Country investment factsheet · OHADA business law
Legal & tax framework for investment — August 2026 edition
Series: OHADA country factsheets — a country-by-country overview of investment across the OHADA area.
A Central African hydrocarbons producer and a member of CEMAC, Equatorial Guinea has a distinctive profile: it is the only Spanish-speaking country in the OHADA area, heir to a Spanish legal tradition yet applying the uniform business law harmonised across 17 states. An economy dominated by oil and gas, it has a currency 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.
Equatorial Guinea at a glance
A harmonised business-law framework
- OHADA — Equatorial Guinea 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.) — a particularly notable asset for a Spanish-speaking country. Disputes may be brought before the CCJA, whose awards are enforceable across the 17 states.
- CEMAC — the Economic and Monetary Community of Central Africa, 6 states (central bank: BEAC); a common market and common foreign-exchange regulation. Reference: cemac.int.
- Revised SYSCOHADA accounting — the mandatory accounting framework, readable by any investor across the zone.
- Also a member of the African Union, the AfCFTA, OAPI (intellectual property) and CIMA (insurance).
Common OHADA company forms
| Form | Minimum capital | Typical use |
|---|---|---|
| SA (public limited co.) | XAF 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 | Simpler projects, light structure |
| Branch | Attached to the foreign company | OHADA duration limit to anticipate |
Registration with the RCCM; investment promotion: INVEST-EG (agency created in 2025).
Tax regime — the essentials
| Tax | Rate | Details |
|---|---|---|
| Corporate income tax (CIT) | 25% | Minimum tax: 1.5% of the year’s turnover, a creditable advance against CIT. |
| VAT | 15% | The lowest in CEMAC. 5% reduced rate (basic goods, books); zero rate on a list of products/equipment. |
| Withholding taxes (non-residents) | Services 10% · dividends / interest 15% | Royalties outside CEMAC: 10%. CEMAC residents: max 10%. Specific regime for oil and gas. |
| Tax treaties | Very limited network | No France-Equatorial Guinea tax treaty (not to be confused with the France-Guinea treaty covering Guinea-Conakry). No foreign tax credit. |
Tax source: PwC Worldwide Tax Summaries — Equatorial Guinea (Nov 2025). VAT threshold to be confirmed against the tax code in force.
Attractive sectors
- Oil & gas — dominate GDP and exports; declining revenue (recession projected in 2026), a major diversification challenge.
- Oil services & logistics — the upstream value chain and associated services.
- Diversification — agribusiness, fisheries, tourism: still-emerging strategic priorities.
- Hispanophone specificity — a niche market for Lusophone/Hispanophone and Ibero-American operators.
Investment incentives
- Investment Code — a common framework (UDEAC legacy) and a special investment regime; tax and customs benefits.
- INVEST-EG — investment-promotion and foreign-trade-expansion agency, created by decree in 2025.
- Oil & gas local content — obligations and opportunities for subcontracting and local participation.
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 Equatoguinean taxes and social contributions.
Foreign-exchange regulation
- CEMAC / BEAC framework. Cross-border financial transactions fall under CEMAC’s common foreign-exchange regulation (2018 Regulation), administered by the BEAC; it requires the repatriation of export proceeds, the domiciliation of operations and the channelling of transfers through approved intermediaries. Equatorial Guinea obtained additional time for its implementation, extended to all sectors including oil.
- 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.
- 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 BEAC 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 Spanish-speaking market dominated by hydrocarbons and subject to a demanding CEMAC foreign-exchange regime, the OHADA asset — harmonised law and CCJA arbitration — is a decisive source of predictability for the foreign investor.
- CCJA arbitration — dispute resolution before OHADA’s Common Court of Justice and Arbitration; awards enforceable across the 17 member states — a common reference despite the Hispanophone specificity.
- Security interests (Uniform Act) — a full range of guarantees (mortgage, pledge, autonomous guarantee, security agent) to secure financings.
- FX & repatriation — CEMAC/BEAC foreign-exchange rules (mandatory repatriation of export proceeds): structure dividend and capital repatriation upfront.
- Governance & compliance — OHADA company law, SYSCOHADA, oil & gas local content, 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 Equatorial Guinea — where field experience makes the difference.
Which structure to choose?
For a foreign operator, the choice is most often between the SA (codified governance, XAF 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. Applying OHADA law offers a familiar reference framework to investors from the zone, despite the Spanish-speaking administrative environment.
Three pitfalls investors underestimate
- The Hispanophone environment. The tax code and the administration operate in Spanish, while business law is OHADA (in French). This duality calls for reliable translations and for checking each rate against the official text — and for not confusing Equatorial Guinea with Guinea-Conakry (a separate country, outside the franc zone).
- No tax treaty with France. Unlike Gabon or Congo, there is no France-Equatorial Guinea double-taxation treaty. Flows fall under domestic law, with no foreign tax credit — a factor to build into any structure involving France.
- A declining mono-hydrocarbons economy. Oil and gas dominate, but revenue is declining (recession projected in 2026). The strength of the local counterparty and CEMAC FX structuring must be analysed carefully.
From text to practice
The structuring asset remains membership of OHADA and CEMAC: an investor already present in the zone finds a familiar legal and monetary base. The INVEST-EG agency is the entry point for investment promotion. For oil and services projects, the interplay between the hydrocarbons regime, local content and OHADA security interests conditions bankability. For regulated sectors, anticipating authorisations and their timelines remains essential.
Frequently asked questions
What is the minimum capital to set up an SA in Equatorial Guinea?
The minimum capital for a public limited company (SA) is XAF 10,000,000. For the SARL and SAS, it is set freely by the by-laws. Registration is with the RCCM. Equatorial Guinea is a member of OHADA and CEMAC.
What is the corporate income tax rate in Equatorial Guinea?
The CIT rate is 25%. A minimum tax of 1.5% of the year’s turnover applies and is a creditable advance against the final CIT.
What is the VAT rate in Equatorial Guinea?
VAT is 15% (standard rate) — the lowest in the CEMAC zone — with a 5% reduced rate and a zero rate on a list of products and equipment.
How can an investment be secured in the OHADA zone in Equatorial Guinea?
Investors benefit from OHADA’s CCJA arbitration (awards enforceable across the 17 member states), OHADA security interests, the SYSCOHADA framework, and must structure dividend repatriation upfront under CEMAC foreign-exchange rules.
Does Equatorial Guinea apply OHADA law?
Yes. Equatorial Guinea is one of the 17 OHADA member states, despite its Spanish-speaking legal tradition. It applies the 9 Uniform Acts and is part of CEMAC and the revised SYSCOHADA accounting framework.
Considering an entry into Equatorial Guinea?
Contact the UGGC Africa team · Download the country factsheet (PDF)
Disclaimer. This country factsheet is provided for general information, as at August 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 Equatoguinean finance acts). Any investment decision should be the subject of a tailored analysis.
Sources: IMF (World Economic Outlook / Equatorial Guinea 2025-2026) · AfDB · UN / Worldometer (population) · PwC Worldwide Tax Summaries — Equatorial Guinea (Nov 2025) · INVEST-EG creation decree (2025) · BEAC (2018 CEMAC foreign-exchange Regulation) · OHADA · BEAC · CEMAC · uggcafrica.com.