Opening a Branch/Liaison Office in Kenya by a foreign company or foundation

Opening a Foreign Branch/Liaison Office in Kenya 

A Foreign company/corporation or foundation (charitable company) can establish a place of business in Kenya by registering a branch/liaison office, or otherwise incorporating a wholly owned subsidiary company altogether.

 It should be noted that, unlike a locally incorporated subsidiary company, a branch/liaison office registered in Kenya registered by a foreign company is not a resident person for purposes of income tax. 

The registration of branch/liaison office is provided for under Part X of the Kenyan Companies Act.   Under Part X aforesaid, both trading and non-trading companies and charitable foundations can register branch /liaison office in Kenya by filing their incorporation documents and requisite statutory forms with the registrar of companies. 

A branch/liaison office must be registered within 30 days of establishment of operations in Kenya.

The documents and statutory forms required to be filed with the registrar of companies in order to register a liaison/branch office include:-

1.  the Memorandum and Articles of Association of the company or other constitutive documents of the company duly certified as true copies by a notary public;
2.  the certificate of incorporation or registration of the company.     if the documents in (a) and (b) are not in English Language, these should be accompanied by the translated copies thereof in English duly certified by a notary public;
3.  the  physical and postal addresses of the foreign company or corporation;
4. the full names, addresses, nationalities and occupations of each of the directors of the foreign company or corporation and as well as the company's secretary;
5.  the name of at least one or more person resident in Kenya and who are authorized to accept service of process or court papers on behalf of the foreign entity;
6.  a confirmation that the foreign company has not registered or created any charge or encumbrance in Kenya.

The incorporation of the local subsidiary or registration of a branch office will normally take about 1-2 weeks after the receipt of formal instructions and requisite documents and information stated above.

 

The costs associated thereof and other related legal matters can be advised upon request.

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