At a glance
Branch office
A foreign company wanting to do business in Lebanon can establish a branch, which should have the same object as the mother company. The branch must first be registered with the Ministry of Economy and Trade, followed by a second registration at the Trade Registry. A director for the local branch needs to be appointed, as well as a lawyer with yearly fees.
Representative office
The foreign company may instead opt to establish a Representative Office in Lebanon. However, the representative office’s activity is restricted to the promotion of the head office’s services and products; a representative office may not engage in trade activities of any kind in Lebanon.
Setting up
To set up a branch or representative office, the foreign company’s Board of Directors must issue a proxy / power of attorney in favour of a Lebanese lawyer, granting the authority to register the company in Lebanon, to represent it, to sign documents and to take all necessary measures on its behalf.
Documents needed
- The foreign company’s by-laws and articles of incorporation (if applicable).
- The foreign company’s Certificate of Incorporation.
- The corporate resolution of the foreign company, resolving to: (i) set up the branch in Lebanon, (ii) appoint a specific person as manager of the branch and determine his powers, and (iii) appoint a Lebanese legal counsel / attorney to the branch.
- A copy of the manager’s identification papers or passport, and a copy of the lawyer’s bar association card (where applicable).
- Once the above original and legalised documents are sent to Beirut, they must be certified at the Ministry of Foreign Affairs and submitted for translation into Arabic by a competent translator.
Branch or representative office?
Representative office
A representative office offers technical assistance in the market and handles public relations. By law, it cannot perform any commercial activity that could generate business or profit, so its costs and expenses are borne by the foreign head office. Because of its nature, it is not subject to corporate income tax.
Branch office
A branch office can generally undertake any commercial activity, except activity that by law requires a certain legal form or conditions, and/or is reserved exclusively for Lebanese nationals and/or companies. For these reasons, a branch office is subject to corporate tax.