Are you a multi-national foreign company seeking to set up your business in Kenya?
Section 979 of the Companies Act, 2015 requires that a foreign Company must appoint a Local Representative in Kenya to ensure compliance with the applicable laws. A local representative of a registered foreign company:
- Is answerable for the doing of all acts, matters and things that the company is required by or under the Act to do; and
- Is personally liable to a penalty imposed on the company for a contravention of, or failure to comply with, the Companies Act if the Court hearing the matter is satisfied that the local representative should be so liable.
Convenient registration and filing
With the introduction of online filing and maintenance of an e-Register, the Companies Registry is striving to ensure that all foreign companies comply with all applicable laws. With majority of the directors of the foreign companies being non-Kenyans, it is the responsibility for the local representatives to ensure compliance and to be physically present at the company offices during open hours. Scribe ServicesTM continue to provide local representative services for numerous foreign companies in Kenya.
Stay up-to-date with your company information
A foreign company is also required to lodge with the Companies Registry any changes relating to its or the parent company’s location, directorship and/or the local representative, or their particulars. The companies are also required, at least once in every calendar year, to lodge a copy of the audited financial statements of the parent company in its country of origin.
Consequences of non-compliance
If a registered foreign company fails to comply with the various provisions of the Act, the company and each officer of the company who is in default, commit an offence and on conviction are each liable to a fine of up to one million Kenya Shillings (Ten Thousand US Dollars). As such, foreign companies and their local representatives in Kenya are walking a tight rope.