Business entities in Zambia in 2022

pay fee by instalmentsbusiness setup without travelGuaranteed solutions

The most common way for foreign investors and entrepreneurs to do business in Zambia is through setting up a Zambian limited liability company (LLC). Alternatively, foreign entrepreneurs willing to raise capital in the country may choose to setup a Zambia Public Limited Company (PLC). Foreign companies can also register a branch office in Zambia or a representative office in they do not expect to conduct any commercial or income generating activities.

The Zambian limited liability company (Private company limited by shares)

  • A Zambia LLC, also known locally as a private company limited by shares, is the entity most commonly used by investors starting an SME in Zambia;
  • An LLC requires two shareholders and must appoint at least two directors who can be of any nationality. However, one of the directors must be resident in Zambia;
  • The minimum share capital required when incorporating a Zambia private company limited by shares is ZMW15,000 (Approx. US$1,000);

The Zambian public limited company (Public company)

  • Setting up a Zambia PLC requires at least 2 shareholders and 2 directors of any nationality. Like for an LLC, one of the directors must however be resident in Zambia;
  • The minimum share capital required to incorporate the PLC is US$10,000. This business entity has the capacity to venture into any type of business in Zambia, including banking and financial services;
  • A Zambian PLC is recommended for entrepreneurs looking to publicly list the company in the Zambia capital market;
  • PLCs newly listed in the Lusaka Stock Exchange market enjoy a 1 year period of reduced corporate tax at 10%. Companies with local shareholders benefit from an even more advantageous 7% rate.

The Zambian branch office

  • A branch of a foreign company is considered as a foreign entity in Zambia. The Zambian Companies Law allows 100% ownership of branches of foreign companies. The scope of operations for this entity will be defined by the branch’s parent company;
  • All branches must appoint a resident director or manager to oversee to the affairs of the company’s activities in Zambia;
  • Branches of foreign companies in Zambia are subject to the provisions of Chapter 388 the Companies Act. The branch is liable to corporate income tax and is required to submit audited annual financial reports and tax returns.

The Zambian representative office

  • Just like the other entities, a representative office can be 100% foreign owned. The entity is however not permitted to engage in direct sales nor any other income generating activities within Zambia;
  • A representative office is only permitted to i) conduct research and ii) promote and market the activities of the parent company;
  • Like the branch, a representative office must also appoint an individual resident in Zambia as a legal representative of the office regarding matters relating to the Government.

Different types of Zambian business entities

  LLC PLC Branch Rep office
Entity also known as Private company limited by shares Public company Branch RO
How long to set the company up? 3 weeks 10 weeks 8 weeks 5 weeks
How long to open company bank account? 3 weeks 3 weeks 3 weeks 3 weeks
Legal liability? Limited Limited Unlimited Unlimited
Wholly foreign-owned? Yes Yes Yes Yes
Minimum share capital? US$1,000 US$10,000 US$0 US$0
File annual tax return? Yes Yes Yes No
Corporate bank account? Barclays Citibank Standard Chartered EcoBank
Does our Client need to travel? No No No No
Resident director/representative required? Yes Yes Yes Yes
Zambia shareholder required? No Yes No No
Minimum directors/representatives allowed? 2 2 1 1
Minimum shareholders? 2 2 1 1
Company secretary required? No No No No
Corporate shareholders allowed? Yes Yes Yes Yes
Corporate director(s) allowed? Yes Yes Yes Yes
Zambia corporate tax rate? Variable Variable Variable N/A
Annual financial statements required? Yes Yes Yes Yes
Statutory audit required? No Yes Yes Yes
Allowed to issue sales invoices in Zambia? 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 in Zambia? Yes Yes Yes Yes
Can buy Zambia property? Yes Yes Yes No
Can own equity in other Zambian companies? Yes Yes Yes No
Total Zambia business setup costs in Yr. 1 US$15,450 US$16,450 US$19,450 US$17,950
Subsequent annual costs (excl. accounting and tax fee) US$3,850 US$4,850 US$5,850 US$6,150
Sample engagement fee invoice View invoice PDF View invoice PDF View invoice PDF View invoice PDF

Contact us

For additional information on our business setup services in Zambia, please contact our in-house country expert, Mr. Kunal Fabiani, directly:
client relationship officer - Kunal