Ahead of the upcoming launch of the international public tender for the concession of the Moçâmedes Railway Line, the Angolan executive has approved the legal framework (“Concession Bases”) for the concession by way of Presidential Decree 244/25, of 21 November 2025. The concession will be governed by PD 244/25, the respective Concession Contract and applicable law. Below is a summary of the main provisions of PD 244/25:

Concession Scope – The Concessionaire will be responsible for carrying out the following activities under the concession:

1. Operation and maintenance of the Moçâmedes/Menongue railway, including the new sections that the Concessionaire will commit to construct;
2. Operation of the respective railway transportation service;
3. Operation of the Innovation and Technology Transport Center (CITTRANS);
4. Operation and maintenance of the Operational Control Center (CCO);
5. Operation and maintenance of the Lubango and Sacomar workshops;
6. The option to build and operate freight transport terminals and the Arimba logistics platform;
7. The construction and operation of railway lines connecting to Namibia and/or Zambia.

Operational Company – The Concessionaire must incorporate in Angola an operational company in the form of a joint stock company. The OpCo will be an SPV entity exclusively engaged in the operation of the Moçâmedes railway.

Shareholders – The OpCo shareholders will remain the same for the concession term, unless a change is authorized by the state.

Risk – The Concessionaire will bear the full economic risk of its investment under the concession. This principle may allow for exceptions in case of force majeure or abnormal change of circumstances that may trigger the restoring of the economic balance under the Concession Contract.

Term – The term of the concession will be 30 years, unless the Concession Contract establishes a different term. In the event the concession includes the construction of a connecting line to Namibia and/or Zambia, the term may be extended up to 50 years.

Concession Assets – The assets comprising the concession will include the equipment and machinery, rolling stock, properties and other assets or improvements necessary for the operation of the Moçâmedes Railway Line, including the personnel and related contracts.

Concession Fees – The Concession Contract will establish the concession fees to be paid by the Concessionaire to the state, which may include the following:

1. Concession Premium;
2. Fixed fees;
3. Variable fees.

The particulars of the concession premium are set out in Presidential Order 134/22, of 1 June 2022.

Transport Fees – The fees to be charged by the Concessionaire for the railway transportation service are set out in the Tariff Regulations for Railway and Freight Transport;

Connecting lines to Namibia and Zambia – By no later than 3 (three) years from the commencement of the concession, the Concessionaire must present to the state an Additional Investment Proposal to build and operate a connecting line to Namibia.Within 5 (five) year from the commencement of the concession, the Concessionaire may also present an Additional Investment Proposal to build and operate a connecting line to Zambia.

Operational agreements with Namibia and Zambia – The Concessionaire may enter into operational agreements with the railway operators of Namibia and/or Zambia. The state shall endeavour to sign bilateral agreements with those countries to facilitate the implementation of the operational agreements.

Arbitration – Any disputes between the Concessionaire and the state will be resolved by arbitration in the terms set out in the Concession Contract.

A new concession for Block 3/24 has been awarded by way of Presidential Decree 178/25, of 8 October 2025. Block 3/24 is located in the Lower Congo basin shallow waters.

The concession was awarded to a consortium comprised of the following companies:

• Afentra (Operator) – 40%
• Maurel & Prom – 40%
• Sonangol, E&P – 20%

A Risk Service Contract was signed between the above companies.

The Exploration Phase will have a duration of 5 years from the signing of the RSC, and the Production Phase for each Development Area a duration of 25 years from the respective Declaration of Commercial Discovery.

A 30% Investment Premium was set on all capital expenditures incurred in each tax year from commencement of production.

A Production Premium was set as follows:

A new concession for Block 6/24 has been awarded by way of Presidential Decree 177/25, of 8 October 2025. Block 6/24 is located in the Kwanza offshore basin.

The concession was awarded to a consortium comprised of the following companies:

• Sonangol – Exploração e Produção, S.A. (Operator) – 50%
• Redsky Angola Limited – 35%
• ACREP, S.A. – 15%

A Risk Service Contract was signed between the above companies.

The Exploration Phase will have a duration of 6 years from the signing of the RSC, and the Production Phase for each Development Area a duration of 30 years from the respective Declaration of Commercial Discovery.

A 30% Investment Premium was set on all capital expenditures incurred in each tax year from commencement of production.

