Business Formation

Check the company name for uniqueness

Agency: Patent and Companies Registration Agency (PACRA)

Name clearance is a process of checking for the availability of a proposed company or business name. It is done to ensure that the proposed name does not exist or is not confusingly similar or misleading to the public.

An application for approval of a name can be made in writing or on a name clearance form (Companies Form 1 – Application for name clearance). The name clearance and reservation can be done at the Patent And Companies Registration Agency (PACRA) and also online on PACRA’s website.

Time and cost: Less than 1 day (online procedure), ZMW 90 for name search and clearance, ZMW 200 for name reservation

Have a Commissioner of Oaths sign Companies Form 11 (Declaration of Compliance)

Agency: Commissioner of Oaths

Section 9 of the Companies Act Cap 388 of the Laws of Zambia enacted in 1994 requires that Companies Form 11 (Declaration of Compliance) must be commissioned by a Commissioner of Oath.

The cost varies based on the Commissioner. A Commissioner for Oath who has an office next to PACRA head office charges ZMK 20 to Commission the Companies Form 11, others typically between ZMK 30 – ZMK 80. Other Commissioners for Oath such as bank managers and Commissioners from courts do not charge for this service. They offer this service free of charge.

Time and cost: 1 day, ZMW 50 on average

Register the company

Agency: Patent and Companies Registration Agency (PACRA)

The registrar is located at the PACRA. PACRA is a stand-alone office with a customer service center, where the applicant submits the completed Form 2: Application for Incorporation, Form 5: Declaration of Consent to act as a Director or Secretary, and Form 11: Declaration of compliance. He or she then receives a case number to track the application status and pays the fees at the cashier. At the end of the process, the applicant obtains the certificate of incorporation and the certificate of share capital.

As of March 2019, the fees payable to PACRA are as follows:

  • Registration Fee: 2.5% of nominal capital (with a minimum fee of ZMW 375)
  • Certificate of Incorporation: ZMW 150.00
  • Certificate of Share Capital: ZMW 175.00
  • Declaration of Consent: ZMW 150.00
  • Declaration of compliance: ZMW 150.00

Online registration of a Private Company Limited by Shares with Minimum Nominal Capital ZMW 15,000 is ZMW 925.00

Time and cost: 3 days, see procedure details

Obtain a tax payer’s tax number

Agency: Zambia Revenue Authority

To obtain a VAT tax number at the Zambia Revenue Authority (ZRA), promoters must file the Certificate of Incorporation.

Time and cost: 1 day, no charge

Register for Social Security

Agency: National Pensions Scheme Authority

In order to register with the National Pension Scheme Authority, the applicant 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.

NAPSA, ZRA and PACRA have connected their systems to the One Stop Shop integrated System (OSS) where information can be shared among the three agencies.The system’s implementation process is still ongoing.

Time and cost: 1 day, no charge

Pay business levy

Agency: Lusaka City Council

All businesses are required to pay a business levy to commence business activities.

Time and cost: 1 day, ZMW 450

Register for VAT

Agency: Zambia Revenue Authority

The VAT registration annual turnover threshold is ZMK 800,000 per the VAT Act Cap 331 and Regulations.

Time and cost: 1 day, no charge