Annual Company Returns in Kenya: Your Easy 2026 Guide

By Maina Susan – Corporate Compliance Writer and Legal Researcher
Author

Susan Maina is a Corporate Compliance Writer and Legal Researcher at M&A Registrars, a leading company secretarial and legal advisory firm. She specializes in developing clear, insightful content on Company Law, Corporate Governance, Regulatory Compliance, and Business Registration Services.

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Introduction

Have you ever felt unsure about filing your annual company returns in Kenya?

Maybe you’re the only director and shareholder of your private LTD and wonder if it even applies to you. 

Don’t worry – you’re not alone. Filing annual returns is important, but with the right guidance, it’s simpler than it seems.

In this guide, we’ll cover who must file, exemptions, CR29 forms, filing deadlines, penalties, and a clear step-by-step process via eCitizen to ensure your business stays fully compliant in 2026.

Need help filing your annual returns in Kenya? Contact M&A Registrars for professional support.

Thinking of filing your annual company returns in Kenya?

M&A Registrars can guide you step by step to file your company’s annual returns accurately, on time, and fully compliant with Kenyan law.

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What Are Annual Company Returns in Kenya?

Think of annual company returns in Kenya as your company’s yearly “health check.” 

They are statutory documents every registered company must submit to the Registrar of Companies to record important updates, such as:

  • Shareholding changes
  • Directorship changes
  • Registered office changes

 

Example: 

If your company started 2026 with 3 shareholders and 2 resigned mid-year, your annual return will reflect this change.

Important Note:

An annual return is not a tax return. Tax returns are filed with the Kenya Revenue Authority (KRA), while annual returns keep your company information up-to-date with the Registrar of Companies.

Who Needs to File Annual Company Returns in Kenya?

All limited companies in Kenya are required to file annual returns, including:

Company Type Filing Requirement
Private LTD
Mandatory
Public LTD
Mandatory
Companies with at least one public shareholder
Mandatory
Newly incorporated companies
Not required in the first year

Tip: Even if you’re the only director and shareholder, filing your annual company returns in Kenya is a legal requirement under the Companies Act 2015.

Who Is Exempted from Filing an Annual Company Return?

Not every company in Kenya has to file an annual return every year. For instance, newly incorporated companies are generally exempt in their first year. This gives new Kenyan businesses some breathing room before their first filing is due.

Tip: Even if your company is small or you’re the only director, it’s important to check your filing obligations with the Registrar of Companies in Kenya to avoid penalties.

Why Are Annual Returns Important?

Filing your annual company returns in Kenya ensures your company remains compliant and transparent

It specifically helps:

  • Maintain accurate records for shareholders and directors
  • Ensure transparency with the public and government
  • Keep your company in line with the Companies Act

 

Think of it as a snapshot of your company’s structure, ownership, and finances at a given time.

Not sure what you need to prepare to file your annual company returns?

M&A Registrars can help you review your company records, prepare the required information, and submit your annual returns.

Book a Free Consultation with M&A Registrars TodayWhatsApp

What Happens If You Don’t File Your Annual Company Returns in Kenya?

Failing to file your annual company returns in Kenya can be costly:

Offense Consequence
Late Filing
KES 500
Failure to File
Company and officers fined up to KES 200,000
Continuous Default
Registrar may strike off the company

Filing on time not only saves you money but also protects your company from legal complications.

Understanding CR29 Form in Kenya

The CR29 form is the official document used to file annual company returns in Kenya. It includes:

  • Share capital and issued shares
  • Directors and company secretary details
  • Shareholders (past and present)
  • Registered office and postal addresses

Tip: The CR29 form can be downloaded directly from the Business Registration Service (BRS) on eCitizen

Filing is automated, so you can complete it entirely online, even as a single director.

When Should You File Your Annual Company Returns?

According to the CR29 form, the return date is either:

  • the anniversary of your company’s incorporation, or
  • the anniversary of the last annual return filed at the Companies Registry.

 

Your annual return must then be delivered within 28 days of that date.

Example: If your company was incorporated on 10 June 2022, your 2026 return date is 10 June 2026. You must file by 8 July 2026 at the latest.

Step-by-Step Guide: How to File Annual Company Returns in Kenya Via Ecitizen

Here’s how to file your annual company returns in Kenya via eCitizen:

  1. Log in to your eCitizen account and head on to BRS V2
  2. Select your company profile
  3. Click “Maintain a Company”
  4. Choose “Annual Returns”
  5. Select the year(s) you want to file
  6. Download and fill the CR29 form
  7. Scan and upload the completed form
  8. Click “Save and Continue”
  9. Proceed to payment (KES 1,000 for most private companies)
  10. Confirm payment and wait for review

 

Tip: Even if you are the only director, eCitizen guides you through every step, making filing fast and stress-free.

What’s Included in Annual Company Returns in Kenya?

Section Details
Company Info
Registered office, postal address, and registers of members/debenture holders
Statement of Capital
Total shares issued, nominal value, and rights attached
Shareholders
List of past and present shareholders during the reporting period
Directors & Secretary
Names, addresses, and roles
Annexed Documents
Certified balance sheets and auditors’ reports (for public companies)

FAQs About Annual Company Returns in Kenya

1. How much does it cost to file an annual return in Kenya?

For most private companies, the filing fee is usually KES 1,000, plus any small service charges.

 

2. What happens if I don’t file an annual company return on time in Kenya?

You could face fines of up to KES 200,000, plus daily late fees. Filing on time is definitely cheaper – and stress-free!

 

3. When exactly is the deadline for filing Annual Company Returns in Kenya?

The return date is usually the anniversary of your company’s incorporation or the anniversary of your last annual return filed. Once that date arrives, you have 28 days to submit the return to the Companies Registry.

Example: If your incorporation date is 15 March, your return date is 15 March every year, and you must file by 12 April.

 

4. What’s the difference between an annual Company return and a tax return?

Annual returns keep your company details updated with the Registrar of Companies, while tax returns report your income and taxes to the Kenya Revenue Authority (KRA).

 

5. Is a foreign company mandated to file an annual company return in Kenya?

Yes, foreign companies registered to do business in Kenya must file annual returns with the Registrar of Companies, just like local companies. This ensures their Kenyan operations remain compliant with the Companies Act.

Key Takeaways

Filing your annual company returns in Kenya is mandatory for all limited companies, even if you are the only director and shareholder. Using the CR29 form on eCitizen makes it simple, fast, and secure.

At M&A Registrars, we help Kenyan businesses file their annual returns quickly, accurately, and without stress.

Contact us today at info@mnaregistrars.com to file your annual return and stay fully compliant!

Would you like us to assist you:

Filing your company annual returns in Kenya?

Click the WhatsApp button to book your free consultation with M&A Registrars now.

Or email us at info@mnaregistrars.com

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Disclaimer

This guide is for informational purposes only and is not legal or financial advice. For guidance tailored to your company, consider speaking with a qualified professional – or reach out to us at M&A Registrars for support.

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