Starting a Business in Kenya
A comprehensive statutory guide to choosing a legal structure, completing mandatory Registrar of Companies forms, and establishing post-registration tax compliance.
1. Choose the right business structure
The legal framework you choose under the Companies Act impacts your personal liability, share distribution capacity, and annual tax filing structures.
Sole Proprietorship (Business Name)
The simplest legal configuration owned and run by a single individual. Quick to set up but introduces unlimited personal liability—your private assets stay legally exposed to cover business losses or debts.
Private Limited Company (Ltd)
Establishes an independent corporate entity separate from its owners. Offers limited liability protection—shareholders are only liable for the financial value of their unpaid shares.
Alternative Corporate Categories
- Limited Liability Partnership (LLP): Combines traditional partnership flexibility with corporate limited liability shields.
- Company Limited by Guarantee: Configured for non-profit entities, foundations, and trusts. Features no initial share capital.
- Branch of a Foreign Company: Allows international corporations to set up local operations without establishing a new domestic company.
2. Step-by-step registration process
Follow these mandatory statutory steps on the digital registry portal to complete your filing.
- Name Search and Reservation
Submit up to three unique name choices via the BRS portal on eCitizen. The system verifies your entries against active registries to avoid conflict or restricted terms.Fee: KSh 150 per submission • Timeline: 1 to 2 working days. Approved names are locked to your profile for 30 days.
- Complete Statutory Registration Forms
For private limited companies, you must completely fill out and digitally sign the standard electronic corporate formation declarations:- Form CR1: Application for Registration of a Limited Company.
- Form CR2: Model Articles of Association agreements.
- Form CR8: Notice of Residential Address of Directors.
- Statement of Nominal Capital: Capital structure allocations and share definitions.
- Upload Identifications and Submit Pay
Provide crisp scans of National IDs or Passports for all directors/shareholders, KRA PIN certificates, and recent passport-size photographs. Pay the baseline statutory incorporation fee (KSh 10,650 for standard limited companies) via eCitizen payment integrations. - Download Registration Certificates
Once verified by the Registrar of Companies, approved document download tokens are dispatched. Access your dashboard to secure your official digital Certificate of Incorporation and Form CR12 (Official Shareholder Registry Document).
3. Next steps after registration
You must secure your tax registrations and local permits before commencing commercial operations to avoid statutory penalties.
Tax Obligations & iTax Setup
Register your newly generated entity on the KRA iTax portal to secure a dedicated Company KRA PIN.
- Value Added Tax (VAT): Mandatory 16% tracking if your annual sales cross KSh 5 Million.
- Turnover Tax (ToT): 3% on gross sales for small enterprises earning between KSh 1M and KSh 25M annually.
County Business Permits
Secure a Unified Business Permit (UBP) from your respective County Revenue authority. This single documentation token wraps together your standard trading operations clearance, public health safety certificates, and fire audit tokens into one yearly fee ledger.
National Health & Pension Funds
Register as an active employer with the National Social Security Fund (NSSF) and enroll workers with the Social Health Authority (SHA) to process statutory monthly payroll deductions seamlessly.