How to Register a Trust in Zimbabwe

Trust Registration in Zimbabwe

A trust is one of the most versatile legal structures available in Zimbabwe. Governed by the Trust Act [Chapter 12:02] (previously known as the Trustees’ Incorporation Act), trusts provide a powerful mechanism for asset protection, estate planning, charitable work, and business structuring. Unlike a company, a trust does not have shareholders or directors — it has trustees who manage assets for the benefit of named beneficiaries.

Registration is handled by the Master of the High Court in Harare or Bulawayo, not by the Companies Registry. This guide walks you through every step of the process, from choosing the right type of trust to meeting your ongoing obligations after registration.

What Is a Trust?

A trust is a legal arrangement in which one or more persons (the founder or settlor) transfer assets to trustees, who hold and manage those assets for the benefit of beneficiaries. The trust itself is not a separate legal entity like a company, but once the Deed of Trust is registered with the Master of High Court, the trustees can act collectively in the name of the trust.

The key parties in a trust are:

• Founder (Settlor): The person who creates the trust and transfers the initial assets. The founder can also be a trustee or beneficiary.
• Trustees: The individuals appointed to manage the trust assets according to the terms of the Deed of Trust. They have a fiduciary duty to act in the best interests of the beneficiaries.
• Beneficiaries: The persons or organisations who benefit from the trust. They can be specifically named or described as a class (e.g., “the children of the founder”).

Types of Trusts in Zimbabwe

Zimbabwe law recognises several types of trusts, each serving different purposes. Choosing the right type depends on your objectives.

1. Family Trust (Inter Vivos Trust)

A family trust is created during the founder’s lifetime to hold and protect family assets. This is the most common type of trust in Zimbabwe and is used for:

• Asset protection: Shielding property, vehicles, and investments from personal creditors or business liabilities
• Estate planning: Ensuring smooth transfer of wealth to the next generation without going through the lengthy deceased estate process
• Minor children: Holding assets for children until they reach a specified age
• Tax planning: Distributing income among beneficiaries in lower tax brackets (within legal limits)

2. Business Trust

A business trust operates a commercial enterprise with the profits distributed to beneficiaries. While less common than a Private Limited Company for trading, business trusts offer advantages in certain situations:

• Holding company structures where the trust owns shares in operating companies
• Real estate investment and management
• Joint ventures where parties want flexibility beyond a partnership structure
• Succession planning for family businesses

3. Charitable Trust

A charitable trust is established to benefit a charitable purpose rather than named individuals. Common purposes include:

• Education — scholarships, school construction, libraries
• Healthcare — clinics, medical equipment, disease prevention
• Poverty alleviation — food programmes, housing, microfinance for the vulnerable
• Religious purposes — church building, missionary work
• Community development — infrastructure, water and sanitation projects

Charitable trusts may apply for tax-exempt status from ZIMRA under the Income Tax Act, potentially receiving exemption from income tax on donations received and investment income. They can also receive tax-deductible donations from corporates and individuals.

4. Testamentary Trust

A testamentary trust is created through a person’s will and only comes into effect upon their death. The deceased’s estate (or part of it) is transferred into the trust as directed by the will. This is commonly used to provide for:

• Minor children who cannot manage inherited assets
• Spouses who need ongoing financial support
• Dependants with disabilities
• Controlled distribution of wealth over time (rather than a lump sum)

5. Special Purpose Trust

Special purpose trusts are created for specific objectives such as:

• Employee benefit trusts (share schemes, pension supplements)
• Land holding trusts (especially for agricultural land)
• Investment trusts (pooling capital from multiple investors)
• Securitisation trusts (holding financial assets)

Trust vs Other Entity Types

Feature	Trust	Pvt Ltd	NGO/PVO
Governing law	Trust Act [Ch 12:02]	Companies Act [Ch 24:31]	PVO Act [Ch 17:05]
Registration body	Master of High Court	Companies Registry	Dept of Social Welfare
Minimum members	2 trustees (recommended)	2 directors, 2 shareholders	3+ board members
Ownership	No shareholders; assets held for beneficiaries	Shareholders own shares	No ownership; serves public
Annual returns	Not required at Companies Registry	Required at Companies Registry	Required at Dept of Social Welfare
Tax status	Taxed at trust rate (special trusts at individual rates)	Corporate tax rate (24.72%)	May be exempt
Asset protection	High — assets separated from personal estate	Limited liability for shareholders	Assets belong to organisation
Best for	Asset protection, estate planning, charity	Trading businesses	Non-profit public benefit

