NileEdge provides expert company changes services in Kenya — updating directors, registered office, company name, shareholders, share capital, and Memorandum & Articles of Association under the Companies Act 2015 via eCitizen BRS V2. Every change filed within the 14-day statutory deadline. Fixed fees.
Every Kenyan company registered under the Companies Act 2015 is required to notify the Business Registration Service (BRS) of specific changes within 14 days of those changes occurring. These include changes to directors, the registered office address, company name, shareholders, share capital, and the Memorandum and Articles of Association. Failure to file within the statutory deadline is an offence by both the company and every officer in default under the Companies Act 2015.
NileEdge provides comprehensive company changes services in Kenya — managing every type of statutory filing via the eCitizen BRS V2 portal. Every engagement includes drafting the required board or shareholder resolutions, preparing and filing the prescribed BRS forms, managing government fee payments, and delivering updated BRS register extracts. We file as soon as we are instructed, ensuring the 14-day deadline is met on every change.
The most common reasons companies miss the 14-day filing deadline are: not knowing the obligation exists, not knowing which form to file, or assuming the company secretary or accountant has handled it. NileEdge's corporate secretarial services include a proactive change monitoring protocol — we ask the right questions and file the right forms at the right time, so you are never unknowingly in breach of the Companies Act.
Why the 14-day deadline matters: An unfiled company change is a latent legal defect. It does not cause immediate problems — until it does. Unfiled director changes, stale registered addresses, and unregistered share transfers come to light during bank account reviews, due diligence for investment, regulatory inspections, and contract negotiations. The cost of fixing historic non-compliance is always higher than the cost of filing on time. NileEdge files every change on the day it is instructed.
The Companies Act 2015 sets a strict 14-day window for filing most company changes with the BRS. Missing this deadline is an offence. NileEdge files on the day of instruction — every time.
Historic non-compliance: If your company has changes that were never filed — especially director changes, address changes, or unregistered share transfers accumulated over multiple years — NileEdge provides a compliance audit service to identify all unfiled changes and manage the backdated filings. Contact us for a free compliance health check.
NileEdge manages every type of company change filing required under the Companies Act 2015. Each card below shows what is required and how long it typically takes via eCitizen BRS V2.
Director changes are the most frequently filed company change in Kenya — and among the most commonly missed within the 14-day statutory deadline. NileEdge files director changes on the same day as instruction.
To appoint a new director to a Kenyan company, the board passes a resolution at a properly convened meeting. The new director must consent to the appointment in writing. The company must then file Form CR8 with eCitizen BRS V2 within 14 days.
For new directors who are foreign nationals, a Kenyan KRA PIN is required before the BRS system will accept the filing. NileEdge manages iTax KRA PIN applications for foreign directors — without requiring them to appear in Kenya or visit a KRA office. We obtain the PIN and proceed to the BRS filing immediately upon receipt.
NileEdge drafts the board resolution, prepares Form CR8, and files on the day of instruction. We deliver the updated BRS register extract confirming the new director's appointment once the filing is processed.
Multiple director appointments: Where a company is restructuring its board — appointing several new directors simultaneously — NileEdge manages all appointments in a single filing to minimise government fees and BRS processing time. We advise on the most efficient sequence when new appointments and existing director resignations are happening concurrently.
When a director resigns from a Kenyan company, the company must file Form CR9 with BRS within 14 days of the resignation taking effect. A resigning director should provide a signed resignation letter addressed to the company, and the remaining board should pass a resolution acknowledging the resignation.
NileEdge prepares the resignation acknowledgement resolution and Form CR9, and files with BRS on the day of instruction. We also advise on the minimum director requirement — a Kenyan private company must at all times have at least one director. We flag this risk before accepting a resignation filing that would leave the company with no directors.
If a director's personal details change — new residential address, name change following marriage, new passport number — the company must notify BRS within 14 days. This is one of the most universally overlooked filings. NileEdge's annual secretarial service includes an annual director details verification to catch any unnotified changes before they accumulate into a compliance backlog.
