Company Registration in Honduras: A Comprehensive Guide

Registering a company in Honduras is a strategic move, backed by the nation’s impressive economic growth forecast of 3.5% in 2023. The country offers a range of benefits, including a strategic location in Central America, a rapidly expanding market, and favorable investment incentives.

In this article, we will guide you through the process of company registration in Honduras, outlining the essential steps and requirements for a successful business establishment in this promising market.

 

Step 1: Hire a Registered Agent

When registering a company in Honduras, the first step is to hire a local registered agent like us at 3E Accounting. As your registered agent, we manage all the necessary legal and administrative tasks, ensuring that your business complies with local regulations. With our expertise, you can efficiently navigate the registration process, overcome language barriers, and gain valuable insights.

 

Step 2: Decide on a Type of a Company

The options available include Limited Liability Companies (LLC), Branch Offices, and Subsidiaries. Each has its own set of requirements and advantages, catering to different business needs and strategies.

Limited Liability Company (LLC)

For foreigners, forming an LLC in Honduras is a popular choice. It requires at least two shareholders and two directors, who can be of any nationality. A registered address in Honduras is mandatory. Pros include limited liability for shareholders, but cons involve complex administrative requirements.

Branch Office

Foreign companies can also establish a branch office in Honduras. It operates as an extension of the parent company and doesn’t require local directors or shareholders. However, it’s directly liable for its obligations.

Subsidiary

Creating a subsidiary in Honduras allows a foreign parent company to maintain full control while limiting liability. It requires at least two shareholders and two directors, who can be foreigners. A local registered address is necessary. Subsidiaries offer better protection but involve higher administrative costs.

 

Step 3: Prepare the Necessary Documents

The documents are based on the type and nature of your company. Here’s what you’ll need to provide:

• Articles of Incorporation (Escritura de Constitución)
• Company Bylaws (Estatutos Sociales)
• Minutes of the Board of Directors’ Meeting
• Power of Attorney (Poder)
• Identification Documents (Passports or ID cards)
• Proof of Registered Address (e.g., lease agreement)
• Declaration of Economic Activities (DAA)
• Tax Identification Number (RTN)
• Municipal Business License
• Registration with the Honduran Social Security Institute (IHSS)
• Registration with the National Institute of Professional Training (INFOP)
• Registration with the National Registry of Persons (RNP)
• Bank Reference Letter (if required)
• Criminal Record Certificate (if required)
• Health Certificate (if required)
• Environmental Permits (if applicable)
• Additional Permits and Licenses (industry-specific)

Please consult with a local expert to determine the exact documentation needed for your specific business activities in Honduras. By the way, 3E Accounting can also help you prepare your documents.

 

Step 4: Obtain a Tax Identification Number (RTN)

After deciding on your company type and preparing the required documents, the next crucial step is to apply for a Tax Identification Number (RTN) from the Honduran Tax Authority (DEI). This number is vital for tax compliance and is an essential part of the registration process.

 

Step 5: Register Your Company at the Mercantile Registry

With your RTN in hand, it’s time to officially register your company. Submit all the necessary documents, including the RTN, to the Mercantile Registry (Registro Mercantil) at the Chamber of Commerce. This step finalizes your company’s registration, and you will receive an official company registration certificate.

 

Step 6: Register for Social Security

If you have employees, ensure their social security coverage by enrolling them in the Honduran Social Security Institute (IHSS). Provide the required information and complete the registration process to meet your legal obligations as an employer.

 

Step 7: Register for Municipal Taxes

Depending on your business’s location within Honduras, you may be required to register for municipal taxes. This step involves liaising with the appropriate municipal government office to fulfill your local tax obligations.

 

Ready to Start on Your Journey?

Ready to streamline your company registration process in Honduras? Trust 3E Accounting to be your reliable partner. With our expert guidance, you can navigate the complexities effortlessly and start your business journey in Honduras with confidence. Contact us today to get started on your path to success.