In Togo, it is not as complicated as initiating a local business. The base is formed by your current company. The subsidiary expands your area of operation and secures your main operations. Knowing this process means that your expansion will be successful in the first place. This is an overview of registering as a subsidiary in Togo. You will learn to expect what you should and how to prepare, whether you are familiar with the legal system or not, and have to fill in the end-of-filing documents.
The reasons why Togo is welcoming to foreign investors
Togo is an ambitious destination for foreign business. The government has done this by ensuring that it does not give any of the foreign investors the sense that they are not welcome. No laws or practices exist to discriminate against outsiders. You are treated just like local entrepreneurs.
The 2012 Investment Code ensures relevant freedoms. Business enterprises can be created and owned by foreign and local bodies. There is a free flow of capital. All protection against expropriation of private property is given. These assurances are important when investing in resourceful investments with long distances away.
Most importantly, you are allowed to own 100 percent of your subsidiary in Togo. Partnering with local investors is not obligatory. Your company is still fully under your control. This is clear to international businesses that favour full ownership of their operations in Africa.
Knowing your subsidiary opportunities
Togo has a variety of legal structures for your subsidiary. The option is based on what you do in business and what you want to achieve in the long term.
Most foreign investors are attracted to the limited liability company that is locally referred to as SARL. One shareholder and one director are necessary in this structure. They may both be of any nationality. Neither must live in Togo. The parent company has the ability to become the only shareholder. This is the reason why the SARL is the best option for most international businesses. The SA or the public limited company is appropriate for bigger ambitions. It needs stricter governance and greater minimum capital. Not many foreign subsidiaries require this structure except when they are planning to go public or raise a large amount of capital. Lighter presence is the offering of representative offices. They would not be able to perform commercial operations, but would be able to research the markets and organise local partners. This alternative is suitable when one wants to explore a bit first and move on.
The stunning check-in procedure
Togo has altered its company registration. What used to take months to get done now takes hours. The government introduced a single window deal with all registration formalities called Centre de Formalites des Entreprises, abbreviated CFE.
This facility takes care of all that. The process of creating and modifying companies and their dissolution all pass through a single point. The previous system, which used to make several office visits, is no longer there. You put in your bid and get all you need.
Most of the visitors are impressed by the timeline. Registration is done in ten to thirty minutes after you have prepared the documents well. This productivity can compete with developed economies as well as surpass most of its neighbours on the regional scale.
Step-by-step registration
The registration follows a distinctive way. Plan well before going through them.
Check your company name in the beginning. Checking the CFE online portal or physically. Name approval helps to avoid conflicting with businesses that are already in operation.
Establish a domestic bank account under the name of the subsidiary. Pay the minimum amount of share capital. This is about one hundred seventy US dollars to a SARL. The bank also issues a certificate which verifies the deposit. This becomes the registration file.
Prepare the necessary documents. These consist of the identification of all directors and shareholders. Passport copies are offered by foreigners. The non-CEDEAO residents require valid residency permits. You should also have a declaration of no criminal conviction, as well as a geographic place plan of your registered office.
Submit everything to the CFE. Pay the registration fee. To non-CEDEAO nationals, it will cost about thirty-three thousand two hundred and fifty West African CFA francs, which is approximately fifty-five US dollars. Other residents in the country, nationals and residents of CEDEAO, pay a little less.
Take your company creation card. The document alone is a testament that your business is a legal one. It acts as evidence of registration for all future needs.
Post-registration requirements
Registration is the first step and not the last step. Your subsidiary is required to fulfil continuous requirements in order to be in good standing.
Tax registration is automatic through the process of CFE. Your company is given a tax identification number. It is essential to learn what you have to file on the first day.
The corporate income tax is imposed on the Togalese earned profits. The returns should be filed following the stipulated schedules. Registration of Value Added Tax is also mandatory with a specific turnover. You stay abreast with monthly VAT filings.
The commercial registry must receive annual returns. This is all that is required to keep your registration active. Lateness in filing attracts penalties which build up fast.
Subsidiary company
Your parent company is not just involved in terms of capital provision. Many unresolved issues have to be addressed.
In case the share capital of your subsidiary is over about one hundred and eighty thousand US dollars, its turnover is over four hundred and fifty thousand US dollars in a year, or you have over fifty employees, you have to appoint a statutory auditor. This external auditor certifies your compliance with the Togolese accounting and tax laws. There are requirements for dividend repatriation. The withholding is done on payments to the foreign shareholders. Togo adheres to the regulations of currency movement in West Africa. These are the best arranged by your tax advisor.
Board meetings may be held in virtual modes. Modern communication is permitted in the Togolese law. Make document decisions well, irrespective of the mode of meeting.
Conclusion: Your West African platform
A subsidiary in Togo will be a gateway to West Africa. This location has a prime position to serve one of the most business-friendly economies in the region. Another option is to venture into the West African Economic and Monetary Union, which is a free movement of goods and capital. Registration is done clearly and efficiently. The single window system of Togo eliminates the bureaucracy of the old-fashioned kind. The specifications do not impose any insurmountable obstacles. Your subsidiary will be your permanent presence in West Africa. It will supply your growth interests in the years ahead when properly established and maintained. The hard work today is your foundation for future prosperity in this receptive and prospective market.
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