2023 Investment Climate Statements: Botswana

Policies Towards Foreign Direct Investment

The GoB publicly emphasizes attracting foreign direct investment (FDI) and drafted an investment facilitation law recommended by the 2014 Organization for Economic Co-operation and Development (OECD) Investment Review.  While the draft was completed in 2016 with technical assistance from the United Nations Conference on Trade and Development (UNCTAD), it was never enacted.  The draft is still under review and requires approval from Parliament.

However, the GoB has released a new National Investment Strategy (NIS) for 2023-2030 to maximize the quantity and quality of annual flows of foreign and domestic investment. The GoB has launched initiatives to promote economic activity and foreign investment in specific areas, such as establishing a diamond hub which brought more value-added businesses (i.e., cutting and polishing) into the country.  The resuscitation of the beef cluster development is ongoing after being halted just before the COVID-19 pandemic; it will focus on improving beef production and increasing beef exports from Botswana.

Additional investment opportunities in Botswana include clean energy, large water infrastructure projects, electricity infrastructure, transportation, telecommunications systems, horticultural production, and agricultural processing. Botswana’s 2023-2030 NIS also maps opportunities in several sectors which include automotive, cargo freight and logistics, and the digital economy. Economists note Botswana’s considerable potential in mining critical minerals (in addition to diamonds), raising beef, tourism, solar energy, and financial services.  BITC assists foreign investors with projects intended to diversify export revenue, create employment, and transfer skills to the citizens of Botswana.

Limits on Foreign Control and Right to Private Ownership and Establishment

Botswana’s 2003 Trade Act reserves licenses for citizens in 19 sectors, including general trading establishments, gas stations, liquor stores, supermarkets (excluding chain stores), bars (other than those associated with hotels), certain types of restaurants, boutiques, auctioneers, car washes, domestic cleaning services, curio shops, fresh produce vendors, funeral homes, hairdressers, various types of rental/hire services, laundromats, specific types of government construction projects under a certain dollar amount, certain activities related to road and railway construction and maintenance, and certain types of manufacturing activities including the production of furniture for schools, welding, and bricklaying.  The law allows foreigners to participate in these sectors as minority joint venture partners in medium-sized businesses.  Foreigners can hold the majority share if they obtain written approval from the Minister of Trade and Industry.  Foreign companies have access to about 46 trading licenses in different categories.  It takes approximately five working days to obtain a license.

The Ministry of Trade and Industry (MTI) administers the citizen participation initiative and takes an expansive interpretation of the term “chain stores” so that it encompasses any store with more than one outlet.  This broad interpretation has resulted in the need to apply exemptions to certain supermarkets, simple specialty operations, and general trading stores.  These exceptions were generally granted prior to 2015 and many large general merchandise markets, restaurants, and grocery networks are owned by foreigners as a result.  Since 2015, the GoB has denied some exemption requests but reports it has approved others based on ownership localization agreements directly negotiated between the MTI and the relevant company.  These agreements reportedly include commitments to purchase supplies locally and capacity building for local workers and industry.  BITC conducts due diligence on companies that are looking to invest in the country and the Directorate of Intelligence Services (DIS) performs background checks for national security.

Other Investment Policy Reviews

Botswana has been a World Trade Organization (WTO) member since 1995.  In 2016, the WTO conducted a trade policy review of the Southern African Customs Union to which Botswana belongs ( https://www.wto.org/english/tratop_e/tpr_e/tp322_e.htm ).  Botswana underwent an Information and Communication Technology (ICT) Policy Review and e-Commerce strategy review with UNCTAD and the report was released in October 2021 ( https://unctad.org/system/files/official-document/dtlstict2021d4_en.pdf ).  Botswana sees this as a critical move to diversify the economy and position the country to be a bigger player in the global economy.

Business Facilitation

To operate a business in Botswana, one needs to register a company with the CIPA through the OBRS at: https://www.cipa.co.bw/types-of-entities . CIPA indicates that the company registration process can be completed in a day and is integrated with BURS which allows for a fast-tracked tax registration in 30 days.  Additional work is required to open bank accounts and to obtain necessary licenses and permits.

BITC ( www.bitc.co.bw ), the GoB’s integrated investment and trade promotion authority, was designed to serve as a one-stop shop to assist investors in setting up a business and finding a location for operation.  BITC’s ability to streamline procedures varies by GoB entity and bureaucratic requirements.  BITC assesses investment projects on their ability to diversify the economy away from its continued dependence on diamond mining, contribute towards export-led growth, job creation, and skills transfer to Batswana citizens.  BITC also hosts the Botswana Trade Portal ( https://www.botswanatradeportal.org.bw ) that is designed to ease trade across borders.  It is a single point of contact for all information relating to import and export to and from Botswana and represents relevant ministries and parastatals.

Botswana has several incentives and preferences for both citizen-owned and locally based companies.  Foreign-owned companies can benefit from local procurement preferences which are usually required for government tenders.  In 2015, MTI instituted a program to give locally based small companies a 15 percent preferential price margin in GoB procurement, with mid-sized companies receiving a 10 percent margin, and large companies a five percent margin.  Under this policy, MTI defines small companies as those with less than five million pula (approximately $450,000) in annual revenue reflected in their financial statements, medium companies with five to 20 million pula in revenue, and large companies with revenues exceeding 20 million pula (approximately $1.7 million).  The directive applies to 27 categories of goods and services ranging from textiles, chemicals, and food, as well as a broad range of consultancy services.  The GoB can also offer up to 50 million pula ($4.5 million) in funding through the Citizen Entrepreneurial Development Agency (CEDA) to joint ventures between foreign and citizen owned companies.

