On 10 April 2025, the Ministry of Commerce (“MOC”) issued a Press Release on Implementation of New Memorandum and Article of Association (“MAA”) Template, aiming to facilitate business and reducing application documentation for the registration. These newly introduced templates are specifically designed for use by Single-Member Private Limited Companies (with one shareholder) and Private Limited Companies (with two to thirty shareholders).
A notable feature of the updated MAA templates is the inclusion of an annex that consolidates all key corporate information—typically subject to registration with the MOC in the event of any changes such as:
- name of the company;
- legal form;
- business objective;
- registered address;
- registered capital;
- share par value;
- shareholders’ details including name, identification card/passport number, number of shares held;
- directors’ details including identification card/passport number and position; and
- details of the authorized bank account signatories of the company.
The adoption of these MAA templates marks a significant step toward streamlining both the registration process for newly established companies and future restructuring registrations. It is also important to note the following:
- while this MAA template serves as a practical foundation for incorporation, applicants may modify its content to suit their specific needs, provided that any such modifications comply with applicable Cambodian laws and regulations, particularly those relating to corporate governance.
- where intended changes relate solely to the information set out in the annex, applicants need only update the annex, thereby simplifying the procedural requirements. However, any material amendments to other sections of the MAA not covered by the annex will still require a formal amendment to the main body of the MAA.
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