A Single Person Company is a legal entity separate from its owner. It offers limited liability company structure where the capital is fully owned by a single shareholder or corporate body or any foreign citizen with full liability protection in Bahrain. By registering the company in Bahrain, the sole proprietor of the company’s share capital shall not be liable for any other the obligations of the company except by the amount of the allocated share capital for the company.
- The SPC in Bahrain cannot undertake business activities related to banking, insurance and investment activities and not allowed to issue public shares, negotiable warrants or debentures
- Neither incorporation of a company, an increase of its share capital, nor borrowing for its account may be done by underwriting shares in public. As well, no transferable shares or bonds may be issued thereto.
- The owner/sole shareholder of the share capital of the company must differentiate between their personal finance and the share capital of the company
Requirements for Setting up a Single Person Company in Bahrain
- Minimum capital of BHD 50,000 is required
- Local office presence required
- The single owner is necessary as a sole proprietor (Can also be a foreigner)
- Requires at least one director who is the sole proprietor
- Minimum of at least one shareholder is required
- Must have an external auditor
- Annual submission of the audited financial statements to MOICT is compulsory
Advantages of Setting up Single Person Company in Bahrain
- 100 percent foreign ownership allowed
- Limited Liability company structure (According to Article 292 of the Company Commercial Law)
- Fewer formalities than W.L.L Company structure
- Local business operations in Bahrain are allowed
- More than 300 activities permitted for foreign individuals
- Zero percentage corporate tax
- Local sponsors are not necessary
- The company owner can appoint a manager to handle business activities on his/her behalf
Business Environment in the Kingdom of Bahrain
- Liberal and business-friendly policies
- Tax-friendly policies with no income tax, corporation tax, capital gains tax, gift tax, inheritance tax, wealth tax, and withholding taxes.
- English as the second language makes business operations easier
- Strong financial and banking sector to rely on
- Strategic location in the Middle East with Low operating costs
- Excellent connectivity to Saudi Arabia and other GCC countries
- Access to Bahrain’s double taxation treaties
Documents Required to Setup Single Person Company in Bahrain
- Company registration application
- Original Declaration of a Single Person Company
- Draft Memorandum of Association (MOA) & Articles of Association (AOA) according to your new SPC
- External entities pre-approval (depending upon the business activity)
- Capital deposit certificate (after preliminary approval)
- Financial auditor’s report or evolution letter for any kind of investment or incoming capital
- Appointment letter from an external auditors
- Proposed registered local office address (a copy of a signed office lease agreement if one exists)
Documents Required for Individuals
- CPR copy if the investor is Bahraini or Bahraini expatriate
- Passport and visa pages copy if the investor is Non-Bahraini citizen
- CPR copy of Director if Bahraini citizen or Copy of the Passport if Director is non-Bahraini
- Passport and visa pages copy of Manager if a non-Bahraini citizen, Original, stamped & signed no objection letter from the current employer for Bahraini employed in the private sector (signed by the owner of the Establishment or from the company’s authorized signatory)
- An original bank reference and CV for non-GCC nationals
- Original educational qualifications and experience letter (according to the type of business activity)
Documents Required for Company
- Copy of parent company’s Commercial Registration certificate
- Copy of parent company’s MOA, AOA, and amendments for foreign registered companies
- Parent company’s latest audited financial report (not needed if company less than one-year-old)
- General assembly resolution or Board of the director as the sole proprietor of the SPC
How to Setup Single Person Company in Bahrain?
Bahrain offers a liberal business environment, competitive tax rules, and low basic cost of operation in the Middle East. The incorporation of a Single Person company in Bahrain requires certain procedures to be followed before being registered with the Ministry of Industry, Commerce, and Tourism (MOICT).
The investor or sole proprietor who is willing to start an SPC must select a company name for the legal entity which is not similar or looks alike of any other registered legal entity in the Kingdom of Bahrain. Certain rules and regulations are to be followed while naming the SPC Company which are in accordance with the Bahraini laws and customs.
The company registration application form must be obtained and filled with all the personal, professional, business information regarding the personal or corporate body interested in starting a company in Bahrain. The completely filled application form with details of the type of business operation, the nationality of the investor, proof of capital, educational qualifications of the investor must be submitted to the Ministry of Industry, Commerce, and Tourism (MOICT).
3.Articles of Association
The Article of Association (AOA) is an important document in the registration of SPC Company in Bahrain. The AOA governs all the rules and regulations regarding the company’s operations in the country. When this document is prepared it must be submitted to the Ministry and acceptance must be obtained duly signed by the notary & a copy must be submitted online.
The Commercial registration certificate must be acquired for the SPC as it allows the company to perform its commercial business operations in the Kingdom of Bahrain. In addition, to meet the Ministry’s requirements and ownership criteria the applicant has to pass certain criteria
- 18 years of age or older, while certain business operations require at least 21 years of age
- No criminal record
- Sane mental health
- Dedicated to his business (applicants employed in the private sector are required to provide a “No Objection” certificate issued by their current employer)
- Possess passport with validity for at least 2 years (if the person is a non-Bahraini citizen)
Who We Are
We at Commitbiz business consultancy offer several innovative and path-breaking business services to entrepreneurs, investors and business leaders in Bahrain. We are a team of professionals experienced in setting up Business Operations in Bahrain. If you want to know the business opportunities in the Kingdom of Bahrain, feel free to Contact Us.