At a glance
- The draft strike-off law would reach only the emptiest companies: no property, no enforcement or court proceedings, and a State Revenue Committee balance of AMD 10,000 (about USD 25) or less at 1 January 2027.
- An idle company that owes tax falls outside it and stays on the register with its collection file open.
- Enforced collection is already live. A tax reminder opens seven calendar days for written objections, after which the SRC may freeze bank accounts and attach registrable property.
- Thirty days after attachment an unpaid file is referred to the Compulsory Enforcement Service. Challenging the decision does not suspend any of it.
- A cessation declaration removes ordinary tax calculations only. The beneficial owner declaration due 20 February, licence duties and existing arrears all continue.
A dormant Armenian company that owes tax is the one case the proposed clean-up of idle registrations does not touch: draft 10517 reaches companies holding no property, facing no proceedings, and owing the State Revenue Committee AMD 10,000 (about USD 25) or less. Everything above that line stays on the register and stays collectable. The collection procedure that applies to it has been running since 1 July 2026 on a seven-day clock, against an electronic tax account that most foreign-managed idle companies never open.
Draft 10517: who it would actually reach
The Ministry of Justice draft registered as e-draft 10517, on the dissolution of legal entities that have not submitted tax reports, went out for public consultation from 11 to 26 August 2026 and carries the status “under discussion”. It has not been adopted. Nothing in it binds a company today.
Eligibility is a cumulative test applied over the period 1 January 2023 to 1 January 2027. A company falls inside the mechanism only if, across that entire window, it filed no tax reports and made no customs or licence payments, holds no property, is party to no enforcement proceeding or litigation, and owes the State Revenue Committee AMD 10,000 (about USD 25) or less as at 1 January 2027. The date the company was registered is irrelevant, which is a material departure from the way the proposal was first reported.
Every one of those conditions has to hold at once. A single attached bank account, one live enforcement file, one registered vehicle, or an SRC balance of AMD 15,000 (about USD 38) keeps the company off the list.
The timetable if it is enacted unchanged
Screening would run against the position as at 1 January 2027, with the whole exercise completing by approximately 1 March 2028. Identified companies would appear on a preliminary list and would have an opportunity to object before strike-off is recorded.
The draft’s suspension provision covers the administrative non-filing procedure once a company is on the preliminary list. It does not stay a tax attachment or a Compulsory Enforcement Service file, either of which can run in parallel throughout the screening period.
Two points the draft text leaves open: whether an SRC collection and attachment decision issued before referral to enforcement counts as an “enforcement proceeding” for eligibility purposes, and whether the authorities must re-check for debt, property or proceedings arising after the 1 January 2027 screening date. Both would matter to a company sitting close to the threshold.
The collection procedure that is already running
Arrears above AMD 200,000 (about USD 506) on the taxpayer’s personal account card generate a reminder as soon as the liability arises. A balance of AMD 200,000 or less generates one after two months, which is the ordinary position for an idle company that simply missed a return. A small balance therefore produces no immediate signal, then enters the same sequence as a large one.
The reminder opens seven calendar days for written objections under Tax Code Art. 398(5). That window is the taxpayer’s opportunity to be heard before the decision issues, and it is separate from any appeal afterwards. Once it closes, the SRC may issue a combined collection and attachment decision reaching funds in bank accounts and registrable movable and immovable property.
If the liability is still unpaid 30 days after the attachment is applied, the file goes to the Compulsory Enforcement Service. A judicial or administrative challenge to the collection or attachment decision does not suspend enforcement, under Tax Code Art. 432(5). Only payment lifts the freeze.
Dormancy gives no protection from this sequence
Neither the Tax Code nor the enforcement amendments contain a dormancy exemption. Notices are delivered to the electronic tax account whether or not a cessation declaration has been filed, and the registered executive body carries sole responsibility for monitoring that account. Where the director is abroad and nobody opens the account, a seven-day objection window closes unused and the first visible sign of the process is a frozen bank account.
