Limited Liability Company
Limited liability companies can be either private or public in Myanmar. Private limited liability companies must have a minimum of two shareholders, and public limited liability companies must have a minimum of seven shareholders. There are currently no foreign public limited liability companies present in the country. Limited liability companies can be 100% foreign-invested.
There are basically two types of companies in Myanmar: A company who has received approval from the Myanmar Investment Commission (often called an MIC company) or a standard company which is registered under the Myanmar Companies Act (often called an MCA company or a DICA company because it is registered with the Directorate of Investment and Company Administration.) The difference between these two types of companies is that MIC companies have higher minimum capital requirements and are usually large companies working on large projects. MIC companies are eligible to receive investment incentives under the foreign investment law, whereas MCA companies are not.
Companies opening a registered branch in Myanmar do not need to obtain permission from MIC if registered under the MCA, so establishing a presence in Myanmar is less time consuming and difficult. Companies under this structure can also be registered as manufacturing or service companies. Foreign branches are taxed at a higher corporate tax rate than a normal company—35 percent in comparison to 25 percent per annum for companies incorporated under the CA or MFIL.
Representative offices are not allowed to perform direct commercial or revenue generating activities within Myanmar so are limited in their functions. Nevertheless, they are relatively easy to set up. The representative office is able to act as a liaison between its overseas head office and is able to perform market research on ground and establish a presence without profit-earning ventures through that specific representative office.
Joint ventures can be formed as partnerships or limited companies with a Myanmar individual, private company, cooperative society or state owned enterprise.