Corporate Law at Ivory Coast
Here’s a summary of Corporate Law in Ivory Coast (Côte d'Ivoire):
📚 Legal Framework
The main legislation governing corporate law in Ivory Coast is based on the OHADA Uniform Acts (OHADA = Organisation pour l'Harmonisation en Afrique du Droit des Affaires), which unifies business laws across 17 West and Central African countries, including Ivory Coast.
Key OHADA Acts relevant to corporate law:
Uniform Act on Commercial Companies and Economic Interest Groups (Acte uniforme relatif au droit des sociétés commerciales et du groupement d’intérêt économique)
Uniform Act on General Commercial Law
🏢 Types of Business Entities
Société Anonyme (S.A.) – Public Limited Company
Minimum two shareholders.
Minimum capital requirement (usually CFA 10 million).
Managed by a Board of Directors or a single Director-General.
Shareholders have limited liability up to their contributions.
Société à Responsabilité Limitée (SARL) – Limited Liability Company
Most common form for SMEs.
Minimum 1 shareholder, maximum 100.
Capital divided into quotas (not shares).
Liability limited to contributions.
Société en Nom Collectif (SNC) – General Partnership
Partners have unlimited joint and several liability.
Less used due to unlimited liability.
Economic Interest Group (GIE)
Allows companies to cooperate without merging.
No minimum capital.
Liability can be unlimited.
📝 Company Formation & Registration
Articles of Incorporation must be notarized.
Register at the Centre de Formalités des Entreprises (CFE):
Includes registration with the Commercial Registry (Registre du Commerce et du Crédit Mobilier - RCCM).
Registration is essential to obtain a business license and a tax identification number (NIF).
Filing is centralized and partially digital.
⚖️ Corporate Governance
S.A. companies typically governed by a Board of Directors and a General Assembly of shareholders.
SARLs managed by one or more managers appointed by shareholders.
Annual General Meetings (AGMs) are mandatory.
Financial statements must be prepared, approved by shareholders, and filed.
💰 Taxation
Corporate income tax in Ivory Coast is approximately 25%.
Value Added Tax (VAT) is 18%.
Companies must comply with payroll tax and social security contributions for employees.
👥 Foreign Investment
Ivory Coast encourages foreign investment and provides equal treatment under the law.
No restrictions on foreign ownership for most sectors.
Investment incentives available in certain priority sectors.
🔎 Additional Notes
OHADA laws simplify cross-border business within member states.
Dispute resolution under OHADA is often through arbitration or OHADA Common Court of Justice and Arbitration (CCJA).
Anti-money laundering and compliance requirements are enforced.
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