For Companies Act registration purposes, enterprises are classified as:

• Micro Enterprises – fewer than six employees including the owner and an annual revenue below 60 thousand pula.
• Small Enterprises – fewer than 25 employees and an annual revenue between 60 thousand and 1.5 million pula.
• Medium Enterprises – fewer than 100 employees and annual revenue between 1.5 and 5 million pula.
• Large Enterprises – over 100 employees and annual revenues of at least 5 million pula.

This classification system permits foreigners to participate as minority shareholders in medium-sized enterprises in the 35 business sectors reserved for citizens.

Outward Investment

The GoB neither promotes nor restricts outward investment.

Transparency of the Regulatory System

Bureaucratic procedures necessary to start and maintain a business in Botswana are generally transparent, though slow, and with cumbersome regulatory procedures.  In 2018, Botswana launched a Regulatory Impact Assessment Strategy to improve the regulatory environment, ensure legislation is necessary and cost effective, reduce administrative burdens imposed by the regulatory environment to businesses, and improve transparency, consultation, and government accountability.  Most complaints by foreign investors are about the inefficiency and/or unresponsiveness of mid- and low-level government bureaucrats.  The GoB has introduced a Performance Management System to improve the service and accountability of its employees.  Additionally, one of the priorities in President Masisi’s 2021 Reset Agenda is to align government’s machinery to the presidential agenda.  This aims to transform and improve service delivery in the public service by bringing significant reforms in all public institutions.  In its proposed 2023/2024 budget, the GoB allocated funds toward upgrading some sub-districts to fully fledged district councils for decentralization and expediting of government services. Unfair business practices or conduct can be reported to the Competition Authority, which seeks to level the playing field for all business operators and foster a conducive environment for business.  The GoB does not require companies to disclose their environmental, social, and governance (ESG) activities; ESG disclosures are not used to determine the quality of a project. However, Environmental Impact Assessments (EIA) are a requirement and are taken very seriously when undertaking infrastructure development projects.  Bills in Botswana, including investment laws, go through a public consultation process and are available for public comment.  Bills are also debated in Parliament sessions that are open to the public.

The Companies Act of 2004 requires all companies registered in Botswana to prepare annual financial statements based on generally accepted accounting principles (GAAP).  It further requires every public company, including non-exempt private companies, to prepare their financial statements in accordance with the International Financial Reporting Standards.

Botswana’s new Public Procurement Act (PP Act) of 2021 commenced on April 14, 2022, resulting in the repeal of the Public Procurement and Asset Disposal Act (PPAD Act) and the Local Authorities Procurement and Asset Disposal Act (LAPAD Act).  Under the PP Act, all government procurements must be adjudicated and awarded by the relevant procuring ministries/government entities; the Public Procurement and Regulatory Authority (PPRA) only has an oversight role. Also under the PP Act, Accounting Officers from procuring entities must submit their annual procurement plans at the beginning of each financial year and submit a Consolidated Procurement Tool monthly (five days after month end).  Prospective government contractors are still required to register with the PPRA.  The GoB established an independent Public Procurement Tribunal to adjudicate disputes.  In the future, the PPRA will use a national e-procurement system as an electronic end-to-end one-stop information and transaction portal for any public procurement.

The PPRA has partnered with the United States Trade and Development Agency’s (USTDA) Global Procurement Initiative since 2014, in a shared commitment to utilize best-value determination procurement practices and to professionalize procurement.  Having assisted PPRA through its transition, USTDA continues to assist with implementing the new PP Act.

Online services are available at https://ipms.ppadb.co.bw/login 

The PP Act at times calls for preferential procurement of citizen-owned contractors for works, service, and supplies.  To be eligible for a specific reservation or preference, the contractor is required to attach to the bidding package proof of eligibility from the issuing authority. Parliament enacted an Economic Inclusion Act to provide for the establishment of the Office of the Coordinator of the Economic Empowerment. This office will promote effective participation of targeted citizens to grow and develop the economy and facilitate enforcement of the economic empowerment initiatives. Targeted citizens, according to the Economic Inclusion Act, are citizens whose access to economic resources has been constrained by various factors as prescribed by the Minister of Trade and Industry from time to time.

Health and safety laws, embodied in the Factories Act of 1973, provide basic protection for workers from unsafe working conditions. Minimum working conditions required on work premises include cleanliness of the premises, adequate ventilation and sanitation, sufficient lighting, and the provision of safety precautions. Health inspectors and the Botswana Bureau of Standards carry out periodic checks at both new and operating factories.

International Regulatory Considerations

Botswana is a member of SACU and SADC.  Neither has authority over member state national regulatory systems.  Botswana is a member of the World Trade Organization (WTO) and notifies all draft technical regulations to the WTO’s Technical Barriers to Trade (TBT) Committee.

Legal System and Judicial Independence

The Constitution provides for an independent judiciary system.  Botswana’s legal system is based on Roman-Dutch law as influenced by English common law.  This type of system exists with legislation, judicial decisions, and local customary law.  The courts enforce commercial contracts, and the judicial system is widely regarded as being fair.  Both foreign and domestic investors have equal access to the judicial system.  Botswana does not have a dedicated commercial court.  The Industrial Court, set up by the Trade Dispute Act of 2004, primarily addresses labor matters.

