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Kenya - Registering a Branch of a Foreign Company

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ProcedureEdit

How to Apply
Step 1: Create an eCitizen Account

  1. To create an eCitizen account online visit the eCitizen Portal. Click on "Create an account" in the top-right corner.
  2. Click on “Create an Account” under Foreign Residents. Enter your Foreigner Certificate number under the ID number then click on “Validate”.
  3. Specify your contact details: Type in a valid email, retype it again in the text box below and give out your mobile number.
  4. Set a password: Confirm it by keying in a second key similar to the first one.
  5. Accept terms and conditions: Tick the box just below your screen.
  6. Click on the “Continue” button to proceed with the account registration process.
  7. Verify the mobile number: Initiate the verification code SMS by pressing the button shown below as soon as you confirm the phone number is correct.
  8. Once you receive the one-time password digits, enter them in the text box shown and press the “Verify Code” button, to be able to access your eCitizen account.


Step 2: Apply and pay for the Branch Company Name Reservation

  1. Once logged in to the portal, proceed with the application by navigating to “Business Registration Service”, then click on the “Get-Service” button.
  2. Click on the “My Application” option this will navigate the applicant to the Business Registration Service page, click on “Apply Now” under the Foreign Company option.
  3. Under the Proposed Names section, the applicant is required to submit at least 3 unique names in order of priority, then click on “Save and Continue”.
  4. Proceed to make payment for the Name search and reservation where approved.
    • Proceed to pay the indicated name reservation fees of Ksh. 100 and Convenience Fee of Ksh. 50; Payment methods are through Mobile money banking. Payment instructions will pop up which will guide the user on how to pay.
  5. The eCitizen site does not notify applicants via email once the name has been approved. So, applicants will need to log back into their accounts on a daily basis to check if the approval has been granted (Name Reservation Letter/certificate) to proceed with the application process. The registrar will reserve the name for 30 days.


Step 3: Apply and issue the Branch Company Registration Certificates.

  1. Applicants should log in to their eCitizen account to complete the online application, the applicant ought to download the online forms - FC2, FC4, FC6, BOF1 and the statement of nominal capital and have them signed then upload them to the eCitizen system.
  2. To upload the required supporting documentation, for every requirement do the following;
    • Ensure all your files have different names
    • For large file(s), you can reduce the file size by compressing the file e.g. using a PDF COMPRESSOR.
    • Click on the Browse button. Go to where the document is saved, select it, and then click “Open”.
    • Once you have browsed and selected all the required Files, click on “Upload Files”
  3. Upon submission of the signed forms, required documents, and payment of the application fee of Ksh 7,450.00, the application undergoes review whereby the registrar checks whether the requirements have been met and whether the forms have been signed by the requisite parties.
  4. If satisfied, it is approved upon when the applicant will be able to download the certificate of incorporation, list of shareholders, and directors - CR 12 certificate via their eCitizen account. If the application is missing some requirements, it will be sent back for corrections.


Step 4: Obtain Taxpayer Registration

  1. The Company Director will be required to apply for a director’s KRA PIN via the iTax Portal.
  2. Click on the “Click Here” under the New PIN Registration, to proceed with the registration process as a “Non-Individual”, upon successful submission the applicant will receive a PIN acknowledgment receipt non-individual and an email notification.
  3. The applicant will then be required to submit the supporting documentation as listed below “Required Documents” of this page, to the Kenya Investment Authority (Investor Services Department - General Manager's) Office for evaluation and obtain an endorsement letter after processing and approval by the Authority which is usually within two working days.
  4. Applicant should then proceed with the process of obtaining a director’s PIN, by submitting the supporting documentation as listed under the “Required Documents” section of this page to the Kenya Investment Authority (Investor Services Department - General Manager's) Office for evaluation and obtain a PIN certificate.
  5. This is followed by applying and obtaining a company KRA PIN via the iTax Portal.