Changing a company name in Kenya requires a special resolution and a BRS application. NileEdge manages the complete process from name search to new Certificate of Incorporation delivery.
| Step | Action Required | Who Does It | Typical Timeline |
|---|---|---|---|
| 1 | New name availability search on BRS register (3 options) | NileEdge | Same day |
| 2 | Draft special resolution for general meeting notice | NileEdge | Same day as confirmed name |
| 3 | Issue notice of general meeting to all shareholders (21 days minimum / written consent for short notice) | NileEdge + Company | Up to 21 days |
| 4 | Hold general meeting; shareholders pass special resolution (75% majority) approving new name | Company | Day of meeting |
| 5 | File Change of Name application + special resolution with BRS via eCitizen BRS V2 + pay government fee | NileEdge | Within 14 days of resolution |
| 6 | BRS processes the application and issues new Certificate of Incorporation Reflecting Change of Name | BRS / NileEdge monitoring | 7–21 working days (BRS processing) |
| 7 | Update KRA records, bank account name, sector licences, and business materials with new company name | NileEdge guidance | Post-certificate |
Post-name-change obligations: Once a new company name is registered, you must update your KRA records, bank account name (requires a new BRS certificate and board resolution to your bank), county business permit, sector licences, contracts in progress, and all business stationery and materials. NileEdge provides a post-name-change checklist and manages the KRA iTax name update as part of our service.
The M&A is the constitutional document of a Kenyan company. Amendments require a special resolution and must be filed with BRS within 14 days. NileEdge manages the complete amendment process.
Companies amend their M&A for a range of commercial and governance reasons. The most common NileEdge manages include:
An M&A amendment requires shareholders holding at least 75% of the voting rights to approve the change at a properly convened general meeting. NileEdge manages the full process:
Written resolution alternative: For a Kenyan private company, a special resolution can be passed by written resolution signed by shareholders holding 75% of the voting rights — without convening a formal meeting. This is faster and simpler when all shareholders are accessible. NileEdge prepares the written resolution documentation when this route is used.
NileEdge files every company change on the same day as instruction. Here is our standard process — from receiving your instruction to BRS confirmation.
We receive your instruction and immediately identify: the specific change type, the relevant BRS form, the appropriate resolution required (board or shareholder), any KRA PIN requirements for new directors or shareholders, and any Stamp Duty obligations. We advise on the fastest compliant route and confirm the fixed fee before proceeding.
We draft the required board resolution or shareholder resolution for the change. For changes requiring a general meeting and special resolution, we prepare full general meeting documentation: notice of meeting, resolution text, and minutes. For simple board resolutions, we prepare and send for signature on the same day.
Where the change involves a new director or shareholder who is a foreign national, a Kenyan KRA PIN is required before BRS will accept the filing. NileEdge manages the iTax portal PIN application for foreign directors and shareholders — without requiring them to visit Kenya or a KRA office. We obtain the PIN and proceed to filing immediately upon receipt.
We prepare and submit the prescribed form via eCitizen BRS V2, pay all applicable government fees, and for share transfers and allotments, manage Stamp Duty payment to KRA via iTax before registration. We monitor the filing through the BRS processing queue and follow up directly with the Registrar on any queries raised.
Once processed, we deliver the BRS confirmation, updated register extract, and (where applicable) the new Certificate of Incorporation (for name changes). We also update our compliance records to ensure the change is reflected in future annual return filings and compliance monitoring.
