Legal forms of incorporation

In Ethiopia, the most common types of corporate entity are the following:

Business organization (e.g. Public Limited Company) Branch Company Sole Proprietorship

Setting up an investment

Brownfield investments

The foreign investor has to first get approval from the Ministry of Trade.

Greenfield investments

The foreign investor has to start the application process at the Ethiopian Investment Commission (EIC). Registration and licensing can be done online.

The investor has to obtain first an investment permit. Main steps to get the investor permit are the following

Step

Registration and licensing processes at EIC

1

Collect application form and relevant documents from EIC Information Desk

2

Submit filled application to EIC Registration and Licensing Department.

Required documents are the following

Public Limited Company (PLC)

Branch Company

Sole Proprietorship

i. Draft memorandum and articles of association

ii.Valid passport

iii. Visa (if the shareholders are individuals)

iv. Notarized parent company documents including certificate of incorporation, minutes of resolution passed by the parent company to invest in Ethiopia, memorandum and articles of association and power of attorney (if the shareholders are companies)

i.Authenticated parent company documents

ii.General manager’s passport and visa for the new company

i. Valid passport

ii. Business or investment visa

All documents issued outside of Ethiopia have to be authenticated by the foreign public notary, Ethiopian Embassy, Ministry of Foreign Affairs of Ethiopia and/or domestic public notary.

3

Check uniqueness of the company name at EIC (only for a PLC)

4

Edit and authenticate memorandum and articles of association at EIC (only for a PLC)

5

Collect a bank letter from EIC

6

Open a local bank account and transfer the minimum capital required

7

Collect bank transfer advice and submit it to EIC

8

Submit an authenticated office lease agreement and Tax Identification Number (TIN) to EIC (only for a PLC)

9

Collect investment permit and commercial registration certificate from EIC

10

Additional steps for

Industrial Park Developers

Industrial Park Operators

Industrial Park Enterprises/Tenants

i. Application to EIC

ii. Approval by the Ethiopian Investment Board

iii. Establishment of a memorandum of understanding with EIC

iv. Registration and licensing at EIC

i. Application to EIC

ii. Signature of a tripartite memorandum of understanding with the Industrial Park (IP) Developer and EIC

iii.Registration and licensing at EIC

iv.Signature of an operations management agreement with the IP Developper.

i.Application to EIC

ii.Signature of a memorandum of understanding with EIC

iii. Deposit of a commitment fee of USD 200,000 in the Industrial Park (IP) Developer’s account (will be accounted as part of the initial capital on licensing)

iv.Registration and licensing at EIC

v.Shed rental/sub-lease agreement with IP developer

vi. Hand-over by IP developer