Company Registrations in Zimbabwe

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COMPANY REGISTRATIONS IN ZIMBABWE.

What is a company?

A company is basically a legal entity formed by a group of individuals to engage in and operate a
business—commercial or industrial—enterprise. In Zimbabwe you can register as a Public Business
Corporation (PBC) or Private Limited Company (Pvt Ltd) or Public Limited Company.

Why do you need to register a company?

1. Most procurement polices require organisations to do business with entities which are
registered, which have proper paperwork and which pay taxes.
2. It limits the risk of doing business.
3. It is a separate legal entity or “person” therefore it can accrue its own debts, trade in its own
name and it limits individual liability to the amount of shares one has in a company.
4. A company can virtually trade anywhere.
5. You can have access to wider capital or skills base.
6. It has perpetual existence.

What is a Private limited company?

This kind of company can have from 2 to 50 directors. It is suitable for small to large companies and
international companies. This company has all the advantages listed above and liability is limited to
the amount of shares one has. It can also own shares in other companies except a PBC. It is regarded
as a juristic person therefore it can do almost everything a natural person can do. It is however more
complicated and expensive in the sense that it must be audited annually, the company must file annual
returns and it can be deregistered for not doing so in 2 years.

What are the requirements for registering a Private Limited Company?

1. You will need a Z$150 budget for all the fees that are paid to the company registry.
2. There is need to supply full names, ID numbers, addresses of directors or shareholders.
3. Have up to 5 proposed company names which are not similar to any registered company.
4. Have the main object of your company
5. The issued share capital and the number of shares issued to each shareholder.
6. The signature of each shareholder of the Private Limited Company is needed on the
Memorandum & Articles of Association, and 1 Director or company secretary must sign the
CR6 and CR14.
7. Physical and postal address of the business.
8. Specific forms are prepared when one wants to set up a PLC. These are the CR6, CR14,
Memorandum and Articles of Association.
9. The process will normally take one a week to complete.

What is a Public Business Corporation (PBC)?

This is a company which has 1 – 20 members. It is suitable for sole proprietorships or small companies
and start-ups however another company cannot hold shares in a PBC. It has very few legal
requirements to set up and takes very little time and money to set it up. It has all the features of a
Private limited company and it has no limit in the number of employees it can have. The advantage it
has over Private Limited Companies is that it is cheaper to set up and operate. There is no need for
audits or paying and filling annual returns. Meetings are not compulsory.
What are the requirements for registering a Private Business Corporation (PBC)?

1. The process will usually take a week to complete and you will need Z$25 to pay to the
companies registry.
2. Chose 1 to 4 proposed names for your Private Business Corporation, once you do the name
search and the name is reserved, you will need to register the company within 30 days.
3. You lodge PBC1 form with the reserved name together with PBC2, which is a statement of
Incorporation.
4. The forms requires the following details;
a. Name of PBC
b. Names of members of PBC
c. Percentage contribution of members.
d. Name of Accounting officer who has to sign the form PBC2.
e. Certified copies of Accounting officer’s qualifications.
f. Business address.
g. State the main object of the PBC.

Can one upgrade a PBC to a PLC?

Yes, it is possible to upgrade using the same name.

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