How to Register a Company in Kenya: Step-by-Step Guide

Registering a company in Kenya is a structured process that requires you to follow certain legal and procedural steps.

Whether you’re a local entrepreneur or a foreign investor, the process is managed through the eCitizen portal and the Business Registration Service (BRS) in Kenya.

Here’s a comprehensive guide to help you through the process of registering a company in Kenya.

Step 1: Choose a Company Name

The first step in registering a company is to choose a unique name. The name should not be similar to any existing registered business or company name in Kenya.

You can do this through the Name Search process on the eCitizen platform.

How to Conduct a Name Search:

Go to the eCitizen website.
Log in or create an account if you don’t have one.
Navigate to the Business Registration Service (BRS) section.
Select Name Search and submit your desired company name(s) for approval.
Pay a small fee (Ksh 150).
You will receive feedback on the availability of the name within a few days.

Tip: It’s advisable to submit at least 3 alternative names in case your first choice is not available.

Step 2: Prepare Required Documents

After successfully reserving your company name, the next step is to prepare the necessary documents for registration. Depending on the type of company, the documents may vary slightly, but in general, you’ll need:

Memorandum and Articles of Association

These are the company’s constitution documents, outlining its rules, objectives, and structure.

Form CR1 – Application for Registration

This form captures details about the company, such as its name, type of business, address, and ownership.

Form CR2 – Model Memorandum for Company with Share Capital

This document specifies the distribution of shares among the shareholders.

Form CR8 – Notice of Registered Office and Address

This form indicates the physical location of your company’s registered office.

ID or Passport Copies for Directors and Shareholders

You will need scanned copies of identification documents (National ID or Passport) for each director and shareholder.

KRA PIN Certificates

Every director and shareholder must have a valid Kenya Revenue Authority (KRA) PIN certificate.

Passport-sized Photos of Directors

Recent passport-sized photographs of the company directors may also be required.

Step 3: Submit the Application Online

Once your documents are prepared, you can proceed with the company registration on the eCitizen platform.

How to Submit the Application:

Log into your eCitizen account.
Navigate to the Business Registration Service (BRS) section.
Select Company Registration and choose the type of company you want to register (e.g., Private Limited Company, Public Company, or Partnership).
Fill out the required forms and upload the necessary documents, including the Memorandum of Association and the identification documents of directors and shareholders.
Pay the registration fee (typically ranges from Ksh 10,000 to Ksh 12,000 depending on the company structure).
Submit the application.

You will receive updates on your application status through the eCitizen portal.

Step 4: Receive the Certificate of Incorporation

Once your application has been approved, you will receive a Certificate of Incorporation via your eCitizen account. This certificate legally acknowledges that your company is now registered and can operate in Kenya.

The certificate will include:

Your company’s name.
The company registration number.
The date of incorporation.

The entire registration process typically takes between 7 to 14 business days.

Step 5: Obtain a KRA PIN for the Company

After registering your company, the next step is to obtain a Kenya Revenue Authority (KRA) PIN for the business. This is mandatory for tax compliance purposes.

How to Apply for a KRA PIN:

Log into the iTax portal.
Choose the option to register a new taxpayer.
Select the option for Non-Individual (for companies).
Fill in the company’s details, including the Certificate of Incorporation number.
Submit the application and you will receive the company’s KRA PIN certificate.

Step 6: Open a Company Bank Account

With your Certificate of Incorporation and KRA PIN, you can now open a bank account in the company’s name. Most banks in Kenya will require the following to open a business account:

Certificate of Incorporation
KRA PIN certificate
Copies of IDs or passports of directors
Company resolution to open a bank account
Company’s Memorandum and Articles of Association

Step 7: Register for Statutory Requirements

Depending on the nature of your business, you may also need to register for additional statutory requirements, such as:

NSSF (National Social Security Fund): For employee pension contributions.
NHIF (National Hospital Insurance Fund): For employee health insurance contributions.
Business Permits: Depending on your location and the type of business, you may need a business permit from the county government.
VAT Registration: If your company’s annual turnover is expected to exceed Ksh 5 million, you must register for VAT with KRA.

Final Step: Compliance and Operation

After completing all the necessary steps and registering with the relevant authorities, your company can now begin its operations. Ensure that you:

File annual returns with the Registrar of Companies.
Pay your taxes and comply with KRA regulations.
Renew business permits and licenses annually.

Final Take on How to Register a Company in Kenya

Registering a company in Kenya is a straightforward process, especially with the convenience of the eCitizen portal.

By following these steps and ensuring all necessary documents are in order, you can successfully set up your company and begin operations legally.

Always stay updated with legal requirements such as tax filings, permits, and annual returns to keep your company in good standing with Kenyan authorities.

If you’re unsure about any step, it’s advisable to consult with a legal or business professional to ensure a smooth registration process.

Ndege

All Posts