FFP Consult

RESTRUCTURINGKENYA

Things change. The papers should follow.

Director changes, share transfers, name changes, and dissolution — filed with BRS and KRA, signed off by an ICPAK partner. From KSh 15,000.

We’ll tell you what it costs — in plain English.

  • ICPAK-registered practice
  • 100+ businesses since 2022
  • Scope first, quote in writing
  • ICPAK
    MEMBER
  • KRA
    TAX REPRESENTATIVE
  • QUICKBOOKS
    CERTIFIED
  • SAGE
    CERTIFIED

DIRECTOR CHANGES · KENYA

A director joins or leaves. We file the change.

Director appointments, resignations, address changes, and particulars updates — filed with BRS and KRA, signed off by an ICPAK partner. From KSh 15,000.

Movement

Add a director, remove a director, replace one with another. The signed resolution and the new CR12 are what change in the BRS record.

From KSh 15,000

1–2 weeks from signed-docs receipt

  • Filed:
  • BRS notification
  • CR12 update
  • Resolution drafting
  • Stamp duty

Floor covers up to 5 directors. Beyond that we scope on call.

Particulars

Update an existing director's address, registered name, or ID details. Same person on the board, corrected entry on the record.

From KSh 5,000 per person

  • Filed:
  • BRS notification (Form CR7)
  • CR12 update

Address, name, or ID details. Not bundled into the director-change floor — that floor covers appointments and removals only.

Five directors, one filing — quote in writing before we file.

Scope a director change

SHARE CHANGES · KENYA

Ownership shifts. The register catches up.

Share transfers, capital restructures, and the beneficial-ownership filing each one triggers — filed with BRS and KRA, signed off by an ICPAK partner. From KSh 15,000.

Transfer

Move shares to an existing member, a new individual, or a corporate holder. We calculate the stamp duty against KRA's table, file the transfer with BRS, and reissue the certificate to the new owner.

From KSh 15,000

1–2 weeks from signed-docs receipt

  • Filed:
  • Share transfer form
  • BRS notification
  • KRA stamp duty calculation
  • CR12 update

Capital

Increase or decrease the company's nominal capital. Special resolution, BRS filings, KRA stamp duty calculation, and the new capital figure on the company record.

From KSh 25,000 (service fee only)

3–4 weeks from signed-docs receipt

  • Filed:
  • Resolution drafting
  • BRS filings
  • CR12 update
  • KRA stamp duty calculation

Stamp duty and government fees billed at cost on top of the service fee.

Stamp duty calculated, register updated, certificate reissued — in writing each time.

Scope a share change

CONSTITUTION & NAME · KENYA

Rewrite the rules, or the name. We file either.

MOA/AOA amendments and name changes — special resolution drafted, BRS filed, constitutional document or certificate reissued. Signed off by an ICPAK partner. From KSh 15,000.

Constitution

Amend the articles, the memorandum, or both. Special resolution drafted to the change you want, filed with BRS, and the reissued constitution comes back to you.

From KSh 50,000

1 month from receipt of signed approved AOA

  • Filed:
  • Special resolution
  • BRS filing
  • Constitutional document reissue

Name

Change the company name without changing the company. Name search, special resolution, BRS filing, certificate reissue, and the KRA records updated to match.

KSh 15,000

5–10 working days from name approval

  • Filed:
  • Name search
  • Special resolution
  • BRS filing
  • Certificate reissue
  • KRA cascade

Bank, trademark, and other downstream cascades scoped separately on request.

Special resolution drafted, registrar updated, certificate reissued — in writing each time.

Scope a governance change

DISSOLUTION · KENYA

Time to close. We file the strike-off.

Voluntary striking-off filed with BRS — resolution drafted, KRA tax-clearance supported, Kenya Gazette notice posted. Signed off by an ICPAK partner. KSh 35,000.

Strike-off

Voluntary striking-off — for a company that has wound down and has nothing more to file. We draft the resolution, support the KRA tax-clearance, post the Kenya Gazette notice, and walk the application through BRS to certificate.

KSh 35,000

3–4 months from Kenya Gazette notice if no objection

  • Filed:
  • Resolution
  • BRS application
  • KRA tax-clearance support
  • Gazette notice

Outstanding company liabilities are not covered. PIN closure via iTax adds KSh 15,000 on top of the scope.

Resolution drafted, gazette posted, strike-off in writing — each step on the record.

