Private Investment Companies

Vehicles for building domestic investment capacity

How groups of Sierra Leoneans can pool savings, land, knowledge and relationships into one professionally governed company, and use it to own and run serious businesses.

Thinking of forming a PIC with colleagues, family or friends?Book a free profiling session

The opportunities, and the missing local investors

Sierra Leone has a substantial class of investable opportunities that sit in an awkward middle. They are beyond the reach of most individual local entrepreneurs, yet below the scale that large institutional and international investors usually look for.

A capable local promoter often spots the opportunity and understands it well, then struggles to provide the equity, collateral, technical team and documented track record needed to win it and deliver it.

Typical mid-sized opportunities

An agricultural produce warehouse with grain storage and drying
A fleet of haulage trucks and a logistics business
A small plant converting raw materials into finished products
An urban property development
A fishing and fish-processing concession

US$1.0M to US$2.5Min project finance each (dollar-equivalent), plus management capacity and working capital

This is a structural gap, not a shortage of enterprise.

Many Sierra Leoneans hold savings, land and property, expertise, business relationships and market knowledge. But these resources are scattered. Some opportunities are deferred; others are eventually taken up by larger, often foreign, firms with deeper capital and established records.

Foreign participation is valuable and will continue. Our aim is to help more Sierra Leonean entities invest alongside foreign partners, compete on their own merits, and keep a meaningful share of ownership and returns at home.

What a Private Investment Company is

A PIC brings a defined group of 5 to 40 shareholders into a legally established, professionally governed company that finds, finances, owns and oversees mid-sized commercial investments.

What members bringCapital, paid over timeLand and propertySector knowledge and operating experienceMarket access and networksNon-cash contributions are accepted under clear valuation and conflict-of-interest rules.

The PICPrivate company limited by sharesBoard of directors and reserved decisionsArticles and a shareholders' agreement with investment rulesAudited accounts and digital share registerHires the expertise it does not have.

What it can doOwn businesses directly or through separate project companiesCo-invest in larger projects with a meaningful stakeBid for concessions and public-private partnershipsNegotiate joint ventures from a position of strengthEach procurement still applies its own qualification rules.

Ten reasons to form a PIC

Each advantage reinforces the others. Together they turn scattered resources into an investor that lenders, authorities and foreign partners take seriously.

1
Viable equity thresholdsModest individual commitments add up to a meaningful equity base. A stronger balance sheet also pays for feasibility work and absorbs the cost of bidding and closing competitive deals.
2
Asset combinationMembers contribute capital, sector knowledge, market and land access, networks and operating experience under clear valuation and conflict-of-interest rules.
3
Investor credibilityA registered company with audited accounts, a board, committed equity and documented decisions presents far better to lenders, concession authorities and technical partners than an individual or an informal group.
4
Track recordSmaller first projects, carefully executed, build the operating record, performance data, references and governance history that larger concessions and partnerships ask for.
5
Risk spreadingCapital permitting, a PIC can invest across several projects or separate project companies, so no single venture carries everything. Diversification reduces concentration; it does not eliminate losses.
6
Value kept at homeLocal ownership keeps a share of profits available for reinvestment and develops local managers, technicians, suppliers and service providers.
7
Negotiating powerA well-funded local investor can hold a real position in joint ventures, supply chains and concession bids, rather than serving as a subcontractor or a nominal 10% local partner.
8
Patient domestic capitalAgreed investment horizons and reinvestment policies let members fund assets whose cash flows mature over several years, instead of demanding immediate payouts.
9
From trust to rulesArticles, shareholders' agreements, reporting, reserved decisions and exit procedures let people collaborate who could never manage every transaction together day to day.
10
A route to scaleSuccessful PICs can acquire complementary businesses, combine with other PICs or bring in strategic investors, growing into Sierra Leonean groups able to enter agriculture, manufacturing, transport, telecoms, property and, where licensed, financial services.

The promise lies in disciplined pooling, professional execution and a growing record of successful investment, not in pooling money alone.

How a PIC is structured

Each PIC is a privately held company limited by shares, formed by an identified group of investors with an agreed investment mandate.

Sierra Leone company law caps a private company at 50 members. Starting with 5 to 40 leaves room to admit new members later while keeping ownership manageable. Because a PIC is private, its shares are offered only to the identified group, never to the general public. All contributions, investments and contracts are in Leones.

Project first: how we form a PIC

We do not raise money and then look for somewhere to put it. Every PIC is formed around a specific, pre-screened opportunity, so members know exactly what they are investing in and no capital sits idle.

