Business entities in Mozambique in 2021
Since 2003, Healy Consultants Group PLC provides our Clients with the best corporate structures for doing business in the Republic of Mozambique. There are several ways of doing business in Mozambique, the commonly used corporate structure being the limited liability company. Entrepreneurs may also establish a public limited company for larger investments or float shares to the public. Foreign entities may also set up a branch office or a representative office.
The Mozambique limited liability company (Lda)
- The Mozambique limited liability company (LLC, also known as Lda) is the most commonly used corporate structure by entrepreneurs setting up small and medium-sized businesses in Mozambique;
- A Lda requires at least 1 director and 1 shareholder of any nationality and who do not need to be resident in Mozambique. The shareholders may be individuals or corporate bodies;
- Foreign directors of a local limited liability company must obtain a personal tax number. They are however not obliged to file tax returns in Mozambique unless they receive a salary locally;
- Upon incorporation, an LLC must also appoint a local accountant who will file monthly VAT returns with the Mozambique Tax Office.
The Mozambique public limited company (SA)
- The Mozambique public limited company (PLC, also known as SA) is recommended for companies looking to publicly list in the Mozambique Stock Exchange;
- To be established, this entity requires at least 3 shareholders and 1 director who can either be individuals or legal entities and must not be resident in Mozambique;
- A Mozambique public limited company may only appoint a single director when its share capital does not exceed US$17,500. Any company with share capital above this figure must appoint at least 2 directors;
- This entity does not have a stated required minimum share capital, but at least 25% of the entire agreed share capital must be paid in during Mozambique company incorporation process;
- The Mozambique PLC is required by law to appoint a statutory auditor or a board of auditors comprising of 3 or more auditors.
The Mozambique branch (commercial representation)
- The Mozambique Commercial Code allows foreign legal entities looking to do business in Mozambique to establish branch offices;
- To establish a branch office, a foreign company must first obtain approval from the Ministry of Industry and Trade and secure a business license;
- A branch office is not considered a separate legal entity therefore the scope of its operations in Mozambique is defined and controlled by the parent company;
- During Mozambique business setup, the parent company must appoint at least one resident individual of any nationality to be the company’s representative in Mozambique.
The Mozambique representative office (commercial representation)
- Foreign entities are permitted to establish representative offices in Mozambique. Unlike a branch office, such corporate structure does not need to be registered for tax and VAT but is not allowed to engage in any commercial activities;
- A representative office is permitted to operate in Mozambique for a renewable 3-year period and is only allowed to conduct i) market research and ii) promote activities of the parent company;
- During the registration process, the parent company must appoint at least one representative in Mozambique, who can be of any nationality.
Comparison table between Mozambique business entities
LLC PLC Branch office Rep office Also known as Lda SA Commercial representation Commercial representation How long to set the company up? 4 weeks 6 weeks 9 weeks 9 weeks How long to open company bank account? 4 weeks 4 weeks 4 weeks 4 weeks Legal liability? Limited Limited Unlimited Unlimited Wholly foreign owned? Yes Yes Yes Yes Minimum share capital? US$1 US$1 US$1 US$1 File annual tax return? Yes Yes Yes No Tax registration certificate required? Yes Yes Yes No Recommended corporate bank account? Barclays Bank Standard Bank BancABC First National Bank Does our Client need to travel? No No No No Resident director required? No No No No Resident shareholder required? No No No No Minimum directors allowed? 1 1 1 1 Minimum shareholders? 1 3 1 1 Tax identification code (TIN) needed? Yes Yes Yes No Mozambique resident company secretary required? No No No No Local accountant required? Yes Yes Yes No Corporate shareholders allowed? Yes Yes Parent company Parent company Corporate director(s) allowed? Yes Yes Yes Yes Mozambique corporate tax rate? 32% 32% 32% 0% Annual financial statements required? Yes Yes Yes No Statutory audit required? No Yes Yes No Regulated by? Ministry of Justice Ministry of Justice Ministry of Justice Ministry of Justice Allowed to issue sales invoices? Yes Yes Yes No Allowed to sign contracts? Yes Yes Yes No Allowed to import and export goods? Yes Yes Yes No Can rent an office space in Mozambique? Yes Yes Yes Yes Can buy Mozambique property? Yes Yes Yes No Can own equity in other Mozambique companies? Yes Yes Yes No Total Mozambique business setup costs in Yr. 1 US$20,700 US$21,700 US$27,925 US$26,975 Subsequent annual costs (incl. accounting and tax fee) US$5,800 US$5,800 US$11,690 US$9,390 Sample engagement invoice View invoice PDF View invoice PDF View invoice PDF View invoice PDF
Frequently asked questions
How can foreigners setup a company in Mozambique?Foreigners can setup a company in Mozambique relatively easily, thanks to the absence of investment restrictions in most sectors. Healy Consultants will assist our Clients to start an LLC or another type of company in Mozambique without travelling to the country, provided our Firm receives a power of attorney for this purpose.
How to setup a limited liability company in Mozambique?In order to setup a limited liability company in Mozambique, our Clients must provide Healy Consultants with the names and due diligence information for i) two shareholders and ii) one director, who are neither required to be Mozambique citizens nor to reside in the country. They will also be required by Mozambique authorities to provide various documents required for starting a business in Mozambique. After our Firm is engaged, we will provide a list of the aforementioned documents we will need to complete Mozambique company setup requirements.
What business to start in Mozambique?Small entrepreneurs will usually find it easier to incorporate a Mozambique limited liability, while those willing to raise capital for their business will prefer to incorporate a Mozambique public limited company. Foreign corporates who prefer to keep complete control over their Mozambique subsidiary will usually setup a branch or a representative office. Healy Consultants will advise you regarding the best legal entity for setting up your business in Mozambique.
Is it possible to register a 100% foreign-owned company in Mozambique?Yes, most industries in Mozambique are open to foreign investment without the need for a local partner.