Set up your SCI in Côte d'Ivoire Complete guide + formalities handled
The SCI is the ideal tool for managing, acquiring and passing on real estate held by several people. Families, investors, partners — find out everything you need to know before setting up your SCI.
The Real Estate Company (SCI) is a form of civil company whose purpose is exclusively real estate. It allows several people to manage real estate together through a common legal structure, avoiding the constraints of joint ownership.
Governed by the OHADA Uniform Act on Commercial Companies and by the Civil Code provisions applicable in Côte d'Ivoire, the SCI is a powerful tool to acquire, manage, let and pass on real estate.
Not to be confused with the SCPI (real estate investment company), which is a regulated collective investment vehicle. The SCI is a private structure you set up with your partners to manage your own real estate.
The 5 types of SCI
There are several forms of SCI, each suited to a particular goal. The type you choose shapes the articles, the tax regime and the partners' obligations.
🏠
Family SCI
Managing and passing on real estate within the same family. Ideal for avoiding joint ownership after an inheritance.
🏢
Management / rental SCI
The most common form — acquiring and managing real estate to let it.
🏗️
Construction-for-sale SCI
Acquiring land, constructing a building and reselling it for profit — a commercial activity by exception.
🎁
Allocation SCI
In the end, each partner receives ownership of the part of the property corresponding to their shares.
🌴
Timeshare SCI
Allows several partners to use a property (second home, villa) according to a schedule based on their shares.
The management/rental SCI is the most common in Côte d'Ivoire. Families, entrepreneurs and investors use it to acquire offices, commercial premises or homes and let them.
Key characteristics
Criterion
Applicable rule
Company name
Free — often linked to the family name or the property
Number of partners
1 or more partners (no maximum)
Minimum share capital
No legal minimum — fixed or variable capital depending on the articles
Corporate purpose
Civil only — except construction-for-sale SCIs
Partners' liability
In proportion to shares — unlimited (unlike the SARL)
Legal representative
Manager (an individual or legal entity, partner or not)
Tax regime
No profit tax outside commercial activity — rents subject to property income tax
Commercial activity
Prohibited in principle — exceptions: furnished letting, construction-for-sale
Share transfers
Free between partners — approval required for any outside party
RCCM filing
Mandatory — registration time: 15 to 20 working days
Dissolution
Extraordinary general meeting — unanimous vote unless the articles provide otherwise
Warning: Unlike the SARL, the liability of SCI partners is not limited to their contributions. Each partner answers for the company's debts with their personal assets, in proportion to their share of the capital.
How it works
Share capital
There is no legal minimum capital. The articles define whether the capital is fixed (an unchangeable amount except by EGM) or variable (moving between a minimum and a maximum set in the articles, which makes it easier for partners to join or leave).
Contributions can be in cash (a sum of money) or in kind (a property, land). Contributions in services are not allowed in an SCI.
Management
An SCI is managed by one or more managers, appointed in the articles or by a collective decision of the partners. The manager can be an individual or a legal entity, partner or not. They are responsible for day-to-day management and represent the SCI towards third parties.
Collective decisions
Ordinary decisions: majority freely set in the articles (often 50% or 2/3)
Amendments to the articles: unanimity required unless the articles provide otherwise
Dissolution: unanimity required in principle — majority vote possible if the articles provide for it
Transfer of shares to a third party: partners' approval mandatory
Dissolution
To dissolve an SCI, an extraordinary general meeting must be called. A liquidator is appointed to settle debts and sell the property or return it to the partners. If contributed property is returned, real estate capital gains are taxable.
Pros & Cons
✅ Advantages
Makes joint management of a property between several people easier
Optimises the transfer of real estate (gifts of shares, reduced duties)
Avoids the drawbacks of joint ownership — majority rather than unanimous decisions
Free share capital — no minimum required
Flexible articles — partners freely set the operating rules
No profit tax as long as the activity remains civil
Makes it easier to obtain bank financing for buying property
⚠️ Points to watch
Partners' liability not limited — they answer for debts with their personal assets
Not allowed to carry on a main commercial activity
Annual accounting and legal obligations (AGM, registers, filings)
Share transfers subject to the other partners' approval — reduced liquidity
Any commercial activity makes the SCI liable to profit tax (25%)
Complex dissolution — unanimous vote required unless the articles provide otherwise
The SCI is particularly recommended for family real estate projects or investors who want to structure their assets without using a commercial company. For commercial activities, the SARL remains more suitable.
