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The description of corporate structures and prices quoted below is serving as a general guide and may be subject to the most recent changes of the legislation in various jurisdictions. We invite you to contact us for the latest update and free quotation.

COUNTRY: Andorra

Andorra Limited Liability Company

The term offshore company is not used in Andorra.  Andorra offers significant advantages to individuals, but is not usually suitable for offshore trading structures.

Legal form: There are two types of Andorran companies, both of which enjoy limited liability.
The Societat Limitadad (S.L.) is a company often used for local trading and must have a paid up share capital of at least 6.000 Euros.  The Societat Anonima (S.A.) is usually established for businesses, which enjoys a much higher turnover and must have a minimum paid up share capital of 30.000 Euros. Andorran companies can be established for local trade, asset and investment holding and cross-border commerce. Below we will deal with the details of the setting up of S.L. company in Andorra.

Name of the company: A company name must be chosen and approved by local authorities. This procedure usually takes 2-5 working days. Names must end with S.L. or S.A.  It is advisable that the chosen name be at least Catalan-sounding. A company name must be chosen and approved by local authorities. This procedure usually takes 2-5 working days. Names must end with S.L. or S.A.  It is advisable that the chosen name be at least Catalan-sounding.

Memorandum and Articles of Association: The company’s Memorandum and Articles ('estatuts' and 'rao social') must be presented to the Government ('Andorra Govern') in a petition ('suplica') for incorporation. This step is straightforward when a holding company is being created for local assets, but if local trading or complex external financial situations are involved, the Government may look closely, particularly if the foreign party (who is being given 'rights' by the titular) is a newcomer or non-resident.

Shareholders: A minimum of two shareholders are required and at least one shareholder must be of Andorran nationality owning a minimum of 67% of the company’s share capital. Non-Andorrans and non-residents can only own 33% of the share capital. Details of shareholders are kept at the local registry. An offshore company can be used to own 33% of the share capital. It is possible to arrange for an Andorran citizen to act in a nominee capacity for the ultimate owner of the company.

The minimum share capital: The share capital must be fully paid up in advance of incorporation. This amount must be deposited with an Andorran bank in a designated company incorporation type account. The bank must then release a special certificate, addressed to the designated notary, responsible for concluding incorporation formalities.

Directors of the company and company secretary: A minimum of two officers is required at all times. A President must be appointed, who must be an individual of Andorran nationality. The second officer will act as Company Secretary, a requirement of law and in practice this person will also be of Andorran nationality. Details of officers must be retained at the registered office address and this information is available for public inspection.

Registered office: Every company is required to have a registered office and address in Andorra.

Basic Tax Principles: There are no corporate taxes whatsoever in Andorra.

Audit and financial returns: Accounting information and books must be maintained at the company’s registered office, but these need not be audited or filed with local authorities.

Offices in Andorra: The Principality is a good location from which to site management and control of your business and assets. Banks offer a wide range of professional, discreet and confidential services with banking secrecy being upheld by law.

Meetings: Annual board meetings should be conducted in Andorra.

Time needed for formation: Usually it is 10-15 working days. Time needed for further licensing from the government is about three to four months.

In order to proceed with the formation of the Andorran company please visit our how do I start  page and then proceed to  filling in our application form