HOW TO REGISTER A COMPANY IN UGANDA

HOW TO REGISTER A COMPANY IN UGANDA

1. DECIDE ON WHICH FORM OF COMPANY YOU WANT TO INCORPORATE

The COMPANY ACT of 2012 provides for the following forms of companies,

• COMPANY LIMITED BY GUARANTEE as a company having the liability of its members limited bythe memorandum to the amount that the members undertake in the memorandum to contribute to the assets of the company if it is being wound up (SECTION 4(b) of companies Act 2012)

• COMPANY LIMITED BY SHARES as a Company having the liability of its members limited by the memorandum to the amount, if any, unpaid on the shares respectively held by them (SECTION 4(a) of companies Act 2012)

• UNLIMITED LIABILITY COMPANY as a company not having any limit on the liability of its members (SECTION 4(c) of companies Act 2012)
• A COMPANY MAY BE PRIVATE COMPANY OR A PUBLIC COMPANY
• PRIVATE COMPANY is a company which by its articles, restricts the right to transfer its shares and other securities, limits the number of its members to one hundred, not including persons who are employed by the company and persons who, have been formerly employed by the company; and prohibits any invitation to the public to subscribe for any shares or debentures of the company (SECTION 5 of companies Act
• NB Where two or more persons hold one or more shares in a Company jointly, they shall, for the purposes of this section, be treated as a single member (SECTION 5(2) of companies Act 2012) .
• PUBLIC COMPANY is a company which by its articles does not, restricts the right to transfer its shares and other securities, does not limits the number of its members and prohibits any invitation to the public to subscribe for any shares or debentures of the company(SECTION 5 of companies Act

2. Having decided on the type of a company to register choose name
3. Reserve the name with Uganda Registration Services Bureau (URSB) by filing a company name request at the Office of the Registrar together reservation fee
4. Prepare a Memorandum and Articles of Association of the intended company (recommended to be prepared by a lawyer)
5. Fill in forms A1 (Statement of Nominal Capital), A2 (Declaration of Compliance with Companies Act – sworn before a Commissioner of Oaths), , and form 20
6. Have all the documents signed accordingly
7. Take them for assessment either at any bank collect URA fees/tax or Uganda Registration Services Bureau
8. After the assessment of registration fees and stump duty, proceed to pay to the bank OR URSB
9. SUBMIT to URSB Reservation of name form, copies of memorandum and Articles of Association of the company, identification form for the directors with passport photos, Particulars of directors and company secretary form, Statement of authorised nominal share capital of the company, identification cards for the share holders/directors, Payment slips for Registration fees and Stamp duty for the company to be registered.
10. All documents shall be verified where there is no query the registrar of companies shall register the company and issue a certificate of incorporation to that effect.

approximate cost :stamp duty and registration fee 1.5% nominal share capital ,ugx 65,000 for forms  and reservation (but not less done ugx 17,5000), instruction fee of  5% of the  nominal share capital but not less than ugx 500,000

The author is A regional transactions legal consultant (ADVOCATE) at NOA REGIONAL ASSOCIATED ADVOCATES AND LEGAL CONSULTANTS.

Incase incase you need our assistance over the same kindly click on https://noaraalc.com/appointment/ and book an appointment or use the contacts below
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NOTE: whereas the author has made necessary efforts to ensure the accuracy of this post, it is not intended to provide specific legal advice to a particular individual as individual situations may differ. For specific technical / legal transaction advice on this subject matter and related subject,

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