Supplying Oil, Gas and Mining in Tanzania: The Cap Table Decides

This page is the extractive-sector vendor operating file: what a supplier must own, register and evidence before a licence holder may award it a contract. It is not a mineral-right application and it is not a bid-writing manual.

• The buyer’s obligations: procurement rules, not a mineral right
• Trading minerals instead: dealership licence classes
• What your client holds: gold, copper, nickel and gems as separate classes
• If you are the licence holder: applying for a mining licence

As at 14 September 2026. The Ministry of Minerals publishes GN No. 3 of 2018 and its amendments at madini.go.tz; PURA publishes upstream registration requirements at pura.go.tz. This file rests on the Mining Act Cap. 123, the Petroleum Act, 2015, the Companies Act Cap. 212 and GN No. 487A of 2025.

Screen the scope of work before you screen the buyer

Two published lists can close a door before any commercial conversation. GN No. 487A of 2025 reserves named business activities for citizens, so a non-citizen shareholder behind reserved work has a registration defect rather than a pricing problem. Separately, GN No. 563 of 2025 inserted Regulation 13A into the mining local-content rules, obliging the Mining Commission to publish goods and services that only an indigenous Tanzanian company may provide.

Read both against your real scope (camp catering, haulage, borehole consumables, electrical installation, assay work) before accepting a prequalification invitation. Where the scope falls on either list, the remedy is a differently owned entity, not a sharper proposal. Restructuring after a bid is lodged is how a strong vendor is set aside on paperwork it could have fixed months earlier.

Ownership is tested before capability

The mining regime turns on a defined term. An indigenous Tanzanian company is registered under the Companies Act Cap. 212 with its equity held by Tanzanian citizens, and GN No. 563 of 2025 now requires the partner a foreign supplier brings into a joint venture to be 100% citizen-owned. That closed an earlier pattern in which the nominally local partner was itself only 20% Tanzanian and 80% foreign.

Inside the venture the citizen side takes at least 20% of the equity, unless the goods or services sit on the exclusive-supply list, where a foreign shareholder has no route in. The Commission reads that percentage off the share register and the beneficial-ownership particulars filed at BRELA. A nominee structure that reads well in a shareholders’ agreement and badly on the register fails at the first verification.

Employment travels with equity: citizens in senior and non-managerial posts, and a succession plan behind every expatriate seat. A permit under the Non-Citizens (Employment Regulation) Act, 2015 and a residence permit under the Immigration Act Cap. 54 are the immigration half of the same argument.

Three industries, three registers, three desks

Minerals and upstream petroleum are not Union matters, so an island contract does not inherit a Mainland registration. There is no single national supplier list.

What GN No. 563 of 2025 moved

The 2025 amendment rewrote the plumbing behind every award. The Financial Services Sub-Plan became a Banking Services Sub-Plan and a Procurement Sub-Plan was added, so a licence holder commits in advance to where it banks and how it buys. Deemed approval for a revised local content plan was extended to 50 working days from submission.

Three changes bear directly on vendors. Regulation 13A created the exclusive-supply list. Sole-sourced contracts above USD 10,000 must be notified and procurement forecasts were widened from a quarter to the year, so unplanned buying is now visible. Disclosure obligations moved to the expression-of-interest stage, with a minimum submission window of 7 days: short enough that a vendor holding expired certificates simply misses it.

Sector registration is not incorporation

A certificate of incorporation, a taxpayer identification number and a trading licence under the Business Licensing Act Cap. 208 make a company. They do not make a qualified vendor. The sector regulator keeps its own record of who may supply, and the buyer’s procurement officer answers to that record when the annual local content report goes in.

Treat them as separate calendars. Corporate filings run on the Companies Act Cap. 212 anniversary; sector registration, clearance and safety certificates expire on their own dates, usually mid-contract. A lapse does not void the contract; it stops the next purchase order.

The sequence a vendor file actually takes

1. Screen the scope against GN No. 487A of 2025 and the exclusive-supply list published under Regulation 13A.
2. Settle the shareholding at BRELA: incorporate or restructure, allot the citizen partner its 20% or more, and file beneficial ownership to match.
3. Register at the sector desk: the Mining Commission for minerals, PURA for upstream petroleum, EWURA where the work is midstream or downstream.
4. Collect the compliance certificates: tax clearance and VAT registration at TRA, OSHA workplace registration, WCF and NSSF standing, ERB or CRB entry where relevant.
5. Track the buyer’s forecast: its published procurement plan tells you what is coming; the expression of interest gives you 7 days.
6. Price with the deductions in: output VAT, withholding and the local authority levy sit between contract value and bank balance.
7. Deliver and be reported: your contract enters the buyer’s quarterly reconciliation and annual submission.
8. Diarise every expiry: registration, clearance, permits and insurance, each renewed before the next award.

