Corporate Law at Cape Verde
Certainly! Here’s an overview of Corporate Law in Cape Verde (Cabo Verde):
🇨🇻 Corporate Law in Cape Verde
Cape Verde’s corporate legal framework is influenced by Portuguese law, reflecting its history as a former Portuguese colony. The country has been modernizing its corporate regulations to attract investment and facilitate business operations.
1. Governing Legislation
Commercial Code of Cape Verde (based largely on Portuguese commercial law)
Companies Act (specifically regulates company formation and operation)
Investment Law — provides incentives and rules for foreign investors.
Law on Foreign Investment — regulates foreign ownership and operations.
Other relevant laws include tax legislation, labor laws, and regulations on intellectual property.
2. Types of Companies
Sociedade por Quotas (Lda.) – Similar to a Limited Liability Company (LLC), the most common form for small to medium businesses.
Sociedade Anónima (SA) – Equivalent to a Public Limited Company, suitable for larger businesses and those looking to go public.
Sole Proprietorships and Partnerships also exist.
Branch offices of foreign companies can operate under local registration.
3. Company Formation
Registration is conducted through the Institute of the Business Formalities (Instituto das Formalidades Empresariais - IFE).
Key documents include:
Articles of Association or Company Statutes.
Details of shareholders and directors.
Minimum capital requirements apply, especially for Sociedade Anónima (SA).
Registration formalities involve obtaining a business license, tax registration, and social security registration.
4. Corporate Governance
Sociedade Anónima (SA) must have a Board of Directors and a General Assembly of Shareholders.
Sociedade por Quotas (Lda.) usually has more flexible management rules.
Shareholders have rights to dividends, information, and voting.
Companies must maintain accounting records and may require audits depending on size.
5. Foreign Investment
Cape Verde encourages foreign investment, offering incentives and relatively open ownership rules.
Certain strategic sectors may require government approval.
Repatriation of profits is generally allowed.
6. Taxation and Compliance
Corporate tax rates are moderate; Cape Verde has been working on tax reforms to improve the investment climate.
Annual filing of tax returns and financial statements is mandatory.
Companies must comply with labor, social security, and environmental regulations.
7. Dispute Resolution
Commercial disputes are resolved through local courts.
Arbitration and mediation are increasingly used.
The judiciary is influenced by Portuguese legal principles.
Summary
| Feature | Details |
|---|---|
| Main Law | Commercial Code, Companies Act |
| Company Types | Lda. (LLC), SA (Public Company) |
| Company Registration | Through Institute of Business Formalities (IFE) |
| Foreign Investment | Encouraged, some restrictions |
| Corporate Governance | Board of Directors (SA), flexible (Lda.) |
| Taxation | Moderate corporate tax rates |
| Dispute Resolution | Courts, arbitration, mediation |
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