Complete Guide to Company Registration in Sri Lanka | Step-by-Step Process

If you’re finally ready to take that leap and start your own business – congratulations!

But first, let’s get your company registered. 

The Government has fully embraced “eROC” (e-Registrar of Companies), a service where you can register your private limited company online, instead of visiting the Department of the Registrar of Companies (DRC) to submit forms one by one.

Now, this doesn’t mean that you’ll never have to visit a Government office again for other matters, but it definitely makes the process of registering a Pvt Ltd company much easier and more streamlined. In fact, the entire incorporation process, from name reservation to getting your certificate, is now handled online.

Registering your private limited company can be a confusing and time-consuming task. To help make this easier, we’ve created this step-by-step guide to help you with your company registration online.

2025 Updated Process for Private Limited Company Registration

Step 01 – Name reservation

1. Check whether your company name is available

Before you register your private limited  company, you need to find a unique name for your business.

Searching for a unique company name can be done online through the website of the Department of the Registrar of Companies. This section of the website can be accessed without an account.

You can quickly and easily check your company name availability in just 5 minutes using the Simplebooks Company Name Check Tool. This handy tool lets you find out right away if your desired company name is free to register, saving you time and effort in the early stages of your company registration Sri Lanka process.

If you also need help coming up with a unique company name, check out our complete guide to naming your company.

If you’re checking for your company name through the e-ROC website,

All you need to do is type in the company name you’ve picked to see if it’s available.

By using this service, there’s a way to ensure your future company name isn’t taken.

If another company already exists with the name you’ve chosen, the website will show it to you.

If there’s no other company registered under the same name, the website will show you this:

You can now reserve the name.

[NEW] The official base fee for name reservation is LKR 2,000.00. With the current VAT rate of 18% (effective January 1, 2024), the total government fee comes to LKR 2,360.00 (LKR 2,000 + LKR 360 VAT). Please note that bank processing charges might also apply. Once approved, your name reservation is typically valid for three months.Make sure to grab a domain name identical to the name your company is going to be registered under. Lankahost is what we use to buy all our domains.lk, and we also use GoDaddy for our international domains and hosting. Plus, Simplebooks offers an exclusive discount on domain name purchases to help you save when securing your perfect web address via domain.lk

2. Register an account with eROC

Unlike checking for registered companies, to access the other parts of the process, you need an account.

The account is free to make. Click on ‘Login’ or ‘Proceed now’ on the eROC portal to begin. Click ‘register as a member’.

Choose country of origin

Fill out your details and click on ‘Next’

Enter a valid email address – this can be either your private or company email. Afterwards, create a password and click on ‘Register’. It’s super important to use an active email address, as this will be your main identifier and how the DRC communicates with you.

After that, you’ll need to verify your email address.

Congratulations! You now have an account.

3. Name reservation process

Login to your newly created account, and click on ‘Name Reservation’.

Then, propose a name for your company. 

Have you already thought of the perfect name for your company? Select the type of company and enter your desired company name.

If the company name is available and you’d like to reserve it, click on ‘Proceed Now’

If the name isn’t available, it’ll indicate that the company name needs to change. If there is an abbreviation in the company name, the ROC requires an explanation.

Step 02 – Company registration

Once your company name is approved, you should receive an email with the name approval number.

The eROC system guides you through the following key stages for company registration :

1. Fill company details 

All that’s left for you to do is to select the type of company and provide basic company details such as;

1 Registered office address

1. Province 
2. District
3. Divisional Secretariat Division
4. Grama Niladhari Division
5. Postal code
6. E-mail address of the company

As for the main objective of your company, select what suits your company the most from the options that are available in the menu. 

2. Enter shareholder details

Under shareholders, you’ll need to include details of directors, company secretary and shareholders.  

Enter information about each director’s first and last name, province, district, divisional secretariat division, address, passport, NIC number, phone number and email address.

By clicking the ‘Add New’ button, you can enter details of multiple directors, if your company should have any.

After adding the directors, fill in the information of your designated, registered company secretary from their name to their NIC number. This includes adding their registration number to confirm they fit the local regulations. 

A resident company secretary must be appointed before incorporation, as their details are part of the initial submission.

If you don’t have a company secretary, don’t worry—our comprehensive guide on the role and responsibilities of a company secretary will explain everything you need to know. As a registered company secretary, we are here to assist you and represent your interests every step of the way!

After that, you’ll need to enter your shareholder’s/shareholders’ details.

Remember, a private limited company can now be formed with just one shareholder!  

3. Download, fill and upload relevant documents 

The system generates Form 1, Form 18 and Form 19. 

Click the download button to receive pdf versions of the form. It requires your signature, along with additional details that you have to manually enter.  

