FDI in venture capital/private equity funds/companies are subject to local incorporation and prior authorisation by the competent authority, including on the basis of the expected contribution to the financing of investments in the priority sectors of the Tunisian economy.
"Article 2: Within the meaning of this government decree, the following terms mean:
Authorizations: the prior approval granted by the administrative authority to the applicant fulfilling the legal conditions required for the exercise of the economic activity or for the realization of a project. The concessions granted by the competent authorities, the licenses subject to a call for tenders or the authorizations granted by the assembly of the representatives of the people within the meaning of the article 13 of the constitution.
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Article 3: The exercise of economic activities related to the following sectors and provided for in Annex 1 of this Governmental Decree requires the prior approval of the competent administrative authority:
- natural resources and useful substances,
- land, sea and air transport,
- banks, finance, insurance and the financial market,
- dangerous or polluting industries,
- health,
- teaching,
- telecommunications,
- some commercial activities and some service activities.
Annex 1 of this Governmental Decree exclusively sets the detailed list of economic activities in the aforementioned sectors requiring an authorization as well as the deadlines, procedures and conditions for granting them.
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Annex 1: List of authorizations relating to economic activities, their deadlines, procedures and conditions for granting [...]
25. Authorization for the establishment of non-resident closed-end investment companies
Authorization is granted on the basis of:
1. The quality of the direct and indirect shareholders, in particular their reputation and their financial capacities,
2. The activity program, the business plan and the identification of the sectors to invest,
3. The financial, human and technical resources and their adequacy with the company's activity,
4. The reputation, integrity and effectiveness of managers and the nature of governance,
5. Contribution to the financing of investments in the priority sectors of the Tunisian economy.
[...]
40. Authorization for the creation of non-resident investment companies:
Terms :
1. Be legal persons in the form of a public limited company subject to Tunisian law.
2. Have its registered office in Tunisia.
3. Justify when creating a capital that is not less than the equivalent of 7.5 million dinars in convertible currency at the time of subscription.
4. Not having obstacles that could prevent the control and operation of the competent authority, due to the presence of direct or indirect capital or power links between the company and other natural or legal persons or in reason of the laws and regulations of the State to which one or more of these persons belongs.
5. Ability of the authorization applicant to achieve development objectives in accordance with conditions compatible with the proper functioning of the banking system and the financial market offering customers adequate protection. [...]" (Decree No. 2018-417 of May 11 , 2018 relating to the publication of the exclusive list of economic activities subject to authorization and the list of administrative authorizations required for the realization of projects, the related provisions and their simplification.)
Decree No. 2018-417 of May 11 , 2018 relating to the publication of the exclusive list of economic activities subject to authorization and the list of administrative authorizations required for the realization of projects, the related provisions and their simplification
[<a href="https://www.pist.tn/record/76961?ln=en">Decree</a>]