The GoB is planning to create a corps of commercially specialized judges within the civil court system.  Under the new system, commercial cases will be overseen by these commercial judges to expedite handling and ensure relevant expertise.  In 2021, the U.S. government organized a regional Intellectual Property Enforcement training for magistrates and judges in Botswana. Botswana already has a specialized anti-corruption court that handles all corruption cases.

Some U.S. litigants have reported that the time to obtain and enforce a judgment in a commercial dispute is unreasonably long.  The turnaround time for civil cases is approximately two years.  To improve adjudications efficiency, the GoB has established a land tribunal, and industrial, small claims, and corruption courts.  In the past several years, some dockets have improved, but progress has been uneven.

Local laws are accessible through the Botswana Attorney General’s Office website ( www.elaws.gov.bw ).  It can take up to 24 months for a law, once passed, to appear on the website.

Laws and Regulations on Foreign Direct Investment

Under Botswana’s Company Act, foreigners who wish to operate a business are required to register, as well as obtain, the relevant licenses and permits as prescribed by the Trade Act of 2008.

Licenses are required for a wide spectrum of businesses, including banking, non-bank financial services, transportation, medical services, mining, energy provision, and alcohol sales.  Although amendments to the Trade Act have eliminated the catch-all miscellaneous business license category, investors report that some local authorities insist that businesses apply for licenses even when the businesses do not fall within the established categories.  In addition, some businesses have observed that the enforcement of licenses, as well as the time taken for inspections to comply with licensing requirements, varies widely across local government authorities.

Competition and Antitrust Laws

Botswana has anti-trust legislation and policies to ensure appropriate and fair competition in business.  Under the Competition Act 2018 and the Consumer Act 2018, the Competition and Consumer Authority (CCA) monitors mergers and acquisitions.  The CCA’s mandate is to prevent and rectify anti-competitive practices in the market and protect the interests of consumers through the control of unfair business practices throughout the country.  The CCA has however, since January 2022, been forced to close nine of its district offices due to financial constraints. It now has only a head office in Gaborone and an office in Francistown. Interventions to minimize service disruptions were put in place (in addition to social media platforms); these included installation of four lines for consumer complaints, and establishing channels for follow up through WhatsApp messages, SMS, and mobile calls. Notwithstanding that, the CCA handed 1,251 consumer complaint cases in the year 2021/2022, an increase of 7.4 percent from the previous financial year. CCA has resolved 83 percent of those cases.

On competition, the CCA regulates mergers and acquisitions to ensure they do not lead to market concentration which might harm both competition and consumer welfare. The CCA is empowered to reject mergers deemed not in the public interest.  CCA interprets this power to mean that it can prohibit mergers that concentrate most shares in the hands of foreign investors. The CCA handled 49 mergers in 2021/22 financial year, a 19 percent increase from 41 mergers registered in the previous year.  The CCA investigated a total of 26 competition-related cases which included cartel conduct, abuse of dominance (through predatory pricing, price discrimination, refusal of access to an essential facility, and margin squeeze), and horizontal agreement through price fixing. Among the initiatives the CCA has established to regulate companies are compliance checks, which the CCA sometimes does in partnership with other regulatory institutions such as the Botswana Communications Regulatory Authority (BOCRA), Public Health Department, and Botswana Police Service.

Expropriation and Compensation

Section 8 of Botswana’s Constitution prohibits the nationalization of private property.  However, the Constitution is undergoing a review process which might affect these sections. The GoB has never pursued a forced nationalization policy. Stakeholders indicate this is highly unlikely to occur in Botswana.  The Acquisition of Property Act provides a process for any expropriation, including parameters to determine market value and receive compensation.  The 2007 Amendment to the Electricity Supply Act allows the GoB to revoke an Independent Power Producer’s license and confiscate the operations, with compensation, for public interest purposes.

Dispute Settlement

ICSID Convention and New York Convention

The GoB has ratified the convention on the Recognition and Enforcement of Foreign Arbitral Awards (1958 New York Convention).  Botswana is also a member state of the International Centre for Settlement of Investment Disputes (ICSID Convention), and the Multilateral Investment Guarantee Agency (MIGA).  Botswana is a signatory to many international treaties and participates in more than 40 international organizations.

Investor-State Dispute Settlement

There were no known investment disputes involving U.S. persons as of March 31, 2023. Botswana accepts international arbitration to settle investment disputes.  Judgments by GoB-recognized foreign courts are enforceable in the local courts where the appropriate bilateral agreements between the countries exist.

International Commercial Arbitration and Foreign Courts

There are no known complaints about transparency or discrimination by local courts in Botswana.

Bankruptcy Regulations

Botswana’s commercial and bankruptcy laws are comprehensive.  Secured and unsecured creditors enjoy similar rights under bankruptcy proceedings as those they would enjoy in the United States.

Investment Incentives

Botswana has several mechanisms in place to attract FDI.  BITC assists local and foreign investors.  BITC is responsible for promoting FDI, investor aftercare, and promoting locally manufactured goods in export markets.  Through its one-stop service center, BITC assists investors with company registration, land acquisition, factory shells, utility connections, and work and residence permits for essential staff.  Investors’ requests for support from BITC and other agencies are evaluated based on the proposed project’s potential to diversify Botswana’s economy, grow priority sectors, and employ and train Botswana citizens.  The GoB also makes grants available to investors who partner with citizens and will extend credit to investors presenting proposals that have undergone appropriate due diligence and that have completed a feasibility study.  Foreign investors are encouraged to transfer technology to Botswana and skills to Botswana citizens to prepare them for management positions.  The GoB offers training rebates of up to 200 percent for accredited courses to companies that train their employees.

