter if it will operate as a limited liability company or as any other form is licensing. Apart from the approvals that need to be obtained with the local authorities, there are also licenses that need to be obtained based on the industry the company will operate. Among these, financial and insurance, trading, and telecommunications are among the sectors that are highly regulated, and activities rely on specific authorizations.

With the help of our company registration advisors in Azerbaijan, the incorporation of a limited liability company in any of the sectors above can be completed without any hassle.

The main uses of an Azeri LLC

The limited liability company is one of the most versatile business forms not only in Azerbaijan but in all countries in which it is available for registration.

In Azerbaijan, the limited liability company can be used as follows:

  • for general activities in various sectors;
  • as an import-export business;
  • as a subsidiary company;
  • as a startup.

Even if most of its uses are general, in the past few years, startups have become some of the most popular business forms around the world.

If you want to create a limited liability company in Azerbaijan, our agents can help you.

The LLC as a subsidiary company in Azerbaijan

Foreign companies seeking to establish their presence in Azerbaijan can operate through branch offices or subsidiaries if they want to use corporate forms. The subsidiary will be treated as a domestic business which is why it can be set up under the form of a limited liability company.

In the case of the subsidiary, the foreign company will act as the sole shareholder in the limited liability company.

Setting up a subsidiary in Azerbaijan will imply the same steps as when registering a local business, therefore, it does not need to meet any special requirements, unless it will operate in a specific sector. Apart from this, it will have full decisional powers and will benefit from the same tax treatment as any other domestic firm.

Our company formation specialists in Azerbaijan can offer more information about the creation of a subsidiary as a limited liability company.

The startup in Azerbaijan

Young entrepreneurs usually choose the startup as a way of starting a business in Azerbaijan as they have special means they can employ to gather funds for their activities. There are no special requirements to meet when setting up a startup, which is why the limited liability company represents one of the most suitable legal entities that can be registered for this purpose.

The creation of a startup usually implies low registration costs which is one of the main features of the Azeri LLC. The fast incorporation procedure and the uncomplicated requirements make the LLC the best choice for such activities in innovative sectors.

If you are interested in opening a startup in Azerbaijan, you can rely on our company registration representatives for details on the legal requirements that need to be met, but also on the advantages such a company offers.

Feel free to address any questions you might have on the creation of a startup or limited liability company in Azerbaijan.

For a proper understanding of the requirements of an LLC Azerbaijan, we suggest you get in touch with our team of advisors in company formation in Azerbaijan.