The key reforms from the Insolvency Act of 2015
- Introduction of a reorganization procedure
- Facilitation of continuation of the debtor’s business during insolvency proceedings
- .Introduction of regulations for insolvency practitioners
- Equal treatment of creditors in reorganization proceedings
- Granting creditors greater participation in insolvency proceedings
Source: Ease of doing business reform milestones
Statutory Obligations
SME must ensure that they file their statutory obligations to the following key bodies illustrated in the table below
Organization | Obligations | Obligation Detail | Requirements | Due Date |
Kenya Revenue Authority | Corporate Tax | What is the Corporation Tax rate?
1-Resident Companies are taxed at 30%. 2-Non-resident companies are taxed at 37.5% |
https://www.kra.go.ke/en/business/companies-partnerships/companies-partnerships-pin-taxes/companies-partnerships-file-pay | Corporation Tax is filed online via iTax by filing an Income Tax Company Return (IT2C Form), on or before the sixth month after the end of an accounting period. |
Installment Tax | Installment Tax is paid in advance at 4 equal installments. It is paid before the year of income is over and before the accounts of the business are prepared to establish the actual tax payable. | https://www.kra.go.ke/en/business/companies-partnerships/companies-partnerships-pin-taxes/companies-partnerships-file-pay | Schedule of Installment Tax payments:
1st-25% by the 20th day of the 4th month. 2nd-25% by the 20th day of 6th month. 3rd-25% by the 20th day of 9th month. 4th-25% by the 20th day of 12th month |
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VAT |
What is the rate of taxation for VAT?The two tax rates for VAT are: 1-16% – general rate of tax and is applicable to taxable goods and taxable services. 2-8% – On petroleum products except for Liquefied petroleum Gas 0% – applies to supplies or importation of goods and services that are of the description for the time being specified in the Second Schedule of the VAT Act, 2013. |
https://www.kra.go.ke/en/business/companies-partnerships/companies-partnerships-pin-taxes/companies-partnerships-file-pay | on or before the 20th of the following month, by filling a VAT3 Return form | |
PAYE | https://www.kra.go.ke/en/business/companies-partnerships/companies-partnerships-pin-taxes/companies-partnerships-file-pay | PAYE is deducted monthly at the prevailing individual income tax rates, on or before 9th of the following month. | ||
Withholding Tax | Withholding Tax rates vary depending on the income, and whether the recipient of the income is resident or non?resident.
What are the prevailing Withholding Tax rates?
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https://www.kra.go.ke/en/business/companies-partnerships/companies-partnerships-pin-taxes/companies-partnerships-file-pay | Payment is done via iTax.
Generate a payment slip and present it, with the tax due, at any of the KRA appointed banks. |
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Turnover Tax {Small Traders} | Turnover Tax(TOT) is a tax charged on gross sales of a business as per Sec. 12(c) of the Income Tax Act.
Who should pay TOT? TOT is payable by resident persons whose gross turnover from business is more than Kshs. 1,000,000 and does not exceed or is not expected to exceed Kshs 50,000,000 in any given year What is the rate for TOT? Turnover Tax is charged at the rate of 1% on gross monthly sales and is final tax
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https://www.kra.go.ke/en/business/small-traders/taxation-for-small-traders/turnover-tax-tot | TOT will be filed and paid on a monthly basis. The due date is on or before 20th of the following month. | |
Minimum Tax | Minimum tax is a base income tax payable by all persons regardless whether or not they make a profit and is paid at a rate of 1% of gross revenue | https://www.kra.go.ke/images/publications/Brochure–Minimum-Tax.pdf | The tax is paid in installment and is due on the 20th day of each period ending 4th,6th, 9th and 12th months of the income year | |
Digital Service Tax | Digital Tax is payable on income derived or accrued in Kenya from services offered through a digital marketplace.
DST is payable at 1.5% of transaction value |
https://www.kra.go.ke/images/publications/Brochure–Digital-Service-Tax–final.pdf | DST is due when payment is made to the service provider | |
NHIF | NHIF Deductions | http://payrollbyproduct.nhif.or.ke/byproduct/ | ||
NSSF | NSSF Deductions | https://www.nssf.or.ke/mpesa | 15th of every month | |
Registrar of companies | Company Returns | Every registered company in Kenya should file annual returns with the registrar of companies.
