A business in Cambodia may decide to permanently cease operations for reasons such as financial challenges, strategic cha nges, ownership restructuring, or market conditions.
There are generally three options:
– Voluntary closure (the company is solvent)
– Temporary suspension of activities (the company remains registered)
– Insolvency / court-led liquidation (the company cannot pay its debts)
The voluntary closure process
1. Internal Approval
The company’s shareholders or owner approve the closure and appoint a liquidator (internal or external).
2. Settle All Obligations
Before closure can proceed, the company must:
• Pay all outstanding taxes, penalties, and interest
• Settle employee entitlements
• Clear all debts with suppliers, lenders, and other creditors
3. Tax Deregistration (General Department of Taxation)
This is the most important and time-consuming step:
• Apply for tax deregistration
• File all outstanding tax returns
• Undergo a tax audit or tax review
• Obtain a Tax Clearance Certificate
4. Deregistration with the Ministry of Commerce
After tax clearance:
• Submit the dissolution application through the Ministry of Commerce online system
• Provide required documents (tax clearance, shareholder resolution, liquidator details)
• The Ministry publishes a public notice of dissolution
5. Notifications to Other Authorities (if applicable)
Depending on the business type, notifications may be required to:
• Ministry of Labor and Vocational Training
• National Social Security Fund (NSSF)
• Sector regulators (e.g. National Bank of Cambodia, Ministry of Tourism, Health, Education)
6. Close Bank Accounts and Cancel Licenses
• Close all company bank accounts
• Cancel business licenses, permits, leases, and utility contracts
7. Final Closure
• Distribute remaining assets to shareholders
• Retain accounting and tax records for at least 10 years, as required by law
8. Expected Timeline
The voluntary closure process typically takes 6 to 12 months, mainly due to the tax audit and clearance process. After completion, the company name cannot be reused for one year.
How We Can Help
We will continue to closely monitor developments and provide the latest information promptly from Ministry of Commerce and the General Department of Taxation.
Tax services to be implemented by licensed tax agents in Cambodia are provided by Cam Accounting & Tax Service Co., Ltd., a member firm of Kreston Global, holding GDT tax agent license, Accounting, Auditing and liquidator licenses from ACAR, and accredited by National Bank of Cambodia (NBC) and Trust Regulator (TR).
Our Audit, Tax & Accounting Expert
Ms. Haing Sivtieng, MIPA, MBA
Tax & Accounting Partner
Mobile: +855 89 777 589
Mr. Keat Heng, ACCA, CPA, FCCA
Audit Partner
Mobile : +855 12 753 257
E-mail : info@krestoncambodia.com
Website : www.krestoncambodia.com
