Do you want to start a business in Tanzania? The process is as easy as making a tea. The following guide should help you kick-start your dream business in Tanzania. In case of any inquiry or assistance, Fortis Attorneys will be with you throughout the process to make sure it is less costly and less time consuming.

A. Register a Local Company

A local company is any company incorporated in Tanzania regardless the citizenship of the members/shareholders of the said company or whether or not the said company is a subsidiary of a foreign company. The Registrar of Companies at the Business Registration and Licensing Agency (BRELA) is responsible for registration and regulation of companies in Tanzania. The minimum number of persons required to form any type of a company is two (2). The following basic processes are involved:

1.      Clearance of the proposed name of the Company

2.      Preparation of Memorandum and Articles of Associations, Forms 14a and 14b

3.      Submission of the above documents for inspection and assessment of fees payable

4.      Payment of assessed fees

5.      Submission of the documents and evidence of payment for registration

6.      Completing and submitting Form PL.5 (Integrity Pledge for Private Sector)

7.      Obtaining the Certificate of Incorporation

8.      Obtaining Certificate of Commencement of Business (for public companies)

The whole process can take between three (3) to seven (7) days at most. Fees structure is dependent on the proposed nominal/authorized share capital for companies limited by shares.For more details on how to incorporate a company, contact our Team.

B. Register a Foreign Company

A Foreign Company is any company incorporated outside Tanzania but having a place of business in Tanzania regardless the citizenship of the members (shareholders) of the said company or whether or not the said company is a subsidiary of a local company.  A Foreign Company is not deemed to have a place of business in Tanzania solely on account of its doing business through an agent in Tanzania at the place of business of the agent. Any Foreign Company wishing to establish place of business in Tanzania is required (within a month of establishing a place of business), to obtain a Certificate of Compliance from the Registrar of Companies. The following basic processes are involved:

1.      Submission of duly certified and translated copies (if the language used is other than English) of all necessary company documents including the charter, statuteor memorandum and articles of the companyfor inspection and assessment of fees payable

2.      Payment of assessed fees

3.      Submission of the documents and evidence of payment for registration

4.      Obtaining a Certificate of Compliance

The whole process can take between 3 to 7 days at most.For more details on how to register a foreign company, contact our Team.

C. Obtaining TIN (Tax Identification Number) Certificate

Upon obtaining Certificate of Incorporation or Certificate of Compliance for a newly registered company, the next step before commencing business will be obtaining a TIN from the nearest Tanzania Revenue Authority (TRA) offices where the registered office of the company is situated. In essence TIN becomes your business assumed identity in respect of all taxes and taxation matters save for VAT. The following requirements must be fulfilled to obtain TIN:

1.      Tax Assessment form

2.      Duly filled TIN application form (for company)

         3.      Duly filled TIN application form (for any director with no TIN)

         4.      Copy of Certificate of Incorporation/Registration or Certificate of Compliance

         5.      Copy of lease agreement or title deed (for registered office of the company)

         6.      Stamped copy of Memorandum and Articles of Association of the company

 

At least one director of the company must be physically present at the tax office to give their fingerprints. The process takes only hours and is free of any charge.For more details on how to obtain a TIN visit www.tra.go.tz or contact our Team for guidance.

D. Obtain Tax Clearance Certificate

It is a requirement to clear all the previous tax debts/liability before being issued with a business licence. Tax Clearance Certificate is a proof document that all your tax liabilities have been cleared. TRA is responsible for issuing Tax Clearance Certificates. Only a stamped application letter is needed here.

Before applying for Tax Clearance Certificate, all tax records should be in good order before submission. These records include audited accounts, returns and EFD machine receipts. One does not need to carry the documents because TRA have the records online. For new businesses TRA expects the applicants to have paid at least the first instalment (first 3 months) of tax estimates to get clearance certificate.For more details on how to obtain Tax Clearance Certificate, visit www.tra.go.tz or contact our Team for guidance.

E. Obtain Business Licence

It is a mandatory requirement for all business to have a valid general business licence in additional to any specific business licence the business has or required to have. Depending on the nature business,some business licences are issued by the Ministry of Industry and Trade and some are issued bylocal government authorities where the company’s registered office and any company’s branch office is situated. To obtain business licence, the following requirements must be fulfilled:

1.      Duly filled business license application form

2.      Copy of Certificate of Incorporation

3.      Stamped copy of Memorandum and Articles of Association

4.      Copy of company’s TIN Certificate

5.      Resident permit class "A" for foreign shareholders whose residential addresses in the Memorandum and Articles of Associations is in Tanzania

6.      Copy of lease agreement or title deed (for registered office of the company)

7.      Power of attorney for a Tanzanian resident, in case all shareholders are non-residents

8.      Tax Clearance Certificate

The requirements above are for general business. Depending on the business activity, some companies will be required to obtain specific business licences before obtaining a business licence from the Ministry of Industry and Trade or local government authorities; as for example, a copy of Customs Agency License for those applying for clearing and forwarding licenses and a copy of Tourism Agency license for those applying for licenses related to tourism promotion.For more details on how to obtain a licence and which licence is required for your business, contact our Team.

F. Obtain VRN (VAT Registration Number) Certificate

Value Added Tax (VAT) is a general consumption tax assessed on the value added to goods, services and immovable properties. Registration for VAT becomes mandatory to every business liable to pay VAT whoseturnover is above the statutory provided threshold. TRA is responsible for issuing VRN in Tanzania. The following requirements must be furnished in order to obtain VRN and VAT Registration Certificate:

1.      Copy of business license

2.      Duly filled application and registration form

For more details on which business activities is liable to pay VAT and how to obtain VAT Registration certificate visit www.tra.go.tz or contact our Team for guidance