Source-cited draft: company formation & entity choice for Uganda (tax year 2025) — rates, thresholds and rules with primary-source citations. Unverified; pending local-accountant review.
Source-cited draft.Written from sources but not reviewed by a licensed practitioner, so it may be incomplete or wrong. General reference only; don't file or take a position on it without professional review.
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Every figure is drawn from this Tax Guide and cited to its source.
Most common entity type
Private company limited by shares (Ltd)Companies Act, 2012 (https://ursb.go.ug/services/business-registration/)
Other entity / registration forms
Public company limited by shares, company limited by guarantee, business name (sole proprietor / partnership), and foreign branch of an overseas companyCompanies Act, 2012 (https://ursb.go.ug/services/business-registration/)
Minimum share capital (private limited company)
No fixed statutory minimum; companies commonly incorporate with nominal capital of UGX 5,000,000 or below (Tier 1 registration fee band)Companies Act, 2012 (https://globallawexperts.com/ursb-company-registration-fees/)
Minimum shareholders / directors
A private company may be formed with a single member; at least one director is required (single-member companies are permitted)Companies Act, 2012 (https://ursb.go.ug/services/business-registration/)
Step 1 — Name reservation
Reserve the company name with URSB via OBRS; fee approximately UGX 35,000 UGXCompanies Act, 2012 (https://globallawexperts.com/ursb-company-registration-fees/)
Step 2 — Documents and TIN
Prepare memorandum and articles of association, file Form 18 (registered office) and Form 20 (directors), and obtain a Tax Identification Number (TIN) from URACompanies Act, 2012 (https://ursb.go.ug/services/business-registration/)
Other Uganda computations in the OpenAccountants Tax Library.
Step 3 — Registration / incorporation fee
Flat UGX 105,000 where nominal share capital is UGX 5,000,000 or below; 1.5% of nominal share capital where it exceeds UGX 5,000,000 UGXCompanies Act, 2012 (https://globallawexperts.com/ursb-company-registration-fees/)
Stamp duty on formation
0.5% on company formation / increase of capital %Stamp Duty Act, 2014 (https://taxsummaries.pwc.com/uganda/corporate/other-taxes)
Typical all-in incorporation cost (small company)
Approximately UGX 300,000 – 700,000 including stamp duty, declarations and basic drafting UGX ((approx — confirm))Companies Act, 2012 (https://globallawexperts.com/ursb-company-registration-fees/)
Typical incorporation timeline
A few days once name reservation and documents are filed via OBRS (subject to URSB processing) ((approx — confirm))Companies Act, 2012 (https://ursb.go.ug/services/business-registration/)
Core annual compliance — annual return
File an annual return with URSB and keep statutory registers; companies above thresholds must file audited financial statementsCompanies Act, 2012 (https://ursb.go.ug/services/business-registration/)
Core annual compliance — tax
Maintain TIN, file provisional and annual income tax returns with URA, and register for VAT if turnover exceeds UGX 150,000,000Income Tax Act (Cap 340) (https://taxsummaries.pwc.com/uganda/corporate/tax-administration)
Rendered from the canonical facts model. General reference only — confirm with a qualified professional before acting.
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