FAQ

There are two main laws:

1. Egyptian companies Law no. 159 of 1981 and its amendments.
2. Egyptian investment Law no. 72 of 2017 and its amendments.

You can find English versions of the Egyptian Companies Law, Egyptian investment Law and their executive regulations on our website. 

Companies Law is the main law that all types of companies may be established under its provisions while the investment law is the law which including a group of incentives and guarantees to attract investors in some activities, hence no companies may be established under the provisions of the investment law except if the activity of the company was included in the activities mentioned in the article no. 1 of the general provisions of the executive regulation of the investment law.

There are many fields and activities mentioned in the article no.1 of the general provisions of the executive regulation of the investment law which are as follows:

1. The Industry Sector, which includes:

1) The industrial activities that transform the raw materials and change their shapes by mixing, treating, forming or filling them, and assembling the parts and components and installing them for producing middle or final products. This shall not include the manufacturing of smoke, tobacco, snuff, alcoholic beverages and all kinds of wines.

2) The design or manufacturing of the industrial machines and equipment, production lines and performance management or restructure the factories. This includes:

a. To carry out the engineering designs to the equipment, production lines and factories.

b. To prepare the templates and models of machines and products and manufacture and promote them.

c. To produce the equipment and production lines.

d. To conduct the performance management of the industrial projects and utilities projects of different activities and technically and administratively restructure of the factories.

4) The integrated industry development of the industrial estates or completion of development, or marketing or managing the industrial estates established under a decision by the Prime Minister, including the following:

a. To prepare the economic and planning studies of the industrial estates.

b. To prepare the economic, engineering and technological studies of the projects.

c. To construct the infrastructure and the external sources of the infrastructure of the industrial estates.

d. To market and promote the plots of industrial estates for attaching the capitals and industrial projects to the industrial estates.

e. To construct factories buildings in the industrial estates for presenting them as premade buildings to the projects.

f. To manage the industrial estates and maintain their utilities and facilities.

It may practice these activities collectively or individually.

2.  Agriculture, livestock, poultry, and fish production sector, which includes the following:

1) Reform and cultivate the fallow lands and deserts including:

(a) To reform and equip the lands with the basic facilities that make them cultivatable.

(b) To cultivate the reformed lands.

On condition that the lands shall be allocated for the purposes of reform and cultivation, and using the modern methods of irrigation, not the flooding method.

2) The Animal, Poultry and Fish Production

(a) To raise all kinds of animals, whether for producing progeny, milk, fattening or meat.

(b) To raise all kinds of poultry and birds, whether for producing progeny, incubation, eggs, fattening or meat.

(c) Horse breeding.

(d) Fish farms.

3) Genetic engineering in fields of plants and animals.

3. Trade Sector, which includes:

The projects that invest in the fields of development of the internal trade to stimulate and promote the investments in the commercial activities represented in the following: (business centers, wholesale, retail, chains of supply, provided that it should be an Egyptian Joint-Stock Company, with the exception of the companies and establishments working in the underdeveloped regions and the new urban communities.

4. The Education Sector, regardless of the type or level, which includes:

1) To establish, manage or operate schools.

2) To establish, manage or operate schools and institutes of technical education.

3) To establish d universities.

5. The Health Sector, which includes:

To construct the hospitals and medical and treatment centers, including:

a- The specialty, integrated or public hospitals, and the internal treatment or medical activities included therein.

b- The diagnostic or treatment medical centers.

On condition that they should present (10%) annually for free of the number of occupied beds for the hospitals and the cases subject to the medical or treatment service for the center.

6. The Transportation Sector, which includes:

1) Public transport from and to urban cities and communities according to the following controls:

- The transport capacity should be at least (300) seats for the project.

- The vehicles used in the project should be new and not previously licensed or used.

- The vehicles should be operated by natural gas. No diesel-operated vehicles may be imported for this purpose.

- To provide garages and maintenance workshops for the companies inside the new cities.

- The location for the activity should be inside the new urban community.

- The companies shall set out the traffic lines and times of the company's vehicles as approved by the competent Traffic Dept.

- To post guiding signboards in the car forefront stating the traffic line.

- To observe the conditions and controls of the Ministry of Transport in terms of loads, lengths and other conditions and controls.

- To observe the conditions of environment protection and pollution prevention.

