How to legalise a company in Cape Verde

Cape Verde has established itself as one of the hubs West Africa's most efficient businesses. With the Company on the Day (END), With the help of the company's website, it is possible to acquire legal personality in less than 24 hours. However, rapid incorporation is only the first mile. The real critical path to start a business are commercial licences , tax compliance (NIF, REMPE) and labour compliance.

In 2026, the legal framework requires extra attention: new transparency rules for non-residents, implementation of the Global Minimum Tax (Pillar 2 BEPS) for multinational groups, and mandatory certified software for invoicing.

This guide maps it out, step by step, the journey from choosing a legal form to obtaining operating licences.

1. Legal Forms: Which to Choose? 

The choice of structure determines the governance, asset liability and access to simplified tax regimes.

Legal FormTypical useCritical FeaturesMinimum Share Capital
Private Limited Company (Lda.)SMEs, commerce and servicesLimited liability; flexible management; ideal for ENDLimited liability; flexible management; ideal for END
Public Limited Company (SA)Major projects, holdingsOpen capital; board structured; suitable for external funding1$00 (fully subscribed) 
Individual Entrepreneur (EI)Micro-businesses, self-employed professionalsIndistinct personal and business assets; unlimited riskNot applicable
BranchForeign companies without autonomous legal personalityExtension of the parent company; requires apostilled documentation from the headquartersDependent on the matrix

Note: For non-resident members, the Lda. is the form recommended in 2026, given the simplified framework of «Business on the Day» and the ease of demonstrating substance local economy.

2. Company on the Day vs. Conservatory:

Cape Verde has two legally supported routes to incorporation: the special regime END (Decree-Law no. 9/2008) and traditional registration at the Registry Office.

Via A: Company on the Day (Recommended for SMEs)

  • Deadline: Same day (< 24 hours) if complete documentation
  • Where: Citizen's bureaux, municipal counters or mobile units
  • Cost: 10.000$00 CVE (incorporation) + 600$00 (certificate of admissibility of business name)
  • Limitations: It does not apply to constitutions with the contribution of real estate to the share capital or to activities that require special prior authorisation

Route B: Commercial Registry Office

  • Deadline: 3 to 15 working days
  • Requirements: Public deed required only if there is a contribution in kind (real estate)
  • Publication: In the Official Gazette (depending on the company structure)

Technical opinion: O END is the default for foreign investors in 2026, eliminating bottlenecks procedural. The Conservatory should only be reserved for atypical structures or constitutions with real estate assets.

3. Essential Documentation (Pre-Constitution Checklist)

Incomplete documentation is the main cause of rejection in the act of incorporation.

Prepare:

For the Applicant (Partner or Representative)

  • NIF (Tax Identification Number): mandatory in advance
  • Valid identity card, citizen's card or passport
  • Power of attorney with recognised signature (if the applicant is not a partner/shareholder)

For Individual Partners

  • TIN and identification document of all partners
  • For minor members: parents' declaration (recognised signature) + minor's birth/ID certificate

For Corporate Partners (Parent Companies)

  • Minutes of the resolution authorising participation in the Cape Verdean company
  • Up-to-date commercial registration certificate (apostilled, if foreign)

4. Immediate Records After Incorporation (Do Not Postpone) 

Legal personality does not imply automatic authorisation to operate. Run in parallel:

Company TIN (DNRE)

  • Deadline: 1 to 3 working days after commercial registration
  • Note: Although the NIF is generated automatically upon registration, the declaration of commencement of activity must be submitted to the Directorate-General for Contributions and Taxes (DGCI) for full tax activation.

INPS (Social Security)

  • Compulsory registration of the employer before hiring workers
  • Documentation: commercial registration certificate, company NIF, identification of employees and declaration of commencement of activity

Municipal Communication

  • Prior notification to the local council of the start of activity
  • Payment of municipal tax (relevant for REMPE)

Bank Account Opening & KYC

2026 imposes reinforced Know Your Customer (KYC) and Anti-Money Laundering (AML):

  • Disclosure of the beneficial owner (beneficial ownership)
  • Proof of origin of funds
  • Local legal address and demonstration of administrative presence (substance)

5. Commercial licences

The critical mistake for new investors is to underestimate licences. Activities such as tourism, catering, construction, health and fishing require specific authorisations in addition to the commercial register

