Registered Office & Objects

A Kenyan company must have a registered office address where official notices can be served, and that address and the company's details appear on the register held by BRS. If either changes, you must notify the Registrar and update KRA, your bank and every invoice template.

What the registered office is for

The Companies Act 2015 requires every company to have a registered office in Kenya. It is the legal address for service of documents, so a notice or court paper delivered there is treated as received by the company, even if nobody opened the envelope. Choose an address that is staffed and monitored.

The registered office need not be where you operate. Many companies use the address of their accountant or lawyer, and virtual office providers also offer this service. Whatever you pick, someone must reliably collect mail and forward it the same day, and your contract with the provider should say so.

Alongside the registered office, companies give a postal address and contact details. Keep both current. A missed demand from the Registrar or KRA because the notice went to a dead postal box has caused many avoidable penalties.

Companies also keep statutory registers at the registered office or another notified place, including the register of members, directors and beneficial owners. Auditors and due diligence teams ask to inspect them, so choose a location where the company secretary or an accountable officer can produce them without delay.

Company objects and what the articles say

The company's objects describe what it is formed to do. Under the Companies Act 2015, a company's objects are unrestricted unless the articles say otherwise, which is a shift from the older regime where a long objects clause was standard. Check your articles to see whether they restrict activities.

Even where objects are unrestricted, the business activity you declare to KRA and to licensing authorities matters. Regulated activities such as financial services, education, health or telecommunications need licences from sector regulators, regardless of what the articles allow.

If you pivot into a new line of business, review three things: the articles, the activity recorded with KRA, and any licences or county permits. A mismatch is rarely fatal, but it is the sort of detail that surfaces during due diligence or a bank review.

A subsidiary or a new business line is often better set up as a separate company when its risks differ from the existing business. Keeping a high-liability activity, such as construction, away from a stable property-holding company protects the assets of the latter if something goes wrong.

Changing address, name or particulars

A change of registered office or director details is notified to the Registrar through the BRS system within the time the Act allows. Do not postpone it, because the register is public and counterparties will see an old address while your mail goes astray.

A change of company name needs a special resolution of the shareholders, approval of the new name and a fresh certificate from BRS. After it, every contract, licence, bank mandate, letterhead and website must carry the new name, and your KRA record must be updated so that tax invoices and returns match.

Keep a dated checklist for each change: BRS notification, KRA profile update on iTax, bank, insurer, landlord, key customers, county licences and e-mail signatures. Working through a list prevents the half-updated state where old and new details circulate side by side.

Director changes follow the same discipline. When a director resigns or is appointed, notify the Registrar within the statutory period, update bank signatories, and revise the register of directors. A resigned director who remains on the public record can be pursued by creditors for decisions they no longer influence.

Keeping invoices and contracts consistent

Invoices should show the company's registered name, PIN, address and contact details exactly as they appear on official records. Buyers who need to support expense claims will compare those details with what KRA holds, and inconsistencies lead to rejected invoices or payment delays.

Contract templates, quotations, delivery notes and statements all carry the same details. After a change, withdraw old templates so that staff do not keep sending the previous address. A single master document with the approved company details helps everyone copy from the same source.

When the company changes its address mid-month, state the change date on invoices for a transition period so customers know which remittance details to use. Fraudsters often exploit confusion over changed bank or address details, so confirm any payment-detail change by phone.

Check your website footer, e-mail signatures, purchase order templates and delivery notes in one sitting after any change. A short review list with the owner of each document and the date updated is enough, and it takes minutes compared with unpicking inconsistencies months later.

Using the 4b2b modules around these records

In 4invoices.net you enter the company details that appear on your PDF invoices, so update them there on the same day you notify BRS and KRA. Older invoices in the archive keep the details they were issued with, which is correct for history.

4softerp.net keeps financial records for multiple companies, which is useful if a group has separate entities with different addresses and objects. It does not notify BRS or KRA, and it does not amend documents already issued.

Keep a copy of every filed notice and the Registrar's acknowledgement with your corporate records. That file answers most questions from banks, auditors and buyers without a search at BRS each time.

When you change the company name, create a clean cut-off: invoices dated up to the effective date carry the old name, those after it carry the new one, and a note explains the change to customers. Your accountant can then explain the transition to KRA if a buyer's records show both names.

01
Obstacle

After an address or name change, invoices and contracts carry stale company details, risking rejected invoices.

Solution

Notify BRS of the change and update your KRA records directly. Update the company details on the invoices you issue; 4b2b does not notify BRS or KRA and does not amend documents already issued.

02
Obstacle

Different business activities attract different VAT treatments; keeping track across document templates is error-prone.

Solution

Confirm with KRA which VAT treatment applies to each activity and set the rate on your invoices yourself. 4b2b does not assign VAT rules by activity.

03
Obstacle

Notices served at the registered office are missed because nobody collects the mail.

Solution

Agree a daily collection and forwarding routine with whoever hosts the address. 4b2b does not receive or forward legal notices.

Does a Kenyan company need a physical registered office?

Yes, the Companies Act 2015 requires a registered office in Kenya where documents can be served. It can be the address of your adviser or a virtual office provider if mail is collected reliably. A staffed address is safer than an empty room because missed notices can lead to penalties. Tell the Registrar whenever the address changes, and update KRA at the same time.

How do I change the registered office address?

You notify the Registrar through the BRS system, usually with a board resolution and the required form, and then update KRA on iTax, your bank and your invoice templates. Keep the acknowledgement for your records, and check the BRS pages for the current form and timing. Do this promptly, because notices go to the address the register shows.

Are company objects still needed in the articles?

Under the Companies Act 2015 a company's objects are unrestricted unless its articles restrict them. Many companies still describe their main activity, and regulated sectors need licences regardless. Read your articles and the declared KRA activity so they do not contradict each other. Licensing bodies may still ask what activities the company intends to carry on.

Can I use my home as the registered office?

Legally you can, provided mail can be received and served documents will be seen. Check your lease or estate rules, and consider privacy because the address is on a public register. Many founders prefer a business address or their accountant's office for that reason. Make sure someone is present to receive and sign for documents during working hours.

What happens if I forget to update KRA after a change?

KRA may send notices to the old address, invoices may fail buyer checks and you could miss deadlines, leading to penalties. Update your iTax profile soon after BRS records change and check that the name, PIN and address on your invoices match what KRA holds. Mismatched names are also a common reason for buyers to reject invoices outright.

Company Formation

Information page

This page is informational. Confirm requirements with the competent authority; 4b2b tools cover general invoicing and records only.