Any assignment of shares or other ownership interest of a legal entity holding a Mining Title or Authorisation is taxed according to the capital gains regime.
The basis of calculating capital gains in the assignment of shares or other ownership interest consists of the difference between the transfer price of the share or other ownership interest and the net book value of such share or other ownership interest.
This capital gains value recorded for an individual or legal entity having assigned its shares or other ownership interest to a legal entity holding a Mining Title or Authorisation is deemed to be of Guinean origin in so far as the assets of the legal entity whose shares or ownership interests have been assigned are located in Guinea. When the assets of the legal entity from whom shares or other ownership interest have been assigned are located in several jurisdictions, the capital gain is calculated solely on the value of the assets belonging to the Guinean subsidiary.
Consequently, when the assignor is not based in Guinea, this capital gain is taxed at the source in Guinea as corporate tax at the legal rate set forth in Article 229 of the General Tax Code. The tax is deducted at the source by the legal entity holding the Mining Title or Authorisation. This deduction at source is payable when the capital gain is realized.
The non-payment of the deduction at source when due is penalized by the revocation of the Mining Title or Authorisation in accordance with the provisions of this Code.
When the assignor is based in Guinea, the appreciated or depreciated value recorded is treated as normal income in accordance with Article 92 of the General Tax Code.
The rules concerning the methods of calculation, declaration and payment of this capital gain are specified by regulation.