Namibia Compliance Requirements for

CCs & Companies

To maintain good standing and avoid penalties, certain statutory and regulatory submissions must be made each year, even where the business is dormant or not operational.

How We Can Assist

GFI can manage all required submissions on your behalf and provide timely reminders ahead of statutory deadlines to help ensure no requirements are overlooked.

SCHEDULE A: FEE SCHEDULE FOR DORMANT / NON-OPERATIONAL COMPANIES
  1. NAMRA Income Tax Returns

Provisional Tax Return Submission for Companies – Nil/Zero Return

Fee: ZAR 1,750 

Frequency: Twice per year

Documents Required from Client: None


  1. Income Tax Return Submission for Individuals and Companies – Nil/Zero Return

Fee: ZAR 1,950

Frequency: Once per year

Documents Required from Client: None

Dormant Annual Financial Statements – Non-Operational Business (Unaudited)

Fee: ZAR 6,950

Frequency: Once per year, required when submitting the income tax return

Documents Required from Client:

  • Trial balance
  • Where the client is unable to prepare a trial balance, GFI can prepare it at an additional cost. In such cases, the client must provide the necessary supporting information, including bank statements and invoices.

  1. NAMRA VAT and VAT Import Returns (Applicable only to VAT-registered businesses)

VAT Return Submission for Companies – Nil/Zero Return

Fee: ZAR 1,750

Frequency: Every second month

Documents Required from Client: None


VAT Import Return Submission for Companies – Nil/Zero Return

Fee: ZAR 1,750

Frequency: Monthly

Documents Required from Client: None


PAYE Tax Return Submission for Individuals and Companies

Applicable only to PAYE-registered businesses

  1. PAYE Tax Return Submission for Companies – Nil/Zero Return

Fee: ZAR 1,750

Frequency: Monthly

Documents Required from Client: Employee payslips


  1. BIPA Annual Duties and Beneficial Ownership Update

Required for all companies, whether trading or non-trading

CC7 BIPA Annual Duties Return Submission for Close Corporations

Fee: ZAR 1,950

Frequency: Once per year

Documents Required from Client: Signed Beneficial Ownership forms

Notes:

  • The fee includes Beneficial Ownership filing for 1 beneficial owner.
  • Each additional beneficial owner is charged at ZAR 850 per person.
  • Statutory BIPA annual duties fee: ZAR 120

  1. CM23 BIPA Annual Duties Return Submission for Companies

Fee: ZAR 2,950

Frequency: Once per year

Documents Required from Client: Signed Beneficial Ownership forms

Notes:

  • The fee includes Beneficial Ownership filing for 1 beneficial owner.
  • Each additional beneficial owner is charged at ZAR 850 per person.
  • Statutory BIPA annual duties fee: ZAR 590

  1. Social Security Commission – Wage Returns / Monthly Contributions

Applicable to all companies registered with Social Security

Submission of Wage Returns and Monthly Contributions

Service Fee: ZAR 250 per month (billed per year)

Documents Required from Client:

  • Payment of the Employment Compensation Fund (ECF) is usually ZAR 60 per year.
  • Monthly Social Security Commission contributions based on the number of employees and their wages, usually ZAR 54 per month per employee

Frequency:

  • ECF and Wage Return submissions: once per year
  • Monthly Social Security contributions: monthly

  1. Company Registers / Company Status Report (Applicable only to companies and not close corporations)

Online Company Registers / Company Status Report

Fee: ZAR 3,950

This service includes online company registers for the safekeeping of resolutions, minutes, and statutory documents in compliance with the Namibian Companies Act 28 of 2004, as well as share certificate(s) and a company status report.


SCHEDULE B: FEE SCHEDULE FOR ACTIVE / OPERATIONAL COMPANIES
  1. NAMRA Income Tax Returns

Provisional Tax Return Submission for Companies – Trading Return

Fee: ZAR 2,750

Frequency: Twice per year

Documents Required from Client:

  • Profit and loss statement
  • Where the client is unable to prepare a profit and loss statement, GFI can prepare it at an additional cost. In such cases, the client must provide the necessary supporting information, including bank statements and invoices.

