Setting up a company in Monaco

Setting Up a Company in Monaco: Step-by-Step Guide

Setting up a company in Monaco

Are you wondering how to set up a company in Monaco? Here’s the complete guide…Starting a business in the Principality is entirely possible, whether you are a resident in Monaco or a foreigner, provided you follow a strict administrative procedure. The Monegasque State requires prior government approval for any new commercial activity, followed by rigorous registration steps. In return, entrepreneurs benefit from a stable, prestigious environment and one of the most attractive tax regimes in the world. Establishing your company on the Rock thus demands foresight and diligence, but it’s well worth it for well-informed investors.

 

 

Who Can Open a Company in Monaco? Conditions and Eligibility

Anyone, Monegasque or not, can set up a company in Monaco, provided they meet certain probity and experience criteria. There is no nationality restriction: founders may be foreigners, and even without local residence they have the right to launch their activity in the Principality. However, non-residents must obtain a government-issued authorization to operate before creating the company. This approval acts as a filter: a clean criminal record is required, along with references on professional skills (especially for regulated activities requiring specific qualifications).

Furthermore, Monaco imposes effective local management: one of the managers or administrators must reside in the Principality or nearby (border towns in France/Italy) to oversee daily operations. This criterion ensures that the company is not a shell entity and enhances its credibility. Additionally, the authorities expect a solid application file – including education, experience, and a business plan – particularly for activities in sensitive sectors (finance, real estate, healthcare, etc.). In short, Monaco selects serious and reliable entrepreneurs, helping maintain its healthy and secure economic ecosystem.

 

Choosing the Legal Form for Your Monegasque Company

How do you set up a business in Monaco? Before you begin, it’s crucial to define the legal structure that best suits your needs. Monaco largely adopts French-inspired company forms with local specifics. The main options for commercial activities are:

SARL (Limited Liability Company)

This is the most common form for SMEs. It requires a minimum share capital of €15,000, contributed in cash and/or kind. A SARL must have at least two partners and is managed by a manager (partner or not). This structure suits small to medium-sized enterprises, offering simplified management and liability limited to contributions. Note that in Monaco, the manager of a SARL must reside locally or in a neighboring region to meet the effective management requirement.

SAM (Monegasque Public Limited Company)

This joint-stock company is designed for larger-scale or more ambitious projects. A SAM requires a minimum capital of €150,000, fully subscribed (with at least a quarter paid up before incorporation). This form is suitable for significant operations with multiple shareholders and allows for issuing shares. A notary in Monaco must draft the statutes and handle the incorporation, reflecting its more complex nature. It conveys solidity but involves higher costs and formalities, justified for large or international enterprises.

SCS (Simple Limited Partnership)

This hybrid partnership combines general partners (with unlimited liability) and limited partners (liability limited to their contributions). It is rarer and reserved for specific structures, often family or asset management. Its appeal lies in flexible share arrangements and the possibility for investors to contribute without daily management involvement.

SNC (General Partnership)

This partnership form involves joint and unlimited liability of all partners. It is rarely used in Monaco and requires great trust among partners. An SNC may suit small commercial structures where all partners participate actively, but its heavy liability regime makes it less attractive for foreign investors.

This covers all legal forms (SAM, SARL, civil companies, micro-enterprises, liberal professions, etc.).

Additionally, a sole proprietor can operate under their own name in Monaco (equivalent to a micro-enterprise or sole proprietorship). This status has no legal personality, allowing a solo start, but the entrepreneur is liable for their entire assets. Both foreigners and Monegasques must still request administrative authorization for commercial activities in their own name, except in certain cases. Finally, for specific needs, there is the civil company (for non-commercial activities like private real estate management) and the administrative office (a local branch of a foreign company without direct commercial activity). Monaco thus offers every necessary legal form, from freelance to multinational, each with capital and governance requirements.

According to the Monegasque Institute of Statistics and Economic Studies (IMSEE), as of December 31, 2023, there were 7,175 companies registered in the Trade and Industry Register (RCI), across 7,750 active establishments. During 2023, 855 new activities were created versus 534 closures, a net positive balance demonstrating a dynamic ecosystem despite its small size. We can see that the Monegasque economy is very dynamic and your business project is feasible. Once you’ve determined the type of company you want, it’s time to find premises—a specialty of ours.

 

Registered Office: Finding an Address and Professional Premises

Every Monegasque company must have a physical address in the Principality from its creation. This is not a mere formality: providing proof of address is part of the authorization application. Entrepreneurs have several options for domiciliation:

In Private Commercial Premises

Many companies choose to lease offices or commercial space in Monaco for their registered office. This option provides a permanent address and local visibility. Monaco’s professional real estate market is dynamic, with options ranging from small offices in business centers to entire floors in business districts. Petrini Real Estate, specialist in office rentals in Monaco, can assist companies in finding the ideal space for their specific needs. Having compliant premises is crucial, as any modifications must be approved by authorities through a compliance inspection once works are completed.

