Sri Lanka Company Registry Act

The Sri Lanka Company Registry Act is nothing but a set of laws, regulations and policies initiated for company incorporation, business registration and establishment in Sri Lanka. The Sri Lanka Company Registry Act is all formulated and conducted by the sole statutory body, commonly known as The Registrar of Companies Sri Lanka.
# Sri Lanka Company Registry Act – Registration of Limited Liability Companies
Following original documents along with photocopies has to be submitted to the “The Registrar of Companies Sri Lanka” for registration of Limited Liability Companies or Private Limited Companies. Company structure details and photos of all the company directors need to be uploaded to Sri Lanka Customs ASYCUDA system by the means of a “Custom House Agent” before these documents are submitted for processing.

1. Duly filled Application Forms
2. National Identity Card (NID)/Passport Copies of two individual company directors (who signed the application forms) and photocopies of NIDs/Passports of all other company directors. If all company directors are foreigners, it is stated that at least one of the company directors must be Permanent Residence of Sri Lanka (PR) or consume Residential Visa (RV) or Business Visa (BV)
3. VAT certificate that can be obtained from Inland Revenue Department in Sri Lanka
4. TIN certificate that can be obtained from Inland Revenue Department in Sri Lanka
5. Commercial invoice and Bill of Landlines (BL)/Airway Bill (it is only required for Importer registration)
6. Certificate of Incorporation
7. Form 01 or Form 48 & 40 that can be obtained from Registrar of Companies.
8. Form 44, 45 & 46 for overseas companies that can be obtained from Registrar of Companies
9. Form 13 — If there is a Change of address Made — Obtained from Registrar of Companies
10. Form 20 — If there the directors are changed — Obtained from Registrar of Companies
11. Form 3 — If there company name is a changed — Obtained from Registrar of Companies
12. BOI registration letter applicable for BOI companies.
13. Deed or Lease agreement of the premises relevant to the address initiated in the TIN certificate.
14.  Billing Proof to be submitted relevant to the address initiated in the TIN Certificate (Water Bill/Electricity Bill/Sri Lanka Telecom Bill)
15. SMS application (If required)

# Sri Lanka Company Registry Act — Registration of Sole-Proprietor or Partnership companies & Personal Imports

Following original documents along with photocopies has to be submitted to the “The Registrar of Companies Sri Lanka” for a Sole Proprietor Business registration in Sri Lanka  or Partnership Business Companies. Company structure details and photos of all the company directors need to be uploaded to Sri Lanka Customs ASYCUDA system by the means of a “Custom House Agent” before these documents are submitted for processing.

1. Duly filled Application Forms
2. National Identity Card (NID)/Passport Copies of two individual company directors (who signed the application forms) and photocopies of NIDs/Passports of all other company directors. If all company directors are foreigners, it is stated that at least one of the company directors must be Permanent Residence of Sri Lanka (PR) or consume Residential Visa (RV) or Business Visa (BV)
3. VAT certificate that is obtained from Inland Revenue Department.
4. TIN certificate that can be obtained from Inland Revenue Department)
5. Commercial invoice and Bill of Landlines (BL)/Airway Bill (it is only required for Importer registration)
6. Business Registration Certificate (Not applicable for personal imports/exports)
7. Deed or Lease agreement of the premises relevant to the address initiated in the TIN certificate.
8. Billing Proof to be submitted relevant to the address initiated in the TIN Certificate (Water Bill/Electricity Bill/Sri Lanka Telecom Bill)
9. SMS application (If necessary)

Sri Lanka Company Registry Act — Documents required for address change of a business company:

Following original documents along with photocopies has to be submitted to the “The Registrar of Companies Sri Lanka” for registration of Limited Liability Companies or Private Limited Companies.

• Request letter that must be addressed to the Director General of Customs.
• VAT certificate that is obtained from Inland Revenue Department in Sri Lanka – (Only for Permanent VAT Holders)
• TIN certificate that is obtained from Inland Revenue Department in Sri Lanka
• Form 13 that is issued by Registrar of Companies.
• Deed or lease agreement of the business premises relevant to the address initiated in the TIN certificate.
• Billing Proof to be submitted relevant to the address initiated in the TIN Certificate (Water Bill/Electricity Bill/Sri Lanka Telecom Bill)

#Following original documents along with photocopies has to be submitted to the “The Registrar of Companies Sri Lanka” for registration of a Sole-Proprietor Business or Partnership Business

• Request letter that must be addressed to Director General of Customs.
• VAT certificate that is Obtained from Inland Revenue Department in Sri Lanka – (Only for Permanent VAT Holders)
• TIN certificate that is Obtained from Inland Revenue Department of Sri Lanka
• Business Registration Certificate
• Address Confirmation by respective ‘Grama-Niladhari’
• Deed or lease agreement of the business premises relevant to the address initiated in the TIN certificate
• Billing Proof to be submitted relevant to the address initiated in the TIN Certificate (Water Bill/Electricity Bill/Sri Lanka Telecom Bill)

# Sri Lanka Company Registry Act — Documents Required for Change of Company Name. Following original documents with photocopies has to be submitted to the Registrar of Companies Sri Lanka.

• Request letter that has to be addressed to the Director General of Customs.
• Business Registration Certificate
• Form 03 (Only for Pvt Ltd & PLC)
• VAT certificate that is obtained from Inland Revenue Department in Sri Lanka – (Only for Permanent VAT Holders)
• TIN certificate that is Obtained from Inland Revenue Department in Sri Lanka.

# Sri Lanka Company Registry Act — Documents required for change of VAT number from Permanent to Temporary or Temporary to Permanent. Following original documents with photocopies has to be submitted to the Registrar of Companies Sri Lanka.

• Request letter that is addressed to the Director General of Customs
• VAT certificate
• TIN Certificate

# Sri Lanka Company Registry Act — Documents required to update Customs House Agents validity period. Following original documents with photocopies has to be submitted to the Registrar of Companies Sri Lanka.

• VAT certificate
• Valid CHA Pass or renewal application approved by OIC (CHA)
• Acknowledgement of former period Vat Return submitted to IRD (For Permanent VAT holders only)

# Sri Lanka Company Registry Act — Documents required for vehicles importers by individual for personal use other than Permit holders, following original documents with photocopies should be submitted to the Registrar of Companies Sri Lanka. Application details and photos need to be uploaded to Sri Lanka Customs ASYCUDA system by the means of a “Custom House Agent” before these documents are submitted for processing.

• Duly filled Application
• NIC/Passport
• Invoice
• Bill of Lading
• VAT Certificate (Exempted for the first vehicle imported)
• TIN Certificate (Exempted for the first vehicle imported)

# Now, Documents required for vehicle importation by Permit holders, following original documents with photocopies should be submitted.

• Duly filled Application
• NIC/Passport
• Letter of Credit
• Bill of Lading
• Permit

# Sri Lanka Company Registry Act — Documents required for change of Directors/Partners of companies (Pvt Ltd/Partnership/PLC) which is previously registered or incorporated as an importer or an exporter with the customs. Following original documents with photocopies must be submitted to the Registrar of Companies.

• Duly filled Application
• NID/Passports – Both originals & photocopies– of new company directors/partners
• Form 20 (Applicable only for Pvt Ltd & PLC)
• BRC (only for Sole-Proprietorship & Partnership Business Companies)