Ben Slama

Law firm specializing in investment in Tunisia

The Tunisian legislation pertaining to investment presents a plethora of opportunities, conveniences, and assurances to prospective investors, courtesy of a newly implemented, alluring legal framework. Its overarching objective is to introduce greater flexibility, openness, and appeal to both local and foreign investors.

investment in tunisia

A new law concerning investment:

The Law No. 2016-71 of September 30, 2016, known as the Investment Law, consists of a mere 25 articles, designed to facilitate consultation and comprehension. This law has harmonized its provisions with international standards for investment codification (such as market access, incentives, institutional aspects, and arbitration), aiming primarily to revitalize foreign investment by assuring foreign investors while enhancing the competitiveness and export capacity of the Tunisian economy. The law now applies to all economic activities without exception. The advantage of this law lies in the fact that investors can realize their projects by addressing the Tunisian Investment Authority, which serves as their sole point of contact for guidance, support, and assistance. Furthermore, the law allows foreign investors to acquire non-agricultural real estate for their investments, whereas previously, they were limited to industrial or tourist zones. The law also permits foreign investors to employ up to 30% foreign executives until the third year (from the date of company establishment or commencement at their discretion), and this percentage may increase with authorization from the Ministry responsible for employment. Additionally, the law allows foreign investors to freely convert their profits and assets abroad. Thus, the law has limited the discretionary power of the central bank, simplified procedures and setting a specified timeframe for response notification to foreign investors. The law also ensures equal treatment without discrimination between foreign and Tunisian investors. This law provides for four types of investment incentives: the value-added and competitiveness increase incentive, the employability capacity development incentive, the regional development incentive, and the sustainable development incentive. These incentives can be accumulated if their total does not exceed one-third of the investment cost. The implementing decrees of this law were promptly enacted, including the following key decrees:

  • Governmental Decree No. 388 of March 9, 2017, establishing the composition and organizational modalities of the Higher Investment Council, the administrative and financial organization of the Tunisian Investment Authority, the Tunisian Investment Fund, and the rules governing their operations. The Higher Investment Council is tasked with determining the state's investment policy. The Tunisian Investment Authority (T.I.A) will serve as the sole interlocutor for investors undertaking projects with a cost exceeding 15 million Tunisian Dinars.

  • Governmental Decree No. 389 of March 9, 2017, concerning financial incentives for investments made under the Investment Law.

  • To benefit from these incentives, investors must:
    • Submit an investment declaration before project commencement.
    • Submit a written request for incentive grants within one year from the date of submitting the investment declaration.
    • Self-finance the project at a rate of 30% of the investment cost (10% for Category A investments in the agricultural, fishing, and marine animal breeding sectors).
    • Maintain accounting records in compliance with the law and have a regularized tax status at the time of application submission and throughout the incentive period.
    • Carry out the investment using new equipment.
    This law provides financial and fiscal incentives for regional development, varying according to two groups of regions. Investments made in regions belonging to the first group can benefit from a 15% investment incentive with a ceiling of 1.5 million Tunisian Dinars, a total deduction of 100% from the taxable base for five years, a subsequent 10% submission, and employer contributions covered for five years. On the other hand, investments made in regions belonging to the second group can benefit from a 30% investment incentive with a ceiling of 3 million Tunisian Dinars, a total deduction of 100% from the taxable base for ten years, a subsequent 10% submission, and employer contributions covered for ten years. For the agriculture and fishing sectors, this law grants a 15% investment incentive (for medium and large projects) and 30% (for small projects) with a ceiling of 1 million Tunisian Dinars. Regarding priority sectors, the investment incentive is set at 15% with a ceiling of 1 million Tunisian Dinars for around twenty activities across all regions of the country (such as electronic industries, textile and apparel, ICT, etc.).
    • Governmental Decree No. 417 of May 11, 2018, concerning the list of economic activities subject to authorization and the lists of administrative authorizations for project implementation and their simplification. This decree, which consolidates and unifies in a single legal framework all references and legal requirements for carrying out activities subject to authorization, will undoubtedly facilitate the tasks of various stakeholders involved in the investment process. Activities not listed in this decree will be freely exercised by the investor. Indeed, this decree establishes an exclusive and detailed list of 100 economic activities subject to authorization, categorized into 8 sectors, namely:

