Foreign Company Registration in Kenya

An overseas company wishing to conduct foreign company registration in Kenya by opening a branch office or how to register a subsidiary company in Kenya should deliver the following to the Registrar of Companies:

Foreign company registration requirements in Kenya

• A certified copy of the Charter, Statutes or Memorandum and Articles of Association of the Company, or other instruments defining the constitution of the company
• A certified copy of the foreign company’s current certificate of incorporation or registration in the company’s place of origin, or a document of similar effect
• A list containing the names of the company’s directors and shareholders, and their personal details
• A memorandum executed by or on behalf of the company stating the powers of directors, if any, who reside in Kenya and are members of a local board of directors

• A statement of all existing charges entered into by the company affecting properties in Kenya

• Names and postal addresses of one or more persons resident in Kenya authorized to accept,
  on behalf of the company, service of notices required to be served on the company

• Full address of the registered or principal office of the company in its home country

• Full address of place of business in Kenya.
• In relation to any existing charge on property of the foreign company that would be a registrable charge if the foreign company were a company incorporated in Kenya, the documents that would be required to be lodged for registration with the Registrar of Companies
• Safeguards against the disclosure of a natural person’s residential address where this information is required to be provided by the company
• A mechanism for the appointment of a liquidator of a foreign company in respect of the foreign company’s property in Kenya
• The recognition that a foreign company may have a local board of directors with specific powers in addition to its foreign directors.

Requirements Regarding to Name and Appointment of a Local Representative

The New Companies Act 2015, has not been implemented because of the contentious issue of local shareholding requirement. According to the 2015 Act, a foreign company shall not conduct business in Kenya unless it is registered in Kenya, or has made an application for registration in Kenya but the application has not been finalized within the stipulated period. Conducting business, in this respect, is defined to include, but not limited to, offering debentures in Kenya or being a guarantor for debentures offered in Kenya. Thus, for a foreign company to offer a debenture in Kenya or even be a guarantor for a debenture offered in Kenya, the foreign company must be registered in Kenya. An application for registration as a foreign company in Kenya under the 2015 Act will be lodged with the Registrar of Companies.

The application will contain information to be prescribed published regulations and comply with the requirements with regard to the company’s name and the appointment of a local representative and be accompanied by the prescribed fee and the required documents.In the application for incorporated as a foreign company in Kenya, the company may specify the name under which it seeks to carry on business in Kenya. This may either be the name of the company under the law of the country or territory in which it is incorporated or an alternative name, other than its corporate name, which the company desires to be its corporate identity in Kenya.

The new law requires a Foreign limited liability companies require 30% Kenyan local shareholding and an office in Kenya.

Briantony International Consultants can help by offering nominee shareholder agreement where we hold the 30% shares in trust risk free at a reasonable fee.A foreign company is also required to appoint a local representative in Kenya who not only receives service of process but also ensures that the foreign company complies with the requirements of the law. The local representative is personally liable if a penalty is imposed on the company for a contravention or failure to comply with the Act, if the court hearing the matter is satisfied that the local representative should be so liable.

Local Statutory Forms to be completed for foreign company Registration

• Form 236, this is the List of documents submitted for registration by a company incorporated outside Kenya.
• Form 237, this the List and particulars of directors and secretary of a foreign company incorporated outside Kenya.
• Form 238, List of names and addresses of the individuals resident in Kenya authorized to receive service on behalf of a Foreign company incorporated outside Kenya.
• Form 250, this is the Notice of location of registered or principal office or change notification of a overseas company incorporated outside Kenya.

All these forms are requisite requirements for company registration in Kenya for foreigners 2016.

Briantony International Consultants upon a successful submission of the required documents for foreign company registration will facilitate the issuance of a “Certificate of Compliance” to the Company by the registrar of companies. We also offer PIN and VAT Registration services in Kenya. The whole Foreign company registration process in Kenya will take only 7 days if you use Briantony International Consultants services. We make Company registration in Kenya for foreigners a simple process and not complicated at all.

This process is also known as Formation of a foreign company in Kenya or incorporation of a foreign company in Kenya or Registration of multinational companies Kenya is not costly when using our services. We can also be able to obtain list of international companies in Kenya from registrar of companies Kenya.

To start the Company registration in Kenya for foreigners 2016 process , and how to register a subsidiary company in kenya. please click the get a quote button below