How to Register a Sole Proprietorship in Tunisia
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Tunisia is a fertile ground for starting a company. Firstly, the country is well placed between two valid markets - Asia and Europe. This means you will have better market presence and fewer things to worry about with logistics. Secondly, starting a business in Tunisia is much simpler, and cheaper, than establishing one in countries with similar business potential. The process can last up to 10 days and cost is an average of $500. With this in mind, we will give you some advice to set up a sole proprietorship in Tunisia, and embark on your first business venture.
Disclaimer: Be aware that this article is not a substitute for legal advice. Please always check official websites or seek legal advice before you take action.
Sole proprietorship in Tunisia
The sole proprietorship is the simplest way of conducting business in any country. While it has some disadvantages, this business entity is low maintenance and easy to set up. In Tunisia, a sole proprietorship is established by a single natural person, who is fully liable for any debts contracted by the company with their present or future wealth. This also means that should the company get legally prosecuted, you could be responsible with your personal wealth.
On the other hand, all of the profit your business acquires over time is also completely yours after taxation. In addition to this, a sole proprietorship doesn’t require a minimum capital to start, and very little capital to keep running. It is perfect for Liberal Professionals, individual consultants, or those early stages before your business gets off the ground.
Alternatives to sole proprietorship in Tunisia
There are a few alternatives to setting sole proprietorship in Tunisia that will allow you to operate your business in a similar way.
- LLC sole owner (SUARL) - The Société unipersonnelle à responsabilité limitée is a legal form of doing business that can be set up by a single natural person, and requires a minimum capital of 1000TD to be established. The company manager is the sole owner and can be liable for the company in case of bankruptcy. Also, the manager has penal responsibilities regarding taxes, which means that they can go to prison for withholding company taxes on income.
- Joint-stock partnership (2 partners) - you can get a similar form to a sole proprietorship if one of the partners is a silent partner and doesn't take part in management. This person is protected from liability as long as they don’t participate in managing the company. The active partner takes part in the management and has unlimited liability. The minimum capital required is 0.
- General partnership - which can have from 2 to 50 members with unlimited liability. The minimum capital required is 0.
What you will need
Before you can set up a sole proprietorship in Tunisia you will need to come up with a name. Then, check whether the name is available with the National Register of Companies (RNE). If the name is available, start getting your documentation ready and register your company.
- A photo ID - it can be a state issued ID card or passport
- Tax declaration card
- Registration certificate before the national register of companies (RNE)
- Administrative authorization - depending on the scope of activity
You will get your administrative authorization from a different source depending on what your company plans to do:
Regional commissions of Agricultural Development (CRDA) and Agricultural Investment and Promotion Agency (APIA) for agriculture, fishing or aquaculture, as well as services linked to these.
National Office of the Tunisian Tourism (ONTT) - for tourism including tourist transportation
National Office for Tunisian Artisans (ONAT) - for Arts and Crafts
Export Promotion Agency (CEPEX)Commercial one stop shop - for International Trade and Commerce
Agency for the Promotion of Industry and Innovation (APII) for basically everything else from manufacturing to teaching, health and cultural production.
Taxation system in Tunisia
As a sole proprietorship in Tunisia, you will have to pay tax depending on how much you make annually.
- For annual income from 0 to 5,000 TD - the tax rate is 0%
- For annual income from 5,001 to 20,000 TD - the tax rate is 26%
- For annual income from 20,001 to 30,000 TD - the tax rate is 28%
- For annual income from 30,001 to 50,000 TD - the tax rate is 32%
- For annual income over 50,000 TD - the tax rate is 35%
Other types of tax you will have to pay may include VAT tax or Social Security tax.
VAT in Tunisia
In Tunisia, all services your business provides are subject to Value Added Tax. VAT rates vary depending on the company activities and can be 18%, 12%, or 6%.
Independent contractors who are self-employed
Independent contractors who are self-employed or lack an employment contract are subject to Tunisia Social Security regime and are responsible for reporting and paying these fees themselves. Independent farmers, agricultural workers, fishers, artisans and drivers all fall within this category.