The commercial entities most used by investors are the limited liability company, the joint-stock company, the branch and the representative office.

Society Constitution
offshore in Angola

Country analysis: legal structures

Everything you need to know to set up an operating company with a bank account.

1. Exchange of banking information

β€’ Banks are partially subject to strict customer due diligence regulations (old FATF recommendation 5 / new FATF recommendation 10).

β€’ Banks are largely required to maintain sufficient records of their customer and transaction data for law enforcement (old FATF recommendation 10 / new FATF recommendation 11).

β€’ Banks and / or other covered entities are required to report large transactions in currency or other monetary instruments to designated authorities.

β€’ There are captive terms for disclosing customer bank details to third parties.

2. Legal forms

LThe commercial entities most used by investors are the limited liability company, the joint-stock company, the branch and the representative office.

The Angolan limited liability company (LDA):

β€’ The Angolan LLC is the business entity most used by foreign entrepreneurs when setting up a company in Angola. The capital is divided into installments and the shareholders are jointly and severally liable for their investments. An Angolan LLC must appoint 1 director and 2 shareholders and does not require a minimum paid-up share capital.
β€’ Shareholders can defer 50% of the minimum share capital provided that the amount is paid in full on the date of incorporation of the company.

The AngoleΓ±a Anonymous Society (SA):

This Angolan company setup will require at least 5 shareholders and 3 directors for company incorporation. The minimum paid-up share capital required is US $ 20.000, 30% of which must be fully paid-up before the company is incorporated.

All public limited companies must undergo an annual audit and appoint a board of auditors with at least three members for this purpose.

The Angola Branch (Branch)

This Angola business configuration requires that a local resident be appointed as the entity's registered representative in the country. The scope of the operations of this entity will be defined by the parent company. In addition, the branch will have an independent management team and a corporate bank account based in Angola.

The Angola representative office

- An Angolan representative office is created in order to:

i) Carry out market studies.
ii) promote the business of the foreign company it represents. A representative office is not authorized to carry out production or commercial activities and can only have a maximum of 6 employees, with a 50% quota on foreign employees.

- The company must also deposit a performance guarantee guarantee in an Angolan corporate bank account in the amount of US $ 60.000.

REMEMBER

No An Angolan resident Director is required for all business entities. HOLDING COMPANIES are not available in Angola.

OFFICES

Foster Swiss helps our Clients secure offices or we provide an office address. Most emerging markets require our Clients to have a 12-month office lease before company registration is approved.

We help our Clients overcome this challenge in the following ways:

Virtual office service

DDepending on the country and city, the rates range from US $ 900 to US $ 2000 and the annual active virtual office services range from US $ 1500 to US $ 4000).

Shared office space

LThe one-time fee is US $ 850. Thereafter, our Client pays the monthly rent directly to the owner).

Permanent office space

D Depending on the country and the city, the rates range from US $ 5.000 to US $ 8.000).

Accounting and taxes

- The corporation tax in Angola is applied at a rate of 35% on profits
company net. However, this rate is reduced to:

i) 20% for agricultural, forestry and livestock activities
ii) 30% for real estate activities. Annual returns must be submitted before May 31 of each year, in which case a penalty equal to twice the tax to be paid is imposed.

The standard VAT rate that applies to all goods and services in Angola is 10%. The VAT declaration is made monthly and the payment is due on the last business day of the following month.

Capital gains in Angola are taxed as business income and are therefore subject to corporation tax.

A business's losses have a three-year reinvestment relief. However, the carry-over of losses is prohibited.

Non-Angola resident companies are subject to:

i) 10% withholding tax on dividends
ii) 15% withholding tax on interest
iii) 10% withholding tax on royalties. There is no withholding tax on remittances from branches.

Employers must remit social security contributions to the authorities on all wages at a rate of 8%. There is no payroll tax.

Capital tax is paid on the initial capital of a company at a rate of 0,5%. Additional stamp duties are taxed at 1% on a company's monthly turnover.

The tax rate payable for the transfer of land or buildings is 10%, payable by the buyer.

Angola has not yet signed any tax treaty to eliminate international double taxation

Country problems

- Angolan companies with foreign participation are subject to the approval of the National Agency for Private Investment (β€œANIP”). The minimum investment amount (per investor) to be able to repatriate profits abroad is US $ 1.000.000. Therefore, registering an Angolan company is time consuming, requiring an average of more than 4,5 months to fully complete the incorporation.

- An Angolan LLC is subject to a 25% corporate tax rate and can also register for VAT, which is charged at 14%.

- High corruption and lack of protection of property rights.

- The International Finance Corporation study lists difficulties in enforcing contracts and registering property as the main barriers to business.

- Opening global corporate bank accounts to assist in the company registration process can be complicated due to the lack of internationally recognized banks in Angola.

- Angola's economy is highly dependent on its oil production. However, corporate tax rates for the mining and oil industries reach 50% (up to 65,75% in some cases) in Angola. This makes doing business in Angola one of the most expensive commercial enterprises in the world.

