Company Formation in Armenia
Register an Armenian LLC in one working day. 100% foreign ownership, no minimum capital, no state duty on LLC registration, and turnover tax from 1% for companies in the High-Tech Registry.
At a Glance: Company Formation in Armenia
US dollar figures on this page are converted at the Central Bank of Armenia official rate of AMD 363.44 to USD 1 on 21 September 2026. Rates move, so treat the dollar column as indicative and the dram figure as the operative one.
Why Form a Company in Armenia?
Registering a limited liability company carries no state duty, no minimum capital and no residency condition on the founders. A Private Entrepreneur registration costs AMD 3,000 on paper (about USD 8 at the Central Bank of Armenia rate of 363.44 on 21 September 2026) and nothing at all if filed online. Both can be completed without the founder entering Armenia, through a notarised power of attorney.
The tax position carries most of the appeal. Companies admitted to the High-Tech Registry pay 1% turnover tax while their annual turnover stays under AMD 115 million (about USD 316,000), a rate legislated to run from 2025 through 2031. Micro business status brings the rate to 0% below AMD 24 million (about USD 66,000) of turnover, for qualifying activities only. Individuals pay no capital gains tax on the sale of their shares, there is no wealth tax and no inheritance tax, and dividends are withheld at 5%. Armenia has 52 double tax treaties in force, including recent additions with Japan and Hong Kong, and membership of both the EAEU and the WTO puts a combined market of over 184 million consumers inside the customs union.
Owning an Armenian business is also a recognised ground for a residence permit, and three years of temporary residence opens the permanent permit, after which Armenian citizenship becomes available. The financial thresholds attaching to that route change on 1 November 2026 and are set out further down this page.
Is Company Formation in Armenia Right for You?
Armenian registration suits some business models considerably better than others, and the tax regime is what separates them.
If the only reason you are considering a company is to put someone on an Armenian payroll, our employer of record service reaches the same result without an entity.
Choosing the Right Business Structure
Foreign founders overwhelmingly choose between the Limited Liability Company and the Private Entrepreneur. The decision turns on personal liability, whether partners are involved, and which fixed monthly charges you are prepared to carry.
Limited Liability Company (LLC)
An LLC caps the founder’s exposure at the amount invested, registers free of state duty, and admits up to 49 shareholders. There is no minimum capital, no local director requirement, and no ceiling on foreign ownership. A single director governs the company and that director may itself be a legal entity. An audit becomes mandatory only once the company has 20 or more participants.
One feature deserves attention before you take on partners. Every participant holds a statutory right to withdraw from the company at any time and claim the value of their share, and the charter cannot restrict it. A co-founder leaving in year two can therefore require the company to pay out their share value at a point the company may not have chosen.
Private Entrepreneur (PE)
PE registration is the cheapest and quickest entry point: AMD 3,000 (about USD 8) for a paper filing, free online, with the statutory period set at one working day and same-day completion normal in practice. There is no minimum capital and the accounting obligations are lighter than for an LLC.
A PE has no separate legal personality. You and the business are the same person in law, so business debts reach personal assets, and a PE cannot take on partners or issue shares. Against that, a PE distributes its profit without the 5% dividend withholding an LLC pays. A PE also carries fixed monthly and annual charges that an LLC does not, set out in the obligations table below, which matters most when turnover is small or seasonal.
All Entity Types at a Glance
| Entity Type | Best For | Liability | Registration Fee |
|---|---|---|---|
| LLC | Most businesses, startups, foreign investors | Limited to investment | Free |
| PE | Freelancers, solo consultants, digital nomads | Unlimited (personal) | AMD 3,000 (about USD 8) on paper, free online |
| JSC | Large enterprises, complex share structures | Limited to shares | Free |
| Branch Office | Foreign companies expanding into Armenia | Parent company liable | AMD 50,000 (about USD 138) |
| Subsidiary | Foreign companies wanting limited liability and treaty access | Limited (separate entity) | Free (as LLC) |
| Representative Office | Marketing and liaison only, no commercial activity | Parent company liable | N/A |
| Non-Profit (NGO) | Charitable foundations, membership associations | Limited | Free, up to 10 business days |
Branch Office vs Subsidiary
A foreign company entering Armenia is usually better served by a subsidiary registered as a local LLC. The subsidiary is a separate Armenian legal entity, it qualifies for treaty relief and for the resident tax regimes, and it confines the parent’s exposure to the capital put in. A branch leaves the parent fully liable and outside the treaty network.
