SAL · Code of Commerce, arts. 77 onward
Shares that can move.
A joint stock company with a board, a chairman and shares that transfer. The structure investors and regulators expect. Formed end to end for $3,450.
Six to ten weeks. Three shareholders, always, not only on day one.
A Lebanese SAL is a joint stock company under the Code of Commerce, articles 77 onward. It may serve clients anywhere. It requires three shareholders, minimum, for the life of the company, not only at incorporation. Minimum capital is LBP 30,000,000, about US$335. A quarter of the nominal value of each share is paid at subscription. It pays 17% corporate income tax on profit and 10% withholding on distributed dividends. A statutory auditor is always required. Formation takes six to ten weeks.
At a glance
| Governing text | Code of Commerce, articles 77 onward |
|---|---|
| Clients | Anywhere |
| Minimum capital | LBP 30,000,000, about US$335 |
| Paid at registration | One quarter of each share |
| Shareholders | 3 minimum, throughout the company's life |
| Corporate income tax | 17% |
| Dividend withholding | 10% |
| Annual lump-sum tax | None |
| Auditor | Required |
| Management | Board and chairman |
| Foreign ownership | Permitted, sector permitting |
| Formation time | Six to ten weeks |
Why this structure
For real shareholders and regulated work.
01
Shares that transfer
A joint stock company. Shares move without the approvals a SARL transfer needs.
02
The form regulators require
Banking, insurance, savings schemes and scheduled air transport are closed to a SARL and require an SAL.
03
A quarter paid at subscription
Capital is LBP 30,000,000, about US$335. Only a quarter of each share falls due at subscription.
04
A board and a chairman
A board, and a chairman who is the company's legal representative. The shape investors expect.
Honest first
Most companies do not need this.
It works if
- You need outside investors or freely transferable shares.
- Your activity is closed to a SARL and requires this form.
- You can find three shareholders, and keep three for the company's life.
It does not work if
- You are realistically one person. A SARL takes one partner. An offshore SAL takes one shareholder.
- Every client you invoice is outside Lebanon. An offshore SAL is exempt from tax on profit.
- You want to avoid a mandatory auditor. An SAL always requires one.
If something else is right for you, you hear it before you pay anything beyond the $500. And the $500 comes back.
How it works
Four steps. The first one is refundable.
-
$500 opens the file
You pay $500 and answer three questions: what you do, where your clients are, and roughly what you invoice a year. Nothing else is due yet.
Day 0 -
Case reviewed
Our partner law firm reads what you sent and checks your intended activity against the rules for an SAL. If this is the wrong structure for you, you are told so. The $500 is refunded in full. Nothing proceeds until the review is signed off.
Days 1–3 -
Documents drafted and notarised
Our partner law firm drafts the founding documents and the appointments, sends exact signing instructions, then legalises before the notary. Wet ink, blue pen, three originals. The balance falls due here.
Weeks 2–5 -
Bank, registry, Ministry of Finance
Capital is deposited and certified. The file goes to the Commercial Registry of Beirut for your number, then to the Ministry of Finance for your tax number. You get the certificate and the register extract.
Weeks 4–10
The registry keeps its own clock. Documents that come back late are rejected. So are documents signed in the wrong colour pen. Redoing them can cost a month, and filings made late attract penalties. Everything after your documents arrive is ours to chase.
Price
Two packages, with the government fees shown.
Standard
Fixed price
$3,450
Legal work and every third-party cost. This is what nearly every formation costs.
- The founding documents drafted and notarised.
- Capital deposited and the bank certificate obtained.
- Filed at the Commercial Registry of Beirut for your number.
- Registered at the Ministry of Finance for your tax number.
- Every government fee and third-party cost, included above.
Bespoke
Starting from
$4,450
Priced on the file. Write with what you are doing and you get a quote in writing, before anything is due.
- Everything in Standard.
- A licence or a regulator’s consent, obtained rather than pointed at.
- Documents legalised at a Lebanese consulate abroad.
- Nationality, capital or ownership conditions checked and structured around.
- Bylaws drafted to your terms rather than to the template.
$500 opens the file on Standard. Our partner law firm reviews your case and your documents before anything else happens, and if this is the wrong structure for you the $500 is refunded in full. The balance falls due when your documents are ready to sign. Bespoke is quoted first: write, and you get the figure in writing before anything is due.
The first line is our partner law firm’s work on your file: drafting, the notary appointment, the registry and the Ministry. The three below it are paid to third parties and shown on your receipts.
Then, every year
Reference
Where all of this comes from.
Every figure on this page comes from the texts below, and from the guides our partner law firm writes and reviews. They are free to read. If you want the law rather than the offer, start there. Nothing here replaces them.
The governing texts
- Lebanese Code of Commerce, Legislative Decree No. 304 of 24 December 1942, as amended by Law No. 126 of 29 March 2019.
- Lebanese Code of Commerce, articles 77, 78, 83 and 84 on the joint stock company.
- Lebanese Income Tax Law: corporate income tax at 17% on profit, withholding at 10% on distributed dividends.
- Commercial Registry of Beirut filing practice.
Guides on this
- Company types in Lebanon: the comparison table setting an SAL against the other three forms
- Registering a company in Lebanon: the documents, the sequence and what sets the pace
- Company tax in Lebanon: the 17% and the 10%, and the auditor thresholds
- Glossary of Lebanese company law: mufawwad al-muraqaba and the rest of the terms you will meet
The full Lebanese company law reference · Glossary of Arabic terms · Our partner law firm
General information, not legal advice. Statutory references are stated in good faith as at September 2026 and change.
Questions
The ones people actually ask.
A lawyer at our partner law firm, licensed by the Beirut Bar Association. You sign our partner law firm's engagement letter, and the lawyer owes you the duties a lawyer owes a client. This site handles the intake and the payment. It is not a law firm and gives no legal advice.
The $500, in full, if the review finds this is not the right structure for you. That is the only thing you have paid at that point. Once the documents are drafted and the balance falls due, the $500 has been earned.
Yes, and not only on the day you sign. The Code of Commerce requires no fewer than three throughout the company's life. If you are realistically one person, an offshore SAL takes a single shareholder. A SARL takes one partner.
A quarter of the nominal value of each share at subscription. Law 126/2019 made that a per-share test rather than an aggregate one. You cannot pay a quarter overall and leave some shares untouched.
Generally yes. A chairman resident in Lebanon needs the right permit. Some regulated activities carry nationality and ownership conditions. Your object is checked against this before drafting.
Start with a call.
Fifteen minutes with our partner law firm before you pay anything. You will leave knowing whether an SAL is what you need. If a SARL would do, you will hear that.
Replies within one business day. Arabic, English or French.