There are different forms of companies that one can register in Zimbabwe. There is the Private Limited Company (PLC), Private Business Cooperation (PBC), Co-operative Companies etc. The company type is mostly determined by the objectives set by the founders.
The registration processes of these companies are relatively similar however with minor adjustments to suit the particular company being registered. We are focusing on how to register a co-operative company in Zimbabwe.
Lets start by defining a co-operative company and the best place to derive the definition is from the Zimbabwean Companies Act (Chapter 23:4).
Definition of Co-operative Company
(1 ) A co-operative company is a company, other than a private company, which—
(a ) in its memorandum states that its main object is one or other or both of the following —
(i) the provision for its members of a service facilitating the production or marketing of agricultural produce or livestock;
(ii) the sale of goods to its members;
and
(b ) by its articles—
(i) restricts the right to transfer its shares; and
(ii) provides that its ordinary shares shall be of one class only; and
(iii) subject to section thirty-nine, fixes a limit to the number of shares which may be held by any one member; and
(iv) regulates the voting rights of its members in accordance with section thirty-nine; and
(v) limits the dividend which may be paid on its shares to a rate not exceeding ten per centum per annum on the amounts paid up thereon; and
(vi) provides for the distribution of a part or the whole of its profits amongst its members on the basis of certain or all of their business transactions with the company.
(2 ) With the sanction of a special resolution and subject to confirmation by the court, a public company, which is not a co -operative company, may convert itself into a co-operative company.
(3 ) For the purposes of paragraph (a) of subsection (1)—
“member”, in relation to a co-operative company, includes any person who is a member of a co-operative company which is a member of the first-mentioned co-operative company.
Co-operative Company Registration Procedure
Here is the step by step registration process of registering a co-operative company.
1. Name Search
The first stage is applying for a company name search for company name reservation. The name search used to be done on a C.R. 21 Form but it has since changed since the introduction of the online portal. This is relatively difficult to do for most individuals and its very much advisable to do the company name search through your consultant.
However, a name is not reserved every time by the registrar of companies. Here is an article on the reasons why a company name can be rejected by the registrar.
2. Memorandum And Articles of Association Preparation And Signing.
The shareholders sign the memorandum and articles of association. A Memorandum of Association defines the relationship of the company and its shareholders. An Articles of Association specifies the regulations for a company’s operations and defines the company’s purpose. The documents are prepared by your company registration consultant.
3. C.R 6 Preparation And Signing.
The company director or secretary sign the C.R 6 Form. A C.R 6 Form states the company’s registered office address. If the company does not have an office as yet, you can use a home address.
4. C.R 14 Preparation And Signing.
The company director or secretary sign the C.R 14 Form. A C.R 14 Form lists the company’s directors and secretary’s.
The company documents, that is, memorandum and articles of association, C.R 6 and C.R 14 are submitted to the companies registrars’ office. The registrar issues a Certificate of Incorporation as proof of a registered company.
We hope this article helped you understand how to register a co-operative company in Zimbabwe.
You may also want to read our article on requirements for company registration in Zimbabwe.
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