| Factor | Branch Office | Subsidiary (LLC) |
|---|---|---|
| Legal Status | Extension of parent company | Separate Armenian legal entity |
| Liability | Parent company fully liable | Limited to capital invested |
| Income Taxed | Armenian-source income only | Worldwide income, as an Armenian tax resident |
| Double Tax Treaty Benefits | Not eligible | Eligible for Armenia’s 52 treaties |
| Profit Repatriation | Non-taxable intra-company transfers | Dividends withheld at 5%, or lower under a treaty |
| Resident Tax Regimes | Generally not eligible | Eligible for turnover tax, the High-Tech 1% rate and micro business |
| Business Name | Must use parent company name | Free choice of name |
| Registration Fee | AMD 50,000 (about USD 138) | Free |
How Company Registration Works
Registration runs through the State Registry of Legal Entities at the Ministry of Justice. Filings can be made in person, remotely under a notarised power of attorney, or digitally through a certified representative. Our firm holds certified digital access to the State Registry, so the whole sequence can be run on your behalf.
Choose the structure and prepare documents
We match the entity type to your business model, tax plan and immigration plan, then prepare the formation documents: charter, founder decision or board resolution, and powers of attorney. Foreign documents are translated into Armenian and notarised. A power of attorney executed inside Armenia needs no notarisation; one executed abroad will generally need apostille or consular legalisation and translation before the registry will accept it.
Register with the State Registry
An LLC whose founders are all individuals is registered within one working day. Where any founder is a corporate entity the period is two working days. A Private Entrepreneur is registered within one working day and in practice the same day. The registration certificate and the tax identification number are issued on completion.
Post-registration setup
Corporate bank account, company stamp, registration with the tax authority, and the Ultimate Beneficial Owner declaration, which is due within 40 days of incorporation. The first UBO declaration carries no state duty. Any later filing prompted by a change of beneficial owner costs AMD 10,000 (about USD 28).
Elect the tax regime within 20 days
A new entity has 20 days from registration to elect turnover tax, micro business status or the general regime. Miss the window and the entity stays on the general regime, with VAT and profit tax, for the remainder of the year. There is no discretionary relief for a late election, which makes this the single most expensive date in the formation sequence.
Required Documents
For Individual Founders
- Passport, original or apostilled, with an Armenian translation
- Power of attorney where the founder is not attending in person (we prepare this)
- Completed registration forms and charter (we prepare these)
For Corporate Shareholders
- Legalised certificate of registration of the parent company
- Legalised articles of association or incorporation
- Board resolution authorising the formation and appointing the representative
- Armenian translations of every foreign document
- Power of attorney for the authorised representative
A corporate founder also moves the registration period from one working day to two. The same legalisation and translation set applies when registering a branch or a representative office of a foreign company.
Government Registration Fees
| Action | Government Fee |
|---|---|
| LLC or JSC registration | Free |
| PE registration | AMD 3,000 (about USD 8) on paper; free online |
| Branch registration | AMD 50,000 (about USD 138) |
| Fast-track processing | AMD 30,000 (about USD 83) |
| Charter amendment or registered change | AMD 10,000 (about USD 28) |
| Share transfer | AMD 10,000 (about USD 28) |
| First UBO declaration | Free |
| UBO declaration after a change of beneficial owner | AMD 10,000 (about USD 28) |
| Use of “Armenia” or “Armenian” in the company name | AMD 600,000 (about USD 1,651) per year, and special approval is required |
The fee for carrying “Armenia” in a company name recurs annually for as long as the name is used. Founders who read it as a one-off payment at registration are the ones who get caught by it.
