In Zimbabwe, company registrations are done at the Department of Deeds, Companies and Intellectual Property (DCIP) and it takes about two weeks to complete the process. DCIP has two offices, one in Harare and another in Bulawayo. The process is still manual although in 2015 an e-government portal https://zimeservices.pfms.gov.zw was launched to assist with among other things online company registrations, the thing doesn’t bloody work! I tried to create an account, got the confirmation SMS and but it keeps timing out when I try to log-on and have never been as far as the dashboard.

Step by Step Process

The first stage is to come up with a name for your intended company. The name you choose must not infringe an existing company’s name or copyrighted brand and must not mislead the public or be indecent. Generally speaking, the Registrar of Companies no longer allows registration of company names of abbreviations such as JFK (Private) Limited unless there is a strong reason why the applicant feels that name is right for their intended business.

There are two kinds of companies that the Registrar of Companies can incorporate:

  • Private Business Corporation (PBC)
  • Private Limited Company (PLC)

The differences between these two are explained in detail in this article: Difference between Private Limited Company and Private Business Corporation.

Private Business Corporation (PBC)

Name search for a PBC is done through a PBC 1 form which gives the applicant options to nominate four names. After approval, a PBC 2 form is filled and submitted with details of the members of the corporation. Each member should give details of their names, ID numbers, addresses and contribution they are making to the company. The total percentage contribution for all members must come up to 100%. The members are by de-facto the shareholders and directors of the company at the same time. Up to a maximum of twenty members are allowed with a minimum of one member, meaning sole traders can protect themselves by operating through a PBC.

Private Limited Company (PLC)

A name search is done by filling out a CR21 form in duplicates and submitting it to the DCIP offices. The CR21 form gives you the opportunity to put down up to 7 names of your liking and give reasons why you have applied for these names. After your name has been approved, the Registrar will issue you with a CV4 form highlighting which name has been approved. Legally speaking, an approved name is reserved for you for up to 2 months although in reality this can be forever as the internal systems at the Registrar’s office are quite weak.

Once your name has been approved, you then select your Directors and prepare your CR14 which lists Directors (names, addresses and ID number) of the business, CR6 which lists your business address and signed Memorandum and Articles of Incorporation. These are submitted to the Registrar together with the CV4 and the registrar will process these and issue a Certificate of Incorporation with the date of registration and company number.

With the full set of documents, you can now then start operating your business using the approved company name, open a bank account and register with the Zimbabwe Revenue Authority (ZIMRA). Annual returns are required to be submitted every 12 months after date of registration. These returns advise the Registrar of any changes that have occurred in the company during the year and act as a reaffirmation that the company is still activity trading. Subject to annual returns, the CR14, CR6 or any document of the company can be changed anytime by advising the Registrar of the changes through submitting new forms and new certificates will be issued to reflect the changes needed.

If you need more information on company formation or assistance with company registration please get in touch with Tanaka on landline 08677 130 017, cell 0732 469 712 or email tanaka@smezim.com