05 1 月 2018 Investment in Angola – Overview 安哥拉投资简介
I. COUNTRY PROFILE 国家基本资料
Angola is country with 1,246,700 sq.km. of area and approximately 25 million in population, mainly between 15 and 40 years of age and is located in the South-western part of Africa. Angola is a mineral rich country with vast and unutilized fertile territory. Angola has also a considerable amount of resources in fisheries and forestry.
Angola gained independence from Portugal in 1975. And as a consequence, Portuguese language is the official one in the country and Kwanza Is the local currency.
Angola is a country that primarily depends on oil exports and currently is looking to diversify its economy, by attracting more foreign investment in key areas, such as manufacturing and agriculture. 安哥拉原是以石油出口作为主要经济来源，而目前该国正积极寻找新的经济发展，希望吸引外资进入其关键发展领域，例如制造业与农业。
II. INVESTMENT REGIME 投资制度
The current investment regime is regulated by Law No. 14/15 of 11 August (Private Investment Law – PIL 2015,), as published in Official Gazette. PIL 2015 repealed the previous investment regime and brought some novelties with it.
现行投资法令是由2015年8月11日，官方公报法令字第14/15号(私人投资法—PIL 2015)所规范。PIL 2015是取代先前的投资法令，并提出了一些新的规定。
Below, is a brief overview of the Investment Regime in Angola. Foreign investors have to be aware that there are number of additional rights and obligations applicable, including a specific licensing, registration and reporting procedure through the life cycle of an investment project. Failure to comply may incur in heavy fines.
- Responsible authorities 专责机关
All permits and investment licenses are granted by the respective Ministry, responsible to overview the investors activity. For instance, construction projects, are licensed by Ministry of Construction and so on.
Investments above US$ 10 million are redirected and therefore licensed by the Presidency Office itself, through a specific body.
A new agency was established – APIEX (Angolan Investment and Export Agency), which aims at promoting investments and exports.
- Scope 投资法令范围
Under current PIL 2015, there is no requirement for minimum investment threshold. Any foreign investment, independent of the value is eligible under this law, as long as the required business plan can sustain the invested amount and the project.
However, only foreign investments above US$ 1 million are eligible for tax incentives. Depending on the Angolan customs clearance schedule, imported goods and machines, necessary for the investment project may be customs free.
The insurance, banking, minerals and oil & gas investments are subjects to different investment laws and procedures.
- Local Content 当地成分要求
In a number of sectors, a joint venture with an Angolan party is required. In some sectors the Angolan party has to have a minimum of 35% of the project and in other sectors even more.
A minimum 35% of the projects is reserved to Angolan Party in: (i) electricity; (ii) hotels and tourism; (iii) transport and logistics; (iv) construction industry; (v) telecommunication and IT.
安哥拉政府特别指出：1. 电力；2. 饭店旅游业；3. 交通运输业；4. 工程建设业；5. 通讯科技业保留给安哥拉方最低35%的合资份额。
In the oil & gas, fisheries, agriculture, forestry and minerals minimum reserved percentages will vary.
The PIL restricts indirect investments (by way of loans, additional capital contributions, intellectual property, etc.) to 50% of the total value of the investments. Additionally, loans made by shareholders cannot exceed 30% of the total investment amount.
- Repatriation of Dividends 股利汇回
Investors are entitled to repatriate the net profits (dividends) and royalties after implementation of the project.
Nevertheless, repatriation of dividends is subject to a supplementary tax, applied on the amount of the dividends that exceed the own funds of the company (project), as follows:
- 15% if the excess is not more than 20%;
- 30% if the excess is more than 20% but less than 50%:
- 50% if the excess is more than 50%
The supplementary tax is not due if the dividends are reinvested in Angola. Investors have to have aware that dividends are remitted abroad, depending on the availability of foreign currency. The government has tried to address this issue by allocating funds only to be used by foreign investors, but in a severe crisis, like the oil crisis, this may be hindered.