2) River, marine and coastal transport of the vessels working under the Egyptian Flag and high seas:

a- The river transport, including transport of passengers, goods, and materials of all kinds or containers by using the different river means of transport.

b- The marine and coastal transport, including transport of raw materials, goods and passengers by the vessels working under the Egyptian Flag.

c- The marine transport of high seas, including transport of raw materials, goods and passengers oversea by using the vessels and different marine means of transport such as the carriers, steamships and boats.

3) Air transport and the related services by direct line:

a. Air transport of passengers and goods, whether by scheduled or charter flights in accordance with the controls as applicable with the competent authorities.

b. To establish, equip, operate, manage, maintain and utilize the airports and landing fields or any parts thereof, and operate, manage, maintain and utilize the existing airports and landing fields, and the other services directly related to the air transport such as maintenance, catering and training in accordance with the controls as applicable with the competent authorities.

4) Land transport of goods including transit and railway transportation.

5) Chilled transport of goods and refrigerators of keeping the crops, industrial products and foodstuffs and container stations and silos, including to possess and hire the chilled transport of goods and refrigerators of keeping the crops, industrial products and foodstuffs and chilling or freezing them, and the container stations and cereal storage silos. The said activities include the shipping and unloading services as necessary for practicing any activity.

7. The Tourism Sector, which includes:

1. Hotels, safari yachts, motels, apartment hotels or the like, touristic villages and camps and touristic transport, which include:

(a) The fixed and afloat hotels, yachts, motels, hotel apartments and suites, touristic villages, and the related activities including the service, entertainment, sporting, commercial and cultural activities, and completion and extensions of their facilities, provided that the level of hotels, motels, hotel apartments and suites and touristic villages should be at least three-star, and the total area of sold units thereof should not exceed 50% of the total built areas of the project capacity.

(b) The tourist camps provided that their level should be at least three-star.

The touristic projects in the New Valley Governorate and the districts located outside of the Old Valley as set out under the decision of Prime Minister shall be excluded from the three-star condition mentioned in the above Clauses (a & b).

(c) All land, Nile, marine or air means of transport specified for transporting the tourists.

(d) Integrated tourism development projects, provided that they are in the form of an Egyptian joint-stock company.

1) Touristic marketing and management of hotels, motels, hotel apartments and touristic villages.

2) Set up, operation and management of the Nile bower with the integrated services as necessary for operating and insuring them.

On condition that it should protect the river environment from the pollution and fires in the sites set out and approved by the competent authorities in accordance with the conditions issued by such Authorities, and the capacity of each one of them should not be less than 24 floating hotels.

3) Set up and operation of the marine yachts, golf playgrounds, diving centers and the related activities.

4) The therapeutic tourism of the patients by organizing the reservation procedures with the hospitals and medical centers and others as set out under the decision issued by the Health Minister in coordination with the Tourism Competent Minister.

5) Environmental tourism by establishing the environmental inns, the bird and coral reef sighting sites, and other exceptional environmental systems.

6) The service companies of the archeological sites and museums in accordance with the controls and rules set out under the decision issued by the Competent Authority.

8. The Housing, Construction, And Building Sector, including:

1) The housing which their units are fully leased for the purpose of non-administrative housing, on condition that the number of units should not be less than fifty residential units, whether constructed as one building or many buildings.

2) The social housing projects and the housing projects for those of low-income.

3) The investment in real estate in the new cities and urban communities, underdeveloped districts and the districts located outside of the Old Valley.

4) The infrastructure, including the water, sewage, electricity, roads, telecommunication and multi-level garages, car park meters, metro lines, surface metro lines, car tunnels, irrigation pump stations, that include:

a. Construction, operation, management and maintenance of the sewage plants or industrial sewage and purification and their connections.

b. Construction, management, maintenance and utilization of the highroads and expressways.

c. Design, construction, operation, management and maintenance of the petro lines or any parts thereof.

d. Design, construction, operation, management and maintenance of the surface metro lines inside or between cities.

e. Design, construction, operation and management of the car tunnels.

f. Construction, operation and management of the multi-story garages with build, operate & transfer (BOT) system, whether underground or aboveground and the meters of the car park with BOT system.