  1. Income Tax Return Submission for Individuals and Companies

Fee: ZAR 2,950

Frequency: Once per year

Documents Required from Client:

  • Trial balance
  • Where the client is unable to prepare a trial balance, GFI can prepare it at an additional cost. In such cases, the client must provide the necessary supporting information, including bank statements and invoices.

Annual Financial Statements – Operational Business (Unaudited)

Fee: ZAR 15,950

Frequency: Once per year, required when submitting the income tax return

Documents Required from Client:

  • Trial balance
  • Where the client is unable to prepare a trial balance, GFI can prepare it at an additional cost. In such cases, the client must provide the necessary supporting information, including bank statements and invoices.

  1. NAMRA VAT and VAT Import Returns (Applicable only to VAT-registered businesses)

VAT Return Submission for Companies

Fee: ZAR 1,750

Frequency: Every second month

Documents Required from Client:

  • The client must provide a VAT summary in an acceptable format.
  • Where the client is unable to provide a VAT summary, GFI can prepare the VAT summary at an additional cost, as follows:
    • VAT Summary Preparation for Audit per period (less than 100 transactions): ZAR 4,950
    • VAT Summary Preparation for Audit per period (more than 100 transactions): ZAR 8,950
    • Where the client is due a VAT refund, an audit is usually required. An additional VAT audit per period is charged at ZAR 4,950.

VAT Import Return Submission for Companies

Fee: ZAR 1,750

Frequency: Monthly

Documents Required from Client: None. GFI will obtain the required reports from ASYCUDA, the NAMRA system used for VAT imports.

  1. PAYE Tax Return Submission for Individuals and Companies (Applicable only to PAYE-registered businesses)

PAYE Tax Return Submission for Companies

Fee: ZAR 1,950

Frequency: Monthly

Documents Required from Client: Employee payslips


  1. BIPA Annual Duties and Beneficial Ownership Update (Required for all companies, whether trading or non-trading)

CC7 BIPA Annual Duties Return Submission for Close Corporations

Fee: ZAR 1,950

Frequency: Once per year

Documents Required from Client: Signed Beneficial Ownership forms

Notes:

  • The fee includes Beneficial Ownership filing for 1 beneficial owner.
  • Each additional beneficial owner is charged at ZAR 850 per person.
  • Statutory BIPA annual duties fee: ZAR 120

  1. CM23 BIPA Annual Duties Return Submission for Companies

Fee: ZAR 2,950

Frequency: Once per year

Documents Required from Client: Signed Beneficial Ownership forms

Notes:

  • The fee includes Beneficial Ownership filing for 1 beneficial owner.
  • Each additional beneficial owner is charged at ZAR 850 per person.
  • Statutory BIPA annual duties fee: ZAR 120

  1. Social Security Commission – Wage Returns / Monthly Contributions (Applicable to all companies registered with Social Security)

Submission of Wage Returns and Monthly Contributions

Service Fee: ZAR 250 per month (billed yearly)

Documents Required from Client:

  • Payment of the Employment Compensation Fund (ECF) is usually ZAR 60 per year.
  • Monthly Social Security Commission contributions based on the number of employees and their wages, usually ZAR 54 per month per employee

Frequency:

  • ECF and Wage Return submissions: once per year
  • Monthly Social Security contributions: monthly

  1. Company Registers / Company Status Report (Applicable only to companies and not close corporations)

Online Company Registers / Company Status Report

Fee: ZAR 3,950

This service includes online company registers for the safekeeping of resolutions, minutes, and statutory documents in compliance with the Namibian Companies Act 28 of 2004, as well as share certificate(s) and a company status report.


