Notarize the company’s articles of association
Agency: Notary or One-Stop-Shop
Although it is not required by law, in practice lawyers prepare company statutes. By law, however, a public notary must legalize the statutes and execute the public deed. There is one notary in Malabo (capital city, insular region), that works at the Malabo Notary’s office and at the VUE in Malabo, and one in Bata (mainland).
Time and cost: 9 days on average, 1% of the company’s capital
Register the company at the Commercial Registry
Agency: Commercial Registry (Registro de la Propiedad y Mercantil)
For registration, the entrepreneur must provide the notarized copies of the articles of association. By law, the company must use a unique company name, but in practice, they do not verify the name beforehand. The registry simply refuses the application if the name already exists.
Per Art. 261 of the OHADA Uniform Act on Commercial Companies, a notice of company incorporation shall be published at a legal journal within 15 days of registration. This is usually not complied with in practice.
Time and cost: 2 days on average, CFA 1,000,000
Open a bank account and obtain a bank certificate (atestación de solvencia bancaria)
Agency: Bank
Legally, the company must deposit the minimum capital before company registration. However, this is not possible in practice because copies of the legalized statutes and the registration certificate are required to open a bank account.
Time and cost: 1 day, no charge
Obtain a certificate of solvency from the Ministry of Finance
Agency: Ministry of Finance
A certificate of solvency must be obtained at the Ministry of Finance.
Time and cost: 2 days, CFA 10,000 – 15,000 (stamps)
Apply for registration with the Department of Business and Private Investment at the Ministry of Commerce
Agency: Ministry of Commerce
Entrepreneurs must register a company at the Department of Business and Private Investment at the Ministry of Commerce. An annual fee is charged and it varies by company.
Additional registrations with other Ministries are required depending on the company’s sector of activity.
Time and cost: 1 day, CFA 100,000
Apply for registration with the Department of Commerce at the Ministry of Commerce
Agency: Ministry of Commerce
Entrepreneurs must register a company at the Department of Commerce at the Ministry of Commerce. This annual fee varies by company.
Time and cost: 1 day (simultaneous with previous procedure), CFA 150,000
Apply for tax registration
Agency: Public Treasury or One-Stop-Shop
Companies must be registered with the Tax Authorities. Registration with the Tax authorities is also available at the One-Stop-Shop. The documents required to apply for tax registration include the notarized statutes. The fees are paid at the bank into an account of the Public Treasury. After obtaining the Treasury’s confirmation of receipt of payment, the applicant returns to the tax authorities to obtain the tax identification number. To save time, the applicant (or a designated agent) would first visit all agencies (tax administration, labor, social security, etc.) to apply for the respective authorization or document, make all bank payments, and obtain the confirmation from the Treasury. The applicant would then visit all agencies again to obtain the final authorization.
Time and cost: 1 day (simultaneous with previous procedure), 2% of the company’s share capital capital
Apply for registration with the Ministry of Labor
Agency: Ministry of Labor
Fees for registering with the Ministry of Labor are paid to the Treasury through a private bank. Upon application, the employer obtains an inspection book and labor calendar. Once operational, the employer pays 1% of salaries to the Workers Protection Fund (Fondo de Protección del Trabajador). Employees pay 0.5% of their salary. Although the indicated fees are official fees, fees might be higher in practice.
Time and cost: 1 day (simultaneous with previous procedure), CFA 300 (form) + CFA 6,750 (for registration of small enterprises) or CFA 12,500 (medium-sized enterprises)
Pay fees to the Treasury’s bank account
Agency: Bank
All payments to public institutions, including Ministries, must be made directly to the Public Treasury’s bank account through any commercial bank. The bank slip issued by the bank showing that payment was made is taken to the Public Treasury’s office for acknowledgment of receipt. The Public Treasury’s acknowledgment of receipt is taken, after its issuance, to the relevant authorities to obtain the corresponding license/certificate of registration.
Time and cost: 1 day, included in procedures 7 and 8
Obtain a confirmation from Treasury for receipt of payment
Agency: Public Treasury
All new businesses must obtain a confirmation from the Treasury for receipt of payment in order to obtain a license from the Ministry of Commerce.
Time and cost: 4 days on average (simultaneous with previous procedure), no charge
Provide a confirmation of payment and obtain a license from the Department of Business and Private Investment at the Ministry of Commerce
Agency: Ministry of Commerce
All new businesses must provide a confirmation of payment and obtain a license from Department of Business and Private Investment.
Time and cost: 14 days (simultaneous with previous procedure), no charge
Provide a confirmation of payment and obtain a license from the Department of Commerce at the Ministry of Commerce
Agency: Ministry of Commerce
All new businesses must provide a confirmation of payment and obtain a license from the Department of Commerce.
Time and cost: 14 days (simultaneous with previous procedure), no charge
Obtain the tax identification number (NIF)
Agency: Ministry of Finance or One-Stop-Shop
The company must obtain a tax identification number (NIF) at the Ministry of Finance.
Time and cost: 2 days (simultaneous with previous procedure), included in procedure 7
Obtain a registration number from the Ministry of Labor
Agency: Ministry of Labor
All new businesses must obtain their registration number at the Ministry of Labor.
Time and cost: 1 day (simultaneous with previous procedure), included in procedure 8
Obtain a Social Security number for the company’s employees
Agency: Social Security Institute (INSESO)
All new businesses must ensure that their employees have their social security numbers.
Time and cost: 1 day (simultaneous with previous procedure), no charge
Register the company’s employees with Social Security
Agency: Social Security Institute (INSESO)
The company must register its employees for social security in the first month that the employees receive a salary. Social security payments are 21.5% of salary for the employer and 4.5% for the employee. To register for social security, the company must purchase special forms to list all employees.
Time and cost: 1 day (simultaneous with previous procedure), CFA 300 per page
