Skip to main content

Autoglobal Advisory

Formation Steps

How does the registration of a company in Andorra take place?

Autoglobal Advisory supports you at every step, ensuring a fast, compliant, and secure formation.

Timeline of Formalities

Once your project is defined, the formation of a company in Andorra follows a series of mandatory formalities with the Andorran authorities.

  • Reservation of the Company Name
  • Foreign Investment Authorization, if a non-resident holds more than 10% of the capital
  • Opening of the Professional Bank Account
  • Deposit of Share Capital
  • Drafting of Bylaws in Catalan
  • Signing of the Deed of Incorporation before a Notary
  • Registration with the Companies Register
  • Obtaining the NRT
  • Application for an Opening License from the relevant Parish

Registration Formalities

Step 1: Company Name Reservation

Before any administrative procedure, it is imperative to reserve the company name with the Andorran Companies Register. This step guarantees the exclusivity of the chosen name and prevents any competing use.

We request three name proposals, ranked by order of preference. The authorities verify that the name does not contain protected terms, does not cause confusion with an existing entity, and complies with linguistic standards.

Once validated, the company name certificate is issued and valid for 6 months, during which time the company's registration must be finalized.

Step 2: Obtaining Foreign Investment Authorization

Any Andorran non-resident holding more than 10% of the capital of a local company must apply for foreign investment authorization from the Ministry of Economy. This process aims to control the origin of capital and ensure the legal compliance of projects.

The application must contain:

  • Apostilled copy of the passport of foreign shareholders
  • Criminal record extract less than 3 months old
  • Detailed business plan, including the corporate purpose and financial projection. We also assist you with this step.
  • Proof of origin of funds, compliant with international anti-money laundering standards.

The administration conducts a thorough analysis before granting authorization. Any anomaly in the documents may lead to refusal or postponement of the application, hence the importance of rigorous preparation.

The most frequent obstacles concern apostilled documents, expired criminal records, an overly imprecise business plan, or insufficiently justified origin of funds. The application must clearly show who is investing, with what funds, in what activity, and with what economic coherence.

To learn more about this topic, consult the requirements for forming a company in Andorra as a foreigner.

Step 3: Opening a Bank Account and Depositing Share Capital

Opening a professional account with an Andorran bank is mandatory to deposit the minimum share capital required:

  • €3,000 for an SL
  • €60,000 for an SA (of which 50% must be paid up initially)

Banks apply strict compliance procedures (KYC - Know Your Customer) to prevent money laundering. They require:

  • Passport and apostilled criminal record
  • Detailed business plan describing the activity
  • Proof of origin of funds
  • Details of beneficial owners

The capital remains blocked until the company's registration, then becomes available for its operations.

The opening period varies between 2 to 4 weeks.

What the bank verifies before opening the account

The bank applies KYC controls, i.e., verifications aimed at identifying the client, beneficial owners, and the origin of funds. It also analyzes the consistency between the declared activity, the profile of the partners, the amounts deposited, and the economic model presented.

An incomplete bank application can slow down the entire procedure, as the deposit of share capital is a prerequisite for subsequent notarial formalities.

Step 4: Drafting Bylaws and Signing before a Notary

The company's bylaws are the legal foundation of the business and must be drafted in Catalan, in accordance with Andorran legislation. They must specify:

  • The detailed corporate purpose
  • The registered office in Andorra (commercial lease or mandatory domiciliation)
  • The distribution of capital among shareholders
  • The powers of directors and decision-making procedures

Before signing, the notary verifies the compliance of the documents, including:

  • The bank certificate confirming the capital deposit
  • The foreign investment authorization, if necessary

Once signed, the bylaws are registered and allow for the acquisition of legal personality.

Notarial Signing: What to Anticipate

The notarial signing takes place when the bylaws, bank certificate, and necessary authorizations are gathered. The notary verifies the compliance of the deed of incorporation, the identity of the partners, the capital distribution, and the powers of the directors.

Depending on the situation, a signing may require physical presence or be arranged via a power of attorney, provided the documents are prepared correctly.

Step 5: Registration with the Commercial Register and Obtaining the NRT for Commercial Companies

After the signing of the bylaws, the company must be registered with the Andorran Companies Register. This step allows for obtaining the NRT (Número de Registre Tributario), which is essential for carrying out commercial activity and fulfilling tax obligations.

The registration file includes:

  • The notarial deed of incorporation
  • The bank certificate of capital deposit
  • Proof of registered office
  • Foreign investment authorization (if applicable)

Once validated, we obtain this number. This NRT is mandatory for invoicing, hiring, and opening professional accounts.

What is the NRT for?

The NRT, or Número de Registre Tributari, is the company's tax identification number. It allows for invoicing, declaring activity, fulfilling tax obligations, hiring, and carrying out routine administrative procedures.

Without an NRT, the company may be legally constituted, but it cannot fully operate commercially and fiscally.

Step 6: Obtaining Operating Licenses and Domiciliation

Registration is not enough to conduct business in Andorra. Every company must obtain an opening license issued by the parish where its registered office is located.

The application file includes:

  • A lease agreement or property title for the premises.
  • A floor plan compliant with safety standards.
  • A certificate of electrical compliance and up-to-date fire extinguishers.
  • Registration with the Commercial and Industrial Register.

The time to obtain it varies depending on the activity carried out.

Furthermore, the company must provide proof of a registered office in Andorra, either via a commercial lease or through an approved domiciliation service.

Common Errors When Applying for a License

Delays often arise from non-compliant premises, a lease poorly suited to the activity, an incomplete floor plan, or missing technical justifications. The parish may also request additional information depending on the nature of the activity carried out.

The license must therefore be anticipated from the moment the registered office is chosen, especially when the activity requires physical premises or specific standards.

Timelines and Support: How long does it take to form a company in Andorra?

The company formation process in Andorra takes an average of 8 to 12 weeks, subject to good anticipation of administrative procedures and banking formalities.

Here are the average timelines for each step:

  • Name Reservation: 5 to 10 working days
  • Foreign Investment Authorization: 4 to 6 weeks
  • Bank Account Opening and Capital Deposit: 2 to 4 weeks
  • Drafting of Bylaws and Notarial Signing: 1 to 2 weeks
  • Registration and NRT Acquisition: 10 to 15 working days
  • Operating Licenses and Domiciliation: variable depending on the activity (a few days to several weeks)

The main factors that can extend these deadlines are: incomplete applications, banking delays, and thorough checks by authorities. Rigorous preparation is essential to secure each step and avoid blockages.

Furthering Your Company Formation Project in Andorra

The administrative process represents only one part of the project. Before finalizing your establishment, it is useful to validate the formation budget, the choice of structure, the tax implications, and the legal security of the file.

Assessing the Overall Cost of Formation

The budget is not limited to share capital. It is also necessary to anticipate administrative fees, professional fees, banking costs, as well as expenses related to domiciliation and formalities. Consult the details of the cost of forming a company in Andorra.

Choosing the Right Structure for Your Project

The choice of structure depends on the activity carried out, the method of asset ownership, and the objectives of the partners. Discover the differences between a holding company and a commercial company in Andorra.

Understanding Applicable Corporate Taxation

After registration, the company must comply with rules relating to corporate income tax, IGI (General Indirect Tax), and reporting obligations. Find the main elements of corporate taxation in Andorra.

Securing Legal Formalities

The drafting of bylaws, verification of documents, and coordination with administrations directly influence the compliance and timelines of the application. Legal assistance for company formation in Andorra helps anticipate potential obstacles before submitting formalities.

contact

Discutons de votre projet !

Error: Contact form not found.