QUESTIONS & ANSWERS
Where is the local registry for domain names in Lebanon?
The Lebanese Domain Registry in the American University of Beirut (LB-DOM) is the local registry for domain names in Lebanon.
Can the chief executive officer (CEO) act as the general manager of the joint stock company?
Yes. The board of directors elects the chief executive officer-general manager of the company and determines her prerogatives. The board of directors may also appoint a general manager who will perform her functions under the supervision and personal responsibility of the chief executive officer.
Can a limited liability company be dissolved if one of the partners becomes bankrupt?
No, as long as there are three or more remaining partners.
When does the appointment of auditors for my limited liability company become mandatory?
The appointment of one or several auditors by the limited liability company becomes mandatory if:
• The number of partners exceeds 20
• The company’s capital exceeds LBP 30,000,000
• A request is made by one or more partners representing at least 20% of the capital
How can I open a branch of a Lebanese company if the company is in Lebanon?
• The following documents are required to open a branch of a Lebanese entity in Lebanon:
- A request form filed by the person or her legal agent
- Clearance from the National Social Security giving capacity to register a branch for a merchant or a company
- For companies, minutes of a general assembly meeting signed by the legal signatory and the shareholders, where a decision was taken to open a branch
• The procedure takes approximately 48 hours and includes:
- For merchants:
✓ Filing a request form with the commercial register in the department where the branch is to be opened:
o the applicant should mention the decision taken to open the branch (minutes of general assembly meeting), and
o the applicant should mention the branch address
✓ Filling a form to be registered as a merchant whereby the new branch is mentioned
✓ Signing the request by the signatory at the commercial register
✓ The merchant obtaining a certified copy
- For corporations:
✓ Registering the minutes of the general assembly meeting at the commercial register
✓ The general manager or her legal agent obtaining a certified copy
Can a limited liability company be dissolved by the death of one of the partners?
No, a limited liability company won't dissolve by the death of one partner. The parts of the deceased partners are automatically transferred to her heirs.
What are the steps to be undertaken after registering the sole proprietorship in Lebanon?
After registering as a merchant or a sole proprietorship, a person should register at the Chamber of Industry and Commerce in order to benefit from services offered such as extended contact lists and further protection to her business. The registration fee is approximately LBP 300,000.
Every end of April, the person should file taxes through an account or online on the website of the Ministry of Finance: https://eservices.finance.gov.lb
Should I deduct a reserve from the net profit of my joint stock company?
Yes, you should. The board of directors should keep 10% of the company’s net profit to form a legal fund reserve until such an amount equals 1/3 of the capital.
What should the joint stock company's articles of association include?
A joint stock company’s articles of association should include the following:
• Company’s name
• Company’s purpose
• Company’s duration
• Company’s main office
• Company’s capital
• Number of shares
• Value and type of shares (nominal or bearer)
• Profits distribution and management
• Prerogatives of the board of directors
What are the tax requirements imposed on a representative office in Lebanon?
A representative office is not subject to VAT since it does not generate any income on the Lebanese territory. However, it is subject to tax on salaries and wages and to the tax applied on non-residents (if any) mentioned in articles 41 and 42 of the income tax law.
How long does it take to incorporate an offshore company in Lebanon?
The process for registering an offshore company in Lebanon takes 24 to 48 hours after gathering all the required documents.
Can I include in my patent application more than one invention?
No, you can't.
What does the copyright law protect?
The protection of the copyright law applies, among other works, to:
• books, archives, pamphlets, publications, printed material and other literary, scientific and artistic writings
• lectures, addresses and other oral works
• audiovisual works and photographs
• musical compositions with or without words
• dramatic or dramatic-musical works
• choreographic works and pantomimes
• drawings, sculpture, engraving, ornamentation, weaving and lithography
• illustrations and drawings related to architecture
• computer programs whatever their language and including preliminary work
• maps, plans, sketches and three-dimensional works relative to geography, topography, architecture or science
• any kind of plastic art work whether intended for industry or not
How can I incorporate a limited liability company?
In order to incorporate a limited liability company, the following should be fulfilled:
• A request for incorporation including:
- The name of the company in English and Arabic
- A summary of the company’s business
- The company’s office address
- The names of the partners and their parts (shares)
- The name of the general manager, her employment duration, her prerogatives
• If the partners are individuals, a copy of each partner’s ID
• If the partners are companies, the articles of incorporation of such companies, their certifi-cates of registration, the documents empowering a person to sign on their behalf, the minutes of meeting of the general assembly of such companies empowering each company to participate and own equity in the limited liability company and appointing one person to sign on their behalf and duly represent them
• A copy of the certificate evidencing the LBP 5,000,000 bank deposit at any Lebanese bank
• A proof of ownership of the company’s office (i.e. deed of ownership, rent agreement or permit signed by the owner before the notary public allowing the company to use his premises as an office)
• Articles of incorporation (to be prepared by the lawyer) notarized and signed before the clerk of the commercial register where they are filed
• A certificate of registration for the company (to be prepared by the lawyer)
• A commercial circular issued by the competent commercial register
• The minutes of meeting of the partners constituent assembly (to be prepared by the lawyer)
• The partners should sign the articles of association before the notary public in two copies
• The company’s shares should be distributed among the partners, and their value should be fully paid up with the paid amounts being deposited in a bank
• The lawyer should register the company with the commercial register in which jurisdiction the company’s headquarters are located
Can I claim priority over a trademark under the Paris Convention for the protection of industrial property?
Yes, you can.
Should I appoint a lawyer for my joint stock company?
Yes, you should. Each joint stock company is required to appoint a Lebanese lawyer.