Botswana’s tax rates are relatively low with 22 percent on corporate taxable income of resident companies and 10 percent withholding tax on all dividends distributed.  However, non-resident companies are taxed at 30 percent of profit.  MTI may grant manufacturing companies a reduced level of 15 percent taxable income.  Companies may pay the reduced rate of 15 percent of profit with accreditation on approved operations from the Botswana Digital and Innovation Hub or the International Financial Services Centre.  Special Economic Zone licenced operations for businesses operating in the designated zones are taxed at five percent of profit for the first 10 years of operations and charged at 10 percent tax thereafter.

The Minister of Finance has the authority to issue development approval orders that are used for specific projects, which include providing tax holidays, education, and training grants.  The Minister must be satisfied the proposed project will benefit Botswana’s economy.  Any firm, local or foreign, may apply for a Development Approval Order through the Permanent Secretary at the Ministry of Finance.  Applications are evaluated against the following criteria: job creation for Botswana citizens; the company’s training plans for Botswana citizens; the company’s plans to localize non-citizen positions; Botswana citizen participation in company management; amount of equity held by Botswana citizens in the company; the location of the proposed investment; the project’s ability to stimulate other economic activities; and the project’s potential to reduce local consumer prices.  MTI also offers rebates on imported materials for manufacturers that produce products for export.

In 2017, Parliament approved and implemented a special incentive package for Selebi-Phikwe to promote economic growth and diversification.  Some of the incentives include a reduced corporate tax of five percent for the first five years and 10 percent thereafter (versus the 22 percent national tax rate), zero customs duty on imported raw materials, rebates for customs duty and value-added tax for any exports outside the SACU, and a minimum of 50 years on land leases (instead of the standard lease of 25 years).

The GoB actively encourages clean energy investment through independent power producer (IPP) developed renewable energy projects that have been outlined in the Ministry of Minerals and Energy’s Integrated Resource Plan. These include numerous solar power plants, wind energy power projects, and biogas.  In 2020, the GoB, with the assistance of USAID’s Southern Africa Energy Program (SAEP), launched the Rooftop Solar program to enable limited net metering sales of excess power from rooftop solar installations owned by residential and commercial electricity customers of the Botswana Power Corporate (BPC).  The Botswana Energy Regulatory Authority (BERA) regulates investment in the energy sector and is responsible for setting feed-in tariffs for IPPs.  The GoB includes cooperation with Power Africa (a multi-donor partnership coordinated by the U.S. government) in its renewable energy plans and will use it to prepare the technical foundations for clean energy deployment.

Foreign Trade Zones/Free Ports/Trade Facilitation

The Special Economic Zones Authority (SEZA) was established to develop and operate special economic zones around the country.  It earmarked five geographic areas with a total of eight zones and is actively recruiting investors, private developers, and manufacturers.  In 2015, Parliament approved a Special Economic Zones (SEZ) law to streamline investment in sector-targeted geographic areas including two Gaborone area SEZs (multi-use, diamond processing, and financial services); two Selebi-Phikwe SEZs (mineral processing and horticulture); and additional SEZs in Lobatse (beef, leather, biogas); Palapye (energy); Pandamatenga (agriculture); and Francistown (mining and logistics).  The Gaborone financial services zone is fully operational; leasable space is available in the Gaborone multi-use/diamond zone, in addition to companies that already operate in the zone like the Botswana Digital and Innovation Hub (BDIH), Debswana Diamond Company, Diamond Trading Company Botswana (DTCB), Bank of Botswana, Botswana Bureau of Standards (BOBS), and the Diamond Hub (Diamond Technology Park); construction of silos and factory shells is underway in the Pandamatenga zone, while the rest are still to be developed.

The Selebi-Phikwe Economic Diversification Unit (SPEDU), another economic diversification agency, though regional and only focused in the greater Selebi-Phikwe region (eastern part of the country), was set up to transform its region into a vibrant economic zone.  The region has its own special incentive packet that was approved by parliament in 2017.  Some of the incentives include a five percent corporate tax for the first five years and 10 percent thereafter, zero customs duty on imported raw materials, minimum 50-year land leases, dedicated One-Stop Services for the region, etc.  BURS has also introduced an electronic Customs Management System to replace the Automated System for Customs Data and launched the National Single Window, an electronic trade platform that makes trading more secure and efficient.

Performance and Data Localization Requirements

Performance requirements are not imposed as a condition for establishing, maintaining, or expanding an investment in Botswana.  Foreign investors are encouraged, but not compelled, to establish joint ventures with citizens or citizen-owned companies. Several incentives have been set for local companies, encouraging foreign companies to register companies locally.  Foreign investors wishing to invest in Botswana are required to register the company in accordance with the Companies Act and comply with other applicable legislation. Investors are encouraged, but not required, to purchase from local sources.  The GoB does not require investors to locate in specific geographical areas, use a specific percentage of local content, permit local equity in projects, manufacture substitutes for imports, meet export requirements or targets, or use national sources of financing for private-sector investments.  However, GoB entities, including BITC, base their assistance to foreign investors on the extent to which the investment will diversify the economy, create employment, and transfer skills to Botswana citizens. As a matter of policy, the GoB encourages foreign firms to hire qualified Botswana nationals rather than expatriates.  Work permits for foreign workers may be made contingent upon showing demonstrable localization efforts.  The government may additionally require evidence that a local person is being trained to assume duties currently being fulfilled by a foreign worker, specially focused at the middle-management level.  The GoB offers incentives to companies that train local employees, including the deduction of 200 percent of training expenses when an accredited institution conducts the training.
Select grants are available to foreign investors who partner with Botswana citizens.  The Citizen Entrepreneurial Development Agency (CEDA) has established a venture capital fund to provide equity to citizens and ventures between citizens and foreign investors.  Most GoB loans and grants are designed specifically for citizen-owned contracting firms or for small enterprises and are therefore not available to foreign investors.  However, the National Development Bank (NDB) finances both citizens and non-citizens, joint ventures, partnerships, and locally registered foreign owned companies, and covers different sectors of the economy (agriculture, property, education, retail, commerce, etc.).  Plans are underway though to remodel and transform the bank to a dedicated agricultural bank by the end of 2024.

