Company Registration panel beaters

Private Limited Company
(Pvt Ltd)

In Zimbabwe the law that governs the registration of Private Limited Companies (Pvt Ltd) is, “The Companies Act (for Private Limited Companies)”

Requirements for company registration as a Private Limited Company (Pvt Ltd)

  1. 1 to 6 proposed company names for your Private Limited Company, these need to be submitted in order of preference. So you start with the name you want the most and then list the rest ending with the one you want the very least
  2. The main business your company will be focused on. These are called the main objects of the Private Limited Company
  3. The full names, ID numbers, and addresses of 1 or more owners or shareholders of the Private Limited Company. Their details go on the Memorandum
  4. The full names, ID numbers, and addresses of between 2 to 50 directors. Their details go on the CR14. The owners/shareholders can be the same as the directors but they can also be different
  5. The issued shared capital of the company
  6. The number of shares issued to each shareholder
  7. Physical and postal address of the business
  8. Each shareholder of the Private Limited Company must sign the Memorandum & Articles of Association, and 1 Director or company secretary must sign the CR6 and CR14

Advantages of registering your company as a Private Limited Company (Pvt Ltd)

  1. The Private Limited Company is a darling for many would-be business owners. This is clear from the huge number of Private Limited Companies that are registered every year in Zimbabwe. On average, the PLC is more popular than the PBC on a scale of 10:1.
  2. A Private Limited Company has certain advantages and disadvantages. Depending on your particular situation or circumstances, these may not be advantages/disadvantages at all

Advantages of a Private Limited Company (Pvt Ltd)

  1. A Private Limited Company allows another company or organization to own shares in the business
  2. The Private Limited Company is the most popular form of business incorporation in Zimbabwe
  3. A Private Limited Company makes it easy to separate between members/ owners or shareholders and directors/ employees
  4. The members/ owners or shareholders have limited liability
  5. Transfer of ownership is easy
  6. A Private Limited Company can employ an unlimited number of employees
  7. A Private Limited Company is not limited in terms of how much revenue it can make

Disadvantages of a Private Limited Company (Pvt Ltd)

  1. A Private Limited Company can be de-registered by the Registrar of Companies if it does not submit annual returns for more than 2 years
  2. It has slightly more legal requirements than a PBC
  3. A Private Limited Company pays annual returns at the Registrar of Companies
  4. A Private Limited Company is slightly more expensive to register and run

Key Features of Private Limited Company

  1. A Private Limited Company (PLC) is a legal entity
  2. Audited financial statements are required for Private Limited Companies
  3. Meetings are compulsory and are held as general or extraordinary general meetings
  4. Private Limited Companies (PLCs) can become shareholders in other companies
  5. The shareholders or owners of a Private Limited Company are called members
  6. The members/ owners or shareholders of a PLC are not personally liable for the debts of a Private Limited Company

Types of Private Limited Companies

The Companies Act (Chapter 24:03) allows for the registration of 5 different types of companies namely:

  1. Private companies (the most common type)
  2. Public companies (those listed on the Zimbabwe Stock exchange)
  3. Companies limited by guarantee (mostly used for Non-Profit companies, this form of the company does not have shares)
  4. Co-operative companies (formed with the purpose of providing service to its members)
  5. Foreign companies (mostly used for a company registered outside Zimbabwe that wants to trade in Zimbabwe)

Directors of a Private Limited Company (Pvt Ltd)

  1. The directors of a Private Limited Company (PLC) are different from the members/ owners or shareholders of the company and are listed on the CR14
  2. The minimum required the number of directors for a Private Limited Company is two (2)

Members of a Private Limited Company (Pvt Ltd)

  1. The members of a Private Limited Company (PLC) are the registered owners or shareholders of the company and are listed in the Memorandum and Articles of Association
  2. The minimum required the number of directors for a Private Limited Company is two (2)
  3. Any changes in respect of the members of the Private Limited Company (PLC) must be notified to the Department of Companies & Intellectual Property (DCIP)
  4. Non-Zimbabweans may be members of a Private Limited Company (PLC), provided that they have at least one resident Zimbabwean as a director
  5. A Private Limited Company can have a minimum of one (1) member and a maximum of fifty (50) members. However, there are no limitations concerning the number of employees in a Private Limited Company
  6. If a member of a Private Limited Company (PLC) is under 18, the registration document must be signed by a parent or guardian on their behalf