MORE CONFIGURATION SERVICES SOLUTIONS

  • Shareholders and Agents
  • Office permits
  • Protection of trademarks and copyrights. - Market study.
  • Legal support
  • Proportion of details of temporary unions or associations
  • Fusions and acquisitions.
  • Internal control.
  • Group restructuring.
  • Financial management consulting.
  • Buy a business.
  • Valuation of companies.
  • Credit recovery
  • Job solutions
  • Due diligence search on existing companies and individuals

3. Commercial register

β€’ All companies require registration of all owners
legal.
β€’ Information about legal owners is not always available
available online (up to 10 EUR / GBP / USD).

4. Transparency of society

β€’ The registry of national companies includes information on
identity of the legal owner.
β€’ The updating of the information on the identity of the legal owners is not mandatory.
β€’ All names plus countries of residence plus addresses or
NITs or dates of birth, passport or identifications
personal, or incorporation numbers are always
registered.

5. Publication of shareholders

β€’ The registry of national companies includes the information
identity of the final beneficiary.
β€’ Real property is not always available online
(up to 10 EUR / GBP / USD).

6. Publication of the company account

β€’ It is mandatory to keep accounting data.
β€’ There is an obligation to present annual accounts for all types
companies.
The annual accounts are not available in a public registry in
line (up to € 10 / US $ / GBP).

7. Country-by-country financial reports

β€’ There is no public report on a country-by-country basis.

8. Corporate tax return

β€’ There is no requirement for local submission of a global country-by-country reporting file (in accordance with OECD BEPS Action 13) by large corporate groups (with a worldwide turnover of more than 750 million euros) and subsidiaries local foreign groups.

β€’ Unilateral cross-border tax rulings (eg advance tax rulings, advance tax rulings) are available in laws or regulations, or administrative practice.

9. Identifier of legal entities

β€’ The use of an annually updated Legal Entity Identifier (LEI), developed under the guidance of the Financial Stability Board, FSB, is not mandatory.

β€’ The use of an annually updated Legal Entity Identifier (LEI), developed under the guidance of the Financial Stability Board, FSB, is not mandatory for some financial market operators.

β€’ The use of an annually updated LEI for the identification of reporting financial institutions (in accordance with the Common Reporting Standard (CRS) is not mandatory.

10. Measures to avoid tax evasion

β€’ There is no unilateral relief for double taxation through a credit system
fiscal.

11. Tax matters judicial secrecy

β€’ None or restricted access to both criminal and civil tax procedures.

β€’ None or restricted access to both criminal and civil tax judgments / verdicts.

12. Opaque structures

β€’ The jurisdiction does not issue or accept the circulation of large notes / cash notes of its own currency (with a value greater than 200 EUR / GBP / USD).

β€’ Unregistered bearer shares are available / outstanding or registered by a private custodian.

β€’ Series LLC / Shielded Cell Companies are not available.

β€’ Trusts with escape clauses are prohibited.

13. Anti-money laundering legislation

β€’ Angola is no longer on the FATF list of countries that have been identified with strategic AML deficiencies.

β€’ The FATF welcomes Angola's significant progress in improving its AML / CFT regime and notes that Angola has established the legal and regulatory framework to meet its commitments in its action plan regarding the strategic deficiencies that the FATF identified in June 2010 and February 2013. Therefore, Angola is no longer subject to the FATF monitoring process under its ongoing global AML / CFT compliance process. Angola will work with ESAAMLG as it continues to address the full range of AML / CFT issues identified in its mutual evaluation report.

β€’ The last mutual follow-up evaluation report related to the implementation of the rules against money laundering and terrorist financing in Angola was carried out by the Financial Action Task Force (FATF) in 2017 (the original Mutual Evaluation was carried out in 2012). According to the Follow-up Evaluation, Angola was considered to be compliant with 3 and largely compliant with 11 out of 40 + 9
FATF Recommendations.

14. Automatic exchange of information

Angola is not a signatory to the Multilateral Competent Authority Agreement (MCAA), which
provides the multilateral legal framework to participate in the automatic exchange of
information (AEOI) in accordance with the Common Information Standard (CRS)
of the OECD.

What type of private banking exists in Angola?

International Banking
Local banking

Central bank security ⭐⭐⭐

CRS: NO.
Real bank operation: 90%.
Type of visa: KWANZA, US $, €.
Joint accounts: YES.
Remote management account: To be consulted.
Asset management Depending on the rating of the company.
Fees: It depends on the type of account.
Credit / debit cards in local currency
Crypto-friendly banks: Depends on the correspondent bank.
Portfolio availability: No or depends on the correspondent bank.
Ability to issue letters of credit: YES

Why with Foster Swiss?

Foster Swiss is an international company registered in Switzerland aimed at providing financial and compliance advice on a variety of topics related to company formation
and commercial banking internationally. We are specialized in the implementation of businesses in different jurisdictions, which means that we offer value-added services helping our clients in their expansion abroad.

Some of these services include:
Advice and consultancy,
visas, offices, nominated director / shareholder / secretary,
accommodation if necessary… to name a few.
Check with your assigned consultant for more information.

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