The GoB, the largest procuring entity in the country, has directed central government, local authorities, and state-owned enterprises to purchase all products and services from locally based manufacturers and service providers if the goods and services are locally available, competitively priced, and meet tender specifications in terms of quality standards as certified or recognized by the Botswana Bureau of Standards.  Local preferences arise from numerous sources.

In 2015, MTI instituted a preferential procurement program for local companies based on company size – small companies receive a 15 percent preferential price margin on GoB procurement, mid-sized companies receive a 10 percent margin, and large companies a five percent margin.  The directive applies to 27 categories of goods and services ranging from textiles to chemicals, and food, in addition to a broad range of consultancy services.  In 2014, the GoB and the Chamber of Mines created a committee to oversee the purchase of mining supplies with a 10 percent preference towards those produced locally.  The 2012 Citizen Economic Empowerment Policy also emphasized the preference for local companies. In 2020, the GoB announced a new policy that all government contracts less than $900,000 were reserved for citizen-owned businesses.  The GoB has enacted in 2021 (came into operation in April 2022) the Economic Inclusion Act to make provision for the establishment of an Economic Empowerment Office, whose mandate is to empower targeted citizens by facilitating their participation in the development and growth of the economy and facilitating the enforcement of various sets of economic empowerment initiatives such as the ones mentioned above.

For a foreign firm to qualify with the Department of Industrial Affairs as a local manufacturer or service provider to sell goods or services to the GoB, the firm must be registered with the Registrar of Companies and possess a relevant license or waiver letter.  These procedures can be completed online. However, companies may choose to engage the services of a Company Secretary to perform these and other required documentation services.  Tenders are generally designed based on the products available in the local market and with locally based companies in mind.  In addition, many tenders require local registration as a prerequisite for bids and the GoB frequently breaks up large-scale projects into a series of tenders.  These requirements make it difficult to compete for tenders from outside Botswana.

Real Property

Property rights are enforced in Botswana.  There are three main categories of land in Botswana: freehold, state land, and tribal land.  Tribal and state land cannot be sold to foreigners.  There are no restrictions on the sale of freehold land, but only an estimated five percent of land in Botswana is freehold.  All minerals in Botswana, even those on private lands, are viewed as property of the State.  In the capital city of Gaborone, the number of freehold plots is limited.  In 2019, the GoB increased the rate of transfer duty on the sale and transfer of property to non-citizens (both individuals and companies) from five percent to 30 percent.  The Transfer Duty Amendment Act of 2022 gives exemption to SEZ license holders from paying transfer duty when acquiring immovable property for purposes of operating business in a special economic zone.

State land represents about 25 percent of land in Botswana.  On application to the Department of Lands, both foreign-owned and local enterprises registered in Botswana may lease state land for industrial or residential use.  Commercial use leases are for 50 years, and residential leases are for 99 years.  Waiting periods tend to be long for leasehold applications, but subleases from current leaseholders are available.  In 2014, the GoB changed its implementing regulation to allow companies with fewer than five employees to operate in residential areas if their operations do not pose a health or safety risk to residents.

Tribal land represents 70 percent of land in Botswana.  To obtain a lease for tribal land, the investor must approach the relevant local Land Board.  Processes are unlikely to be streamlined or consistent across Land Boards.  The Transfer Duty Amendment Act of 2019 also introduced payment of transfer duty on tribal land. At the same time, the re-enacted Tribal Land Act of 2018 and the Deeds Registry Amendment Act of 2017 requires that all tribal land grants be registered with the Deeds Registry. This means that an allocation made by the Land Board is now a transfer chargeable duty requiring a valuation certificate. The GoB is however looking at revising the transfer duty as it has caused some challenges to both citizens and businesses accessing land.

Since Botswana’s independence in 1966, the country has incrementally increased the area of tribal land with commensurate decreases of state and freehold land holdings.  Landlord-tenant law in Botswana tends to be moderately pro-landlord.

In addition to helping investors who meet its criteria to obtain appropriate land leaseholds, BITC has also built factory units for lease to industrialists with the option to purchase at market value.

Intellectual Property Rights

Botswana is not included in the United States Trade Representative (USTR) Special 301 Report or the Notorious Markets List.

Botswana’s legal intellectual property rights (IPR) structure is adequate, although some improvements are needed.  The key challenge facing the GoB is effective implementation. CIPA was established in 2014 and is comprised of three offices: the Companies and Business Office, the Industrial Property Office, and the Copyright Office.  Intellectual property is registered through CIPA.  CIPA’s priorities are to strengthen and implement Botswana’s IPR regime and to improve interagency cooperation.  IPR infringement occurs in Botswana primarily through the sale of counterfeit items in low-end sales outlets.  According to CIPA, targeted raids by local law enforcement have reduced the availability of counterfeit goods across the country, although no recent raids have been conducted.  Other common events of intellectual property infringement include the use of photographs without permission on advertisements, copying and selling architectural plans without permission of the architect, using trademarks without permission and misleading customers about the quality of goods. The U.S. government continues to work and support the GoB to modernize and improve enforcement of IPR.