7. Preparation of the technical and economic researches and studies and feasibility study of the Investment Projects in the field of infrastructure.
8. Design, construction, operation, management, maintenance or utilization of the railways and metros inside and outside.
1. The operation, maintenance and utilization of the movable transport units inside and outside.
10. Construction, operation, management and maintenance of the irrigation pump stations and their distribution network and lines of transport to the lands allocated for reform and cultivation.

5. Planning, construction and development of the urban areas (industrial estates, urban communities, underdeveloped districts and the districts located outside of the Old Valley).
6. The Sports Sector, which includes

all sporting services, including the management, marketing or operation of the athletics, or establishing the special clubs or health academies or clubs or fitness centers, provided that the companies performing all kinds of sporting services should take the form of joint-stock companies.

10. Electricity and Energy Sector, including

 The design, construction, production, management, operation or maintenance of the power stations of different sources and their distribution networks and selling them.

11. Petrol & Natural Resources Sector, which includes:

The processes of exploration, excavation and utilization of mines, quarry and oil wells and mining and transport and connection of gas. This includes:

1) The petroleum services which support the excavation and exploration processes, including:

a. The petroleum drilling and exploration processes.

b. Maintenance and activation of the oil wells.

c. Maintenance of drilling equipment and petroleum pumps.

d. Sinking water wells and surface wells as necessary for the petroleum.

e. The civil works complementary to the drilling works and maintenance.

f. Treatment of surfaces from precipitation.

g. The services related to dropping the packing tubes and production pipes.

2) Construction or management of natural gas reception stations, regasification or preparation thereof for distribution or installing the gas networks from the production sites to the use sites from development cities and villages and districts by special tankers or pipes. This shall not include transport of petroleum.

3) Activities involving natural or industrial salt caches or rock salt.

12. Water sector, including

The construction, operation, management and maintenance of water desalination plants and refining the same, and their distribution networks and lines of transport and treating and recycling them in accordance with the technical and scientific standards stated in this regard.

13. Communication and Technology sector, including

The IT and communication projects and computer systems and their development and the projects invested in the development of the intellectual property rights, including the patents and industrial templates and drawings, according to the following;

1) IT and communication industry, including the industrial activities, design and development of electronics, data centers, outsourcing activities, software development and technological education,

2) Design and production of programs:

a- The description, analysis and design of programs, databases and applications of different kinds.

b- Design and production of programs and applications and creating the databases and IT systems and their operation and training.

c- Production of electronic content in different forms, including the sound, photo and data.

d- Inputting data into the computer by electronic means.

3) Design and production of computer equipment:

a- The description, design and development of different kinds of computer systems.

b- Production and development of built-up systems and their operation and training.

4) Design and construction of the information and communication infrastructure projects:

a- The description and design of data transfer and circulation networks.

b- Implementation and management of the data transfer and exchange networks.

5) Telecommunication and internet services.

6) The projects invested in the development of intellectual property rights, including the patents and industrial templates and drawings.

7) Establishing the audio, image, and data transfer networks and providing the added value services after obtaining the license from the competent authorities in accordance with the applicable laws, including the mobile phone networks.

8) Construction, management, operation and maintenance of the telecommunication stations and networks and satellites after obtaining the license from the competent authorities in accordance with the applicable laws, including broadcasting.

9) The projects of scientific research and development and the projects supporting the space sciences and remote sensing and modern technology projects.

10) Construction and management of the training centers for the qualification of researchers and IT transfer centers.

11) Construction and management of consulting and studies centers specialized in the field of information and communication and developing them.

12) The technological business incubator and entrepreneurship support.

13) The activities related to the digitalization of the traditional audio, image, and data content, including the digitalization of the scientific, cultural, and technical content.

Articles nos. 3 to 14 of the new investment law no.72 of 2017 regulated the investor’s guarantees and incentives which are as follows:

Investment Guarantees and Incentives

Chapter (1)

Investment Guarantees

Article (3)

All the investments established within the Arab Republic of Egypt shall receive fair and just treatment.

The State shall ensure to the foreign investor the same treatment given to the national investor. Under a decree issued by the Cabinet of Ministers, an exception can be made granting the foreign investors a preferential treatment in the application of the principle of reciprocity.

The invested funds shall not be governed by any arbitrary procedures or discriminatory decisions.