The 8 steps to set up your SCI
Here is the full process to register your SCI in Côte d'Ivoire. Deleky's handles all these formalities for you.
1
Choosing the type of SCI
Define the purpose: family, rental, construction-for-sale, allocation or timeshare. This step shapes the articles and the tax regime.
2
Drafting the articles
Drafting articles compliant with the OHADA Uniform Act: corporate purpose, fixed or variable capital, management, share transfer rules.
3
Valuation of contributions
If there is a contribution in kind (building, land), mandatory valuation by a contributions auditor appointed by the partners.
4
Capital deposit
Opening a blocked bank account and depositing the cash contributions. Contributions in kind are made as soon as the articles are signed.
5
RCCM registration
Filing of the complete file with the Abidjan Trade and Personal Property Credit Register and obtaining the RCCM number.
6
DGI tax registration
Obtaining the Taxpayer Account Number (NCC) and filing property tax returns with the DGI.
7
Legal notice
Publication of the notice of incorporation in an approved legal notices newspaper in Côte d'Ivoire.
8
Opening the final account
Release of the bank account and start of the real estate activity. Deleky's takes over your accounting.
No profit tax as long as the activity remains civil
An SCI that only holds, manages and lets its buildings is not subject to profit tax: the Tax Code only taxes civil companies when they carry out industrial or commercial operations (art. 3 of the Tax Code).
Rents fall under property income tax: 3% of the rental value for co-ownership SCIs, 4% for other legal entities (art. 156 of the Tax Code)
Buildings that are not let fall under property wealth tax
Property tax returns must be filed with the DGI every year
Commercial activity: liability to profit tax
If the SCI carries out commercial operations, it becomes liable to profit tax at 25% (art. 3 and 51 of the Tax Code).
Beware of commercial activity. Buying buildings to resell them, subdividing and selling land, or letting a commercial establishment equipped with its furniture or equipment bring the SCI within the scope of profit tax (art. 3 of the Tax Code). Have your project checked by your Deleky's chartered accountant.
VAT and the SCI
Letting unfurnished buildings for residential use is exempt from VAT. Other lettings may be subject to VAT at 18% depending on their nature: we review each lease with you.
Frequently asked questions
Joint ownership (indivision) is a legal situation that arises naturally when several people inherit or buy a property together without creating a legal structure. Decisions are often blocked because they require unanimity. An SCI, on the other hand, is a deliberately created legal structure, with operating rules set out in the articles, majority decisions and better protection of each partner's assets.
No, in principle. An SCI has a civil purpose: it is designed to manage real estate, not to carry on a commercial activity. There are two exceptions: letting furnished accommodation (commercial by nature) and the construction-for-sale SCI, which buys land, builds and resells. In both cases, the SCI can exceptionally be commercial in nature.
As long as it only manages and lets its buildings, an SCI is not subject to profit tax (art. 3 of the Tax Code): its rents fall under property income tax (3% or 4% of the rental value). If it carries out commercial operations, it becomes liable to profit tax at 25%.
Setting up an SCI generally takes 15 to 20 working days, provided the file is complete. If the SCI includes contributions in kind (real estate), the valuation by a contributions auditor can extend this time. Deleky's handles all the formalities and streamlines the process.
Yes. An SCI can be formed with a single partner, with no maximum number. Partners can be individuals or legal entities, members of the same family or not, resident in Côte d'Ivoire or not.
Yes. We set up your SCI from start to finish — articles, RCCM, DGI, legal notice — then handle the mandatory annual accounts, tax returns, statutory registers and AGM minutes every year. One contact for all your obligations.
Ready to set up your SCI? Deleky's handles everything for you
Articles, RCCM, DGI, legal notice and annual accounts — full formalities in 15 to 20 working days.
