Foreign Company Registration in Namibia, External Company Setup

What is an external company in Namibia?

An external company is a foreign company that is registered to operate in Namibia under the Companies Act No. 28 of 2004. It is not a new Namibian company, it is the foreign company itself establishing a presence in Namibia. The foreign company must appoint a registered address and a local representative in Namibia.

Should I register an external company or a new Namibian company?

If your parent company wants to operate directly in Namibia under its existing name, an external company registration is appropriate. If you want a separate Namibian legal entity (which can limit liability exposure for the parent), registering a new Namibian Private Company is usually preferable. Chrimson Consultants can advise on the right structure for your specific situation.

Can a South African company register as a foreign company in Namibia?

Yes. South African companies regularly register as external companies in Namibia. You will need apostilled or certified copies of your South African company registration documents, and a Namibian registered address and local representative.

What documents do you need from a South African (Pty) Ltd?

Notarised copies of the CIPC registration certificate (and any name change certificate) and the Memorandum of Incorporation; a notarised board resolution authorising the registration in Namibia and appointing the Public Officer and the person authorised to accept service; notarised ID or passport copies and proof of address for each director; the address of the head office; and the details of the Namibian bank account if one is already open. Every copy must be notarised by a Notary Public in the company's home country; ordinary certification by a Commissioner of Oaths is not accepted. We check the pack before lodging so nothing is sent back.

Do you do the work yourselves or through a partner firm?

Ourselves. Chrimson Consultants is based in Windhoek and lodges at BIPA and NamRA in person. The Public Officer is a Namibian-resident chartered accountant in our team.

How long do the BIPA and NamRA registrations take?

Allow 21 to 30 working days in total from receipt of complete, notarised documents: about three to four weeks for the BIPA external company registration, then one to two weeks for NamRA income tax and VAT registration. BIPA and NamRA set their own processing times; we follow up until each is done.

Can you provide a Public Officer if the company has no one in Namibia?

Yes. Our Namibian-resident chartered accountant acts as Public Officer towards NamRA for N$6,000 a year. We ask for a board resolution appointing the Public Officer, a mandate letter, and an indemnity from the company in respect of its own tax liabilities; the company remains responsible for its tax, and we act on the information and payments it provides.

What does it cost?

N$13,500 once for the external company registration with BIPA, including its government fees. NamRA income tax registration N$300 and VAT registration N$750. Public Officer N$6,000 a year. Domiciliation (registered office, postal address and handling of BIPA, NamRA and bank correspondence) N$2,500 a year, or the registered office address only N$380 a year. BIPA annual return and beneficial ownership filing N$1,200 a year, government annual duty at cost. VAT returns N$950 per bi-monthly return and the annual income tax return from N$6,500 for a low-activity establishment; higher volumes are quoted. The Namibia dollar equals the Rand, so South African clients pay the same figures in Rand. Pay online by card or EFT; we start when payment and documents are in.

Can you act as the company's domicile in Namibia?

Yes. For a company with no office or premises in Namibia, our domiciliation service provides the registered office and postal address in Windhoek, receives all official correspondence from BIPA, NamRA and the bank, scans and emails it to you within one working day, and couriers originals on request at cost. N$2,500 a year. If you only need an address on record and receive correspondence elsewhere, the registered office address alone is N$380 a year.

Who is the Public Officer, and what do we sign?

A Namibian-resident chartered accountant in our team. Their name and professional registration are confirmed in writing within one working day of payment, with our engagement letter and the signed mandate letter. The board resolution, mandate letter and indemnity templates are published at chrimsoncc.com/downloads/external-company-documents.html so your board can prepare its resolution in advance.

Are annual fees paid in advance?

Annual services (Public Officer, domiciliation or registered office, BIPA annual compliance) are paid a year in advance and renew annually. Return filing can be paid for the first year at checkout; after that, VAT returns are invoiced as each falls due and the income tax return when it is prepared.

Is BIPA annual compliance included?

It is a separate annual service: the external company's BIPA annual return and annual beneficial ownership filing, prepared and lodged on time, N$1,200 a year, with the government annual duty paid at cost.

Do you send an engagement letter?

Yes. Our engagement letter, setting out scope, fees, responsibilities and the Public Officer terms, is issued within one working day of payment. Our general terms of service are at chrimsoncc.com/terms.

Does a foreign company in Namibia pay Namibian taxes?

Yes. A foreign company with a permanent establishment in Namibia registers with NamRA and pays income tax on Namibian-sourced income, and registers for VAT once its taxable supplies pass N$1 million a year (voluntary from N$200,000). The South Africa and Namibia double tax agreement decides which country taxes what; your own tax adviser or ours can confirm the position for your company.

Ready to register your business in Namibia?

Chrimson Consultants provides end-to-end foreign company registration in namibia, external company setup services in Namibia. Get in touch today.