Company Re-registration in Zimbabwe

Company Re-registration in Zimbabwe

The Companies and Intellectual office of Zimbabwe (CIPZ) has officialy gone online and companies are now digital. Company registration is now being done online and all companies registered before the commencement of this development (March 2024) need to be re-registered online. However for any company to re-register its Annual returns in terms of Section 165 Act, have to be up to date . It is also important to note that no changes to the company (on its CR6, CR5 or any other change) can be made manually, the company needs to be re-registered first.

Purpose of Re-registration

(a) to establish a new and updated register of companies and private business corporations;

(b) to expunge apparently defunct business entities from the register, that is to say a company or private business corporation which appears to the Registrar to be defunct becauseā€”

(i) it is not submitting to the Registrar the statutory returns and notices required by the repealed Acts and this Act; and

(ii) it appears to the Registrar to be inactive, that is to say it is not being operated or is not active in business

No company or private business corporation may change its name, address, registered office, directorship or its share structure or do any other thing affecting its rights and liabilities and those of its members under the guise of re-registration. The Company is still however free to make such changes after the re-registration.

The effect of failure to re-registerĀ 

The effect of failure to re-register is that the existing company or private business corporation will be struck off the register with effect from the expiry of the period of twelve months and will no longer be able to carry on business as a company or private business corporation unless it registers as a new company or private business corporation.

What does re-registration mean for the company?

Re-registration is being done to comply with the Companies and Other Buisness Entitites Act as well as International standards on companies and re-registration does not;

(a) create a new legal entity; or

(b) prejudice or affect the identity of the body corporate constituted by the company or private business corporation its continuity as a legal entity; or

(c) affect the property, rights or obligations of the company or private business corporation; or

(d) affect legal or other proceedings by or against the company or private business corporation

affect the property, rights or obligations of the company or private business corporation in relation to its members or third parties; or

(e) affect legal or other proceedings by or against the company or private business corporation in relation to its members or third parties.

Requirements for Company re-registration

  • Company should be genuinely registered and with a valid company number
  • Annual returns should be up to date
  • IDs and addresses of the secretaries and directors
  • IDs and addresses of the secretaries and shareholders
  • All company documents including a certified certificate of incorporation
  • Any other document lodged with the registrar of companies including Annual returns and allotment of shares

How to go about re-registration

Re-registration is done online and it is our recommendation that you seek a professional (like www.sabarm.co.zw) to do your re-registration as the process is important and requires a professional to competently complete.

Sabarm

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