11 steps to incorporating in Kenya

Kenya business incorporation stepsIncorporation of a company in Kenya is a straightforward process, which can be completed in an average of two months, including the opening of its local corporate bank account. Our Client will not have to travel to the country. The typical procedures are as follow:

  • Pre-incorporation

    1. Before Healy Consultants proceeds with Kenya business incorporation, our Client i) settles our fees ii) signs and returns a scan of our engagement letter and iii) provides us at least 75% of the documents required for our internal due diligence checks;
    2. Healy Consultants reaches an agreement with our Client on the corporate structure of the company to be incorporated in Kenya. Our Firm then prepares a detailed project plan for our Client’s review and approval. This document maps out, week by week, each step until completion of the engagement, so as to optimize transparency and set our Client’s expectations;
  • Incorporation procedure

    1. Simultaneously, Healy Consultants reserves the name of the Kenya company with the Kenya Registrar of Companies;
    2. After name reservation, Healy Consultants will prepare the M&AA and other incorporation forms for signature and courier return by our Client signature. These documents must be signed in front of a Notary Public in the country of residence of our Clients and thereafter legalized or apostilled;
    3. Our team emails the Memorandum and Articles of Association and director and shareholder consent forms, to our Client for his signature in front of notary public and courier return to us;
    4. Assuming our Client emails the above-signed documents to us in a timely manner (originals to follow by courier), Healy Consultants company incorporation team liaises with the Registrar of Companies to complete the requirements for company formation, including paying the applicable stamp duty at the National Bank of Kenya;
    5. Healy Consultants’ Kenya company incorporation provider receives the Certificate of Incorporation from the Registrar of Companies, which our team immediately forwards to our Client;
  • Post-incorporation

    1. Healy Consultants registers the Kenyan company with the following Government agencies: i) the Kenya Revenue Authority ii) the National Social Security Fund and iii) the National Hospital Insurance Fund;
    2. After business setup in Kenya, Healy Consultants banking team completes opening of the corporate bank account in Kenya for our Client. Where possible, Healy Consultants bank account opening team will liaise with the bank to prevent our Client having to travel for an account opening interview. Immediately after the bank account opening, our Client is required to deposit the proposed paid-up share capital of the Kenya company;
    3. Before application for a tax number (PIN) each company must first i) obtain a tax number for the director and ii) appoint a tax agent. If required, Healy Consultants Group PLC will be happy to appoint our local tax agent;
    4. Following engagement completion, Healy Consultants couriers a Kenyan company incorporation kit folder, to our Client’s preferred international address, containing the following corporate documents including original corporate documents, unopened bank correspondence and a Client feedback survey to assess the quality of our Kenya company incorporation services.
  • Kenya LLP incorporation steps

    1. After securing the business name reservation, Healy Consultants will complete Form LLP1 for the registration of the partnership. If our Client will establish the Kenyan LLP as a corporate body, they must provide Healy Consultants a notarized copy of their Certificate of Incorporation;
    2. After the ROC has issued the LLP registration certificate, Healy Consultants must complete the Form BR-1 and submit the same with the Registrar to secure the business permit;
    3. Post LLP registration steps will be i) bank account opening ii) National Social Security Fund (NSSF) registration and iii) National Hospital Insurance Fund (NHIF);
  • Procedures to incorporate a Kenyan branch of a foreign company

    Authentication of parent company documents

    1. Before Healy Consultants can register a branch of foreign company at a Kenyan Huduma center, our Client is required to i) notarize the foreign company’s corporate documents including Certificate of incorporation and M&AA and ii) legalize these at the Kenyan embassy where the parent company is domiciled;

    Approval of branch incorporation application

    1. Once the original authenticated corporate documents are received in Kenya, Healy Consultants completes branch registration forms 236, 237, 238 and 250 and submits a complete branch registration application for approval;

    Incorporation of the branch

    1. After securing approval from the Registrar of Companies, Healy Consultants settles the payment of branch registration fees at a Huduma center to obtain a Certificate of Compliance from the ROC

    Post branch incorporation

    1. The remaining procedures include i) securing a tax number (PIN) from KRA, ii) submitting Form BR-1 to obtain a business permit iii) registration with the NSSF and iv) opening of the corporate bank account as described in the general incorporate procedure above (step 8 onwards);

Contact us

For additional information on our company incorporation services in Kenya, please contact our in-house country expert, Mr. Kunal Fabiani, directly:
client relationship officer - Kunal