Setting Up a Gold Dealing Company in Kenya

By admin
October 22, 2025

Setting Up a Gold Dealing Company in Kenya (2025 Guide)

Licensing, KRA PIN, Nominee Director & Compliance Requirements — With WKA Advocates

Kenya, strategically positioned in East Africa and adjacent to major gold-producing economies such as Tanzania, South Sudan, and the DRC, has emerged as a prime gateway for international bullion and precious-metal traders.
Its access to AfCFTA and EAC markets, coupled with strong financial infrastructure and digital governance, makes it a competitive jurisdiction for gold trading, refining, and export ventures.

However, compliance with Kenya’s Mining Act (2016), Kenya Revenue Authority (KRA) rules, and anti–money-laundering (AML) frameworks such as POCAMLA is mandatory.
That’s why partnering with WKA Advocates — Kenya’s leading law firm for foreign company registration, KRA PIN facilitation, nominee director services, and Mining Act licensing — ensures full legal compliance and investor protection.

Why Establish a Gold Dealing Company in Kenya?

Kenya’s regulatory modernization under the Mining Act, 2016 and Mining (Licensing & Permitting) Regulations supports foreign participation through structured licensing, due diligence, and taxation frameworks.

Key Advantages for Foreign Investors

100% Foreign Ownership: Allowed under the Companies Act, 2015, via a Private Limited Company (PLC).
Regional Market Access: Seamless exports through AfCFTA and EAC trade corridors.
Transparent Licensing: Predictable regulatory oversight under the State Department for Mining.
Tax Efficiency: Corporate tax incentives under EPZ, SEZ, and export zero-rating for verified traders.
Digital Integration: Company registration, tax, and licensing via eCitizen, BRS, and iTax portals.

WKA Advocates provides a one-stop solution covering formation, licensing, and AML readiness for international investors.

Step 1: Pre-Registration Planning

Market and Compliance Due Diligence

Conduct supply chain mapping and source-of-origin validation.
Align operations with Kenya Vision 2030 goals on value addition and responsible sourcing.
Develop AML/CFT programs under POCAMLA: KYC, risk classification, and transaction monitoring.
Verify export routes and forex settlements under CBK rules.

Choose the Right Legal Structure

Private Limited Company (PLC): Most suitable for gold trading—limited liability, clear governance, and easier capital structuring.
Minimum Requirements:
- At least one shareholder and one natural-person director.
- A registered office address in Kenya (WKA provides compliant address services).
- Notarized foreign identification documents (passports).

Pro Tip: WKA Advocates tailors your company’s share structure, governance model, and tax registration to match banking and licensing expectations.

Step 2: Incorporation & Core Statutory Compliance

Digital Registration via BRS / eCitizen

WKA Advocates manages:

Name search & reservation via BRS portal.
Filing of incorporation forms (CR1, CR2, CR8, BOF1).
Beneficial Ownership Register (BOF1) compliance.
Memorandum & Articles of Association — customized for mining-sector risks.

Why Customize Your Articles of Association?

Generic templates fail to address gold-sector realities.
WKA’s customized versions include:

Clauses on trading authorization and risk limits.
AML/POCAMLA responsibilities for directors.
Audit controls, record-keeping, and dispute resolution terms.
Alignment with the Shareholder’s Agreement covering profit sharing, governance, exits, and confidentiality.

Step 3: Nominee Director & Local Contact Person

Kenyan law (Section 243A, Companies Act 2015) requires at least one resident director or contact person.

Nominee Director:
- Acts as a temporary compliance representative for KRA linkage and bank processes.
- Holds no equity or operational authority.
- Is removed after company and tax registration is complete.
Local Contact Person:
- Handles communications with the Registrar and regulators.

WKA Advocates provides both roles under strict Nominee Director Agreements ensuring confidentiality, zero ownership, and full investor control.

Step 4: KRA PIN Registration

A corporate KRA PIN from the Kenya Revenue Authority is mandatory for:

Opening business bank accounts.
Registering Corporate Income Tax, VAT, and PAYE.
Applying for mining licenses and export permits.

iTax Workflow (Handled by WKA)

Company registration verification through BRS.
Linking director Individual PINs (including nominee PINs).
Activating tax obligations.
Submission, follow-up, and issuance of the Corporate KRA PIN Certificate.

Timeline: 3–7 business days
Uses: Enables legal trading, licensing, and banking compliance.