Scope a dissolution

PRICING · KENYA RESTRUCTURING

What a restructuring costs.

All-in pricing — government fees and service fee combined — except where noted. Scope-first; quote in writing before we file.

From

KSh 15,000

Director change · Share transfer · Name change · all-in

  • Director change (add or remove)

    1–2 weeks from signed-docs receipt

    • BRS notification
    • CR12 update
    • Resolution drafting
    • Stamp duty

    Note. Floor covers up to 5 directors.

    KSh 15,000

    Starting floor

  • Share transfer (to existing or new member)

    1–2 weeks from signed-docs receipt

    • Share transfer form
    • BRS notification
    • KRA stamp duty calculation
    • CR12 update

    KSh 15,000

    Starting floor

  • Increase / decrease nominal capital

    3–4 weeks from signed-docs receipt

    • Resolution drafting
    • BRS filings
    • CR12 update
    • KRA stamp duty calculation

    ExceptionException. Stamp duty and government fees billed at cost on top of the service fee.

    KSh 25,000

    Service fee only

  • MOA / AOA amendment

    1 month from receipt of signed approved AOA

    • Special resolution
    • BRS filing
    • Constitutional document reissue

    KSh 50,000

    Starting floor

  • Name change

    5–10 working days from name approval

    • Name search
    • Special resolution
    • BRS filing
    • Certificate reissue
    • KRA cascade

    Note. Bank, trademark, and other downstream cascades scoped separately on request.

    KSh 15,000

    Fixed

  • Voluntary dissolution / striking-off

    3–4 months from Kenya Gazette notice if no objection

    • Resolution
    • BRS application
    • KRA tax-clearance support
    • Gazette notice

    ExceptionException. Outstanding company liabilities are not covered. PIN closure via iTax adds KSh 15,000 on top of the scope.

    KSh 35,000

    Fixed

Standalone add-on

Director or shareholder particulars change

Address, name, or ID details. Not bundled into the director-change floor — that floor covers appointments and removals only.

  • BRS notification (Form CR7)
  • CR12 update

KSh 5,000 per person

Per person · floor

Scope first, quote second, file third — in writing each time.

QUESTIONS · BEFORE YOU SIGN

Six questions partners answer before we file.

The ones that actually shape the quote — turnaround, KRA cascades, beneficial ownership, the foreign-shareholder ask. Click to open; we file once you sign.

  • It depends on the scenario. Name change is the fastest at 5–10 working days from name approval. Director changes and share transfers run 1–2 weeks from signed-docs receipt. Capital changes take 3–4 weeks. MOA/AOA amendments need a month from receipt of the signed approved AOA. Dissolution is the long end — 3–4 months from the Kenya Gazette notice if no objection.

  • A special resolution — passed by 75% of shareholders — is required when the company changes something foundational. Name changes, MOA/AOA amendments, capital restructuring, and voluntary striking-off all need one. Routine director changes don't. We draft the resolution to the change you want, circulate it for signatures, and file it with BRS as part of the scope.

  • Three cascade to KRA: name changes (the PIN record updates to the new name), dissolution (being in good standing with KRA is a precondition of the strike-off), and director changes (KRA needs the business entity associated with the correct director on record). Constitutional amendments stay with BRS unless the change touches your tax obligations — such as applying for tax exemption.

  • Yes — once the company is struck off, KRA must be informed so the PIN can be closed. We submit the PIN termination application via iTax to commence the closure. This step carries an additional KSh 15,000 fee on top of the dissolution scope.

  • Yes — when the change shifts who ultimately owns or controls the company. Any update to your beneficial owners must be filed on the BRS Beneficial Ownership e-Register within 30 days. A share transfer to a new owner above the disclosure threshold triggers it; a director swap that doesn't shift ownership usually doesn't. We file the BO update with the change.

  • Yes. A foreign individual can be added with a passport and a Kenyan KRA PIN; a foreign corporate shareholder needs its own KRA PIN registered. The share transfer or allotment files with BRS as usual; the beneficial-ownership filing follows the 30-day rule. Immigration status doesn't bar shareholding — it bars employment, which is a separate matter.

SEND · KENYA RESTRUCTURING

Tell us what’s changing.

Reply · One business day

Three lines, your number, and which of the six scenarios fits closest. We come back with scope, price, and turnaround — in writing, before we file.

  • ICPAK-registered practice
  • 100+ businesses since 2022
  • Suraj Plaza · Parklands · Nairobi
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