The verdict in three sentences
For a freelancer or referral partner in Senegal, the SUARL is the default choice: a single partner, limited liability, 100,000 FCFA capital. The SARL is required as soon as you have several partners, and the SAS when you want flexibility (tailored governance, fundraising, free capital). All protect your personal assets, unlike the sole proprietorship.
Comparison of the three forms
The elements below are 2026 orders of magnitude from OHADA law applied in Senegal.
| Criterion | SUARL | SARL | SAS |
|---|---|---|---|
| Partners | 1 | 2 to 100 | 1 or more |
| Minimum capital | 100,000 FCFA | 100,000 FCFA | Free (1 FCFA possible) |
| Liability | Limited to contributions | Limited to contributions | Limited to contributions |
| Manager | Manager | Manager(s) | President |
| Taxation | CIT 30% | CIT 30% | CIT 30% |
| Governance | Simple | Statutory | Very flexible |
| Share transfer | Restricted | Restricted | Free (articles) |
Corporate income tax (CIT) at 30% applies to all three forms. The big difference is the governance flexibility of the SAS, favored by startups and multi-investor projects.
Taxation: CIT or personal income tax?
Companies (SUARL, SARL, SAS) are in principle subject to CIT at 30% on profit. The sole proprietorship falls under the manager's personal income tax, with a progressive scale. The choice directly impacts what you keep.
| Situation | Regime | Taxation |
|---|---|---|
| Sole proprietorship | Personal income tax | Progressive personal scale |
| SUARL / SARL / SAS | CIT | 30% of profit |
| Dividends paid | IRVM | Withholding at source |
| Small turnover (flat) | CGU | Simplified flat rate |
For a low profit, the sole proprietorship's personal income tax may be lighter; for a high profit, the 30% CIT caps the tax pressure and eases reinvestment.
Decision table by profile
| Profile | Recommended form | Why |
|---|---|---|
| Freelancer starting out | Sole proprietorship / SUARL | Simplicity, low cost |
| Regular referral partner | SUARL | Credibility + limited liability |
| Two or more partners | SARL | Clear share framework |
| Startup with investors | SAS | Flexibility, fundraising |
| Activity with assets to protect | SUARL / SARL | Limited liability |
Mini case study
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Moussa and his cousin want to open a digital services agency in Thiès. As two partners, they rule out the SUARL and pick the SARL: 100,000 FCFA capital split 50/50, CIT at 30%, shared management. On an annual profit of 5,000,000 FCFA, CIT amounts to 1,500,000 FCFA, leaving 3,500,000 FCFA to distribute or reinvest. Had they targeted fundraising, they would have preferred the SAS for its statutory flexibility.
FAQ
What is the difference between SARL and SUARL?
The SUARL is a single-member SARL. Same rules (100,000 FCFA capital, limited liability, 30% CIT), but only one person decides.
Is the SAS more expensive to set up?
Slightly, because the articles are tailored and often drafted by a professional. In return, it offers the greatest governance freedom and free capital.
What is the CIT rate in Senegal in 2026?
Corporate income tax is 30% of taxable profit, applicable to the SUARL, SARL and SAS.
Can I switch from one form to another?
Yes, a transformation (for example SUARL to SAS) is possible by amending the articles and filing at the RCCM, for a fee.
Which form to invoice referral commissions?
The SUARL is ideal: a single partner, limited liability and a professional image to sign referral contracts with agencies.
Let's talk about your project. Choose the right structure then become a Kolonell referral partner: 15% on a showcase-site sale + 5% recurring, 12% on e-commerce, 10% on marketplace, 8% on institutional. WhatsApp +221 77 596 93 33.
Mohamed Bah
Fondateur, Kolonell
Passionate about digital and entrepreneurship in Africa, Mohamed has been helping Sénégalese businesses with their digital transformation since 2020. Founder of Kolonell, he believes every SME deserves a professional and accessible online présence.