The main aim of these returns is to show the current status of the company. The annual returns highlight the following concerning the said company. 1-The structure of the company 2-The shareholding 3-Division of shares 4-Company’s Nominal capital 5-Names and addresses of the directors and shareholders in the company. 6-The current registered office of the company 7-Details of the company secretary |
http://ebusiness.go.ke/ebusiness.html |
Kenya Industrial Property Institute (KIPI) is a parastatal under the Ministry of Industrialization, Trade and Enterprise Development. KIPIs main function are :
- Industrial property rights administration
- Provision of technological information to the public
- Promoting inventiveness in Kenya
- Provision of training on industrial property
The following table provides detailed information on the various forms of intellectual property and procedure for application
Intellectual Property | IP Detail | Fees | Forms & Requirements |
Trade Mark | A Trade Mark is a sign which serves to distinguish the goods of an industrial or a commercial enterprise or a group of such enterprises. Find out more (https://www.kipi.go.ke/index.php/trademarks ) | Fees | https://www.kipi.go.ke/index.php/trademark-forms |
Patent | Invention means a solution to a specific problem in the field of technology. It is; a new and useful art (whether producing a physical effect or not), process, machine, manufacture or composition of matter which is not obvious, or any new and useful improvement thereof which is not obvious, capable of being used or applied in trade or industry and includes an alleged invention. An invention may be, or may relate to, a product, or a process. Find out more (https://www.kipi.go.ke/index.php/patents ) | Fees | https://www.kipi.go.ke/index.php/patent-forms
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Industrial Design | According to industrial property Act 2001, an industrial design is defined as “any composition of lines or colours or any three dimensional form whether or not associated with lines or colours, provided that such composition or form gives a special appearance to a product of industry or handicraft and can serve as pattern for a product of industry or handicraft”. Find out more (https://www.kipi.go.ke/index.php/industrial-design ) | Fees | https://www.kipi.go.ke/index.php/patent-forms
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Utility Model | Utility model means any form, configuration or disposition of element of some appliance, utensil, tool, electrical and electronic circuitry, instrument, handicraft mechanism or other object or any part of the same allowing a better or different functioning, use, or manufacture of the subject matter or that gives some utility, advantage, environmental benefit, saving or technical effect not available in Kenya before and includes micro-organisms or other self-replicable material, products of genetic resources, herbal as well as nutritional formulations which give new effects. Find out more (https://www.kipi.go.ke/index.php/utility-models ) | http://www.kipi.go.ke/images/forms/patent_forms/fees.pdf | https://www.kipi.go.ke/index.php/patent-forms
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Traditional Knowledge | The Traditional Knowledge (TK )and Genetic resources (GR)unit, abbreviated as “TK & GR – UNIT” was established at the Kenya Industrial Property Institute (KIPI), in March 2009, to specifically address issues of intellectual property rights relating to traditional knowledge associated with genetic resources for indigenous and local communities practicing traditional lifestyles, their traditional cultural expressions, access and benefit sharing issues, Bonn and Akwe-Kon guidelines, disclosure requirements and other related matters within the national and international framework. Find out more (https://www.kipi.go.ke/index.php/traditional-knowledge ) |
The Kenya Copyright Board (KECOBO) is a State Corporation under the Office of the Attorney General & the Department of Justice. It was established by section 3 of the Copyright Act 2001 and mandated with the administration and enforcement of copyright and related rights.
Details about KECOBO and copyrights in Kenya
Copyright Enforcement
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Copyright Protection areas
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Ownership of Copyrights | Copyright duration |
The Kenya Copyright Board is mandated to enforce copyright and related rights in Kenya. The Board currently has a legal and enforcement department that has 5 prosecutors and 10 copyright inspectors. |
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The first ownership of a copyright work vests in the person who creates it. However, copyright like any other moveable property can be transferred through sale, licenses and testamentary disposition. Under the Copyright Law;
1. In the case of two authors, the two shall be known as the joint authors of the work. 2. In the case of works created for hire or works created under a contract of employment, unless otherwise stated in a contract, the employer or the person who commissioned the work shall be the owner of the work. 3. In the case of a film, the principal director and the film producer are joint authors and first owners of the copyright (and the economic rights). Similar provisions to those referred to above, apply where the director is employed by someone. 4. In the case of a sound recording the author and first owner of copyright is the record producer, in the case of a broadcast, the broadcaster; and in the case of a published edition, the publisher. 5. Copyright in material produced by a Government department belongs to the Government.