Step 5: Obtaining a Business Permit

  1. The application for a Business permit shall be made via the NCCG self-service portal
  2. Under the “Service” drop box select “Register new business” under the “Single Business Permit” extended menu.
  3. Register as a new user by clicking on the “Sign Up” option, and fill in all required registration details before clicking the “Create Account” button.
  4. Once logged in to the portal, proceed with the application process by filling all mandatory fields accurately, uploading all supporting documentation, and paying the permit fee via mobile money banking before submitting the application for processing. The business permit fee depends on the size of the business, location, number of employees, and type of business.
  5. The applicant will be issued with a payment invoice and a unified business permit.


Step 6: Register with the National Hospital Insurances Funds (NHIF)

  1. This is followed by registering with the National Hospital Insurances Funds (NHIF) scheme, by collecting or downloading the Application for Employers Registration Form NHIF 3
  2. Submit the completed form with its attachment as listed under the “Required Documents” section of this page, to the NHIF branch in the country and the various Huduma centers country-wide for processing, which is usually within two working days, upon approval applicants are issued an employer’s code.


Step 7: Social Security Registration

  1. This is followed by registering with the National Social Security Fund (NSSF) scheme, by collecting or downloading the Application for Employers Registration Form NSSF
  2. Submit the completed form with its attachment as listed under the “Required Documents” section of this page, to the NSSF branch in the country for processing, which is usually within two working days, upon approval applicants are issued a Certificate of Registration with the NSSF and Notification of employers registration.
  3. The time frame accumulatively for processing the application is usually between 7 -14 working days.



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Required DocumentsEdit

Create an eCitizen Account:

  • Foreigner or Alien Registration Certificate


Company Branch Registration Certificates:

  • Application for registration of a foreign company -FC2 (copy)
  • Notice of place of business- Form FC4 (copy)
  • Notice specifying opening hours of the company -Form FC6 (copy)
  • Certified certificate of incorporation (copy). Dully certified by a notary public from the county of origin
  • Certified Memorandum and articles of association (copy). Dully certified by a notary public from the county of origin
  • Passport (copy). For each foreign director and the local representative if foreign.
  • Passport photo (copy). For each foreign director and the authorized local representative
  • For local representatives of Kenyan
  • Appointment letter of local representative (copy)
  • Consent letter (copy)


Taxpayer Registration

  • Passport (copy)
  • Cover letter (original). It should be addressed to the Managing Director of Kenya Investment Authority requesting investor registration and foreign taxpayer pin facilitation.
  • Investment application form (original)
  • PIN acknowledgment receipt - non-resident (original)
  • Certificate of compliance (copy). For branches of foreign companies.
  • Signed memorandum of a company with share capital-CR2 (copy)
  • Proof of investment (copy). Proof of investment can be in form of a bank statement (Whether from a local bank or a foreign bank), Equipment and assets on site, or information of an Import declaration forms /receipts showing that the investor has already bought equipment /assets worth that amount or any other evidence that the amount to be invested is 100,000 USD.
  • Passport (copy). Displaying the current visa page.
  • Agent's current practicing certificate (copy). The agent can either be an advocate or an auditor.
  • Letter of authority (copy). For the designated representative of the branch - signed by the CEO or similar of the foreign company.


Obtain a director’s PIN

(General)

  • PIN acknowledgment receipt - non-resident (copy)
  • Passport (copy)


(For non-citizen investors residing in Kenya)

  • Letter of appointment (copy). Written by the applicant appointing a tax representative
  • Letter of introduction (copy). For a tax representative.
  • Proof of investment (original). This may be in the form of the project proposal, endorsement letter from Keninvest, or last tax return from the country of origin.
  • Certificate of compliance (copy). For branches of foreign companies
  • Endorsement letter (copy). From Kenya Investment Authority
  • List of shareholders and directors- CR 12 (copy)
  • Work permit (copy). Should also be endorsed on the investor's passport
  • Acknowledgment receipt for alien registration (original)
  • PIN certificate (copy). For a tax representative


(For non-citizen investors residing outside Kenya)

  • Letter of introduction (original). From a local agent
  • Proof of investment (copy). This may be in the form of a project proposal.
  • Certificate of compliance (copy). For branches of foreign companies.
  • List of shareholders and directors- CR 12 (copy)
  • Endorsement letter (copy). From Kenya Investment Authority
  • PIN certificate (an authentic copy) of the tax agent
  • Entry pass stamp (copy). Must be at least 3 latest entry stamps.
  • Latest Tax return (copy).For the applicant from the country of origin.


