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Uganda Company Registration Guide

The document outlines the formation of a private limited company named 'God Is Able Enterprise' in Uganda, detailing its registration, memorandum and articles of association, and the appointment of directors. The company will focus on selling building and plumbing materials, with equal shareholding between Juma Mukuto and Jameson Nkutu. It includes necessary forms and notifications required under the Companies Act, including details on share capital and beneficial ownership.

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0% found this document useful (0 votes)
94 views5 pages

Uganda Company Registration Guide

The document outlines the formation of a private limited company named 'God Is Able Enterprise' in Uganda, detailing its registration, memorandum and articles of association, and the appointment of directors. The company will focus on selling building and plumbing materials, with equal shareholding between Juma Mukuto and Jameson Nkutu. It includes necessary forms and notifications required under the Companies Act, including details on share capital and beneficial ownership.

Uploaded by

raynamono
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© © All Rights Reserved
We take content rights seriously. If you suspect this is your content, claim it here.
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You are on page 1/ 5

ISSUE 3. Draft the necessary documents for 2.

Above, using information you have


obtained to set up the entity that suits Jackson’s interests.

Sect 2 of the company Act is to the effect that any one or more persons may incorporate
accompany with or without liability by filing in the particulars contained in the registration
form in schedule 2.

1. Form for Registration of a company. S.18

2. Memorandum and Articles of Association.

3. Notice of Beneficial owner Particulars Regulation 3 (2)

4. Notification of Appointment of Directors and secretary of a company. Regulation 26(3)

5. Company Form A1. Statement of Nominal Capital.

1. Form for Registration of a Company

IN THE MATTER OF THE REPUBLIC OF UGANDA


IN THE MATTER OF THE COMPANIES ACT CAP 106
[FORM FOR REGISTRATION OF A COMPANY]

Name of the Company:


GOB IS ABLE ENTERPRISE

Type of Company:
Private Limited Company

Principal Business Activity:


Selling building materials, plumbing materials, construction materials, wiring, paint, and
military-style safety shoes.

Registered Office Address:


[Insert Physical Address]
Industrial Area, Kampala, Uganda

Details of Subscribers to the Memorandum of Association:

Name Nationality Address Shares Held


Juma Mukuto Zambian [Insert Address] 500,000 Ordinary Shares
Jameson Nkutu Ugandan [Insert Address] 500,000 Ordinary Shares

2. Memorandum and Articles of Association (Section 17 of the Companies


Act)
IN THE MATTER OF THE REPUBLIC OF UGANDA
IN THE MATTER OF THE COMPANIES ACT CAP 106
MEMORANDUM OF ASSOCIATION

1. Company Name: GOD IS ABLE ENTERPRISE


2. Registered Office:
The registered office of the company is situated in Kampala, Uganda.
3. Object Clause:
The objects for which the company is established include but are not limited to:
o Selling building materials, plumbing materials, construction materials, wiring,
paint, and safety shoes.
o Importing, distributing, and selling military-style safety shoes.
o Other lawful business ventures related to construction and materials.
4. Liability Clause:
The liability of the members is limited to the amount unpaid on their respective
shares.
5. Share Capital:
The share capital of the company is UGX 1,000,000, divided into 1,000,000 ordinary
shares of UGX 1 each.
6. Subscriber Details:
o Juma Mukuto – 500,000 shares
o Jameson Nkutu – 500,000 shares

ARTICLES OF ASSOCIATION

1. Directors and Management:


o Juma Mukuto will be the Managing Director with overall authority over the
company.
o Jameson Nkutu will be a Director and assist Juma in managing the business.
2. Control and Decision-Making:
o Both Juma and Jameson hold 50% of the shares each, ensuring equal decision-
making control.
o The company will be managed jointly by the directors, with Juma having
overall control.
3. Shares and Voting Rights:
o Each ordinary share carries one vote.
o Juma Mukuto and Jameson Nkutu shall have equal voting rights, with each
holding 50% of the shares.

4. Succession Planning and Restrictions on Transfer of Shares:

o Shares held by Juma and Jameson cannot be transferred without mutual


agreement.
o If one shareholder passes away, the shares may be inherited by their legal heirs
as per their respective wills, subject to board approval.
5. Director’s Authority:

o Juma Mukuto will retain overall control over key business decisions.
o Jameson Nkutu will assist in operations but will defer to Juma on critical
decisions.

3. Notice of Beneficial Owner Particulars (Regulation 3(2))

IN THE MATTER OF THE REPUBLIC OF UGANDA


IN THE MATTER OF THE COMPANIES ACT CAP 106
[NOTICE OF BENEFICIAL OWNER PARTICULARS]

Name of the Company:


GOD IS ABLE ENTERPRISES

Beneficial Owner Details:

1. Full Name:
Juma Mukuto
2. Nationality:
Zambian
3. Residential Address:
[Insert Address]
4. Shareholding Interest:
Juma holds 50% of the shares directly. He controls the business and the operations.
5. Minor Beneficial Owner:
Full Name:
[Juma’s Son]
Shareholding Interest:
0% (No shares allocated, future potential for inheritance)
6. Spouse Beneficial Owner:
Full Name:
[Juma’s Spouse]
Shareholding Interest:
0% (Non-financial role, limited to being a potential future contributor)

This notification is made under Regulation 3(2) of the Companies (Beneficial Ownership)
Regulations, 2019.

4. Notification of Appointment of Directors and Secretary (Regulation 26(3))

IN THE MATTER OF THE REPUBLIC OF UGANDA


IN THE MATTER OF THE COMPANIES ACT CAP 106

[NOTIFICATION OF APPOINTMENT OF DIRECTORS AND SECRETARY]


Company Name:
GOD IS ABLE ENTERPRISES

Company Number:
[Insert Number]

Details of Directors Appointed:

Name Nationality Address Role


Juma Mukuto Zambian [Insert Address] Managing Director
Jameson Nkutu Ugandan [Insert Address] Director

Company Secretary:
[Insert Secretary’s Name]
Ugandan
[Insert Address]
Company Secretary

Dated: [Insert Date]


Signed:
Juma Mukuto
Managing Director

5. Company Form A1 – Statement of Nominal Capital

IN THE MATTER OF THE REPUBLIC OF UGANDA


IN THE MATTER OF THE COMPANIES ACT CAP 106

[COMPANY FORM A1 – STATEMENT OF NOMINAL CAPITAL]

Company Name:
GOD IS ABLE ENTERPRISES

Statement of Nominal Capital:

 Total Nominal Capital: UGX 1,000,000


 Number of Shares: 1,000,000
 Value of Each Share: UGX 1

Shareholder Shares Held Value Per Share Total Value


Juma Mukuto 500,000 UGX 1 UGX 500,000
Jameson Nkutu 500,000 UGX 1 UGX 500,000

Total nominal capital issued is UGX 1,000,000.

Dated: [Insert Date]


Signed:
Juma Mukuto
Managing Director

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