The verdict in three sentences
If you are alone and want to protect your personal assets, the SUARL is the clear pick: liability limited to contributions, free capital, and a credible image with banks. If you have several partners with growth and fundraising ambitions, the SARL is the reference structure. The GIE only fits members pooling resources (cooperatives, producer groups) because liability there is joint and unlimited.
Comparison of the three forms (2026 order of magnitude)
| Criterion | SUARL | SARL | GIE |
|---|---|---|---|
| Number of partners | 1 (sole partner) | 2 to 50 | 2 minimum, no cap |
| Minimum capital | Free (often 100,000 FCFA symbolic) | Free | None (0 FCFA possible) |
| Liability | Limited to contributions | Limited to contributions | Joint and unlimited |
| Legal personality | Yes | Yes | Yes |
| Profit taxation | Corporate tax 30% | Corporate tax 30% | Transparent (taxed on members) |
| Setup cost | 75,000 to 200,000 FCFA | 75,000 to 200,000 FCFA | 50,000 to 100,000 FCFA |
| Target | Solo entrepreneur | Co-founders, SMEs | Groups, cooperatives |
The game-changing difference is liability: with a SUARL or SARL, your personal assets (house, car, accounts) are shielded from company debts. With a GIE, a creditor can pursue each member on their own assets.
Detailed cost and timelines
| Item | SUARL / SARL | GIE |
|---|---|---|
| Drafting bylaws | 25,000 to 75,000 FCFA | 15,000 to 40,000 FCFA |
| Registration fees | 25,000 to 50,000 FCFA | 10,000 to 25,000 FCFA |
| RCCM registration | Included one-stop shop | Included |
| NINEA declaration | Free | Free |
| Total delay (APIX one-stop shop) | 1 to 3 business days | 1 to 3 business days |
| Notary fees (optional) | 100,000 to 300,000 FCFA | Rarely required |
Mini case study
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Awa, a digital marketing consultant in Dakar, is hesitating. Working alone, she targets 18,000,000 FCFA in first-year revenue and signs contracts with SMEs and an NGO. As a GIE, the slightest client dispute would expose her car and savings. As a SUARL, her liability is capped at her 100,000 FCFA contribution. Setup cost: around 150,000 FCFA, recovered on the first institutional contract that requires an invoice with a NINEA. Decision: SUARL, upgrading to SARL if she later takes on partners.
FAQ
Can a GIE be converted into a SARL? Yes, but it requires a new registration and full bylaws, costing 75,000 to 200,000 FCFA. Better to pick the right form from the start.
Is 1,000,000 FCFA capital mandatory for a SARL? No. Since the OHADA uniform act reform, SARL capital is freely set in the bylaws; many start with a symbolic 100,000 FCFA.
Which form pays the least tax? The GIE is tax-transparent (no corporate tax at group level), but the SUARL and SARL under the real regime pay 30% corporate tax on net profit, deductible against real expenses. The choice follows the structure, not just the tax.
How long to set up? Via the APIX one-stop shop, expect 1 to 3 business days to obtain RCCM and NINEA if the file is complete.
Let's talk about your project. We help you choose the legal form and launch your professional website right after registration. 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.