Company KRA PIN:

  • PIN certificate. For at least two directors
  • Certificate of compliance (copy)
  • Contact details
  • Passport


Obtain a Business Permit:

  • Certificate of incorporation (copy). For local companies OR
    • Certificate of compliance (copy).For branches of foreign companies. OR
    • Proposed business name
  • PIN certificate (copy). Of the applicant
  • Identity card (copy) OR Passport (copy)
  • Contact details


Social Security Registration


National Hospital Insurances Funds (NHIF) Registration



Office Locations & ContactsEdit

E- Citizen Protal
E- Citizen Link

Huduma Center
Huduma Ceneter Locations

EligibilityEdit

  • All legal Foreign companies/businesses are eligible to apply.



FeesEdit

The following fees are applicable:

  • KES 100-For name reservation
  • KES 6,800-For registration of a branch of a foreign company
  • KES 600-For list of directors and shareholders
  • KES 50-eCitizen convenience fee
  • KES 15,000-For business permit - Fee for a small workshop of up to 5 employees
  • KES 200-For business permit application fees



ValidityEdit

  • The company registration certificate validity is indefinite, as long as the company operates as per the governing law of operating a company in Kenya.



Documents to UseEdit

Please attach documents that can be used by people. e.g. links



Sample DocumentsEdit

Please attach sample completed documents that would help other people.



Processing TimeEdit

  • The time frame accumulatively for processing the application is usually between 7 -14 working days.



Related VideosEdit

Videos explaining the procedure or to fill the applications.
Attach videos using the following tag <&video type='website'>video ID|width|height<&/video&>
from external websites.
Please remove the '&' inside the tags during implementation.
Website = allocine, blip, dailymotion, facebook, gametrailers, googlevideo, html5, metacafe, myspace, revver,
sevenload, viddler, vimeo, youku, youtube
width = 560, height = 340, Video ID = Can be obtained from the URL of webpage where the video is displayed.
e.g In the following url 'http://www.youtube.com/watch?v=Y0US7oR_t3M' Video ID is 'Y0US7oR_t3M'.



InstructionsEdit

Please provide other instructions related to the certificate/documents.
e.g. The state office holds birth records since January 1908.


Required InformationEdit

  • Full names of the applicant
  • Contact details
  • At least 3 unique names, for the proposed company
  • Directors details
  • Financial details
  • TAX return details
  • KRA PIN
  • Type of company registration
  • Number of employers
  • Declaration by the applicant



Need for the DocumentEdit

  • It is a legal requirement for a foreign company that wishes to open a branch in Kenya to be registered and obtain a registration certificate for the legal Authority.
  • It is important to register a company that has:
    • It enhances your identity and adds credibility to your operation: Registering a business/make makes it easy for potential customers to identify you as a legitimate operation.
    • It attracts business/company and funding opportunities: To qualify for a business loan, you must have an official business registration. Investors are more likely to take you seriously if you’re asking for investment in a registered business.
    • It makes the business really for you and keeps you focused: Having a formal business will encourage you to dedicate your energy to it. You can be proud of the fact that you’re a business owner – it’s no longer just an idea or a hobby.
    • It establishes your company as a separate financial entity: When your business is registered, your personal and business finances will be treated as separate. This means that your personal assets cannot be seized to repay debts owed by your business and you cannot be held responsible for the debts – unless you have personally guaranteed them.
    • It protects you from personal liability: As a registered business, your company is now a separate legal entity. This means that any legal matters will be kept separate from your personal affairs.



Information which might helpEdit

Enter other information which might help.


Other uses of the Document/CertificateEdit

Please explain what are other uses for obtaining this document/certificate.
e.g. Birth Certificate can be used as proof of identity.



External LinksEdit

Companies Act 2015
Income Tax Act
Investment Promotion Act 2004
NSSF Regulations
NHIF ACT
Nairobi City County Finance Act 2013


OthersEdit

More information which might help people.



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