IPR is protected under the Industrial Property Act of 2010, which provides protections on patents, trademarks, utility models, industrial designs, handicrafts, traditional knowledge, integrated circuits, and geographic indicators.  The 2000 Copyright and Neighboring Rights Act not only protects art and literary works but also protects intangible creations of the mind, and the 1975 Registration of Business Names Act oversees corporate name and registration procedures.  On March 31, 2022, the Parliament passed (and officially launched in November 2022) the Botswana Intellectual Property Policy (BIPP), which was developed with the assistance of the World Intellectual Property Organization (WIPO).  Its primary aim is to leverage Botswana’s IP potential for inclusive and sustainable economic growth and development.  Other IPR-related laws include the Competition Act, the Value Added Tax Act, the Botswana Penal Code, the Customs and Excise Duty Act, the Monuments and Relics Act, the Broadcasting Act, and the Societies Act.

Botswana is a signatory to the Beijing Treaty on Audiovisual Performances, the Hague Agreement Concerning the International Deposit of Industrial Designs, the Protocol Relating to the Madrid Agreement Concerning the International Registration of Marks, the Convention establishing the World Intellectual Property Organization (WIPO), the WIPO Copyright Treaty, the WIPO Performances and Phonograms Treaty, the Patent Cooperation Treaty, the Berne Convention for the Protection of Literary and Artistic Works, and the Paris Convention for the Protection of Industrial Property.

For additional information about national laws and points of contact at local IP offices, please see WIPO’s country profiles at http://www.wipo.int/directory/en/. 

Resources for Rights Holders
Goitseone Montsho
Economic/Commercial Specialist
MontshoG@state.gov 
+267 373-2431
Local lawyers’ list:  https://bw.usembassy.gov/u-s-citizen-services/local-resources-of-u-s-citizens/attorneys/

Capital Markets and Portfolio Investment

The government encourages foreign portfolio investment, although there are limits on foreign ownership in certain sectors.  It also embraces the establishment of new and diverse financial institutions to support increased foreign and domestic investment and to fill existing gaps where finance is not commercially available.  There are 10 commercial banks, one merchant bank, one offshore bank, three statutory deposit-taking institutions, and one credit union operating in Botswana.  All have corresponding relationships with U.S. banks.  Additional financial institutions include various pension funds, insurance companies, microfinance institutions, stock brokerage companies, asset management companies, statutory finance institutions, collective investment undertakings, and statutory funds.  Historically, commercial banks have accounted for 93.7 percent of total deposits and 93.5 percent of total loans in Botswana.  Access to banking services measured by the number of depositors on adult population improved from 72 percent in 2019 to 76.6 percent in 2020.  Additionally, banks introduced new products and services including enhanced transactional accounts, new cross border payment services, and collaborative arrangements with money-transfer service providers to widen the financial inclusion efforts for the unbanked population.

Money and Banking System

The central bank, the Bank of Botswana, acts as banker and financial advisor to the GoB and manages the country’s foreign exchange reserves, administers monetary and exchange rate policies, and regulates and supervises financial institutions in the country.  Its primary objective is to maintain domestic price stability to achieve a stable, sound, and competitive market based financial system. Monetary policy in Botswana is widely regarded as prudent, and the GoB has historically managed to maintain a sensible exchange rate and a stable inflation rate, generally within the target of three to six percent.  This was however changed by the COVID-19 pandemic which pushed annual inflation to new heights, reaching 14.6 percent in August 2022, the highest since November 2008. To cushion this, the central bank increased the Monetary Policy Rate from 1.65 percent in April 2022 to 2.65 percent in August 2022 to date. The situation is however improving with inflation on a downward trend; reported inflation in January 2023 was 9.3 percent. This could be attributable to global and domestic fuel prices as well as the temporary reduction of VAT from 14 to 12 percent (which ended in April 2023) and zero rating of some food commodities.

Banks may lend to non-resident-controlled companies without seeking approval from the Bank of Botswana.  Foreign investors usually enjoy better access to credit than local firms do.  In July 2014, USAID’s Development Credit Authority (now the U.S. International Development Finance Corporation), in collaboration with ABSA (formerly Barclays Bank of Botswana), implemented a seven-year program to allow small and medium-sized enterprises (SME) to access up to $15 million in loans to diversify the economy.  The program end date has further been extended to 2027 from an initial extension of year 2024. However, the final date of placing loans is June 2023. To date, there are 22 firms participating in the DFC/ABSA loan guarantee scheme.

