Andorra Company Formation

– The authorised capital of the Andorra company must be paid by the time of submission of documents for registration and confirmation of the contribution of the authorised capital must be provided to the notary.

– At least two founders (shareholders) are required and at least one director is appointed, equally an individual or legal entity – a resident of any country.

– No restrictions on the participation of foreign citizens in the legislation, foreign founders may own up to 100% of shares in the authorized capital;
– Nominee directors/shareholders are allowed, however, information about beneficiaries/shareholders is not available to third parties, however the register of directors is available and open to the public.
– The company must have an office in a commercial premises, private houses or apartments are not allowed.

Before proceeding with registration, you must prepare the following documents:

The rights and obligations of shareholders must be spelled out in the charter of the company.

Minutes of the meeting of the founders, at which they express their consent to the creation of the company.

Owners must choose the type of companies in Andorra.

Individuals and legal entities must also prepare their personal documents as indicated below:
Individuals:
An individual who wants to buy or open a company in Andorra must translate their documents into Spanish and then have them certified by a notary in their place of residence. An apostille on documents certified by a notary is required.

Legal entities:
If a legal entity registered abroad wishes to open an offshore company in Andorra, it is necessary to translate and apostille all the constituent documents of the company.

1) A limited liability company (Societat Limitada or S.L.) is popular in the field of trade and services, suitable for registering small companies. The owners are liable for the company’s debts only by their contribution to the charter capital.
• The minimum share capital is EUR 3,000.
2) Joint stock companies (Societat Anonima or S.A.) are suitable for large business owners.
• The minimum authorized capital is 60 thousand euros.

• Partnership with limited and unlimited liability.
• Sole proprietorship.
• Subsidiary or branch.

A company registered in Andorra has the right to conduct commercial activities throughout the world.

As soon as a limited liability company is registered in Andorra, it automatically acquires resident status. Therefore, it is mandatory for the company to maintain accounting records and submit an annual report.

All reports and documentation of an Andorran company must be in Catalan or officially translated into Catalan and notarized.