Tax Environment for Armenian Companies
Which regime an Armenian entity falls into depends on turnover, activity and the election made in its first 20 days.
| Tax | Rate | Notes |
|---|---|---|
| Corporate income tax | 18% | General regime, charged on profit |
| Turnover tax | 1% to 20% | Charged on revenue, available below AMD 115 million (about USD 316,000) of annual turnover. The band follows the activity: 1% for High-Tech Registry companies, 1.5%, 5% for services, 7% for production, 10% for trade, 12% for catering, and 20% on specified non-catering income where the catering election has been made. |
| High-Tech Registry turnover tax | 1% | Legislated to run from 2025 through 2031. Admission to the High-Tech Registry is governed by its own statute and is a separate application. |
| Micro business | 0% | Turnover below AMD 24 million (about USD 66,000), qualifying activities only |
| VAT | 20% | Mandatory above AMD 115 million (about USD 316,000) of annual turnover |
| Dividend withholding | 5% | Withheld on distribution, reducible under a treaty |
| Capital gains | 0% for individuals | Individuals selling shares pay nothing. A company is exempt where the shares were held more than two years, otherwise the gain enters the corporate income tax base. |
| Wealth and inheritance tax | 0% | Neither exists in Armenia |
An existing entity makes its annual turnover tax election by 20 February. A newly registered entity has 20 days from registration. The 1% High-Tech rate and the general-regime IT incentives, the 200% salary deduction and the 60% income tax reimbursement for new hires, cannot be combined. Detail on each regime sits on our Armenia taxes page.
Recurring Obligations After Registration
A Private Entrepreneur carries fixed charges that fall due whether or not the business earns anything in the period. These are the figures for 2026.
| Obligation | Amount | When |
|---|---|---|
| Profit tax, PEs on turnover tax | AMD 5,000 (about USD 14) | Monthly |
| Social contribution to the funded pension system | AMD 5,000 (about USD 14), commonly cited and pending confirmation against a primary source | Monthly |
| Stamp duty, turnover above AMD 12,000,001 | AMD 120,000 (about USD 330) | Annually, from 1 January 2026 |
| Stamp duty, turnover at or below AMD 12,000,000 | AMD 12,000 (about USD 33) | Annually, from 1 January 2026 |
| Health insurance contribution, where 2025 income reached AMD 2,400,001 (about USD 6,604) | AMD 129,600 (about USD 357) | Due 20 July 2026 for the transitional cohort |
An LLC attracts none of these flat monthly charges by virtue of existing. Its liabilities follow from the regime it elected, its profit, its turnover and its payroll. A dormant LLC with no activity and no staff therefore costs materially less to keep alive than a dormant PE.
Every entity also files the UBO declaration within 40 days of incorporation and confirms it each year by 20 February. Three consecutive years of non-compliance can end in court-ordered liquidation, and individual violations draw fines of AMD 30,000 to AMD 100,000 (about USD 83 to USD 275).
Business-Based Residency in Armenia
Entrepreneurial activity is a ground for a residence permit under the Foreigners Law as it stands today, for a Private Entrepreneur and for a shareholder in an Armenian LLC alike. Under the rules taking effect on 1 November 2026, permanent residence on this route follows three years of temporary residence. That waiting period is what nearly every new applicant should plan around. It did not apply under the rules in force until then, where Art. 16(1)(բ) made entrepreneurial activity an independent ground for permanent residence and the three-year requirement sat in the separate family-based route at Art. 16(1)(ա), but that distinction now matters only to someone whose application was submitted before 1 November. Armenian citizenship follows three years of permanent residence.
