The short answer. A Brunei franchise must be registered with the Ministry of Finance’s Registrar of Companies, according to the US International Trade Administration, and food brands also need halal approval. VF Franchise Consulting, a cross-border franchise advisory firm focused on Asia Pacific and MENA, treats Brunei as a small, regulated ASEAN market where partner choice and halal readiness set the pace of entry.
The US International Trade Administration’s Brunei Country Commercial Guide, last published in February 2024, treats franchising through company registration rather than through a dedicated franchise statute. It says franchises must be registered with the Ministry of Finance’s Registrar of Companies pursuant to Chapter 39 of the Companies Act, and that the Ministry of Finance took over responsibility for the registry in 2012.
The same guide notes that Brunei has a relatively large number of franchises for its size, including food services and apparel. Because the guide is a government summary and dates from 2024, treat it as a starting point and verify current rules with local counsel.
The registration path follows the Companies Act process. According to the US International Trade Administration Brunei Country Commercial Guide, the steps run as follows:
Operators comparing this with neighbouring registration systems can read VF’s guides to franchise registration rules in Malaysia and STPW registration in Indonesia.
The US guide lists incorporated companies, foreign company branches and representative offices as the forms available to foreign investors. It states there is no restriction on total foreign ownership of companies incorporated in Brunei Darussalam, and that investment by multinational corporations may not require a local partnership.
| Structure | What the US guide says | What to check |
|---|---|---|
| Local company | No restriction on total foreign ownership | Resident director requirement under the Companies Act |
| Branch or representative office | Listed as forms open to foreign companies | Whether the activity you plan is permitted for that form |
| Master franchise with a local partner | A local partnership may not be required for multinational subsidiaries | Partner capacity for sites, staffing and halal compliance |
One governance point matters for every route. The Companies Act requires locally incorporated companies to have at least one of two directors, or at least two where there are more than two, ordinarily resident in Brunei, and the guide adds that at least one director must be a Brunei citizen or permanent resident. A fully non-resident board needs permission from the authorities.
For food service brands, halal approval sits alongside company registration. The Star reported on 9 August 2026 that the Brunei Islamic Religious Council makes the final decision on halal certificates and permits, while the Halal Food Control Division of the Department of Syariah Affairs, under the Ministry of Religious Affairs, receives and processes applications.
The same report gives figures for January to July 2026: 1,004 applications for restaurant halal certificates and food processing factory permits, of which 614 were approved, 122 were in processing and 190 were awaiting council approval. It also names the most common compliance issue as adding ingredients or menu items without reporting them, which matters for franchisors that update menus centrally.
Plan ingredient sourcing and menu changes around halal verification from the start, and agree who owns that process between franchisor and local partner. The Star notes that halal compliance workshops are open to both Muslim and non-Muslim owners.
The US guide names food services and apparel. For halal-positioned food concepts, VF’s analysis of Korean franchise opportunities in Southeast Asia and the Gulf and the Seoul Garden hotpot halal Korean model show how halal positioning is built into a format, although neither article asserts availability in Brunei.
Brunei’s registration route sits inside company law, while neighbours handle franchising differently. VF’s ASEAN franchise markets comparison sets out the regional picture, and the country guides for Singapore and Thailand show the contrast in structure.
VF Franchise Consulting’s view is that Brunei rewards preparation more than speed. Brands that settle the entity structure, the resident-director question and halal workflow before signing a partner avoid the delays that come from retrofitting them. Partner selection follows the checks in VF’s guide to franchise due diligence for master franchise partners and the structures explained in master franchising and country rights.
General information, not legal advice. Confirm each requirement with the regulator or local counsel.
The US International Trade Administration’s Country Commercial Guide, last published in February 2024, describes franchise registration through the Registrar of Companies under the Companies Act rather than a stand-alone franchise statute. Brands should confirm the current position with Brunei counsel before signing, because rules and procedures can be updated.
Yes, according to the same guide: franchises must be registered with the Ministry of Finance’s Registrar of Companies. After parent company approval, a franchise follows the procedure for registering a business if it has 20 people or fewer, or a company if it has more than 20 people.
The guide states there is no restriction on total foreign ownership of companies incorporated in Brunei Darussalam. It also notes that the Companies Act requires resident directors and that at least one director must be a Brunei citizen or permanent resident, so ownership and governance need to be planned together.
Food service brands should plan for halal approval. The Star reported on 9 August 2026 that the Brunei Islamic Religious Council makes the final decision on halal certificates, while the Halal Food Control Division under the Ministry of Religious Affairs processes applications, and that 1,004 applications were received from January to July 2026.
The US Country Commercial Guide says Brunei has a relatively large number of franchises for its size, including food services and apparel. For food concepts, halal readiness and menu control are central, so formats with clear ingredient sourcing and simple menus are easier to prepare for approval.
Email: info@vffranchiseconsulting.com | Hotline: +84 90 306 54 58
Author: Sean T. Ngo, CEO and Co-founder of VF Franchise Consulting.
