How to Register a Company in Kenya 2022 Company Registration Procedure
- Business Name Search and e-citizen business registration
With the enactment of the New Companies Act, No. 17 of 2015, the procedures for business registration in Kenya and Limited Company registration in Kenya, including Foreign company registration in Kenya have really changed.
As opposed to the previous legal regime, Cap 486, the process of registration of Limited company was merged together with the name search and reservation. This means that when registering a company, you have to input the 3-5 proposed names then fill in all the required details necessary for company registration then pay the registration fees and submit. Once this has been done the registrar will reserve the name that is found suitable, consequently, a Certificate of Name reservation is issued and is downloaded from the E-citizen account of Briantony. The validity of a reserved name is 30 days.
Once a name has been reserved, the registrar scrutinizes the submitted registration details and once they are confirmed to comply with the required standards, the application is escalated to approval at which stage registration follows.
Company registration is completed within 3 days by Briantony International Consultants.
- what is involved in Memorandum and Articles of Association
The applicant will be also required to engage company secretary to draft the Memorandum and Articles of Association which will set out the objects of the company and the internal constitution of the company.
Briantony International Consultants will prepare Memorandum and Articles of Association documentation for you, However, the applicant can opt for Model Memorandum and Articles of Association available on the Business Registration portal (BRS).
It is also possible to adopt the model Memorandum and Articles of association as well as to supplement them by uploading personal and specific memorandum and articles of association as may be necessary to suit the specific company under registration.
- Stamp duty Payment
Once the Memorandum & Articles of Association are prepared, we will lodge the documents with the Kenya registrar of companies.
There is no payment of stamp duty under the new Companies ACT 2015. This has made registration quicker as stamp duty payment was a tedious process that took a lot of time.
- Online Company Registration in Kenya forms
We will forward the documents to the Registrar of companies in Kenya together with these company registration forms.
Form CR 1- Company registration form CR1 is signed under the guidance of our firm registering your company.
Application to register a company including the proposed name or as reserved ,the registered office, liability of members (whether limited by shares or by guarantee),the type of the company or if private or public and the name, consent of the initial director and secretary of the company.
The form combines the application for company registration, KRA PIN, NHIF, and also NSSF registration.
- Form CR1-This document contains the names of the first directors/secretaries and the authorized signatories of the company.
- Form CR 2-This is the Model of Memorandum for Company with share capital. It indicates the names of the subscribers of the shares and the shares they have taken up in the company.
- Form CR 8-Notice of residential address of Director or change of Address of Director of Company
- Form CR 10-This entails notice of appointment of Secretary. It provides the basic details of the secretary. This only applies to Companies with more than 5 million Kenya shilling in Nominal share capital.
- Statement of Nominal Share capital form. This form indicates the nominal share capital of the company, the class of shares and the value of each share in the company.
- Form BOF1. This is the register of Beneficial owners of the company. It indicates the date when a person became beneficial owners, the basic details and addresses of those persons, the percentage of shares they hold in the company and the source of the information so recorded.
How long it takes to register a company in Kenya?
Since the digitization of company registration in Kenya through the e-citizen platform, the time to register a company has drastically been reduced. Today registration takes two days upon submission of the required details and upon making payment.
Upon approval and registration there is issued a Certificate of registration and a CR12 which are posted on the directors’ and secretary’s E-Citizen portal for downloading.
Obtaining KRA PIN for newly registered company
The KRA PIN of a newly registered company is issued immediately upon registration. The company secretary will follow up to obtain it at the KRA headquarters.
How to register a Limited company in Kenya summary
- Name Search. The proposes company name has to be searched and reserved by the registrar of companies.
- Execution of forms CR1, CR2, CR8, statement of Nominal capital and form BOF1
- Application for registration.
- Registration and issuance of certificate of Incorporation.