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The length of time a copyright work is protected will depend upon the category or type of work.
Literary, musical or artistic work other than photographs Sound recordings Broadcasts NB: Once the term of protection of copyright expires, the work falls into the public domain.
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The Kenya Bureau of Standards (KEBS) is the government agency that provides Standards, Metrology and Conformity Assessment (SMCA) services . KEBS activities have grown from the development of standards and quality control for a limited number of locally made products in the 1970s to the provision of :
- Comprehensive Standards development,
- Metrology,
- Conformity Assessment,
- Training
- Certification services
SMEs operating the following business have seek approvals from KEBS
- Importers
- Exporters
- Manufactures
The following table provides details of various approvals for each kind of business
Business | Standard Name | Detail | Requirements | Fees |
Importer | Import Standardization Mark of quality | ALL imported products intended for sale in the local market are required to purchase Import Standardization Mark (ISM) stickers directly from KEBS. | Import Standardization Mark Guidelines {https://www.kebs.org/images/pdf/new/IMPORT_STANDARDIZATION_MARK_GUIDELINES.pdf }
Import Standardization Mark application form {https://www.kebs.org/images/ISM/ISM-Application-Form-2018.xls } |
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Manufacturing | Standardization mark permit | This is a mandatory product certification scheme for locally manufactured products provided for under section 10 of the Standards Act Cap 496, Laws of Kenya. To acquire the mark, manufactured goods are expected to meet quality requirements as specified in the various Kenya/Approved Standards. A permit to use a Standardization Mark is issued to a firm to certify that a particular product conforms to requirements in a Standard. | Steps to acquire standardization mark permit {https://www.kebs.org/index.php?option=com_content&view=article&id=170&Itemid=462 } | https://www.kebs.org/images/pdf/Fees_Schedule_for_D-mark_S-mark_FFL.pdf |
Manufacturing | Diamond Mark of Quality (D-Mark) | The Diamond Mark of Quality (also referred to as D-Mark) is a voluntary product certification scheme operated by KEBS. It is a mark of excellence awarded to manufacturers (either based locally or abroad) which has demonstrated high degree of excellence in product manufacturing and quality. D-Mark permit holders thus qualify automatically for the standardization mark (SM) without any additional payments. The permit to use the mark is valid for period of 3 years subject to satisfactory quality performance and full compliance to other contractual obligations signed between KEBS and the permit holder. | Steps to acquire D-Mark {https://www.kebs.org/index.php?option=com_content&view=article&id=169&Itemid=461 } | https://www.kebs.org/images/pdf/Fees_Schedule_for_D-mark_S-mark_FFL.pdf |
Manufacturing-Food Fortification | Food Fortification Mark | Food fortification is the addition of one or more vitamin and/or mineral to a food to correct or prevent a demonstrated micronutrient deficiency. It is one of the four key cost effective strategies recommended by WHO in curbing micronutrient deficiency.
The Ministry of Public Health and Sanitation through a Legal Notice no. 62 of 15th June 2012 has therefore declared it mandatory to fortify the following food products; 1-Wheat Flour – with Zinc & Iron 2-Dry Milled Maize Products- with Zinc & Iron 3-Salt- with Iodine 4-Vegetable Fats & Oils- with vitamin A |
Steps to acquire food fortification mark permit-https://www.kebs.org/index.php?option=com_content&view=article&id=171&Itemid=463
Food fortification Mark application form-https://www.kebs.org/images/pdf/STA_1_form_Application_Food_Fortification_mark_new.pdf |
https://www.kebs.org/images/pdf/Fees_Schedule_for_D-mark_S-mark_FFL.pdf |
Manufacturing-Water Bottling | Product Standard KS EAS 153 for drinking water, KS EAS 13 for Mineral water and the Code of Hygiene Standard KS 459 | -https://www.kebs.org/images/pdf/Water_Bottling_Requirements.pdf |
Organization | area of support | Details |
Kenya Research & Development Institute (KIRDI) | Common manufacturing facilities | CMF concept is where KIRDI provides facilities for MSME`s to process their products. Common manufacturing facilities are offered in the following areas;
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Business incubation services | KIRDI runs an incubation programme in which startups are housed within the organization for a maximum period of 6 months. We also run a virtual incubation service where Research Scientists support entrepreneurs and industrialists from their establishments.