- Tax Incentives 税收优惠
Tax incentives may be granted to a foreign investment project, whenever certain requirements are met, such as location of the investment, value of the investment, number of jobs created, Angolan shareholding, focus on exports, local added value. Tax incentives are usually reduction of all or certain types of taxes for a number of years.
- Guarantees 保障
The Angolan State guarantees to all foreign investors protection against expropriation, unless public purposes, not without due process of law and fair compensation. Foreign investors have the right to access all courts and tribunals, right to credit, confidentiality, commercial and banking secrecy. Angola is also a signatory the convention establishing Multilateral Investment Guarantee Agency (MIGA).
- Dispute Resolution 争端解决
Despite not clearly stated in the Law, it has become a practice to include arbitration conventions in Investment Contracts, which has been promoted by the government during the last years.
III. EMPLOYMENT OF EXPATRIATES 雇用外国雇员
Employment of expatriates in Angola is subject to a work visa, which is usually for 1 year with different extension schemes. Investors are entitled to privileged visas, which have a longer duration.
The idea behind the limitation for work visas is to transfer know-how to local Angolans, which should gradually take over. At least 70% of the initial workforce of the project has consist by Angolan nationals and this number is ought to increase during the life cycle of the project.
IV. TAX REGIME 税收法令制度
Angolan tax regime consists a number of different taxes, but the main ones, mostly applicable to businesses in general and investments in particular, are as follows:
- Personal Income Tax, which is differentiated in accordance with the personal income. The highest rate is 17%;
- Social Security Contributions at the rate of 11%, whereas 8% has to borne bythe company and 3% by the employee. Expatriates, who prove to pay their social contribution in a different country are free from making them in Angola.
- Corporate Income Tax – 30%. There is a withholding obligation from the service payer of 6,5% of the Corporate Income Tax. The paid in advance Corporate Income Tax shall be settled with the annual reports;
- Capital Gains Tax – 15%. This tax is applicable to profits from dividends, credit, royalties, interest, gambling, etc.;
- Consumption tax is an indirect tax that is similar to VAT. It is applicable to different services and produced goods. It has a specific schedule with different rates, depending on the applicable service or good;
- Urban Property Tax – 15%. This tax is applied to profits from renting. For property that is not rented, a specific schedule applies depending on the size of the property.
- SISA tax – 2% and applies to property transfer or acquisition, including when transferring 50% of shares in a company that has property as part of its assets;
- Stamp Duty Tax. Usually this tax is collected by notaries, registrars or other public authorities and different documents are subject to it, such as letters credit, public deeds, internal company books, deals, etc. This tax Is law compared to other taxesas it goes between 0.2% and 1% on the total value stated in the document;
- 资产移转税SISA Tax—2%，适用于资产的移转与取得。其中包括转让公司超过50%的股份中，含有不动产作为其资产的部分，皆须课税。
V. ADDITIONAL PERMITS AND REGISTRATION 附加许可与登记
After receiving the foreign investment license, documents are send by the authority to the National Bank, which will also automatically issue the importation of capital license. The later procedure is currently done between the National Bank and the Commercial Bank, but may be supervised by the investor.
The second step is to import cash necessary for the project and create a legal entity.
After commercial registration procedures are completed the newly established company may apply for a business license (before Ministry of Commerce) and for the specific license, in accordance with its sector of activity (for instance Ministry of Hostelry and Tourism in case of Hospitality).
If import and export of goods and merchandise is necessary, import/export registration and license are also necessary.
Investors have to have in mind that labor and social security compliance is also mandatory, which makes necessary a professional to accompany the project within the bureaucracy of Angolan legislation.
ABOUT US 关于我们
ASIALLIANS is a French law firm registered with Paris Bar Association. Asiallians coordinates a network of laws firms having a recognized business law practice in Europe, Mainland China, Taiwan and Africa.
ASIALLIANS是一间注册于法国巴黎律师协会的律师事务所，其国际网络能为客户于欧洲 , 中国大陆，台湾及非洲及提供专业法律服务。
We coordinate an independent Pan-African network for business law firms from 45 African jurisdictions.