Corporate Law at Lebanon
Certainly! Here’s a concise overview of Corporate Law in Lebanon:
Corporate Law in Lebanon
1. Legal Framework
Corporate law in Lebanon is mainly governed by:
Code of Commerce (Law No. 159 of 1960) – Covers company formation, operation, and liquidation.
Law No. 595 (2014) on the regulation of commercial companies.
Capital Markets Law – For public companies.
Lebanon follows French-influenced civil law traditions.
Companies must also comply with relevant tax and labor laws.
2. Types of Companies
| Company Type | Abbreviation | Key Features |
|---|---|---|
| Joint Stock Company | SAL (Société Anonyme Libanaise) | Limited liability; shares transferable; suitable for large businesses and public offerings |
| Limited Liability Company | SARL (Société à Responsabilité Limitée) | Liability limited to capital contribution; common for SMEs |
| General Partnership | SNC (Société en Nom Collectif) | Partners jointly liable |
| Limited Partnership | SCS (Société en Commandite Simple) | General partners have unlimited liability; limited partners have liability limited to their capital |
| Holding Company | Société de portefeuille | Holds shares in other companies |
3. Company Formation
Companies must register with the Commercial Registry.
Key steps include:
Drafting and notarizing the Articles of Association.
Submitting documents to the Ministry of Economy and Trade.
Registering with the Tax Authorities and obtaining necessary licenses.
Minimum capital requirements:
SAL: Minimum capital of approximately LBP 30 million (around USD 20,000).
SARL: No fixed minimum, but typically set in the articles of association.
4. Corporate Governance
SAL companies require:
Board of Directors (3 or more members)
General Assembly of shareholders
SARL companies are managed by one or more managers appointed by shareholders.
Annual General Meetings are mandatory for major decisions.
5. Taxation and Reporting
Corporate income tax rate is 17% (plus other taxes).
Companies must keep proper accounting records and submit annual financial statements.
Audits are mandatory for SAL companies and large SARLs.
6. Foreign Investment
Foreigners can freely invest and own companies.
Some restrictions may apply in strategic sectors.
Foreign investors must register with the Investment Development Authority of Lebanon (IDAL) to benefit from incentives.
7. Dissolution and Bankruptcy
Voluntary dissolution requires shareholder approval and settlement of debts.
Judicial liquidation occurs when the company is insolvent.
Bankruptcy procedures are governed by the Code of Commerce.
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