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Guide On How To Conduct Business In Angola

Being the 7th largest country in Africa, Angola has a fast-growing economy with vast mineral and petroleum reserves. Angola is the second-largest oil and gas producer in the Southern Africa region.


Angola aims to be the number one exporter in the next 5 years, and this offers an opportunity for investors to take up such chances. The government is willing to diversify the economy. The country offers many opportunities for foreign and local people willing to do business in Angola in Agriculture, oil and gas and construction and infrastructure.


The Angolan commercial companies’ law regulates starting a business in Angola. This is established by law no.1/04 as of 13th February 2004. Unlimited liability businesses run in Angola include; partnerships, shares, and limited partnerships. However, the most operated companies are limited liability companies. These include; private limited liability companies and public limited liability companies. However, the choice of investment depends on the investor.


Related: The Best CRM In Angola


Investors make investment choices while considering different factors, including the availability of investment capital, share capital ownership, simplicity of the structure and operations, among other factors.


Limited liability companies are the most commonly operated companies in Angola. These include; private limited Liability companies and public liability limited companies.


Knowing how each of them operates in the country gives you an informed choice of what you should focus on.


1. Private limited liability companies

Private limited liability companies are small investments with many cases and familiar structures.


To operate a private limited liability company in Angola, you must have two shareholders. However, there are single shareholder companies that single individuals own.

To be part of a private limited liability company in Angola, one must be willing to pay share capital determined by shareholders in terms of shares. This must be sufficient to decide on and guide a company’s scope. Shares below $100 are not acceptable.


If one of the shareholders wants to transfer shares to someone else, it must be made clear in writing. However, the registered family members must be accepted and verified by the company if transfers are to be made to one of the family members.


Regarding asset-liability, while running a private limited liability company in Angola, shareholders are liable for total share capital contributions. At the same time, claims of credits are limited to the company's assets. The liability may be joint with a company or subsidiary for private limited liability companies. Although, the liability may be different for each shareholder.


Regarding governance of a Private Limited Liability Company, a general meeting and management body are available. However, a supervisory board must be formed. Also important to note is that a supervisory board is optional in most private limited liability companies. Shareholders are freely allowed to participate in general meetings as part of governance.

One or more directors usually lead private limited liability companies. These could be company shareholders or may not be company shareholders. The directors to lead the company may be appointed according to the articles of association or shareholder’s resolution establish any term or until destitution.


Regarding profit sharing, profit distribution is determined by shareholders. Shareholders distribute annual profits of about 50%s.


2. Public Limited Liability Company

Public limited liability companies are commonly for large operations, and they allow more extensive flexibility for their shareholders.


Public limited liability companies are entitled to have at least 5 shareholders and 3 directors. These are required for company incorporation. However, this can change, especially when the state is the biggest shareholder. In cases where the state is the biggest shareholder, a company is allowed to have two shareholders, but if the company is single-handedly owned, it can be incorporated by a sole natural person.


Related: The Best Sales And Marketing Software In Angola


Concerning share capital, commercial companies’ law allows minimum capital as $20,000. Each value of the share must have a value of about $500. The 30% of the share capital must be paid before the incorporation date. The share capital must be paid and adequate to execute corporate purposes and presented in a country’s local currency.


The share capital in a public limited liability company is divided into shares, and the transfer of shares depends on formalities and the type of shares issued by the company.


Regarding governance, a company is governed by a general meeting (shareholders), board of directors and supervisory board. The general meeting is allowed to pass resolutions by at least 50%. The board of directors involves an odd number of directors written in the articles of association. The directors may be or may not be company shareholders appointed in the articles of association or by shareholders’ resolution to be in office for an agreed period.

Supervision is done by the board of auditors or statutory auditors, usually three or five people. These are appointed to run the company's annual audit exercise.


Shareholders can receive a mandatory dividend per fiscal year in the sharing of profits. Profit-sharing is written in the articles of association or as agreed by shareholders’ resolution. 50% of the profits must be distributed annually.


3. Branch office or representative office of the company in Angola

To start a business branch or representative office in Angola, the mother company's operations must be defined. However, the management team and the bank account for the company must be independent. The bank account must be opened in one of the corporate banks based in Angola.


Requirements for starting a business in Angola

Irrespective of the type of company you choose to run as an investor, the process of starting up and registering a business in Angola is the same. Here are the guidelines you must follow to start a business in Angola.


  1. Acquiring company shareholder representative documents. Shareholder representative documents include; a photocopy of a valid passport, tax number and a power of attorney with notarized signatures.

  2. Getting an availability certificate for the company’s name at the designated office covering legal entities registration, bank, tax office, national press, social security institute, and other things that might require a form and a photocopy of the applicant's identification documents.

  3. Conducting an online name search to ensure that the name is not already used.

  4. Clearing the registration fees.

  5. Getting the company’s articles of association prepared by lawyers up to a specific scope and operations.

  6. Acquiring the company’s tax ID.

  7. Getting company documents and registering the company. The notary reviews documents and delivers them to bodies meant to approve and fill, which quickens the registration process.

  8. Registering with social security is required for all companies and employees of limited liability companies. Registration forms can be accessed online, downloaded, completed and handed over to the office in charge.

  9. Acquiring a commercial operations permit from the ministry of commerce. In addition, the investor must file a commercial registration certificate, enroll the company’s directors, directors’ Identity documents, a resident permit, passport and work permit, email and phone contacts.

  10. Ensuring that the company minute book is made available publically and legally.

  11. Opening up a bank account in the company names and depositing share capital. This can be done at any authorized commercial bank in Angola. Opening a bank account requires copies of identification documents of shareholders and members of the board of directors, certificate of company’s reserved name and filling forms.

  12. Delivering the declaration of commencement of activity at Tax Office. This requires the respective form, license and Commercial Registry Certificate.


Conclusion

Upon successfully acquiring the required documents and completing registration, you can have your business running in Angola.



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