Business Law
Business Law Practice – Mercio Advocates
Mercio Advocates provides strategic Business Law services to startups, SMEs, and large corporations, offering legal support in contract drafting and negotiation, mergers and acquisitions, corporate restructuring, regulatory compliance, intellectual property protection, employment law, taxation, and commercial transactions. The firm also represents clients in business disputes through litigation, mediation, and arbitration, helping businesses minimize risks, remain compliant, and achieve sustainable growth.
Frequently Asked Questions
1. How does one register a company in Uganda?
A company is registered with Uganda Registration Services Bureau (URSB). The process involves;
- Reserving the company name.
- Preparing incorporation documents.
- Filing the document with URSB
- Paying prescribed fees.
- Receiving certificate of incorporation.
2. Can one person register a company in Uganda?
Yes, Uganda permits incorporation of a single member company.
3. What annual fillings must a company make?
Companies are required to file annual returns with URSB and notify the Registrar of changes in directors, shareholders and registered offices.
4. What happens if a company fails to file annual returns?
The company may incur penalties and risk of being struck off the register by the Registrar.
5. What makes a contract legally enforceable in Uganda?
A valid contract generally requires:
- Offer
- Acceptance
- Consideration
- Intention to create legal relations
- Capacity of the parties a
6. Can verbal agreements be enforced in Uganda?
Yes, oral contracts can be enforceable unless the law requires the agreement to be in writing, such as contracts for the sale of land.
7. What happens when a contract is breached in Uganda ?
The innocent party may seek:
- Damages
- Specific performance
- Injunctions
- Rescissions
- Termination of the contract
8. Can a foreign company open a branch in Uganda?
Yes, a foreign company may register an external company and establish a branch in Uganda.
9. Can a foreigner own a company in Uganda?
Foreigners may establish a company in Uganda.
10. What are the requirements for registration of a foreign company in Uganda.
Registration starts with the submission of the following documents:
- A certified and notarized copy of a memorandum and articles of association or some other instrument that constitutes the constitution of the company. If the said instruments are not in English, a certified translation of the instrument is required.
- A list of directors and secretary of the company.
- Names and postal address of the persons in Uganda authorized to accept service on behalf of the company.
- A statement of the company’s subsisting charges created by the company.
- The full address of the principle or registered office of the company.
- Certified and notarized bio data pages of the directors passport.
- Application for the trading license. This is dependent on the business
- Tax registration: both the company and the directors are required to register for tax in Uganda. Upon registration tax identification Number (TIN) is issued by Uganda Revenue Authority.
- Opening up bank accounts.
- Processing work permits.
11. What taxes must businesses pay in Uganda?
Depending on the business, taxes may include:
- Income tax
- Value Added Tax ( VAT)
- Pay As You Earn ( PAYE)
- Withholding tax
- Stamp duty
12. Can a company challenge a tax assessment in Uganda?
Yes, a taxpayer may object to an assessment issued by the tax authority and may appeal further if dissatisfied
13. Why should one register a trademark in Uganda?
Trademark registration:
- Gives exclusive rights to use the mark.
- Prevents others from using similar marks.
- Allows legal action against infringement
- Increases the value of your business and brand.
14. What is the process of registering a trademark in Uganda?
- Conducting a trademark search.
- Filing an application with the Uganda Registration Services Bureau.
- Examination of the Application.
- Publication in the Gazette
- Issuance of a certificate if no objections are raised.
15. How long does trademark protection last in Uganda?
Under the trademarks Act, a registered trademark is valid for seven years initially and can be renewed for successive periods.
16. What happens if someone uses my trademark without permission in Uganda?
This may amount to trademark infringement you may seek:
- An injuction
- Damages