Overview of Business Registration in Rwanda
Rwanda has implemented significant reforms to streamline business registration processes, making it one of the most business-friendly countries in East Africa. The Rwanda Development Board (RDB) serves as the primary agency for business registration and investment promotion, offering integrated services through its online platform and physical offices.
The business registration process in Rwanda is governed by Law No. 07/2021 of 05/02/2021 governing companies, which replaced the previous Companies Act and introduced modern corporate governance standards aligned with international best practices.
Types of Business Entities
Private Limited Company (Ltd)
The most common business structure for small to medium enterprises:
- Minimum share capital: RWF 100,000
- Minimum shareholders: 1 (maximum 50)
- Limited liability protection for shareholders
- Suitable for businesses seeking investment and growth
Public Limited Company (PLC)
Designed for larger enterprises with public shareholding:
- Minimum share capital: RWF 20,000,000
- Minimum shareholders: 7 (no maximum limit)
- Can offer shares to the public
- Subject to additional regulatory requirements
Branch Office
Foreign companies can establish branch offices in Rwanda:
- Must be registered in home country for at least 2 years
- No minimum capital requirement
- Parent company assumes full liability
- Limited to activities specified in registration
Representative Office
For market research and liaison activities only:
- Cannot engage in commercial activities
- Valid for maximum 3 years (renewable)
- No capital requirement
- Primarily for market entry assessment
Step-by-Step Registration Process
Step 1: Name Reservation
All business registrations begin with name reservation through the RDB online portal:
- Submit 3 preferred company names
- Names must be unique and comply with naming guidelines
- Reservation valid for 30 days
- Fee: RWF 2,000
Step 2: Prepare Required Documents
Standard documentation required for registration includes:
- Completed company registration form
- Memorandum and Articles of Association
- Shareholders' identification documents (passport/national ID)
- Directors' identification and consent forms
- Proof of registered office address
- Bank statement confirming minimum capital deposit
Step 3: Submit Application
Applications can be submitted through:
- Online platform: irembo.gov.rw (recommended)
- RDB offices: Kigali and provincial offices
- One-Stop Centers: Available in all districts
Step 4: Registration Fees and Timeline
Current registration fees and processing times:
- Private Limited Company: RWF 25,000
- Public Limited Company: RWF 50,000
- Branch Office: RWF 100,000
- Processing time: 6 hours (online) to 3 working days (physical submission)
Post-Registration Compliance Requirements
Tax Registration
All registered businesses must obtain tax identification numbers from Rwanda Revenue Authority (RRA):
- Corporate Income Tax (CIT): 30% standard rate
- Value Added Tax (VAT): 18% (mandatory for turnover above RWF 20,000,000)
- Pay As You Earn (PAYE): Required for businesses with employees
- Skills Development Levy: 0.1% of gross salaries (to be verified)
Social Security Registration
Registration with Rwanda Social Security Board (RSSB) is mandatory for businesses with employees:
- Employer contribution: 5% of gross salary
- Employee contribution: 3% of gross salary
- Registration must occur within 30 days of first employee hire
Labor Law Compliance
Businesses with employees must comply with Law No. 66/2018 of 30/08/2018 regulating labour in Rwanda:
- Written employment contracts required
- Minimum wage compliance (varies by sector)
- Annual leave: 18 working days minimum
- Maternity leave: 12 weeks
- Paternity leave: 4 weeks
Sector-Specific Requirements
Licensed Activities
Certain business activities require additional licenses or permits:
- Financial Services: National Bank of Rwanda approval required
- Telecommunications: Rwanda Utilities Regulatory Authority (RURA) license
- Mining: Rwanda Mines, Petroleum and Gas Board permit
- Tourism: Rwanda Development Board tourism license
- Construction: Professional registration and project-specific permits
Environmental Compliance
Businesses with potential environmental impact must obtain Environmental Impact Assessment (EIA) clearance from Rwanda Environment Management Authority (REMA).
Investment Incentives and Support
Tax Incentives
Rwanda offers various investment incentives under Law No. 06/2015 of 28/03/2015 relating to investment promotion and facilitation:
- 7-year corporate tax exemption for priority sectors
- Accelerated depreciation allowances
- VAT exemption on capital goods and raw materials
- Withholding tax exemptions (to be verified for current rates)
Special Economic Zones
Businesses operating in Special Economic Zones enjoy additional benefits:
- Zero corporate tax for first 7 years
- Streamlined customs procedures
- Simplified work permit processes
- World-class infrastructure and utilities
Ongoing Compliance and Reporting
Annual Requirements
Registered companies must fulfill annual compliance obligations:
- Annual returns: Filed with RDB within 42 days of AGM
- Tax returns: Corporate tax returns due by March 31
- Audited accounts: Required for companies with turnover above RWF 50,000,000
- AGM: Must be held within 15 months of incorporation and annually thereafter
Record Keeping Requirements
Companies must maintain proper books of accounts and statutory registers as prescribed under the Companies Law, including:
- Register of members and shareholdings
- Register of directors and secretaries
- Minutes of board meetings and AGMs
- Accounting records for minimum 10 years
Support Resources
Several institutions provide support for business registration and operations:
- Rwanda Development Board (RDB): Primary registration and investment support
- Private Sector Federation (PSF): Business advocacy and networking
- Business Development Fund (BDF): Financing and technical assistance
- Rwanda Chamber of Commerce: Trade facilitation and business services
For current fee schedules and detailed procedures, businesses should consult the official RDB website or visit local offices, as regulations and fees may be updated periodically.