How to Register a Sole Proprietorship (Sole-Proprietorship) in Brunei

In Brunei, registering as a sole proprietor offers a straightforward way to operate a business independently. The structure is simple, cost-effective, and supported by streamlined digital registration systems. For freelancers, consultants, and small business owners, it allows quick market entry without the administrative complexity of forming a company.

At the same time, there are important considerations. Only Brunei citizens or permanent residents are permitted to register a sole proprietorship, and the owner assumes full personal liability for business debts. While Brunei’s tax framework is highly favourable—there is no personal income tax—sector-specific licenses and compliance requirements must be met. For individuals seeking independence with minimal overhead, this model remains a practical and efficient option.

Disclaimer: This article is for informational purposes only and is not a substitute for legal advice. Please always check official sources or seek professional guidance before taking action.

What is a sole proprietorship in Brunei?

In Brunei, the business form is officially called a Sole Proprietorship. An informal Malay equivalent sometimes used is “Perniagaan Milikan Tunggal” (literally, “sole ownership business”), but this is not the legal term used in government registrations. It may also be referred to as a sole trader, self-employed worker, or independent contractor. All these describe the same model: one person runs a business without creating a separate company.

How does a sole proprietorship work in Brunei?

Sole-proprietorship vs. other business structures in Brunei

There are alternatives to setting up as a sole proprietor. Many entrepreneurs choose to form private limited companies (Sendirian Berhad) or partnerships, particularly when they require limited liability or plan to expand. Below is a comparison between a sole proprietorship and other common structures in Brunei.

Step-by-step guide: How to register a sole proprietorship in Brunei

Step 1: Check your eligibility

You must be at least 18 years old, be a Brunei citizen or permanent resident, hold a valid NRIC (National Registration Identity Card), and not be a declared bankrupt. Foreign nationals are not eligible to register a sole proprietorship; instead, they must consider setting up a company or another permitted business structure. ]

Step 2: Choose your business name

You may operate under your own name or a trade name. Search for existing business names using the ministry's search tool.

Step 3: Gather required documents

You will need your NRIC, proof of address, and supporting details such as a description of business activities. Some sectors also require additional licenses (e.g., food or health businesses), which must be applied for separately.

Step 4: Register via the portal

Log in to the official government's businessBN portal, complete the online form, upload your documents, and pay the fee. Once approved, you’ll receive a Business Registration Certificate, often within one working day. The registration process and requirements are outlined on the Ministry's website.

Step 5: Pay registration fees and contributions

The sole proprietorship registration fee is $30, payable during the application process. Beyond this, there are no fixed annual fees. However, depending on your sector, you may need to apply for licenses through the OneBiz platform, which carries its own fees. If you employ workers, you must also contribute to the Employees' Trust Fund (TAP) and Supplemental Contributory Pension (SCP) on their behalf.

Step 6: Complete post-registration obligations

After registration, you must keep your business details up to date with the ROCBN, renew licenses when required, and maintain accurate financial records. Although there is no personal income tax in Brunei, proper invoicing and record-keeping remain mandatory. You should also ensure all invoices include your registered business name and Business Registration Number.

Financial and tax obligations for sole proprietors in Brunei

You are responsible for:

• Corporate income tax: Brunei does not levy personal income tax on individuals. Sole proprietors are therefore not taxed on their profits. Corporate income tax at a flat rate of 18.5% only applies to incorporated companies (MoFE).
• VAT: Brunei does not impose VAT or a similar tax, so sole proprietors do not need to register for or file VAT returns.
• Social security contributions: Sole proprietors are not required to contribute to social security. However, if you hire employees, you must register them with the TAP and the SCP. You may also choose to contribute voluntarily as a self-employed person.
• Record-keeping: You must keep accurate and up-to-date records of your invoices, receipts, and accounts. These records are needed for compliance audits and license renewals.
• Invoicing: All invoices must include your registered business name, Business Registration Number, client details, date, description of goods or services, and amount. Invoices should be numbered sequentially and stored properly.

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FAQs

What is the minimum capital required to start a sole proprietorship in Brunei?
There is no minimum capital requirement.

Do sole proprietors need to register for VAT/GST?
No. Brunei does not have VAT or GST, so sole proprietors are not required to register.

How much are the standard contributions or fees?
The registration fee is $30. Ongoing costs depend on sector-specific licenses. For example, food service businesses may need health licenses, which carry separate fees. If you hire employees, you must contribute to TAP and SCP on their behalf.

Can a sole proprietor hire employees?
Yes, but you must then comply with Brunei’s employment laws, including registering employees with TAP and SCP and adhering to labour regulations.

How long does it take to register as a sole proprietor in Brunei?
The process is quick—often within one working day after submission and approval.

Can foreign nationals register as a sole proprietorship in Brunei?
No. Only Brunei citizens and permanent residents can register sole proprietorships. Foreign nationals must use alternative structures, such as incorporating a company.

Do sole proprietors need a separate business bank account?
It is not legally required, but it is strongly recommended for clarity in accounting and to keep personal and business finances separate.

What happens if I stop working as a sole proprietor?
You must deregister your business and cancel any licenses through the OneBiz portal. Keep your records for reference in case of compliance checks.

Are there government incentives for new sole proprietors?
There are no specific tax breaks since Brunei does not levy personal income tax. However, SME support schemes and financing options may be available through the Brunei Economic Development Board (BEDB).

Can I use Deel as a sole proprietor to get paid by international clients?
Yes. Deel enables sole proprietors to receive global payments in multiple currencies with low fees and transparent exchange rates.

Does Deel generate compliant invoices for sole proprietors?
Yes. Deel automatically generates invoices that meet Brunei’s compliance requirements, including business details and numbering.

Can Deel help me with taxes as a sole proprietor in Brunei?
Yes. Deel provides downloadable payment reports and tax documentation you can use when filing returns or renewing licenses.

Does Deel offer contracts for sole proprietors?
Yes. Deel provides contract templates that comply with local law, helping you engage with clients safely and professionally.

Can I access benefits through Deel as a sole proprietor?
Yes. Deel offers perks like health insurance and retirement savings, usually only available to employees, giving freelancers added security.