A promoter must submit a proposal in the prescribed form to the Myanmar Investment Commission enclosing the following documents.
Documents in support of the investor's financial credibility (audited final accounts of a most recent year of the person or firm intending to make investment).
Bank recommendation regarding the business standing.
Detailed calculation relating to economic justification of the proposed project indicating inter alia estimated annual net profit, estimated annual foreign exchange earnings or savings as well as foreign exchange requirement for the operation, recoupment period; prospects of new employment; prospects of increased national income; local and foreign market conditions and distribution
If it is a hundred per cent foreign investment, a draft contract to be executed with the organisation determined by the Ministry concerned
If it is a firm, limited company or joint venture of any kind, a draft contract to be entered into between the foreign investor and local counterpart.
If it is a limited company or a joint-venture in the form of a limited company draft Memorandum and Articles of Association.
Lease Agreement for lease of land or building to be entered into between the lessor and the lessee.
The Office of the Myanmar Investment Commission makes a preliminary appraisal of the proposal. The proposal is then forwarded together with the views and comments to the Myanmar Investment Commission. The Commission will scrutinise the proposal from the technical, financial, commercial, economic and social aspects within the frame work of the policy objectives. Upon approval by the Commission, a permit is issued to carry out business specifying the terms and conditions as required according to the type of business.
Basically any enterprise which has obtained a permit from the Commission can start its business constituting itself as a sole proprietorship, parnership or a limited company or a branch office of a foreign company. A limited company which brings one hundred per cent foreign capital, a joint-venture limited company or a branch company is deemed as a foreign company under section 27 A of the Myanmar Companies Act, and accordingly it is required to obtain a Permit to Trade by applying to the Registrar of the Companies Registration Office of the Directorate of Investment and Company Administration of the Ministry of National Planning and Economic Development with Form A. Court Fees to the value of K. 6 must be affixed to Form A and to pay US$100 as application fees. However, a limited company which is a joint-venture with a State-owned Economic Enterprise formed under Special Company Act 1950 is exempted from obtaining a Permit to Trade.
The application is to be accompanied by the following documents.
Required particulars entered in Form A of the Myanmar Companies Regulation. 1957
The Company's drafts Memorandum of Association, Articles of Association or other instruments defining the constitution of the company.
Duly completed questionnaire form prescribed by the Capital Structure Committee of the Ministry of National Planning and Economic Development.
List of economic activities intended to be performed in Myanmar. (A permission from the relevant Ministry if any).
Estimated expenditures to be incurred in Myanmar for the first year operations.
Financial credibility and business profiles of the company/individual
Board of Director's Resolution, if the subscriber is a company.
In the case of a foreign branch the following shall be furnished in addition to the above mentioned documents.
Instead of the company's drafts Memorandum and Articles of Association, a copy of the Head office's Memorandum and Articles of Association or of the Charter, Statute or other instruments constituting or defining the constitution of the company, duly notarised and conservatised by the Myanmar Embassy concerned in the country where the company is incorporated.
Copies of the head office balance sheet and profit and loss accounts for the last two financial years.
Where the Memorandum of Association, Articles of Association and other relevant documents are not in English in original, authentication of the translation into English.
The Ministry of National Planning and Economic Development will issue the Permit to Trade after considering the recommendation of the Capital Structure Committee. In the case of a company which has been issued a Permit from the Myanmar Investment Commission, the terms and validity of the Permit to Trade shall be the same. If the company fails to register and surrender the permit, it shall pay US$500 for administrative charges.
A sole proprietorship is not required to register at the Companies Registration Office.
A partnership firm may be registered, but registration is not compulsory.
A company limited by shares is required to register under the Myanmar Companies Act at the Office of Registrar of Company.
A company with share contribution of the State shall be registered under the Special Company Act, 1950 and the Myanmar Companies Act, as a Special Company.
A company which comes under the definitin of foreign company shall apply and obtain a permit from the Ministry of National Planning and Economic Development before registration.
Two sets of Memorandum of Association and Articles of Association duly stamped and printed both in Myanmar and English
Declaration of registration
Declaration of legal and official version of the documents.
Declaration of the situation of registered office
Translation certificate by a competent translator
List of Directors and Managers for a Company incorporated in Myanmar
List of person(s) authorised to accept services of process and notice in Myanmar on behalf of the Company (for a branch office of a foreign company)
The minimum amount of capital in acceptable foreign currency to be brought by foreign company or a branch company are as follows:-
Industrial company (including trade and services) foreign currency equivalent to K100,000.
Trading company (including services) foreign currency equivalent to K5000,000.
Services company (services only) foreign currency equivalent to K300,000.
The foreign company/branch are to bring in 50% of the above minimum capital as specified according to the type of business within 60 days from the date of the approval of the application and to bring in the remaining 50% within one year from the date of issue of Permit.
For a Public Company the following additional documents shall be submitted before commencing the business.
List of persons to act as Directors.
List of persons who have consented to act as Directors.
Agreement to take qualification shares
For a partnership firm the registration fee is fixed at Kyats 45
For a company limited by shares the registration fee ranges from a minimum of Kyats 500/- to maximum of Kyats 15,000/- depending upon the authorised capital of the Company.
Since the promulgation of the Foreign Investment Law in November 1988, the Government of Myanmar has taken measures to encourage foreign investment and up to November 1994, the commission has permitted 113 enterprises to invest in the agriculture, manufacturing, energy, mining, fishery, tourism and transport sectors.
