Opening a representative office of a foreign company in Belarus is an essential step towards expanding the business and strengthening its position in the Eastern European market. Belarus has a strategically convenient geographical location and developed logistics chains, which creates attractive conditions for investors who want to enter a new market. Despite some challenges related to legal and administrative aspects, it is essential to properly understand the procedures and local features of opening a representative office. This article will look at the critical stages of opening a representative office in Belarus, including legal nuances, registration requirements and practical recommendations for foreign organizations wishing to successfully gain a foothold in this promising region.
What are the advantages of opening a representative office in Belarus?
Opening a representative office in Belarus can provide several significant advantages for a foreign company:
1. Strategic geographical location
Belarus is located in the center of Europe, making it convenient for business and logistics. This allows us to effectively interact with several countries in Eastern and Western Europe.
2. Access to new markets
Creating a representative office opens up opportunities for localizing business and a deeper study of local customers’ needs. This can lead to increased sales volumes and an expansion of the customer base.
3. Tax advantages
Belarus offers foreign investors several tax incentives and preferences, especially in free economic zones (FEZs) and Hi-Tech Park. Reduced income tax rates and the ability to optimize tax payments can significantly reduce business costs.
4. Developed infrastructure
The country has a well-developed transport and logistics infrastructure, which facilitates the movement of goods and services and communication with other countries.
5. Qualified personnel
Belarus is famous for its high level of education and qualified specialists, especially in the technical and IT spheres. This allows foreign companies to find qualified personnel at a competitive price.
6. State support
The Belarusian authorities actively support foreign investment, offering assistance programs, advice, and adaptation assistance to new companies.
7. A stable financial system
Despite the economic challenges, Belarus has a relatively stable financial system and currency, creating predictable business conditions.
8. Investment programs
Regardless of the sector in which a foreign company operates, various investment programs and initiatives in Belarus aim to develop businesses and attract multidisciplinary investments.
Thus, opening a representative office in Belarus can be a strategically correct decision for a foreign company that wants to expand its presence in new markets and take advantage of several economic and competitive advantages.
What do they mean when they say “representative office of a foreign company”?
A representative office of a foreign company in Belarus is a separate division that works on behalf of the company itself and not under its name (for example, contracts or hires employees). A representative office is not registered as an independent legal entity but is created to protect and represent the interests of a foreign company. The representative office’s name must include the company’s name.
The representative office is registered in the Department of Justice of regional executive committees (Minsk). Registration is confirmed by a permit, which is a document on paper issued by this state body.
You can set up a representative office in Belarus for both foreign and non-commercial companies. We will focus on opening a representative office for a foreign commercial company.
What can a foreign company do through its representative office in Belarus?
The state has defined the purposes for which a foreign company can open a representative office in Belarus. For example, this is a support activity, as well as:
- Preparing for business registration in Belarus.
- Study of business opportunities for a foreign company.
- Research of goods and services markets.
- Participation in international agreements with Belarus.
- Ticket sales and seat reservations for airlines, railway, automobile and marine companies.
- A representative office can be opened for socially valuable purposes. In this case, the state body interested in such activities must justify the public benefit and get its consent to open a representative office.
Cases where you can’t open a representative office
The purpose of opening a representative office should not conflict with the interests of Belarus as a state or with the rights and interests of citizens. The goals are specified in the Regulations of the representative office. If the registration authority decides that the goals do not meet this requirement, the representative office will not be allowed to open.
Representative offices of foreign insurance companies in Belarus are prohibited from undertaking insurance activities, including consulting and informing about insurance services.
What you need to do to open a representative office in Belarus
We recommend that you read the suggested sequence of steps to get an idea of the path to opening a representative office of a foreign company in Belarus. We also recommend that you pay special attention to drafting the Regulations on representation since this is the main document on which the state body decides on the registration of a representative office.
Step 1. Check the goals of opening a representative office
To open a representative office, you must draw up a document: Regulations on representation. It lists the goals of opening a representative office from among the permitted ones.
Step 2. Collect documents in the company’s registered country
Among the documents required for registration of a representative office is a legalized extract from the state’s Commercial Register, where the foreign company is opened. Another document that confirms that the company is registered and operates is also suitable. Such a document must be no older than six months at the time of submission of documents for registration by the representative office.
The document must be translated into Russian (Belarusian).
Step 3. Appoint representatives to open a representative office
Issues related to opening a representative office should be resolved on the territory of Belarus. To do this, you can send an authorized company representative on a business trip or sign an agreement with a local law firm that provides services for opening representative offices.
The company employee’s power of attorney must be translated into Russian (Belarusian) and certified by a notary. The head of a foreign company represents its interests without a power of attorney. However, they need a Russian (Belarusian) document confirming the manager’s authority and an identity document.
When a foreign company applies to a Belarusian law firm under a contract, a power of attorney from the foreign company is usually not required.
Step 4. Search for a place to place a representative office
The address of the representative office must be specified in the Regulations on the representative office. You also need to decide on the address to know which executive committee to submit documents to for representative office registration.
Step 5. Define the business processes of the representative office
The Regulations on the representative office should describe the structure of the representative office, indicate the head, his duties and terms of reference, and the positions of employees. There can be at most five foreign employees together with a representative.
Step 6. We draw up the Regulations for the representative office
All necessary information should be provided in the Regulations on the representative office, plus the procedure for terminating the representative office’s activities. The head of a foreign company approves the regulations.
Step 7. We submit documents to resolve the issue of opening a representative office
A package of documents for opening a representative office must be submitted to the Department of Justice of the regional executive committee (Minsk). Before submitting documents, you must pay a state fee. This is 65 basic units: 2,600 Belarusian rubles or approximately 770 euros.
Step 8. Get permission to open a representative office
Within 30 days to 2 months, the state body issues an indefinite permit to open a representative office. A permit is a physical document on paper.
Permission to open a representative office will only be granted if the company has submitted all the necessary documents and if the Regulations on the representative office contain incorrect goals for its work.
Actions of a representative office of a foreign company after registration
After obtaining permission to open a representative office, a bank account is usually opened in a Belarusian bank. The head of the representative office handles this issue without a power of attorney based on the Regulations of the representative office and an identity document translated into Russian (Belarusian). To open a bank account, you need to choose one of the Belarusian banks with suitable service conditions and personally apply there with the documents on registration of the representative office.
Within ten business days after registration, a representative office of a foreign company must:
- Apply for tax registration with the tax inspectorate at your location.
- Register with the Social Protection Fund of the Population as a payer of mandatory insurance premiums.
- Register with the Belgosstrakh branch as a payer of mandatory insurance premiums for insurance against industrial accidents and occupational diseases.
The opening of a representative office in Belarus will be a good strategic opportunity for foreign companies that will seek to strengthen their positions in the Eastern European market. The services of a management company will help to properly carry out the registration process of a representative office of a foreign organization, as this may require careful consideration of legal and administrative processes in compliance with local regulations.
How to contact us
For more information or advice on issues related to a representative office in Belarus, do not hesitate to contact us. We are here to help and support you.
Phone and email communication options are available for your convenience:
- +375293664477 (WhatsApp/Telegram/Viber);
- info@spex.by.