Important Notes:

  • All fees listed above are in South African Rand (ZAR) and are exclusive of VAT. VAT is charged at 15% in both Namibia and South Africa. The exchange rate between the South African Rand (ZAR) and the Namibian Dollar (NAD) is 1 ZAR = 1 NAD.
  • Although the relevant submissions are made throughout the year, GFI invoices clients at the beginning of the year, and full payment for the annual compliance services is due then. GFI will provide proof of submission for each statutory requirement as it is completed during the year.
  • By default, where GFI registers a company on behalf of a client, GFI acts as the official company secretary and is therefore responsible for carrying out the company’s secretarial and compliance-related duties. This includes informing the client of all statutory compliance requirements applicable in Namibia and performing the relevant secretarial services.
  • All companies registered with GFI are automatically enrolled on the GFI Master Compliance Register System, through which clients are notified of outstanding invoices and statutory requirements.
  • In the first year, all companies are recorded as dormant by default. In the second year, the client must notify GFI whether the company remains dormant or has become operational so that the GFI Master Compliance Register System can be updated accordingly.
  • Should the client wish to appoint an independent secretary or another service provider to perform these duties, the client must notify GFI accordingly. In such an event, GFI will remove the client from its compliance system and shall not be held responsible for any penalties, fines, losses, or consequences arising from the client’s failure to submit the required statutory filings thereafter.
  • For all queries, please contact: [email protected]
Download the Namibia Compliance Requirements for Close Corporations and Companies

Downloadable Version

ANSWERS TO THE MOST ASKED QUESTIONS!

Frequently Asked Questions

Yes. In many cases, a Remote Company Bank Account can be opened without directors or shareholders traveling. However, some documents may still need notarisation, branch verification, or courier delivery depending on the bank’s requirements.

Support is currently provided for Namibia and South Africa.

Processing times vary by bank and by the completeness of submitted documents. With proper preparation, the process is often much faster than applying without guidance.

Yes. In most cases, all directors must sign the required documents in the presence of an authorized bank representative or a Public Notary.

Courier fees, notarisation costs, and other third-party charges are normally for the client’s account.

Pricing depends on the volume, complexity, and nature of the work. We offer flexible service tiers for businesses of all sizes and needs.

We work with Xero, QuickBooks, Pastel, and Zoho Books. We can also adapt to other suitable platforms.

We use internal data security controls, restricted access practices, monitored systems, and confidentiality measures to protect client information.

We currently provide Accounting, auditing, and tax filing services in Namibia and South Africa.

You can share documents by email, cloud storage, remote system access, or web-based accounting software.

Yes. However, many business owners prefer outsourcing to save time, improve accuracy, and focus on core operations.

Yes. Under the Namibia Companies Act, 2004, every company must appoint a company secretary. The secretary may be an individual or a corporate body, but must be resident in Namibia.

GFI can act as your Namibia company secretary. Our annual company secretarial support may include:

  • Preparing and filing annual returns
  • Safekeeping statutory company records
  • Liaising with Namibian authorities on your behalf
  • Filing changes to the company structure
  • Reminding you of important statutory deadlines

These services are provided at an additional fee, depending on the scope of work required.

Yes. Under the Namibia Companies Act, 2004, every company must have a registered office in Namibia from the date of incorporation.

To help you meet this requirement, GFI can provide our Namibia office as your company’s registered address. This address can be used for receiving official government correspondence, including:

  • Tax letters
  • Annual return notices
  • Other statutory communications

Many of our clients also choose to use this address on invoices, contracts, websites, and business cards, where appropriate.

Yes. In Namibia, companies are generally required to register for corporate income tax. VAT registration may also be required, depending on the nature and size of the business.
GFI can assist with tax and VAT registration, depending on the registration package you choose.

Not necessarily. GFI can assist with opening a Namibia corporate bank account without the client needing to travel.
Bank account opening can be a detailed and time-consuming process, especially where shareholders, directors, or signatories are based overseas. GFI helps manage the process and reduce the administrative burden, while supporting clients through the bank’s compliance and approval requirements.

