Reference
Company types in Lebanon
Lebanon has four company forms that matter. The SARL is the default for trading inside Lebanon. The SAL is the joint stock company. Use it for transferable shares and regulated activity. The offshore SAL serves clients entirely outside Lebanon. It pays no tax on profit. The holding SAL owns shares in other companies. Client location drives the choice. Size does not.
Choosing a structure
Start with your clients. Form an offshore SAL if all are outside Lebanon. The tax difference is large enough that nothing else competes. If any meaningful revenue comes from inside Lebanon, an offshore company cannot serve those clients.
Form an SAL if you need outside investors or freely transferable shares.
Banking, insurance, savings schemes and scheduled air transport are closed to a SARL. They require an SAL.
Otherwise, form a SARL. It is cheaper to form. It is cheaper to run. You need neither three shareholders nor a board.
Side by side
| Feature | SARL | SAL | Offshore SAL | Holding SAL |
|---|---|---|---|---|
| Clients | Anywhere | Anywhere | Outside Lebanon only | Its own subsidiaries |
| Minimum capital | LBP 5,000,000 about US$56 | LBP 30,000,000 about US$335 | LBP 30,000,000 about US$335 | LBP 30,000,000 about US$335 |
| Paid at registration | In full | One quarter of each share | One quarter of each share | One quarter of each share |
| Owners | 1 to 20 | 3 minimum, always | 1 is sufficient | 3 minimum |
| Corporate income tax | 17% | 17% | Exempt | Sliding scale on capital and reserves |
| Dividend withholding | 10% | 10% | Exempt | Exempt |
| Annual lump-sum tax | None | None | LBP 50,000,000 about US$560 | None |
| Auditor | Above LBP 30,000,000 of capital, about US$335 | Required | Required | Required |
| Management | Manager, a natural person | Board and chairman | Board and chairman | Board and chairman |
| Foreign ownership | Yes | Yes, sector permitting | Yes | Yes |
| Governing text | Code of Commerce, Law 126/2019 | Code of Commerce, arts. 77 onward | Decree-Law 46/1983 | Decree-Law 45/1983 |
SARL
This is the standard limited liability company. Most Lebanese trading and service businesses use it.
Capital must be at least LBP 5,000,000, about US$56. You must pay this in full before registration. The money must sit in a Lebanese bank. Partial payment is forbidden.
A SARL takes one to twenty partners. Law 126/2019 created the single-partner SARL. A sole-partner SARL cannot be the sole partner of another SARL.
One or more managers run the company. They must be natural persons. They can be partners or outsiders.
Share transfers require partner approval. This makes a SARL bad for outside investment.
An auditor becomes mandatory in three cases. First, capital reaches LBP 30,000,000 (about US$335). Second, partners exceed twenty. Third, partners holding at least 20% of capital request one.
A SARL cannot do everything. The law bans it from banking, insurance, savings and cooperative activities. It cannot operate scheduled air transport. It cannot invest third-party funds.
SAL
This is the joint stock company. It is a heavier structure. Use it to trade shares freely. Use it for outside investors. Use it for restricted sectors.
Minimum capital is LBP 30,000,000, about US$335. Article 83 sets this figure. It remains unchanged since 1992.
You must pay a quarter of the nominal value of each share at subscription. Law 126/2019 enforces this per share. You cannot pay a quarter of the total and leave some shares untouched.
Article 77 requires at least three shareholders. This applies at formation. It applies for the life of the company. It is a strict rule.
An SAL requires a board of directors. It requires a chairman. It requires an auditor from day one.
Some companies hold public-service concessions. Article 78 applies to them. They must keep at least a third of their capital in Lebanese hands. This means Lebanese natural persons or wholly Lebanese-owned companies.
Offshore SAL
This is a joint stock company formed under Decree-Law 46/1983. Its business activity must remain entirely outside Lebanon.
The tax benefits are absolute. It pays no corporate income tax. It pays no withholding on dividends.
It pays a flat LBP 50,000,000 a year, about US$560. It pays this whatever it earns.
You can manage it from inside Lebanon. A single shareholder can own it. It can employ people in Lebanon. Many online sources get this wrong.
It has strict limits. It cannot serve clients resident in Lebanon. It cannot carry on banking or insurance.
Full reference on offshore companies
Holding SAL
Decree-Law No. 45 of 24 June 1983 governs this structure.
A holding company does not trade in its own right. It owns participations in other companies. It lends to its subsidiaries. It holds intellectual property.
It pays tax on a sliding scale. The state calculates this on capital and reserves. Profit does not affect the calculation. Distributed dividends pay no withholding.
This is the correct structure for a group holding several operating companies. It is the wrong structure for a cheap way to run a normal business.
Individual establishment
This is a sole trader registration. It is not a company.
Registration is quick and cheap. It creates no separate legal personality. Business debts are personal debts.
Lawmakers introduced the single-partner SARL in 2019. Few reasons remain to prefer the individual establishment.
Sources
- Lebanese Code of Commerce, Legislative Decree No. 304 of 24 December 1942, articles 77 to 84 and the provisions on limited liability companies.
- Law No. 126 of 29 March 2019 amending the Code of Commerce.
- Decree-Law No. 45 of 24 June 1983 on holding companies.
- Decree-Law No. 46 of 24 June 1983 on offshore companies, as amended by Law No. 19 of 2008 and Law No. 85 of 2018.
- Lebanese Income Tax Law: corporate income tax at 17%, withholding on distributed dividends at 10%.
General information, not legal or tax advice. Figures stated as at September 2026. Amounts converted from Lebanese pounds use the official rate and move with it.
Need this applied to your situation?
This page is general. What you should do depends on what you do. That requires a conversation.