Company Registration in Uganda is done by The Uganda Registration Services Bureau, an autonomous statutory body established by Chapter 210 Laws of Uganda in 1998. under Section 4(2) of URSB Act the Bureau is mandated to Carry out all registrations required under the relevant laws.
Procedures for Registering Local Companies in Uganda
1. Make an application for reservation of a Name
upon payment of the required fee ,the suggested name, is subjected to a search in the business registry database.
Once the name passes the similarity, defensive, offensive ,desirability test then it is reserved.
Reservation is valid for 30 days
2. File the required documents for registering a company
a) Memorandum and Articles of association
The Memorandum of association must state the following:
1. Name of the company
2. Address
3. Object clause
4. Share capital
5. Class, value and number of shares
6. Subscribers, their occupation, postal address and the number of shares subscribed, in case of the company limited by shares
7. Provision for the signature
8. Must be dated and witnessed
9. Where the subscriber to the Memorandum is a corporate entity, the seal of the company be appended
The standard format for the Memorandum of association is provided in the schedule to the Campany Act Cap. 110;
Format for a company Limited by shares is provided for in Table A
Format for a company Limited by Guarantee and not having share capital is in Table C
Format for a company Limited by Guarantee and having share capital in is Table D
Format for an Unlimited company having a share capital is in Table E
The Articles of Association provide the following information
Sets down the rules that govern the internal management of the company
It must be signed by the subscribers
It must state the subscribers names, occupation and address
It must be dated and witnessed
b) Company Form A1- Statement of Nominal capital
This form is mandatory at the initial registration of the company
Must state the share capital, number and class of shares, value of the shares
Must be dated and endorsed by the person filing it
Must be witnessed
c) Company Form A2-Declaration of compliance with the requirements of the Companies Act Cap 110
This form is mandatory and it is a requirement that it signed by the declarant, dated and must be witnessed by a Commissioner for oaths
Payment of the necessary fees
Assessment/payment registration of the necessary or required fee is available at the Business Registry or the client may use the self assessment opinion on the URA portal
Make payments in the bank
Present the documents for registration with the receipt
Registration process begins
Registration of a Public Company
The procedure is as above however;
In addition file a Prospectus or Statement in Lieu of Prospectus which must be cleared by the Capital Market Authority
The Articles of Association will need to specify that the company shall invite the public to subscribe for shares.
Registration of Foreign Companies
These are companies incorporated outside Uganda and are registered in Uganda
The requirements/ procedure are;
File Memorandum and Articles of Association or any other document certified by the Registrar of Companies the Country of origin
File a certified copy of the certificate of incorporation
File company Forms A19,A20,A 21 and A22
Make the payment of registration fees and hand in the documentation for processing at the Business Registry.
For More Infomation Visit The Uganda Registration Services Bureau
