1- A certificate of non-confusion of the company's name approved by the Commercial Register. In respect of limited liability companies, the client must propose different variations of the name of the company. One of these proposed names will be approved upon completion of the incorporation.
2-Bank certificate:
- In respect of joint stock companies and partnerships limited by shares, a bank certificate to the effect that at least 10% of the issued capital has been deposited. Within 3 months, another 15% of the issued capital must be paid. Within 5 years, 100% of the issued capital must have been paid. This goes without prejudice to the business activities on which the law regulating engagement therein stipulates a minimum amount to be paid of the paid-up capital. Another condition is that the minimum amount of the issued capital must not be less than EGP 250,000 (two hundred thousand Egyptian pounds).
3- Copies of the relevant powers of attorney (original powers of attorney must be submitted for matching against the copies), in the event that the incorporation is requested to be completed through an attorney:
- Powers of attorney made by all founders (minimum 3 founders) in respect of joint stock companies.
- The powers of attorney must include a stipulation entitling the attorney to incorporate and sign on the articles of incorporation before the Real Estate Registration and Notarization office at GAFI. In case the attorney is one of the partners, the power of attorney must include a provision to the effect that the attorney may enter into contracts with his personal capacity and third parties.
4-Clear copies of the valid personal ID of the founders or the partners (original ID may be requested for matching against the copies):
- For Egyptians, national ID card.
- For foreigners, passports.
5-An official original certificate obtained from the Register of Accountants and Auditors to the effect that the company's auditor is entitled to review and approve the budgets of corporations. A copy of the certificate or the acknowledgment the acceptance of the appointment must be submitted in case the original certificate was previously furnished to GAFI.
6-A copy of the Bar Association card of the lawyer who signs the articles of incorporation before the Bar Association; the cardholder must be at minimum a lawyer admitted before the Court of First Instance and the card must be valid up to date.
7- Investor identification form for theforeign founders and/or partners as must be submitted in paper format, and their copies in a compact disk (CD) format.
8-The name and address of the company's legal advisor, who must be a lawyer at least admitted before the Court of Appeal.
9-Clear copies of the valid personal ID of the attorney (original ID must be submitted for matching against the copies):
- For Egyptians, ID card.
- For foreigners, passports (valid residence permit is a must).
10-In case that the company's object requires that a (prior) special approval be obtained under the provisions of the applicable laws, the approval of the appropriate body must be submitted.
11-In the event of pumping in-kind shares upon incorporation:
- In respect of joint stock companies and/or partnerships limited by shares, the original report of GAFI committee, which valuated such in-kind shares, must be submitted.
- In respect of limited liability companies, it would suffice to submit a report by professional experts, whose professions are regulated under the law and match the type(s) of the in-kind shares being valuated.
12-In the event of incorporating a company to operate under the Free Zones System in accordance with Law No. 72 of 2017, the aforementioned required documents must be submitted, together with the following:
- In respect of public free zone(s), GAFI's approval prior to incorporation must be obtained. Such pre-incorporation approval is to be issued by the board of directors of the public free zone in which the project is to be set up.
- In respect of private free zone(s), for a joint stock company or a limited liability company, the approval of the Council of Ministers must be obtained prior to the incorporation.
13-In the event of incorporating a company resulting from the change of the legal structure of a partnership incorporated in accordance with the Trade Law into a corporation in accordance with Law No. 72 of 2017 and Law No. 159 of 1981, the aforementioned documents must be submitted together with the following:
- A valuation report on the in-kind shares (net assets and liabilities of partnerships), provided that such report is prepared by the committee formed by a decree of GAFI CEO for that purpose.
- Articles of partnership and their summary, in addition to, all subsequent amendments to the articles of partnership and their summaries, which must be registered with the court.
- Minutes of meeting of all partners including an approval by the partners on the change of legal structure before the valuation process.
- Minutes of meeting of all partners including the approval of partners on the valuation outcome and the approval on the company's articles of association after conversion (capital and its distribution among partners and activity...etc.)
- In the event of conversion into a joint stock company where the partners would like to add cash shares, a bank certificate of deposit evidencing that 10% of the cash shares have been paid.
- A summary on the company since the date on which it was founded. This summary must include the amendments made to the company until the relevant minutes of meeting of all partners. The summary must be submitted on a compact disc (CD).
- In respect of partnerships, the commercial registry.
14-In the event of incorporating one or more corporation(s) through split up of an existing company into more than one company:
- The split-up decree issued by GAFI CEO.
- The valuation report on the in-kind shares.
- An official copy of the commercial registry of the splitting company including an endorsement to that effect.
- A copy of the minutes of the extraordinary general meeting, adopting the split-up resolution, after having been ratified by GAFI.
- A copy of the minutes of the extraordinary general meeting, approving the valuation outcome, after having been ratified by GAFI.
- Split-up draft contract as approved by GAFI.
