Business start-up and incorporation of companies

Business start-up and incorporation of companies

Since 2016, Tunisia has seen the establishment of a new legal framework for the creation of enterprises with a view to giving new impetus to the creation of enterprises and to encourage even more than before the potters of new projects.

The new legislative framework is set mainly by the law n ° 2016-71 of September 30th, 2016, bearing the law of the investment.

Hereafter, her main application texts are:

    • Decree 2017-388 of 9 March 2017, setting the composition and the organizational arrangements of the Higher Council of Investment, the administrative and financial organization of the Tunisian Investment Authority and the Tunisian Investment Fund and the rules of its operation.

      • Decree 2017-389 of 9 March 2017, relating to financial incentives for investments made under the law of investment.

      • Decree 2017-390 of 9 March 2017, establishing, organizing and operating procedures for a management unit by objectives for the realization of the project of revision of the authorizations of the exercise of the economic activities and fixing the nomenclature of Tunisian activities.

In addition, a law has been promulgated to revise the system of tax benefits, Law No. 2017-8 of February 14, 2017.

How does our Firm intervene?

In accordance with the aforementioned texts, we assist you in the following steps:

    • Search for anteriority with the INNORPI (National Institute of Standardization and Industrial Property) to validate the name of your company.

    • Drafting and discussion of articles of the statutes and other legal acts necessary for the definitive constitution of the company.

    • Formalities with the APII (Agency for Promotion of Industry and Innovation) to obtain your approval.

    • Registration and withdrawal of statutes.

    • Declaration of Existence and Tax Identification Card (Opening and Withdrawal of the License).

    • Filing at the court registry.

    • Legal publication in the Official Journal (JORT) in the Arabic and French languages.

    • Definitive registration in the Commercial Register and withdrawal of an extract from the commercial register.

    • Registration of the company at the CNSS.

    • As well as any other formality necessary for the definitive constitution of the company.

    • Our firm assists you in all these steps and delivers you a turnkey company.

The limited company

“Ltd”

It is possible to create a public limited company. The main advantage regarding this legal form is the ease with which the shares are transferable. This type of company must have at least 7 shareholders.

Its share capital is not necessarily fully paid up to the constitution, but only a quarter of the cash contribution must be paid at that time. The rest can be released over 5 years.

The limited company must appoint an auditor for the constitution of the company for a term of 3 years. It is administered by a board of directors composed of at least three members and twelve members at most.

The Limited Liability

Company “LLC”

The limited liability company consists of the contributions of at least two partners and not more than 50 associates.

The responsibility of each partner is limited to his contribution to the capital.

It is the most common form of society and the most adopted in Tunisia, particularly because of its low operating costs and the simplicity of its procedures.

In addition, the shares are not freely transferable to third parties outside the company with the express consent of the majority of partners.

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