Starting a Business in the Republic of Congo

This table summarizes the procedures and costs associated with setting up a business in Congo, Rep..

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Legal Form: Société à Responsabilité Limitée (SARL) - Limited Liability Company
City: Brazzaville

	Procedure	Time to complete:	Cost to complete:
1	Deposit the legally required capital in a bank and obtain the deposit evidence.	2 days	no charge
2	Draft and notarize the articles of association with the public notary	7 days	3% of initial capital + 300,000 notary fees + 12,000 stamp
3	Register articles of association with tax authorities	2 days	FCFA 10,000 fixed fee + FCFA 1,300 stamp duty per page
4	Obtain extracts of criminal record of the company manager	2 days	FCFA 750
5	Register articles of association with the commercial registrar at the Clerk’s Office of the Court	2 days	FCFA 100,000
6	Register with the Centre des Formalités des Entreprises	7 days	see comment
7	Register with the tax authorities	2 days	FCFA 5000
8	Publish the notice of company formation in a legal journal	10 days	FCFA 100000
*9	Notify the Ministry of Labor (ONEMO) of the start of operations	2 days (simultaneous with procedure 8)	no charge
*10	Register with the Social Security Authorities	10 days (simultaneous with procedure 8)	no charge

* Takes place simultaneously with another procedure.

Procedure 1.: Deposit the legally required capital in a bank and obtain the deposit evidence.
Time to complete:: 2 days
Cost to complete:: no charge
Name of Agency:
Comment:

Procedure 2.: Draft and notarize the articles of association with the public notary
Time to complete:: 7 days
Cost to complete:: 3% of initial capital + 300,000 notary fees + 12,000 stamp
Name of Agency:
Comment:: The notary legalizes the articles of association. The entrepreneur pays a registration tax to the notary equivalent to 3% of the initial capital. In addition, notary fees range from XAF 300,000 to XAF 500,000, and stamps fees are about XAF 12,000 (XAF 1,200/page, assuming 10 pages). The notary also issues the authenticated declaration of subscription and payment, which confirms that the entire initial capital has been deposited at the bank. Companies may choose to have the notary draft the articles of association. In this case, the articles would be drafted before the initial capital is deposited. The entrepreneur would then return to the notary to obtain the declaration of subscription (Déclaration notariée de souscription et de versement).

Procedure 5.: Register articles of association with the commercial registrar at the Clerk’s Office of the Court
Time to complete:: 2 days
Cost to complete:: FCFA 100,000
Name of Agency:
Comment:: To register the articles of association with the Commercial Registrar, the following documents are required:
- Identification of managers.
- Criminal record of the managers.
- Lease (copy).
- Notarized articles of association.

Procedure 6.: Register with the Centre des Formalités des Entreprises
Time to complete:: 7 days
Cost to complete:: see comment
Name of Agency:
Comment:: The Centre des Formalités des Entreprises (CFE) is a one-stop shop that centralizes several registration procedures. By registering with the CFE, the firm obtains its merchant card (La Carte de Commercant) and is registered with the Chamber of Commerce and the Centre National de la Statistique et des Études Économiques (CNSEE). Although the CFE also organizes commercial registration at the court, in practice, it is faster for companies to register directly with the court.

Fees include:
- Registration with the CNSEE: XAF 10,000.
- Registration with Chamber of Commerce: XAF 10,000.
- Merchant card: XAF 15,000.
- Registration with the CFE: XAF 10,000.

Procedure 8.: Publish the notice of company formation in a legal journal
Time to complete:: 10 days
Cost to complete:: FCFA 100000
Name of Agency:
Comment:: Notice of company formation can be published, either in (a) the Official Gazette, with a 1-month turnaround; or (b) any legal journal, with a 1-week turnaround. The notice includes the company name, capital, and taxpayer identification number (TIN).

Procedure 9.: Notify the Ministry of Labor (ONEMO) of the start of operations
Time to complete:: 2 days (simultaneous with procedure 8)
Cost to complete:: no charge
Name of Agency:
Comment:: Employee contracts must be certified by the labor authorities.

Procedure 10.: Register with the Social Security Authorities
Time to complete:: 10 days (simultaneous with procedure 8)
Cost to complete:: no charge
Name of Agency:
Comment:: To register with the Social Security Authorities, the following documents are required:
- Manager’s identification
- Employees' contracts, certified by the Ministry of Labor.
- Manager's commerce card.
- Copy of the lease.
- Notarized articles of association.

Social security contributions are paid one trimester in advance at the rate of 2.8% of the employee's salary and 3.2% of the employer's earnings.