At the end of 2021, there were a total of 31 companies listed with the Botswana Stock Exchange comprising of 23 companies on the Domestic Board, seven foreign companies across the various Boards, and one company on the Serala Over The Counter (OTC) board. Two companies were de-listed by year end 2022, and no new listings were recorded.  In addition, there were 43 listed bonds and six exchange traded funds (ETFs) listed on the Exchange.  The Domestic Company Index (DCI) grew by 1.9 percent in 2021 while the Domestic Company Total Return Index (DCTRI) grew by 11.1 percent, largely attributable to the global recovery which in turn had a positive impact on the domestic equity market. However, in USD terms, the DCTRI grew by 2.1 percent while the DCI went down by 6.4 percent because of the depreciation of the pula by 8.1 percent during the review period.  The total market capitalization for listed companies at year-end 2021 was $29.7 billion, with domestic companies’ capitalization standing at $2.8 billion while foreign companies’ capitalization stood at $26.9 billion.  The mining and minerals sector continued to dominate the foreign equity board, contributing 94.7 percent of the foreign companies’ market capitalization in 2021 and contributed 0.2 percentage points to the Foreign Company Index (FCI) appreciation of 0.2 percent.  The BSE is still highly illiquid compared to larger African markets and is dominated by mining companies which adds to index volatility.  Laws prohibiting insider trading and securities fraud are clearly stipulated under Section 35-37 of the Securities Act, 2014 and charges for contravening these laws are listed under Section 54 of the same Act.

The government has legitimized offshore capital investments and allows foreign investors, individuals and corporate bodies, and companies incorporated in Botswana, to open foreign currency accounts in specified currencies.  The designated currencies are U.S. Dollar, British Pound Sterling, Euro, and the South African Rand.  There are no known practices by private firms to restrict foreign investment participation or control in domestic enterprises.  Private firms are not permitted to adopt articles of incorporation or association which limit or prohibit foreign investment, participation, or control.

In general, Botswana exercises careful control over credit expansion, the pula exchange rate, interest rates, and foreign and domestic borrowing.  Banking legislation is largely in line with industry norms for regulation, supervision, and payments.  The use of cheques as a means of payment will be discontinued by December 31, 2023.  The Non-Bank Financial Institutions Regulatory Authority (NBFIRA) was established in 2008 and provides regulatory oversight for the non-banking sector.  It extends know-your-customer practices to non-banking financial institutions to help deter money laundering and terrorist financing. NBFIRA is also responsible for regulating the International Financial Services Centre, a hub charged with promoting the financial services industry in Botswana.

Foreign Exchange and Remittances

Foreign Exchange

There are no foreign exchange controls in Botswana or restrictions on capital outflows through financial institutions.  Commercial banks are required to ensure customers complete basic forms indicating name, address, purpose, and other details prior to process funds transfer requests or loan applications.  The Ministry of Finance monitors data collected on the forms for statistical information on capital flows, but the form does not require government approval prior to processing a transaction and does not delay capital transfers.
To encourage portfolio investment, develop domestic capital markets, and diversify investment instruments, non-residents can trade in and issue Botswana pula-denominated bonds with maturity periods of more than one year, provided such instruments are listed on the Botswana Stock Exchange (BSE).  Only Botswana citizens can purchase Botswana’s Letlole National Savings Certificate (equivalent to a U.S. Treasury Bond).  Foreigners can hold shares in BSE-listed Botswana companies.  In fact, foreign investors have accounted for more than a third of trading activity over the years with 36.8 percent of trading activity recorded in 2021 and were net buyers of domestic equities.

Travelers are not restricted to the amount of currency they may carry, but they are required to declare to customs at the port of departure any cash amount exceeding P10,000 (approximately $750).  There are no quantitative limits on foreign currency access for current account transactions.

Bank accounts denominated in foreign currency are allowed in Botswana, and in 2022 they contributed an average of 19.6 percent of total commercial bank deposits (an increase from 17.8 percent in 2021).  Commercial banks offer accounts denominated in U.S. Dollars, British Pound Sterling, Euros and South African Rand.  Businesses and other bodies incorporated or registered domestically may open accounts without prior approval from the Bank of Botswana.  The GoB also permits the issuance of foreign currency denominated loans.

Upon disinvestment by a non-resident, the non-resident is allowed immediate repatriation of all proceeds including profits, rents, and fees.

The Botswana Pula has a crawling peg exchange rate and is tied to a basket of currencies of major trading partner countries.  The weights of the pula basket currencies have been maintained at 45 percent for the South African Rand and 55 percent for the Special Drawing Rights (consisting of the U.S. Dollar, the Euro, British Pound, Japanese Yen, and Chinese Renminbi) respectively.  The annual downward rate of crawl of the nominal effective exchange rate (NEER) of the pula was also maintained at 2.87 percent per annum during 2022.  The trade weighted NEER of the pula depreciated in line with the downward rate of crawl in 2022. On the contrary, the real effective exchange rate (REER) appreciated by 2.2 percent in 2022 because of a higher positive inflation difference between Botswana and trading partner countries than the downward rate of crawl. Movements of the South African Rand against the U.S. Dollar heavily influence the Pula.  There is no difficulty in obtaining foreign exchange.  Stakeholders assess that shortages of foreign exchange that would lead banks to block transactions are highly unlikely.

Remittance Policies

There are no restrictions or limitations placed on foreign investors converting, transferring, or repatriating funds associated with an investment.

