Non-profit organizations are registered either under the Company Act, 2015 through the Business Registration Service (BRS) and is overseen by the Company Act and other governing laws or under the Public Benefits Organisations Act and is overseen by the NGO Coordination Board.
To register under the Company Act through the BRS as a company limited by guarantee is the most preferred way as it is efficient, less costly and has less requirements in terms of process and procedure.
A. Procedure for Registration under Company Limited by Guarantee.
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- Name and Reservation.
- Identify name of the foundation, the BRS requires one to propose 3 names of the foundation in order of preference.
- Conduct a Name Search on the BRS to Ensure the proposed name for the non-profit is unique and not already registered by another entity.
- Do a Name Reservation, which the name is reserved for less than 30 days
- The name is letter approved and after which one should proceed with the registration process.
- Draft the Memorandum and Articles of Association
- It’s important to have MEMATs which clearly state that that the company is limited by guarantee.
- It should also outline the objectives of the non-profit, which should be charitable, educational, scientific, or related to other non-profit purposes.
- Specify the individuals or entities who guarantee to contribute a nominal amount towards the assets of the company in the event of its winding up.
- The Articles of Association which are the rules governing the internal management of the company, including the appointment of directors, the holding of meetings, and the distribution of assets upon dissolution.
- Special Clauses, include clauses that prohibit the distribution of profits to members and specify that all assets and income are to be applied solely towards the promotion of the company’s objectives.
- Incorporation Documents
- Form CR1 Application for Registration), the primary application form for registering the company. Includes the company’s name, registered office, objectives, and details of the directors and guarantors.
- Form CR2(Memorandum of Guarantee), to formally declare the guarantee by the members, specifying the amount they will contribute in the event of winding up.
- Form CR8(Notice of Registered Office), declares the physical address of the company’s registered office, which must be within Kenya.
- Form CR7(Notice of Appointment of Directors and Company Secretary), Provides details of the initial directors and the company secretary.
- Name and Reservation.
Directors to provide;
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- ID Number/ Passport Number
- KRA PIN;
- recent colour photo;
- Residential address – must include road, estate, and house number;
- Phone number;
- email address; and
- Postal address.
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- The forms in 3 above will be filled and signed and uploaded together with the Articles of Association
- Vetting of the documents submitted and the director details by National Intelligence Service- this takes place within 21 days.
- If vetting is successful, the BRS system will provide a CR3 signed by NIS, and thereafter we shall provide the statement of guarantee.
- Once we provide the statement of guarantee, BRS will complete the process and issue the certificate of incorporation
B. Certificate of Incorporation
Certificate is Issued within 45-60 days, indicating that the non-profit is officially registered as a Company Limited by Guarantee together with the registration number.
C. Post-Incorporation Compliance -We Can Assist The Company To;
- Register for a PIN, for tax purposes, then subsequently apply for tax-exempt status later.
- Apply for Tax Exemption(if applicable):
- Open a Bank Account
- Annual Returns
- Financial Audits
We are happy to undertake this assignment for you and shall endeavor to be deliver to the best of our ability with efficiency and integrity.
Email: info@pkwegaadvocates.co.ke
Call or Whatsapp – 0732575066
Bonface Otieno asol says:
Can you lead me further on how to form a foundation am interested more on this
Bon Asol foundation
+254728788365
Kipngenk Chepkwony Symon says:
Requied amount for registering a community foundation
Angie says:
Your website is easy to navigate through and the blogs are informative, educative and simple to comprehend content for daily legal use for any common man in the street. I highly recommend this business.
Fredrick Ayuka says:
Evening and thanks for the good work. Can board members of the trust become the CEOs, Secretary and Treasurer of the trust or should they find independent people?
Nderitu Karemeri says:
Hello I need to know the cost of registering foundation and how long will it take to get the certificate
pkwegaadvocates says:
Thank you for reaching out to us, Nderitu. We’ve received your inquiry and we’re here to help.
For faster assistance, please contact us directly through; Phone: +254 732 575 066 / +254 740 172 268 Email: info@pkwegaadvocates.co.ke
Our team will be happy to guide you and provide the necessary support.
Iren Drezmo says:
what if a NGO is registered outside Kenya and now want to be registered here in kenya, do we need to change the name or what the process?
pkwegaadvocates says:
Thank you for reaching out to us, Iren. We’ve received your inquiry and we’re here to help.
For faster assistance, please contact us directly through; Phone: +254 732 575 066 / +254 740 172 268 Email: info@pkwegaadvocates.co.ke
Our team will be happy to guide you and provide the necessary support.