The Incubatees both virtual and inhouse are given technical support, in the specific areas of interest. Incubation services are offered on first come first served basis; In house incubation is strictly pegged on availability of space. |
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Product development
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KIRDI’s Research Scientists assist MSME’s in product development. The Entrepreneurs/ Industrialists are aided in improving their products to a competitive quality range that is acceptable in the local, regional and international markets. | |
Training and capacity building programmes
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KIRDI offers practical and industry related training courses that are custom made and focused on the needs of MSMEs. The trainings are conducted in all our technical divisions including; Food processing pilot plant, Mushroom pilot plant, Natural Products, Leather Development Centre, Energy Division, Ceramics Pilot Plant and Engineering Development Service Centre.
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Kenya Industrial Estate Limited | Incubation | Kenya Industrial Estates LTD provides serviced workspace through construction of industrial estates/incubators in fast growing business centres.
These facilities provide entrepreneurs with specific services to nurture and encourage growth of their enterprises to sustainable levels. Apart from flexible and affordable workspace, the enterprises within the incubators are able to access financial support for machinery, equipment and working capital, shared utility services, management and technical assistance including skills upgrading, marketing, accounting, legal, secretarial services and internet and networking. Industrial Shed Rehabilitation This facility is for mortaged industrial workspace where the mortgagee can access credit facilities to rehabilitate or expand and modernize their workspace
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Dispute Resolution
Small business from time to time encounter challenges in relation to various stakeholders they engage with in their day to day business operations. The following are dispute support institutions SMEs can utilize
Institution | About | Issues Addressed | Where to find them |
Court of appeal | The Court of Appeal of Kenya is established under Article164 of the constitution of Kenya and consists of a number of judges, being not fewer than twelve. | The Court of Appeal handles appeals arising over the decisions of the High Court as well as any other court or Tribunal as provided for in Law. | https://www.judiciary.go.ke/courts/court-of-appeal/#overview |
High Court | The High Court is established under Article 165 of the Constitution. The Court is clothed with inherent jurisdiction to: determine all Criminal and Civil Matters; determine cases concerning the violation and or infringement of the bill of rights; hear appeals from subordinate courts and tribunals; interpret the constitution; and, exercise supervisory jurisdiction over the subordinate courts and over any person, body or authority exercising a judicial or quasi-judicial function. | High court addresses among other issues Commercial and Tax disputes
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https://www.judiciary.go.ke/courts/high-court-2/#overview |
Magistrate Court | The Subordinate courts are the courts established under Article 169 of the Constitution of Kenya 2010.
They are; 1). The Magistrates’ Courts 2). The Kadhis’ Courts 3.) The Court Martial and 4.) Any other court or local tribunal as may be established by an Act of Parliament.
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Civil Jurisdiction
The magistrates’ courts shall have and exercise jurisdiction and powers in proceedings of a civil nature in which the value of the subject matter in dispute does not exceed; (a) 20 Million shillings, where the court is presided over by a Chief Magistrate; (b) 15 Million shillings, where the court is presided over by a Senior Principal Magistrate; (c) 10 Million shillings, where the court is presided over by a Principal Magistrate; (d) 7 Million shillings, where the court is presided over by a Senior Resident Magistrate; or (e) 5 Million shillings, where the court is presided over by a Resident Magistrate.
