How To Register a Company in Zimbabwe

Are you a Zimbabwean? Have you got a dream to be self-employed or owned your own establishment(s)? Do you have an idea of what it takes to fully Register for your Company in Zimbabwe? Well, having your dream business registered is as simple as a click, all that you need is the required information to get started.

In this article, we have carefully outlined the steps involved in making that a success.

Typically, there are two types of companies that can be registered in Zimbabwe, the PBC or the PLC. Let’s take you through the steps and make you understand them.

Private Business Corporation(PBC)

There are several benefits of Private Business Corporation (PBC) but the most important is the limited liability protection which is provided to the owners; meaning in the event of difficulties, their finances are protected.

Key Features of Private Business Corporations

It is a separate legal entity.
Audited financial statements are not required.
It can become a shareholder in other companies.
The shareholders or owners are called members.
All members of a PBC may take part in the management.
Meetings are not compulsory and can be held on an ad hoc basis.
The members/ shareholders/ owners are not personally liable for the debts.
The legal procedures for registration and administration are kept relatively simple.

Members of Private Business Corporations (PBC)

Members are the registered “owners” and are listed as part of the registration process.
Any changes in respect of the members must be notified to the Department of Companies and Intellectual Property (DCIP).
NoNon-Zimbabweansay be members, provided they have at least one Zimbabwean as a
member.
It may have a minimum of one member and a maximum of 20 members. However t, here are no limitations with respect to the number of employees in a Private Business Corporation.
If a member is under 21, the registration document must be signed by a parent or guardian on their behalf.

Advantages of a PBC (Private Business Corporation)

Easy and cheaper to establish and to operate.
The life of the Private Business Corporation is perpetual.
Members have limited liability.
Transfer of ownership is easy.
Fewer legal requirements.
No need for audits.
Allows one to register as a sole trader.
It does not pay annual returns at the Registrar of Companies.

HOW TO REGISTER FOR PRIVATE BUSINESS CORPORATION (PBC) IN ZIMBABWE

Follow the steps below:

Visit: https://www.companyregistrations.co.zw/apply-pbc
Fill the company details in the fields provided without making mistakes.
Enter the details of the shareholders/directors
Included ZIMRA Registration & Tax Clearance(Optional)
Fill additional directors, shareholders, or general comments.
Enter verification digit.
Submit

Private Liability Company

A Private Limited Company has certain advantages and disadvantages. Depending on your particular situation or circumstances. Below are the features of PLC

Key Features of Private Limited Companies

A Private Limited Company (PLC) is a legal entity.
Audited financial statements are required for Private Limited Companies.
Meetings are compulsory and are held as general or extraordinary general meetings.
Private Limited Companies (PLCs) can become shareholders in other companies.
The shareholders or owners of a Private Limited Company are called members.
The members/ owners or shareholders of a PLC are not personally liable for the debts of a Private Limited Company.

Types of Private Limited Companies

The Companies Act (Chapter 24:03) allows for the registration of 5 different types of companies namely:

Private companies (the most common type).
Public companies (those listed on the Zimbabwe Stock exchange).
Companies limited by guarantee(mostly used for Non-Profit companies, this form of the company does not have shares).
Co-operative companies (formed with the purpose of providing service to its members).
Foreign companies (mostly used for a company registered outside Zimbabwe that wants to trade in Zimbabwe)

A PLC can be converted to a Private Business Corporation.

Possible scenarios where this might be desirable could be:

A Private Limited Company may desire the simple regulatory requirements of a PBC
A Private Limited Company may no longer want to pay annual returns.
A Private Limited Company may now want to trade as a sole trader.

Members of a Private Limited Company (PLC)

The members of a Private Limited Company (PLC) are the registered owners or shareholders of the company and are listed in the Memorandum and Articles of Association.
Any changes in respect of the members of the Private Limited Company (PLC) must be notified to the Department of Companies & Intellectual Property (DCIP).
Non-Zimbabweans may be members of a Private Limited Company (PLC), provided that they have at least one resident Zimbabwean as a director.
A Private Limited Company can have a minimum of one (1) member and a maximum of fifty (50) members. However, there are no limitations with respect to the number of employees in a Private Limited Company.
If a member of a Private Limited Company (PLC) is under 18, the registration document must be signed by a parent or guardian on their behalf.

Directors of a Private Limited Company (PLC)

The directors of a Private Limited Company (PLC) are different from the members/ owners or shareholders of the company and are listed on the CR14.
The minimum required a number of directors for a Private Limited Company is two (2)

HOW TO REGISTER FOR PRIVATE LIMITED COMPANY (PLC) IN ZIMBABWE

Follow the steps below: