Cambodian Law Basics for French Speaking Investors

1. Francophonie membership and the legal position of languages

Cambodia will host the 20th Summit of La Francophonie in Phnom Penh. The Organisation internationale de la Francophonie (OIF) states that the Summit takes place on 15 to 16 November 2026 in Phnom Penh, preceded on 14 November 2026 by the 48th session of the Conférence ministérielle de la Francophonie (CMF). Cambodia’s official Francophonie 2026 site records the same dates. This article is not event promotion. It summarises Cambodian legal and business basics for French speaking investors on language, investment registration, company forms and stay permits, using only official sources on file.

Cambodia in the OIF: The OIF country page for Cambodia records Cambodia as a member State (“Etat membre”), with adhesion dated 1991 as observer and 1993 as member. The OIF table of status and dates of adhesion lists “Cambodge” as a member from 1993. Cambodia’s Francophonie 2026 overview states that Cambodia joined as an observer in November 1991 at the 4th Francophonie Summit in Chaillot, Paris, and became a full member in October 1993 at the 5th Francophonie Summit in Grand Baie, Mauritius. The OIF Cambodia page lists Khmer as the official language and French as a foreign language. OIF membership does not change that constitutional position.

Constitution Article 5: Article 5 of the Constitution of the Kingdom of Cambodia states that the official language and script is Khmer. The Senate compilation of the Constitution notes that only the Khmer version is authentic and that English and French translations do not have an official character.

Contracts, company names, and courts: A review of the Civil Code (Royal Kram NS/RKM/1207/030 of 8 December 2007) and the Law on Commercial Enterprises (promulgated 19 May 2005) did not locate a general rule that private contracts must be in Khmer, or that a foreign language contract is void for language alone. The Civil Code requires writing for certain acts (for example, a perpetual lease), but those provisions address form, not language choice.

Official texts that do address language include the following:

• Company names (Law on Commercial Enterprises, Article 5): A partnership or company shall display its name in the Khmer language. The Khmer name shall be placed above and shall be larger than the name in another language. Translation of the company name from one language to another is prohibited; the Khmer name shall sound phonetically the same as the other language name. The Khmer name must appear on seals, signs, letterhead, forms and documents used for public purpose, and on public advertisements in Cambodia. Outside Cambodia, another language name may be used.
• Courts (Code of Civil Procedure, Article 5): Khmer is the official language of the courts. A party who cannot understand Khmer may use a qualified interpreter; if the party cannot secure one, the State shall assign one.
• Official translations: CDC legal pages state that English translations of Cambodian laws are unofficial and that the official Khmer versions govern interpretation. CDC also publishes a French translation of the Law on Investment 2021 on its download page.

Where a document will be filed with a Cambodian authority or used in court, a Khmer text or translation is often required because Khmer is the language of official and judicial process.

2. Law on Investment 2021 and QIP registration via the CDC

Scope: The Law on Investment 2021 was promulgated by Royal Kram NS/RKM/1021/014 dated 15 October 2021. Article 1 aims to establish an open, transparent, predictable and attractive legal framework for quality investments by Cambodian nationals or foreigners. Article 2 applies the Law to Qualified Investment Projects (QIPs), Expanded Qualified Investment Projects (EQIPs) and Guaranteed Investment Projects (GIPs) registered with the Council for the Development of Cambodia (CDC) or Municipal Provincial Investment Sub Committees. Article 3 defines a QIP as a project that has received a Registration Certificate from those bodies. A GIP is registered and marked as not eligible for tax incentives. An EQIP is an expansion of a QIP.

Selected guarantees: Chapter 5 includes these rules, among others:

• Article 15 (Non-discrimination): Foreign investors shall not be discriminated against on the basis of foreign nationality, except for land ownership under the Constitution and other regulations in force.
• Article 16 (Non-nationalisation): The State shall not nationalize Investors’ assets.
• Article 17 (Expropriation): Expropriation affecting an approved Investment Project is limited to public interest, must be non-discriminatory, with fair and just compensation, and must follow the laws and procedures in force.
• Article 19 (Currency repatriation): Subject to applicable laws, Investors may purchase and repatriate foreign currencies through authorized banks for listed investment-related payments.
• Article 21 (Land ownership and use): Land ownership for Investment Projects is limited to persons of Cambodian nationality; Investors may use land through economic land concessions, perpetual leases, or fixed term leases under the laws in force.
• Article 22 (Foreign employees and residency): An Investor may hire foreign employees within legal quotas when qualified Cambodian employees cannot be found; obtain a temporary long-term stay permit for himself or herself, spouse and minor children while the project operates; request temporary long-term stay permits for foreign employees and their spouses and minor children during the employment contract; and obtain work permits and employment books. The CDC or Sub Committee may certify investment status for those applications. Formalities for temporary long-term stay permits are to be set by a separate Sub Decree.

Incentives and Negative List: Article 24 lists incentivised sectors and activities. Article 25 provides that activities listed in Article 24 that are not on the Negative List receive basic tax and/or customs incentives after a Registration Certificate certifies QIP status. Article 26 offers two basic incentive options (including income tax exemption for a period linked to the activity group, or special depreciation, with customs and related reliefs described in the Law). Articles 27 and 28 provide additional and special incentives. The Negative List is set out in the implementing Sub Decree.

3. Company setup routes

Law on Commercial Enterprises forms: The Law on Commercial Enterprises (19 May 2005) is the basic company statute. The CDC “Company” page summarises the same framework. It covers partnerships, limited companies and foreign businesses.

Private limited company (Article 86): It may have 2 to 30 shareholders, or one shareholder as a single member private limited company. It may not offer shares to the public generally and may restrict share transfers. It is a private limited company from MoC registration on the prescribed form.

Creation and capital: Competent natural or legal persons create a limited company by filing articles of incorporation with the Ministry of Commerce (MoC) (Article 91). The MoC issues a Certificate of Incorporation (Article 97). Legal personality begins on the registration date (Article 98). The company shall issue at least 1,000 shares with a par value of not less than 4,000 Riels each (Article 144, as stated on the CDC Company page).

Khmer nationality (Article 101): A company is of Khmer nationality only if it has a place of business and registered office in Cambodia and more than 51 percent of its voting shares are held by Khmer natural or legal persons. That test is central to land ownership. The Law on Investment likewise limits land ownership for Investment Projects to Cambodian nationality (Article 21).

Foreign business (Articles 270 to 286): A foreign business may operate as a commercial representative office, a branch, or a subsidiary:

• Representative office: A representative office has no separate legal personality. It may contact customers, research markets, exhibit samples, rent an office, employ local staff and contract on behalf of the principal, but may not regularly buy or sell goods, perform services, or engage in manufacturing, processing or construction.
• Branch: A branch has no separate legal personality. It may do commercial acts (including buying, selling, and services) except acts prohibited to foreigners; the principal is liable for branch obligations.
• Subsidiary: A subsidiary is a Cambodian company with at least 51 percent of its capital held by the foreign company; it has separate legal personality and may operate as a local company except for acts prohibited to foreigners.

The Law on Commercial Enterprises articles held for this review do not impose a general Cambodian shareholding quota for registering an ordinary private limited company. Foreign shareholding is still limited where land rules, sector laws or the investment Negative List require it.

MoC online registration: The official user guide How to Register Your Business Online (Ministry of Economy and Finance, for the Online Business Registration single portal) describes combined electronic registration with the MoC, the General Department of Taxation (GDT) and the Ministry of Labour and Vocational Training (MLVT). It targets a decision within 8 working days through the single portal with one package payment. Forms include private limited company, public limited company, and foreign company sub forms: foreign branch, commercial representative office and subsidiary. Applicants authenticate with CamDigiKey. Supporting documents vary by form and typically include identity documents, photographs, articles, proof of premises and, if an agent files, an authorization letter. Bank account information for the tax step must be supplied digitally within 15 working days after that step, according to the guide. Related portals include businessregistration.moc.gov.kh and registrationservices.gov.kh. Applicants should check the live portals for current forms and notices.

4. Visa and residence options confirmed on official pages

Only points confirmed on official MFAIC mission pages, the OIF Summit media notice, or the Law on Investment are summarised here.

• Business / Ordinary Visa E: The Royal Embassy of Cambodia in Berlin (MFAIC network) lists Business E among visa types, with Diplomatic A, Official B, Courtesy C, Tourist T and Khmer K. The Royal Embassy of Cambodia to Viet Nam (MFAIC network) consular table lists Visa E (Ordinary) with a period of stay of 1 month and validity of 3 months.
• e-Visa portal: The OIF’s 9 October 2026 Summit media accreditation notice states that accreditation is not a visa and directs foreign journalists who need a visa to apply separately, including online at www.evisa.gov.kh.
• Investor temporary long-term stay: Article 22 of the Law on Investment 2021 gives Investors the temporary long term stay rights described in section 2, with CDC or Sub Committee certification of investment status. The detailed Sub Decree procedure is not expanded here beyond Article 22.

Current multi month extension schedules for Visa E inside Cambodia, retirement visa products, and other long stay schemes are not described in this article, because a current official General Department of Immigration page confirming those products was not on file for this review. Stay, extension and work authorization should be checked with the competent authorities and the live e-Visa portal before travel.

5. Closing and legal summary

The Summit dates are calendar context only. Khmer is the official language of the State and the courts; company public names must meet the Khmer display rule; QIP incentives turn on CDC registration under the Law on Investment 2021 and Sub Decree No. 139 of 26 June 2023; MoC online registration is the ordinary path to a private limited company, branch or representative office; and Visa E / Business E, with Investor temporary long term stay rights under Article 22 of the Law on Investment, are the stay points confirmed in the materials on file.

General information only, not legal advice.

How MLV Law Group can help French-speaking investors

MLV Law Group maintains a dedicated bilingual practice team assisting French-speaking investors, institutions, and entrepreneurs entering the Cambodian market. Our attorneys provide end-to-end legal counsel on CDC Qualified Investment Project (QIP) applications, corporate incorporation and branch registration via the Ministry of Commerce portal, commercial lease negotiations, bilingual contractual drafting, and long-term regulatory compliance.

To discuss investment structuring or corporate establishment in Cambodia ahead of the 20th Francophonie Summit, contact Attorney at Law Mak Dane and our practice team at legal@mlvlawgroup.com or +855 71 777 4168. For related practice areas, see our expertise on Invest in Cambodia (QIP) and Company Formation.