OpenAccountants/Kenya/Kenya Company Formation & Entity Choice

Kenya Company Formation & Entity Choice

Name: OpenAccountants MCP Server
Author: OpenAccountants

Source-cited draft: company formation & entity choice for Kenya (tax year 2025) — rates, thresholds and rules with primary-source citations. Unverified; pending local-accountant review.

Applicable period 2025Written by the OpenAccountants team· Last updated Jun 25, 2026

Written by the OpenAccountants team. Written by the OpenAccountants team from the official sources it cites.

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Key figures — Kenya, 2025

Every figure is drawn from this Guide and cited to its source.

Companies registration authority

Companies in Kenya are registered with the Business Registration Service (BRS) through the eCitizen portal under the Companies Act, 2015. The private company limited by shares is the most common vehicle for business.Companies Act, 2015

Most common entity — private company limited by shares

Private company limited by shares (max 50 members; shares not offered to the public)Companies Act, 2015 — https://www.kazilegal.com/cost-of-company-registration-in-kenya.html

Other common entity types

Public company limited by shares, company limited by guarantee, sole proprietorship / business name, partnership, limited liability partnership (LLP), and branch of a foreign companyCompanies Act, 2015; Limited Liability Partnership Act, 2011; Registration of Business Names Act

Minimum share capital — private limited company

No statutory minimum share capital (commonly incorporated with a nominal capital, e.g. Ksh 100,000) (approx — confirm)Companies Act, 2015 — https://manwaadvocates.com/faqs-on-company-registration-in-kenya-a-comprehensive-guide-for-2025/

Minimum number of directors and shareholders

At least 1 director and 1 shareholder for a private companyCompanies Act, 2015 — https://kazilegal.com/company-registration-kenya.html

Registration platform

Online via the eCitizen portal / Business Registration Service (BRS)Companies Act, 2015 — https://hudumaglobal.com/blog/how-to-register-company-kenya-online-ecitizen-brs-2026

Key incorporation documents

Name reservation, CR1 (application), CR2 (model memorandum for single shareholder) or CR8 (directors' residential address), Statement of Nominal Capital, and Articles of AssociationCompanies Act, 2015; Companies (General) Regulations, 2015 — https://www.kazilegal.com/cost-of-company-registration-in-kenya.html

Official registration fee — private limited company

Approximately Ksh 10,650 (BRS official fee, excluding professional fees) KES (approx — confirm)Companies (General) Regulations, 2015 — https://www.kazilegal.com/cost-of-company-registration-in-kenya.html

Typical incorporation timeline

Approximately 3–5 working days for complete filings (approx — confirm)Companies Act, 2015 — https://www.kazilegal.com/cost-of-company-registration-in-kenya.html

Tax registration on incorporation

Company must obtain a KRA PIN via iTax to transact and meet tax obligationsTax Procedures Act, 2015 — https://www.kra.go.ke/business/companies-partnerships/companies-partnerships-pin-taxes

Beneficial ownership disclosure

Companies must maintain and file a register of beneficial owners with the RegistrarCompanies Act, 2015; Companies (Beneficial Ownership Information) Regulations, 2020

Annual return to the Registrar of Companies

Every company must file an annual return each year (private companies: not before the anniversary of incorporation)Companies Act, 2015 — https://kazilegal.com/company-registration-kenya.html

Annual corporation tax return

File corporation tax return within 6 months of financial year end via iTaxTax Procedures Act, 2015 — https://taxsummaries.pwc.com/kenya/corporate/tax-administration

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Entity types, incorporation and annual compliance

