Investment Processes and Procedures

1. Investment Certificate Application

 All investors are required to obtain an Investment Certificate before they establish their business in Malawi. Prospective investors are required to put up investments of not less than US$ 50,000 as minimum investment capital to be able to obtain an investment certificate from the Malawi Investment and Trade Centre (MITC). To obtain this certificate the following should be submitted to MITC:

1.  Detailed Business Proposal /Plan

2.  Copy of memorandum of association

3.  Certificate of incorporation

4.  Copy of passport

5.  Investment Application Form

6.  Project Brief (3-5 Paged Summary of Project which will be sent to the Environmental Affairs Department to determine whether project requires Environmental (and Social?) Impact Assessment Study)

The application fee for the certificate is US $200 and issuance fee is US$ 800. The application fee is paid to MITC at the time that the application pack is being submitted. The issuance fee is payable upon the approval and collection of the Investment Certificate. Once the certificate is approved, MITC assists investors to get any additional licenses and permits that the investors might need to start their operations.

2. Business residence permit (BRP) 

Once an investor obtains an investment certificate, he/she is required to get a Business Resident Permit which allows him/her to be based in the country to carry out his/her operations. The following documents should be submitted in duplicate for the application:

1.  Completed Immigration Business Resident Permit Application forms

2.  A full business proposal

3.  Police Clearance report from the last country of residence

4.  Two passport size photos

The investor is required to pay a non-refundable processing fee of US$100. The application is submitted to MITC and who then forward it with a covering letter to the Department of Immigration and Citizenship Services for consideration.

3. Temporary Employment Permit (TEP) 

For all key and time posts there is need to obtain Temporary Employment Permits. The key post permits are valid for 2 years and renewable whilst time post can be renewed up to three times. The following documents have to be submitted in duplicate to MITC.

1.  Completed Immigration Application Forms

2.  Two copies of the applicant's Curriculum Vitae

3.  Two passport size photos

4.  Certified copies of academic certificates

5.  The organization chart of the company

All those on time posts need to have an understudy who has to take over the post. This has to be done after 6 years because TEPs cannot be renewed for more than 6 years. The applications are then submitted to MITC then who forward to the Department of Immigration and Citizenship Services with a recommendation for approval. The investor is required to pay a non-refundable processing fee of US$100. When applications are approved, the investor can proceed to open a bank account with the Malawian commercial banks and can also register with the Reserve Bank of Malawi.

4. Business or Company Registration 

As a foreign investor, you will need to register your company as either a local company or an external company as a limited liability company through company incorporation process.

Local Company Incorporation 

A local company is defined as a company incorporated under the Malawi Companies Act. For all intents and purposes this means and relates to a local company which is formed or becomes a body corporate under the Companies Act, Cap. 46: 03 of the laws of Malawi.

A local company registration requires submission to the Registrar of Companies the following: -

·        Memorandum of Association with at least two subscribers (shareholders/members)

·        Articles of Association. The Articles should show the following information: -

    i.        Full name, residential and postal addresses and occupation of first directors (a minimum of three directors) and secretary of the company;

   ii.        Situation and postal address of Company’s registered office; and that they have been signed by or on behalf of directors

The memorandum of Association and Articles of Association are prepared by private lawyers with Legal Fees payable to the lawyer. Registration fees for Local Company Registration is MWK50, 000 and Registration for Foreign Company is MWK100, 000.

External Company Incorporation 

An External Company is defined as a body corporate formed outside Malawi which establishes or maintains an established place of business in Malawi. 'Established place of business' entails any fixed place of business except an agency unless the Agent has general authority to negotiate and conclude contracts on behalf of that body corporate or maintains a stock of its goods from which the Agent regularly fulfils orders on its behalf.

    i.        An external company registration requires the following:

   ii.        Power of Attorney by an agent to represent the company for registration

 iii.        A duly authenticated (notarized) copy of the Memorandum and Articles of Association

 iv.        A notarized Certificate of Incorporation issued by the registration Authority in the country of origin/incorporation.

   v.        Notarized shareholder resolution authorizing the opening of a branch or subsidiary in Malawi

 vi.        Authenticated copies of passport copies of shareholders

vii.        List of directors resident in Malawi.

Within the MITC there is a section called the One Stop Service Centre (OSSC) which hosts a specialist from the Registrar of Companies who will be in a position to facilitate this process for you. 

Below are other important issues that potential investors should note when thinking of investing:

i.        Registration with Malawi Revenue Authority (MRA): Once issued with the Investment Certificate and business residents permit, the investor may proceed with opening a business account with any Malawian commercial bank and registering the business with the MRA for purposes of remitting taxes.

ii.       Manufacturing activities do not require an industrial license except for a few industries whose operations pose health, social, environmental, and safety concerns such as the manufacturing of firearms, ammunition, chemical and biological weapons, explosives, and those involving hazardous waste and radioactive materials.

iii.     If the project falls under the public private partnership, it will have to be processed through the Public -Private Partnership Commission. All expressions of interest for PPP projects should be submitted through the line Ministries.