Starting a Business in Benin

This table summarizes the procedures and costs associated with setting up a business in Benin.

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Standardized company

Legal Form: Limited Liability Company, Société à Responsabilité Limitée (SARL)
City: Cotonou

Registration Requirements Summary:


  Procedure Time to complete: Cost to complete:
1 Verify the company name 1 day included in the notary fees
2 Subscribe and deposit capital in a bank, obtain a receipt 1 day no charge
3 Obtain criminal records (casier judiciaire) for the founders from the Court 2 days FCFA 500
4 Have a notary public notarize the instrument of incorporation 3 days FCFA 250,000
5 Register the company at the Company Registry (‘Immatriculation au Registre du Commerce et du Credit Mobilier’) by going to the Court Registrar (‘Greffe du Tribunal’) 3 days FCFA 77900
6 File documents with the Centre des Formalités des Entreprises (CFE) 20 days FCFA 165,000 + Professional tax (13 -26% of property value)
7 Publish formation notice in the official gazette 1 day about FCFA 40,000

Registration Requirements Details

Procedure 1.
Verify the company name
Time to complete:
1 day
Cost to complete:
included in the notary fees
Name of Agency:
Comment:
In Benin, as in all member countries of the Organization for the Harmonization of Business Law in Africa (OHADA), any company must choose a unique company name before it is registered in the trade register.
Procedure 2.
Subscribe and deposit capital in a bank, obtain a receipt
Time to complete:
1 day
Cost to complete:
no charge
Name of Agency:
Comment:
Procedure 3.
Obtain criminal records (casier judiciaire) for the founders from the Court
Time to complete:
2 days
Cost to complete:
FCFA 500
Name of Agency:
Comment:
Procedure 4.
Have a notary public notarize the instrument of incorporation
Time to complete:
3 days
Cost to complete:
FCFA 250,000
Name of Agency:
Comment:
According to OHADA law, company statutes are executed by notary deed. The founders must provide the public notary with the following documents:
- Banking document, showing proof of the authorized capital.
- Passport or national identity card of each associate.
- The official report of the general assembly on the constitution of the company, duly signed by the associates, including the denomination, the social object, the company seat, and the statutory managers name.

The notary fee ranges from XOF 150,000 to XOF 500,000, depending on company capital.
Procedure 5.
Register the company at the Company Registry (‘Immatriculation au Registre du Commerce et du Credit Mobilier’) by going to the Court Registrar (‘Greffe du Tribunal’)
Time to complete:
3 days
Cost to complete:
FCFA 77900
Name of Agency:
Comment:
In practice it is the notary that registers the company at the Commercial Registrar.
Procedure 6.
File documents with the Centre des Formalités des Entreprises (CFE)
Time to complete:
20 days
Cost to complete:
FCFA 165,000 + Professional tax (13 -26% of property value)
Name of Agency:
Comment:
Centre des Formalités des Entreprises (CFE) is a single access point that allows the founders to carry out, in a single location, key legal requirements such as the tax declaration, import license, trademan’s card, registration with the Ministry of Trade, and affiliation with the Social Security Office (Office Béninois de Sécurité Sociale, OBSS).

The following documents are to be submitted:
- Statutes attested by a notary in four duly signed original samples.
- Revenue stamp of XOF 1,000.
- Manager’s recent criminal record (no more than 3 months old).
- Legalized copy of the founder’s identification card or passport.
- Banking document (justificatif bancaire), evidencing company capital.
- Three recent identification photographs of the founders (past 3 months).
- Legalized copy of the residence permit (for foreigners).
- Printed form of social security, if employees are recruited.

The total cost breakdown is as follows:
- Deposit of the memorandum and articles of association: XOF 5,000.
- Registration at the Commercial Registrar: XOF 10,000.
- Annual contribution of Chambre de Commerce et d'Industrie du Benin (CCIB): XOF 50,000.
- Contribution to the Chamber of Commerce and Industry of Benin: XOF 25,000.
- Publication of formation notice in the Official Gazette: XOF 40,000.
- Provision (Centre des Formalités des Entreprises, CFE): XOF 40,000.
- Revenue stamp (Timbre fiscal): XOF 1,000.
- Registration at national insurance: about XOF 34,500.

The social security contribution is 23% of the total amount of the monthly base salary if the salary is XOF 50,000 for each employee. The Social Security Office is now computerized. It is thus possible to affiliate a company in one day. The employee book is delivered in 2 to 3 months.
Procedure 7.
Publish formation notice in the official gazette
Time to complete:
1 day
Cost to complete:
about FCFA 40,000
Name of Agency:
Comment:
According to OHADA, only one publication is required. In practice, notary publics still publish two advertisements, the first on company objectives and the second on trade registration. If the notary organizes the publication, it is published in “La Nation.” If the CFE organizes the publication, it is published in the Official Gazette. The cost is XOF 40,000 for a single publication and XOF 52,000 for two publications.