Legal Framework and Penalties for Electronic Invoicing in Tunisia

If the first episode of this series gave you an overview of the El Fatoora system, it is time to go deeper into the legal framework. Electronic invoicing in Tunisia is not merely a best-practice recommendation — it is a legislative edifice built over ten years, with financial sanctions that are now very concrete. Understanding the texts means understanding your real risks and the room to maneuver you still have.

Back to the Source: The Loi de Finances 2016 and Article 22

The obligation of electronic invoicing in Tunisia originates from the Loi de Finances pour l'année 2016 (Finance Act for 2016), enacted by Law No. 2015-53 of December 25, 2015. Its Article 22 established the principle of mandatory electronic invoicing for companies subject to corporate income tax and VAT, beyond certain turnover thresholds.

The initial scope was deliberately limited to large enterprises — those whose transaction volumes technically and economically justified the investment in dematerialization. The idea was to start at the top of the pyramid and progressively work downward, leveraging the pull effect that major buyers exert on their suppliers and subcontractors.

This text had a structural flaw, however: it defined the obligation without specifying an enforcement mechanism in the event of non-compliance. For nearly nine years, Article 22 remained an obligation without teeth — affected companies could, without immediate consequence, continue issuing paper invoices.

Subsequent finance acts progressively filled this gap.

The Loi de Finances 2025: Activating the Penalty Regime

The Loi de Finances 2025 (Finance Act 2025) marks the genuine turning point in the history of Tunisian e-invoicing. For the first time, it introduced an explicit and operational penalty schedule, applicable as of July 1, 2025.

This date of July 1 was not arbitrary: it gave companies an additional semester to organize themselves after the law was enacted at the end of 2024, while sending a clear signal that administrative tolerance had an expiration date.

The sanction mechanism introduced by the Loi de Finances 2025 distinguished several categories of infringement, with amounts calibrated according to the severity of the breach. This punitive framework was confirmed and clarified in subsequent texts.

The Loi de Finances 2026: Extension to Services

The Loi de Finances 2026 (Finance Act 2026), enacted in late December 2025, contains two particularly significant articles for Tunisian businesses.

Article 53 formally extends the scope of the obligation to all VAT-registered service providers, with effect from January 1, 2026. This extension represents a qualitative break: until then, the system primarily targeted transactions involving physical goods. Now, service companies — from consulting firms to digital agencies, from engineering consultancies to training companies — fall within the scope with the same obligations as industrial and commercial enterprises.

Article 71 specifies the penalty application procedures for newly obligated categories and harmonizes the penalty schedule across the entire covered spectrum. It also introduces provisions specific to transport transactions, a category that presented particular challenges in terms of documentary flows.

The combination of these two articles makes 2026 the year of the effective generalization of electronic invoicing in Tunisia for the B2B professional sector.

Note Commune 02-2026: Administrative Clarifications

Legislation alone can never answer all operational questions. Note Commune No. 02-2026 published by the Direction Générale des Impôts (DGI) in January 2026 provided the necessary clarifications on several points that left companies and their advisors uncertain.

The Note Commune addresses in particular:

The definition of "service provider" in the context of Article 53. The DGI specifies the relevant activity codes and resolves borderline cases — companies with mixed activities (selling goods and providing services), for-profit associations, and subsidiaries of foreign groups operating in Tunisia.

The transitional period modalities for companies newly obligated under the Loi de Finances 2026. The Note recognizes that an adaptation period is necessary and specifies the conditions under which a company can demonstrate it is in the process of achieving compliance — which does not exempt it from the obligation but may influence how penalties are assessed during an audit.

The treatment of invoices issued before and after January 1, 2026 for services straddling the two fiscal years — a practically important question for multi-year contracts and deferred invoicing situations.

The content requirements for electronic invoices, specifying mandatory fields, their expected format, and special cases (credit notes, pro forma invoices, and quotes with contractual value).

The Penalty Schedule: What You Are Actually Exposed To

This is the section that every executive and finance director must know thoroughly. The penalties provided under the consolidated framework are not symbolic — they are sized to deter circumvention behavior and make non-compliance economically more costly than compliance.

Issuing a Paper Invoice Instead of an Electronic Invoice

This is the simplest and most common case during the transition phase. A company within scope that continues to issue paper invoices instead of transmitting them via El Fatoora faces a fine of 100 to 500 TND per invoice, capped at 50,000 TND per fiscal year.

The arithmetic is straightforward for a company issuing several hundred invoices per month: the 50,000 TND cap can be reached quickly, but the critical point is that this cap resets each fiscal year — it is not a permanent shield.

An Electronic Invoice That Does Not Meet Technical Specifications

An invoice transmitted via El Fatoora that does not comply with the format or content specifications defined by the DGI is treated as a separate infringement. The fine in this case ranges from 250 to 10,000 TND. This wider range reflects the gradation between a minor non-compliance (a poorly formatted field) and a substantive one (absence of a valid electronic signature, data manipulation).

Omission of Mandatory Information

Electronic invoices must include a set of legally and technically prescribed mentions. The omission or inaccuracy of this information — customer tax number, precise description of the service rendered, applicable VAT rate, purchase order reference where applicable — is subject to a fine of 250 to 50,000 TND.

The upper bound of 50,000 TND for missing information may seem disproportionate for an administrative "oversight." In reality, the legislator is targeting situations where the omission of information is used as a vehicle for aggressive tax optimization or transaction concealment.