At the Manager’s Residence (Temporary)

Monaco allows, under conditions, domiciliation at the manager’s personal address. This is called a mixed-use lease, which we detailed in a dedicated article. This arrangement is limited to two years maximum and requires the homeowner’s consent. While the company is domiciled at the manager’s address, it cannot hire employees. This solution suits the early phase of an activity without staff, giving time to test the project. After this period, moving to proper professional premises is mandatory.

In a Business Center or via a Domiciliation Service

Several Monaco business centers offer commercial domiciliation services. They provide a prestigious address, mail handling, and sometimes shared offices on demand. This flexible option allows you to have a turnkey address quickly without the cost of a traditional lease. It’s an attractive alternative for foreign entrepreneurs setting up or testing the Monegasque market before committing to a long-term lease.

Whichever option you choose, proof of domiciliation (lease, domiciliation certificate, or owner’s agreement) must be included in the application file. No registration is possible without a valid address. Also note that some activities (e.g., food service or healthcare) require premises meeting specific standards. Securing premises is therefore a central step in the company formation process in Monaco, often one of the first practical challenges for new entrepreneurs. Our agency offers several business assets in Monaco for all types of activities. Feel free to contact us; we have off-market offers and would be happy to present all available options.

 

Application for Authorization from the Monegasque Government

The administrative authorization application is the most decisive step for creating a company in Monaco. Unlike other countries where you simply register your company, here the State exercises prior oversight of any commercial project. This procedure, a guarantee of seriousness, requires preparing a comprehensive file to submit to the Direction of Economic Development (the government body in charge of new businesses).

Here are the key elements generally required in the file:

  1. Detailed description of the proposed activity – Clearly explain the company’s purpose, target market, clientele, and strategy. The authorities want to ensure the project is real and beneficial to the local economy, not a mere shell. Some activities may be refused if they are already saturated in the Principality or deemed contrary to moral interests (authorities reserve the right to block unethical projects).

  2. 3-year business plan – A financial business plan is generally required, detailing planned investments, projected revenue, and hiring forecasts. This document demonstrates the project’s financial viability and economic impact for Monaco. It must be as precise as possible (revenue forecasts, expenses, financing plan) to support the application’s credibility.

  3. Proof of identity and good character – Each director and partner must provide a recent criminal record extract (less than 3 months old) and identity documents. A detailed CV or biographical note is often attached to present the project owner’s skills and experience in the relevant field. If a partner is already a legal entity, additional documents (Kbis extracts, statutes, beneficial owner identity) will be required.

  4. Proof of domiciliation – As mentioned above, proof of address in Monaco (lease, domiciliation certificate, or ownership document) must be included. This ensures the project is concrete and that the company can effectively operate from Monaco.

  5. Articles of association – Monaco generally requires a draft of the company statutes before authorization. Two copies must be drafted and filed with the Tax Services Directorate, then included in the application. These statutes become final only after government approval but outline the company’s identity (name, registered office, purpose, capital, share distribution, management, etc.).

Once the file is complete, it is submitted to the competent administration. The legal review period is three months from confirmation of file admissibility. In practice, processing often takes between 2 and 4 months depending on project complexity. During this period, government services conduct verifications and may summon the applicant for clarifications or adjustments (e.g., to clarify the corporate purpose or request additional financial guarantees).

If authorization is granted, it takes the form of a ministerial decree signed by the Minister of State. This valuable document officially allows promoters to incorporate their company in Monaco. In case of refusal, the applicant is notified in writing and may reapply or lodge an appeal, but acceptance criteria remain at the discretion of the Monegasque authorities. Note that Monegasque nationals benefit from a simplified procedure called a declaration of exercise: they only need to submit a sworn declaration with the statutes if the activity is not regulated. Nationals then receive a ministerial receipt within 15 days, compared to several months for foreigners. This distinction underscores Monaco’s policy of protecting its citizens’ entrepreneurial initiative while carefully controlling foreign investments.

 

Registration with the RCI and Launch Formalities

Obtaining government authorization is not the end of the journey but the start of the final phase: official company creation. Once you have the authorization decree, the founders must complete the following steps to give the company legal existence:

  • Finalizing the articles with a notary: Armed with government approval, partners officially sign the final statutes, typically before a notary. Using a Monegasque notary is mandatory for SAMs and strongly recommended for other forms, to ensure compliance with local legislation. The notary also draws up a subscription and capital payment deed, confirming that the share capital has been fully subscribed and that cash contributions are deposited in a bank.