Companies registration authority — Companies in Kenya are registered with the Business Registration Service (BRS) through the eCitizen portal under the Companies Act, 2015. The private company limited by shares is the most common vehicle for business. (Companies Act, 2015)
Most common entity — private company limited by shares — Private company limited by shares (max 50 members; shares not offered to the public) (Companies Act, 2015 — https://www.kazilegal.com/cost-of-company-registration-in-kenya.html)
Other common entity types — Public company limited by shares, company limited by guarantee, sole proprietorship / business name, partnership, limited liability partnership (LLP), and branch of a foreign company (Companies Act, 2015; Limited Liability Partnership Act, 2011; Registration of Business Names Act)
Minimum share capital — private limited company — No statutory minimum share capital (commonly incorporated with a nominal capital, e.g. Ksh 100,000) (approx — confirm) (Companies Act, 2015 — https://manwaadvocates.com/faqs-on-company-registration-in-kenya-a-comprehensive-guide-for-2025/)
Minimum number of directors and shareholders — At least 1 director and 1 shareholder for a private company (Companies Act, 2015 — https://kazilegal.com/company-registration-kenya.html)
Registration platform — Online via the eCitizen portal / Business Registration Service (BRS) (Companies Act, 2015 — https://hudumaglobal.com/blog/how-to-register-company-kenya-online-ecitizen-brs-2026)
Key incorporation documents — Name reservation, CR1 (application), CR2 (model memorandum for single shareholder) or CR8 (directors' residential address), Statement of Nominal Capital, and Articles of Association (Companies Act, 2015; Companies (General) Regulations, 2015 — https://www.kazilegal.com/cost-of-company-registration-in-kenya.html)
Official registration fee — private limited company — Approximately Ksh 10,650 (BRS official fee, excluding professional fees) KES (approx — confirm) KES (Companies (General) Regulations, 2015 — https://www.kazilegal.com/cost-of-company-registration-in-kenya.html)
Typical incorporation timeline — Approximately 3–5 working days for complete filings (approx — confirm) (Companies Act, 2015 — https://www.kazilegal.com/cost-of-company-registration-in-kenya.html)
Tax registration on incorporation — Company must obtain a KRA PIN via iTax to transact and meet tax obligations (Tax Procedures Act, 2015 — https://www.kra.go.ke/business/companies-partnerships/companies-partnerships-pin-taxes)
Beneficial ownership disclosure — Companies must maintain and file a register of beneficial owners with the Registrar (Companies Act, 2015; Companies (Beneficial Ownership Information) Regulations, 2020)
Annual return to the Registrar of Companies — Every company must file an annual return each year (private companies: not before the anniversary of incorporation) (Companies Act, 2015 — https://kazilegal.com/company-registration-kenya.html)
Annual corporation tax return — File corporation tax return within 6 months of financial year end via iTax (Tax Procedures Act, 2015 — https://taxsummaries.pwc.com/kenya/corporate/tax-administration)

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Entity types, incorporation and annual compliance

Companies registration authority — Companies in Kenya are registered with the Business Registration Service (BRS) through the eCitizen portal under the Companies Act, 2015. The private company limited by shares is the most common vehicle for business. (Companies Act, 2015)

Most common entity — private company limited by shares — Private company limited by shares (max 50 members; shares not offered to the public) (Companies Act, 2015 — https://www.kazilegal.com/cost-of-company-registration-in-kenya.html)

Other common entity types — Public company limited by shares, company limited by guarantee, sole proprietorship / business name, partnership, limited liability partnership (LLP), and branch of a foreign company (Companies Act, 2015; Limited Liability Partnership Act, 2011; Registration of Business Names Act)

Minimum share capital — private limited company — No statutory minimum share capital (commonly incorporated with a nominal capital, e.g. Ksh 100,000) (approx — confirm) (Companies Act, 2015 — https://manwaadvocates.com/faqs-on-company-registration-in-kenya-a-comprehensive-guide-for-2025/)

Minimum number of directors and shareholders — At least 1 director and 1 shareholder for a private company (Companies Act, 2015 — https://kazilegal.com/company-registration-kenya.html)

Registration platform — Online via the eCitizen portal / Business Registration Service (BRS) (Companies Act, 2015 — https://hudumaglobal.com/blog/how-to-register-company-kenya-online-ecitizen-brs-2026)

Key incorporation documents — Name reservation, CR1 (application), CR2 (model memorandum for single shareholder) or CR8 (directors' residential address), Statement of Nominal Capital, and Articles of Association (Companies Act, 2015; Companies (General) Regulations, 2015 — https://www.kazilegal.com/cost-of-company-registration-in-kenya.html)

Official registration fee — private limited company — Approximately Ksh 10,650 (BRS official fee, excluding professional fees) KES (approx — confirm) KES (Companies (General) Regulations, 2015 — https://www.kazilegal.com/cost-of-company-registration-in-kenya.html)

Typical incorporation timeline — Approximately 3–5 working days for complete filings (approx — confirm) (Companies Act, 2015 — https://www.kazilegal.com/cost-of-company-registration-in-kenya.html)

Tax registration on incorporation — Company must obtain a KRA PIN via iTax to transact and meet tax obligations (Tax Procedures Act, 2015 — https://www.kra.go.ke/business/companies-partnerships/companies-partnerships-pin-taxes)

Beneficial ownership disclosure — Companies must maintain and file a register of beneficial owners with the Registrar (Companies Act, 2015; Companies (Beneficial Ownership Information) Regulations, 2020)

Annual return to the Registrar of Companies — Every company must file an annual return each year (private companies: not before the anniversary of incorporation) (Companies Act, 2015 — https://kazilegal.com/company-registration-kenya.html)

Annual corporation tax return — File corporation tax return within 6 months of financial year end via iTax (Tax Procedures Act, 2015 — https://taxsummaries.pwc.com/kenya/corporate/tax-administration)