The State shall grant the non-Egyptian investors residence in the Arab Republic of Egypt throughout the Project‟s terms without prejudice to the provisions of the relevant regulating laws and in the manner stipulated by the Executive Regulations of this Law.

The State shall honor and enforce the contracts it concludes. The Investment Project established on a basis of deceit, fraud, or corruption shall not enjoy the protection, guarantees, privileges, or exemptions established under the provisions of this Law, and this shall be established by an irrevocable court judgment issued by the competent judicial authority or an arbitration award.

In the area of enforcing the provisions of this Law, all the decisions related to the affairs of the Investment Project shall be justified and passed to the concerned parties in the manner regulated by the Executive Regulations of this Law.

Article (4)

The Investment Projects may not be nationalized.

The Investment Projects‟ property may not be expropriated except for the public utility, and for fair compensation to be paid in advance without delay, and whose value shall equal the fair economic value of the expropriated property on the day preceding the expropriation decision date. Such compensations shall be remittable with no restrictions.

These Projects may not be sequestrated through administrative procedures, except under an irrevocable court judgment. Further, these Projects may not be seized except under a court order or judgment, and only in the cases stated in the Law.

The Investment Projects‟ property may not be attached, confiscated, or frozen except under a court order or irrevocable judgment, except for the tax debts and social insurance subscriptions due to the State which may be collected through all types of attachment, without prejudice to the contracts concluded by the State or the public legal persons with the Investor.

No Administrative Authority may issue general regulatory decisions that add financial or procedural encumbrances in relation to the establishment or operation of Projects which are subject to this Law or impose or adjust the fees or consideration of services on the Projects, except after seeking the opinion of the Authority‟s Board of Directors and obtaining the approval of the Cabinet of Ministers or the Supreme Council.

Article (5)

No Administrative Authority may revoke or suspend the licenses issued for the Investment Project or reclaim the real-estate properties allocated for the Project before issuing a warning to the Investor about the violations he is charged with, listening to his point of view, and giving him an adequate grace period to rectify the causes of the breach.

In all cases, the opinion of the Authority must be sought before issuing the decisions referred to in Paragraph (1). The Authority shall express its opinion within 7 days from the date of receiving a request that meets all the prescribed legal procedures.

The Investor may appeal this decision before the Committee provided for in Article (83) of this Law.

The Executive Regulations of this Law shall regulate the rules governing the enforcement of the provisions of this Article and the controls thereof.

Article (6)

The Investor shall have the right to set up, establish, expand, and fund the Investment Project from abroad with no restrictions and with the foreign currencies. The Investor shall also be entitled to own, manage, use, and dispose of the Project and to make profits from the project and to transfer such profits abroad, as well as liquidate the Project and transfer the proceeds of such liquidation, in whole or in part, abroad without prejudice to the rights of third parties.

The State shall allow the availability of all cash remittance operations associated with the foreign investment freely and without delay to and from the State, using a free transferable currency. The State shall also permit the conversion of the local currency into a freely usable currency without delay.

In case of liquidation, the Competent Administrative Authorities shall advise the Authority and the company under liquidation of its liabilities within 120 days maximum from the date the liquidator has submitted his request enclosed with the required documents. The expiry of this period without notification of such liabilities shall be deemed as discharging of the company under liquidation from the liabilities, without prejudice to the criminal and disciplinary liability of the person responsible for issuing such false statements or the person responsible for the lapse of the period referred to without replying to the request.

All such procedures shall be taken in accordance with the Executive Regulations of this Law.

Article (7)

Without prejudice to the provisions of the laws, regulations, and decrees regulating the importation, the Investment Projects subject to the provisions of this Law shall have the right to import, whether directly or through third parties, the raw materials, production supplies, machinery, spare parts, and transportation that suit the nature of their activity, which are required for the establishment, expansion, or operation thereof, without the need to be registered in the Register of Importers.

Further, these Projects shall have the right to export their products, directly or through an intermediary, without a license and without the need to be registered in the Register of Exporters.

The Investment Projects which conduct importation or exportation in accordance with the provisions of this Article, whether directly or through third parties, shall provide the Authority with a quarterly report on the quantities and types imported or exported, as the case may be.

