News / National
D-Day approaches for company re-registration in Zimbabwe
16 hrs ago |
414 Views
The Zimbabwean government has officially set a deadline for the re-registration of companies on the country's electronic registry, following the gazetting of Statutory Instrument (SI) 108 of 2025 on September 26, 2025. Companies are required to complete the re-registration process by Friday, April 20, 2026.
The electronic registry was established under Chapter V of the Companies and Other Business Entities Act (Chapter 24:31), enacted in 2019, which provides for electronic registration of companies under sections 279 to 291. Section 303(9) of the Act mandates that companies and private business corporations must re-register within twelve months from the effective date by submitting the appropriate forms, fees, and documentation, while retaining their existing names. Companies are allowed to change their names only after re-registration, in line with section 26 of the Act.
Re-registration was originally intended to occur within twelve months of the Act's effective date of February 13, 2020, following its gazetting on November 15, 2019. The process aims to establish a new and updated register of companies and private business corporations while removing defunct or inactive entities from the registry. According to section 10 of the Act, a company may be deemed defunct if it has not submitted statutory returns and notices, or if it appears inactive and is not conducting business.
The government has warned that failure to comply with the April 20, 2026 deadline will carry serious consequences. Companies that have not submitted annual returns, maintained up-to-date records of directors and shareholders, or remain inactive may be struck off from the official registry. Business entities may require up to seven days to complete the re-registration process once all statutory returns are updated.
Entities that fail to re-register will face automatic deregistration without further notice, making their names available for new applicants. Deregistered companies will be removed from the official register, losing their legal capacity to trade or enter into contracts. Directors, shareholders, and officers may become personally liable for obligations incurred while the company was operational, and continuing to trade post-deregistration could result in both civil and criminal liability.
As 2025 draws to a close, the government has emphasised the urgency for all business entities to comply with SI 108 of 2025. Companies are being urged to take immediate action to avoid the severe legal and financial implications of failing to meet the re-registration deadline.
The electronic registry was established under Chapter V of the Companies and Other Business Entities Act (Chapter 24:31), enacted in 2019, which provides for electronic registration of companies under sections 279 to 291. Section 303(9) of the Act mandates that companies and private business corporations must re-register within twelve months from the effective date by submitting the appropriate forms, fees, and documentation, while retaining their existing names. Companies are allowed to change their names only after re-registration, in line with section 26 of the Act.
Re-registration was originally intended to occur within twelve months of the Act's effective date of February 13, 2020, following its gazetting on November 15, 2019. The process aims to establish a new and updated register of companies and private business corporations while removing defunct or inactive entities from the registry. According to section 10 of the Act, a company may be deemed defunct if it has not submitted statutory returns and notices, or if it appears inactive and is not conducting business.
The government has warned that failure to comply with the April 20, 2026 deadline will carry serious consequences. Companies that have not submitted annual returns, maintained up-to-date records of directors and shareholders, or remain inactive may be struck off from the official registry. Business entities may require up to seven days to complete the re-registration process once all statutory returns are updated.
Entities that fail to re-register will face automatic deregistration without further notice, making their names available for new applicants. Deregistered companies will be removed from the official register, losing their legal capacity to trade or enter into contracts. Directors, shareholders, and officers may become personally liable for obligations incurred while the company was operational, and continuing to trade post-deregistration could result in both civil and criminal liability.
As 2025 draws to a close, the government has emphasised the urgency for all business entities to comply with SI 108 of 2025. Companies are being urged to take immediate action to avoid the severe legal and financial implications of failing to meet the re-registration deadline.
Source - Business Times
Join the discussion
Loading comments…
