Guideline of time, cost, bureaucratic and legal steps that an entrepreneur must complete to incorporate and register a new business in Kenya

The following are a set of specific procedures, the bureaucratic and legal steps that an entrepreneur must complete to incorporate and register a new firm in Kenya, along with the associated time and cost.

Summary of time, cost and procedures for starting a business in Kenya

  • Reserve a unique company name at the Huduma Center

The name reservation is regulated by the Companies Act 2015 (Part V, Section 48). The procedure begins by making a payment for name reservation at the cashier’s desk of one of the Nairobi Huduma Centers. Then a payment slip, together with an application for reservation of a company name (Form CR14) are submitted to the counter service provided by the Nairobi Huduma Centers. The name is reserved for 30 days and can be extended to a maximum period of 60 days from the time of reservation. In addition to the Huduma Centers, the name reservation can also be done through a text-messaging system or online through the eCitizen portal. The text-messaging system (through Safaricom) works both for fee payment and name reservation. However, applicants still need to visit the Huduma Center to receive final name approval. This is why the majority of applicants choose to visit the Huduma Center directly, rather than use the text-messaging system. The eCitizen online platform (www.ecitizen.go.ke) is fully electronic and enables online name reservation. However, due to various challenges–such as inconsistent reliability of the system and lack of good internet connection and infrastructure for entrepreneurs–the online platform is not widely used.

Agency:                            Nairobi Huduma Center

Time to complete:      1 day on average

Cost to complete:       Ksh.100 per name reservation

  • Apply for company registration

Under the Companies Act 2015, entrepreneurs are now provided with standard Articles which can be adopted by a company. However, articles to supplement or modify the standard Articles may be provided. Furthermore, applicants can no longer apply for company registration at the Registrar of Companies (Sheria House). The entrepreneur must submit a business application package at the business registration assessment desk of two of the three Nairobi Huduma Centers (GPO Branch and City Square Branch) containing the following documents:

  1. Form CR6 (Notice of Appointment of Directors and their Particulars) and Form CR8 (Notice of Residential Address/Change of Address of Director of Company)
  2. Application to register company limited by shares – Form CR1
  3. Memorandum and articles of association
  4. Statement of nominal capital
  5. Application for name reservation- CR. 14
  6. Copy of identity card for each director
  7. Copy of PIN certificate
  8. Passport photo for each director (and contact details for each director)
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Under the 2015 Company Act, the previously required Form 201, Form 203, and Form 208 have been replaced by Form CR6 and Form CR8. According to the Official Gazette Notice Legal 61 published April 2016, there is a flat fee of Ksh.10,000 for new company incorporation.

Agency:                            Nairobi Huduma Center

Time to complete:      12 days on average

Cost to complete:       Ksh.10,000

  • Register for taxes at the Kenya Revenue Authority

The personal tax identification number (PIN) of directors and the company tax identification number are required to register for VAT, local service tax, and the Pay-As-You-Earn (PAYE) tax. The PIN certificates of at least two signatories (2 directors or 2 shareholders or a director and the secretary) of the company are required. The directors must apply for personal PIN numbers online at https://itax.kra.go.ke/KRA-Portal/. Once the PIN numbers are received for directors (which is immediate), the applicant can then apply for the company PIN, VAT and PAYE. Unless the KRA has already received confirmation of the company incorporation from the Companies Registry, the entrepreneur must submit the certificate of incorporation and receive log-in details to proceed with online tax registration.

Agency:                            Kenya Revenue Authority

Time to complete:      1 day

Cost to complete:       no charge

  • Apply for a business permit

Applicable permit fees fall within the following scales:

  1. Large trader, shop, or retail service with 21-50 employees and premises of 300-3,000 square meters (or at a prime location): Ksh.30,000
  2. Medium trader, shop, or retail service with 5-20 employees and premises of 50-3,000 square meters (fair location): Ksh.15,000
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There is a Ksh.200 application fee applicable to trader, shop or retail services

Agency:                           Nairobi City County

Time to complete:      5 days

Cost to complete:       Ksh.15,200 (Ksh.15,000 single business permit fee + Ksh.200 application fee)

  • Register with the National Social Security Fund (NSSF)

The National Social Security Fund provides the employee with a lump-sum retirement benefit. Historically, the rate of return paid by the state is considerably less than that achieved by private schemes, but participation is mandatory. The employer pays a standard contribution of about 1% of salary, subject to a maximum of Ksh.400 per month. Half the contribution is deductible from the employee’s salary. The precise amount of the contribution (less than the maximum) is determined by reference to salary bands. As of June 2014, following the enactment of the new National Social Security Fund Act (2013), the pension contribution is 12% of the pensionable wages made up of two equal portions of 6% from the employee and 6% from the employer subject to an upper limit of Ksh.2,160.

Agency:                          National Social Security Fund

Time to complete:    1 day

Cost to complete:     no charge

  • Register with the National Hospital Insurance Fund (NHIF)

The employee contributes a fixed sum to the National Hospital Insurance Fund (NHIF), which must be deducted by the employer from the employees’ salary. As of April 1, 2015, the rates of contribution range from a minimum of Ksh.150 for employees earning up to Ksh.5,999 to Ksh.1,700 for employees earning more than Ksh.100,000 per month. The contributions are used to offset the costs of medical treatment, but they only cover a fraction of actual costs. Hence, most companies provide employees with medical insurance.

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Agency:                            National Hospital Insurance Fund

Time to complete:      1 day

Cost to complete:       no charge

  • Make a company seal

The requirement for companies to obtain a company seal has been made optional as a result of passing the Companies Act, 2015. However, in practice companies still get seals made. Seal makers request a copy of the certificate of incorporation in order to make a company seal.

Agency:                            Seal maker

Time to complete:      2 days, simultaneous

Cost to complete:       between Ksh.2,500 and Ksh.3,500

* Takes place simultaneously with another procedure

Source: Doing Business database

Mr. Felix
A Math Nerd and a Computer Geek. Currently a Windows 10 Insider. Interested in AI, big data and AR/VR. Takes a keen interest in developments in the tech, business and social media spheres.

Mr. Felix

A Math Nerd and a Computer Geek. Currently a Windows 10 Insider. Interested in AI, big data and AR/VR. Takes a keen interest in developments in the tech, business and social media spheres.

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