A Production Premium was set as follows:

Law 11/25, of 2 October 2025, enacted the new legal framework on the “Creation, Organization, Functioning, Management, Supervision, Appraisal and Extinguishment of Public Funds” in Angola. Below is a summary of Law 11/25:

• Types of Public Funds – Public Funds may adopt one of the following types:
  1. Economic and Productive Development
  2. Investment, Saving and Macro Fiscal Stability
  3. Social Assistance
  4. Infrastructure
     Other types of Public Funds may be created on an exceptional basis.
• Guiding Principles – Public Funds must operate in accordance with the following main principles:
  1. Efficiency
  2. Transparency
  3. Sustainability
• Creation – Public Funds are created by order of the President of the Republic, which must be supported by a report justifying its need/opportunity, as well as its technical and economic feasibility. The instrument creating the fund must specify its (i) nature and objectives, (ii) management bodies and responsibilities, and (iii) sources of funding.
• Modalities – Each Public Fund will adopt one of the following modalities:
  1. Account Fund (Fundo Conta)
  2. Personalized Fund (Fundo Personalizado)

     Account Funds consist of financial resources deposited in Treasury accounts with the Angolan Central Bank (Banco Nacional de Angola) or the commercial banks. Management of such funds is done by a non-banking financial institution under a management contract. They aim to provide market returns and are subject to an investment policy to be approved by the President of the Republic.

     Personalized Funds consist of autonomous public assets, which have separate legal personality, administrative, financial and assets autonomy, and are created to pursue a specific public policy objective. They can only be created by the President of the Republic for a compelling public interest reason. Their objectives cannot overlap with other state bodies/entities and they must be capable of generating their own revenues to fully meet their costs.

• Funding – Each Public Fund will have an initial funding allocation included in the State Budget. Thereafter, the fund may receive regular funding from the state by way of assignment of revenues provided in the State Budget.
• Management – The management bodies of a Public Fund are jointly liable for the consequences of their management actions. The fund staff is subject to the Angolan Labor Law.
• External Audit – Public Funds will be audited by an external auditor based in Angola. The auditor must be replaced after 3 years. The auditor cannot provide any additional services to the fund, including tax advice, accounting, legal or other. In addition to the external auditor, the fund must appoint an independent auditor to its internal Audit Committee.
• Reporting – Public Funds must prepare and provide to the President of the Republic and the Audit Court regular management and accounts reports.
• Appraisal – Public Funds are subject to annual appraisal.
• Tax Regime – Public Funds are exempt from any taxes. However, they are required to withhold taxes from payments to third parties where applicable.
• Extinguishment – Public Funds are extinguished in the following cases:
  1. At the end of their duration in case of limited duration funds;
  2. In case the fund did not achieve the objectives set out at its inception;
  3. If the objectives of the fund have been fully accomplished.
• Existing Funds – Within 1 year of Law 11/25 coming into force, all existing funds will be subject to an evaluation in order to bring them into compliance with the new law. As part of this process existing funds may be restructured, merged or extinguished.

The Angolan executive has enacted the Regulations on the Production, Importation, Sale and Use of Single-use Plastic Products (SUPs) by way of Presidential Decree 170/25, of 22 September 2025. This initiative is part of the “2025-27 National Action Plan for the Phased Elimination of Single-use Plastic Products”.

Below is a summary of PD 170/25:

• The Regulations are applicable to all Single-use Plastic Products produced, imported, sold and consumed in Angola, as well as the economic agents involved in these activities, except the following:
  1. SUPs used in the oil and gas, health, cosmetics, personal hygiene, agriculture and construction industries which are subject to specific legislation;
  2. Biodegradable packaging and poly bags used exclusively for cleaning, hygiene and health;
  3. Poly bags for containing and transporting bulk or animal products, or for storage of wet food.
• Within 12 months of publication of the Regulations, it is prohibited the production, importation, sale or use of poly plastic bags with a thickness of less than 50 micron, as well as plastic straws, stirrers and plastic-stemmed cotton buds. Within 36 months of publication of the Regulations, this prohibition will extend to EPS and XPS cups, non-recyclable plates and cutlery and less than 500 ml PET bottles;
• The economic agents must offer consumers alternative products to the above which are reusable, biodegradable and compostable. The alternative products are listed in Presidential Decree 122/25, of 29 May 2025, which approved the “2025-27 National Action Plan for the Phased Elimination of Single-use Plastic Products”;
• The producers and importers of biodegradable plastic products must obtain a Biodegradable Certificate from the Ministry of Environment;
• Plastic bags up to 50 microns thick are subject to a fee to be established in specific legislation;
• The local authorities together with the Ministry of Environment are responsible for the collection of SPUs to prevent their dispersion in the environment;
• The Ministry of Environment shall develop strategies and awareness campaigns on the sustainable production and use of plastics, and the use of alternative, environmental friendly products;
• The following fines are applicable in case of breach of the Regulations:
  
