Próspera ZEDE

Inspired by “La Gaceta,” the official legislative journal of the Republic of Honduras, this site is the Official Location of the Published Internal Rules of the Próspera ZEDE (formerly ZEDE of North Bay), as required by Chapter 1, Article 7 of the Organic Law of ZEDE.

Find more information about the Próspera ZEDE below. To view publications made in the last 30 days, click the “Recent Publications” link above. To access a searchable archive of all publications, click the “All Publications” link above.

GENERAL INFORMATION

Background on ZEDEs (“Zonas de Empleo y Desarrollo Económico”):

ZEDEs are Special Economic Zones, like many others created in Honduras and throughout the world. ZEDEs are enhanced by the Honduran Constitution and Honduran ZEDE Law with the ability to enable the Government of Honduras to adopt proven best practice reforms in cooperation with international development organizations and investors. As a result, Próspera ZEDE is characterized by the rule of law and an institutional environment that is optimized to protect human rights, enhance the ease of doing business, and improve the overall quality of life.

ZEDEs are overseen by an oversight committee, the CAMP (“Comité para la Adopción de Mejores Prácticas”) constituted by the Honduran Congress and President. The Constitution confers on the Supreme Court of Honduras authority to establish the special court circuit which has primary jurisdiction over ZEDE related disputes.

Purpose of the Próspera ZEDE:

The purpose of the Próspera ZEDE is to promote shared prosperity and human flourishing by protecting the individual rights of life, liberty, and property; as well as by attracting domestic and foreign investment, creating economic opportunities, increasing safety and security, and building resilient, transparent, and effective governance institutions.

Key Targets of Próspera ZEDE:

Foreign Direct Investment: at least $500M by 2025
New Jobs Created (direct): at least 10,000 by 2025

Legal basis for Próspera ZEDE:

On January 25, 2013, the National Congress amended the Constitution to authorize the ZEDE regime through adopting Articles 294, 303 and 329 through Decree 236-2012.
On September 6, 2013, the National Congress enacted the Organic Law as implementing legislation for the Constitutional Amendment through Decree 120-2013; and Article 39 of the Organic Law specifically decreed that areas with low population density in the municipalities in the departments adjoining the Gulf of Fonseca and the Caribbean Sea are subject to the ZEDE regime.
On May 26, 2014, the Honduran Supreme Court sustained both the ZEDE Constitutional Amendments and the Organic Law as constitutional.
On December 29, 2017, CAMP issued a certificate declaring the first parcel of what would become the Próspera ZEDE as incorporated into the ZEDE regime pursuant to Article 39 of the Organic Law.
On August 21, 2018, Mr. Tristan M. Monterroso was appointed by CAMP as the Technical Secretary of Próspera ZEDE (formerly ZEDE Village of North Bay) pursuant to the Organic Law (ots@prosperazede.hn)
Although the ZEDE Constitutional Amendments and Organic Law were purportedly repealed by National Congress Decrees 32-2022 and 33-2022, Prospera ZEDE continues to enjoy the same rights and authorities as originally granted to it by virtue of the Promoter and Organizer’s acquired rights and entitlement to legal stability under Article 96 of the Constitution of the Republic of Honduras, Article 10.4 of CAFTA-DR, and Article 16.4 of the Agreement for the Promotion and Reciprocal Protection of Investments between Honduras and Kuwait, as well as a certain amended legal stability agreement approved by Resolutions §§5-1-130-0-0-0-1, 5-1-160-0-0-0-1.
Effective January 28, 2022, Mr. Tristan M. Monterrosso was succeeded by Mr. Jorge Constantino Colindres Castillo as Technical Secretary of Prospera ZEDE by appointment of CAMP pursuant to the Organic Law (ots@prosperazede.hn).

IMPORTANT LEGAL ATTRIBUTES OF THE PRÓSPERA ZEDE

Key attributes of the labor rules:

Effective November 11, 2020, Employers pay, at the option of the employee, either:
- at least 125% of the national minimum wage and an additional amount equal to at least 10% of compensation into employee-owned benefit accounts; or
- at least 110% of the national minimum wage and an additional amount equal to at least 25% of compensation into employee-owned benefit accounts.
90% of laborers are required to be Honduran
USD is the default currency of employee compensation
Employees are guaranteed both the right to unionize and the right to work independently.

Key attributes of the tax rules:

10% Income Tax (or validated most favored alternative treatment)
5% Retail Value-Added Tax (effective Retail Sales tax of 2.5%)
1% Land Value Tax
Aggregate taxation is capped at 7.5% of Próspera ZEDE’s GDP

Key attributes of access to justice:

The world-class Próspera Arbitration Center serves as the default Arbitration Service Provider.
Competitive, high integrity dispute resolution is offered for the full range of civil matters, including small claims, labor, contract and property disputes.
E-filing is available at https://www.pac.hn/e-filing/
Fee calculator available at https://www.pac.hn/calculator/

Key attributes of environmental protection rules:

Prohibition on activities that damage or provably threaten the living coral reef
Prohibition on hazardous activities, conditions and materials absent compliance with regulatory best practices
Enforceable pollution exclusion rights

Key attributes related to human rights:

Resident Bill of Rights guarantees human rights
Independent Ombudsman to oversee compliance within the Próspera ZEDE (after a transitional period)

Democratic rights of Próspera ZEDE residents:

All electoral rights of Honduran Citizens
Right to select the Technical Secretary of Próspera ZEDE subject to CAMP approval
Right to select a majority of the Council of Trustees
Right to repeal Council Rules through snap referenda
Right to replace the Ombudsman
Right to amend the Próspera ZEDE Charter

HOW TO JOIN THE PRÓSPERA ZEDE

Property Owners: any land that is unencumbered and within the departments adjoining the Gulf of Fonseca and the Caribbean Sea of the National Territory of Honduras, including, but not limited to, the Bay Islands, can apply to be incorporated by the property owner into the Próspera ZEDE provided that the property has a population density that is fewer than 35.0 permanent inhabitants per square kilometer, which, according to established CAMP procedures under Article 39 of the Organic Law, is estimated as a maximum density of 1.0 permanent inhabitant per ~7.0 acres; or uninhabited if under 7.0 acres. The Próspera ZEDE will not accept land for incorporation that has been subject to eminent domain, and will require evidence that incorporation is being done exclusively through voluntary participation. Property Owners wishing to apply to join the Próspera ZEDE should request information by email at: land@prosperazede.hn. Please include the property ID and hyperlink as applicable within the Property Institute of Honduras.

Natural Persons: all individuals are eligible to apply and join as electronic and physical residents, subject to Honduran sovereignty, criminal background checks, and acceptance of agreements of coexistence. Natural persons wishing to apply to join the Próspera ZEDE should request information by email at: residents@prosperazede.hn. Please include the full name, country of nationality, age, and national ID number (if applicable) of the applicant.

Legal Persons: all legal persons are eligible to apply and join as electronic and physical residents, subject to Honduran sovereignty, background checks, and acceptance agreements of applicable agreements. Legal entities wishing to apply to join the Próspera ZEDE should request information by email at: orgs@prosperazede.hn. Please include the legal name of the entity, jurisdiction of registration, and legal representative.