What Is the Procedure for Registration of a Company in Kenya

Starting a business in Kenya is an exciting endeavor, and the first step towards achieving your entrepreneurial dreams is registering your company. The process of registering a company in Kenya has been streamlined in recent years, making it easier and more accessible than ever before.

The cost of registering a small business in Kenya ranges from about Ksh 850 to Ksh 25000.

This comprehensive guide will walk you through the entire procedure for registering a company in Kenya, providing the necessary information to ensure your business is legally recognized and protected.

Choosing a Business Entity Type

Before registering your company, deciding on the most suitable type of business entity is essential. In Kenya, there are six primary types of business entities:

  • Sole proprietorships

  • Registered companies (public or private)

  • Partnerships

  • Limited liability partnerships

  • Branch office of a foreign registered company

  • Business societies

Each business entity type has advantages and disadvantages, depending on your business needs and goals. Consult with a legal or financial expert if you need assistance determining your company’s most appropriate business entity type.

Business Name Registration

Step 1: Select a Unique Business Name

A unique and memorable business name is crucial for your company’s success. The name should be consistent with your brand, easy to pronounce, and not too similar to a competitor’s name. Ensure that the chosen name is available and not used by another registered Kenyan business.

Step 2: Create an eCitizen Account

To register your business name in Kenya, you will need to create a personal account on the government’s eCitizen portal. The portal allows you to access government services, including business registration, passport issuance, motor vehicle registration, and driver’s licensing.

To create an eCitizen account, follow these steps:

  • Visit the eCitizen website and click “Create an account” in the top-right corner.

  • Fill in the required information, including your full name, Kenyan ID number, email address, and phone number.

  • Confirm your email address by clicking the verification link sent to your inbox.

  • Log in to your eCitizen account using your newly created username and password.

Step 3: Submit a Business Name Application

After creating your eCitizen account, you can submit a business name application through the Business Registration Service portal. Here are the steps to follow:

  • Log in to your eCitizen account and select the “Business Registration Service” tab.

  • Click the “Make Application” button and choose the “Business Name Application” option.

  • Enter your proposed business names in order of preference. The Registration Service will review the names and approve available and suitable ones.

  • Pay the required fee for the name search using the online payment options provided.

  • Wait for the approval of your business name, which typically takes 1-2 business days.

  • Registering a business name costs Ksh 950, and you are issued a certificate of incorporation.

Step 4: Secure Your Business Name

After your business name has been approved, securing the business name can take anywhere between 1 to 30 days. During this period, you need to complete the business registration process. To protect your business name from being used by others, consider taking the following steps:

  • Purchase a domain name for your business and create a website.

  • Create social media accounts for your business using the registered name.

  • Register a Google My Business profile.

  • Apply for trademark registration, if applicable.

Company Registration

Step 5: Prepare Company Registration Incorporation Documents

After conducting a name search, you need to reserve the company name by applying for the Registrar of Companies in Kenya. You will need to prepare and submit several documents, such as your proposed name, objectives, and registered address. In this process, you need to prepare forms such as CR 1, CR 2, CR 6, and CR 8. These forms are required if you need to open an account, as they are the constitutive documents of a company.

Check the pricing for company registration at Business Registration Service (BRS) website.

Here’s a detailed description of the documents you will need:

  • Company registration form CR1: This form requires information about your company’s name, location, directors, shareholders, and identification documents.

  • Memorandum and Articles of Association or CR2: These documents outline your company’s objectives, rules, subscribers, and authorized share capital. Typically prepared by an advocate or company director, the Memorandum of Association includes details about your business’s name, location, object, share values, and shareholders. The Articles of Association contain the company’s rules and regulations, member liabilities, director powers, member rights, and the appointment and removal of directors.

  • Form CR6: This form contains the notice of appointment of directors and their particulars.

  • Form CR8: This form requires the official residential addresses of all company directors, including those residing outside Kenya.

  • Form BN6 declares your business’s nominal capital holdings in Kenyan shillings. If your company is publicly traded, you must also indicate the number of shares into which the capital holdings are divided.

Step 6: Pay the Stamp Duty and Registration Fee

After preparing the required documents, you will need to pay the Stamp Duty and registration fee. The Kenya Revenue Authority (KRA) oversees the collection of Stamp Duty. The amount payable depends on your company’s nominal capital and a KES 100 fee for each document the KRA must approve.

The registration fee for a private and public limited company is KES 10,650 and takes 3 – 5 days.

The registration fee for a Limited Liability Partnership is KES 25,000 and takes 3 – 5 days.

For unlimited companies, the registration fee is KES 20,050 and takes 3 – 5 days.

Step 7: Submit the Registration Documents

Submit the completed forms (CR1, CR6, CR8, BN6, and Memorandum and Articles of Association) and their accompanying scanned and copied documents to the Registrar’s office, either by mail or in person. The registration fee can be paid through the eCitizen portal using mobile money like Mpesa, online banking from local banks, or debit cards.

Step 8: Receive Your Business Certificate

The Kenyan government will take approximately one week to review your submitted documents, register your company with the KRA, and issue a business certificate. This certificate, available for download through your eCitizen portal, is the official proof of your company’s registration. With this certificate, you can begin operating your business in Kenya.

Additional Requirements

After registering your company, there are a few additional requirements to fulfill:

  • Obtain a PIN certificate from the Kenya Revenue Authority (KRA).

  • Register for Value Added Tax (VAT) and obtain a VAT registration certificate.

  • Apply for any necessary licenses and permits, depending on your business’s industry and location.

  • Register with the National Social Security Fund (NSSF) and the National Hospital Insurance Fund (NHIF) for employee benefits.

Opening a Business Bank Account

With your business registration complete, you can open a business bank account using your company’s certificate of incorporation and other required documents. A business bank account enables you to receive payments, manage finances, and apply for loans more easily.

Setting Up an Accounting System

Implementing a formalized accounting system early in your business’s operations can help you create essential financial reports, manage cash flow, and make informed decisions. Consult an accounting professional to identify the best tracking system for your company’s needs.

Branding and Marketing Your Business

Now that your business is legally registered, it’s time to focus on branding and marketing. Develop a marketing plan targeting your ideal customers and create a unique, memorable brand identity that distinguishes your company from its competitors.

Final Thoughts on Registering a Company in Kenya

Registering a company in Kenya is crucial in setting up a successful business. Following the outlined procedure ensures that your company is legally recognized, protected, and well-positioned for growth. Don’t let misconceptions about the registration process hold you back – take advantage of the simplified procedures and start building your dream business in Kenya today.

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