What Is a Landholding Company in Cambodia? A 2025 Guide
How Foreign Investors Can Legally Control Land in Cambodia
Foreign investors looking to acquire land in Cambodia often face a legal roadblock: the Cambodian Constitution prohibits non-citizens from owning land outright. But that doesn’t mean you’re out of options. In fact, one of the most effective and widely used legal structures is the Landholding Company (LHC).
In this 2025 guide, we’ll walk you through what an LHC is, how it works, how to set one up, and why it remains one of the most powerful tools for foreign land control in Cambodia.
What Is a Landholding Company (LHC)?
A Landholding Company is a Cambodian-registered legal entity that allows foreigners to indirectly control land through corporate ownership. While foreigners cannot own land in their personal name, they can own up to 49% of a Cambodian company that holds land, with the remaining 51% held by Cambodian nationals.
However, through shareholder agreements, voting rights, and nominee structures, the foreign investor can retain full operational control of the land and company.
Common Use Cases:
Land banking for appreciation
Industrial development in SEZs
Agricultural or commercial projects
Long-term real estate holdings
🧑⚖️ Can Foreigners Legally Own Land Through an LHC?
Not directly—but yes, legally and effectively.
The Cambodian Constitution (Article 44) prohibits foreign land ownership. However, the Law on Investment and Law on Commercial Enterprises allow foreigners to own shares in Cambodian companies. As long as the land is held by a majority Cambodian-owned company, it is legal.
💡 With the right legal agreements, the foreign investor can maintain decision-making power, profit rights, and land control—without violating the law.
🛠️ How to Set Up a Landholding Company in Cambodia (Step-by-Step)
Setting up an LHC is straightforward if you follow the legal process and work with a licensed advisor.
Step 1: Choose Your Local Partner(s)
Must be Cambodian citizens
Can be trusted individuals or nominee shareholders
Use shareholder agreements to define roles
Step 2: Register the Company
Submit documents to the Ministry of Commerce
Choose a business name and structure (usually Co., Ltd)
Include landholding as a business objective
Step 3: Draft Legal Agreements
Shareholder agreement
Voting rights agreement
Nominee declaration (if applicable)
Step 4: Acquire the Land
Land is purchased in the company’s name
Title is registered under the company
4% transfer tax applies
Step 5: Maintain Compliance
Annual tax filings
Business license renewals
Corporate governance
💰 Costs and Timeline
| Item | Estimated Cost (USD) |
|---|---|
| Company Registration | $500–$1,500 |
| Legal Agreements | $1,000–$3,000 |
| Land Transfer Tax | 4% of land value |
| Nominee Services (if used) | $500–$2,000/year |
| Annual Compliance | $300–$800 |
⚖️ LHC vs. Trust vs. Lease: Which Is Best?
| Structure | Ownership | Control | Duration | Best For |
|---|---|---|---|---|
| LHC | Indirect | ✅ High | Unlimited | Long-term control |
| Trust | Indirect | ✅ High | Flexible | Asset protection |
| Lease | No | ✅ Medium | Up to 50 years | Short- to mid-term use |
- LHC: Best for investors who want full control and long-term landholding
- Trust: Ideal for asset protection and estate planning
- Lease: Suitable for short-term or lower-risk projects
📘 Related: Cambodia’s Trust Law – Legal Guide for Foreign Investors (2025)
⚠️ Risks and How to Mitigate Them
While LHCs are legal, they must be structured carefully to avoid disputes or legal gray areas.
Common Risks:
- Unclear or unenforceable shareholder agreements
- Nominee shareholders acting independently
- Improper tax filings or licensing
How to Protect Yourself:
- Use a licensed legal advisor
- Draft airtight contracts
- Conduct due diligence on local partners
- Maintain full documentation and compliance
📘 Related: Foreign Ownership & Land Acquisition in Cambodia (2025 Guide)
Case Study: Using an LHC to Acquire SEZ Land in Kampong Speu
A Singaporean logistics firm recently acquired 5,000 m² of land in Kampong Speu’s SEZ using an LHC. They:
- Registered a Co., Ltd with 49% foreign ownership
- Used a nominee agreement with a trusted Cambodian partner
- Secured a 15-year tax holiday through SEZ incentives
- Built a warehouse and leased it to regional exporters
📈 Result: 12% annual ROI and full operational control—without violating Cambodian land laws.
Conclusion: Why LHCs Remain the Smartest Legal Tool for Foreign Investors
If you’re serious about investing in Cambodian land—especially in high-growth areas like Kampong Speu—then a Landholding Company is your best legal option. It offers:
Long-term control
Legal compliance
Flexibility for resale or development
Protection of your capital and rights
💚 Invest with Purpose: Support the Sao Sary Foundation
Every dollar of profit made through Adaeng Land is donated to the Sao Sary Foundation—a Cambodian NGO supporting vulnerable children and families.
When you invest with us, you’re not just building wealth—you’re building hope.
📞 Ready to Set Up Your Landholding Company?
At Adaeng Land, we help foreign investors:
- Structure LHCs legally and securely
- Draft shareholder and nominee agreements
- Acquire land in SEZs and growth corridors
- Maintain compliance and protect your investment
📍 Start with a free consultation → www.adaeng.co/contact-us
