Registration of Not-for-Profit Organizations in Kenya

Registration of Not-for-Profit Organizations in Kenya

The registration of not-for-profit organizations (NPOs) in Kenya falls under various legal frameworks, with the Public Benefits Organizations (PBO) Act providing a key regulatory structure.

What is a Not-for-Profit Organization?

A not-for-profit organization (NPO) is an independent entity established for purposes other than generating profit for its directors, members, or shareholders. These organizations primarily focus on serving the public good.

Types of Not-for-Profit Organizations in Kenya

NPOs in Kenya take different legal forms, including:

• Non-Governmental Organizations (NGOs) – Soon to be renamed Public Benefit Organizations (PBOs) under the PBO Act.
• Companies Limited by Guarantee – Registered under the Companies Act, 2015.
• Trusts – Established under the Trustees (Perpetual Succession) Act.
• Societies – Registered under the Societies Act.
• Branches of Foreign Organizations – Operating as extensions of international non-profits.

Public Benefit Organizations (PBOs) in Kenya

The Public Benefit Organizations Act, 2013 introduced a unified legal framework for non-profits engaged in public benefit activities. This law replaced the Non-Governmental Organizations Co-ordination Act, 1990 and established the Public Benefits Organizations Regulatory Authority, which oversees the registration and regulation of PBOs.

To qualify as a Public Benefit Organization (PBO), an entity must focus on activities that promote public welfare in areas such as:

• Legal aid, education, and governance
• Healthcare, HIV/AIDS, and reproductive health
• Poverty eradication, housing, and settlement
• Gender equality and human rights
• Environmental conservation and disaster response
• Youth development and sports
• Water and sanitation
• Animal welfare and marginalized communities

(See the full list under the Sixth Schedule of the PBO Act).

Membership vs. Non-Membership PBOs

PBOs can be classified into:

• Membership PBOs – Organizations that recruit and maintain members.
• Non-Membership PBOs – Governed by a Board and Secretariat without general membership.

The Act defines a public benefit activity as any initiative that supports economic, social, environmental, or cultural development, protects the environment, or advocates for public interest causes (PBO Act Sections 5(1) and 2(1)).

Alternative Forms of Not-for-Profit Organizations

Not all NPOs in Kenya must register under the PBO Act. Other legal structures allow organizations to operate under different regulatory frameworks. These include:

• Companies Limited by Guarantee (Companies Act, 2015)
• Branches of Foreign Companies (Companies Act, 2015)
• Trusts (Trustees (Perpetual Succession) Act)
• Societies (Societies Act)
• Co-operative Societies (Co-operative Societies Act)
• Community-Based Organizations and Self-Help Groups (e.g., Harambee groups)