Business entities in South Sudan

Since 2011, Healy Consultants assists our Clients to determine the optimum corporate structure for their business needs. In South Sudan, the corporate vehicle most commonly used by entrepreneurs is the South Sudan limited liability company (Ltd.). Foreign corporates looking to do business in South Sudan are also permitted to set up permanent establishments in the form of a branch office or a representative office.

The South Sudan limited liability company (Ltd)

• The South Sudan limited liability company is the commonly used corporate structure for setting up businesses in South Sudan. In accordance with South Sudan Companies Act 2012, this entity can be established by i) 1 shareholder ii) 1 director who may be of any nationality. The shareholder(s) and director(s) are also not required to be ordinarily residents in South Sudan;
• While the South Sudan government has scrapped off the requirement for a minimum share capital for locals incorporated a local limited liability company, foreigners are required to invest a minimum of US$100,000 as per the Investment Promotion Act of 2009. Foreigners are also forbidden to do business in transportation and foreign exchange. They are also required to form a joint venture with a majority local shareholder, if they want to setup an import/export or trading business in South Sudan.

The South Sudan branch

Foreign companies looking to do business in South Sudan are permitted to register a local branch of their overseas company. This is however only possible in industries fully open to foreign investment (see the Sudan LLC section above for further details on closed and restricted industries). The branch office is not considered a separate legal entity from its parent company and thereby abides by the laws of both South Sudan and its country of origin. The branch must appoint at least 1 representative of any nationality to officially represent the company in South Sudan.

The South Sudan representative office

The South Sudan Companies Act allows foreign companies to register representative offices in South Sudan. A representative office must specify at incorporation the scope of its operations in South Sudan and abide by those specifics. This entity is not permitted to conduct any profit making activities in South Sudan and may only engage in activities limited to i) conducting market research and ii) promoting the parent company’s products.

Comparison table between South Sudan business entities