Stage 1Profiling and disclosureA free profiling session. Before you commit, we explain how exits work and disclose any interest ITASCAP or its related companies have in the project.
Stage 2The projectA specific opportunity with a market and financial feasibility study, a Leone budget and a milestone plan, shared with every prospective member.
Stage 3Registration and set-upIncorporation, memorandum and articles, and a shareholders' agreement that includes the exit terms, the conflict-of-interest policy and a signed member acknowledgement.
Stage 4Capital callsMembers pay in Leones as the project reaches agreed milestones, tracked on the digital register and paid through local payment channels.
Stage 5Delivery and reportingThe board oversees delivery, directly or through a management contract, and reports to members at general meetings and through the investor portal.

Capital called as the project moves

You commit to an allocation, then pay it in stages as the project passes the milestones in its plan. Your shareholding grows with each paid call.

Each call has a due date. An allocation left unpaid after the final date is forfeited and can be taken up by another member. If a project does not reach financial close, unspent contributions are returned on the terms set out in the shareholders' agreement.

All contributions are made in Leones. Reports also show US dollar equivalents at [REFERENCE RATE SOURCE, E.G. BANK OF SIERRA LEONE RATE] on the reporting date, for information only.

Worked exampleA 5% allocation of Le 1,150,000 in a PIC formed for a project with Le 23,000,000 of capital (about US$1,000,000 at an illustrative rate of Le 23 to US$1).

Capital call and milestonePaid to dateProgressHeld

1. Formation and feasibility confirmed (10%)Le 115,000

0.50%

2. Financial close (30%)Le 460,000

2.00%

3. Construction and procurement (35%)Le 862,500

3.75%

4. Commissioning (15%)Le 1,035,000

4.50%

5. Working capital at start of operations (10%)Le 1,150,000

5.00%

Illustrative only. Actual milestones, percentages and amounts are set in each project's feasibility plan.

Our commitments to members

Project firstEvery PIC is formed around a specific opportunity with a feasibility study you can read before you commit.

Leones throughoutAll contributions, investments and contracts are in Leones. US dollars appear only in reports and analysis, as a reference.

Conflicts declaredWe disclose any interest ITASCAP, its directors or related companies have in a project. Conflicted people take no part in the decision.

Exits explained upfrontHow and when you can leave is explained in your pre-set-up consultation, written into the shareholders' agreement, and acknowledged by you in writing.

Before you commit

Returns are not guaranteedA PIC owns a real business. Its value can fall as well as rise, and members can lose some or all of what they invest.

Inflation and exchange ratesReturns are earned in Leones. We report them before and after inflation, and plan for exchange-rate movement on imported costs.

Plan for several yearsPrivate company shares are not freely traded. Leaving early follows the exit terms agreed before set-up.

Not a public offerThis page explains a model. It is not an invitation to the public to buy shares in any company.

Common questions

Who can become a shareholder?: Individuals and companies the founding group agrees to admit, subject to the articles and to identity and anti-money-laundering checks. Sierra Leoneans in the diaspora are welcome.
How much do I need to invest, and when?: That depends on the project's capital and the share you take. You pay in Leones through capital calls tied to the project's milestones, not in one lump sum. The minimum allocation is Le 50,000.
Why is everything in Leones?: PICs invest in Sierra Leonean businesses that earn in Leones, and contracts in local currency keep members, suppliers and the company on the same footing. Dollar figures appear in reports only as a reference.
What happens if the project does not go ahead?: Capital is called in stages, so most of your allocation is only paid once the project has reached financial close. Unspent contributions are returned on the terms in the shareholders' agreement.
How do I get my money out?: Through the exit terms explained in your consultation and written into the shareholders' agreement, such as offering your shares to other members first at an agreed valuation. Expect to stay invested for several years.
Can I contribute land or expertise instead of cash?: Yes, where the shareholders' agreement allows it, valued independently and subject to the conflict-of-interest policy.
What if ITASCAP or a related company is involved in a project?: We tell you in writing before you commit. Anyone with a conflict takes no part in the PIC's decision on that transaction.
What does ITASCAP charge?: The first profiling session is free. Feasibility studies and company set-up are quoted as a fixed fee once the scope is agreed. Registry services are charged per member per year, and asset management as an annual percentage of the assets managed, set out in the mandate.

Book your free investor profiling session

Tell us about yourself and the group you have in mind, then choose a time for a call. It takes about four minutes, and there is no obligation.

pic@itascap.comWhatsApp +232 30 008 387

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