Gabon Info
Joined: 23 Feb 2007
Posts: 15
Home Country: gabon
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 Posted: Thu Mar 01, 2007 7:35 am Post subject: DOING BUSINESS IN GABON / GABON BUSINESS GUIDE |
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DOING BUSINESS IN GABON
STARTING A BUSINESS
STANDARDIZED COMPANY
Legal Form: Société à Responsabilité Limitée (SARL) - Limited Liability Company
Minimum Capital Requirement: 1,000,000
City: Libreville
Registration Requirements:
Procedure 1. Deposit the legally required capital in a bank and obtain the deposit evidence
Time to complete: 3 days
Cost to complete: no charge
Comment: Either the entrepreneur or the notary deposits the initial capital in a bank and obtains the deposit evidence.
Procedure 2. Verify and reserve the company name
Time to complete: 1 day
Cost to complete: CFA 25000
Comment: It is the responsibility of the founders to pick a name not already in use to avoid future suits.
Procedure 3. Deposit and register the company's Articles of Association with the Public Notary
Time to complete: 14 days
Cost to complete: 15% of capital
Comment: The notary also issues a certificate of payment of the initial capital.
Procedure 4. Obtain extracts of criminal record of the company manager
Time to complete: 2-10 days
Cost to complete: CFA 16000
Procedure 5. Deposit documents with the Investment Promotion Agency ("Agence de Promotion d'Investissement")
Time to complete: 30 days
Cost to complete: CFA 95,000 (APIP fee) + CFA 60,000 (registration fees) + CFA 80,000 (stamps)
Comment: APIP registers the company statutes with the Ministry of Finance ("Administration de Domaines"), completes the company registration with the court clerk (greffier du tribunal) at the Ministry of Justice (registration number and k-bis), and obtains the tax identification number. To complete these registrations, APIP has to forward the documents to the relevant agencies.
The following fees apply:
Service de Domains: CFA 35,000 (registration fee) + 30,000 (stamp) - 2 days
Commercial Registry: CFA 25,000 (registration fee) + CFA 50,000 (stamps) - 14 - 30 days
Tax registration: no charge - 2 days
Procedure 6*. Pay fees and obtain receipt
Time to complete: 1 day (simultaneous with procedure 5)
Cost to complete: included in procedure 5
Comment: After depositing the documents, the entrepreneur pays the fees at the cashier and obtains a receipt.
Procedure 7. Publish the notice of company formation in a legal journal (l'Union ou Hebdo-informations)
Time to complete: 2 days
Cost to complete: CFA 50000
Procedure 8. Notify the Ministry of Labour the commence of operation
Time to complete: 1 day
Cost to complete: no charge
Comment: This procedure is often not completed in practice.
Procedure 9. Register the employees with the Social Security Authorities
Time to complete: 1 day
Cost to complete: no charge
Comment: This procedure is often not completed in practice.
Procedure 10. Make a company seal
Time to complete: 1-2 days
Cost to complete: CFA 10,000-50,000
Note: Procedures sometimes take place simultaneously. Instances of this are marked with an asterisk (*).
FORMS OF BUSINESS ORGANISATION
In Gabon, the business organisations are the same as in France:
Corporation (SA)
A minimum capital of 5 million CFAs is required. The corporation must consist of at least seven members/shareholders. The Chairman is chosen by the Board of Directors. He assumes complete responsibility for the company s management and represents it when dealing with third parties. Accordingly, he possesses very extensive powers except for those which are specifically forbidden by law. They cannot be limited or overridden by contrary decisions passed by the shareholders.
Contrary to French law, in Gabon all actions of the Chairman towards third parties bind the company insofar as they cover the activities of the company as defined by its by-laws. The law does not require that the Chairman be a physical person, therefore, the role could also be performed by a legal entity.
The founder of the Board of Directors is free to stipulate the number of directors in the corporation by-laws, since the law remains silent on this.
Private Limited-Liability Company (SARL)
A minimum capital of 2 million CFAs is required. All SARLs are required to become SAs when turnover exceeds 400 million CFAs during two consecutive financial years, or if the number of employees is more than 100. The company must consist of a minimum of two partners and a manager (who does not necessarily have to be a shareholder). No restrictions apply to shareholders of SARLs.
Branch Office
A branch has the same legal status as a registered head office and is the permanent establishment of its founding company in Gabon.
In accordance with the terms of Article 120 of the OHADA Uniform Act, any branch exercising an activity in Gabon must be brought to an existing Gabonese Company or to a company settled for this purpose before a two year term after its setting up.
Other Business Organisations
Other forms of organisation include : the Private Company, the partnership, which is rarely used, and the special partnership.
TAXATION
A graduated income tax ranging from 5% to 55% is imposed on civil servants and others who are paid fixed salaries or who have sufficient income. A complementary tax is levied at 1% for incomes up to CFA 100,000 per month and 5.5% on incomes over that figure. Additional taxes are levied on business transactions and on real property. There is a value-added tax on all goods and services at rates ranging from 5% to 14%. In April 1995, a value-added tax (VAT) was introduced, replacing three turnover taxes. The standard VAT rate in 2002 was 18%,. Other taxes include a 2.6% payroll tax, a property tax, and a financial transactions tax.
The corporate profits tax rate is 40% after deduction for business expenses. There is a 20% withholding tax on dividends. Government oil revenues are derived from royalty payments, a tax on petroleum company profits, a tax on exploration permits, and dividends paid by the petroleum companies. |
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