Benin

Starting a Business in

Benin

Listed below is a detailed summary of the bureaucratic and legal hurdles an entrepreneur must overcome in order to incorporate and register a new firm, along with their associated time and set-up costs.  It examines the procedures, time and cost involved in launching a commercial or industrial firm with up to 50 employees and start-up capital of 10 times the economy's per-capita gross national income (GNI).

The information appearing on this page was collected as part of the Doing Business project, which measures and compares regulations relevant to the life cycle of a small- to medium-sized domestic business in 183 economies. The most recent round of data collection for the project was completed in June 2011.

  • Standardized Company

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

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No. Procedure Time to Complete Associated Costs
1 Verify the company name

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.
1 day included in the notary fees
2 Subscribe and deposit capital in a bank, obtain a receipt


1 day no charge
3 Have a notary public notarize the instrument of incorporation

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.

Since the revision of the OHADA's Uniform Act on General Commercial Law, the entrepreneur can submit a sworn declaration at the time of registration of the company and will have to provide for a copy of the criminal records within 75 days after the incorporation of the company.
3 days XOF 250,000
4 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’)

In practice it is the notary that registers the company at the Commercial Registrar.
3 days XOF 77900
5 File documents with the Centre des Formalités des Entreprises (CFE)

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.
- 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.
20 days XOF 165,000
6 Publish formation notice in the official gazette

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.
1 day about XOF 40,000
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