Starting a Business

Overview

The Registrar of Companies is responsible for business registrations in Zambia. He/she issues certificates of compliance for foreign companies, certificates of incorporation for local companies and certificates of registration for sole proprietorship and partnerships.

Foreign investors are allowed to incorporate a sole director company and register a fully owned local company without having any Zambian shareholders (The Companies Act, 2017).

Investors commonly register their local firm as a limited liability company.

Limited liability companies might be incorporated as a private company or a public company. In any case, taxation is made at the entity level.

Before starting her business, the foreign investor has to do the following

Starting a business in 7 steps:

  1. 1. Check the company name for unique

    • The investor can check online the uniqueness.The clearance is done by the Patent And Companies Registration Agency (PACRA), an agency governed by the Patents and Companies Registration Agency Act (2010) and the Registration of Business Names (2011).
    • It costs ZMK 83 for name search and ZMK 166 for name reservation (source: World Bank, Doing Business 2018).
    • PACRA | Business Search

  2. 2. The declaration of compliance (Companies Form 11) must be signed by a Commissioner of Oaths

    • The company form 11 has to be commissioned by a Commissioner of Oath.
    • On average, it costs ZMK 50 (source: World Bank, Doing Business 2018).
    Register the company
    • The investor has to register her business with the Patent And Companies Registration Agency (PACRA).
    • Investors have to submit forms (“Form 2:Application for Incorporation”, “Form 5: Declaration of Consent to act as a Director or Secretary”, Form 11: Declaration of compliance) and pay related fees (source: World Bank, Doing Business 2018).
    • In case the investor creates a branch of her foreign company, the investor has to submit a specific application form (form No. 46, “Registration of a Foreign Company”) accompanied by a copy of the Certificate of Incorporation from the country of origin and its charter, statutes, regulations, memorandum and articles and any other relevant information.
    • The company should also indicate the name of the firm, corporate body or individual resident in Zambia that would authorised to act as the documentary agent. The application fee to be paid upon completion of the process is ZMW 4,166.

    The end of the process is marked by the issuance of the Certificate of Registration.
    Patents and Companies Registration Agency | Business Starts Here (pacra.org.zm)

  3. 3. Obtain a tax ID number

  4. 4. Register for Social Security

  5. 5. Register for VAT

  6. 6. Get an investment registration certificate (optional)

    • The certificate is issued by the Zambia Development Agency after inspection of the premises, this basic control aiming to ensure that the use of the registered premises is consistent with the enterprise’s operation activities.
    • Obtaining the certificate costs ZMK 14,916 (processing fee: ZMK 2,133(Non-Refundable) and certificate fee: ZMK 12,783).
    • e-Services – ZDA

  7. 7. Open a bank account and Obtain specific licences and permits

    • A number of local and international commercial banks have China banking desks.
    • The investor is allowed to open a bank account after getting the foreign taxpayer registration ID.

Health clearance and food hygiene license

License to manufacture excisable goods

Companies dealing with excisable goods (i.e., manufacturers and importers) must obtain an excisable goods license from the Zambia Revenue Authority (ZRA)

The list of excisable goods is available on the ZRA’s website.

Fire clearance certificate

Business permit

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