Companies and Intellectual Property Authority (CIPA) is a government parastatal, it is in charge of the registration of companies in Botswana. Its parent department is the Ministry of Trade and Industry. It was formed on the 25th of March, 2011 and the headquarters is located in Gaborone, Botswana. The Chief Executive Officer of CIPA is Paul Conductor Masena. The incorporation and registration of all forms of companies (as permitted by Botswana Companies and Intellectual Property Authority Act) are done by CIPA and file specific details as required governed by the Companies and Intellectual Property Authority Act of 2013. All registered limited companies, including subsidiary, small, and dormant businesses, are required to file annual financial statements in addition to annual company returns. The online business registration system launched by Bogolo Kenewendo (former Botswana’s Minister of Trade and Industry) has now made the registration of companies online possible.
A business name is a trading style, a name, a title, or a description used to do business, whereas a corporation is a legal entity formed when one or more individuals form a corporate body with the legal capacity to sue or be sued, hold property, and enter A business name is a trading style, a name, title, or a description under which a business is carried while a company is a legal entity which arises when one or more persons form a corporate body which acquires a personality separate from that of its members with legal powers to sue, or be sued, own property and make contracts. A company can have various business names registered under it, which means that a company can own a business name. Registrar of Company and Intellectual Property requires a reservation fee of P20.00 payable upon submission of Form 1 for a company name and Form RBN 1A for a business name. The process takes about five days. Reservations for business/company names are only valid for 30 days, when the 30 days elapse, the business/company must be going through the business name registration all over again.
Requirements for Company Registration
After that the availability of the proposed company/business name is confirmed, Company registration forms should be submitted. The forms require the directors’ details (Residential address – plot number, location, ward, village, or town; and Full postal address). If the applicant is applying through a representative, a letter authorizing the representation should be submitted.
The documents required for registration of a business/company by CIPA include;
- For a company limited by shares, Forms 2 and 3;
- For a closed business, Form 2A and Form 3 are required.
- For companies limited by guarantee, Form 2B and Form 3 are required.
- Form 3 (declaration) must be completed by a qualified Company Secretary as defined in the Act, or by a director/member of a company.
- The applicant’s address, telephone, or mobile numbers should be provided;
- Applicant’s certified copies of their identity card or passport
- Certified copies of the proposed directors’ and shareholders’ identification documents, as well as a practicing certificate for the Company Secretary;
- All documents must be kept in two (2) original bound sets.
- Upon submission and receipt of registration documents, a registration fee of P360.00 is due.
- In the case of a business, complete and submit Name Registration Form RBN 2 together with a copy of the applicant’s identification card and the P150.00 registration fee.
The next step is to get a license from the Industrial Affairs Department, Ministry of Trade and Industry. Additionally, businesses in Botswana can obtain a trade license from the Gaborone City Council. This process would take 3 weeks but this also includes the inspection of company premises by the relevant authorities, which takes 6-7 days.
Obtaining the business license is then succeeded by enrolling in the taxation process and acquiring a Tax Identification Number (TIN) from the Botswana Revenue Service. The business must next register with the Department of Customs and Excise to pay Value Added Tax (VAT). The entire procedure might take up to seven days.
Business registration in Botswana is now quite seamless as the whole registration process can be done remotely via the Companies and Intellectual Property Authority’s website, https://www.cipa.co.bw/, whether it’s a private company, or public company, a company limited by guarantee, a closed company or external company.
Contact
Companies and Intellectual Property Authority
Plot 54358, Prime Plaza, CBD, Gaborone, Botswana
+267 367 3700 Fax: +267 318 8130
info@cipa.co.bwhttps://www.cipa.co.bw
