How to close dormant company in Tanzania? BRELA procedures as of 2024

How to close or wind up a dormant company or inactive company or non-operating company in Tanzania.

Read this post to learn how to close dormant company in Tanzania. A dormant company is sometimes called inactive company or a company that has not started operation.

If you are considering any of the following, then this post if very useful to you:

  1. How to close a company online
  2. How to close a limited company that has never traded
  3. Closing a limited company and open a new one
  4. How much does it cost to close a limited company
  5. How to close a limited company without paying taxes
  6. Closing business in Tanzania.

Members of a company can close the company by following requirements of sections 333-345 of the companies act 2002. They can do so through a voluntary winding up. And the authority mandated to register and de-register companies in Tanzania is the BRELA.

If you abandon a registered company, filing fees and penalties will accumulate and become unbearable. We can help you with closing inactive company in Tanzania.

Estimated Cost : 1,000,000 – 1,500,000 TZS

Time Needed : 120 days

Steps to close inactive company in Tanzania: The provisions of Sections 340 to 345 of the Companies Act 2002 details the procedure and the way members (shareholders) can voluntarily wind up a company.

  1. Step 1: Conduct preliminary search and notification

    Preliminary search and notification
    The directors are advised to search for information from various authorities and persons for pending issues. It is advisable to settle any pending issue before calling for Board Meeting to pass resolution to wind up the company.

  2. Step 2: Convening Board Meeting

    Convening Board Meeting
    Convene a Board meeting whose agenda is to pass a resolution for voluntary winding up and a declaration of solvency. The declaration of solvency has to be registered with the Registrar before convening a general meeting for voluntary winding up of the company.

  3. Step 3: Convening Shareholders General Meeting

    Convening Shareholders General Meeting
    Convene a general meeting within 30 days after passing of the resolution to voluntarily wind up and declaration of solvency by the Board.

  4. Step 4: Appointing Liquidator

    Appointing Liquidator
    Appoint a liquidator at the general meeting for voluntary winding up of the company.

  5. Step 5: Publishing Resolution of Voluntary Winding Up

    Publishing Resolution of Voluntary Winding Up
    Publish the resolution for voluntary winding up in the Gazette or circulating newspaper within 14 days of its being passed.

  6. Step 6: Liquidator calling for General Meeting

    Liquidator calling for General Meeting
    The Liquidator issues a notice for a general meeting at least 30 days before specifying the time, place and purpose of the meeting. The notice has to be published in the Gazette and a circulating newspaper in Tanzania. The purpose of the meeting is for determination of an account of winding up report from the liquidator.

  7. Step 7: Liquidator submitting winding up report to members

    Liquidator submitting winding up report to members
    The Liquidator submits to the members an account of the winding up, showing how the winding up has been conducted and disposal of the assets of the company. The liquidator gives explanation of an account of winding up in details to the members.

  8. Step 8: Liquidator submitting winding up report to Registrar

    Liquidator submitting winding up report to Registrar
    The Liquidator, within 14 days after the general meeting, submits to the Registrar a copy of an account for winding up and minutes of the meeting which deliberated on the liquidator’s winding up report.

  9. Step 9: Registration of winding up returns by BRELA’s Registrar of Companies

    Registration of winding up returns by BRELA's Registrar of Companies
    The Registrar on receiving the account and returns from the liquidator on winding up; shall register them and on expiration of three months from registration of the same, the company shall be deemed to be dissolved.

Tools
  • Computer connected to the internet.
Materials
  • 1. Members resolution
  • 2. Declaration of solvency
  • 3. Companies Act 2002
  • 4. Statement of assets and liabilities

If you want us to do all this for you, click here.

Related contentRegister business in Tanzania: How to register a local company using BRELA ORS (Online Registration System)? – 2021 Guide

Note that, closing a dormant company that has never started trading is very easy and can be very fast if the company was compliant with all the regulatory requirements. But if the company was not compliant, then it can be tedious and complicated.



Published by Kessy Juma

Kessy Juma

Kessy Juma is the founder of Miamia Trading Company (miamiatz). He is a Techpreneur with roots in accountancy. He believes that any business is good as long as it caters to the right market using the right strategy.

miamia miamia miamia miamia


Published by Kessy Juma

Kessy Juma Kessy Juma is the founder of Miamia Trading Company (miamiatz). He is a Techpreneur with roots in accountancy. He believes that any business is good as long as it caters to the right market using the right strategy.

miamia miamia miamia miamia
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