Navigating the Path to Success: A Step-by-Step Guide to Registering Your Company in Tanzania”

Here we will show you step by step on how to register a campanies in Tanzania.

Are you excited to start company as your business entity in Tanzania? Here is guide which you are going impart knowledge in plain language and hope you can start company after reading this article.

What is Company?

A company as provided under Section 2 of The Companies Act[1] a company” means a company formed and registered under this Act or an existing company.

Therefore, a company is a group of persons who have come together or who have contributed money for some common purpose and who have incorporated themselves into a distinct legal

entity in the form of a company for that purpose. Such as X, Y and Z may have same purpose to certain business or service may form a company and in Tanzania minimum members is two persons.

Therefore, let us take you through on procedure of forming a company in Tanzania which sheria.com will elaborate from pre-registration stage, registration stage and post registration. Registration of company in Tanzania is regulated by business regulatory and licensing agency (BRELA). This agency established online system of registering a company in Tanzania which is known as ONLINE REGISTRATION SYSTEM (ORS).

Section 3 of the companies Act[2], any two or more persons, associated for any lawful purpose may, by subscribing their names to a memorandum of association and otherwise complying with the requirements of this Act in respect of registration, form an incorporated company, with or without limited liability

Brela Pre-registration procedure for registering a company in Tanzania.

Before registering online members wish to register a company in Tanzania should have the following: –

  1. National identification card from NIDA. This will b used in accessing online registration system in order to proceed with other steps electronically. All prospecting directors will have this from NIDA.
  2.  A statement in prescribed form containing the names and address of the persons being the first directors and secretary of the company
  3. Tax identification number issued by Tanzania revenue authority.
  4. Prepared duly signed memorandum and article of associations (MEMARTS)
  5. Directors, company secretary and shareholders they must present their physical address.
  6. A statement about registered office place of business of company, include streets, box, plot and so on.
  7. Identifying a name of prospective company.
  8. A statutory declaration, in pursuant to section 16(2) of The Companies Act[3]  by the advocate of the High Court or by the person named in the articles as a Director or the company secretary declaring that the requirements of the Act have been complied with, and the registrar may accept such declaration as sufficient evidence of compliance.

Registration stage procedures through Brela.

Once you have all issues sorted out in pre-registration stage, now let us register company. However, registering company in ORS have two steps which are registering company /business name and reservation as well registering company stage. Let us guide you first in registering name as follows: –

Brela Procedure of registering business or company name in Tanzania.

  1. visit www.brela.go.tz or ors.brela.go.tz
  2. create account by using your Nida No.
  3. select type of service.
  4. select business name.
  5. fill business detail in consolidated form online.
  6. System will generate a control number and you will pay 20000 Tanzania shillings as fees and then you will wait for name reservation which normally takes two weeks up thirty days or below it depends.

N.B Private limited company must contain the word limited at the end of its name. for example, sheriazetu company limited. A company must have name as provided by section 30 of The Companies Act.[4]

Procedures for registering a company in Tanzania Through Brela.

After registering a company name, now you are going to register the company in simplest manner as we going to elaborate in few seconds below as follows; –

  1. visit www.brela.go.tz or ors.brela.go.tz
  2. login into account created when you register company name
  3. select types of service
  4. select registering company.
  5. Fill in all prospective company particulars into ORS such as share structures, company objectives, company, first secretary and directors and shareholders information.
  6. Uploading the scanned documents into ORS, it is done after completing filling particulars in the system (you will fill form no 14A from the companies form) together with memorandum of association and article of association.
  7. after uploading system will generate control number for fee payment.
  8. Downloading printout certificate of incorporation.

Post registration of companies in Tanzania.

Just assume you have a company now and  you have got certificate of incorporation from registrar, now you must obtain and adhere the following; –

  1. You mut obtain tax clearance certificate
  2. You must obtain tin number
  3. You must have vat if capital is more than 100 million..
  4. Updating annual return
  5. Paying revenues

How to register foreign company in Tanzania?

What is foreign company?

According to s. 433(1) of the Companies Act[5] a foreign company means a company incorporated outside Tanzania which after the appointed day, established a place of business within Tanzania and companied incorporated outside Tanzania, which have before the appointed day, established a place of business within Tanzania and continue to have a place of business in Tanzania on and after the appointed day.

Pre-registration stages for registering a foreign company in Tanzania?

