Zone Companies
Limited liability companies registered within the Zanzibar Digital Free Zone.
What is a Zone Company?
A Zone Company is a legally distinct, digital body corporate, limited by Shares, with the legal capacity to acquire and hold Assets, assume obligations and incur liabilities. Zone Companies have separate legal personality from their Shareholders, providing limited liability protection.
Zone Companies are ideal for:
Zone Company Categories
Zone Companies are categorized based on the number of shareholders:
| Category | Shareholders | Best For |
|---|---|---|
| Single Zone Company | 1 | Solo founders, freelancers |
| Start-up Zone Company | 2-5 | Co-founders, small teams |
| Growth Zone Company | Up to 50 | Scaling businesses, investor rounds |
| Global Business Zone Company | Unlimited | Large enterprises, token issuance |
Digital Asset Issuance
Only Global Business Zone Companies are authorized to issue Digital Assets. No other Zone Enterprise may issue Digital Assets.
Key Features
Limited Liability
Shareholders are responsible only in proportion to their Shares owned. Personal assets are protected from business liabilities.
Separate Legal Personality
The company is a distinct legal entity that can hold assets, enter contracts, and incur liabilities independently.
Smart Contract Recognition
Smart Contracts have the same legal force and effect as traditional written contracts. Digital signatures are legally binding.
100% Foreign Ownership
Full ownership retained - no local partner needed. Operate globally from any location.
Structure Requirements
| Minimum Directors | 1 (must be a Digital Resident) |
| Shareholders | Only Regulated Entities may hold Shares |
| Share Capital | Must equal total nominal value of issued Shares |
| Official Wallet | Share Capital must be kept in the company's Official Wallet |
| Memorandum & Articles | Required (standard templates provided by ZDFZ) |
| Company Name | Must be approved by the Regulator |
Tax Benefits
*5% for entities without physical residence in Zanzibar. 15% for Zanzibar residents.
0% rate available for Ventures created by OWZ Venture Creator for 10 years.
**All Zone Entities exempt from capital gains tax, wealth tax, and VAT on services outside Tanzania.
Director Responsibilities
Directors must:
- • Possess adequate knowledge, experience, and skills for the company's business
- • Be a Digital Resident in good standing
- • Certify Accounting Records as true and accurate
- • Submit changes to the Registrar within 7 days
Documents Received
Upon successful registration, you will receive:
- ✓ Registration Certificate - Official proof of company registration with registration number
- ✓ Memorandum & Articles of Association - Registered company bylaws
- ✓ Share Certificate(s) - Proof of share ownership for each shareholder
- ✓ Register of Directors - Official director records maintained by Registrar
- ✓ Register of Shareholders - Official shareholder records
Special Purpose Vehicles (SPV)
Zone Companies can be registered as a Special Purpose Vehicle (SPV) for specific, limited purposes. SPV designation must be included at registration and cannot be added later.
Ready to incorporate?
Learn about the step-by-step incorporation process.