NB: Parliament enacted The small claims Court (amendment act) 2020 in order to promote effective disposal and management of small claims which affect Small Medium Enterprises (SMEs) Read more
The Small Claims Court has jurisdiction to determine any civil claim of Kshs. One million and below relating to – (a) A contract for sale and supply of goods and services (b) A contract relating to money held and received; (c) Liability in tort in respect of loss or damage caused to any property or for the delivery or recovery of movable property; (d) Compensation for personal injuries; and (e) Set-off and counterclaim under any contract.
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https://www.judiciary.go.ke/courts/surbordinate/magistrates/ |
The National Environmental Tribunal | The tribunal is established under Section 125 of the Environment Management and Coordination Act 1999. | Its mandate is to hear disputes arising from decisions of the National Environment Management Authority on issuance, denial or revocation of licenses. It also deals with offences from the Kenya Wildlife Management Act and the Kenya Forests Act. | https://www.judiciary.go.ke/the-national-environment-tribunal/ |
Standards Tribunal | The Standards Tribunal was established vide Legal Notice No. 7 of 2004 which introduced section 16A-11 to the existing Standards Act Cap 496 Laws of Kenya. The focus of the Tribunal is to act as an independent quasi judicial body.
The functions of the Tribunal are laid down in sections 11 and 16D of the Act. Under section 11, the Tribunal’s function is to hear appeals from “any person aggrieved by a decision of the Kenya Bureau of Standards or the National Standards Council”. |
1. Orders on cancellation and suspension of permits under section 10A of the Act.
2. Standards Levy orders made by the Minister under section 10B and 10 of the Act. 3. Decisions and or directives of the Council pursuant to the power conferred to it by the Act. 4. Decisions and or orders for destruction of goods under the Act.
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https://www.industrialization.go.ke/index.php/departments/state-department-for-investment-and-industry/57-standards-tribunal |
Kenya Revenue Authority Alternative Dispute Resolution | The Tax Procedures Act, No 29 of 2015 (TPA), provides for an elaborate Internal Dispute Resolution Mechanism (IDRM). A tax dispute commences with an objection by the Taxpayer to a tax decision made by the Commissioner or to an appealable decision as stipulated under the TPA, 2015. The dispute culminates to an Appeal to the Tax Appeals Tribunal or Courts of Law. | Disputes appropriate for ADR
The following scenarios are the exception;
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https://www.kra.go.ke/en/individual/alt-dispute-resolution-adr/learn-about-adr/disputes-appropriate-for-adr |
Business premises rent tribunal
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Established under Sec 11 of the Landlord and Tenant (Shops, Hotels and Catering Establishments) Act Cap 301 2012 [Rev 2015] | Jurisdiction
Under section 12 of the Act, the tribunal has jurisdiction to do all things which it is required or em-powered to do by Act in controlled tenancies. However, under section 12 (2), it has no jurisdiction to entertain any criminal proceedings for any offence whether under this Act or other-wise.
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https://www.judiciary.go.ke/business-premises-rent-tribunal/ |
Transport Licensing Appeals Board | The tribunal is established under the national transport and safety authority, 2012. (Section 2) | It hears and determines disputes arising from the decisions of the National Transport and Safety Authority. The board may on any appeal, affirm, or reverse the decisions of the licensing authority, or, make such other order as to the tribunal appears necessary and just. | https://www.judiciary.go.ke/transport-licensing-appeals-board/ |
Industrial Property Tribunal | The tribunal is established under Section 113 of Industrial Property Act no 3 of 2001 [Rev. 2016]; (repealed Industrial Property Act Cap. 509) | It hears and determines appeals from the decision of the Managing Director | https://www.judiciary.go.ke/industrial-property-tribunal/ |
micro and small enterprises tribunal
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The tribunal is established under section 54 of the Micro and Small Enterprises Act. | It hears and determines cases among members, past members and persons claiming through members, past members of associations and or administrators of estate of the deceased members of the association.
It also hears and determines cases between members past members or administrators of estate of the deceased members of the associations and the authority or any of their officers or members between the authority and association.
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https://www.judiciary.go.ke/micro-and-small-enterprises-tribunal/ |
state corporation’s appeals tribunal
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The tribunal is established under Section 22 of the State Corporation Act CAP 446, Laws of Kenya. | It hears appeals from the decision of the Inspector General (Corporations)
Any person who is aggrieved by a disallowance or surcharge may within thirty days of the date of the certificate of surcharge, appeal by written memorandum to the tribunal.
