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Updated Enterprise Capital Contribution Requirements in Laos

On 9 September 2025, the Ministry of Industry and Commerce issued Decision No. 2025/MOIC on Enterprise Registered Capital Contribution, which will take effect 45 days following its issuance.

The Decision clarifies the rules governing capital contributions upon enterprise registration. Registered capital contributions may be made in cash or in kind, but they must be genuine and fully contributed. Unless otherwise specified by law or regulation, the contribution must be completed within one year from the date of enterprise registration.

Cash Contribution

For Lao shareholders, cash contributions must be transferred to the enterprise’s bank account opened with a commercial bank in the Lao PDR. For foreign shareholders who do not reside in Laos, funds must be remitted from abroad into the enterprise’s Lao bank account and accompanied by a capital importation certificate issued by the Bank of the Lao PDR. Only then will the funds be recognized as valid registered capital contributions.

Contribution in Kind

Capital contributions in kind are permitted, provided they do not exceed 50% of the total registered capital, unless otherwise provided by law or regulation. Such contributions must be valued and ownership transferred under the name of the enterprise. In the case of foreign shareholders, contributions in kind also require a capital importation certificate from the Bank of the Lao PDR.

Penalties for Non-Compliance

Companies that fail to fully contribute their registered capital will face escalating penalties. An initial fine of LAK 500,000 will be imposed, along with an education measure and written minutes. If non-compliance continues, a second fine of LAK 5,000,000 will apply. In both cases, the company has 60 days to choose one of the following: complete the contribution in full, amend its registration certificate, or dissolve. Continued failure to comply will result in suspension of the enterprise registration certificate.

All enterprises must ensure compliance with the Decision within one year from its effective date.

This legal update is provided for general informational purposes only and does not constitute legal advice. For advice tailored to your specific circumstances, please contact our firm directly.

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