Registering a private company on eCitizen
How a Kenyan private limited company is registered on eCitizen step by step: iTax first, name choices, forms CR1, CR2 and CR8, payment, certificate.
By Achekam · · 4 min read · For Running a business businesses in Kenya
Not long ago, forming a Kenyan company meant queues, paper forms and repeat visits to the Registry. Today the Business Registration Service runs the process online through eCitizen, and a well-prepared applicant can complete it without leaving the office.
The steps are few, but they come in a fixed order, and each depends on the one before it. Starting a step before the one ahead of it is finished is the surest way to lose time. This article walks through registration of a private limited company in that order, then shows how to open the new company's books.
If you are still deciding whether you need a company at all, read business name or limited company? first.
Step one: directors and shareholders on iTax
BRS's answers to frequently asked questions say the directors and shareholders of a new private limited company must be registered on the iTax platform.
In practice, that means every person who will be a director or a shareholder needs a personal KRA PIN before the company application is started. Collect each person's PIN and national ID, and check that the names on both match exactly. A shareholder who has never registered on iTax can hold up an application that is otherwise ready.
Step two: name choices
BRS says that when registering a business name or a private company on eCitizen, the applicant keys in a minimum of three and a maximum of five preferred names, in order of priority.
Treat the list as a ranking, not a wish list. Put the name you want most first, and make each alternative genuinely different, not the same name with a different ending, so that if the first is refused the next has a real chance. Company name rules in Kenya explains what makes a name acceptable.
Step three: forms CR1, CR2 and CR8 with the statement of nominal capital
BRS says a private limited company is registered by lodging forms CR 1, CR 2 and CR 8 with a statement of nominal capital. Its forms list describes CR1 as the application to register a company under section 13 of the Companies Act, 2015, and CR2 as the model memorandum of association for a company with share capital.
Before you begin, settle the details these documents will need: who the directors and shareholders are, how many shares each will hold, and the company's share capital. Changing them after registration is possible but takes further filings, so agree them among the founders first and write them down.
Step four: paying online
BRS says company registration processes are now online on eCitizen, with payment by electronic means such as mobile money or credit and debit cards.
At the time of writing, BRS's fee schedule and its FAQs give different fees for registering a private company, so pay the amount eCitizen shows at the time and keep the receipt. It is the first document in the company's financial records.
Step five: the certificate of incorporation
BRS says the company receives its Certificate of Incorporation in 3-5 days.
The certificate is the start, not the end. The company then needs its own KRA PIN, separate from the directors' PINs, which is explained in getting a KRA PIN for a company or partnership. After that come the bank account, any licences, and registrations as an employer once the company hires.
Check the certificate carefully the day it arrives: the company's name exactly as chosen, the registration number and the date. Every later document, from the PIN application to the bank's account-opening forms and your invoices, will copy those details from it, so an error caught now saves correcting the same mistake in a dozen places later.
Opening the company's books in Achekam
A business can sign up to Achekam as a business rather than an accounting firm, choose its country, and get its own workspace, its own books and its own web address on the Achekam domain. The person who signs up becomes the administrator.
Choosing Kenya at sign-up makes the Kenya pack the workspace's default and, when the pack is activated, sets the shilling and the Africa/Nairobi time zone unless they are already set. Each business has its own double-entry ledger, with a standard chart of accounts created when the books first open; accounts can be added, renamed or switched off to suit the company.
One current limitation to know from the start: the ledger screens show every amount in rand, and the chart of accounts is stored in ZAR, even for a Kenyan business. Keep that labelling in mind when you compare ledger screens with shilling bank statements.
A sensible first week in the books:
- Record the registration fee paid on eCitizen, with its receipt.
- Record the share capital the shareholders have agreed to pay in.
- Adjust the chart of accounts to the company's real activities, switching off accounts it will not use.
- Store the certificate of incorporation, the forms as lodged and the founders' agreement in one place.
What to have ready before you start
- A personal KRA PIN and national ID for every director and shareholder.
- Three to five company names, in order of preference.
- The share capital and each shareholder's holding.
- An eCitizen account for the person who will make the application.
- A mobile money account or card for the payment.
BRS's Companies Registry fee schedule sets out the official fees, documents and turnaround times for registering business names, LLPs and private, public and foreign companies on eCitizen.
General guidance only, not advice on your own circumstances. Tax and payroll rules change: check the current position with the authority or your adviser.
