Legal Alerts from Kenya

The Requirements to Register a Private Limited Company in Kenya.

Incorporation refers to the process of registering a business entity as a legal entity. Both Nationals and foreigners may register a private limited company in Kenya. The process is done through the e-citizen platform.

The requirements for registering a private limited company in Kenya include: –

1. At least 3 proposed names of company in order of priority;
2. Nature of business, objectives of the company and which industry shall the company operate in;
3. Estimated annual turnover. Kindly note that the Company will automatically be registered for VAT if the estimated annual turnover is more than Kshs. 5,000,000/=;
4. Names of the Directors of the company;
5. Names of the shareholders if different from the directors;
6. Contact information of the directors and shareholders. Which includes:
   1. copies of ID card/passport;
   2. copies of their KRA Pin Certificate in soft copy;
   3. coloured passport photos;
   4. email address;
   5. telephone number;
   6. postal address; and
   7. residential address;
7. Division of shares between the shareholders of the company;
8. Class of shares issued by the company;
9. Nominal capital of the company;
10. Proposed physical address of the company. Which includes:
    1. postal address;
    2. email address; and
    3. physical address (i.e. name of the county, plot number, street name, building name, office number & floor); and
11. A company registration fee of Kshs. 10,650/=

Content Creation and Protecting Your Interests in the age of Social Media Marketing

The growth of the internet has led to the rise of social media platforms which in turn has led to the surging trend of content creation. Content creation has inspired several marketing trends including the wave of marketing influencing in which corporate brands partner with popular and influential content creators to influence their followers into buying into the brands products and services.

However, with the emerging trend there have also been a few unfortunate instances in which content creators have been shortchanged, leading to the loss in the rights to their content or to undervaluation of their work. In light of this, it is important for content creators to understand the value of their content and the legal rights attached to them before negotiating any marketing contracts.

Content creation falls within the umbrella of intellectual property. Intellectual property refers to creative ideas of the mind, such as inventions; literary and artistic works; designs; and symbols, names and images intended to be used for commercial value. There are different types of intellectual property rights such as copyrights, trademarks, patents, industrial designs.  Each right protects the mode of expression of an idea and has different legal implications attached.

It is important for content creators to understand what intellectual property right protects their content and what steps they can take to protect their content. Furthermore, understanding the legal implications and commercial value for the intellectual property right will also empower content creators during contract negotiations.

Recordation of Intellectual Property Rights

The Anti Counterfeit Authority (ACA) through Public Notice No.1/2022 began the commencement of recordation of Intellectual Property Rights (IPR). Recordation refers to the recording of IPR relating to imported goods with the ACA. This done through the Anti-Counterfeit Authority Integrated Management System (“AIMS”) via the link ACA Public System (public.aims.aca.go.ke). The process involves creating a database of IPRs for all goods to be imported into Kenya. This entails application for recordation, renewal of recordation, declaration of IPR particulars for goods being imported into Kenya and searching the recordation database. This is to curb the entry of counterfeit imports in Kenya.

The main Act governing this process is the Anti-Counterfeit Act, 2008 (the Act) specifically, section 34B. From the amendments of the Act came; – The Anti-Counterfeit Regulations, 2010 and the Anti-Counterfeit (Recordation) Regulations, 2021. Additionally, Article 40 (5) of the Constitution enshrines the protection of IPR.

On January 1st 2023, the ACA successfully launched the recordation of IPR on the following goods: – Electrical and electronics regulated under Chapter 86 of the East African Community Customs Union – Common External Tariff 2022 version, alcoholic beverages, cosmetics, footwear, clothing accessories, clothing and apparel.

Further to this, on 1st May 2023, the ACA expanded the list of IPR recordation to include additional HS Codes. This compiled list will affect importation of the following goods: – 32 additional HS Codes for the expansion of the currently regulated Chapter 85Electrical and Electronic, Alcoholic Beverages, Cosmetics, Footwear, Clothing accessories, Clothing & Apparel, Mechanical & Electrical Appliances.

However, there are goods exempted from recordation. This includes: – second hand/used products, donations, raw materials, small quantities of goods for domestic and private use, diplomatic goods, transit and transshipment goods, machine and machinery parts used for manufacturing and goods that are in completely knocked down condition.

The IPR recordation initiative is to establish the illicit entry of imported goods hence ensuring and safeguarding fair trade practices in the domestic market.

To read more on recordation you can refer to our article: Deadline for mandatory IPRS recordation