SectorLicensing bodyTypical TermIndicative Cost
Tourism & CateringMinistry of Tourism / Town Hall15-30 days
10.000$00 - 50.000$00 CVE 
Industry & EnvironmentMinistry of Industry / Environmental agencies20-45 daysVariable according to impact
ConstructionLocal councils (urban planning licences)30-60 daysDependent on square footage
Health & FoodMinistry of Health15-30 daysApplicable inspection fees
International TradeGeneral Directorate of Customs7-15 daysImport/export licence 

Strategic tip: The Casa do Empreendedor and the Casas do Cidadão operate as a one-stop shop (one-stop shop) for inter-institutional coordination, reducing lead time between ministries.

6. REMPE Regime and Taxation 2026: What's Changed 

O Legal Framework for Micro and Small Enterprises (REMPE) allows simplified taxation via Special Unified Tax (TEU) - 4% on quarterly turnover, waiving IRC and VAT (in many cases).

REMPE Eligibility (2026)

  • Micro-enterprise: Up to 5 employees and turnover ≤ 5,000,000$00 CVE/year
  • Small Business: 6-10 employees and volume between 5M$00 and 10M$00 CVE/year

REMPE obligations

  • Quarterly turnover statement
  • Quarterly TEU payment (by the last day of the month following the quarter)
  • Issuing receipts/invoices via certified equipment (mandatory since 2026 for all schemes)
  • Withholding tax of 4% when the client is a legal person with organised accounting (pay attention to the incompatible configuration in the invoicing software)

Tax update 2026: The 2026 State Budget provides for the gradual reduction of IRPC (Corporate Income Tax) to 20% in 2025, with a target of 15% flat through a strategic agreement. For large multinational groups with revenues ≥750M€, the Global Minimum Tax (IMG) of 15% (BEPS Pillar 2) applies.

7. Non-Residents: The New «Substance» Rules in 2026 

For non-resident partners or directors, the 2026 framework requires enhanced transparency e real economic presence (substance):

  1. Asset transparency: Mandatory declaration of the beneficial owner and justification of the origin of the funds
  2. Local Legal Address: Proven physical headquarters (not admissible) virtual offices for banking purposes)
  3. Administrative Presence: Appointment of local representative or demonstration of operations managed from Cape Verde (meetings of board, local contracts)
  4. Property: Permission for 100% foreign capital in most sectors, except:
    • Fisheries: 51% requirement for Cape Verdean participation
    • Inter-island maritime transport: 25% of compulsory local participation

8. Labour and Tax Compliance: The Post-Constitution Era 

Legalisation doesn't end with licences. The Cape Verdean Labour Code (reformed by Decree-Law no. 8/2025) imposes:

  • Formal contracts: Updated models for teleworking (introduced in 2023)
  • Decentralised inspection: New labour inspection system by regional delegation
  • INPS obligations: Real-time registration of admissions and dismissals; timely payment of contributions
  • Electronic invoicing: Compulsory use of software certified by the Tax Administration for processing invoices and tax-relevant documents

9. Fatal errors that jeopardise the process 

  1. Underestimating licensing: Start the licence process only after the company has been set up, paralysing operations for 30-60 days. .
  2. Incomplete KYC documentation (non-residents): Lack of proof of origin of funds or local address blocks the opening of a bank account for weeks. .
  3. REMPE configuration error: Trying to apply 4% withholding tax and REMPE regime simultaneously on the same invoicing document (technical incompatibility in the systems) .
  4. Ignorance of the 2025/2026 labour reforms: Using outdated contract models, ignoring teleworking regulations and the new decentralised inspection. .

Conclusion: Efficient Legalisation is Compliance Front-Loading

Empresa no Dia« offers speedy registration, but legal operationalisation requires front-loading compliance: anticipating sectoral licences, structuring the substance for non-residents and correctly configure the tax regime (REMPE or organised accounting).

In 2026, with the entry into force of the Global Minimum Tax for large groups and the obligation to use certified software for invoicing, technical precision in the setup is decisive for avoiding tax or bank sanctions.

Do you need technical support in legalising your company in Cape Verde? A S&D Consultancy, offers support: from incorporation at the Casa do Cidadão, through sector-specific licensing (tourism, industry, commerce), to an optimised tax framework and labour compliance. Contact us for a preliminary diagnosis of the most suitable corporate structure for your investment.

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