  1. For individuals – a fine between a minimum of ¼ and a maximum of 50 minimum wages;
  2. For companies – a fine between a minimum of 10 and a maximum of 300 minimum wages.
     These fines will increase by 100% in case of repeated offences.
• In addition to the above fines, the following penalties may also be imposed:
  
  1. Loss of the objects that are involved in the offence;
  2. Full of partial shutdown of the relevant facilities for a maximum period of 2 years;
  3. Suspension of license or permit for a maximum period of 2 years.

By way of Executive Decree 688/25, of 27 August 2025, the Ministry of National Resources, Petroleum and Gas (MIREMPET) approved the Technical Regulations for the Oil and Gas Reserves Estimates.

This is a summary of Executive Decree 688/25 requirements:

• Subject entities: ED 688/25 is applicable to (i) the operators and (ii) the companies providing oil and gas reserves certification.
• Annual Report: Each operator must submit to ANPG (the National Concessionaire and regulator) an Annual Oil and Gas Reserves and Resources Report in the format attached to ED 688/25. The Annual Report must be submitted by 15th February each year. The report must be further consistent with the approved Development and Production General Plan for the respective contract area.
• PMRS: In preparing the Annual Report the operator must follow the most recent guidelines of the Petroleum Resources Management System (PRMS) published by the Society of Petroleum Engineers (SPE).
• Reserves and resources classification: Reserves/resources shall be classified in the Annual Report as follows:
  • Original Oil in Place
  • Proved Reserves (1P): Developed and Non-developed
  • Proved Reserves plus Probable (2P): Developed and Non-Developed
  • Proved Reserves plus Probable plus Possible (3P): Developed and Non-Developed
  • Contingent Resources (1C, 2C, 3C): per contingent resource and per contract expiration
  • Prospective Resources (1U, 2U, 3U): as included in the Annual Work Program
  • Accumulated Production

   Additionally, operator must also provide the following information:

• • Gas volumes used in the operations
  • Year-over-year comparative comparison of reserves/resources
  • All estimated volumes, including cost estimates
• Confidentiality: ANPG shall ensure confidentiality of all information provided by operator. However, ANPG shall use such information to prepare an “annual consolidated oil and gas reserves and resources report” for Angola by the 31st March of the following year.
• Language: The Annual Report and any related information must be produced by operator in Portuguese language.
• Reserves certification: In order to certify the reserves and resources, the operator must hire an independent certification entity registered with ANPG or an internal auditor certified by SPE.
• Project economic ring-fencing: Each project contained in the Annual Report and related reserves/resources information shall have a separate production plan and cash flow projection. Cash flow projections for calculating economic thresholds shall be prepared for each development area.
• Resource economic life: Estimates must take into account the resource economic life regardless of the length of the respective contract. Technically recoverable resources that extent beyond the contract term shall be classified as “contingent resources”.
• Information breakdown: Reserves/resources information must be provided per (i) contract area, (ii) basin, (iii) field, (iv) reservoir and/or (v) production area. Resources shall be classified as conventional or non-conventional.
• Prospective resources: Estimated volumes existing in undiscovered accumulations shall be classified as “prospective resources”.
• Project classification: Projects are classified as (i) commercial, (ii) subcommercial, and (iii) undiscovered.
• Recoverable volumes classification: Recoverable oil volumes are classified as (i) produced, (ii) reserves, (iii) contingent resources and (iv) prospective resources.
• Oil price: Oil and gas price projections shall be defined by ANPG in accordance with best international practice.
• Inspection/Audit: ANPG and/or MIREMPET may undertake audits and inspections to ensure compliance with the above requirements. ANPG shall prepare and send to operator audit reports describing problems identified and proposed corrective actions, if applicable.
• Independent verification: In case the volumes presented by the operator and the volumes estimated by ANPG are different in more than 10%, the latter may request verification of such volumes by an independent expert.

The operators have a grace period of 1 year to comply with the requirements of Executive Decree 688/25.

