The procedure for a company registration in Zimbabwe in 2025 involves three primary stages applicable to both company types: Private Business Corporations (PBCs) and Private Limited Companies (PLCs). The general procedure remains the same for both structures, although the documentation varies slightly. Below is a detailed breakdown of the steps involved:

1. Name Search and Reservation

Before registering a company, the first step is conducting a Name Search through the Registrar of Companies. This ensures that your preferred company name is unique and legally available.

Steps involved:

  • Submit an application for name reservation, listing five (5) proposed unique company names in order of preference.
  • The Registrar checks the proposed names against existing entities in the national registry.
  • If approved, the selected name is reserved for 30 days, during which no other entity can register it.
  • A C.R.4 (Confirmation of Reservation) notice is issued as proof of reservation.

Name rejection may occur if:

  • The name closely resembles an existing company or organization, either in spelling or pronunciation.
  • It is misleading, deceptive, offensive, indecent, or suggests affiliation with the government or any public authority.
  • It violates trademark laws or other intellectual property rights.
  • Processing time: Typically 3 to 6 working days, depending on the Registrar’s workload.

2. Document Preparation and Signing

Once the name is reserved, the next step is to prepare and sign the required legal documents, which vary slightly based on the company structure.

For a Private Limited Company (PLC):

  • Preparation of the following documents:
  • C.R.6 – List of Company Directors
  • C.R.5 – Company’s Registered Office Address

Memorandum and Articles of Association

  • All directors must review and sign these documents before submission.

For a Private Business Corporation (PBC)****:

  • Preparation of the PBC Incorporation Statement including:
  • Appointment of members (equivalent to shareholders)
  • Allocation of ownership percentages, which must total 100%
  • All members must sign the incorporation statement.

Processing time: Usually 2 to 3 working days, depending on availability of the directors/members for signing.

3. Incorporation and Registration

Once the documents are signed, they are submitted to the Registrar of Companies for official registration and issuance of legal certification.

For a Private Business Corporation (PBC):

  • The Registrar issues a PBC Incorporation Certificate with an official registration number.
  • The Incorporation Statement is signed, stamped, and sealed by the Registrar.
  • The company is added to the Companies Registry and becomes publicly searchable.

For a Private Limited Company (PLC):

  • The Registrar issues a Certificate of Incorporation and assigns a registration number.
  • The Registrar stamps and signs the Memorandum & Articles of Association, C.R.5, and C.R.6.
  • The PLC is officially entered into the national company registry.
  • Processing time: Typically 3 to 6 working days after submission of signed documents.

Summary of Required Documents:

Document

PLC

PBC

Name Reservation (C.R.4)

✅

✅

Director List (C.R.6)

✅

❌

Office Address (C.R.5)

✅

❌

Memorandum & Articles

✅

❌

Incorporation Statement

❌

✅

Certificate of Incorporation

✅

✅

Final Notes :

  • Online submissions: As of 2025, the Companies Registry Portal supports partial online submissions for name reservations and document uploads. However, manual submission and physical signatures are still required for final registration.
  • Processing delays: Always allow extra time for possible delays during high-volume periods.
  • Legal Assistance: It’s advisable to work with a registered consultant or legal practitioner to ensure compliance and avoid rejections.

For a smooth and legally compliant registration process, ensure all documents are properly filled, signed, and submitted on time within the name reservation period.