Sovereign Wealth Funds

The Bank of Botswana maintains a long-term sovereign wealth fund, known as the Pula Fund, in addition to a regular foreign reserve account providing basic import cover.  The Pula Fund was established under the Bank of Botswana Act and forms part of the country’s foreign exchange reserves, which are primarily funded by diamond revenues.  The Pula Fund is wholly invested in foreign currency-denominated assets and is managed by the Bank of Botswana Board with input from recognized international financial management and investment firms.  All realized market and currency gains, or losses, are reported in the Bank of Botswana’s income statement.  At the end of December 2021, Foreign Exchange Reserves (which forms part of the Pula Fund) amounted to P56 billion ($4.29 billion), a 4.6 percent increase from P53.4 billion ($4.09 billion) recorded at the end of December 2020. This was attributable to several factors including the recovery of the diamond market. The equity portion of the Pula Fund was recorded at P25 billion ($1.91 billion) at the end of December 2021, and increased from P21.6 billion ($1.65 billion) at the end of 2020. Botswana is a founding member of the International Forum of Sovereign Wealth Fund and was one of the architects of the Santiago Principles in 2008.  More information is available at: https://www.bankofbotswana.bw/sites/default/files/BOTSWANA-PULA-FUND-SANTIAGO-PRINCIPLES.pdf

Privatization Program

The GoB is committed to privatization, on paper.  It established a task force in 1997 to privatize all its state-owned companies and formed a Public Enterprises Evaluation and Privatization Agency (PEEPA) to oversee this process. This resulted in an initial Privatization Master Plan (PMP) which was approved in 2005 and subsequently followed by another Master Plan dubbed PMP II.  PMP II was, however, not funded as it was not included in the National Development 11. Implementation of PEEPA’s privatization commitments has been limited to the January 2016 sale offer of 49 percent of the stock of the state-owned Botswana Telecommunications Corporation to Botswana citizens only.  In February 2017, the GoB issued an Expressions of Interest for the privatization of its national airline, but progress stopped due to the decision to re-fleet the airline before privatization.  In 2019, President Masisi announced the Botswana Meat Commission would be placed in the hands of a private management company prior to privatization, but this has yet to occur.  Conversely, the GoB has created new SOEs such as the Okavango Diamond Company, the Mineral Development Company, and Botswana Oil Limited in recent years.  A Rationalization Strategy covering all parastatals has been developed, and its implementation will address issues such as duplication of activities, overlapping mandates and issues of corporate governance.  This may result in some SOEs being privatized or merged while some may be closed.

Additional Resources

Department of State

• Country Reports on Human Rights Practices ( https://www.state.gov/reports-bureau-of-democracy-human-rights-and-labor/country-reports-on-human-rights-practices/)
• Trafficking in Persons Report ( https://www.state.gov/trafficking-in-persons-report/)
• Guidance on Implementing the “UN Guiding Principles” for Transactions Linked to Foreign Government End-Users for Products or Services with Surveillance Capabilities ( https://www.state.gov/key-topics-bureau-of-democracy-human-rights-and-labor/due-diligence-guidance/)
• U.S. National Contact Point for the OECD Guidelines for Multinational Enterprises ( https://www.state.gov/u-s-national-contact-point-for-the-oecd-guidelines-for-multinational-enterprises/)
• Xinjiang Supply Chain Business Advisory ( https://www.state.gov/xinjiang-supply-chain-business-advisory/)

Department of the Treasury

• OFAC Recent Actions ( https://home.treasury.gov/policy-issues/financial-sanctions/recent-actions )

Department of Labor

• Findings on the Worst Forms of Child Labor Report ( https://www.dol.gov/agencies/ilab/resources/reports/child-labor/findings  )
• List of Goods Produced by Child Labor or Forced Labor ( https://www.dol.gov/agencies/ilab/reports/child-labor/list-of-goods )
• Sweat & Toil: Child Labor, Forced Labor, and Human Trafficking Around the World ( https://www.dol.gov/general/apps/ilab )
• Comply Chain ( https://www.dol.gov/ilab/complychain/ )

Climate Issues

The GoB is committed to reducing carbon emissions to 15 percent by 2030 and thus developed major legislative adaptation milestones including a Climate Change Response Policy in April 2021 and the Climate Change Strategy and Action Plan (2018).  The policy promotes access to carbon markets, climate finance, and clean technologies such as solar and wind energy.  Botswana in collaboration with Conservation International has mobilized $36.8 million from the Green Climate Fund to implement ecosystem-based adaptation and mitigation in Botswana’s communal rangelands in three districts (Ngamiland, Bobirwa, and Kgalagadi) running from December 2021 to June 2030.  The project aims to restore vegetation in communal grazing lands that are particularly impacted by climate change thus making cattle-raising more resilient to drought, while at the same time enhancing soil carbon and reducing greenhouse gas emissions. The GoB has also, in collaboration with the UNDP, engaged in biogas pilot projects that aim to deliver small scale digester plants to reduce greenhouse gas emissions by 1,650,000 million tons of carbon dioxide by 2023.  The gas is used for cooking, heating, and lighting.  231 units have been installed, mostly in the southern part of the country.  Standards have been developed to monitor emission concentrations in the country and the GoB has expanded its air monitoring network to cover more areas in the country.  The level of ambient air quality in the country is 95 percent. Bloomberg New Energy Finance (BNEF)’s Climatescope has ranked Botswana number 88 of 107 countries that have the most attractive markets for energy transition projects investments.

Resources to Report Corruption 

Contacts for agencies responsible for combating corruption:

Mr. Tshepo Pilane (Acting)
Director General
Directorate on Corruption and Economic Crime
Madirelo Extension 6, Gaborone, Botswana
+267 3914002/+267 3604200
dcec@gov.bw 

Ms. Tumelo Motsumi (Acting)
Chief Executive Officer
Public Procurement Regulatory Authority
Private Bag 0058, Gaborone, Botswana
+267 3602000
tmotsumi@ppra.co.bw 

Ms. Bopelokgale Soko
Director
Financial Intelligence Agency
Private Bag 0190, Gaborone, Botswana
+267 3998400
kmosimanengaka@gov.bw 
Complainants can also reach out to Accounting Officers of the procuring entity within 10 days from the date of the publication of the award of a tender.