Company Formation in Zambia

General reference only. This skill is general tax/accounting reference material for AI-assisted workflows. It has not been reviewed for any specific person's facts, documents, elections, deadlines, residency, filing status, or local procedures. Do not rely on it to file, pay, amend, or take a tax position without review by a qualified professional in the relevant jurisdiction.

Who this applies to

Anyone starting a business in Zambia, 2026.

Rates, bands and thresholds

Item	Amount	Tax year	Official URL
Annual return contents	Signed by director or secretary; beneficial owners and total employees	2026	https://www.parliament.gov.zm/sites/default/files/documents/acts/Act%20No.%2023%20of%202025%2C%20The%20Companies%20%28Amendment%29.pdf
Deregistration ground	Registrar may de-register a company with no annual returns for two consecutive years	2026	same
Tax start notice	Notify ZRA within 30 days of commencing business	2026	https://www.zra.org.zm/wp-content/uploads/2026/06/Turnover-Tax.pdf
Records	Keep at least six years	2026	same
PACRA fees	unverified: fees page is a menu with no figures read	2026	unverified
Minimum share capital	unverified: old sources K15,000 or K20,000, both blogs	2026	unverified

The base

Entity types carried from the old file: private company limited by shares, public company, company limited by guarantee, business name or sole proprietor (not a separate person). A private company lodges financial statements with its annual return; a public company lodges more, including directors' and auditors' reports (s. 273 as replaced).

Deadlines and filing

1. Reserve name and incorporate at PACRA (pacra.org.zm portal).
2. Register a TPIN: www.zra.org.zm, login, register, captcha, taxpayer details, reason. ZRA will ask for the PACRA certificate on a demographic amendment.
3. Register tax types: Registrations, Tax Type Amendment.
4. Register for PAYE even if staff are below the threshold, then Smart Invoice.
5. File the PACRA annual return each year. Income tax return: 21 June.

Penalties and interest

Late tax returns: see Corporate income tax. Missing two annual returns risks de-registration.

Cross-border points

The annual return's information now includes beneficial owners. A foreign shareholder should expect dividend WHT: see Corporate income tax.

Two worked examples that recompute

Simple. Rental-free retailer turnover K600,000 a year, K50,000 a month: turnover tax.

name: Turnover tax on a small company
inputs:
  monthly: 50000
steps:
  - tax: (monthly - 2500) * 0.05
expected:
  tax: 2375.00

Decision. See Tax overview for sole trader against company; here the same inputs at 30% only.

name: Company tax only
inputs:
  profit: 1000000
steps:
  - cit: profit * 0.30
expected:
  cit: 300000.00

Ask the client first

• Who owns it, and from which country?
• Expected turnover?
• Consultancy or other activity?
• Employees from day one?

Sources

Source	URL	Read on
Companies (Amendment) Act No. 23 of 2025, ss. on annual return; read for the figures cited	https://www.parliament.gov.zm/sites/default/files/documents/acts/Act%20No.%2023%20of%202025%2C%20The%20Companies%20%28Amendment%29.pdf	2026-11-01
ZRA Tax Information page, Turnover Tax and PAYE sections; read for the figures cited	https://www.zra.org.zm/tax-information/	2026-11-01
ZRA leaflet Turnover Tax (2026), OCR read; read for the figures cited	https://www.zra.org.zm/wp-content/uploads/2026/06/Turnover-Tax.pdf	2026-11-01
ZRA leaflet Post-Registration Requirements (2026), OCR read; read for the figures cited	https://www.zra.org.zm/wp-content/uploads/2026/06/Post-Registration-Requirements.pdf	2026-11-01
ZRA step-by-step applications guide; read for the figures cited	https://www.zra.org.zm/wp-content/uploads/2023/09/STEP-BY-STEP-GUIDE-ON-THE-ZRA-DOMESTIC-TAXES-APPLICATIONS.pdf	2026-11-01

Not yet confirmed: shareholder cap of 50; PACRA timeline of 1 to 5 days; PACRA Act No. 4 of 2020 citation; all fees; share capital; company law text beyond the 2025 amendment.