Starting a Business · Brunei
Starting a business in Brunei: foreigner's guide (2026)
Brunei shaded by its starting a business status
Brunei permits foreigners to incorporate a private limited company (Sdn. Bhd.) with no minimum paid-up capital and, in most sectors, 100% foreign equity ownership. The principal constraint is a statutory requirement for at least one director to be ordinarily resident in Brunei, and sector-specific rules impose equity ceilings or local-partner requirements in retail, banking, and certain professional services. Registration is online and typically completed within one to two weeks.
Key points
The Companies Act (Cap. 39) imposes no blanket foreign-equity cap; 100% foreign ownership is permitted in most sectors. However, retail trade generally requires a Brunei citizen or permanent-resident partner, and banking licenses carry strict nationality and capitalisation conditions.
Under Cap. 39, at least one of the first two directors (or at least two directors where more than two are appointed) must be individuals ordinarily resident in Brunei Darussalam. Foreign founders without a local presence must appoint a qualifying nominee director.
There is no statutory minimum paid-up capital requirement for a private limited company incorporated in Brunei. At least two shareholders, each holding a minimum of one share, are required; shareholders may be of any nationality.
The process runs through the One Common Portal (OCP): (1) reserve a company name via ROCBN; (2) prepare Memorandum and Articles of Association plus KYC documents; (3) submit application and pay BND 300 registration fee; (4) receive Certificate of Incorporation. The full process typically takes one to two weeks.
Post-incorporation, many activities require additional licenses. Banking requires a license from the Brunei Darussalam Central Bank (BDCB) with foreign branch minimum net head-office funds of BND 30 million. Legal, medical, and accounting practitioners need sector-specific authority approvals. Retail businesses require a Business License from MOFE.
The Brunei Economic Development Board (BEDB), via its FDI Action and Support Centre (FAST), provides a fast-track permitting system and assigns a dedicated account manager to foreign investors, reducing the administrative burden of obtaining multi-agency permits and approvals.
Timeline - major decisions & events
Brunei's Long-Term Pass took effect on 31 December 2024, allowing foreign business owners and high-demand technical experts to renew work permits until age 65 (up from 60) and streamlining visa issuance after Foreign Worker Recruitment Licence (LPA) approval. The reform lowers barriers for foreign founders and key talent to establish and sustain businesses.
U.S. Department of State – 2025 Investment Climate Statement: Brunei ↗The Asia/Pacific Group on Money Laundering published its Mutual Evaluation Report following a November 2022 on-site visit, rating Brunei Largely Compliant on most FATF recommendations but identifying significant weaknesses in implementing its beneficial-ownership framework for companies — a core compliance requirement at the point of business registration.
FATF – Mutual Evaluation Report: Brunei Darussalam 2023 ↗Enacted as S 26/2023 under the Employment Act (Cap. 278), the Order introduced Brunei's first nationwide minimum wage in a phased approach — initially covering banking, finance, and ICT at BND 500/month full-time — creating a new statutory cost floor that entrepreneurs must budget for from start-up.
Attorney General's Chambers Brunei – Employment (Minimum Wage) Order S 26/2023 ↗Gazetted on 31 October 2020, the amendment required every Brunei-incorporated company to create and file a Register of Registrable Controllers (beneficial owners) with the Ministry of Finance and Economy within 30 days of incorporation (or by 31 December 2020 for existing companies). This made beneficial-ownership disclosure a mandatory step in the incorporation process, aligning Brunei with FATF standards.
Ministry of Finance and Economy Brunei – Companies Act (Amendment) Order 2020 ↗The World Bank's Doing Business 2020 report placed Brunei 16th worldwide and 4th in ASEAN for the Starting a Business sub-index, recognising sharp reductions in procedures and time needed to incorporate following the ROCBN online registration system and licensing exemptions introduced since 2015. This was the final major benchmark assessment before the programme was discontinued in 2021.
World Bank – Doing Business 2020: Economy Profile Brunei Darussalam ↗The 2016 amendment to the Business Licences Act eliminated the licensing requirement for seven categories of business activity, directly cutting a procedural hurdle for new entrants. Combined with the 2015 Miscellaneous Licences Act amendment that reduced waiting times, these changes drove Brunei's dramatic rise in the World Bank Starting a Business ranking.
UNCTAD Investment Policy Monitor – Brunei Business Licence Exemption (Measure 2954) ↗The Ministry of Finance and Economy launched the businessBN portal (business.mofe.gov.bn) and a physical Business Support Centre in January 2016, creating a whole-of-government gateway for business registration, permits, and licensing across all agencies. Online incorporation through ROCBN (roc.gov.bn) was compressed to as little as one business day.
Ministry of Finance and Economy Brunei – businessBN Portal ↗Sultan Hassanal Bolkiah proclaimed Wawasan Brunei 2035, targeting a dynamic, diversified economy among the world's top-10 per-capita income nations by 2035. The vision formalised economic diversification away from hydrocarbons as binding national policy, shaping all subsequent business-environment reforms and investment-promotion strategies.
Wawasan Brunei 2035 – Official Government Site ↗The Brunei Economic Development Board was revamped under the BEDB (Amendment) Order 2001 effective 1 June, gaining a strengthened FDI-attraction mandate. Concurrently, the Investment Incentives Order 2001 (Cap. 97) replaced the 1975 Act, offering pioneer-status corporate-tax holidays of 5–20 years scaled to capital investment, becoming the primary tool for incentivising new business formation in priority sectors.
Attorney General's Chambers Brunei – Investment Incentives Order (Cap. 97) ↗BEDB was established on 11 April 1975, modelled partly on Singapore's EDB, to develop policies, incentives, and strategies for attracting investment. It became — and remains — the principal government body advising and facilitating foreign and domestic investors navigating Brunei's regulatory start-up framework.
Brunei Economic Development Board – Official Website ↗The Business Names Act No. 2 of 1975 established mandatory registration for sole proprietorships and partnerships trading under a business name, complementing the Companies Act for incorporated entities. Administered by ROCBN, it forms one pillar of Brunei's dual-track registration system that every new unincorporated entrepreneur must use.
Attorney General's Chambers Brunei – Business Names Act (Cap. 92) ↗Enactment No. 25 of 1956 established Brunei's foundational framework for the incorporation, governance, and dissolution of companies, creating the Registrar of Companies and defining rules for private and public limited companies. All subsequent company-registration reforms — from digitalisation to beneficial-ownership requirements — have been built on this statute.
Attorney General's Chambers Brunei – Companies Act (Cap. 39) ↗Brunei - other topics
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