Prospectus Requirements in Angola
Any public offering of securities in Angola — whether an initial public offering (IPO), secondary offering, or bond issuance — requires a prospectus approved by the Comissao do Mercado de Capitais (CMC). The prospectus serves as the primary disclosure document for investors and must meet detailed content and procedural requirements.
CMC Approval Process
| Step | Description | Timeline |
|---|---|---|
| 1. Draft Submission | Issuer submits draft prospectus with supporting documentation to the CMC | At least 60 days before intended offering date |
| 2. CMC Review | CMC reviews for completeness, accuracy, and compliance with disclosure standards | 30-45 business days |
| 3. Comments & Revisions | CMC may request amendments, additional disclosures, or clarifications | Variable |
| 4. Approval | CMC issues formal approval for the prospectus and the offering | Upon satisfaction of all requirements |
| 5. Publication | Approved prospectus is published and made available to investors | At least 10 business days before offering opens |
Required Contents
The CMC mandates that every prospectus include the following:
Issuer Information:
- Full legal name, registration details, and history of the issuer
- Description of business activities, market position, and competitive landscape
- Organizational structure, including subsidiaries and significant holdings
- Board of directors, executive management, and corporate governance arrangements
Financial Information:
- Audited financial statements for the preceding three years
- Management discussion and analysis of financial performance
- Pro forma financial information where applicable
- Dividend policy and history
Offering Terms:
- Number and type of securities offered
- Offer price or pricing mechanism
- Subscription period and allocation methodology
- Use of proceeds
- Listing arrangements on BODIVA
Risk Factors:
- Material risks specific to the issuer and its industry
- Market risks, including FX exposure (USD/AOA 914.60) and interest rate risk (BNA rate 17.5%)
- Regulatory risks, including changes in tax treatment
- Country risks, including sovereign credit rating (S&P B- / Moody’s B3 / Fitch B-)
Language Requirements
Prospectuses must be published in Portuguese, Angola’s official language. Issuers targeting international investors may also prepare an English translation, though the Portuguese version prevails in case of discrepancy.
Liability
The issuer, its directors, and the lead underwriter bear joint liability for the accuracy and completeness of the prospectus. Material misstatements or omissions may result in civil liability to investors, administrative sanctions from the CMC, and potential criminal prosecution.
Supplementary Prospectus
If material changes occur between the prospectus approval date and the closing of the offering, the issuer must file a supplementary prospectus with the CMC. Investors who have already subscribed must be given the opportunity to withdraw their applications within a prescribed period.
For the upcoming pipeline of potential IPOs, including the anticipated Unitel listing, see diaspora IPO guide.