The papers the pack carries

Certificate of incorporation with memorandum and articles; a current BRELA extract; the beneficial-ownership return; the joint-venture or shareholders’ agreement; TIN and VAT certificates; the trading licence; a tax clearance certificate; OSHA workplace registration and a site compliance certificate, not only a head-office one; WCF and NSSF employer registration; audited accounts; and professional entry: Engineers Registration Act Cap. 63 registration for design or supervision, Contractors Registration Board classification for works.

Goods suppliers add product evidence: Tanzania Bureau of Standards certification where the item is standardised, Weights and Measures Agency verification for anything sold by measure, customs entries for imports, and a manufacturer’s warranty in the vendor’s own name. Cover must sit with a TIRA-registered insurer, and the banking sub-plan makes a Tanzanian bank account part of the pack.

The buyer’s plan writes your tender conditions

A licence holder does not buy freely. It files a local content plan with sub-plans, gives first consideration to goods made in Tanzania and services from citizens, advertises locally, and reports what it bought. Every tender condition is that obligation passed down the chain, which is why a thin evidence file loses to a dearer, documented competitor. A vendor already holding the certificates the buyer must evidence lowers the buyer’s exposure: an argument for the cover letter, not a discount.

Illustrative arithmetic on a camp-services contract

Illustrative arithmetic, not a quotation. A joint venture supplies catering and camp maintenance to a Mainland mine for TZS 900,000,000 a year. Output VAT at the 18% standard rate under the VAT Act Cap. 148 adds TZS 162,000,000, invoicing TZS 1,062,000,000. The mine withholds 5% on the resident service fee under the Income Tax Act Cap. 332 (TZS 45,000,000), so TZS 1,017,000,000 arrives. That withholding is a credit against the 30% corporate charge, not a cost; provisional instalments still fall on the last day of the 3rd, 6th, 9th and 12th months.

Service levy under the Local Government Finance Act Cap. 290 takes 0.3% of turnover, TZS 2,700,000, payable to the district. Forty citizens on TZS 900,000 gross a month cost TZS 432,000,000 a year: the employer half of the 20% split under the National Social Security Fund Act Cap. 50 is TZS 43,200,000; Workers Compensation Fund contributions at 0.5% of gross earnings are TZS 2,160,000; skills and development levy at 3.5% is TZS 15,120,000 once headcount passes the threshold. Confirm the live schedule on tra.go.tz. The citizen partner’s share bites on what remains, so that stake is negotiated at formation, not at the first dividend.

Where vendor files stall

• A joint venture signed the week the expression of interest closed, with no beneficial-ownership filing
• A local partner that is itself foreign-held, which GN No. 563 of 2025 no longer tolerates
• Safety registration covering a Dar es Salaam office while the crew works at a distant pit
• Tax clearance that expired between prequalification and award
• A branch of a foreign parent offered where the Regulations contemplate a locally incorporated venture
• Expatriate supervisors with no named successor and no training plan
• A “local content certificate” bought from a broker and unknown to the Commission

Mandate-holders this file does not replace

The Mining Commission owns local content in minerals and approves the plans your contract is reported against. PURA owns upstream registration; EWURA midstream and downstream licensing; TPDC contracts as the national oil company and is not a regulator. BRELA owns the company record, TRA clearance, VAT and withholding, OSHA workplace registration, TIRA the insurer, and the two professional boards their registers. On the islands, BPRA registers the company, ZRA administers indirect tax and ZPRA regulates upstream work.

Zatra prepares, structures and coordinates the vendor pack. It does not issue registrations, practise law, audit or certify, and no approval is guaranteed.

What to confirm before you act

• Whether your scope of work appears on the exclusive-supply list or the reserved list
• The current citizen-shareholding requirement and equity floor in the Regulations as amended
• The upstream registration route and equity threshold PURA publishes, drafted separately from the mining rules
• Whether the project sits on the Mainland or in Zanzibar, and which desk that puts you in front of
• The expiry date on every certificate, measured against the contract term rather than today
• The withholding and levy treatment the buyer will apply, agreed in writing before signature