Angola’s company records are kept in the Registo Comercial (Commercial Register), maintained by the Conservatórias do Registo Comercial (Commercial Registry Offices) under the Ministério da Justiça e dos Direitos Humanos. In practice almost everything now runs through the Guiché Único da Empresa (GUE, Company One-Stop Shop), a public service with its own legal personality and administrative and financial autonomy, supervised by that ministry.

The company registry in Angola

The one-stop shop is genuinely one-stop. Its founding statute, Decreto Presidencial n.º 151/13 of 4 October, gives it the power to issue the name-admissibility certificate, register taxpayers and issue the tax number, effect the commercial registration itself, promote publication of incorporation acts, and issue trading licences. Its internal delegations include the Ficheiro Central de Denominações Sociais (Central File of Company Names), a notary office, a commercial and land registry section, the tax directorate, the statistics institute, the national press, social security and the commerce directorate — all under one roof.

The territorial structure is changing under GUE’s absorption of the conservatórias. Register entries published today carry the wording that, by extinction of the Luanda Commercial Registry Office under Decreto Executivo n.º 734/25 of 4 December, the old file has been transcribed into the GUE register. GUE service points operate in Luanda and in Benguela, Lubango, Malanje, Cuito, Namibe, Sumbe and Huambo among others.

The legislative base is Lei n.º 1/04 de 13 de Fevereiro, a Lei das Sociedades Comerciais (Commercial Companies Act), the Código Comercial of 1888 as extended and repeatedly amended — most recently by Lei n.º 7/21 of 14 April, which ended the obligation to have minute books legalised by the registry — and above all Lei n.º 11/15 de 17 de Junho, the law simplifying company incorporation, which is the reform that shaped the modern system. Alongside them sit Lei n.º 19/12 on single-member companies, Lei n.º 23/15 on cooperatives and Lei n.º 13/21 on corporate recovery and insolvency. One caveat for citation: GUE’s own procedures manual repeatedly cites a Código do Registo Comercial and a Regulamento do Registo Comercial by name and article, but gives no diploma number or date, and no official Angolan site publishes their text.

Lei 11/15 created a special procedure of immediate incorporation and, in article 13, provided for online registry acts and a permanent certificate. It was regulated by Decreto Presidencial n.º 153/16 of 5 August as amended by Decreto Presidencial n.º 60/20 of 3 March, covering online and immediate incorporation of single-member and multi-member quota and joint-stock companies, online registry acts, online issue of the permanent certificate and online publication. The transactional system is SIGUE, which has absorbed the legacy conservatória system SIRCOM.

Sole traders are in the same register. GUE’s stated purpose covers commercial companies, comerciantes em nome individual and cooperatives alike, and individual traders appear in the free public search with a personal-format tax number.

The registry identifier and the tax number are two different things on the same record: the matrícula is the registry number, with each act carrying its own inscription and apresentação reference, while the NIF (Número de Identificação Fiscal) is issued by the tax administration through GUE at the moment of incorporation. Corporate tax numbers are ten digits; a sole trader’s is his personal identity number.

Legal forms that can be registered in Angola

Article 2 of Lei 1/04 provides five company types:

  • Sociedade por quotas (Lda., private limited company) — liability limited to the subscribed capital. The standard Angolan vehicle by a wide margin.
  • Sociedade anónima (S.A., joint-stock company) — liability limited to shares. Larger, regulated and state-participated businesses.
  • Sociedade em nome colectivo (general partnership) — partners personally, subsidiarily and jointly liable. Effectively unused.
  • Sociedade em comandita simples (simple limited partnership) — general partners unlimited, limited partners liable to their contribution. Rare.
  • Sociedade em comandita por acções (partnership limited by shares) — the same split with the limited partners holding shares. Rare.

Alongside them:

  • Sociedade unipessoal (single-member company), by quotas or joint-stock, under Lei n.º 19/12 of 11 June. Only the company’s assets answer to creditors, though the sole member is subsidiarily liable to the company up to the amount of the share capital. The firm must carry “Sociedade Unipessoal”, “Unipessoal” or (SU) before Lda. or S.A.
  • Cooperativa (cooperative), under Lei n.º 23/15 of 31 August, constituted at GUE with a minimum of ten members and liability set by its own statutes.
  • Comerciante ou empresário em nome individual (sole trader) — no separate legal personality and unlimited personal liability.
  • Sucursal (branch) — registration that legalises activity in Angola without creating a new legal entity; the parent remains liable, and the resolution must state the capital allocated to the branch. A company without an effective seat in Angola that wishes to operate for more than a year must establish a permanent representation, failing which it is bound by acts done in its name and its managers are jointly liable.
  • Escritório de representação (representative office) — confined to market study, with no new legal entity created, under Decreto Presidencial n.º 146/21 of 2 June.
  • Agrupamento de empresas (business grouping) — registered specifically in order to obtain legal personality.
  • Sociedades gestoras de participações sociais (holding companies) — structured as one of the statutory company types, with a new regime introduced by Decreto Legislativo Presidencial n.º 5/26.

Minimum share capital has changed, and the change is the single most important practical fact for anyone incorporating in Angola. For sociedades por quotas, including single-member ones, the minimum capital has been abolished. Lei 11/15 states expressly that the minimum share capital for quota companies is eliminated and that the amount is freely fixed in the company contract; only the nominal value of each quota may not be below one Kwanza, and contributions may be deferred to the end of the first financial year. Joint-stock companies are excluded from that abolition: their capital may not be less than the national-currency equivalent of USD 20,000, indexed to that value, with each share’s nominal value not below the equivalent of USD 5. Sector minimums, such as those for insurers, are set separately.

Not in this register: associations, foundations, non-governmental organisations, trade unions and sports associations, which are registered with the Ministry of Justice and Human Rights under their own statutes; trade marks and patents, which go to the industrial property institute; private-investment proposals, registered with the investment and export promotion agency, which keeps a desk inside GUE; and micro, small and medium enterprise status, which is a certification by the support institute rather than a register entry. One inconsistency to note: GUE’s own frequently asked questions state that a joint-stock company requires a minimum of five persons, while its incorporation page and official leaflet offer the form “with one or more shareholders” and the 2012 law expressly permits a single-member S.A. Treat the five-person figure as unreliable.

Public and restricted data in the Angolan register

Angola is, on this measure, considerably more open than most of the region. A free public search exists and works, on GUE’s Publicação Online page, with no login and no payment. The legal basis is printed on the page itself: article 14 of Lei 11/15 dispensed with publication of company acts in the third series of the Diário da República and in newspapers, replaced it with publication on an internet site maintained by the competent ministerial department, and provided that access to that site and to the information published on it is free of charge. Publication is promoted ex officio by the registry offices.

The result list gives the firm or denomination, the date, the tax number and the origin. The detail page is a full registry extract, electronically signed by the named conservador, laid out as matrícula and inscrição with their averbamentos and anotações, showing the registry number, firm, tax number and every entry chronologically with its apresentação reference and date.

Crucially, quota-holders and shareholders are visible: an extract for a quota company names each partner with marital status, residential address and the nominal value of the quota, and for a joint-stock company it shows share classes and the identity of subscribing shareholders where recorded. Directors and managers are visible too, with appointments and removals published with full names and addresses, alongside the auditor. Also visible: the seat, the corporate object, the capital and every change to it, the form of binding the company, mergers and demergers, dissolutions and transcription notes. The advanced search even accepts a partner’s name or identification number as a search key, so a reverse look-up from person to companies is publicly available.

The gaps are not basic corporate data but beneficial ownership and accounts.

On beneficial ownership the statutory hook exists but the register does not. Lei n.º 5/20 of 27 January, the anti-money-laundering law, was amended by Lei n.º 11/24 of 4 July to add an article requiring beneficial ownership information to be recorded in a Central de Registo do Beneficiário Efectivo, to be regulated by specific legislation. A further added article obliges the constitution, registration and licensing authorities to hold basic information on legal persons including the identification of members, shareholders, administrators, controllers and beneficial owners, and to make it available to authorities and interested entities under the terms of the law — that is, authority access rather than public access. The implementing legislation, the register’s operator, its access rules and whether any part of it is public could not be confirmed on any official source. So legal and direct ownership is fully public in Angola while ultimate beneficial ownership as such has no verifiable public register.