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https://www.judiciary.go.ke/state-corporations-appeals-tribunal/ |
Business Registration services | The Office of the Official Receiver In Insolvency is established under the Insolvency Act, 2015 as the Official Receiver in Insolvency.
Laws of Kenya (repealed)) respectively
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The Official Receiver in Insolvency deals with Licensing & Supervision of Insolvency Practitioners, administration & supervision of Bankruptcy of Natural persons & Administration and Liquidation of Companies. The office carries out the functions under the Insolvency Act, No. 18 of 2015 and Bankruptcy Act (Cap 53 Laws of Kenya (repealed)) and Companies Act (Cap 486 | https://brs.go.ke/or-updates.php |
Organization | About | Mandate | Permit | Requirements |
Directorate of Occupational Safety & Health Services (DOSHS) | The mandate of the Directorate is to ensure compliance with the provisions of the Occupational safety and health Act 2007 and promote safety and health of workers. |
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Work Place Registration | https://labour.go.ke/wp-content/uploads/2019/10/DOSHS-Department-Brochure.pdf |
CESS
Cess (which in some counties is referred to as infrastructure maintenance fee ) is levied as illustrated below
Sector | Examples of such products |
Agriculture and Fishing Products |
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Mining | Quarry products
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More Information about CESS
How to measure CESS | Process to pay CESS for Agricultural Products | Process to pay CESS for Mining Products |
The unit of measurement for purposes of levying the cess is the weight of the product, package/container (e.g. per sack of the product) or carrying capacity of the motor vehicle. | Where cess for goods has been paid for in a county, some counties do not charge cess for the goods to be transported through the county.
A transporter is only required to produce evidence of paying cess in the country of origin. Transporter or trader has to pay market fees to access or sell the goods in the destination market.
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Transporters of mining producst are required to pay cess in each county where they pass through in addition for the cess paid in the county of extraction. In this case, cess is levied by county governments irrespective of whether transportation through the county takes place on county roads or national government roads such as trunk roads. |
Sample CESS fees in select counties (2019)
County | Fee (KES) |
Embu | 100-1200 per ton |
Nakuru | 1 percent of gross turnover |
Kiambu | 400-1000 per trip |
Kisii | 50-500 per trip & 20,000 per container |
Motor Vehicle Branding
County governments levy fees for external branding of motor vehicle,which ranges between of Ksh.5,000 – 8,500 per year per motor vehicle.
Counties seek to levy the fees from any branded vehicle whose business the commercial presence is based in the county, as well as any branded vehicle driving in or through the county.
Ordinarily, vehicle branding entails use or corporate colours, identity or images as part of the external identity of a motor vehicle.
The table below highlights some of the motor vehicle branding fees payable in select counties.
Sample Motor Vehicle Branding fees in select counties (2019)
County | Fee (KES) |
Embu | 4,000-10,000 per Vehicle |
Nakuru | 6,000-10,000 per Vehicle |
Kiambu | 5,000 per Vehicle |
Kisii | 5,000-20,000 per Vehicle |
Distribution License
Counties demand that any person distributing goods or services, for example from a manufacturer or supplier to a wholesaler or retailer, must have a distributor’s license issued by the county.
Sample distribution fees in select counties (2019)
County | Fee (KES) |
Embu | 15,000-30,000 |
Nakuru | 31,500-135,000 |
Kiambu | 2,000-5,000 |
Kisii | 15,000-30,000 |
Public Health
There are a variety of licenses issued under public health that businesses must be aware of as enumerated under the Public Health Act (Public Health Rules 2001) . Businesses dealing in meat, milk and other food articles must seek respective licenses in their county of operation.
Land Rates
Small businesses that own land must ensure that they remit land rent to their respective county.
Examples of counties with online services platforms
Businesses located in Nairobi county can apply and pay for their land rates through the NCCG self-service portal {https://epayments.nairobi.go.ke/ }
Businesses located in Kisumu county can apply and pay their land rates through {http://eservices.kisumu.go.ke/ }