Article Index
Starting a Business in Tonga
Employment and Visas
Taxation in Tonga
All Pages

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*	Form Certifying Consent of Directors/Company Secretary*
Company Constitution (certified by the applicant)**	Company Constitution (certified by the applicant)**
Copy of notice of name reservation (fee of $80.00TOP)***	Copy of notice of name reservation (fee of $80.00TOP)***
Application fee of T$400	Evidence of incorporation in the country of registration****
	Application fee of T$800

 

* 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.

** Only required if the Company's constitution differs from the standard constitution prescribed in the Companies Act.

*** The Name Reservation Application can be submitted at the same time as the application for incorporation.

**** 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 $120.00TOP for a new business and $100TOP 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