Country investment factsheet · OHADA business law
Legal & tax framework for investment — June 2026 edition
Series: OHADA country factsheets — a country-by-country overview of investment across the OHADA area.
A major West African gold producer and a historic player in the cotton value chain (“white gold”), Burkina Faso has overhauled its extractive framework with a new Mining Code (2024). A landlocked country at the heart of the Sahel, it relies on regional logistics corridors and applies the unified OHADA business law, being part of WAEMU — a single-currency monetary zone pegged to the euro. This factsheet summarises the macroeconomic, tax and legal data relevant to an entry decision, with particular focus on the legal securing of the investment.
Burkina Faso at a glance
A harmonised business-law framework
- OHADA — Burkina Faso applies the uniform business law of the Organisation for the Harmonisation of Business Law in Africa (17 member states, 9 Uniform Acts: companies, security interests, debt recovery, insolvency, arbitration, etc.). Disputes may be brought before the CCJA (Common Court of Justice and Arbitration), whose awards are enforceable across the 17 states.
- WAEMU — an 8-state economic and monetary union (central bank: BCEAO); free movement of goods and a common foreign-exchange framework. Reference: uemoa.int.
- Revised SYSCOHADA accounting — the mandatory accounting framework, readable by any investor across the zone.
- Also a member of the African Union, the AfCFTA, the WTO, OAPI (intellectual property) and CIMA (insurance).
Common OHADA company forms
| Form | Minimum capital | Typical use |
|---|---|---|
| SA (public limited co.) | XOF 10,000,000 | Codified governance, access to public savings |
| SAS (simplified joint-stock co.) | Set freely by the by-laws | Statutory flexibility — joint ventures, holdings |
| SARL (LLC) | Set freely by the by-laws (share nominal value ≥ XOF 5,000) | Simpler projects, light structure |
| Branch | Attached to the foreign company | OHADA duration limit to anticipate |
Registration with the RCCM; one-stop shop for incorporation and approvals: ABI (Agence Burkinabè des Investissements).
Tax regime — the essentials
| Tax | Rate | Details |
|---|---|---|
| Corporate income tax (CIT) | 27.5% | No allowance. A minimum lump-sum levy of 0.5% of turnover (floor of XOF 1,000,000 under the normal actual-profit regime, XOF 300,000 under the simplified regime) remains due even where no profit is recorded (Art. 24 CGI). |
| VAT | 18% | Single standard rate. Registration threshold: annual turnover of XOF 50,000,000; simplified regimes below. |
| Withholding taxes (non-residents) | Broadly 12.5% to 20%, depending on the type of income | Withholdings apply to dividends (tax on income from movable capital), royalties and services paid to non-residents — the exact schedule should be confirmed item by item against the General Tax Code in force at the time of the transaction. Rates may be reduced under an applicable treaty. |
| Tax treaties | Tunisia + WAEMU | WAEMU multilateral convention. The France-Burkina Faso tax treaty has been terminated and no longer applies (see “practitioner’s view”). Source: DGI Burkina. |
Tax source: DGI Burkina / General Tax Code (dgi.bf, servicepublic.gov.bf); the detailed withholding-tax schedule should be confirmed item by item against the official text in force at the time of the transaction.
Attractive sectors
- Gold — the country’s top export; Burkina Faso ranks among Africa’s leading gold producers.
- Cotton (“white gold”) — a major historic value chain; ~60% of export earnings, more than 350,000 growers; local-processing potential (textiles).
- Livestock & agriculture — livestock exports; food value chains.
- Energy — strong solar potential; electrification programmes.
- Construction & infrastructure — demand sustained by regional logistics corridors.
Investment incentives
- Investment Code (Law 038-2018) — freedom to invest, national/foreign non-discrimination, freedom of management and transfer; privileged regimes scaling benefits by amount invested and jobs created.
- ABI (Agence Burkinabè des Investissements, the Burkina Faso Investment Agency) — the single point of contact for investors, tasked with investment promotion and support for project sponsors.
- New Mining Code (2024) — state stake raised to 15%, local-employment quotas and technology transfer; the reference framework for any extractive project.
Work permits for expatriates
- Issuance of residence and work permits to expatriate staff holding a local contract.
- Free transfer of salaries to the home country, after payment of Burkinabè taxes and social contributions.
Foreign-exchange regulation
- WAEMU / BCEAO framework. Cross-border financial transactions fall under WAEMU’s common foreign-exchange regulation, administered by the BCEAO; capital movements and transfers are regulated, channelled through approved intermediaries (banks) and subject to declaration.
- Repatriation of dividends and capital. Transfer abroad of profits, dividends and disposal proceeds is permitted but conditional on documenting the flows and paying the taxes due — to be structured and documented from the moment of entry into the capital. Highly capital-intensive mining projects call for particular attention to the traceability of foreign-currency financing.
- Good practice. Funding the investment in foreign currency and keeping documentary traceability of each flow secures the later transfer of funds.
Regulation subject to change — precise terms (thresholds, supporting documents, timelines) to be checked with the BCEAO and an approved intermediary.