Step 5: Gold Dealing Licenses & Export Permissions

Required Mining Sector Approvals

Under the Mining Act, 2016 (administered by the Ministry of Mining, Blue Economy & Maritime Affairs):

Mineral Dealer’s License (Trading/Processing):
- Allows purchasing, processing, and trading of gold.
- Requirements:
  - Incorporation documents,
  - KRA PIN,
  - AML program and compliance officer,
  - Premises inspection report,
  - Operational and sourcing plan.
Mineral Export Permit:
- Required for any export of gold or refined bullion.
- Supported by assay certificates, tax clearance, and proof of legal sourcing.
Environmental & Quality Compliance:
- NEMA approvals,
- KEBS quality checks,
- HSE and security certifications.
County Business Permit:
- Issued by local County Governments for business premises.

WKA Advocates prepares your licensing pack, board resolutions, and compliance manuals to meet all requirements — ensuring smooth inspections and renewals.

Step 6: Corporate Bank Account Opening

A Kenyan corporate bank account is required for trade settlements and compliance.

Account Setup Process

Certificate of Incorporation,
Company KRA PIN,
CR12,
Director IDs,
Proof of registered address,
Board resolution authorizing account opening.

Optional: Remote onboarding via video KYC or Power of Attorney facilitated by WKA.
Benefits: Multi-currency support (KES, USD, EUR, GBP), M-Pesa Business integration, and trade finance solutions.

Step 7: Ongoing Governance, Tax & AML Compliance

Running a gold-dealing company in Kenya requires robust compliance systems to avoid regulatory penalties or license withdrawal.

Mandatory Corporate Practices

Tax Compliance:
File corporate returns, pay VAT and PAYE where applicable, maintain accurate ledgers.
AML/POCAMLA Compliance:
- Maintain transaction records, KYC/KYS documentation, and supplier due diligence.
- Register and report suspicious transactions with the Financial Reporting Centre (FRC).
Beneficial Ownership Updates:
File ownership changes within statutory timelines under BRS rules.
Employment Compliance:
Register staff with NSSF and NHIF.
Immigration Compliance:
Secure Class G (Investor) or Class D (Employee) work permits through the eFMS portal.
Corporate Secretarial Support:
Maintain board resolutions, annual returns, and minutes.

Step 8: Risk Controls for Gold Traders

Regulators expect robust governance and traceability under AML/CFT guidelines:

Full chain-of-custody documentation for gold sourcing.
Enhanced due diligence for cross-border trades.
PEP & sanctions screening using international databases.
Assay and quality validation before export clearance.
Secure vaulting and CCTV-monitored facilities.
Appointment of a Compliance Officer and periodic AML training.

WKA Advocates can help develop your AML policy, internal control framework, and risk management manuals — aligning your operation with FRC and POCAMLA standards.

Why Choose WKA Advocates

WKA Advocates is Kenya’s trusted partner for foreign investors in gold and minerals trading, offering:

Full company formation under BRS/eCitizen.
Nominee Director & Local Contact Services for compliance.
KRA PIN registration for companies and directors.
Mineral Dealer’s License & Export Permit applications.
Custom Shareholder’s Agreement and Articles of Association.
Corporate banking support and annual compliance management.

Establish your gold trading company in Kenya confidently.
Visit WKA Advocates or email info@wkaadvocates.com for a consultation.

FAQs – Gold Trading & Licensing in Kenya

1. Do I need a resident director for a gold dealing company in Kenya?
Yes. Kenya requires at least one resident contact or nominee director for registration and tax linkage. WKA provides non-shareholding, compliant nominee services.

2. Can foreigners own 100% of a gold trading company in Kenya?
Yes. Foreigners can own 100% shares in a Private Limited Company. However, mining licenses require proof of compliance with AML and sourcing regulations.

3. How long does it take to get a Mineral Dealer’s License?
Typically 30–60 days depending on documentation readiness, inspections, and Ministry approvals.

4. What are the AML requirements for gold traders?
Adherence to POCAMLA, FRC reporting, and global KYC/AML standards — including customer due diligence, record-keeping, and transaction monitoring.

5. Do I need to register for VAT?
Only if your turnover exceeds the statutory threshold (KES 5 million). WKA advises and registers your business when eligible.

6. What documents are required for export?
Assay certificate, Mineral Export Permit, KRA PIN, tax compliance certificate, and proof of legal sourcing.

7. Can a gold trading company operate remotely?
Yes, provided it maintains a registered office in Kenya and adheres to compliance and reporting obligations.

8. Does Kenya tax gold exports?
Exports are generally zero-rated for VAT; however, corporate income tax (30%) applies to profits.

9. What happens if AML violations occur?
Penalties include license suspension, FRC sanctions, or criminal liability under POCAMLA.

10. Does WKA handle all post-registration compliance?
Yes — from KRA filings to annual returns, FRC registration, and audit-ready AML documentation.