Statutory Instrument (S.I.) 227 of 2023, officially known as the Zimbabwe Investment and Development Agency (General Investments) Regulations, 2023, marks a significant milestone in Zimbabwe’s “Open for Business” mantra. It provides the procedural meat to the ZIDA Act [Chapter 14:38], offering foreign investors a clear, digitized, and time-bound roadmap for securing their investments.

Below is a comprehensive analysis and guide for foreign investors looking to enter the Zimbabwean market under this new regulatory framework.

Investing in Zimbabwe: A Comprehensive Guide to ZIDA Registration under S.I. 227 of 2023

For years, investing in a foreign market was often clouded by procedural ambiguity. S.I. 227 of 2023 changes this by codifying the exact steps, fees, and obligations for investors. Whether you are launching a new venture or seeking to formalize an existing one, understanding these regulations is your first step toward a secure investment in Zimbabwe.

1. The Core Distinction: Registration vs. Licensing

One of the most important clarifications in S.I. 227 is the distinction between a “Registered Investor” and a “Licensed Investor.”

• Investor Registration: This is a new provision for projects that already exist but were established without a ZIDA license. It allows existing businesses to come under the ZIDA umbrella to benefit from the Act’s protections.

• General Investment License (GIL): This is for new investors (or existing ones seeking new incentives). Holding a GIL is the “golden ticket” that unlocks the full suite of services at the One Stop Investment Services Centre (OSISC), including expedited permits and tax incentives.

2. The Digital Shift: DIY Licensing

Under Section 3 of the regulations, ZIDA has moved away from manual paperwork. All applications for registration and licensing must now be submitted electronically through the ZIDA DIY Portal. This allows foreign investors to initiate and track their applications from anywhere in the world.

3. Step-by-Step Registration & Licensing Process

Step A: Company Incorporation

Before approaching ZIDA, you must register a local legal entity. Most foreign investors opt for a Private Limited Company.

• Requirements: Minimum of 2 directors (at least one must be a resident of Zimbabwe), shareholder list, and a registered office address.

• Timeline: Usually takes 2–5 working days.

Step B: The ZIDA Application

Once incorporated, log onto the ZIDA portal to apply for your General Investment License. You will need:

1. Completed Form ZIDA 1.

2. Certificate of Incorporation and Memorandum/Articles of Association.

3. Project Proposal/Business Plan: Outlining the nature of the business, projected investment value, and employment creation.

4. Proof of Finance: Bank statements or confirmation of funding.

5. Passport Copies and CVs of all directors and shareholders.

Step C: Fee Structure (Foreign Investors)

S.I. 227 of 2023 specifies a clear fee schedule:

• Application Fee: US$500 (Non-refundable).

• License Issuance Fee: US$4,500 (Payable only upon approval).

• Total Initial Cost: US$5,000.

4. Key Performance Obligations

The new regulations are designed to prevent “shelf companies” and ensure that licenses lead to actual economic activity.

• The 12-Month Rule: Under Section 8, an investor must begin implementing their project within 12 months of receiving the license. Failure to do so without a valid justification may lead to the cancellation of the license.

• Annual Returns: Investors are now required to submit annual returns to ZIDA, allowing the agency to monitor progress and provide “Aftercare Services” if the project hits hurdles.

• Record Keeping: Investors must maintain books of accounts, staff details, and tax clearances at their registered premises for inspection.

   

5. Renewals and Amendments

• Validity: A General Investment License is typically valid for 2 years.

• Renewal: You must apply for renewal 3 months before expiry.

• Renewal Fee: US$3,000.

  • Note: If you miss the deadline, a grace period of 3 months is allowed, but late applications may be treated as new (de novo) applications, costing the full US$5,000.

6. The “One-Stop” Advantage (OSISC)

Once you have your ZIDA license, you gain access to the OSISC. This center houses desks from 12+ government departments, including:

• Immigration: For fast-tracked Investor and Work Permits.

• ZIMRA: For tax registration and customs clearances.

• EMA: For Environmental Impact Assessments.

• Local Authorities: For land and utility connections.

7. Investor Protection & Grievance Mechanism

Perhaps the most “investor-friendly” addition in S.I. 227 is the Investor Grievance Response Mechanism (IGRM). This tool allows investors to lodge complaints against government actions that may hinder their rights. It aims to resolve disputes at an early stage through mediation or administrative action before they escalate to costly arbitration.

Summary Checklist for Foreign Investors

1. [ ] Incorporate your company in Zimbabwe.

2. [ ] Register on the ZIDA DIY Portal.

3. [ ] Upload your business plan and proof of funds.

4. [ ] Pay the US$500 application fee.

5. [ ] Receive approval (usually within 7 working days).

6. [ ] Pay the US$4,500 license fee.

7. [ ] Commence project within 12 months.

Conclusion:

S.I. 227 of 2023 provides the transparency and security that international capital demands. By digitizing the process and setting strict timelines for the Agency, Zimbabwe has significantly lowered the barriers to entry, making it an opportune time for foreign direct investment (FDI) in sectors like mining, agriculture, and renewable energy.