Foreign investors

Setting up a subsidiary in Tunisia: the practical guide

Tunisia hosts the subsidiaries of hundreds of international groups, drawn by a skilled workforce, competitive costs, proximity to Europe and an established export-oriented industrial base. This guide covers the legal forms, the incorporation steps and the recurring compliance a foreign group must plan for.

SARL, SUARL or SA: choosing the legal form

The SARL (limited liability company, 2 to 50 shareholders) is the most common vehicle for operating subsidiaries. The SUARL is its single-shareholder variant, the natural choice when the foreign parent holds 100%. The SA (public limited company) is designed for large-scale projects and requires a board of directors and a statutory auditor in all cases.

The incorporation, step by step

Name reservation, drafting of the articles of association, deposit of the share capital in a Tunisian bank, registration with the Registre National des Entreprises (RNE), legal publication, tax registration and CNSS affiliation. Once documentation is complete, the incorporation itself typically takes a few weeks.

Running the subsidiary: what it takes every month

Accounting under Tunisian Accounting Standards (NCT) with group reporting in English (IFRS bridge), payroll and CNSS declarations, monthly and annual tax compliance, and statutory audit where thresholds are met. MGI BFC covers all of it as a single English-speaking point of contact in Tunis, member of MGI Worldwide. See also accounting outsourcing and Why invest in Tunisia.

Frequently asked questions

Which legal form should a foreign group choose?

Most foreign groups incorporate a SARL, or a SUARL when the parent is the sole shareholder. The SA is reserved for large projects. The right choice depends on the activity, the tax regime and the group's governance.

How long does the setup take?

Typically a few weeks once the documentation is complete; regulated activities or specific investment regimes can extend the timeline.

Can the subsidiary report in English under IFRS?

Statutory books are kept under Tunisian standards (NCT); group reporting is prepared in English with an IFRS or group-GAAP bridge, on the parent's calendar.

Is a statutory auditor mandatory?

Always for an SA, and for other forms once legal thresholds are exceeded. MGI BFC conducts statutory audits to ISA standards.