Infractions Related to Goods Transport

For companies in the transport and logistics sector, as well as for goods shippers, the framework provides specific sanctions. The absence of a compliant electronic transport document results in a fine calculated at 20% of the value of the goods transported, with a minimum of 500 TND.

This value-proportional calculation method is particularly burdensome for logistics operators handling high-value goods. It has the effect of directly correlating documentary irregularity with the economic stakes of the transaction — which is the very logic of a dissuasive sanction.

Repeat Offenses: The Multiplier Factor

The framework provides for a doubling of fines in the event of a repeat offense within a two-year period. This rule transforms repeated infractions into a rapidly uncontrollable financial exposure. A company that receives a first warning or sanction and fails to correct its situation sees its future risks automatically double.

The definition of repeat offense in the Tunisian tax context is assessed infraction by infraction: the same category of breach repeated within the two-year window triggers the doubling. Different types of infractions committed during the same period do not have an automatic cumulative effect on this point.

Exemptions and Special Cases

The framework is not designed to apply mechanically to all situations without judgment. Several exemptions and special cases deserve attention.

Micro-enterprises and lump-sum regime taxpayers are, at this stage, outside the mandatory scope. Sole traders operating under the lump-sum or simplified regime are not subject to the El Fatoora obligation. This is a significant exemption that protects very small structures from the technical and administrative constraints of the system.

B2C transactions (business-to-consumer, meaning sales to private individuals not registered for VAT) are subject to a lighter regime. The obligation to transmit via El Fatoora does not apply in the same terms for invoices to private individuals, although minimum content requirements remain.

Export transactions receive specific treatment, as international invoicing rules and Incoterms constraints make the strict application of the El Fatoora format technically complex in certain configurations.

Long-term contracts raise an important practical question: when a multi-year service contract was signed before the obligation came into force, must invoices issued under this contract comply with the new format? The answer is yes for invoices issued after January 1, 2026, regardless of when the contract was concluded. Note Commune 02-2026 clarifies this point unambiguously.

Contracts vs. Invoices: When Can a Contract Substitute for an Invoice?

This is a question regularly raised by companies whose commercial relationship is formalized through a detailed contract with specific payment milestones. Under Tunisian tax law, a contract does not substitute for an invoice — both documents coexist and serve distinct functions.

The contract establishes the commercial relationship, the obligations of the parties, delivery conditions, and payment terms. The invoice, on the other hand, records the reality of the service rendered or the goods delivered, and constitutes the fiscal document that entitles the VAT-registered buyer to deduct input VAT.

Certain sectors have attempted to argue that periodic fee statements prepared under a mandate or domiciliation agreement could serve as simplified electronic invoicing. The DGI has not accepted this position: whenever a transaction generates deductible VAT for the customer, a compliant electronic invoice is required.

For advances and deposits stipulated in the contract but not yet corresponding to a definitive delivery or service, the timing of the obligation differs according to circumstances. This specific point is the subject of frequent inquiries to the DGI and warrants specific consultation depending on your sector.

Parliamentary Proposals: Toward a Postponement of Penalties to January 2027?

Political and economic realities also have a say in this matter. Several parliamentarians filed amendments or proposals in January 2026 aimed at deferring the effective application of penalties to January 1, 2027 for companies newly obligated under the Loi de Finances 2026.

The argument put forward is pragmatic: the enrollment platform only opened on February 15, 2026, six weeks after the theoretical entry into force of the obligation. For service companies discovering their obligation and needing to obtain TUNTRUST certificates, train their teams, and sometimes adapt their software, a twelve-month grace period would allow an orderly transition rather than a rushed compliance effort.

At the time of publication of this article, these proposals have not yet resulted in formal legislative modification. The obligation is therefore fully in force since January 1, 2026, and penalties are technically applicable. However, the DGI's position on actual audits of newly obligated service companies in 2026 remains to be monitored — internal administrative instructions may, in practice, provide for an informal tolerance period.

Our recommendation: do not count on tacit tolerance. Compliance efforts must be initiated immediately, carefully documenting your enrollment process if you are in the middle of it. This documentation can serve as a useful mitigating element in the event of an audit during the transitional period.

Official Transitional Measures: What the Texts Actually Provide

Independent of parliamentary debates, the texts in force provide certain accompanying measures.

The DGI formally recognized, through Note Commune 02-2026, that newly obligated companies benefit from an adaptation period to complete their enrollment on the platform. During this period, a company that can demonstrate it has begun its registration process (confirmation of enrollment on adhesion.elfatoora.tn, certificate application in progress at TUNTRUST) will be considered to be acting in good faith.

This good faith does not eliminate the obligation but may influence how penalties are assessed by auditors. Under Tunisian tax law, declared and documented good faith can lead to the application of the lower end of the penalty scale rather than the maximums.

What Comes Next in This Series

This second episode has given you the legal foundations and a panorama of financial risks. The series continues with more operational content:

• Episode 3 — Digital certificates for El Fatoora: types, providers, costs, and obtaining them
• Episode 4 — Step-by-step guide to enrolling on the El Fatoora platform

Find the full series, along with official texts available for download, in our dedicated electronic invoicing resource center.

Author's note: The information contained in this article reflects the state of the law as of February 22, 2026. The regulatory framework for electronic invoicing in Tunisia is evolving. Consult the DGI or a tax advisor for any decision that engages your company's liability.