1. How do you register an LLC in Sudan?
To register a new LLC in Sudan, the following are required:
1. A written request by a representative or a Sudanese lawyer delegated by the shareholders through a Power of Attorney to incorporate a new entity in Sudan, which includes a proposed company name and the company's nature.
2. Memorandum and Articles of Association initial drafts, containing the activities that the company wishes to conduct and other terms governing the shareholders and the company.
3. Lease agreement or property certificate of ownership pertaining to the company's office in Sudan.
4. The shareholder's personal information and IDs.
5. If the shareholders are not situated in Sudan, then "Power of Attorney" must be provided to whoever signs on their behalf.
6. Board of Directors structure and members.
7. Appointed CEO or GM.
8. Minimum Nominal Capital.
1. A written request by a representative or a Sudanese lawyer delegated by the shareholders through a Power of Attorney to incorporate a new entity in Sudan, which includes a proposed company name and the company's nature.
2. Memorandum and Articles of Association initial drafts, containing the activities that the company wishes to conduct and other terms governing the shareholders and the company.
3. Lease agreement or property certificate of ownership pertaining to the company's office in Sudan.
4. The shareholder's personal information and IDs.
5. If the shareholders are not situated in Sudan, then "Power of Attorney" must be provided to whoever signs on their behalf.
6. Board of Directors structure and members.
7. Appointed CEO or GM.
8. Minimum Nominal Capital.
2. What is the time frame required to finalize the incorporation of a branch of a foreign company in Sudan and the documents required?
The time frame for registering a company takes any time between two to four months. This has not always been the case, as the registration process consumed a maximum of three weeks. But, due to the restrictions imposed to reduce the spread of COVID 19, where the workforce of the Commerical Registration Department is reduced by half, procedures became lengthy. The required documents are as follows:
1. An original copy of the Memorandum & Articles of Association of the company.
2. An original copy of the Certificate of Incorporation.
3. A board of directors' resolution to establish a company in Sudan.
4. A draft of the Memorandum & Articles of Association of the new company.
5. A lease contract for the company premises in Sudan.
Documents stated in points a, b & c must be legalized up to the Sudanese Embassy at the country of origin and authenticated with the Ministry of Foreign Affairs in Sudan. If the language of the documents is not Arabic, an Arabic translation must be attached to it before notarization by the Sudanese Embassy in the country of origin.
1. An original copy of the Memorandum & Articles of Association of the company.
2. An original copy of the Certificate of Incorporation.
3. A board of directors' resolution to establish a company in Sudan.
4. A draft of the Memorandum & Articles of Association of the new company.
5. A lease contract for the company premises in Sudan.
Documents stated in points a, b & c must be legalized up to the Sudanese Embassy at the country of origin and authenticated with the Ministry of Foreign Affairs in Sudan. If the language of the documents is not Arabic, an Arabic translation must be attached to it before notarization by the Sudanese Embassy in the country of origin.
3. How do you register a Business Name?
How to register your business varies depending on the nature of the company you wish to register. Some business names require special licenses from competent authorities, such as imports and exports and general trading.
4. What is the visa or residency requirements for shareholders or managers?
Non-Sudanese nationals who wish to work in Sudan must first obtain a visa and a residency permit; otherwise, they will be committing an offence to stay in Sudan without such licenses. Article (14) of the Passport and Immigration Act, 1994 provides that: "subject to the provisions of Chapter (IV), no alien shall reside in Sudan unless he has a valid residence permit", where such permit shall be obtained in accordance with Section 5 Of the Regulation of Employment of Non-Sudanese Act 2001.
5. How to acquire a license under Foreign Direct Investment (FDI)?
After registering the company and applying for the investment business name, the applicant will need to submit a feasibility study before the committee at the Ministry of Investment, along with the Memorandum and Articles of Association and Certificates of Incorporation of the company, for the committee to decide whether the project is of necessity and value. Accordingly, the license shall be issued along with any tax and or customs exemptions. The license validity is for three years, and it will be extended for more than two years. After that, the project continues to benefit from the investment regime.
6. Would a foreign company be allowed to be registered as an Agent as per Sudan Agency Law or this is permitted only for nationals?
The Commercial Agents Licensing and Supervision Act 1972 provided that, It is prohibited for any person to practice or continue to practice the work of a commercial agent in Sudan unless after obtaining a license from the concerned authority. While article 6 provides cases in which the Commercial Agents Registrar may reject granting a permit as follows: (A) if the applicant is not Sudanese; however, this rule can sometimes be overlooked depending on the national strategic investment plan. The government's focus on this next phase is energy and agriculture; these sectors will see the most movement in policies and legislation.
7. Can you employ foreigners?
Sudan recognizes the employment of foreigners provided they have the required work permits from the Ministry of Labour.