By way of Executive Decree 687/25, of 27 August 2025, the Ministry of National Resources, Petroleum and Gas (MIREMPET) has approved the Technical Regulations for the Annual Production Plan. The Annual Production Plan is the document to be prepared by the operator of an oil field and submitted to ANPG (the National Concessionaire and regulator) on an annual basis.

This is a summary of Executive Decree 687/25 requirements:

• The Annual Production Plan must contain annual forecasts for the following:
  1. Production of oil, gas and water;
  2. Movement of oil, gas and water;
  3. Natural gas flaring;
  4. Injection of special fluids in the reservoir to enhance oil recovery;
  5. Waste disposal.
• Production of oil, gas and water:
  • The data must be presented in the format of Table 1 attached to ED 687/25 and reflect the volumes forecasted to be effectively produced from each field. Where applicable, volumes per each production platform or FPSO must also be provided;
  • Information on condensate volumes must also be provided;
  • Natural gas production must be segregated between Associated and Non-Associated Natural Gas.
• Movement of oil and gas:
  • The data must be presented in the format of Table 2 attached to ED 687/25 and reflect forecasted volumes to be transferred from one field to another. This includes Natural Gas transferred between fields for injection or own use in the field;
  • Natural gas injection forecasts must be provided with a breakdown for secondary recovery and storage;
  • Forecast on natural gas to be used in each field must also be provided.
• Movement of water:
  • The data on water production associated with petroleum must be presented in the format of Table 2 attached to ED 687/25 and reflect the volumes forecasted to be effectively produced from each field;
  • The data must include the following detailed information:
    1. Water volumes for injection;
    2. Injection water for secondary recovery;
    3. Water volumes to be discharged, including location of such discharge.
• Gas Flaring:
  • The data must be presented in the format of Table 3 attached to ED 687/25;
  • Gas volumes flared in fields that share the same production facilities must be calculated pro-rata to each field production.
• Injection of special fluids:
  • The data must be presented in the format of Table 4 attached to ED 687/25;
  • The data must breakdown CO2, N2, vapor and other special chemical fluids.
• Waste disposal:
  • The data must be presented in the format of Table 5 attached to ED 687/25;
  • Information on waste disposal sites/locations must be provided.
• Deadline for submission:
  • The Annual Production Plan must be submitted to ANPG by the 15th of October each year.
• Revision:
  • The Annual Production Plan must be revised/updated in case the General Development and Production Plan and/or the Work Program and Budget is amended to include revised forecasts for production, injection levels, gas flaring, movement of fluids or discharge volumes.
• Audit & Inspection:
  • ANPG and/or MIREMPET may undertake audits and inspections to the operators to ensure compliance with the above requirements. The operators must facilitate and cooperate with such audits/inspections, including by promptly providing any information/data requested.
    
    

The operators have a grace period of 180 days to comply with the requirements of Executive Decree 687/25.

By way of Order 4/25, of 22 August 2025, the Angolan Central Bank (BNA) enacted a new legal regime for Electronic Currency Accounts. Below is a summary of Order 4/25:

• The following may open Electronic Currency Accounts:
  1. Resident individuals (nationals or aliens) for personal or commercial use;
  2. Nationals under the age of 18 (subject to parents’ authorization) for personal use;
  3. Non-resident alien individuals;
  4. Micro or small enterprises (as defined in Law 30/11, of 13 September 2011) for commercial use.
     
     
• Electronic Currency Accounts may be opened in person or through a digital online process;
  
  
• Electronic Currency Accounts may be of four (4) different types:
  1. Type I and II – Held by individuals for personal use;
  2. Type III – Held by individuals for commercial use;
  3. Type IV – Held by companies for commercial use.
     
     
• The following transactions are permitted in each type of account:

• BNA will define by separate Order the maximum transaction amounts/limits for Electronic Currency Accounts;
  
  
• No fees or commissions may be charged for the use of Electronic Currency Accounts;
  
  
• Funds in Electronic Currency Accounts must be reimbursed to clients within a maximum of 24 hours.

The service providers for electronic currency payments must comply with the Order 4/25 requirements within 180 days in the case of existing Electronic Currency Accounts or within 60 days in the case of newly opened accounts.

