A Private Business Corporation (PBC) remains the second most popular company structure in Zimbabwe after the Private Limited Company (PLC). It is especially ideal for small business owners, sole traders, and professionals such as consultants, designers, and architects. This article looks at Private business corporation registration In 2025, registering a PBC is still the simplest and most cost-effective way to formalize a business in Zimbabwe.
What is a Private Business Corporation?
A PBC is a legal business entity that allows one or more individuals (up to a maximum of 20 members) to operate under a formally registered structure. Unlike a PLC, which requires directors and shareholders, a PBC is made up of members who own and manage the business directly. This makes it the ideal option for small businesses and startups with limited capital.
Key Benefits of Registering a PBC
1. Lower Registration Costs
Registering a PBC is more affordable compared to a Private Limited Company.
2. Fewer Statutory Requirements
A PBC has minimal ongoing compliance obligations. Unlike PLCs, which must submit annual returns and hold formal board meetings, PBCs are only required to file one statutory declaration per year — a confirmation that the Annual General Meeting (AGM) was held.
3. Limited Liability
Members of a PBC enjoy limited liability protection, meaning their personal assets are protected if the business incurs debts or liabilities.
4. Simple Structure
There is no requirement for a board of directors. The members are both owners and managers, which simplifies decision-making and reduces administrative burdens.
Requirements for Registering a PBC
To register a PBC in Zimbabwe, you’ll need to provide:
- Proposed Company Names
Submit 1 to 5 preferred names for approval. - Member Information
- Full names
- National ID or passport number
- Residential address
- Company Addresses
- Physical business address
- Postal address
Business Objectives
A brief description of the nature of business activities the PBC will carry out.
Registration Procedure
- Name Search and Reservation
Submit up to five name options for availability checks through the Companies Registry. - Document Preparation and Submission
Once the name is approved, your agent will prepare the PBC incorporation documents and submit them for registration. - Certificate of Incorporation Issued
Upon approval, the Companies Registry issues a Certificate of Incorporation, and your business is officially registered. - Tax Registration (ZIMRA)
Within 30 days of starting operations, you must register with the Zimbabwe Revenue Authority (ZIMRA) to obtain a Tax Clearance Certificate.
Annual Reporting Requirement: PBC AGM Declaration
Since the enactment of the Companies and Other Business Entities Act [Chapter 24:32] in 2019, every PBC must file an Annual General Meeting Declaration. This filing confirms that the PBC is still active and operational.
This declaration can be filed directly at the Companies Registry or through a registration agent.
Frequently Asked Questions
Does a PBC pay tax in Zimbabwe?
Yes. A PBC is treated like any other company for tax purposes. It must:
Register with ZIMRA within 30 days of commencing trade
Pay Income Tax (QPDs) quarterly
Register for PAYE if it employs staff
Register for VAT once its revenue exceeds the VAT threshold (currently US$40,000/year)
Does a PBC have limited liability?
Yes. Members are only liable up to the amount of their contributions to the business.
Does a PBC have directors?
No. A PBC has members, not directors or shareholders. The members manage the business directly.
Final Thoughts
Registering a PBC in Zimbabwe in 2025 is one of the smartest moves for small business owners and startups seeking to operate legally and professionally. With fewer compliance demands, affordable fees, and full legal recognition, a PBC provides the perfect foundation to grow your enterprise with peace of mind.
Whether you’re just starting out or formalizing an existing hustle, a PBC offers legal protection, credibility, and the freedom to focus on building your business.