Article (8)

The Investment Project shall have the right to appoint foreign workers in the amount of 10% maximum of the total number of workers in the Project. This rate may be increased to 20% maximum of the total number of workers in the Projects, in case it is not possible to appoint national workers who have the required qualifications, in accordance with the controls and rules set forth by the Executive Regulations of this Law.

For some strategic projects with a special significance which are identified under a resolution issued by the Supreme Council, exceptions from the said percentages may be made, provided that training is provided to the national labor.

The foreign workers in the Investment Project shall have the right to remit their financial dues, in whole or in part, abroad.

Chapter (2)

Investment Incentives

I. General Incentives

Article (9)

All the Investment Projects subject to the provisions of this Law shall enjoy the general incentives provided for in this chapter, except for the projects established under the Free Zone Regime.

Article (10)

Memoranda of Incorporation of companies and establishments, along with the credit facility and pledge contracts associated with their business shall be exempted from the stamp tax, as well as fees of the notarization and publicization for a period of 5 years from the date of registration in the Commercial Register.

The contracts of registration of the lands required to set up the companies and establishments shall be exempted from the said tax and fees.

The companies and establishments subject to the provisions of this Law shall be subject to Article (4) of the Customs Exemptions Law promulgated by Law No. 186 of 1986 related to the collection of a unified customs tax bracket in the amount of two percent (2%) of the value of all the imported machinery, equipment, and devices required for the set up of such companies.

This unified customs tax bracket shall also apply to all the machinery, equipment, and devices imported by the companies and establishments operating in the public utility projects which are required for the setup or completion of such companies.

Without prejudice to the provisions of temporary clearance provided for in the Customs Law promulgated by the Law No. 66 of 1963, the Investment Projects with an industrial nature which are subject to the provisions of this Law may import the casts, moulds and other similar production supplies, with no customs duties, for temporary use in manufacturing products, and, thereafter re-exported abroad.

Such customs release and re-exporting abroad shall be effected by virtue of the bill of lading; provided that ingression and reshipment documents are registered in the register prepared for such purpose at the Authority in coordination with the Ministry of Finance.

II. Special Incentives

Article (11)

The Investment Projects set up after this Law enters into force according to the investment map shall receive an investment incentive in the form of a discount off the taxable net profits, in the following manner:

1. A 50% discount off the investment costs of Sector (A):

This sector includes the geographic locations which most urgently need development, in accordance with the Investment Map, and based on the data and statistics issued by the Central Agency for Public Mobilization and Statistics, and according to the distribution of investment activities in such areas as indicated by the Executive Regulations of this Law.

2. A 30% discount off the investment costs of Sector (B):

This sector covers the rest of the areas in the Arab Republic of Egypt, in accordance with the distribution of the investment activities, for the following Investment Projects:

The labor-intensive projects in accordance with the controls provided for in the Executive Regulations of this Law;

The small and medium enterprises;

The projects which depend on or produce the new and renewable energy;

The national and strategic projects defined under a decision issued by the Supreme Council;

The tourism projects defined under a decision issued by the Supreme Council;

The electricity generation and distribution projects defined by a decree issued by the Prime Minister upon a joint proposal by the Competent Minister, the Minister concerned with the electricity affairs, and the Minister of Finance;

The projects which export their products outside the Geographic Territory of the Arab Republic of Egypt;

The automotive manufacturing and auto feeding industries;

Wood, furniture, printing, packaging, and chemical industries;

The antibiotics, oncology drugs, and cosmetics industries;

The food, agricultural products, and agricultural waste recycling industries; and

The engineering, metallurgical, textile, and leather industries.

In all cases, the investment incentive shall not exceed 80% of the paid-up capital until the activity start date, in accordance with the provisions of the Income Tax Law promulgated by Law No. 91 of 2005.

The discount period should not exceed 7 years from the activity startup date.

The Prime Minister shall pass a decree upon a joint proposal by the Competent Minister, Minister of Finance, and the concerned Minister, determining the distribution of the sub-sectors of the investment activities in the said sectors (A) and (B).

The Executive Regulations of this Law shall indicate the concept of investment cost, the geographic scope of the Sectors (A) and (B), and the conditions and controls of granting of the special incentives. The Executive Regulations shall also list the investment sub-activities included in the Prime Minister‟s decree referred to once it is issued.

New activities may be added by the Supreme Council‟s decision to enjoy the special incentives.

