Namibia

Starting a Business in

Namibia

Listed below is a detailed summary of the bureaucratic and legal hurdles an entrepreneur must overcome in order to incorporate and register a new firm, along with their associated time and set-up costs.  It examines the procedures, time and cost involved in launching a commercial or industrial firm with up to 50 employees and start-up capital of 10 times the economy's per-capita gross national income (GNI).

The information appearing on this page was collected as part of the Doing Business project, which measures and compares regulations relevant to the life cycle of a small- to medium-sized domestic business in 183 economies. The most recent round of data collection for the project was completed in June 2011.

  • Standardized Company

  • Legal Form: Private Limited Liability Company
  • City: Windhoek

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No. Procedure Time to Complete Associated Costs
1 Obtain the approval for a company name from the Registrar of Companies.

The Registrar of Companies is located at the Ministry of Trade and Industry. If the proposed name is acceptable, it will be reserved for 60 days. The delay is due to ongoing data computerization. The process takes between 7-30 days.
18 days included in the cost of registration
2 Pay the registration fees and buy revenue stamps at the Receiver of Revenue

Subject to the provisions of Section 10 (1) (a) and (b) of the Companies Act, fees, additional fees, annual duty, or other moneys payable to the Registrar, may, except where otherwise provided in these regulations, be paid to any receiver of revenue. Proof of payment of such fees, additional fees, annual duty, or other moneys must be affixed to the relevant form or document by spreading adhesive paste or glue over the entire surface of the reverse side of the acknowledgement of receipt form. Fees for inspection or copies of documents may be paid on an account, subject to such conditions as the Registrar may stipulate.
1 day NAD 270
3 Hire an attorney to register the company with the Registrar of Companies; obtain the certificate to commence business.

Section 63 of the Companies Act stipulates that the memorandum and articles of association must be filed and uplifted by a subscriber or by a local accountant or company attorney. The following documents must be filed for the registration and incorporation of a company with share capital:
- The original and two notarially certified copies of the memorandum and articles of incorporation referred to in regulations 17 and 18, bound as prescribed in regulation 4 (1).
- Form CM5, containing particulars of the name reserved for a company, as approved by the Registrar, together with other forms, if any, containing particulars of the shortened form of the name of the company, as approved by the Registrar.
- Form CM22, containing a notice of the company’s registered office and postal address within the geographical boundaries of Namibia.
- A power of attorney, signed by the subscribers to the memorandum, in favor of the person filing the documents.
- Form CM29, contents of register of directors, auditors, and officers.
- Form CM31, containing the acceptance of appointment of an auditor.
- Form CM46, application and certificate to commence business, along with the company’s annual fee for the first year.
- Proof of payment of the registration fee under Section 63 (2) of the Companies Act must be affixed to the original Form CM2.
- CM47, a statement, as prescribed by Section 172(3)(a) of the Companies Act, of the opinion of each director to the effect that the capital of the company is adequate for the company’s purpose and its business, or, if the director believes that it is inadequate, the reasons and the manner in which and the sources from which the company is to be financed and the extent thereof. This must be filed before the Registrar who will issue a Certificate to Commence Business.

The memorandum and articles of association must be notarized; the fee is included in the registration fees.

The certificate to commence business is normally filed with the registration of the company and obtained when the company is registered.
The Registrar of Companies automatically forwards a copy of the memorandum and articles of association to the Receiver of Revenue, which in turns registers the company as a taxpayer and issues a tax identification number. Taxation of 35% of all profit is payable to the Receiver of Revenue.
14 days about NAD 5,750+ NAD 556 notary fees
4 Deposit the initial capital in a bank account.

The funds for the initial capital deposit must be paid into a bank account.
- Authorized share capital: 4,000 ordinary shares of ND 1 each.
- Issued share capital: 100 ordinary shares of ND 1 each.

No legal requirements are mandated for the minimum startup capital for a private company.
1 day no charge
5 Apply for a town planning certificate.

The municipality carries out municipal inspection and approves business premise occupancy by reviewing applications for, and issuing, a town planning certificate. The inspector typically conducts inspection no later than the second day of receiving the application.
1 day no charge
6 Apply for a trading license from the local municipality.

A health certificate must be obtained from the Health Division. The time depends on whether an inspection needs to be done on the premises (if involved with food).
1 day NAD 47.00 to NAD 350 depending on the type of business
7 Register for VAT with the Receiver of Revenue at the Ministry of Finance.

Any person, as defined by the law, who has carried on a taxable activity on or since November 27, 2000, and whose taxable turnover in any 12 month period exceeds or is likely to exceed ND 200,000 must apply to register for VAT. The applicant submits a Form VAT I to the Receiver of Revenue at the Ministry of Finance and receives the registration number in 1–4 weeks depending on the application time. The VAT number once issued is validate the beginning of the month following the application.
9 days no charge
* 8 Register for PAYE with the Receiver of Revenue.

The registration for pay-as-you-earn tax is separate from registration for VAT, but both are registered by the Receiver of Revenue at the Ministry of Finance.
4 days (simultaneous with previous procedure) no charge
9 Register workers with the Social Security Commission.

A percentage is deducted from all employee salaries, of which the employer pays the same share, with a maximum of ND 27.00 and a minimum of ND 2.70. SCC has a computerized system in place.
21 days NAD 10 per employee
* 10 Register workers with the Workmen’s Compensation Commission

The employer must file an application with the Workmen's Compensation Commission for all employees earning less than ND 72,000 a year, with special circumstances for those employees earning above that amount. The annual amount payable is based on a wage rate scale and on the company industry. Registration types are divided into farming (agriculture) and confirming companies.
20 days (simultaneous with procedure 9) no charge
* Takes place simultaneously with another procedure.