General Advice

Contents

  • Overview
  • Due diligence
  • Adding shareholders
  • Sector-specific incenctives
  • Repatriation of captital
  • Investor certificates
  • Emvironment Impact Assessment (EIA)
  • Capital Gains Tax(CGT)

Overview


Overseas investors are particularly welcome to participate in the continued growth of the Rwandan economy. As such foreign investors are offered the same opportunities and services as local investors.

Rwanda has a wide range of investment opportunities to offer. There is a focus on key priority sectors including:

  • infrastructure,
  • agriculture,
  • energy,
  • tourism,
  • business services,
  • ICT,
  • real estate and construction,
  • Financial Services,
  • Mining,
  • Education,
  • Health,
  • and General Manufacturing


Due Diligence

As with any country due diligence before any investment is paramount. From assessing the market opportunities to performing background checks on the entrepreneurs.

Here, accessing the right kind of information about a business can be very tricky. The reason is that market and business data are just not readily available and often require a lot of legwork to uncover. Usually, this will take coming here and doing research on the ground to check the validity of some of the statements made by the entrepreneurs etc.

EBCR can be really helpful for this kind of thing because members know the markets quite well and can address the validity or the even normality concerns of new potential investors. (Case Study → East Africa Investments)

Adding Shareholders

In Rwanda, the law says that when adding a new shareholder to a company, then all shareholders, past and new, need to sign a new document altogether.

So, if there currently are 10 investors in a company and you want to add one more investor to your current group of investors. Then, all 11 of those shareholders have to physically come on the same day and at the same time in front of the same notary to sign the document that agrees to sell the shares to this new investor… This is highly impractical.

So far, our main way around it has been to effectively give the power to one or two of the larger shareholders, which allows them to sign on behalf of all of the investors. This, of course, can be problematic because you are effectively putting a lot of trust in those one or two individual shareholders. (Case Study → East Africa Investments)


Sector-specific incentives

Investors that hold Investment Certificates and who have specific investment projects in priority economic sectors can apply for incentives. These incentives are mostly tax-related but can also be of non-tax nature.

The New Investment Law of 2021 defines which are the priority economic sectors that benefit from investment incentives:

  • Priority Economic Sectors
    • export;
    • manufacturing in the textiles and apparel, electronics, information communication and technology equipment, large scale agricultural operations excluding coffee and tea, pharmaceuticals, processing in wood, glass and ceramics, processing and value addition in mining, agricultural equipment and other related industries that fall in these categories;
    • energy generation, transmission and distribution;
    • information and communication technologies, business process outsourcing and financial services;
    • mining activities relating to mineral exploration;
    • transport, logistics and electric mobility;
    • construction or operations of specialised innovation parks or specialised industrial parks;
    • affordable housing;
    • tourism that includes hotels, adventure tourism and agro-tourism;
    • horticulture and cultivation of other high-value plants included on the list approved by the Board;
    • creative arts in the subsector of the film industry;
    • skills development in areas where the country has limited skills and capacity as determined by the Board.
  • IncentivesThe incentives include preferential tax rates on Corporate Income Tax, Withholding tax, Capital Gains Tax as well as exemptions from Customs Tax, and some other non-tax incentives as well. The full list of incentives including qualifying conditions can be found in the Annex (page 80) of The New Investment Law of 2021


Repatriation of capital

The political, geopolitical, and economic stability alongside the low levels of corruption makes Rwanda one of the safest places to place your money in Africa. Bringing money in and out of the country is not a problem for foreigners or Rwandans alike. The law explicitly protects investors and their capital:


Investor Cerificate

After business registration, businesses that ‘add value’ (i.e. investors rather than traders) can apply for an Investor Certificate.
SMEs tend to think that the application process is complex and that the certificate is intended for large businesses. On the contrary, RDB strongly believes all foreign investors can benefit from the certificate when facing challenges.
Investment certificates are not mandatory but confer two main advantages:

  • The certificate unlocks services of the RDB One-Stop-Centre and results in the assignment of an account manager. That way, if/when facing adversity, businesses can go back to their assigned account manager for assistance. (TRAIDE – Investing in Rwanda Report, 2019)
  • Furthermore, to benefit from investment incentives (including tax cuts) investors must first be registered by obtaining an investment certificate issued by the Rwanda Development Board (RDB).

RDB’s One Stop Centre for investment facilitation has introduced an online registration system to make the process more efficient and cheaper for the applicant. The process involves submitting an application for an investment certificate online via the One-Stop Centre portal, after having paid the application fee (USD 500; approx. 420 EUR)
It takes **** a maximum of 2 working days for an investor to obtain their investment certificate once all required documents are completed.


Please also note that the Investor Certificate will not result in ‘legal obligations, but there may be consequences. For example, businesses have reported it was difficult to get an extension of one’s resident permit when certain objectives listed in the submitted business plan were not realised. (TRAIDE – Investing in Rwanda Report, 2019)

Environment Impact Assessment (EIA)

Environmental Impact Assessment (EIA) is mandatory for the approval of major development projects in the Republic of Rwanda. Before commencing the implementation of their projects, investors are required to cross-check whether their projects must undergo an EIA.
A team of environmental analysts at Rwanda Development Board (RDB) can assist investors in this verification and in the obtention of the EIA if the latter is deemed necessary before project implementation can begin.

Capital Gains Tax(CGT)

There is a particularity in Rwanda when you sell your shares in a business in terms of paying Capital Gains Tax (CGT): The CGT is not paid by the selling or the purchasing party, but by the actual business entity being sold. For more details please see the Case Study → East Africa Investments