Article (12)

To enjoy the special incentives provided form in Article (11) of this Law, the Investment Projects are required to meet the following conditions:

1. A new company or establishment shall be incorporated to conduct the Investment Project.

2. The company or establishment shall be incorporated within 3 years maximum from the date that the Executive Regulations of this Law enter into force. This term may be extended for another term under a decree issued by the Cabinet of Ministers and upon a proposal by the Competent Minister.

3. The company or establishment shall keep regular accounting books. In the event the company or establishment operates in more than one zone, it may benefit from the percentage prescribed for each zone as long as it keeps separate accounting books for each zone.

None of the shareholders, partners, or owners of the establishment have presented, contributed, or used any of the material assets of a company or establishment that existed on the date the provisions of this Law entered into force in the setting up, incorporation, or conducting of the Investment Project which enjoys the incentive, or have liquidated this company or establishment within the term set forth in Paragraph (2) of this Article for the purpose of setting up a new Investment Project that enjoys the special incentives referred to. Violation of this term shall nullify the incentive mentioned and the company or establishment shall be liable to pay all the due taxes.

III. Additional Incentives

Article (13)

Without prejudice to the incentives, privileges, and exemptions provided for in this Chapter, the Cabinet of Ministers may issue a decree granting additional incentives to the Projects provided for in Article (11) of this Law, as follows:

1. Allowing the establishment of special customs offices dedicated for the Investment Project‟s exports or imports in agreement with the Minister of Finance;

2. The State shall incur the expenses paid by the Investor, in whole or in part, for the extension of utilities to the real-estate properties allocated for the Investment Project, upon the operation of the Project;

3. The State shall incur a part of the expenses of the technical training provided for the staff;

4. Refund 50% of the value of the land allocated for the industrial projects in case the production starts within 2 years from the land delivery date; and

5. Allocate lands free of charge for some of the strategic activities in accordance with the relevant rules prescribed by the law.

Upon a proposal by the Competent Minister, the Cabinet of Ministers may pass a decree to introduce new non-tax incentives whenever it is necessary.

The Executive Regulations indicate the rules of granting the additional incentives prescribed in this Article as well as the controls and rules of such incentives.

Article (14)

The Authority’s Chief Executive Officer, or whoever he authorizes, shall issue the certificate required to enjoy the incentives provided for in Articles 10, 11, and 13 for the companies and establishments subject to this Law.

This certificate shall be deemed irrevocable and effective without the need for approvals from other bodies. All the authorities shall act upon this certificate and comply with the data contained therein.

The General Authority for Investment and Free Zones (GAFI)

1. One-person company (OPC)
2. Limited Liability Company (LLC)
3. A company limited by shares
4. Joint-stock Company
5. Partnership Company
6. Limited Partnership Company

The liabilities of the partners are differ based on the type of the company as follows:

1. Joint-stock company: the liability of shareholders is limited to the value of their shares.
2. Limited Liability company: the liability of the partners is limited to the value of their shares.
3. The company limited by shares: there two types of partners 1- shareholder: the liability of the shareholder shall be limited to the value of his share 2-  Acting or Active partner: The liability of this partner shall not be limited in its share in the company but it shall extend to include his own money and it shall be owned by one shareholder and one active partner at least.
4. One-person company: the liability of the owner of the company shall be limited to the capital of the company.
5. Sole proprietorship: it is an establishment and the liability of the owner of this establishment shall not be limited in the capital of the establishment but it shall extend to include his private money.
6. Partnership Company:  The liability of the partner shall not be limited to its share in the company but it shall extend to include his own money
7. Limited partnership company: There two types of partners 1. Active partner: The liability of this partner shall not be limited to its share in the company but it shall extend to include his private money. 2. Dormant partner: The liability of this partner shall be limited to its share in the company and it shall not extend to include his private money.

The incorporation fees are different based on the capital value, the type of the company and the governing law, however, the governmental fee is not too much in general and anyone may establish a company with a governmental fee not exceed USD 100. Feel free to contact us to know the actual cost to incorporate your company.

It is possible to incorporate a company in Egypt on the same day under the VIP service, for extra-governmental fees, upon preparing all documents.

Yes, it is permitted to establish a one-person company as per the latest amendments in the companies’ law.

The minimum numbers of partners in the limited liability company are two partners.

