Business entities in Guinea

Business entities in Guinea

Setup procedures for Guinea LLC Since 2003, Healy Consultants provides our Clients with the optimum corporate structures for doing business in Guinea. The commonly used corporate vehicle is the limited liability company (SARL). Entrepreneurs planning for larger investments in Guinea may also establish a public limited company (SA). Foreign companies may also set up permanent establishments in the form of a branch office or a representative office.

The Guinea limited liability company (SARL)

The SARL is commonly preferred by entrepreneurs establishing small and medium sized ventures in Guinea. This entity requires at least 1 shareholder and 1 director of any nationality who can be either an individual or a body corporate. The shareholder and director must not be residents of Guinea. A Guinea LLC company setup requires a minimum share capital of US$14 (100,000 GNF).

The Guinea public limited company (SA)

The SA company setup in Guinea is recommended for entrepreneurs looking to establish larger investments in the country. This entity requires at least 1 directors and 1 shareholder who can either be and individual or a corporate body. The director and shareholder can be of any nationality and do not have to be resident in Guinea. An SA also requires a high share capital amount at incorporation, usually this amount is above of US$14,000 (100m GNF).

The Guinea branch

Foreign companies looking to do business in Guinea are permitted to set up branch offices in Guinea. A branch office is not considered a separate legal entity from its parent company and naturally abides by the laws of both Guinea and its country of origin. The branch must also appoint at least 1 director of any nationality to represent the company in Guinea. The entity must register with the Trade and Personal Property Credit Register (TPPCR) and get approval from the Ministry of Trade and Industry.

The Guinea representative office

The Guinea Companies Law permits foreign legal entities to setup permanent establishments in the form of representative offices in Guinea. Just like the branch, this entity is not considered a separate legal entity, and additionally not allowed to engage in any commercial or profit making activities in Guinea. A Guinea representative office’s activities is only limited to i) conducting market research and ii) promoting the activities of its parent company.

Comparison table between Guinea business entities

 LLCPLCBranch officeRep office
Also known asSARLSAsuccursalebureau de representation
How long to set the company up?7 weeks8 weeks9 weeks8 weeks
How long to open company bank account?5 weeks5 weeks5 weeks5 weeks
Legal liability?LimitedLimitedUnlimitedUnlimited
Wholly foreign owned?YesYesYesYes
Minimum share capital?US$14US$14,000US$1US$1
File annual tax return?YesYesYesNo
Tax registration certificate required?YesYesYesNo
Recommended corporate bank account?EcoBankUnited Bank of AfricaAfriland First BankFBN Bank
Does our Client need to travel?NoNoNoNo
Resident director required?NoNoNoNo
Resident shareholder required?NoNoNoNo
Minimum directors allowed?1111
Minimum shareholders?1111
Tax identification code (TIN) needed?YesYesYesNo
Guinea resident company secretary required?NoNoNoNo
Corporate shareholders allowed?YesYesYesYes
Corporate director(s) allowed?YesYesYesYes
Guinea corporate tax rate?35%35%45%0%
Annual financial statements required?YesYesYesNo
Statutory audit required?NoYesNoNo
Regulated by?Ministry of Trade and IndustryMinistry of Trade and IndustryMinistry of Trade and IndustryMinistry of Trade and Industry
Allowed to issue sales invoices?YesYesYesNo
Allowed to sign contracts?YesYesYesNo
Allowed to import and export goods?YesYesYesNo
Can rent an office space in Guinea?YesYesYesYes
Can buy Guinea property?YesYesYesNo
Can own equity in other Guinea companies?YesYesYesNo
Total Guinea business setup costs in Yr. 1US$15,475US$16,875US$17,175US$17,175
Subsequent annual costs (incl. accounting and tax fee)US$4,950US$4,950US$4,950US$4,950
Sample engagement invoiceGuinea LLC invoiceGuinea PLC invoiceGuinea Branch office invoiceGuinea RO invoice

Contact us

For additional information on our business setup services in Guinea, please email us at email@healyconsultants.com. Alternatively please contact our in-house country expert, Ms. Chrissi Zamora, directly:
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