The AMD 7,800,000 (about USD 19,747) sole-residence protection under the Law on Enforcement Proceedings Art. 64(1)(5) belongs to natural persons and individual entrepreneurs. It gives a limited liability company nothing, and company property carries no equivalent floor. Even for an individual it is conditional: the protection operates where the auction starting price sits at or below the threshold, and above that only the statutory minimum is returned to the debtor.
What a cessation declaration actually removes
A declaration of cessation of activity under Tax Code Art. 53(8) removes the obligation to submit ordinary tax calculations, including zero returns, for complete reporting periods falling inside the declared cessation. Art. 53(9) sets out exceptions. The declaration is filed electronically through the company’s account with the State Revenue Committee.
It does not remove the company from the State Register, waive an existing liability, pause collection of one, or end the annual ultimate beneficial owner declaration due by 20 February each year. Annual state duties tied to any licence or permit the company still holds keep accruing until the underlying right is terminated. The declaration operates forward only and settles nothing already owed. For the wider filing calendar it interacts with, see our guide to taxes in Armenia.
Armenian companies carry no general annual registry renewal fee, so there is no such charge for dormancy to remove. Owners who expect a saving on that line will not find one; the saving from dormancy is the accounting cost of preparing returns that would otherwise be filed at zero.
One further consequence for owners whose immigration status rests on the company: a registered entity with no activity may be assessed differently at renewal from a trading one. Our page on residence permits in Armenia covers the eligibility side.
Voluntary dissolution: the duties, the clocks, and the 20-day tax check
Recording a company as being in liquidation carries a state duty of 20 base fees, AMD 20,000 (about USD 51). Final dissolution registration itself carries no state duty. The amounts under Government Decision N 1746-N buy optional document preparation from the State Register at AMD 30,000 (about USD 76) per stage, and they are separate from the mandatory duty.
The only period fixed by statute is the creditor claim window: a minimum of two months from publication of the liquidation notice on azdarar.am. The three-to-six-month figure quoted for the whole file is a practice estimate, and it moves with the tax review.
The State Revenue Committee’s 20 days sit at the end of the process. When the final dissolution application is filed, the Registration Agency asks the SRC whether any liability exists, and the SRC has 20 days to answer. Silence or a non-specific response is treated as confirmation that nothing is owed. A positive confirmation of debt generally prevents final strike-off until the balance is cleared, which is the practical reason an idle company with arrears cannot simply be closed out of the problem.
Where company assets cannot cover creditor claims, Civil Code Art. 67(5) requires the matter to move into bankruptcy. Art. 70 sets the payment order, in which budget claims rank fourth. Under Art. 69(6), property that had been attached can pass to the founders once creditor claims have been satisfied.
Non-resident owners can act through a local representative under power of attorney, and much of the filing is electronic. Full remote execution is not guaranteed at every step, and whether an apostille alone is sufficient for the power of attorney depends on the treaty position between Armenia and the country where it is signed. Where the company will be kept open, the same representative can hold the electronic signature used to file. Our overview of company registration in Armenia sets out the underlying entity requirements.
What to check before 1 January 2027
- Open the company’s personal account card in the electronic tax account and read the current balance. That card is where the reminder appears and where the seven-day clock starts.
- Confirm who holds the electronic signature and who is actually reading the account. Responsibility sits with the registered executive body regardless of where the director lives.
- File the ultimate beneficial owner declaration if it is outstanding. That obligation runs through dormancy and through liquidation, and it is due by 20 February each year.
- Decide which side of AMD 10,000 (about USD 25) the company should be on at 1 January 2027. Falling inside the draft mechanism requires a nil or near-nil balance; dissolving voluntarily requires the balance cleared in full.
- Check whether the company holds a licence or permit carrying an annual duty, and terminate the underlying right if the company is going to stay idle.
Frequently asked questions
Will my idle Armenian company be dissolved automatically?
Does dormant status protect my company from tax collection?
What happens if nobody reads the company’s electronic tax account?
Can the tax authority freeze a dormant company’s bank account?
Is AMD 7,800,000 of property protected from enforcement?
How long does voluntary dissolution take in Armenia?
Can I dissolve my Armenian company from abroad?
Does appealing a tax attachment stop the freeze?
Last updated: August 18, 2026
