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.
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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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
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Other Iran computations in the OpenAccountants Tax Library.
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.