Starting your own business in Sri Lanka? Registering a Private Limited Company (Pvt Ltd) has never been easier, thanks to the government’s fully online eROC (e-Registrar of Companies) system. This guide walks you through every step—from name reservation to incorporation and beyond.
📌 Step 1: Reserve Your Company Name
Before anything else, you need to reserve a unique business name.
How to check and reserve your name:
- Visit the Department of the Registrar of Companies (ROC)
- Use the name search tool to see if your preferred name is available.
- If available, reserve it through your eROC account.
💰 Cost: LKR 2,360 (LKR 2,000 + 18% VAT)
🕒 Validity: Reservation is valid for 3 months.
Tip: Secure your domain name early. You can use services like LankaHost (.lk domains) or GoDaddy for global domains.
🧾 Step 2: Register Your Company
Once your company name is approved, you can proceed with registration.
1. Create an eROC Account
- Register as a new user.
- Use a valid email (this will be your primary contact).
- Confirm your email to activate the account.
2. Fill in Company Details
- Type of company: Private Limited
- Company address (including province, district, postal code)
- Business objectives (select from dropdown options)
3. Enter Details of:
- Directors: Name, NIC/passport, contact info, address
- Company Secretary: Must be appointed before incorporation
- Shareholders: Can be just one person (individual or corporate)
4. Fill & Upload Required Forms
These forms are auto-generated and must be printed, signed, scanned, and uploaded:
- Form 1 – Business Registration (LKR 4,720)
- Form 18 – Director Consent (LKR 2,360 per director)
- Form 19 – Secretary Consent (LKR 2,360)
Only PDF files are accepted. Make sure they’re signed, clear, and in A4 size.
5. Submit Articles of Association
You can either:
- Use the standard Table A format, or
- Draft your own custom articles
💰 Fee: LKR 2,360
Note: If you have foreign shareholding, include your objectives clearly in the Articles and write the company name in Sinhala, Tamil, and English.
6. Make the Payment
All payments are processed online via credit/debit card.
Once approved, your Certificate of Incorporation will be emailed to you and accessible via the eROC portal.
📰 Step 3: Public Notice of Incorporation
After registration, a public notice must be issued. Previously, this was done manually via newspaper and Gazette ads.
Now, the ROC handles this automatically by publishing:
- Company name
- Registration number
- Registered address
In Sinhala, Tamil, and English.
📋 What’s Next After Registering?
Registering your business is just the first step. Here’s what you need to do next:
1. Open a Tax File
Register for a Taxpayer Identification Number (TIN) via the Inland Revenue Department’s e-services portal.
💡 TIN is now automatically created when your company is registered.
2. Maintain Bookkeeping & Records
Under the Companies Act No. 7 of 2007, you must:
- Keep accurate accounting records
- Prepare financial statements
- Maintain VAT records (if applicable)
3. File Tax Returns
- File your Income Tax Return within 8 months of the financial year-end.
- E-filing is mandatory for all companies.
💡 If your year ends on March 31, your return is due by November 30.
4. Know Your Corporate Tax Rates (2025)
| Business Activity | Corporate Tax Rate |
|---|---|
| Standard business income | 30% |
| Betting, gaming, liquor, tobacco | 40% |
| Investment asset gains | 30% |
| Export-based or IT businesses (if BOI approved) | May be tax-exempt or reduced |
📦 Optional: Hire a Company Secretary
A licensed company secretary is required by law for:
- Drafting incorporation documents
- Managing board resolutions
- Filing annual returns
- Handling share transfers, director changes, etc.
Many services (like Simplebooks) offer packages that include:
- Company registration
- Gazette publication
- Company seals
- Record management
🚀 Final Thoughts
Registering a Private Limited Company in Sri Lanka is now faster and more efficient than ever. With the entire process moving online, even foreigners can establish 100% owned companies with minimal hassle.
✅ Key Takeaways:
- Use the eROC portal for full online registration
- Get your TIN and tax files sorted immediately
- Maintain proper records and filings post-registration
- Seek professional help if needed (especially with secretarial duties)
Want help setting up your business the easy way?
Many firms now offer all-in-one packages—so you can focus on your business while they handle the paperwork.
Let me know if you’d like a custom startup checklist, or if you’re looking for cost estimates or business name ideas for your company!