  • Opening a bank account and depositing the capital: Before registration, you must open a professional account in Monaco under the company’s name. Monegasque banks, known for their strictness, will review the origin of funds and the profile of beneficiaries. Once the account is open, partners deposit the share capital (minimum €15,000 for an SARL, €150,000 for a SAM, or more depending on the project). The bank issues a deposit certificate, an essential document for the next steps. Allow several weeks for account opening if you’re not already a client of a local bank.

  • Registration with the Trade and Industry Register (RCI): This final formality confers legal existence on the company. The registration file, including the ministerial decree, notarized statutes, bank deposit certificate, proof of domiciliation, and various forms, is submitted to the General Registry. The Registrar then registers the company with the RCI, assigning a unique identification number. This registration is published in the Journal de Monaco (official gazette) by excerpt of the statutes, marking the company’s official birth. From that point on, the company can legally commence commercial activities. At the same time, the company obtains a Statistical Identification Number (NIS) for administrative purposes and must affiliate with Monegasque social funds (pension, unemployment, occupational health) if it plans to hire staff.

When these formalities are completed, your Monegasque company is operational. From file submission to actual launch, it usually takes several months. On average, allow 4 to 6 months for the company to become active and appear in the registers, accounting for authorization, bank account opening, and final registration delays. This timeline may vary: complex files will take longer (especially if interactions with the administration are required), while a well-prepared, responsive applicant can optimize each step. In any case, patience and rigor are essential until you cross the finish line.

Finally, creating a company also entails compliance obligations after registration. In Monaco, as elsewhere, companies must keep compliant accounting records and file their annual financial statements with the RCI each year (except for civil companies). They must also update the beneficial owners register by declaring the identity of the true company owners, a transparency measure introduced by the Principality. These administrative requirements continue throughout the company’s life, ensuring legal and fiscal compliance in the Monegasque business environment.

 

Advantages of Creating a Company in Monaco

Why do so many wealthy entrepreneurs and investors choose Monaco for their businesses despite the process complexity? The answer lies in the Principality’s unique strengths:

  • An almost nonexistent tax regime: Monaco is world-renowned for its ultra-attractive tax regime. In practice, most local companies pay no corporate tax—provided they generate at least 75% of their turnover in Monaco. Only companies earning more than 25% of their income internationally are subject to corporate tax at 25% (aligned with France’s rate). Moreover, there is no personal income tax in Monaco, meaning director-partners can draw salaries or dividends without personal taxation. Similarly, there is no tax on dividends or capital gains. In other words, distributed profits or business sales are not taxed locally.

  • Political stability and economic security: The Princely Government has provided exceptional stability for decades. Monaco is a constitutional monarchy where a pro-business environment has always been a national priority. Political risks are virtually zero, reassuring long-term investors. Furthermore, the country boasts a prosperous and diversified economy, with one of the highest GDPs per capita globally. Establishing a company in Monaco means positioning yourself in a solvent market while benefiting from immediate proximity to France, Italy, and the international clientele of the Riviera.

  • Reputation and international network: Monaco has built a prestigious financial center, favored by high-net-worth individuals and multinationals. Having a registered company in the Principality confers prestige and can facilitate business contacts. Private banks, investment funds, and family offices abound, offering partnership and financing opportunities. Additionally, Monaco’s strategic location—Nice International Airport 30 minutes away, highway network, and port—provides easy access to European metropolises. This connectivity is an asset for regional or global business development.

  • Quality of life and talent attraction: Although not purely economic, Monaco offers an exceptional quality of life. Maximum security, top-tier infrastructure, and world-renowned cultural and sporting events help companies attract international talent. Establishing your headquarters in Monaco can entice key employees who value the lifestyle offered on the Côte d’Azur. This is a notable recruitment advantage in niche sectors facing intense talent competition.

In summary, creating a company in Monaco offers an unparalleled package: light taxation, a stable state, an upscale business ecosystem, and a prestigious aura. These advantages explain why, despite demanding procedures, the Principality continues to attract entrepreneurs worldwide. Here’s an overview of the latest official figures:

 

 

In conclusion, creating a company in Monaco requires meticulous preparation, time, and capital investment, but it opens unmatched prospects. The rigour of the process ensures that only solid and serious businesses establish themselves in the Principality, thereby reinforcing the local business ecosystem. If you’re considering this entrepreneurial journey on the Rock, surround yourself with expert advice and progress step by step—the rewards in prestige, taxation, and opportunities will soon outweigh the initial efforts. Monaco remains a fertile ground for those who respect its rules of the game. Take the leap; your project could find a setting worthy of your ambitions.

 

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