Burundi keeps a single national trade register, the Registre du Commerce et des Sociétés (RCS) — the Trade and Companies Register. Unlike most of its neighbours in the region, Burundi is not an OHADA member state, so its company law is domestic: the Code de commerce of 2015 and the Code des sociétés privées et à participation publique of 2011.
The company registry in Burundi
The register is not held by a court. Article 34 of the Code de commerce, Loi n°1/01 du 16 janvier 2015 places the RCS, together with the tax identification register, at the investment promotion agency. That agency was reorganised into the Agence de Développement du Burundi (ADB) by Décret n°100/255 du 15 novembre 2021; the statutes still refer to the former API, and the two should be read as the same body, still operating on the investburundi.bi domain.
Registration runs through a one-stop shop, the guichet unique de création d’entreprises, with filing either through www.easybusiness.bi or through the agency’s own site. A practically important consequence of article 72: at the moment of RCS registration the agency simultaneously enters the trader in the tax identification register and issues the Numéro d’Identification Fiscale (NIF). The certificate delivered at the end of the process therefore carries both the NIF and the RC number.
Courts have not disappeared from the picture. Publicity of corporate acts is achieved by depositing them at the registry of the Tribunal de commerce “in annex to the Trade and Companies Register” and posting a notice on the court board; annual accounts of the companies that must file them go to the same court registry; an appeal against a refusal to register goes to the commercial court; and a voluntary strike-off is applied for by letter to its president. The Ministry of Commerce receives a monthly list of traders registered and struck off.
Individual traders register in the same RCS within 30 days of starting activity. One category is carved out: the commerçant ambulant, the itinerant trader, is exempt from RCS registration and instead receives a free trader identification number from his commune, which keeps a separate register of itinerant traders.
Legal forms that can be registered in Burundi
Articles 162 and 163 of the 2011 company code list the forms exhaustively. Those with legal personality, and therefore registrable:
- Société civile — a non-trading company; at least two partners, liable without limit in proportion to their share of capital.
- Société en Nom Collectif (SNC) — general partnership; all partners are traders and are jointly and severally liable without limit.
- Société en Commandite Simple (SCS) — limited partnership; general partners unlimited and joint, limited partners liable only up to their contribution.
- Société de Personnes à Responsabilité Limitée (SPRL) — the private limited company; 2 to 50 partners, liability limited to contributions. Exceeding 50 partners obliges conversion into an SA within a year.
- Société Unipersonnelle (SU) — the single-member limited company, open to a natural or a legal person, with liability limited to the contribution. An SU may not itself create another SU.
- Société Coopérative — at least two members, variable capital, liability limited to the contribution.
- Société Anonyme (SA) — the public limited company; a minimum of three shareholders, liability limited to contributions, and the only form that may make a public offering.
Alongside them sit the two forms with public participation, the Société Publique (SP), owned by the State, a commune or a public body, and the Société Mixte (SM), mixed public and private. A branch, office or agency of a foreign company has no separate legal personality but must be entered in the RCS.
Two structures are expressly excluded from registration because they have no legal personality: the société en participation and the société de fait.
On capital, article 17 leaves the amount to the partners: there is no general statutory minimum, though sector laws may set one for banking, insurance, mining and similar activities. Paying-up rules do apply — an SPRL must have its capital fully subscribed with at least a third paid at incorporation and the balance within two years, and an SA must be fully subscribed with at least a third of cash contributions paid on subscription and the balance within two years of registration.
Three clarifications are worth making, because they are commonly got wrong. The groupement d’intérêt économique does not exist in Burundian law — the term appears in neither code. The entreprise individuelle is not a company form but simply the individual trader entered in the RCS. And in practice the agency’s online one-stop shop offers only the SU, the SPRL, the SA and the branch or subsidiary; the SNC, the SCS, the société civile and cooperatives are not among the online options. Cooperatives are in any case governed separately, by Loi n°1/012 du 28 juin 2017 and supervised by ANACOOP; an amending bill was adopted by the National Assembly on 6 May 2025, but its promulgation could not be confirmed.
Public and restricted data in the Burundian register
The statutory position is generous. Article 38 of the Code de commerce gives any person the right to consult the register free of charge at the agency and to obtain extracts at their own cost.
