Businesses in Suriname are entered in the Handelsregister (Trade Register), kept by the Kamer van Koophandel en Fabrieken, KKF (Chamber of Commerce and Industry). The register was placed on a new statutory footing by the Handelsregisterwet of 5 December 2024, published as S.B. 2024 no. 169, and the KKF also operates the trade-name check and online services at kkf.sr.

The company registry in Suriname

Article 2 of the Handelsregisterwet states plainly that the trade register is kept by the Chamber, with the Secretary responsible for its management. There is one national register rather than court-kept registers, and the Chamber is a public body rather than a ministry department.

Article 3 requires registration of undertakings established in Suriname and of undertakings with branch offices in the country. Article 4 adds the legal persons: naamloze vennootschappen, coöperaties, stichtingen and verenigingen with full legal capacity. Article 4a extends the duty to trusts, which is unusual in the region and means a trust operating in Suriname is a registrable entity.

Suriname therefore uses one register for incorporated and unincorporated business: a sole proprietorship and a partnership register as ondernemingen (undertakings) in the same Handelsregister as a naamloze vennootschap.

Company law was rewritten at the same time. A new Boek 2 (Book 2) of the Civil Code on legal persons, also enacted on 5 December 2024 and published as S.B. 2024 no. 164, replaced the previous framework. Its Article 1 regulates five legal persons, and it abolishes bearer shares: a naamloze vennootschap may issue registered shares only. The older Wetboek van Koophandel of 1936 continues to govern the unincorporated commercial forms.

Before registration a business checks its trade name. The KKF offers a name search online, a confirmation of a name without reservation, and confirmations with a reservation, but warns explicitly that the online system is only an aid and not a name investigation or advice from the Chamber.

Legal forms that can be registered in Suriname

The five legal persons come from the new Book 2; the unincorporated forms are registered as undertakings under the Handelsregisterwet.

  • Naamloze vennootschap, N.V. (Public limited company) — a share-based company with one or more registered shareholders. Under the new Book 2 bearer shares are prohibited and only registered shares are permitted. The standard corporate vehicle in Suriname, which has no besloten vennootschap equivalent.
  • Coöperatie (Cooperative) — a member-based entity serving the material needs of its members; its name must include the word coöperatief or a derivative, and its statutes may permit dealings with non-members only as a secondary activity.
  • Onderlinge waarborgmaatschappij (Mutual insurance company) — a mutual whose members are automatically policyholders; its name must contain onderling or wederkerig or a derivative.
  • Stichting (Foundation) — a legal person without members, established by notarial deed with dedicated assets to pursue a stated purpose, and prohibited from distributing proceeds to its founders or board members other than for pensions or charitable purposes.
  • Vereniging (Association) — a membership body with defined objectives which may not distribute profits among its members; a notarial deed is optional, and members vote in the general assembly.
  • Eenmanszaak (Sole proprietorship) — a natural person trading as an undertaking; no separate legal personality and unlimited personal liability. Registered as an onderneming in the Handelsregister.
  • Vennootschap onder firma, V.O.F. (General partnership) — partners trading under a joint firm name under the Wetboek van Koophandel, each liable for the whole of the debts.
  • Commanditaire vennootschap, C.V. (Limited partnership) — combines managing partners liable without limit with silent partners liable up to their contribution.
  • Trust — brought within the registration duty by Article 4a of the Handelsregisterwet.
  • Filiaal van een buitenlandse onderneming (Branch of a foreign undertaking) — an undertaking with a branch office in Suriname must register under Article 3; the branch is not a separate legal person.

Information available from the Surinamese registry

The register is public. Article 11 of the Handelsregisterwet provides that the trade register, and the documents deposited with it under a statutory provision, may be inspected by anyone, per registration or per deposited document, on payment of a fee. The same article obliges the Chamber to supply, on request and against payment, a copy of or an extract from what is entered in the trade register.

The register records the business data of the undertaking together with personal data of its owners and managers. In practice a registration shows the name of the undertaking and its trade names, the registration number, the legal form, the address of the establishment and of any branch, the activity, the date of registration, and the persons who own or manage the business and may bind it. Documents deposited with the register under a statutory duty, such as the notarial deed of incorporation and the statutes of a legal person, are inspectable alongside the entry.

Two limits are worth naming. First, access is not free of charge: the statute conditions both inspection and extracts on payment of a fee, so Suriname does not operate a free open-data company search comparable with those in the region. Second, the Handelsregisterwet as enacted contains no provisions on ultimate beneficial owners, and no public beneficial-ownership register for Suriname could be confirmed on an official source. Annual accounts are likewise not made a public deposit by the trade-register statute.

Documents that can be obtained from the registry

  • Uittreksel uit het handelsregister (Extract from the trade register) — the statement of the registered particulars of an undertaking or legal person, supplied by the Chamber under Article 11. The standard proof of registration for banks, tenders and contracts.
  • Afschrift van het handelsregister (Copy of the register entry) — a full copy of what is entered, as distinct from a summary extract.
  • Gedeponeerde bescheiden (Deposited documents) — copies of documents filed with the register under a statutory duty, including the deed of incorporation and the statutes.
  • Statuten (Statutes) — the constitutional document of a naamloze vennootschap, coöperatie, stichting or vereniging as deposited.
  • Handelsnaam bevestiging of reservering (Trade name confirmation or reservation) — the KKF confirmation that a trade name is available, with or without a reservation, obtained before registration.

Frequently Asked Questions

Who keeps the trade register in Suriname?

The Kamer van Koophandel en Fabrieken. Article 2 of the Handelsregisterwet of 5 December 2024 provides that the register is kept by the Chamber, with the Secretary responsible for its management.

Is the Surinamese trade register public?

Yes, but not free. Article 11 allows anyone to inspect the register and the documents deposited with it, and to obtain copies or extracts, on payment of a fee.

Which legal forms exist in Suriname?

Book 2 of the Civil Code, enacted on 5 December 2024, regulates the naamloze vennootschap, the coöperatie, the onderlinge waarborgmaatschappij, the stichting and the vereniging. Sole proprietorships and partnerships register as undertakings under the Wetboek van Koophandel.

Can a Surinamese company still issue bearer shares?

No. Under the new Book 2 a naamloze vennootschap may issue registered shares only; bearer shares are prohibited.

Do trusts have to be registered?

Yes. Article 4a of the Handelsregisterwet brings trusts within the registration duty.

Sources

  • Handelsregisterwet, S.B. 2024 no. 169, Wet van 5 december 2024, De Nationale Assemblée — dna.sr
  • Handelsregisterwet, S.B. 2024 no. 169, Suriname Rechtsinformatiesysteem — sris.sr
  • Boek 2 Burgerlijk Wetboek, S.B. 2024 no. 164, rechtspersonen — sris.sr
  • Wetboek van Koophandel 1936, Overheid van Suriname — gov.sr
  • Kamer van Koophandel en Fabrieken, thema-pagina — gov.sr
  • Kamer van Koophandel en Fabrieken Suriname — kkf.sr
  • Ministerie van Economische Zaken, procedures en vergunningen — ez.gov.sr

Keywords

business register Suriname, Handelsregister Suriname, Kamer van Koophandel en Fabrieken, KKF, Handelsregisterwet 2024, naamloze vennootschap, legal forms Suriname, company documents Suriname