According to section 434 of The Companies Act[6], Foreign companies which, after the appointed day, establish a place of business in Tanzania shall, within thirty days of the establishment of the place of business deliver to the Registrar for registration the following documents:

  1. Certified copy of the charter, statutes or memorandum and articles of the company or other instrument constituting or defining the constitution of the company, and, if the instrument is not written in the English language, a certified translation thereof,
  • A list of the Directors and Secretary of the company containing the following particulars; his present name and surname and any former name or surname, his usual address, his nationality and his business occupation, if any; Provided that, where all the partners in a firm are joint secretaries of the company, the name and principal office of the firm may be stated instead of the particulars mentioned.
  • Statement of all subsisting charges created by the company, being charges of the kinds set out in section 99 and not being charges comprising solely property situate outside Tanzania;
  • The names and addresses of one or more person’s resident in Tanzania authorized: to accept on behalf of the company service of process and any notices required to be served on the company, and to represent the company as its permanent representative for the place of business, including a statement as to the extent of the authority of the permanent representative, including whether he is authorized to act alone or jointly.
  •  The full address of the registered or principal office of the company, and the full address of the place of business in Tanzania.
  •  a statutory declaration made by a director or Secretary of the company stating the date on which the company’s place of business on Tanzania was established, the business that is to be carried on and, if different from the registered name of the company, the name under which that business is to be carried on.
  • a copy of the most recent accounts and related reports of the company including, where such are not in English, a translation of the same.

Stages or procedures of registering foreign company in Tanzania.

  1. visit www.brela.go.tz or ors.brela.go.tz
  2. login into account created when you register company name
  3. select types of service
  4. select registering company.
  5. Select foreign company
  6. Fill in all prospective company particulars into ORS such as share structures, company objectives, company, first secretary and directors and shareholders information.
  7. Uploading the scanned documents into ORS, it is done after completing filling particulars in the system (you will fill form no 434A from the companies form) together with memorandum of association and article of association.
  8. after uploading system will generate control number for fee payment.
  9. Downloading printout certificate of incorporation.

What are steps involved in forming new company?

Steps involved are those which elaborated above especially pre-registration and registration steps as well as post registration steps as elaborated earlier in this article.

How long it takes to open or registering a company in Tanzania?

This matter it depends on number of applications which needed to be sorted out by BRELA but usually it takes from 7 days up to 30 days.

How many directors does private company Tanzania have?

The minimum number of directors in a company is at least two directors this is according to section 186 of The Companies Act.

How much does it cost to register company in Tanzania?

The coast of registering company in Tanzania is not static its dynamic according to the capital of company and nature of the company (local or foreign). However, in Tanzania charges a low fee in registering companies comparing with other east Africa countries.

Can Single person form company in Tanzania?

The answer is NO. according to the companies act a company shall be established with minimum of two members in Tanzania. Therefore, single person cannot form company in Tanzania.

Who can be member of a company?

Anyone with sound mind and attain age of majority that eighteen years old since its contract so criteria of law contract apply in here.

What is different between private and public company in Tanzania?

Private company is a company in which member to a company is liable to pay only the uncalled money due on shares held by him when called upon to pay and nothing more, even if liabilities of the company far exceed its assets or the amount, he guaranteed to contribute to the company’s asset at the time of winding up. Therefore, have the following characteristics; –

Basic characteristics of private companies in Tanzania

  1. Restricted membership. Section 27(1) (b) of the companies Act, limits the number of its members to fifty. In determining this number of 50, employee-members and ex-employee members are not to be considered.
  2. Restricts the right of members to transfer its shares S. 27(1) (a) of the companies Act.
  3.  Prohibits any invitation to the public to subscribe to any shares in or the debentures of the company. S. 27(1) (c) of The Companies Act, 2002
  4. creates an offence for a private company which is not a private company limited by guarantee and not having a share capital to offer to the public (whether for cash or otherwise) any shares in or debentures of a company.
  5. d. it requires a minimum of one director to operate S. 140 (1) & (2) The companies Act.

Public Company means a company, which is not a private company. Under the Companies Act a public company is the company limited by shares or guarantee and having a share capital, being a company the memorandum of which states that it is to be a public company.

Basic Characteristics of public company in Tanzania.

  1. The general public is allowed to subscribe for membership on fulfilling of few general conditions.
  2.  Minimum number of Directors is 2. Section 187 of The Companies Act
  3. It cannot commence business unless comply with the provision of S. 114of The companies Act.
  4.  The memorandum of public company shall state that it is a public company
  5. Transfer of shares is free

How many shareholders can private company have in Tanzania?

There must be At least one shareholder and not exceed 50 shareholders.

What are features of registered company in Tanzania?

The features or characteristics of registered company include: – place of business, name of directors, shareholders, certificate of incorporations, memart,

What are documents required in Registering a company in Tanzania.

Documents required are the following:

  1. Article of association
  2. memorandum of association.

Disclaimer.

This publication has been prepared for general guidance on matters of interest only, and does not constitute professional advice. You should not act upon the information contained in this publication without obtaining specific professional advice. 


[1] Act No 12 of 2002 as amended

[2] Ibid

[3] Act no 12 of 2002 as amended

[4] Act No 12 of 2002 as amended

[5] Act no 12 of 2002 as amended

[6] Ibid