Before 1 November 2026
No minimum capital or turnover figure applies to an application made under the current rules. The Migration and Citizenship Service assesses whether the business is genuine, weighing tax actually paid, whether the business employs anyone, how long it has been registered, and the applicant’s physical presence in Armenia. Tax paid carries the most weight of the four.
In practice the appointment queue is the binding constraint. All available slots were taken during June 2026, and further slots before 1 November are unlikely. The transitional rule protects an application that has been submitted before that date, not a booking made before it, so an appointment confirmed for a date after 1 November does not preserve the current rules. Anyone who has not already secured a slot should plan on the post-November regime and its financial thresholds. The legal ground exists; the practical availability of a submission slot in the current appointment system has not been confirmed, and we are verifying it directly with the Migration and Citizenship Service. If you need residence status on a fixed timetable, the employment route is the one that is demonstrably open: an Armenian employer, including one arranged through employer of record services, files through the workpermit.am platform, which has operated continuously since 2022. End-to-end processing time on that route is not published by the authorities and we do not quote one.
From 1 November 2026
A formal financial threshold takes effect, alongside a new electronic application system:
- Company owners: AMD 2,000,000 (about USD 5,503), measured as capital invested in the company or the value of shares or securities acquired. This is an investment test, and a bank balance alone does not satisfy it.
- Private Entrepreneurs: AMD 1,000,000 (about USD 2,752), satisfied either by an account balance at a point in time or by turnover in the preceding 60 days. The 60-day window attaches to the turnover limb only.
The same regime introduces revocation triggers: capital falling below AMD 1,000,000 (about USD 2,752), no tax data recorded for 180 days, or withdrawal of the investment without reinvestment inside one month. Applications submitted before the commencement date are preserved under the previous rules.
Government fees on the business-based route are unchanged by the November reform: AMD 105,000 (about USD 289) for a temporary permit on first issue and on renewal, AMD 140,000 (about USD 385) for a permanent permit, AMD 20,000 (about USD 55) to replace a card, and AMD 12,000 (about USD 33) for restoration. These are the fees for the business basis. The employment-based route carries a different and higher schedule.
Structure makes no difference to eligibility. A PE and an LLC shareholder are treated identically, and whether the business is in IT affects the tax rate only.
Corporate Changes and Dissolution
Charter Amendments
A change of name, statutory capital, legal address or director requires an amendment to the articles of association and registration of the change, at a state duty of AMD 10,000 (about USD 28). For an LLC, a change in shareholding is registered as well. The standard processing period is two business days, with fast-track available for AMD 30,000 (about USD 83). All of it can be handled remotely by an authorised representative under a power of attorney.
Dissolution
Winding up an Armenian company starts with a dissolution notice on the official gazette site, azdarar.am, which opens a two-month window for creditors to lodge claims. The tax authority has 20 days to file any unpaid tax claim and frequently runs an audit first. The company also coordinates with the National Archive on document retention and surrenders its stamp to the Police. Budget for the two-month creditor period as the floor on the timetable.
Dormant (Inactive) Status
A company that files an inactivity declaration with the tax authority stays on the register while being relieved of tax return filings and tax payments. For a founder who wants to pause trading while preserving residency eligibility, this is usually the cheaper course. A draft law providing for automatic dissolution of dormant companies has been published for consultation and has not been adopted, so it does not currently bind anyone. A second draft, mandating electronic filing by companies, is at the same stage.
Reorganisation
Mergers, spin-offs, split-offs and conversions between corporate forms, such as an LLC becoming a Joint-Stock Company, all proceed through registered reorganisation with public notification to creditors. These filings can also be managed remotely by an authorised representative.
Alternative: Employer of Record Services
Where the objective is employing staff in Armenia and nothing else, an employer of record removes the need for an entity altogether. The provider becomes the legal employer and runs recruitment, payroll, tax withholding and benefits administration. Companies testing the market often take this route first and register an entity once volumes justify it. Details sit on our employer of record services page, and payroll and employment obligations are covered under employment compliance.