 The minimum numbers of founders in the Joint-stock company are three founders.

The minimum numbers of partners in the partnership company are two partners.

The minimum numbers of partners in the limited partnership company are two partners

Yes, however, the purpose of the branch shall be limited to perform a certain project in Egypt. 

1. A notarized power of attorney to be legalized from the Egyptian consulate.
2. Choosing the name of the company
3.  Transferring the capital of the company which shall be EGP 50000 to extract bank certificate.
4. A copy of the founder’s passport
5. The Certificate of the Auditor of the company; and
6. A possession deed of the company’s headquarter or the lease contract of the same

1- An application submitted in the name of the GAFI attached with two copies of the power of attorney issued by the Mother Company (Note: it had to be authenticated and notarized).

2- A copy of the Mother Company’s Bylaws and/or a copy of the commercial register of the mother company.

3- A copy of the resolution issued by the Mother Company to open a branch in Egypt.

4- A statement from the Mother Company states that (“It has not opened a BRANCH before in Egypt”).

5- Opening a Bank Account in the name of the BRANCH.

6- A banking Certificate provides transferring, in dollar currency, an amount equals to 5000 EGP.

7- A number of two copies of the lease contract or the ownership deed of the Branch’s location (Notes):

1. It has to be stamped from the Notary Public Office with having a date proven;
2. showing the original contract for reviewing purposes; and
3. The contract shall state that the objective is to use the place as a branch for the company.

8- A number of two copies of the contract concluded with any Egyptian entity.

9- A number of two copies of the commercial registry of the Egyptian company that the Mother Company contracted with.

10- Filling in the security checks made for the Mother Company and the manager of the branch in case s/he will be a non-Egyptian.

General Notes:

(1)- All the above-mentioned documents shall be translated to a certified Arabic Translation and it shall be legalized from the Egyptian Consulate and the Egyptian Ministry of Foreign Affairs.

(2)- Certain Activities need the approval of the related competent authorities before registering the Branch at the GAFI (“General Authority for Investment and Free Zones”). Accordingly, you have to mention exactly and in detail what kind of Technology activities you will exercise in Egypt.

There are some documents that you are kindly requested to prepare from your side which are as follows:

1. Notarized powers of attorney from all founders (minimum two founders) to be legalized form the Egyptian consulate. 
2. Copies of valid ID and passports of founders;
3. An official original certificate obtained from the register of Accountants and Auditors in order to review and approve the balance sheet of the company. In case the original was previously furnished to GAFI, and an acceptance declaration shall be submitted.; 

We shall prepare the following documents from our side:

4. A certificate of non-confusion of company name approved by the Commercial Register;
5. A copy of the Bar Association Card of the lawyer who signs the articles of association;
6. A security check on foreign founders and managers;
7. The name and address of the company’s legal consultant (who must be a lawyer at least admitted before the Court of Appeal);
8. In the event of sharing in-kind shares upon incorporation, the report provided by the experts specialized in the professions stated by the law, must be submitted.

1. A certificate of non-confusion of company name approved by the Commercial Register;
2. A bank certificate to the effect that at least 10% of the issued capital has been deposited;
3. Copies of relevant powers of attorney from all founders (minimum three founders). It shall be noted that Original Powers of Attorney must be submitted for matching against the copies;
4. Copies of valid ID of founders
5. An official original certificate obtained from the register of Accountants and Auditors to the effect that the company’s auditor is entitled to review and approve the budgets of the company. In case the original was previously furnished to GAFI, an acceptance declaration shall be submitted.
6. A copy of the Bar Association Card of the lawyer who signs the articles of association;
7. A security check on foreign founders;
8. The name and address of the company’s legal consultant (who must be a lawyer at least admitted before the Court of Appeal);
9. In the event of sharing in-kind shares upon incorporation, the original report of GAFI’s committee, which evaluated such in-kind shares, must be submitted; and
10. In the event of incorporating a company to operate under the Free Zones System in accordance with Law No.72 of 2017, the aforementioned required documents must be submitted together with the following:

• In respect of the public free zone, GAFI’s approval prior to incorporation must be obtained.
• In respect of the private free zone, the approval of the Cabinet must be obtained prior to incorporation.

It is forbidden for the representative office to conduct business in Egypt since the only purpose for establishing the representative office is market study.

