Sure Tips on How to Register a Business or Company in Zambia

Register a Business or Company in Zambia

Following are the steps that are involved in registering a business or company in Zambia. Patent and Companies Registration Agency (PACRA) is the authority that is responsible for registering a company in Zambia.

Apply Online

Step 1 Name search, clearance and reservation.

1. Access the patent and companies registration agency online portal to start the registration process – LOGIN PAGE
2. Register as an online user account and Login
3. Submit up to three proposed names for the business/company for clearance. A maximum of three names can be proposed. The names will be considered in the order of listing. If the first choice is turned down the second or third name may be considered. Name clearance guidelines are as follows: The following names are not allowed:
   -a name that is too long and difficult to pronounce;
   -a name that suggest that the applicant enjoys the patronage of the President;
   -a name that is confusingly similar to what already exists or the same as a well-known name;
   -offensive or undesirable names. This means that a name should not be in form of an insult as this is against public policy;
   -deceptive or misleading names; Use of the word Zambia as a prefix
4. Pay using the instructions given
5. Receive and print out acceptance
6. After your business name has been accepted you are to apply for reservation of the business name

Step 2 Business / Company registrations using new business name

1. Visit the One Stop Shop for business registration on Lusaka’s Cairo road Kwacha House to finish your business registration.
   Here you will apply for :
   -Tax registration (ZRA),
   -Registration as an employer (NAPSA)
   -MSE registration (ZDA)(MSE registration is for micro and small businesses and is optional)
2. There it will only take you 24 hours to register your business.

Apply In-Person

Step 1: Name clearance and reservation at PACRA

1. Approach the PACRA offices to begin the application process. You should start by making an application for approval of a name in writing and address it to PACRA on a name clearance form.
2. Forms can be downloaded from www.pacra.org ; name clearance can be processed from any nearest PACRA office or on the website [email protected]
3. A maximum of three names can be proposed. The names will be considered in the order of listing. If the first choice is turned down the second or third name may be considered. Name clearance guidelines are as follows: The following names are not allowed:
   1. a name that is too long and difficult to pronounce;
   2. a name that suggest that the applicant enjoys the patronage of the President;
   3. a name that is confusingly similar to what already exists or the same as a well-known name;
   4. offensive or undesirable names. This means that a name should not be in form of an insult as this is against public policy;
   5. deceptive or misleading names; Use of the word Zambia as a prefix
4. Once the name is accepted, it is automatically reserved for a period of 30 days. After 30 days the name clearance expires.
5. FEES charged for the process:
   1. Business Name or Local Companies– K83
   2. Foreign Companies– K166

Step 2: Business / Company registrations using new business name at the PACRA Offices

A. Registering a business:

1. Visit the One Stop Shop for business registration on Lusaka’s Cairo road Kwacha House to finish your business registration. #Here you will apply for
   -tax registration (ZRA),
   -registration as an employer (NAPSA)
   -MSE registration (ZDA)(MSE registration is for micro and small businesses and is optional)
2. There it will only take you 24 hours to register your business.

B. Company registration

1. The applicant has to approach the PACRA office where they should be able to help you with the request. Following are the forms that have to be completed.
   i. Companies Form 2 – Application for incorporation of a Private Limited by shares,
   ii. Companies Form 5 – Consent to act as Director/Secretary
   iii. Companies Form 11 – Declaration of Compliance(Form 11 must be commissioned)
   iv. Standard Articles.
   The forms may be lodged with articles. The process is completed within 24 Hours.
2. The Pre-requisite for registering a company are
   i. Name Clearance – K83
   ii. At least two (2) or more directors:
   iii. 4 Copies of the Articles of Association
   iv. Minimum nominal capital amount – K15,000
3. You should be prepared to pay the following FEES for the process:
   Registration Fee – 2.5% of the capital plus K332. (The higher the nominal capital, the higher the registration fee.)
4. Upon receiving your signed Certificate of Registration after 24 hours from the PACRA desk, you should fill in the “ONE STOP SHOP REGISTRATION FORM” to apply for tax registration (ZRA), registration as an employer (NAPSA) and MSE registration (ZDA). MSE registration is for micro and small businesses and is optional.
5. Submit the application at the ZRA and NAPSA desks and collect your registration confirmation immediately.

