Company Registration in Togo

Togo is considered to be one of the potentially advantageous jurisdictions for investments due to its openness to foreign capital and the availability of multiple mineral resources (gold, iron, aluminium, chrome, etc.). In general, the economy of Togo is far from a developed one – its main emphasis is the agricultural sector now. Simultaneously, establishing a new company in Lome or any other city in this state will enable you to benefit from the next features.

Why to Invest in Togo?

If you evaluate the option of setting up a company in Togo, this commercial decision may open the next advantages available in this jurisdiction:

• openness to abroad investors;
• high degree of confidentiality;
• flexibility in opening and maintaining an enterprise in Togo;
• remote incorporation is possible 24/7;
• no currency control.

Legal ad Organizational Forms in Togo

It is possible to create a company in Togo by choosing one of the subsequent forms:

• Limited liability company – the most popular entity type feasible for a small business. It may be incorporated even by 1 person of any residency. This may be a corporate and natural person. All the legal and financial obligations of its shareholders are limited solely to the amounts contributed to this entity as their investments. A minimal share capital of USD 1,800 is expected for this corporate option.
• Joint-stock company – this is a more compound legal structure that is frequently chosen by medium and large businesses. This enterprise is eligible to issue and allocate its shares to the general public. Therefore, it is suitable for attracting investments on a large scale. A joint-stock company may be established by a single person of any residency. Both corporate and legal persons may be the shareholders of this body corporate. Their legal and financial responsibilities will be always restricted to the values of the shares they own. The minimal share capital of USD 18,200 is required to incorporate this legal person.
• Branch – this is an option feasible for an abroad corporate entity that may obtain the right to carry out in Togo the same operations as abroad after passing a simple registration procedure. A branch will never get the status of a body corporate. And its mother company will be 100% in charge of all of its obligations.
• Representative office – this is not a traditional business registration solution. A representative office allows a non-resident entity to conduct within the territory of Togo only research and promotional activities. A RO never obtains the status of a separate legal entity and is not entitled to conduct any business activities. The entire liability over all of its obligations bears its non-resident mother company.

How to Incorporate a Company in Togo?

Company registration in Togo will be completed upon passing the next stages:

1. Defining commercial goals and choosing the exact corresponding types of activities for a future entity.
2. Elaborating on the unique commercial name for an upcoming entity.
3. Collecting the particulars about the entity’s founders, managers, and beneficiaries.
4. Composing and executing all the required statutory documents and application forms.
5. Lodging the registration package to the Center of Business Formalities of Togo. Receiving the Certificate of Incorporation and making the respective entry in the Register of Companies (in the case of a positive decision on the matter).
6. Formalization of a new corporate entity to pay taxes and compulsory social security contributions.
7. Opening corporate bank accounts for a newly incorporated entity.
8. Applying for and obtaining a license for a preselected regulated type of commercial activity.

Legal and Regulatory Framework

The Togo legal system is quite stable. The local government is interested in involving foreign investments – among others, it simplifies registration procedures and makes different industry incentives available. At the same time, the risk of facing corruption is high in this jurisdiction. Entering the local market usually requires low transactional costs. For specific types of transactions, like construction, where licenses and permits may be requested.

Tax System in Togo

The business solution of the firm incorporation in Togo should be evaluated along with the subsequent tax highlights:

• Profit tax (for companies) – 27%
• Income tax (for individuals) – progressive scale from 0.5% to 35% is applied depending on the amount of income
• VAT – 18%
• Withholding taxes – (1) dividends – 0/7/13% (depending on a taxpayer) (2) interests – 0/3/6/13% (depending on a taxpayer and type of asset) (3) royalties – 5/10/20% (depending on a taxpayer).

Also, there are no separate capital gains taxes in Togo.

How Prifinance Lawyers May Assist You

If you wish to formalize your business presence exactly in Togo, Prifinance experts are prepared to foster the process and assist you with overcoming all possible risks that may emerge. Lawyers have more than 11 000 cases in their portfolio and will apply this expertise to make your business work according to your goals.