An overseas company that has won Kenyan work does not need to build a new company from nothing. It can register itself in Kenya as a foreign company under the Companies Act 2015 and trade here through its existing legal identity.
What documents and particulars are required?
The registrar expects a compact but specific file, with certified translations where the originals are not in English.
- A certified copy of the company’s certificate of incorporation and its constitution.
- Particulars of the directors and any company secretary, with identification details.
- A statement of existing charges on the company’s property, where any exist.
- The address of the proposed registered office in Kenya.
- The appointment of a local representative authorised to accept service of process.
- The intended place of business in Kenya.
Does the company need Kenyan directors?
Registration as a foreign company does not require Kenyan directors. The critical appointment is the local representative, who accepts documents on the company’s behalf, so the choice should fall on someone operationally reachable, and any change of representative must be notified to the registrar. Banks and counterparties will still conduct diligence on the parent entity, so keeping the foreign company’s own records current smooths account opening and contracting locally.
What follows registration?
The practical steps mirror those for any business operating in Kenya: tax registration, county business permits for premises, and sector approvals where the activity is regulated. Contracts signed before registration can raise questions about who was actually bound, so the timing of the first Kenyan agreements deserves thought. Staff relocating from abroad will need the appropriate work authorisations, which run on a separate track. Opening the first bank account is also easier once the local registration documents are complete, since the bank will reconcile them against the parent’s file. Where the investment sits in infrastructure or financed projects, our project finance and infrastructure practice advises on the full compliance stack, alongside our governance advisory work.
Registration documents are filed through the Business Registration Service (brs.go.ke), and the Companies Act 2015 is available on Kenya Law (kenyalaw.org).
For guidance on your specific situation, contact CS Advocates LLP, call, WhatsApp, or book a confidential consultation at our Westlands, Nairobi office.