The practical position is narrower: there is no public online company search in Burundi. The easybusiness platform is an application and workflow portal, not a search engine; even the name-availability check sits inside the authenticated registration flow. No open-data extract or bulk company file is published by any Burundian government site. Consultation is therefore an in-person exercise at the agency.
Publication of corporate acts follows the older pattern of posting on the notice board of the competent court plus insertion in a journal authorised to carry legal notices, with laws appearing in the Bulletin Officiel du Burundi.
Accounts are filed by only three forms. The SA, the société publique and the société mixte must deposit annual accounts in duplicate at the court registry, annexed to the RCS, within one month of shareholder approval, with an extract posted on the court board. The SPRL, SU, SNC, SCS and société civile have no accounts-filing duty at all. None of this is online.
On beneficial ownership the record is unusually clear: Burundi has no beneficial ownership register. The national money-laundering risk assessment published by the financial intelligence unit states plainly that the country has no national register of beneficial owners and recommends creating one, assigning the task to the development agency. The current AML law, Loi n°1/08 du 27 mars 2025, places beneficial ownership record-keeping on covered institutions only. Such data is therefore neither centrally held nor public.
Documents that can be obtained from the register
- Certificat d’immatriculation — the certificate of registration issued by the agency by email on completion, carrying both the NIF and the RC number. It is the primary proof of legal existence and tax identity, and is required for bank accounts, licences and tenders.
- Extrait du Registre du Commerce et des Sociétés — the register extract delivered to any person on request under article 38, showing the registered particulars: identity or corporate name, form, activity, address, RCS number and subsequent entries. The standard due-diligence document.
- Inscription complémentaire — the supplementary entry evidencing a change to registered particulars.
- Duplicata du registre de commerce — a duplicate replacing a lost original, issued against a loss certificate from the judicial police or prosecutor.
- Copies des statuts — copies of the authenticated articles of association, a copy of which is deposited on registration and which are required again for amendments and for strike-off.
- Attestation de non-redevabilité — the tax clearance certificate issued by the revenue authority, required for strike-off and for mining licences.
One naming caution: an “attestation d’immatriculation” as a distinct product could not be confirmed on any official Burundian source. The officially named deliverable is the certificat d’immatriculation.
A further practical warning for anyone verifying Burundian data online. Checked in August 2026, the revenue authority website returned a fatal application error, the official legal database returned a server error, and the Ministry of Commerce, Ministry of Justice and central bank sites did not respond at all. The presidency site works but its promulgated-laws archive stops at 2023. Primary verification currently rests on the development agency, the presidency, the National Assembly and the financial intelligence unit.
Frequently Asked Questions
Who keeps the company register in Burundi?
The Agence de Développement du Burundi, the successor to the investment promotion agency, under article 34 of the 2015 Code de commerce. The register is not held by a court.
Is Burundi an OHADA member?
No. Burundi applies its own Code de commerce of 2015 and Code des sociétés of 2011, not the OHADA uniform acts.
Can I search Burundian companies online?
No. There is no public online company search. The law gives free consultation of the register at the agency and extracts on request at cost, but the online platform handles applications only.
What is the minimum share capital in Burundi?
There is no general statutory minimum; capital is fixed freely by the partners, and only sector laws such as those on banking or insurance set thresholds.
Which Burundian companies file annual accounts?
Only the société anonyme, the société publique and the société mixte, at the commercial court registry within one month of approval. The SPRL, SU and partnerships have no filing duty.
Does Burundi have a beneficial ownership register?
No. The national risk assessment states that no national beneficial ownership register exists and recommends creating one; the obligation currently falls on covered institutions.
What do I receive when a Burundian company is registered?
A certificat d’immatriculation issued by the agency, containing both the trade register number and the tax identification number.
Sources
- Agence de Développement du Burundi
- Code de commerce, Loi n°1/01 du 16 janvier 2015
- Code des sociétés privées et à participation publique, Loi n°1/09 du 30 mai 2011
- Décret n°100/255 du 15 novembre 2021 créant l’ADB — Présidence
- Procédure de création d’entreprise — ADB
- Guichet unique électronique easybusiness.bi
- Loi n°1/012 du 28 juin 2017 sur les sociétés coopératives
- Cellule Nationale de Renseignement Financier
Keywords
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