C. Registering a Private Limited Company

1. The applicant has to approach the PACRA office where they should be able to help you with the request. There they are required to present your payment receipt and filled application forms to the supervisor at the PACRA desk for approval.
2. Following are the forms that have to be completed and will be availed at the PACRA offices.
   i. Companies Form 3 – Application for incorporation of a Private Limited by guarantee
   ii. Companies Form 5 – Consent to act as Director/Secretary
   iii. Companies Form 11 – Declaration of Compliance
   iv. Standard Articles for Limited by Guarantee
   Form 11 must be commissioned. The forms mentioned may be lodged with articles for a Limited by guarantee.
3. The prerequisite for registering a private company
   i. Name Clearance – K83
   ii. At least two (2) or more directors:
   iii. Company Secretary
   iv. 4 Copies of the Articles of Association
   v. Minimum nominal capital amount – K15,000
4. The filing fee is K750 and the process is completed within 24 Hours.
5. Upon receiving your signed Certificate of Registration after 24 hours from the PACRA desk, you should fill in the “ONE STOP SHOP REGISTRATION FORM” to apply for tax registration (ZRA), registration as an employer (NAPSA) and MSE registration (ZDA). MSE registration is for micro and small businesses and is optional.
6. Submit the application at the ZRA and NAPSA desks and collect your registration confirmation immediately.

 

Required Documents

• Duly completed forms:
  • Business Form III – Application for Business Name Registration
  • Name Clearance Form
  • Companies Form 2 – Application for incorporation of a Private Limited by shares
  • Companies Form 3 – Application for incorporation of a Private Limited by guarantee
  • Companies Form 5 – Consent to act as Director/Secretary
  • Companies Form 11 – Declaration of Compliance
  • Standard Articles.
  • Standard Articles for Limited by Guarantee
• Proof payment receipts.
• Proof of identification document(s)

Office Locations & Contacts[edit]

Patents and Companies Registration Agency (PACRA)
Head Office
Plot No. 8471
PACRA House,
Haile Selassie Avenue,
Longacres,
P.O. Box 32020, Lusaka, Zambia
Telephone: (+260) 211 255151, 255127
Telephone: (+260) 255426
E-mail: [email protected]
Website

 

Eligibility

• Age – 18 years and above
• An undischarged bankrupt under Zambian Laws( in-case of registering a company);
• Of Sound Mind

Fees

• Name Clearance Fees:
  • i. Business Name or Local Companies– K83
  • ii. Foreign Companies– K166
• Company Registering Fees:
  • i. 2.5% of the capital plus K332.
  • ii. A filing fee of K750 for filling private limited company

Validity

• Name clearance: 30 days
• Registration certificate is valid until the business/ company is wound up.

Documents to Use

1. Form III – Application for Business Name Registration
2. Name Clearance Form
3. Companies Form 2 – Application for incorporation of a Private Limited by shares
4. Companies Form 5 – Consent to act as Director/Secretary
5. Companies Form 11 – Declaration of Compliance
6. Standard Articles
7. Companies Form 3 – Application for incorporation of a Private Limited by guarantee
8. Companies Form 5 – Consent to act as Director/Secretary
9. Standard Articles for Limited by Guarantee

Sample Documents

Please attach sample completed documents that would help other people.

Processing Time

• Name clearance: 30 days
• Registering business/ company 2 takes 4 Hours.

Required Information

• Proposed Business name for name search reservation.
• The nature of Business. One activity the business shall undertake.
• Names of the Proprietor/s in Full.
• Postal address for the Business Name.
• Proposed Physical address of the Business.
• Copy of ID or Passport of the Proprietor or Partners.
• Passport photo of the Proprietor/s.
• Tax information of of the Proprietor/s or partner/s.

Need for the Document

• Proposed Business name for name search reservation.
• The nature of Business. One activity the business shall undertake.
• Names of the Proprietor/s in Full.
• Postal address for the Business Name.
• Proposed Physical address of the Business.
• Copy of ID or Passport of the Proprietor or Partners.
• Passport photo of the Proprietor/s.
• Tax information of of the Proprietor/s or partner/s.

Information which might help

After registration one should take the following steps so as to be able do business in Zambia legally

1. Register For Corporate Tax
   To register for corporate tax the applicant has to contact the Zambia Revenue Authority, where he/she should be able to register for corporate tax.
2. Register for Social Security
   To register for social security the applicant has to contact the National Pension Scheme Authority. To register with the National Pension Scheme Authority, the Employer must file an Employer registration form and attach a copy of the company’s certificate of incorporation. The Employees must complete a membership registration form and attach copies of their National Registration Cards.
3. Pay Business Levy
   All Businesses are required to pay a business levy to commence business activities to the city council.
4. Register for VAT
   The VAT registration is required when annual turnover threshold is ZMK 800,000. To obtain a VAT tax number at the Zambia Revenue Authority (ZRA), promoters must file the certificate of incorporation.

Other uses of the Document/Certificate[

• The registration is a requisite document when opening business banks account and loan application.
• The document is required so as to apply for tax registration (ZRA), registration as an employer (NAPSA) and MSE registration (ZDA). MSE registration is for micro and small businesses and is optional.