If the directors are outside Namibia, the bank account opening documents must usually be signed and verified in one of the following ways:

  • In the presence of a Public Notary in the country where the director is located, or
  • At the nearest FNB branch, if arranged with the bank

Please note the following:

  • The account-opening documents must not be notarized or signed before an authorised FNB representative
  • The original signed documents must then be couriered to Namibia for processing
  • All notary and courier costs are for the client’s account

Once all required information has been received, GFI will prepare the bank account opening documents for signature. We will then send the documents directly to the nominated Public Notary or to the nominated FNB branch.

For certain entities, such as Private Companies, Public Companies, and NGOs, the Memorandum and Articles of Association must be certified by a Notary Public who is a qualified legal practitioner.

For this reason, applicants registering these entity types are encouraged to engage a legal practitioner.

After registration, companies must continue to meet certain compliance obligations. These may include:

  • Filing annual returns
  • Paying annual duties
  • Notifying authorities of changes in ownership
  • Notifying authorities of changes in the financial year-end
  • Notifying authorities of changes in business activities
  • Reporting changes in share capital
  • Updating the registered office address
  • Applying for voluntary de-registration where applicable

Annual returns and annual duties

The Companies Act, 2004, requires active companies and close corporations to submit annual duty returns. Annual duties are payable to the Registrar at the end of the entity’s financial year.

Failure to pay annual duties is an offence and may result in penalties.

Entities with up-to-date annual returns and annual duties may qualify for a BIPA Good Standing Certificate.

Consequences of non-payment of annual duties

If annual duties remain unpaid, the entity may face the following process:

  • First reminder letter
  • Second reminder letter
  • Intended de-registration notice published in the Government Gazette
  • Final de-registration notice published in the Government Gazette
  • Deregistration and removal from the register

Voluntary de-registration

If a company or close corporation has ceased trading, the directors, members, or authorised representative should apply for voluntary de-registration.

The general process is as follows:

  • The applicant or agent submits a de-registration request to BIPA
  • BIPA reviews the application
  • If annual duties are outstanding, the owners are notified
  • If there are no outstanding issues, BIPA begins the de-registration process
  • Notifications are sent to the Receiver of Revenue and the Social Security Commission
  • If there is no objection, the de-registration is approved, published, and the entity is struck off the register

The main types of business entities that can be registered in Namibia include:

  • Defensive Name
  • Close Corporation (CC)
  • Private Company (Pty Ltd)
  • Public Company (Ltd)
  • Section 21 Company / Non-profit Association
  • External or Foreign Company

Because the registration documents can be complex, it is generally recommended that a legal practitioner assist with the process.

The usual process includes:

  • Drafting the required registration documents
  • Preparing the Memorandum and Articles of Association
  • Certification by a Notary Public
  • Tailoring the documents to the company’s specific requirements
  • Submission of the completed documents to BIPA with the prescribed fees

A Close Corporation (CC) is a business structure with the following features:

  • It is formed by a minimum of 1 and a maximum of 10 members
  • The members own and manage the business
  • Ownership is expressed as a percentage interest
  • The total percentage interest of all members must equal 100%
  • It is intended to operate for profit
  • It is a separate legal entity from its members
  • Members may be held liable in certain cases of negligence or misconduct

No. A company in Namibia can be incorporated with 1 director and 1 shareholder, and neither is required to be a Namibian citizen or resident.

There is also no minimum initial share capital requirement, and the client does not need to travel to Namibia to complete the incorporation.

Yes. Foreigners can register a company in Namibia.

A Namibian company may be incorporated with 1 director and 1 shareholder, and neither need be a Namibian citizen or resident. There is no minimum initial share capital requirement. In most cases, the client does not need to travel to Namibia to complete the process.

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Please note: All consultations, whether online or in person, are by appointment only. We strongly advise against scheduling appointments, as our experience shows many can be unproductive. Before booking an appointment, please make sure it is truly necessary. If you have any questions, feel free to contact us at [email protected]