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OpenAccountants publishes open, source-cited tax knowledge for use by people, software and AI. Automated outputs are drafts and do not create a professional engagement. Obtain qualified advice before filing, paying or taking a material tax position.

OpenAccountants/Iran/Iran Company Formation & Entity Choice

Iran Company Formation & Entity Choice

Source-cited draft: company formation & entity choice for Iran (tax year 2025) — rates, thresholds and rules with primary-source citations. Unverified; pending local-accountant review.

Applicable period 2025Source-cited draft· Last updated Jun 25, 2026

Source-cited draft.Written from sources but not reviewed by a licensed practitioner, so it may be incomplete or wrong. General reference only; don't file or take a position on it without professional review.

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Key figures — Iran, 2025

Every figure is drawn from this Tax Guide and cited to its source.

Private Joint-Stock Company (Sahami Khass)

Most common vehicle for active businesses; minimum 3 shareholders and 2 statutory inspectors (auditors)Commercial Code of Iran (1932, amended 1969)

Limited Liability Company (LLC)

Formed by 2 or more partners; capital is in participation interests (not shares); each partner liable only up to their contributionCommercial Code of Iran (1932, amended 1969)

Public Joint-Stock Company (Sahami Aam)

Company whose shares may be offered to the public; minimum capital IRR 5,000,000; founders subscribe at least 20% of sharesCommercial Code of Iran (1932, amended 1969)

Minimum capital — private joint-stock

IRR 1,000,000 statutory minimum; at least 35% of declared cash capital must be deposited in a bank before registrationCommercial Code of Iran (1932, amended 1969)

Minimum capital — LLC

No statutory minimum in the Commercial Code; in practice IRR 1,000,000 is commonly used, with no pre-registration bank deposit requiredCommercial Code of Iran (1932, amended 1969)

Registration authority

Companies and Industrial Property Registration Organization (under the State Organization for Registration of Deeds and Properties)Companies Registration Act / Commercial Code of Iran

Incorporation steps

Reserve company name → draft articles of association and statement of incorporation → deposit required capital → file with the Companies Registration Office → publish formation notice in the Official GazetteCompanies Registration Act / Commercial Code of Iran

Typical timeline

Registration generally takes a few weeks (commonly 2–4 weeks) once documents are completeCompanies Registration Act / Commercial Code of Iran

Foreign investment approval

Foreign investors may seek a licence under the Foreign Investment Promotion and Protection Act (FIPPA) for legal protections and capital/profit repatriation rightsForeign Investment Promotion and Protection Act (FIPPA)

Core annual compliance

Hold an annual general meeting, prepare financial statements, file the annual tax return within 4 months of year-end, file quarterly VAT returns, and file monthly SSO payroll listsCommercial Code of Iran; Direct Taxes Act (DTA); Value Added Tax Act

Rendered from the canonical facts model. General reference only — confirm with a qualified professional before acting.

The full Guide

Entity types and incorporation

  • Private Joint-Stock Company (Sahami Khass) — Most common vehicle for active businesses; minimum 3 shareholders and 2 statutory inspectors (auditors) (Commercial Code of Iran (1932, amended 1969))
  • Limited Liability Company (LLC) — Formed by 2 or more partners; capital is in participation interests (not shares); each partner liable only up to their contribution (Commercial Code of Iran (1932, amended 1969))
  • Public Joint-Stock Company (Sahami Aam) — Company whose shares may be offered to the public; minimum capital IRR 5,000,000; founders subscribe at least 20% of shares IRR (Commercial Code of Iran (1932, amended 1969))
  • Minimum capital — private joint-stock — IRR 1,000,000 statutory minimum; at least 35% of declared cash capital must be deposited in a bank before registration IRR (approx — statutory floor is nominal; practical capital is much higher) (Commercial Code of Iran (1932, amended 1969))
  • Minimum capital — LLC — No statutory minimum in the Commercial Code; in practice IRR 1,000,000 is commonly used, with no pre-registration bank deposit required IRR (Commercial Code of Iran (1932, amended 1969))
  • Registration authority — Companies and Industrial Property Registration Organization (under the State Organization for Registration of Deeds and Properties) (Companies Registration Act / Commercial Code of Iran)
  • Incorporation steps — Reserve company name → draft articles of association and statement of incorporation → deposit required capital → file with the Companies Registration Office → publish formation notice in the Official Gazette (Companies Registration Act / Commercial Code of Iran)
  • Typical timeline — Registration generally takes a few weeks (commonly 2–4 weeks) once documents are complete (approx — varies by case and foreign-investment approvals) (Companies Registration Act / Commercial Code of Iran)
  • Foreign investment approval — Foreign investors may seek a licence under the Foreign Investment Promotion and Protection Act (FIPPA) for legal protections and capital/profit repatriation rights (Foreign Investment Promotion and Protection Act (FIPPA))
  • Core annual compliance — Hold an annual general meeting, prepare financial statements, file the annual tax return within 4 months of year-end, file quarterly VAT returns, and file monthly SSO payroll lists (Commercial Code of Iran; Direct Taxes Act (DTA); Value Added Tax Act)

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