Kenya Company Formation & Entity Choice

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)