Securing the investment — the UGGC angle (OHADA levers)
Beyond the figures, a successful entry rests on command of the legal framework. In a country where the mining sector (gold) drives foreign investment and where the treaty framework has changed, contractual and tax structuring is decisive.
- CCJA arbitration — dispute resolution before OHADA’s Common Court of Justice and Arbitration; awards enforceable across the 17 member states.
- Security interests (Uniform Act) — a full range of guarantees (mortgage, pledge, autonomous guarantee, security agent) to secure mining financings.
- FX & repatriation — WAEMU/BCEAO foreign-exchange rules: structure dividend and capital repatriation upfront.
- Governance & compliance — OHADA company law, SYSCOHADA, 2024 Mining Code, early-difficulty prevention.
Our teams support these transactions across M&A, tax law and litigation & arbitration (CCJA).
Our reading — the practitioner’s view
The figures don’t tell the whole story. Here are the points we flag to our clients before any entry into Burkina Faso — where field experience makes the difference.
Which structure to choose?
For a foreign operator, the choice is most often between the SA (codified governance, XOF 10,000,000 capital, access to public savings) and the SAS (statutory flexibility, freedom of governance and capital). The SARL remains suited to simpler projects: Burkina Faso has liberalised its capital rules, so it is set freely by the by-laws (share nominal value ≥ XOF 5,000). For a mining project, the architecture generally combines a local project company with an ownership structure compliant with the 2024 Mining Code.
Three pitfalls investors underestimate
- The France-Burkina Faso tax treaty no longer applies. The double-taxation treaty between France and Burkina Faso has been terminated and has ceased to produce effects. Flows (dividends, interest, royalties, services) between France and Burkina Faso now fall under domestic law, with no treaty relief — a major change to build into any tax model involving France.
- The new 2024 Mining Code. It raises the state’s stake (15%) and strengthens local-content and technology-transfer obligations. The structuring of equity stakes, establishment conventions and financing must be designed around this framework, not older arrangements.
- The minimum lump-sum levy. Set at 0.5% of turnover (floors of XOF 1,000,000 under the normal actual-profit regime, XOF 300,000 under the simplified regime), it is due even where no profit is recorded and must be built into the business plan of the early years — particularly for a mining or industrial project with loss-making early financial years.
From text to practice
The ABI (Agence Burkinabè des Investissements) is the single point of contact for investors — incorporation, Investment Code approval, project support. For extractive projects, the interplay between the Mining Code, establishment conventions and OHADA security interests conditions the bankability of the project. Traceability of foreign-currency financing, from entry into the capital, is decisive for later repatriation. For regulated sectors, anticipating sector authorisations and their timelines remains essential.
Frequently asked questions
What is the minimum capital to set up an SA in Burkina Faso?
The minimum capital for a public limited company (SA) is XOF 10,000,000. For both the SAS and the SARL, Burkina Faso has used the derogation allowed under the OHADA Uniform Act: capital is set freely by the by-laws, with a minimum share nominal value of XOF 5,000 for the SARL. Registration is with the RCCM.
What is the corporate income tax rate in Burkina Faso?
The CIT rate is 27.5%, with no allowance. A minimum lump-sum levy based on turnover remains due even where no profit is recorded.
What is the VAT rate in Burkina Faso?
VAT is 18% (single standard rate). The registration threshold is annual turnover of XOF 50,000,000; simplified regimes apply below that.
How can an investment be secured in the OHADA zone in Burkina Faso?
Investors benefit from OHADA’s CCJA arbitration (awards enforceable across the 17 member states), OHADA security interests (mortgage, pledge, autonomous guarantee, security agent), the SYSCOHADA framework, and must structure dividend repatriation upfront under WAEMU/BCEAO foreign-exchange rules. With no France-Burkina Faso tax treaty in force, France-related flows now fall under domestic law.
Does Burkina Faso apply OHADA law?
Yes. Burkina Faso is one of the 17 OHADA member states. It applies the 9 Uniform Acts (companies, security interests, debt recovery, insolvency, arbitration, etc.) and is part of WAEMU and the revised SYSCOHADA accounting framework.
Considering an entry into Burkina Faso?
Contact the UGGC Africa team · Download the country factsheet (PDF)
Disclaimer. This country factsheet is provided for general information, as at June 2026; it does not constitute legal or tax advice and cannot bind UGGC Africa. The figures are drawn from public sources and are subject to change (notably through Burkinabè finance acts and the Mining Code). Any investment decision should be the subject of a tailored analysis.
Sources: World Bank (Macro Poverty Outlook Burkina) · IMF (Article IV / ECF, May 2026) · AfDB (Economic Outlook) · UN / Worldometer (population) · DGI Burkina / servicepublic.gov.bf (General Tax Code) · ABI — Agence Burkinabè des Investissements / Investment Code (Law 038-2018) · Ministry of Mines (2024 Mining Code) · Deloitte & BOFiP (treaty termination) · OHADA · BCEAO · WAEMU · uggcafrica.com.