8. What are the requirements for registering a Trademark?
The requirements are as follows:
1. The applicant's full name and precise address.
2. A copy of the applicant's ID.
3. If the applicant is a company, the company's incorporation certificates must be provided and attested and notarized.
4. A proxy from the applicant to the person delegated to conduct the procedures on their behalf. If the applicant does not reside in Sudan, the proxy should be attested and notarised
5. A soft copy of the Trademark (word in a special font or drawing/picture).
6. A list of the services or products associated with the Trademark.
1. The applicant's full name and precise address.
2. A copy of the applicant's ID.
3. If the applicant is a company, the company's incorporation certificates must be provided and attested and notarized.
4. A proxy from the applicant to the person delegated to conduct the procedures on their behalf. If the applicant does not reside in Sudan, the proxy should be attested and notarised
5. A soft copy of the Trademark (word in a special font or drawing/picture).
6. A list of the services or products associated with the Trademark.
9. What are the requirements for registering a patent?
In order to file for registering a patent in Sudan, the applicant must provide the following documents:
1. The applicant's full name and precise address.
2. A copy of the applicant's ID.
3. If the applicant is a company, the company's incorporation certificates must be provided and attested and notarized.
4. A proxy from the applicant to the person delegated to conduct the procedures on their behalf. The proxy should be attested and notarised if the applicant does not reside in Sudan.
5. The name of the patent, along with a precise description and drawings thereof, if any, in visible black ink on separate pages.
6. Clarifying the previous inventions/patents, which was prevalent before filing in the same technical field.
7. Brief abstract on the invention and a brief description of the purposes of registration, certification and publication in the Official Gazette.
1. The applicant's full name and precise address.
2. A copy of the applicant's ID.
3. If the applicant is a company, the company's incorporation certificates must be provided and attested and notarized.
4. A proxy from the applicant to the person delegated to conduct the procedures on their behalf. The proxy should be attested and notarised if the applicant does not reside in Sudan.
5. The name of the patent, along with a precise description and drawings thereof, if any, in visible black ink on separate pages.
6. Clarifying the previous inventions/patents, which was prevalent before filing in the same technical field.
7. Brief abstract on the invention and a brief description of the purposes of registration, certification and publication in the Official Gazette.
10. How to register a Non-Governmental Organization?
Registering NGOs differs whether you wish to open a branch of a preexisting NGO in Sudan or If you wish to open a new NGO in Sudan. To register a new NGO, you must register with the Humanitarian Aid Commission "HAC" and provide the following:
1. Names and addresses of the Organisation's founding members provided that they are not less than thirty members.
2. Copy of the constitution and the Organisation structure.
3. Names and addresses of a steering committee, not less than eight members.
4. Lease contract for the Organisation premises.
5. A copy of the Organisation's constitution and organizational structure.
6. The interim director, the higher executive official, the board of directors or the preliminary board of trustees shall attach a resolution documented by the general assembly establishing the Organisation.
• To register a branch of a preexisting NGO in Sudan, you must provide the following
1. Submit a registration request from the Organisation to the general registrar of Organizations in Sudan through the Embassy of Sudan in the concerned country or the nearest available embassy explaining the activity or work it would like to practice in Sudan.
2. A copy of the certificate of registration of the Organisation in its country of origin approved by the embassy of Sudan in the state concerned or the nearest available embassy.
3. Obtain the form (a) from the embassy of Sudan in the country concerned and fill it out and approve by the embassy.
4. Report on the management performance of the Organisation for the previous three years.
5. Report on the Organisation's financial performance for the previous three years from an authorized legal auditor.
6. Written acknowledgement by the Organisation to abide by applicable national laws. The declaration of the Organisation (in writing) to implement its programs in partnership with one or more national Organizations in accordance with the technical agreement as well.
1. Names and addresses of the Organisation's founding members provided that they are not less than thirty members.
2. Copy of the constitution and the Organisation structure.
3. Names and addresses of a steering committee, not less than eight members.
4. Lease contract for the Organisation premises.
5. A copy of the Organisation's constitution and organizational structure.
6. The interim director, the higher executive official, the board of directors or the preliminary board of trustees shall attach a resolution documented by the general assembly establishing the Organisation.
• To register a branch of a preexisting NGO in Sudan, you must provide the following
1. Submit a registration request from the Organisation to the general registrar of Organizations in Sudan through the Embassy of Sudan in the concerned country or the nearest available embassy explaining the activity or work it would like to practice in Sudan.
2. A copy of the certificate of registration of the Organisation in its country of origin approved by the embassy of Sudan in the state concerned or the nearest available embassy.
3. Obtain the form (a) from the embassy of Sudan in the country concerned and fill it out and approve by the embassy.
4. Report on the management performance of the Organisation for the previous three years.
5. Report on the Organisation's financial performance for the previous three years from an authorized legal auditor.
6. Written acknowledgement by the Organisation to abide by applicable national laws. The declaration of the Organisation (in writing) to implement its programs in partnership with one or more national Organizations in accordance with the technical agreement as well.