Registration of Companies in Kenya
Kenya has become a prime destination for entrepreneurs looking to establish businesses due to its strategic location, robust infrastructure, and a favorable economic environment. The process of registering a company in Kenya is straightforward, guided by the Companies Act 2015, which modernized the previous Companies Act to align with international best practices. This article provides a step-by-step guide on how to register a company in Kenya.
1. Types of Companies
Before diving into the registration process, it is essential to understand the different types of companies you can register in Kenya:
Private Limited Company (Ltd):
The most common type, suitable for small to medium-sized businesses. It requires at least one director and one shareholder.
Public Limited Company (PLC):
Suitable for large businesses intending to raise capital from the public. It requires at least two directors and seven shareholders.
Company Limited by Guarantee:
Ideal for non-profit organizations and charities.
Branch of a Foreign Company:
Allows foreign companies to establish a presence in Kenya without creating a separate legal entity.
2. Pre-Registration Requirements
Before registering your company, you need to prepare the following:
Company Name:
Conduct a name search with the Registrar of Companies to ensure the desired name is available and not similar to existing names. You can do this online via the eCitizen portal.
Shareholders and Directors:
Identify the shareholders and directors of the company. A private company requires at least one director and one shareholder.
Registered Office Address:
Provide a physical address within Kenya, which will serve as the company’s official address.
3. Registration Process
Step 1: Name Reservation
Application:
Submit an application for name reservation through the eCitizen portal.
Approval:
Once approved, the name will be reserved for 30 days, during which you must complete the registration process.
Step 2: Prepare Registration Documents
Memorandum and Articles of Association (M&A):
These documents outline the company’s structure, objectives, and regulations. You can draft these yourself or hire a legal professional to assist.
Statement of Nominal Capital:
This statement specifies the amount of capital with which the company is registered.
Particulars of Directors and Secretary:
Details of the directors and company secretary, including their consent to act as such.
Statement of Compliance:
A declaration that all requirements of the Companies Act have been complied with, usually signed by an advocate.
Step 3: Submit Documents
Filing:
Submit the completed documents to the Registrar of Companies through the eCitizen portal.
Payment:
Pay the required registration fees. The fee varies depending on the nominal capital of the company.
Step 4: Issuance of Certificate of Incorporation
Processing:
The Registrar will review the submitted documents. If everything is in order, they will issue a Certificate of Incorporation.
Timeline:
This process typically takes 7-14 days.
4. Post-Registration Requirements
After obtaining the Certificate of Incorporation, there are additional steps to ensure your company is fully compliant:
Tax Registration:
Register for a Personal Identification Number (PIN) with the Kenya Revenue Authority (KRA). This is necessary for corporate tax, VAT, and other tax obligations.
Business Permits:
Obtain the necessary business permits and licenses from local authorities, depending on your business activities.
Opening a Bank Account:
Open a corporate bank account in the company’s name.
Social Security:
Register with the National Social Security Fund (NSSF) and the National Hospital Insurance Fund (NHIF) for employee benefits
5. Ongoing Compliance
To maintain good standing, companies in Kenya must adhere to ongoing compliance requirements:
Annual Returns:
File annual returns with the Registrar of Companies.
Financial Statements:
Prepare and submit audited financial statements annually.
Tax Compliance:
Ensure timely payment of taxes and submission of tax returns to KRA.
Conclusion
Registering a company in Kenya is a structured process designed to foster a conducive environment for business operations.With a clear understanding of the procedures and requirements, you can embark on your entrepreneurial journey in one of Africa’s most vibrant economies.
For assistance in company registration in kenya contact us via email:info@viskaconsulting.co.ke or call us on 0104813701