Financial statements are not filed with, and not published by, the commercial register. Management must prepare the management report and annual accounts and have them approved by the members, but no provision was found for depositing accounts at the registry and no such service appears in GUE’s procedures manual or catalogue. Annual accounts go to the tax administration with the industrial tax return, with definitive assessment and payment due by the last working day of May under the general regime. No official source states that those filings are public, and no public accounts search exists.

As to the official gazette: publication of company acts in the Diário da República is no longer required. GUE’s own leaflet answers the question directly — publication is now made online. The gazette remains the official vehicle for laws and decrees.

Documents that can be obtained from the register

  • Certidão comercial / certidão do registo comercial (commercial registry certificate) — the primary output of every registry act, from incorporation of a sole trader, a quota or joint-stock company, a cooperative, a grouping, a branch or a representative office, through quota transfers, changes of object, capital, seat, management or name, transformation, dissolution and liquidation, pledges, mergers and demergers. It mirrors the published extract: registry number, firm, tax number, seat, object, capital, partners and quotas or shares, management and form of binding, and every subsequent inscription. It is what banks, the tax administration, social security, licensing bodies, tender platforms and notaries ask for, and what a corporate founder must produce when a company subscribes shares in another company.
  • Segunda via ou actualização da certidão comercial (second copy or updated commercial certificate) — obtainable by the partners, by a lawyer, or by third parties with an interest in the company.
  • Certidão permanente do registo comercial (permanent commercial certificate) — the continuously updated certificate created by article 13 of Lei 11/15 and covered by the 2016 and 2020 regulations. A working public online issuance channel for it could not be confirmed: the transactional system requires an account and the free publication site is a publication service rather than a certificate-issuing one.
  • Certificado de admissibilidade de firma ou denominação social (certificate of admissibility of a company name) — issued by the Central File of Company Names inside GUE, confirming that the proposed firm or denomination is available and lawful for the chosen legal form. Required for incorporation, for a change of name, for transformation and for mergers and demergers. The applicant proposes options and the file approves or rejects with reasons.
  • Estatutos e contrato de sociedade (articles of association and company contract), and the public deed where one is used — issued on incorporation and amendment, with second copies available. Public deeds became optional for most acts under Lei 11/15.
  • Segunda via de documentos arquivados (second copies of documents held on the registry file) — on written request with the applicant’s identification.
  • Publicação online do acto (online publication of the corporate act) — electronically signed by the conservador, free and public, replacing gazette publication.
  • Alvará comercial (commercial licence) — within GUE’s attributions; a trading licence rather than a registry certificate.

Documents that could not be confirmed to exist in Angola: a negative name certificate as a distinct product; a certidão de teor as a separate item; any registry-issued certificate of good standing, certificate of non-insolvency or certificate of incumbency; a registry-issued English-language, apostilled or legalised certificate; and a registry-issued certificate of accounts filing. None appears in GUE’s service catalogue, manual, leaflet or frequently asked questions.

Frequently Asked Questions

What is the company register in Angola?

The Registo Comercial, kept by the Conservatórias do Registo Comercial under the Ministry of Justice and Human Rights, operated in practice through the Guiché Único da Empresa.

Is the Angolan company search free?

Yes. Article 14 of Lei 11/15 makes access to the online publication site free of charge, and the site returns full registry extracts without a login.

Are shareholders and directors public in Angola?

Yes. Published extracts name quota-holders and shareholders with their addresses and holdings, and record appointments and removals of managers and directors.

What is the minimum share capital in Angola?

None for a sociedade por quotas — Lei 11/15 abolished it and left the amount to the partners, with each quota’s nominal value not below one Kwanza. A sociedade anónima requires the equivalent of USD 20,000.

Does Angola have a beneficial ownership register?

The 2024 amendment to the anti-money-laundering law requires a central beneficial ownership register to be created by specific legislation, but that legislation, the register’s operator and its access rules could not be confirmed.

Do Angolan companies file accounts with the register?

No. Accounts are approved internally and filed with the tax administration; no accounts-filing service exists at the commercial register and no public accounts search exists.

Must company acts still be published in the Diário da República?

No. Since Lei 11/15 publication is made on the free online site instead, and it is promoted ex officio by the registry offices.

Sources

Keywords

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