Doing Business in Tunisia

Limited Liability Company “SARL”

The SARL is a company with two shareholders or more whose liability is limited to their contributions. When a Limited Liability Company is made up of only one shareholder, it is called a Company Owned by a Sole Proprietor SUARL.

The partnership shares representing the capital stock are not freely transferable. The incorporation procedures are simpler than for a Public Limited Company.

The minimum capital for a Limited Liability Company is TND 1000, which should be fully paid up at the time of the company’ constitution. The minimum nominal value for one share is 1 dinar.

ECVIS Tunisia can help you to set up your SARL Company within maximum 7 days.

Public Limited Company “SA”

Public Limited Company “SA” requires at least 7 shareholders who can be either natural persons or legal entities. The maximum lifetime of such a company is 99 years.

One quarter of the subscribed shares in cash should be paid-up at the time of company’ incorporation. Payment of the balance should be made in one or more installments within a period of five years from the date of the company’ registration.

The shares of a Public Limited Company is required to appoint an auditor for three years with the mandate of checking the accounts of the company and presenting audit reports to the general meeting of the shareholders. Ecovis Tunisia can provide any kind of service to help you with the establishment, consultation, audit of your SA company in Tunisia.

Branch

The incorporation of a branch is relatively simple. The time limit and registration procedures are identical to those relating to Limited Liability Company. The directors of a branch act on behalf of the parent company and should therefore have a delegation of power. Ecovis Tunisia helps its clients for Branch establishment and management in Tunisia and Libya.

Tax

The Tunisian Income tax:
Ecovis KDH Partners Tunisia tax team advice on tax compliance and tax advisory services. We help you in the determination of the most tax efficient way to structure your foreign business, Structure the funding of your overseas business, incorporating local tax laws, Manage an effective tax rate and the timing of your transactions and Provide expatriate tax services.

Non resident individuals are subject to the Tunisian income tax levied on their Tunisian sources revenues.

It has to be noted that relief from double taxation is available through tax treaties to which Tunisia is signatory.

Tunisia has entered into tax treaties with most Arab countries, European Union countries the USA, Canada etc.

Tunisian Corporate Tax

Corporate income tax applies to resident companies and to permanent establishment of non resident companies. The standard rate of the Tunisian corporate tax is 30%. For some activities, the corporate tax rate is 35% (banks, financial institutions). It has to be noted that relief from double taxation is available through tax treaties to which Tunisia is signatory. Tunisia has entered into tax treaties with most Arab countries, European Union countries the USA, Canada etc.

Tunisia has enacted several laws to encourage foreign investment in the industrial, services, finance and tourism sectors. Various incentives are provided (exemptions, reduced rates, financial support, investment bonuses, a full tax allowance etc.) for by the Investment Incentives code. That is why foreign investments are increasing in Tunisia.

Tunisia Export incentives

Fully exporting companies are taxable at the rate of 10% effective 1 January 2012. Fully exporting companies established before this date benefit from whole exemption of their profits during 10 years.Then, the rate of 10% is applicable. It has to be noted that these companies doesn’t support any other material tax. Ecovis Tunisia helps its clients to benefit from all tax incentives.

Tunisia Regional development

Companies incorporated in regional development areas benefit from:

• Full tax exemption on profits for 10 years and a 50% tax base reduction for a new period of ten years.
• Full tax exemption on reinvested profits.
• Full assumption by the State of the employer’s contribution to the legal regime of social security, during the first 5 years in regional development areas, and partially (from 80% to 20%) during the following 5 years.
• Possibility that the State contributes to infrastructure expenses.
• 15% to 25% investment bonus based on the investment value (with limitations)

The high commission for investments is authorized to grant further incentives to investments projects deemed to be of special or significant importance.

The Tunisian investment incentives code covers all the activity sectors with the exception of mining, energy, domestic commerce and the financial sector which are governed by specific texts. For industrial and service activities, projects are declared at API’s offices (Sercie provided by Ecovis Tunisia). Nevertheless, certain activities must be authorized by the relevant ministry. The High Commission for investment must approve certain non-totally exporting service activities for Investment when foreign investors hold the majority interest in the company.

Certain common tax advantages foreseen in Articles 7,8 and 9 of the Investment Code may be granted upon a simple request. Financial advantages may be granted by the relative Minister’s decision after the advantage-granting commission’s opinion is received. Additional advantages may be granted after the superior Commission for Investment gives its opinion.

How Ecovis Tunisia can help

ECOVIS KDH Partners Tunisia – As members of Ecovis are perfectly placed to help you in the creation/ management / control of your business in Tunisia. Ecovis is represented in in nearly 80 countries worldwide, primarily in Europe, but also in the US and Asia, and is expanding fast.

Ecovis Tunisia provides accounting, legal, management and tax support and advice utilising the specialist, technical and local knowledge of its local and global members.