All government fees and NileEdge professional fees quoted in writing before engagement. No surprises.
| Change Type | BRS Govt. Fee (Approx.) | Other Fees | NileEdge Fee |
|---|---|---|---|
| Director Appointment | KES 650 | KRA PIN for foreign director (govt. free + NileEdge fee) | Fixed — quoted upfront |
| Director Resignation | KES 650 | None | Fixed — quoted upfront |
| Registered Office Change | KES 650 | None | Fixed — quoted upfront |
| Company Name Change | KES 5,000–8,000 | None beyond BRS fee | Fixed — quoted upfront (includes name search + special resolution) |
| Share Transfer | BRS annual return update | Stamp Duty: 1% of consideration — paid to KRA | Fixed — quoted upfront |
| Share Allotment | KES 650 (Form CR15) | Stamp Duty on allotment consideration | Fixed — quoted upfront |
| M&A Amendment | KES 650 | None beyond BRS fee | Fixed — quoted upfront (includes special resolution management) |
| Annual Return Filing | KES 2,500–4,500 (by share capital) | None | Fixed — quoted upfront |
* BRS government fees are set by the Business Registration Service and subject to change. Stamp Duty rates are set by the Stamp Duty Act and administered by KRA. NileEdge professional fees are fixed and provided in writing before engagement.
NileEdge is the company changes partner for Kenyan companies, multinationals, and foreign-owned businesses requiring reliable, deadline-compliant statutory filings.
NileEdge files every company change on the same day as instruction. The 14-day statutory deadline is the legal maximum — we treat every instruction as urgent. No client of NileEdge has ever missed a statutory company change deadline because of a delay on our side.
Every company change engagement includes drafting the required resolution — whether a simple board resolution or a full special resolution with general meeting notice and minutes. Most clients are not sure which resolution is required; we advise, draft, and manage signature in a single seamless process.
We obtain Kenyan KRA PINs for all new foreign directors and shareholders via iTax — without requiring them to visit Kenya or a KRA office. This is the single most common reason company change filings are delayed, and we eliminate it proactively on every engagement.
Share transfers and allotments require Stamp Duty payment to KRA before registration is valid. NileEdge manages Stamp Duty calculations, KRA payment via iTax, and stamped instrument delivery — a step that many registration agents leave for clients to figure out alone, often incorrectly.
For companies with years of unfiled changes — particularly inherited companies, acquired subsidiaries, and long-running businesses without a professional company secretary — NileEdge conducts a compliance audit to identify all unfiled changes and manages the backdated filing and rectification process.
Beyond individual change filings, NileEdge's corporate secretarial services provide ongoing monitoring — catching changes before they become missed deadlines, managing annual returns, and maintaining a compliance calendar that keeps every company we serve fully up to date with its BRS obligations.
"We acquired a Kenya subsidiary and discovered the previous owner had not filed any director changes for four years. NileEdge conducted a full compliance audit, identified seven unfiled changes, and rectified everything within three weeks. The bank was finally able to update our account. Invaluable service."
"We needed to change our company name before a major contract signing. NileEdge managed the full special resolution process, BRS filing, and delivered the new certificate in 12 working days. They then updated our KRA records and prepared the bank update letter the same day. Flawless."
"Our new Indian investor required KRA PINs, a share allotment, and an M&A amendment before completing the investment. NileEdge managed all three simultaneously — KRA PINs for the Indian directors, the allotment filing with Stamp Duty, and the special resolution. Everything completed within two weeks."
Under the Companies Act 2015, the following changes must be filed with BRS within 14 days: director appointments and resignations, changes to a director's personal details, registered office address changes, amendments to the Memorandum and Articles of Association, allotment of new shares, and company name changes. Share transfers must also be recorded and reflected in annual returns. NileEdge files all of these change types via eCitizen BRS V2.
Annual BRS returns, change monitoring, AGM management, and statutory filing — all handled proactively.
Register a new private limited company in Kenya in 7–14 working days via eCitizen BRS V2.
Monthly management accounts, KRA corporation tax, and VAT filing for your Kenyan company.
Class G and Class D work permits for new foreign directors and staff joining your Kenya company.
NileEdge files every company change on the same day as instruction — within the 14-day statutory deadline. Board resolutions drafted. KRA PINs for foreign directors managed. Stamp Duty handled. Fixed fees.