Executive Decree n°09-181 of May 12, 2009, specify the conditions for import of raw materials, products and goods purchased for resale in Algerian without local transformation, by Algerian companies whose shareholders are foreigners.
1. Companies concerned and purpose of the Decree 09-181
Pursuant to its article 1 the purpose of the Decree 09-181 is to establish conditions for import of raw materials, products and goods purchased for resale in Algerian in the same condition by Algerian companies, whose shareholders are foreigners. The decree does not mention companies engaged in a dual activity, i.e. the production of goods or services and the importation of goods for resale without transformation, as does for example a company which would produce locally certain type of products and to complete its range of products would import other types which it can not or will not produce in Algeria.
2. Obligations of import companies whose shareholders are foreigners.
Pursuant to article 2 of the Decree 09-181 “Companies with foreign shareholders may not carry out activities related to import of raw materials, products and goods purchased for resale in the same condition unless 30% of their share capital is owned by persons of Algerian nationality or by legal entities, of which all shareholders are of Algerian nationality.” It follows from this provision that the 30% share ownership is a minimum threshold and that the shareholder who own 30% of the capital must be ultimately Algerian.
In case of new companies Article 4 of the Decree 09-181 provides that with any application for commercial registration import companies must present articles of association in compliance with the regulation, i.e. showing 30% Algerian participation at least. This measure is applicable immediately as of the date of the publication of the Decree 09-181 in the Algerian official Journal (JORA). 3.2 In case of existing companies Article 4 of the Decree 09-181 provides that import companies that are already registered must ensure compliance of their articles of association and of their trade registration before December 31, 2009.
4. Consequences of non compliance
Beyond December 31, 2009, trade register that are not in compliance with the provision of the Decree 09-181 cannot be used for import activities.
To carry out banking domiciliation for any import (which are mandatory under the Algerian foreign exchange regulation), the companies concerned must present a trade register and articles of association in compliance with the provisions of the Decree 09-181.