Mongolia Company Formation 101

In Mongolia, the Law on State Registration of Legal Entities regulates the founding, reorganization, and dissolution of legal entities, as well as amendments to registered information. Per the law the following legal entities, including subsidiaries and representative office must be registered with the state registration authority:

• partnerships;
• companies;
• cooperatives;
• NGOs;
• State or local government owned enterprises;
• government organizations, departments and state funded enterprises (Other than intergovernmental organizations, international organizations, government special funds, committees and national councils);
• religious organizations;
• media organizations;
• public legal entities;
• foreign invested legal entities;

After a completed application and required documentation has been submitted to the state registration authority, a decision will be made within 10 business days for foreign invested legal entities as to whether the entity is approved for registration. For domestic entities only two days are required.

If the state registration authority refused to register the legal entity, they will deliver notice in written stating the ground for refusal.

The state registration authority will refuse to register a new entity or any changes to an existing entities’ information if the application documentation is found to not match legal requirements, to be incomplete, or is found to be fraudulent. If an application is refused for any of these reasons, an new application may be made correcting the errors.

Investors should understand that the law specifically prohibits undertaking activities in the name of a entity which has not yet been officially registered.

 If any key information of the entities registration is to be amended, the legal entity should inform to the state registration authority within 15 business days after execution of relevant corporate documentation. Failure to do so may incur legal penalty.