Registering a public benefit organisation with PBORA
The steps and documents Kenya's PBO Regulatory Authority needs to register a public benefit organisation, and what its calendar year means for the books.
By Achekam · · 4 min read · For Non-profit businesses in Kenya
A group of volunteers in Kisumu has been running a youth football and mentoring programme for two years. Funders now want to see a registered organisation before they will commit, and someone has suggested registering as a public benefit organisation. The committee chair opens the regulator's website and finds a list of steps, a prototype constitution, a reference to eCitizen and a requirement for police clearance. Where to start?
The Public Benefit Organizations Regulatory Authority (PBORA) sets out the process clearly, but it rewards preparation. Missing minutes, a constitution that departs from the required wording, or a budget that does not fit the required financial year will slow things down. This article walks through the steps, the documents and one requirement that affects your books from the first day: the financial year must run from January to December.
The five steps
PBORA sets out registration as five steps:
- Name reservation. Submit three names, in order of priority.
- Preparation of a constitution.
- Submission of the application.
- Review by PBORA.
- Issue of a certificate of registration.
PBORA says the certificate of registration is legal proof of the organisation's existence and authorises it to operate in Kenya. Until it is issued, the organisation should not present itself to funders as a registered PBO.
Choosing the names
Put real thought into all three names, not just the first. If your first choice is too close to an existing organisation's name, the second or third may be the one you live with. Choose names you would be content to see on a funding agreement and a bank account.
What the constitution must contain
PBORA says a PBO's constitution must include:
- a name article that matches the reserved name;
- main and specific objectives;
- a financial year that is the calendar year, January to December; and
- a dissolution clause copied exactly as worded in PBORA's prototype constitution.
Two of these catch applicants out. The name must match the reservation exactly, so check spelling, punctuation and abbreviations. And the dissolution clause must be copied word for word from the prototype; this is not the place for a lawyer's preferred drafting.
PBORA also says it checks that the main objective captures a clear charitable purpose and targeted beneficiaries. "To uplift the community" will not do. "To provide football coaching and mentoring to young people aged in their teens in Kisumu County" names both the purpose and who benefits.
The application pack
PBORA says an application is submitted with:
| Document | Notes |
|---|---|
| The completed constitution | Following the required articles above |
| Minutes | Of the meeting at which the founders adopted the constitution and resolved to register |
| A one-year proposed budget | Covering the first financial year |
| Application forms filled on eCitizen | Completed online |
| Passport photos | As PBORA specifies |
| A police clearance certificate | Allow time to obtain these |
| The prescribed fee | Check the current amount with PBORA |
Police clearance certificates are the item most likely to hold up an application, because each one is the individual's responsibility and depends on someone else's timing. Ask officials to apply for theirs as soon as the decision to register is made.
A calendar financial year from day one
PBORA requires the financial year to be the calendar year. Its registration page states the requirement without needing to explain it, and for a new organisation the simplest course is to accept it and set everything up around it: the budget, the books, board reporting and funder reports.
That has practical consequences. Your first financial year will probably be a short one, from the date you start trading to 31 December. Funders whose own years run differently will need reports that span your year-end, so plan for that conversation. And your accountant should know from the outset that the year closes in December.
Year-to-date figures that start in January
Here a Kenyan PBO finds things lining up neatly in Achekam. A workspace registered as Kenyan at sign-up takes the Kenya pack as its default and, on activation, sets the shilling and the Africa/Nairobi time zone unless already set. Management accounts show an income statement for a chosen period beside the period before, and a balance sheet at period end, exportable as PDF or CSV. The year-to-date preset starts on 1 January, which for a PBO is exactly its financial year. Organisations with a different year-end must set dates by hand, as explained in year-to-date figures for your own year; a PBO can use the preset as it stands.
Building the one-year budget in the books
The one-year proposed budget in the application pack is the first budget the board will be measured against. Rather than leaving it in a spreadsheet, put it in the books. In Achekam, an organisation can set a budget per account and period, and compare it with the actual figures from its ledger. Enter the application budget month by month against the right income and expense accounts, and the board can see from the first month whether the organisation is spending as it told PBORA it would.
A short sequence for the treasurer:
- Draft the budget with the committee, by month, for January to December.
- Use it in the application exactly as agreed.
- Once the books are set up, enter the same budget per account and period.
- Review budget against actual at each committee meeting.
If the organisation is a company rather than a PBO, or is considering that route, the audit question is covered in Kenya's small company audit exemption for non-profits.
Start with the registration page
PBORA's registration page sets out the steps, the constitution requirements and the documents to submit. Reserve your three names, ask officials to apply for police clearance today, and draft the January to December budget alongside the constitution.
General guidance only, not advice on your own circumstances. Tax and payroll rules change: check the current position with the authority or your adviser.