Ministry of Finance Executive Decree 675/25, of 15 August 2025, introduced a new organization of the Angolan Tax Administration consistent with the country’s current administrative structure adopted by Law 14/24, of 5 September 2024. The main features of the new organization are the following:

• Eight (8) “Tax Regions” were created as follows:
  • First Tax Region – Provinces of Cabinda and Zaire
  • Second Tax Region – Provinces of Malange, Cuanza Norte and Uíge
  • Third Tax Region – Provinces of Bengo, Luanda and Icolo and Bengo
  • Fourth Tax Region – Provinces of Benguela and Cuanza Sul
  • Fifth Tax Region – Provinces of Huíla and Namibe
  • Sixth Tax Region – Provinces of Cuando, Cunene and Cubango
  • Seventh Tax Region – Provinces of Lunda Norte, Lunda Sul, Moxico and Moxico Leste
  • Eighth Tax Region – Provinces of Huambo and Bié
• Each Tax Region encompasses the Tax Offices (“Repartições Fiscais”), Tax Stations (“Postos Fiscais”), Customs Delegations (“Delegações Aduaneiras”) and Customs Stations (“Postos Aduaneiros”).
• The following Tax Offices are included in each Tax Region:
  • First Tax Region – Tax Offices of Cabinda, Cacongo, Mbanza Congo, Soyo, N’Zeto, and Luvo;
  • Second Tax Region – Tax Offices of Malange, Uíge, Cazengo, Cambambe and Ambaca;
  • Third Tax Region – Tax Offices of Ingombota, Maianga, Sambizanga, Talatona, Kilamba Kiaxi, Viana, Cacuaco, Dande, Ambriz and Catete;
  • Fourth Tax Region – Tax Offices of Benguela, Lobito, Cubal, Baía-Farta, Sumbe, Porto Amboim, Gabela and Waku-Kungo;
  • Fifth Tax Region – Tax Offices of Môcamedes, Tômbva, Lubando, Humpata and Matala;
  • Sixth Tax Region – Tax Offices of Cuanhama, Ombadja, Menongue and Mavinga;
  • Seventh Tax Region – Tax Offices of Saurimo, Dundo, Luena, Cazombo and Luau;
  • Eighth Tax Region – Tax Offices of Humbo, Cáala, Bailundo and Cuito.
• In addition, there are two “Large Taxpayers Offices” (“Repartição Fiscal dos Grandes Contribuintes”) which have a nationwide scope. The “Second Large Taxpayers Office” includes the oil companies and the mining companies.

Angolan Central Bank (BNA) Order 1/25, of 30 April 2025, established new rules on the granting of loans and provision of guarantees by banks to Related Parties (including Directors and members of Relevant Management Bodies).

The following main rules apply:

1. The provision of loans/guarantees to Related Parties must be made in similar terms to those provided to Non-Related Parties. This includes the criteria for examining loan applications, risk assessment, loan duration, repayment schedule, interest rate, commissions and fees, request for guarantees, etc;
   
   
2. Loans/provision of guarantees to Related Parties must be approved by no less than 2/3 of the Board of Directors and obtain a favorable opinion from the Fiscal Council. Members who may have conflicts of interest must be excluded from voting;
   
   
3. Banks must keep an updated list of Related Parties (including Directors and members of Relevant Management Bodies) and detailed information on the bank’s financial exposure to each Related Party. Details of all Related Party transactions must be provided to BNA on a quarterly basis;
   
   
4. Annual audits must be carried out on all Related Party transactions and the results thereof must be submitted to BNA upon request;
   
   
5. The total amount of (direct and indirect) credit exposure, including through the provision of guarantees, by a bank to Related Parties cannot exceed 15% of its Tier 1 capital, excluding participations in foreign subsidiaries/branches and other BNA licensed banks, subject to the following individual limits:
   • 1% per person and 5% per legal entity, in case of holders of “qualified participations” (as defined in the Financial Institutions Law), including “group entities”;
   • 1% for all other persons or legal entities (not holders of qualified participations);
     
     
     If the credit exposure exceeds the above limits, the bank must inform BNA immediately and implement a plan to correct the situation within a maximum of 6 months;
     
     
6. The bank must keep records of transactions with a Related Party for at least 10 years after the person/entity ceased to be a Related Party.

Any existing loans at the time of publication of this Order which are at odds with the above rules (including the exposure limits) may run until the end of their term, however the loan amount and duration cannot be increased/extended, and the loan cannot be renewed.

Order 1/25 is not applicable when the State is the Related Party.