Business in Djibouti

Before incorporation, define the business idea, activity sector, legal form, and registered office. Depending on the case, the Office of Industrial and Commercial Property (ODPIC) issues a negative certificate (certificat négatif) for the name; statutes are then prepared and proof of capital or a bank certificate arranged. The one-stop shop (Guichet Unique) of the National Investment Promotion Agency (ANPI) combines incorporation procedures for domestic and foreign operators. Among other things, it coordinates registration in the Trade and Companies Register (Registre du Commerce et des Sociétés), tax registration with a tax identification number (NIF), and further formalities. Online applications are provided for by law. The Guichet Unique service fee is 1,000 FDJ; from a complete dossier, the target processing time is no more than 72 working hours. Current case-specific fees and possible delays should be confirmed before submission. Possible legal forms include a sole proprietorship (entreprise individuelle), a single-member limited liability company (EURL), a limited liability company (SARL), a simplified joint-stock company (SAS), a single-member simplified joint-stock company (SASU), and a public limited company (SA). The framework also provides for additional legal forms (SNC, SCS, SCA, SP and GIE). The choice changes liability, capital requirements, and management. Incorporation may require identity or birth records, a criminal record certificate (casier judiciaire), and, for companies, statutes and, where applicable, proof of capital or a bank certificate. Depending on the sector, the company may also need an activity permit. Foreign applicants generally submit a criminal-record extract from their country of origin. A foreign company operating in Djibouti must establish a branch (Succursale) and register it in the RCS within one month. Simplified routes exist for micro- and small businesses. According to the factsheet, the micro regime applies to turnover of no more than 2 million FDJ and 0 to 5 employees, while the very small enterprise (TPE) regime applies to turnover of no more than 5 million FDJ and 0 to 10 employees. The special rules target Djiboutian nationals conducting informal activities and needing financing; the TPE regime additionally requires a two-year business plan. A tax exemption applies during the first two years. Afterwards, the flat tax is 35,000 FDJ in Djibouti-Ville and 17,500 FDJ outside the capital for micro businesses, and 50,000 FDJ and 25,000 FDJ respectively for TPEs. A TPE business then enters the general tax regime. Current annual finance laws may change these conditions. Micro- and TPE businesses may be exempt at incorporation from RCS, Guichet, stamp, lease-contract, and other Guichet fees. The scope and duration depend on the year and status. Special TPE rules apply to construction, equipment, tourism, fishing, handicrafts, transport, and agriculture. In addition to RCS and the business license (patente), qualification or experience certificates and proof of sufficient funds may be required. Work below 15 million FDJ is legally reserved in the named sectors for qualified TPEs; the specific application should be checked against current tenders. The 2025 startup law (Startup Act 2025) provides a label for a Djiboutian company that is less than seven years old, uses substantial innovation or technology, pursues a scalable model, and holds more than 50 percent of its capital through Djiboutian individuals or seed-investment entities. During the validity of the label, the company may not distribute dividends. The Startup College (College des Startups) and the ministry are responsible through the Startup Djibouti portal (Startup Djibouti). The label may open access to exemptions from patent and corporate income tax, simplified customs procedures, and fund, sandbox, and financing frameworks; the implementing decrees must be checked in each case. After opening, RCS, tax, accounting, and licensing obligations continue. Changes in the RCS must be reported within 30 days, and a secondary establishment within one month. Employers must complete CNSS affiliation within 48 hours after opening the business and submit reports and payments monthly, no later than the 10th day. According to the factsheet, the total CNSS contribution is 21.7 percent of the payroll base; the split between employer and employee depends on the applicable regime. Missed RCS entries may lead to a court order or fine, and false information may be sanctioned. In the event of insolvency, the prescribed procedure must be initiated within 30 days. When closing, a sole proprietorship must report deregistration (Radiation) within one month after ceasing operations. For a company, the dissolution must be reported within one month; after liquidation is completed, the liquidator must also apply for deregistration within one month. Tax, CNSS, and contractual relationships must additionally be settled. Informal activities may facilitate access to smaller business forms, but they do not provide the same liability position, tender access, or tax certainty as formal registration. These routes are particularly relevant in Djibouti-Ville and for trade, logistics and port activities, construction, tourism, fishing, handicrafts, agriculture, and transport. Fees and enforcement may vary regionally; there is no single freely accessible real-time overview for all sectors.