Foreign investors have always faced the question of whether it is possible to have a one-person company in Iran or not. One person company is a common way to establish a commercial company around the world. As the name suggests, an OPC is the company founded by a single person. A single individual establishes and manages the company. An OPC has all the features of a multi company, such as perpetual succession, limited liability and a separate legal entity.
Establishing a company in Iran is possible if the founders contribute authorized share capital and immediately transfer the required amount to a bank account. To register an organization in the official register you need to:
- Provide the company registration office with a package of constituent documentation, including the information about the beneficiaries. Such documentation shall include among others:
- TIN;
- the corporate charter and the decision of the owners to register the company in Iran;
- orders on representatives and directorate;
- (If needed) certificate of the parent company’s financial status.
- Pay the fee for the company registration.
- Publish the notice in the official gazette.
Before registering the company, it is necessary to get acquainted with the types of companies that can be registered in Iran. According to the commercial code, commercial companies include eight different types. These companies include:
- Public Joint Stock Company
- Private Joint Stock Company
- Limited liability company
- Relative company
- General partnership
- Joint-stock company
- Non-stock mixed company
- Production and consumption cooperative company
Limited Liability Company, which is the most common type of corporation in Iran, is defined by Article 94 of the Commercial Code of Iran as a company formed between two or more persons for the purpose of trading while the company’s capital is not represented by shares or bonds and each partner is responsible for the responsibilities and obligations of the company merely to the extent of its contribution.
Thus, based on the legal system in Iran, OPCs are not allowed in the country. However, some would establish what is known to be “family companies”. This matter needs further legal examination and recommendation in order not to face legal problems and risks in Iran.
Bayan Emrooz Law Firm renders services to foreign and Iranian natural and legal persons in the field of corporate law, including consulting and registration of a company, branch and representative office. Having an experienced and specialized legal staff, Bayan Emrooz is ready to provide the needed legal services in respect to investment and formation of company in Iran.
