All businesses in Aruba, whether a sole proprietorship, legal entities or a branch of a foreign legal entity, all are required to register at the Aruba Chamber of Commerce within one week after their commercial activities have started according to the Trade Registry Ordinance, art. 4 (NL). The procedure to follow in order to start a business in Aruba may vary depending on the legal form chosen.
Aruba has various legal forms for doing business, being:
- Sole proprietorship
- Partnership, which are the vennootschap onder firma (VOF) and commanditaire vennootschap (CV)
- NV (corporation)
- VBA (Limited Liability Company)
- AVV (Aruba Exempt Corporation)
The sole proprietorship and general partnership are often the preferred choice for local starting entrepreneurs who initiate a small and/or low risk venture. For capital intensive or high risk ventures, the entrepreneur can opt for legal entities such as, the NV, VBA or AVV.
Important matters to keep into consideration
Businesses need a business license according to the Ordinance on the Establishment of Businesses before initiating their activities. The only exemption to the business license requirement is a sole proprietorship or a general partnership consisting of Aruban born adults with the Dutch nationality. In all other cases a business license is required.
The business license is issued by the Department of Economic Affairs after the Aruba Chamber has been heard. The Chamber will take into consideration its Guidelines to the Business Establishment Ordinance, which are drawn up to support the Chamber in this matter. According to the Guidelines, the Chamber will give a positive or negative advice to the Minister for the granting of the business license for a corporation, of which at least 60% of the shares are owned by locals, or the equivalent of a local, or a legal entity incorporated under the laws of Aruba of which all shareholders are local.
The Chamber sets the following conditions:
The nature of the activities and the place of establishment of the corporation must be in conformity with the Guidelines, premised on sustainable development;
- The business activity contributes positively to the Aruban economy and its diversification.
- The business activity will fortify and/or boost local entrepreneurship.
To review the Chamber’s guidelines (NL), click here.
For more information on the business establishment license, consult the Department of Economic Affairs’ website, www.deaci.aw.
In addition to a business license, company directors not born in Aruba, and hold the Dutch nationality, should apply for a director’s license at the Department of Economic Affairs. Consult the Department’s website for more information on the requirements, www.deaci.aw.
Company obligations towards the Chamber
Besides registering their business within one week after the initial start of the economic activities, businesses should also keep their company data up to date at all times. Adaptations are required to be processed through your MyChamber account, free of charge. Businesses can make unlimited modifications and amendments in the company data, which will be processed within 36 hours. You can submit a request for an appointment in case you need assistance with processing any modification through MyChamber. For more information, download the brochure on Rights and Obligations of Companies & Foundations here in Papiamento and English.
Businesses are subject to pay a registration fee upon registration and an annual contribution in the years following. The registration fee and annual contribution are based on the total amount of capital invested in the business as appears in the Chamber’s records on January 1st of each following year and is determined by the Minister of Economic Affairs according to the Ordinance on the Chamber of Commerce & Industry, art. 21, paragraph 1, c (NL).
The amounts due for the first registration and annually after the year of registration in accordance with Article 15 of the Trade Register Ordinance shall be recovered in the manner set out in Article 15, paragraph 7, of the Trade Register Ordinance.
The amounts owed annually for the registered business must be paid as much as possible before the 1st of April of the year following that of the first registrations. Log in on your MyChamber account to review your invoices, amounts due and complete your annual payments to remain up to date with your registration.
Whenever a company ceases to operate, it is recommended to cancel the business at the Chamber as soon as possible but preferably before December 31 of that year in order to stop payment obligations towards the Chamber, before the new year starts.
It is an obligation stipulated by the Law to register the cancellation or liquidation of the entity. Only the authorized person(s) or entity can complete this action.
The Chamber’s registration and annual contribution fee (in Aruban florins)
|Capital (In Aruban Florin)||First Registration||Annual Fee|
|0 – 25,000||96||96|
|25,001 – 50,000||120||120|
|50,001 – 100,000||165||156|
|100,001 – 200,000||210||175|
|200,001 – 500,000||350||245|
|500,001 – 1,000,000||700||280|
|1,000,001 – 2,000,000||1,500||600|
|2,000,001 – 3,000,000||1,500||750|
|3,000,001 – 4,000,000||1,500||900|
|4,000,001 – 5,000,000||1,500||1,125|
|5,000,001 and more||1,500||1,275|
Please read the brochure the Chamber’s registration and annual contribution fee for more information.
Establishing sole proprietorship and general partnerships
A sole proprietorship is a legal form with only one proprietor, who is personally liable for all of the business’ actions. The sole proprietorship is reserved for locals (Arubans) or people who are considered local. When the owner of the sole proprietorship is born in Aruba with the Dutch nationality and at least 18 of age, he/she is exempted from the business license requirement and can make an appointment to register the sole proprietorship at the Aruba Chamber. Registration is completed within 36 hours when presenting at the Chamber with the correct documents.
In case the owner was not born in Aruba but is considered local, first he/she should apply for a business license at the Department of Economic Affairs. When there is more than one person involved, the partners are required to register a general partnership. The requirements are the same as for the sole proprietorship.
Aruban born Dutch nationals do not require a business license. Any partner that does not comply with that requirement needs to apply for a license before business activities can start.
Establishing the NV
The Naamloze Vennootschap, abbreviated NV, is a Corporation, according to Aruban law. It is incorporated by a civil notary who provides the deed of incorporation. At least two founders, whether natural persons or entities are needed to incorporate a NV. The authorized capital is distributed in shares.
The shareholders have limited liability. There is no legal requirement as to the nationality or residency of the shareholders. The NV is legally required to be registered in the Trade Registry at the Aruba Chamber and to apply for a business license at the Department of Economic Affairs.
Establishing the VBA
The Vennootschap met Beperkte Aansprakelijkheid (VBA) is a Limited Liability Company, that requires at least one incorporator for establishment, with no minimum capital. The VBA is incorporated by a Civil Notary, who provides the Deed of Incorporation. The deed may be executed in the languages Papiamento, Dutch or English. After incorporation, the notary will register the VBA in the Trade Registry at the Aruba Chamber. Then it is necessary to apply for the VBA business license at the Department of Economic Affairs.
The VBA must be represented by at least one managing director at all times. At least one of the directors or the legal representative must be a resident of Aruba. Authorizations and restrictions are stated in the articles of incorporation or rules and regulations. The managing directors are responsible for complying with obligations towards the Chamber.
As of January 1st, 2021, the incorporation of AVV’s or the conversion into an AVV is no longer possible. An AVV must be converted into a limited liability company (“VBA”) or another legal form within three years after Book 2 came into effect (ultimately January 1st, 2024). Existing AVV’s must bring their articles of incorporation into conformity with the law if the articles of incorporation are amended for another purpose, for example a statutory change of the name of the entity. Meaning the AVV will have to be converted into a VBA or other permitted legal form.Scroll To Top
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