Proclamation No. 1243-2021 - The Commercial Code of the Federal Democratic Republic of Ethiopia.

The Commercial Code of the Federal Democratic Republic of Ethiopia (the Code) is the main body of provisions dealing with the conduct of commercial activities. The Code regards as traders persons who professionally and for gain carry on any of the following or similar activities: Agricultural and forestry development on land lawfully given to a right holder for commercial purpose; Animal husbandry and production of animal products beyond small-scale levels excluding persons entitled to use rural land under the law; Fishing and fish farming beyond small-scale levels; Minining activities not performed by handicraftsmen, exploration,drilling and production of feul oil or gas and related activities; Exploitation of quarries not by handicraftsmen for buildings, road or other construction works; Exploitation of salt pans not by handicraftsmen; Foodstuff production, production conversion, adaptation and maintenance of corporeal movable chattels, from such things as raw materials or semifinished products not by handicraftsmen; Capturing and supplying water in different ways; Transporting, disposing or recycling of any waste including solid and liquid waste not by handicraftsmen; Producing, distributing and supplying electricity, gas and compressed air including provision of heating and cooling services; Operating in an organized manner veterinary and human health services, diagnostic services and provision of consultation, follow up, and related services for maintaining health and prevention of illness not by handicraftsmen; among otheres. The Code specifies that who carry on activities relating to agriculture, forestry, plant nursery, cattle breeding or maintaining pasture land, shall not be deemed to be traders where they sell the products of the land they exploit or use, or animals or the products of animals bred mainly from the resources of the land.
The Code applies to public and private enterprises but excludes the application of its provisions to administrative organs and other organs, which are destined to serve larger social purposes other than economic gain or profits (civil society organizations, religious institutions, and cooperatives societies even where they carry on trading activities). For this latter group exception is made when they are shareholders or partners in a business organization.
The Proclamation is divided in three Books: 1) Traders, Trade and Businesses; 2) Business Organizations; 3) Preventive, Reorganization And Bankruptcy Law and includes provisions on legal and institutional framework of business and business organizations and their activities, books and accounts, registration, sale, hire, and mortgage of businesses, disclosure, shareholders’ protection, creditors’ protection, bankruptcy and reorganization, among others.