Country Guide: Tanzania

Company Formation in Tanzania

A complete guide to navigating BRELA and the TIC. Learn the requirements, corporate structures, and capital thresholds for establishing a legal entity in East Africa’s largest logistics, mining, and consumer market.

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The Role of BRELA and the TIC

Business registration in mainland Tanzania is administered by the Business Registrations and Licensing Agency (BRELA). The entire incorporation process has been digitized through the BRELA Online Registration System (ORS), meaning all Memorandum and Articles of Association (MEMARTs) and statutory forms are filed and processed electronically.

For foreign direct investment, the Tanzania Investment Centre (TIC) is your vital regulatory partner. Operating as a highly effective One-Stop Facilitation Centre, the TIC assists foreign investors with securing tax exemptions, processing work permits for expatriates, and acquiring land derivative rights.

3 – 7 Days

Average BRELA Turnaround

30%

Standard Corporate Tax

$500,000 USD Minimum Capital

Required for a TIC Certificate of Incentives

Types of Companies You Can Register

Tanzania’s Companies Act offers familiar corporate structures based on English Common Law principles.

Private Limited Company (LTD)

The most prevalent structure for SMEs and foreign subsidiaries. Under Tanzanian law, a private limited company generally requires a minimum of two directors and two shareholders. It cannot offer its shares to the general public, and liability is limited to the shares held.

Public Limited Company (PLC)

Designed for large-scale operations looking to raise capital via the Dar es Salaam Stock Exchange (DSE). A PLC requires a minimum of seven shareholders, faces stricter statutory auditing compliance, and must hold regular formal meetings.

Branch Office (Foreign Company)

Foreign companies executing specific localized contracts can register a branch. The parent company retains full liability. It requires submitting deeply authenticated corporate documents from the parent company’s home jurisdiction to BRELA.

The Formation Process

BRELA ORS Name Clearance

Create an account on the BRELA Online Registration System. Submit your proposed company name for clearance. Once approved, the name is reserved, allowing you to proceed with uploading incorporation documents.

Filing MEMARTs & Digital Submission

Prepare the Memorandum and Articles of Association (MEMART) and statutory forms (e.g., Form 14a, Form 14b). These documents must be signed, notarized by a Commissioner for Oaths in Tanzania, and uploaded to the ORS portal alongside passport copies.

BRELA Incorporation & TRA TIN Generation

Upon review and payment of stamp duties and registration fees, BRELA issues a digital Certificate of Incorporation. Next, you must immediately apply for a Taxpayer Identification Number (TIN) from the Tanzania Revenue Authority (TRA).

Business License & Statutory Registrations

Obtain a general Business License from the Ministry of Industry and Trade (MIT) or local municipality. Finally, register the company with the National Social Security Fund (NSSF) and the Workers Compensation Fund (WCF).

Foreign Investors & The TIC

While Tanzania allows 100% foreign ownership in most commercial sectors, foreign investors are highly encouraged to secure a Certificate of Incentives from the Tanzania Investment Centre (TIC).

To qualify, a wholly foreign-owned enterprise must demonstrate a minimum capital investment of $500,000 USD. Holding this certificate provides massive operational advantages, including 100% exemption on import duties for project capital goods, automatic expatriate work permit quotas (up to 5), and guaranteed unconditional transferability of net profits.

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Compliance to Watch

⚠️ EFD Machines (TRA): Tax compliance in Tanzania is strict. Every VAT-registered business (and many non-VAT ones) is legally mandated to issue receipts exclusively through a TRA-approved Electronic Fiscal Device (EFD) machine. Failure to do so incurs massive fines.
⚠️ BRELA Annual Returns: Companies must file annual returns digitally via the ORS portal. The system is rigid—if you miss a filing, the portal restricts you from making any other corporate updates (like changing a director) until arrears are cleared.
⚠️ Zanzibar Distinction: If you plan to operate in Zanzibar, you must register through the Zanzibar Investment Promotion Authority (ZIPA) and the Zanzibar Business and Property Registration Agency (BPRA). Mainland BRELA registration does not automatically grant you the right to trade in Zanzibar.

Need Professional Assistance?

Navigating the BRELA ORS portal, notarizing documents locally, and securing the TIC $500k Certificate of Incentives requires specialized on-the-ground expertise. Let our corporate advisors handle the bureaucracy and complete your setup in Tanzania.

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