Form 1 – Business registration form: Base fee LKR 4,000.00 + 18% VAT = LKR 4,720.00   

Form 18 – Consent and Certificate of Director: Base fee LKR 2,000.00 + 18% VAT = LKR 2,360.00 (per director)   

Form 19 – Consent and Certificate of Secretary/Secretaries: Base fee LKR 2,000.00 + 18% VAT = LKR 2,360.00

After you’ve completed filling the forms, with the signature of your company secretary and your signature, scan these documents and save it as a pdf file. They don’t accept any other file type, to be valid. Upload each individual file carefully and to its relevant field.

Make sure your scanned documents are clear, properly signed, in A4 size, and not merged or edited PDFs, as incorrect submissions can be rejected, potentially without a refund.  

4. Submit articles of association

Additionally, the Article of Association needs to be drafted by you or a company secretary.

A company may either adopt the standard set of Articles of Association in Table A of the Companies Act Sri Lanka No. 07 of 2007 or draft its own Articles of Association.

The fee for submitting the Articles of Association (Company Profile) is LKR 2,000.00 + 18% VAT = LKR 2,360.00. If your company has foreign shareholding, the objectives should be clearly stated in the AoA, and the company name should appear in English, Sinhala, and Tamil on the first page.

Useful links: How to draft your Articles of Association the right way

5. Payment

After you fill in and upload all the necessary documents, you can now make payments. You can pay either from a debit or credit card.  

After your company registration is approved, you’ll get your digital Certificate of Incorporation via email and can download it easily from the online portal. Plus, the old extra step of submitting a share allocation form for founders is no longer needed right away—only when you issue shares later. This makes the whole process simpler and faster for you.

Step 03 – Give public notice of incorporation

The company registration process doesn’t end here. After everything else is done and confirmed, the final procedure is to give public notice.

This was usually done by publishing a small blurb on the local papers and the Government Gazette. Previously, this was a compulsory step that the company had to complete and pay for, and it couldn’t be done online.

This should include the;

1. Company registration number 
2. Registered office address 
3. Name of the company

And it needed to be published in at least one issue of the Gazette and one issue of a daily newspaper in Sinhala, Tamil, and English.Now, both the paper notice and Gazette publication are handled by the Registrar of Companies (ROC), ensuring the process is properly managed and completed efficiently

Get started with Simplebooks!

As a registered corporate secretary, Simplebooks can register your company for you. 

There are two packages to choose from depending on your requirements.

Both packages from basic and premium focus on helping you register your business with ease, while you can focus on important tasks.

Our premium package lets us be with you, every single step of the way; from registering your business, to publishing a gazette notice, to producing your company seals.

It is a crucial requirement in every company to maintain accurate records of important statutory documents, and this contribution is made by a company secretary. 

For example a company secretary will take care of:

1. Incorporation papers
2. Director’s consent to act
3. Director’s resolutions
4. Shareholder agreements
5. Drafting articles of association
6. Preparing board resolutions to open banks accounts
7. Annual returns in the company registers and files.)
8. Help companies with director changes, address changes, name changes, share transfers and etc

Make sure to checkout our pricing options!

What’s next after registering your business?

1. Post registration compliance 

Company registration is only the first step of running a law-abiding company in Sri Lanka. There’s a number of other legal requirements you need to adhere to afterwards. 

Some of these include;

• Opening a tax file 
• Maintain book-keeping records of company transactions
• Auditing and paying tax
• Taking care of EPF/ETF requirements of the employees you hire

2. Open a tax file 

You need to have your taxes sorted out as a registered company in Sri Lanka. Opening a tax file by obtaining a Taxpayer Identification Number is the first step of this process. If you do not properly pay your taxes, the government can take legal action against you. You can read more on How to get your Tax Identification Number here. 

You can register and open a tax file online through the Inland Revenue Department’s (IRD) e-services portal (eservices.ird.gov.lk). ² For companies, the Corporate Income Tax (CIT) registration is automatically processed when the TIN is issued.

3. Maintain bookkeeping records 

It’s very important to maintain your bookkeeping records in order! Under the Companies Act No. 07 of 2007 (Section 148), all companies must keep accurate accounting records that explain their transactions and financial position. If you’re registered for VAT, you also have specific record-keeping duties under the VAT Act. We’ve written an entire blog post on it. You can read it here.

4. Compute tax and file tax returns 

Your company has to file its income tax return with the Inland Revenue Department (IRD) no later than eight months after the end of each assessment year. So, if your financial year ends on March 31st, your tax return is generally due by November 30th of the same calendar year.

E-filing of tax returns is now mandatory for all companies through the IRD’s e-services portal.

We’ve posted an entire blog post dedicated to Income tax that you can read here.   

The percentage of Corporate Income Tax (CIT) that you have to pay to the government will change depending on the type of business you run

Taxable income of a company (Other than companies taxed at special rates)

Special Rates

Gains and profits from conducting betting and gaming 40%

Gains and profits from manufacture and sale or import and sale of any liquor or tobacco products 40%

Gains from the realization of Investment Assets 30%

FAQs