1. A request for registration addressing Head of the Investment Service as per the official form prepared for such purpose.

 2) A receipt from the Security Department, acknowledging receipt of the security verification forms of the foreign company and the office manager.

3) A photocopy of the foreign company’s articles of incorporation and statute along with a certified Arabic translation of a summary of both. It should be noted that the articles of incorporation must be authenticated by the Egyptian embassy or consulate abroad and by the Authentication Office at the Egyptian Ministry of Foreign Affairs.

4) A copy of the decision issued by the BOD of the foreign company showing its approval on the opening of an office in Egypt and the appointment of an Office Manager thereto. The decision must be authenticated by the Egyptian embassy or consulate abroad or by the Authentication Office at the Egyptian Ministry of Foreign Affairs upon review of the original copy of the decision and its certified Arabic translation.

5) Data concerning the Manager of the Representation Office:

• If the manager is a foreigner, a certificate should be submitted stating respective full name – first, father, middle and surname – in Arabic and Latin letters, as well as nationality and a copy of the passport, should be attached thereto.
•  If the manager is an Egyptian, a certificate should be submitted stating respective full name-first, father and surname – nationality, place of residence, ID number and date of issuance and a copy of the ID card should be attached thereto.

 6) A copy of the power of attorney authenticated by the Egyptian embassy or consulate abroad or by the Authentication Office at the Egyptian Ministry of Foreign Affairs (upon review of the original copy).

7) A copy of the leasing contract of the representative office provided that the contract is registered by date at the Notary Public and Registration Office.

8) A copy of the receipt proving payment of the L.E1000 (one thousand Egyptian pounds) office registration fees. In the event the office does not receive approval to operate, this fee will be refunded.

9) A bank certificate addressed to the GAFI Investment Service Division proving that the representative office has a transferred from abroad balance in foreign currency of what is equivalent to L.E5000 (five thousand Egyptian pounds) at the least.

It is worth to mention that on 13 November 2018, Egypt’s General Authority for Investment and Free Zones (GAFI) issued Decision No. 742 of 2018, which establishes controls for representative offices in Egypt, as follows:

• At the start of each year, representative offices must submit a statement including:
  • For employees, their names, functions, nationalities, compensation, and the percentage of salaries paid to Egyptians.
  • Work that will be initiated during the year.
  • Changes to the activities of the representative office.
  • Decisions by the head office about expected future operations in Egypt.
  • Timetable for completing remaining studies, and for providing a statement of the conclusions and proposed actions following those studies.
• Foreign companies that establish a representative office should establish a company or branch in Egypt within three years of registering the representative office.
• The registration period for representative offices is a maximum of one year. However, the registration will be renewed annually, provided the representative offices comply satisfactorily with the annual statement submission.
• Representative offices must restrict their activities to conducting market studies and research. Foreign companies that violate this restriction should establish a subsidiary or branch within six months from being notified of the violation. If this is not done, GAFI may cancel the registration of the representative office.

Not required recently.

Yes, it is permitted except for the activities restricted for Egyptians.

First of all, we should note that the article of association is a model contract prepared by GAFI and it is not permitted to amend its provisions or conditions or replace it by another contract and The founders are only entitled to complete some data related to the founder’s names, shares numbers, capital …………etc. 

Besides the article of association, the partners may sign a separated agreement provided that the provisions of this agreement shall not breach or contradict with the provisions of the article of association, otherwise the breached term shall be void.

Yes, the legal person may be a partner in different types of companies whatsoever. 

The minimum capital limit required for establishing a one-person company is EGP 50000 (fifty thousand Egyptian pounds) to be paid in full at the time of incorporation.

No minimum capital required in the limited liability company, moreover, it is not required to deposit the capital of the company at the time of incorporation.

The minimum capital limit required for establishing a joint-stock company which not offering its shares in public is EGP 250000, ( Two hundred and fifty thousand Egyptian pounds)  while the minimum capital limit required for establishing a joint-stock company which offering its shares in public is EGP 1000000 (one million Egyptian pounds).

The minimum capital limit required for establishing partnership and limited partnership companies are EGP 300000.

The authorized signatory can contract and conduct business in the name of the company upon registering the company at the commercial register

The corporate tax rates in Egypt are 22.5% on the company’s taxable profits as per the provisions of Egyptian law.