Step 1: Choosing a legal form
Legal forms in force in Senegal are governed by the Uniform Act of the Organization for the Harmonisation of Business Law in Africa (OHBLA) relating to company and Economic Interest Group legislation (AUSCGIE). These include:
- Economic Interest Group or GIE in French, similar to a LLC but with less legal rights
- Sole proprietorship, similar to LLC but only one owner and a different tax regime
- the Limited Liability Company (LLC)
- Corporation (LTD)
- Société en Nom Collectif , or collectively held company, (SNC) in which the partners share unlimited and joint liability. The shareholders of SNC, contrary to the shareholders of limited companies have to be traders. The high level of risk tied to this form of company means it is rarely created;
- Limited Partnership (SCS): new form created by the AUSCGIE. In a SCS, there are two distinctive types of partners: the "General Partners" jointly and indefinitely liable for partnership debts, and "limited partners" responsible for social debt to the extent of their contributions
- Professional Civil Society (CPS).
- Comparing different legal forms in Senegal
- Notary list
Step 2: The articles of organisation
LTD AND LLC Companies
- Contact a solicitor to prepare the articles of organization.
- Capital required for an LLC is 1,000,000 FCFA and 10,000,000 FCFA for an LTD company.
- Notary fees vary depending on the capital.
- The file can then be forwarded by the notary for the various formalities of incorporation.
- model articles of organization can be sent to you.
- Once the articles of organization completed these and the rules and the minutes of the constituent General Assembly must be filed to register the GIE.
Step 3: One Stop Shop facilitating administrative procedures
In Senegal, start-up times have been considerably shortened and procedures simplified. The APIX One Stop Shop offers a single contact person who can help you perform all procedures in one place.
Apart from providing criminal records, establishing deeds and forming capital, all other formalities for the creation of a company can be made in 24 hours at the APIX Business Creation Support Office (BCE).
- Provide an extract of the managers’ criminal record. Foreigners should, in addition, provide criminal record from their country of origin or equivalent document. In Senegal it is issued within 24 hours
- Provide deeds (for companies)
- Provide proof of capital formation with a Notary or a Bank (for companies)
- Filings of the articles of organisation (for corporations and GIE)
- Filings with Registry of Commerce and Movable Assets (RCCM)
- Filings with the tax registry to obtain a NINEA
- Declaration of Establishment
- Publication in the legal gazette (for companies)
Registering your company in 48 hours
The APIX Administrative Procedures Facilitation Centre (CFPA) is a major innovation, grouping the Office of Administrative and State Procedures (BFAD) and the Business Creation Support Office (ECB).
It can simplify and perform on your behalf all procedures with government and local authorities as well as relevant public institutions, all in a guaranteed time frame. When you (or your agent) present the deeds and other documents of incorporation, a receipt will be issued and 24 hours later you will have:
- registered articles of organisation
- the register of commerce and movable capital
- Your company’s tax registration identification number (NINEA)
- the declaration of establishment
For more information, visit the Business Creation Support Office.
- Create a sole proprietorship
- Creating an LLC or LTD
- A procedure for setting up Economic Interest Group (GIE)
- One Stop Shop
- Far reaching reforms
- National Council of Employers
- National Confederation of Employers of Senegal
Further procedures, authorisation and permits
The APIX Administrative Procedures Facilitation Centre (CFPA), through it’s Office of Administrative and State Procedures (BFAD), will facilitate licenses, permits and approval procedures with public administrations. Within 24 hours, you can receive your trader’s card or import/export card.
The BFAD also assists you in your land purchase or long-term lease.
Step 4: Publication in the legal gazette
In accordance with the AUSCGIE code, "notice is [to be] published in a newspaper empowered to publish legal notices, within fifteen days of registration".
In the light of this provision and to comply with the 48 hour delay set by the government, the Business Creation Support Office (ECB) publishes legal notices daily in the website of the Ministry of Finance for recently created companies and since 2009 on the BCE website www.creationdentreprise.sn.
This electronic platform also provides information on business creation in Senegal and aims host business creation formalities online.