Registering and running a company in Kenya: the basics

Company registration in Kenya is governed by the Companies Act, 2015, and is generally handled through the Business Registration Service (BRS), largely via the eCitizen platform.

What's generally involved in registration

Name reservation — checking and reserving your proposed company name.
Choosing a structure — most small and medium businesses register as a private limited company, though other structures exist depending on the business.
Memorandum and Articles of Association — the company's foundational governing documents.
Registering directors and shareholders, and the registered office address.
Obtaining a KRA PIN for the company, generally required to operate and to meet tax obligations.

Ongoing obligations after registration

Registering a company isn't a one-time event — directors generally take on ongoing responsibilities, including:

Annual returns — confirming the company's registered details are still accurate.
Tax compliance — including registering for the relevant tax obligations with the Kenya Revenue Authority and filing on time.
Keeping proper company records — registers of members, directors, and minutes of key decisions.
Director duties — under the Companies Act, directors generally owe duties to act in the company's best interests, avoid conflicts of interest, and exercise reasonable care — these aren't just formalities, and breaching them can carry personal consequences in some circumstances.

Shareholder agreements

Beyond the statutory minimum documents, a shareholder agreement — which isn't legally required but is strongly advisable once there's more than one owner — generally covers things the Companies Act doesn't specify in detail: how disputes between shareholders get resolved, what happens if one shareholder wants to exit, and how major decisions require agreement. Skipping this is one of the more common regrets founders have later, once a disagreement actually happens.

This is a general outline of the registration and compliance landscape, not advice on your specific business structure or obligations, which depend on your industry, size, and circumstances. An advocate can advise on the right structure and draft the documents your specific business actually needs.