Sample Image 1

LOGIN >

Starting a Business in Tonga: Legal Requirements

What are the steps in starting a business in Tonga?

There are three things that need to be done: company registration (unless conducting business as a sole trader or in partnership), acquisition of a business license, and (if a foreign investor), acquisition of a foreign investment certificate. All three are done through the Ministry of Labour, Commerce, and Industry (MLCI).

Please download the Kingdom of Tonga National Investment Policy Statement and the Foreign Investment Act.

How to register a Company?

Registration processes are slightly different for foreign companies than for domestic companies. Detailed information and forms can be obtained online on the Registrar of Companies website.

Domestic Firm Overseas Firm
Application for Incorporation Application for Incorporation (including contact details in Tonga)
Form Certifying Consent of Directors/Company Secretary*
Company Constitution (certified by the applicant)**
Copy of notice of name reservation (fee of $69.00TOP)***
Evidence of incorporation in the country of registration****
Application fee of T$345 Application fee of T$690
  1. * This document is not required to be filed with the Companies Office to incorporate the company, it is signed by each of the Directors and held in the company’s own records and must be available to be produced to the Companies Registrar if if required.
  2. ** Only required if the Company’s constitution differs from the standard constitution prescribed in the Companies Act.
  3. *** The Name Reservation Application can be submitted at the same time as the application for incorporation.
  4. **** Required only in the case where an overseas company is applying to formally incorporate as a company in Tonga.

How Do I Obtain a Foreign Investment Certificate?

A foreign investment certificate can be obtained from the Business License Division of the Ministry of Labor, Commerce, and Industry. Download the Foreign Investment Certificate Application Form

Certificates are processed within 7 working days for a one-off fee of $115TOP and are valid from the date of issue until the termination of the business activity in question.

How to obtain a Business License?

Applications for a License need to be accompanied by copies of (i) passport or birth certificate if a sole proprietor or a partnership, (ii) the Partnership Agreement if a partnership, (iii) the Company Registration Certificate if a company, and (iv) the Foreign Investment Registration Certificate if a foreign investor. All licenses are valid for the period ending on 31st December next following the date of its issue unless renewed. Licenses cost $86.00TOP for a new business and $75.00TOP for renewals. Download the Business License Application Form

What else is needed for a Business?

In some cases, a Business License will not be issued unless the MLCI first receives supporting documentation. Sector-specific permits are required for the following sectors.

Sector Permit/Ministry
Tourism related businesses Tourist License
Liquor outlets Liquor License
Fish and marine product related businesses Fishing License
Restaurants and food related businesses Health Certificate
Wholesale and retail outlets Health Certificate
Technical trades and professions Qualification documents or practicing certificates specific to each trade or profession; Law Practitioners Practicing Certificate; Health Practitioners Certificate
Foreign exchange and international money transfer services Letter of approval from the Reserve Bank of Tonga
Electrical services* Letter of approval from Tonga Power Board
Construction services* Letter of approval from Ministry of Works
Taxi services Vehicle registration
Therapeutic goods outlets Letter of approval from the Ministry of Health
Flammable goods outlets* Letter of approval from the Fire Department
Services involving the use of gases* Letter of approval from the Department of Environment
Businesses involving the export of native plants Letter of approval from the Ministry of Agriculture, Food, Forestry and Fisheries

* Brochures regarding a number of these sectors and produced by International Finance Corportation can be downloaded from the website of the Ministry of Fisheries.

For more information:

Registrar of Companies Ministry of Labour, Commerce and Industries

P.O. Box 110, Hala Salote (Latai Building)

Nuku’alofa, Tonga

Ph: (676) 23 688 or 23 792 or 23 879 or 27 302 or 28 761

Website: www.companies.gov.to/cms

Employment and Visas

Where to obtain a Visa?

Visas for foreign investors choosing to reside in Tonga (business visa) and for expatriates employed in Tonga (employment visa) are granted by the Immigration Division of the Ministry of Foreign Affairs. The application for a Business Visa should be made before entry to Tonga, otherwise the application is rejected.

What is the cost of a Visa?

  • Business Visa: $230.00 TOP
  • Employment Visa: $172.50 TOP

What is the process for obtaining a Visa?

A checklist for obtaining a business or an employment visa and links to download the application forms are given on the website of the Tonga Consulate General.

How to obtain a letter of support from MLCI?

MLCI gives a checklist to obtain a letter of support from their services here.

How long will the process take?

Both a Business Visa application and an Employment Visa may take up to one month of assessment and processing.

Can a Visitor’s Visa be converted into a Business Visa?

A direction by the Prime Minister from September 2009 makes it impossible to convert a visitor’s visa to a business visa. Business travellers must apply for a business visa from their home country.

For further Information

Ministry of Foreign Affairs

Immigration Division

Hala Salote, Kolofo’ou

Nuku’alofa, Tonga

Ph: (676) 26 969 or 26970

Fax: (676) 26 971

Taxation in Tonga

What is taxation like in Tonga?

Individual Income Tax

Earnings Amount per annum Tax rate
$0 – $7,400 0%
$7,401 – $30,000 10%
$30,000 and above 20%

Company Tax

All resident and non-resident companies are subject to a 25% tax. Non-residents receiving income in Tonga are subject to taxes based on the source:

Source of Income Tax rate
Insurance premiums 5%
Rent 7½%
Independent Services 10%
Interest, dividends, royalties, and management fees 15%

For non-resident shipping, airline companies, and charters, a tax is 3% of gross income from goods leaving Tonga is imposed.

Consumption Tax

There is a broad-based consumption tax of 15% for all businesses with turnover above T$100,000 (apart from agricultural producers, who are exempt).

Other Taxes

All lease agreements for land or buildings are subject to a 1% duty on annual rental. Also, the transfer of any lease or sub-lease of land and the sale of any buildings, fences, growing crops, or livestock is subject to a tax of 10% of the purchase price.

For further information

Inland Revenue Department

Queens Salote Ex-Students Center

P.O. Box 502, Railway Rd

Nuku’alofa, Tonga

Ph: (676) 23 444

Fax: (676) 26 638

Email: adminrev@kalianet.to

Website: www.revenue.gov.to