Setting up a representative office in Tunisia involves specific regulations and registration procedures. Here’s an overview of the requirements and steps to establish a representative office in Tunisia:

Tunisia Representative Office (Bureau de Liaison):

  • A representative office in Tunisia must appoint at least one director who must be a resident in Tunisia.
  • This type of entity primarily functions as a liaison office and is limited to activities such as market research and promoting the business of the parent company.

Tunisia Company Registration Procedures:

  1. Reservation of the Company Name:
    • Entrepreneurs need to visit the one-stop shop for business startup, the National Center for Company Registration, to reserve the chosen company name, ensuring it’s available.
  2. Deposit the Capital in a Bank Account:
    • The company’s capital must be deposited in a special bank account (“compte bloqué”) opened in the name of the company to be incorporated. This account serves the sole purpose of depositing the capital. Once the business is established, the capital is transferred to a regular bank account.
  3. Submit the Application at the One-Stop Shop (APII):
    • Register with various authorities, including the Commercial Registry, Tax Authority, Social Security, and Labor Inspectorate, and obtain the company seal.
    • Submit the following documents:
      • 10 original copies of the articles of association
      • 4 declarations of the manager’s nomination
      • 4 reports from the Registrar (commissaire aux apports) if the capital is partially not paid-in in cash
      • Various copies of documents including proof of company domicile, IDs, bank statements, and investment declarations.
    • Upon review at the One-Stop Shop, the application is forwarded to relevant agencies for registration, including the Tax Authority, Commercial Registry, National Social Security Fund, and Labor Inspection.
    • Pay the required registration fees.

Accounting & Tax in Tunisia:

  • Corporate tax in Tunisia is imposed at a standard rate of 25%. Some specific industries, such as education, agriculture, or companies exporting all their output, benefit from a reduced rate of 10%. Companies must file tax returns three months before the end of the fiscal year.
  • The Value Added Tax (VAT) in Tunisia is levied at a standard rate of 18%. Companies are required to register for VAT immediately after incorporation and submit returns by the 28th of every following month.
  • Withholding tax rates include 20% on interest paid to non-resident companies and 5% on dividends remitted abroad. These rates may be reduced under double tax treaties.
  • Other withholding taxes include a 5% tax on profits from the sale of shares by non-resident companies and a 2.5% tax on the sale of land.
  • Tunisia imposes a real property tax at a standard rate of 5% on property transfers.
  • Social Security contributions are levied on employers at rates of 16.5% of employees’ gross salaries, while employees are subject to a rate of 9%.
  • Tunisia has signed 77 double tax treaties with different jurisdictions.

Establishing a representative office in Tunisia requires adherence to these regulations and tax requirements, ensuring compliance with the local business environment.

How to Set Up a Company in Tunisia: A Comprehensive Guide

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