How to Register a Company in Kenya in 2025: A Complete Step-by-Step Guide

Starting a business in Kenya requires careful planning and compliance with local legal and regulatory requirements. Company registration is the first critical step toward establishing a legal entity capable of operating, hiring employees, opening bank accounts, and entering into contracts. Whether you are a startup founder, entrepreneur, or an investor, understanding the step-by-step process ensures that your business is set up correctly and avoids unnecessary delays or penalties.

The Kenyan business landscape in 2025 has evolved, with the Companies Act, 2015, governing incorporation processes, and KRA compliance requirements ensuring that all businesses meet tax obligations. Additionally, specialized licenses may apply depending on your business sector. Many business owners face challenges navigating this complex landscape, from selecting the right company structure to understanding statutory requirements.

This guide provides a comprehensive, actionable roadmap for registering a company in Kenya in 2025. It also highlights the role of professional advisory services, like those offered by Adamjee Auditors, in streamlining the process, ensuring compliance with Kenyan Tax Law, and aligning your company structure with long-term growth strategies.

Understanding Company Types in Kenya

Before registering a company, you must decide on the type of legal entity that best suits your business objectives. Kenya recognizes several company types under the Companies Act, 2015, each with specific requirements and implications.

Private Limited Company (Limited by Shares)

Most common choice for SMEs and startups.
Requires at least one shareholder and one director.
Shareholders’ liability is limited to their shareholding.
Can raise capital and have perpetual succession.

Public Limited Company

Suitable for large enterprises intending to raise capital publicly.
Must have a minimum of seven shareholders and three directors.
Shares can be traded on the Nairobi Securities Exchange (NSE).

Company Limited by Guarantee

Typically used for non-profits and associations.
Members’ liability is limited to a predetermined guarantee amount.
No share capital involved.

Sole Proprietorship and Partnership

Easier and faster to register.
Sole proprietors and partners have unlimited liability.
Best suited for very small businesses with minimal compliance requirements.

Choosing the right company type affects your tax obligations, access to capital, and legal responsibilities. Professional guidance from Adamjee Auditors ensures you select a structure aligned with your strategic goals.

Pre-Registration Requirements

Before filing for company registration, several preparatory steps are essential. These steps ensure that your application is accepted without delays and aligns with KRA regulations.

1. Business Name Search and Reservation

Conduct a name search on the eCitizen portal to confirm availability.
Ensure the name is unique, not offensive, and complies with Kenyan naming laws.
Reserve the name for a fee, usually valid for 30 days.

2. Identify Directors and Shareholders

Minimum one director for private limited companies (must be over 18 years).
Directors must provide identification documents and contact information.
Shareholders’ details, including passport or ID numbers, are required.

3. Prepare Company Constitution

Private companies can use model articles of association provided by the Companies Registry.
Public companies require a more detailed memorandum and articles of association.
Constitution governs internal management, shareholders’ rights, and dispute resolution.

4. Registered Office and Postal Address

All companies must provide a physical registered office in Kenya.
The registered office will receive official correspondence, including notices from the Registrar of Companies.

5. KRA PIN for Directors and Company

Obtain a KRA Personal Identification Number (PIN) for all directors.
The company itself must also register for a KRA PIN.
Required for corporate tax registration, VAT, and PAYE obligations.

Professional firms like Adamjee Auditors can assist in pre-registration planning to ensure smooth compliance with all regulatory requirements.

Step-by-Step Company Registration Process

Step 1 – Online Registration via eCitizen

Visit the eCitizen portal.
Log in or create an account.
Navigate to the Business Registration Service (BRS) section.
Fill in details including company name, directors, shareholders, and registered office.
Upload the model constitution or memorandum/articles of association.
Pay the prescribed registration fee online.

Once submitted, you will receive a Certificate of Incorporation, usually within 1–5 business days.

Step 2 – Post-Incorporation Compliance

Obtain KRA PIN for the company if not already done.
Register for VAT if annual turnover exceeds KES 5 million.
Set up PAYE for employees.
Consider registration with NHIF and NSSF for statutory compliance.

Step 3 – Business Licenses and Permits

Depending on your industry, additional licenses may be required:

Trading License – County government requirement.
Sector-Specific Permits – For example, food, health, education, or financial services.
Environmental or Health Approvals – Where applicable.

Advisory firms like Adamjee Auditors guide businesses through licensing requirements to ensure full compliance.

Step 4 – Opening a Corporate Bank Account

Present Certificate of Incorporation, KRA PIN, and directors’ IDs.
Choose a bank that offers business banking services, including merchant accounts, online banking, and loan facilities.

Step 5 – Maintaining Compliance

Keep accurate books of accounts using professional services such as bookkeeping.
File annual returns and pay corporate taxes on time.
Prepare for potential KRA audits by keeping all financial records audit-ready.

Cost of Registering a Company in Kenya

The costs involved in registering a company vary depending on company type and complexity:

Name reservation fee: KES 150
Registration fee for private limited companies: KES 10,000–12,000
Public company registration: KES 20,000+
Business licenses and permits: Varies by county and sector
Professional advisory fees: Optional but highly recommended

Investing in professional guidance ensures your registration is compliant, timely, and audit-ready, minimizing risks of penalties or delays. Adamjee Auditors provides end-to-end support, including company secretarial services to streamline costs and compliance.

Frequently Asked Questions (FAQs)

How long does it take to register a company in Kenya?

Typically, 1–5 business days for private limited companies if all documentation is complete.

Can a foreigner register a company in Kenya?

Yes. Foreigners can register a company, but at least one director must be a Kenyan resident.

Do I need a professional accountant during registration?

While not mandatory, professional guidance ensures compliance with KRA, VAT, PAYE, and statutory filings. See Adamjee Auditors for expert support.

What is the minimum capital requirement?

There is no minimum capital for private companies, but paid-up share capital is required for public companies.

How Adamjee Auditors Simplifies Company Registration

Navigating company registration, tax compliance, and post-incorporation obligations can be complex. Adamjee Auditors provides:

End-to-end registration services including name search, incorporation, and post-registration filings.
Tax compliance guidance, ensuring VAT, PAYE, and corporate tax obligations are met.
Bookkeeping and payroll setup, reducing errors and audit risk.
CFO advisory and strategic planning, aligning company structure with business goals.

By partnering with a trusted advisor, your business benefits from speed, accuracy, and peace of mind. Learn more about our services and contact us to start your company registration journey today.

Get Expert Financial & Audit Guidance Today

Navigating Kenya’s financial and regulatory landscape can be complex. Don’t leave your company’s compliance to chance. Let our experts at Adamjee Auditors provide the clarity and support you need.

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Email: madamjee@adamjeeauditors.co.ke

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Email: info@adamjeeauditors.co.ke

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How to Register a Company in Kenya in 2025 | Step-by-Step Guide | Adamjee Auditors

How to Register a Company in Kenya in 2025: A Complete Step-by-Step Guide

Understanding Company Types in Kenya