    • Education.
    • Telecommunications.
    • Healthcare.
    • Natural resources and useful substances.
    • Land, maritime, and air transportation.
    • Banking, finance, insurance, and the financial market.
    • Hazardous and polluting industries.
    • Certain commercial and service activities.

liens utiles

The law regarding the production of electricity from renewable energies:

Law No. 12 of May 11, 2015, concerning the production of electricity from renewable energies, aims to combat the worsening energy deficit, achieve energy independence, and diversify the energy mix while reducing the challenges posed by fluctuations in international oil and gas prices. To accomplish this goal, this law encourages the development of renewable energies by strengthening the electricity supply in Tunisia, incentivizing private initiatives in this promising sector, and liberalizing the production and export of electricity. This law has established three regimes for the implementation of electricity production projects from renewable energies, which are of particular interest to operators in the sector. These regimes are:

  • Self-consumption.
  • Independent electricity production for local consumption.
  • Electricity export.
This law has been amended by Law No. 47 of May 25, 2019, which aims to improve the business climate, specifically through Article 7 of this law.

law in tunisia

Law No. 49 of November 27, 2015, on Public-Private Partnership (PPP)

Through the promulgation of this law, the State affirms its commitment to the development of public-private partnerships (PPP). The primary objective of this legislation is to diversify project financing resources and optimize the mechanisms of tender processes, thereby facilitating infrastructure development and fostering collaboration between the public and private sectors. This law mandates that PPP projects undergo a comprehensive feasibility study, encompassing both technical and economic aspects, with a focus on public profitability. The partnership takes the form of a partnership agreement signed between the public and private partners, allowing for the participation of the public partner in the capital of the project's management company, albeit with a minimal stake. Moreover, to incentivize banks to co-finance projects, the State reserves the right to use the infrastructure developed by the private partner as collateral for loans, thereby providing an additional layer of security. This law is closely aligned with Law No. 23 of April 1, 2008, which pertains to the concession regime. Both laws, namely the PPP law and the concession law, were further amended by Law No. 47 of May 25, 2019, aimed at improving the business climate. These amendments aim to make the PPP law even more appealing by granting the holder of a PPP contract the rights to exploit the facilities constructed, along with the provision of bonuses.

law in tunisia

The Law regarding Tax Benefits

Law No. 8 of February 14, 2017, on the restructuring of the tax benefits system.

Law No. 47 of May 29, 2019, concerning the enhancement of the investment climate.


The Startup Act

It is materialized by Law No. 8 of April 17, 2018, concerning startups. Thus, Tunisia has established a highly attractive legal framework dedicated to startups, aimed at facilitating their financing, establishment, and growth.
This legal framework comprises the law itself, as well as Decree No. 840 of October 11, 2018, which sets the conditions, procedures, and deadlines for granting and withdrawing the startup label, along with the benefits and advantages provided to startups. It also includes the organization, prerogatives, and functioning modalities of the certification committee. Additionally, two circulars issued by the Central Bank of Tunisia, No. 2019/21 and 2019/02, are part of this framework.
The startup label is granted to companies that meet the following conditions:

  • Being less than 8 years old since its establishment.
  • Having a workforce of fewer than 100 employees and an annual balance sheet or turnover below 15 million Tunisian Dinars (MDT).
  • Having over two-thirds of the capital held by individuals, investment entities, or foreign startups.
  • Possessing an innovative economic model, particularly in technology.
  • Targeting a high-potential market for economic growth.
The startup label remains valid for a maximum duration of 8 years from the company's establishment date and provides numerous benefits and incentives, including:
  • Exemption from corporate income tax throughout the label's validity period.
  • State coverage of salary and employer contributions during the label's validity period.
  • Access to a special foreign currency account that can be freely funded and managed.
  • Issuance of a technology card with a ceiling of 100,000 Dinars.
  • Customs advantages, including certification as an Authorized Economic Operator (AEO), allowing for simplified customs procedures.
  • Exemption from homologation and technical control procedures by the Telecommunications Research and Study Center during importation.
Moreover, this law offers a multitude of advantages to investors, aiming to incentivize investment in startups or regulated investment entities in startups. These advantages include:
  • Deduction of invested amounts from the taxable base.
  • Exemption from capital gains tax on profits realized from the sale of participation in startups.