Requirements for Trust Registration

Before approaching the Master of High Court, you need to prepare the following:

1. Deed of Trust (Trust Deed)

The Deed of Trust is the founding document of any trust — equivalent to the Memorandum of Association for a company. It must be drafted carefully as it governs the entire operation of the trust. A properly drafted Deed of Trust should include:

• Name of the trust: Must include the word “Trust” (e.g., “Moyo Family Trust”)
• Founder details: Full name, ID number, and address of the settlor
• Trustee details: Names, ID numbers, and addresses of all initial trustees
• Beneficiaries: Named individuals or class of beneficiaries (e.g., “descendants of the founder”)
• Trust objectives: The purpose for which the trust is established
• Powers of trustees: What trustees can and cannot do (buy/sell property, invest, borrow, distribute income)
• Distribution provisions: How and when income and capital are distributed to beneficiaries
• Meeting procedures: Quorum, voting, frequency of trustee meetings
• Amendment provisions: How the deed can be amended (usually requires unanimous or majority trustee consent)
• Termination provisions: When and how the trust can be wound up
• Successor trustees: How new trustees are appointed when existing ones resign, die, or are removed

2. Identity Documents

• Certified copies of national ID or passport for all trustees
• Proof of residential address for each trustee (utility bill or affidavit)
• Certified copy of national ID for the founder

3. Trust Registration Forms

The Master of High Court requires specific forms to be completed. Your legal representative can advise on the exact forms required for your trust type. Generally you will need:

• Application for registration of the trust
• Acceptance of trusteeship (signed by each trustee)
• Bond of security (may be required, or the deed may waive this requirement)

4. Registration Fee

A government registration fee is payable to the Master of High Court. Current fees are approximately USD 20–50 depending on the trust type and value of assets. Additional stamp duty may apply.

Step-by-Step Trust Registration Process

Follow these steps to register your trust in Zimbabwe:

Step 1: Decide on the Trust Structure

Determine the type of trust, its objectives, who the trustees and beneficiaries will be, and the initial assets to be transferred. Consider consulting a lawyer or trust specialist at this stage.

Step 2: Draft the Deed of Trust

Have a legal professional draft the Deed of Trust. This is the most critical step — the deed governs everything about how the trust operates. Expect to pay USD 200–800 for professional drafting, depending on complexity.

Step 3: Sign the Deed of Trust

All trustees and the founder must sign the Deed of Trust. Signatures should be witnessed and, in most cases, the deed should be notarised by a Notary Public (especially if the trust will hold immovable property). A Commissioner of Oaths may suffice for simpler trusts.

Step 4: Submit to the Master of High Court

Lodge the following at the Master of High Court office in Harare (corner of 4th Street and Central Avenue) or Bulawayo:

• Original signed and notarised Deed of Trust
• Certified copies of all trustees’ IDs
• Completed registration forms
• Acceptance of trusteeship forms (signed by each trustee)
• Payment of registration fee

Step 5: Master Reviews and Registers

The Master of High Court reviews the Deed of Trust for compliance with the Trust Act. If satisfactory, the Master:

• Assigns a Trust Registration Number (e.g., MA 000/2026)
• Issues Letters of Authority to the trustees, confirming their appointment
• Enters the trust on the register of trusts

This process typically takes 2–4 weeks, though it can take longer if the office has a backlog or if amendments are required.

Step 6: Post-Registration Steps

Once registered, you should:

• Open a trust bank account: Present the Letters of Authority and Deed of Trust to any commercial bank. CBZ, FBC, Stanbic, and Standard Chartered all offer trust accounts.
• Register with ZIMRA: Obtain a Tax Identification Number (TIN) for the trust. All trusts must file annual tax returns, even if no income is received.
• Transfer assets: Formally transfer property, shares, or other assets into the trust name. Property transfers require registration at the Deeds Registry.
• Set up trust records: Maintain proper minutes of trustee meetings, financial records, and beneficiary distribution records.

Costs of Trust Registration in Zimbabwe

Item	Estimated Cost (USD)
Deed of Trust drafting (lawyer)	00 – 00
Notarisation of Deed of Trust	0 – 0
Master of High Court registration fee	0 – 0
Certified copies of IDs	– 0
Our all-inclusive trust registration package	From 50

If the trust will hold immovable property, additional costs apply for property transfer (Deeds Registry fees, transfer duty, and conveyancing fees).

Ongoing Obligations for Trusts

Once your trust is registered, trustees have ongoing legal and fiduciary obligations:

Tax Compliance

• Income tax: Trusts are subject to income tax on any income received. The tax rate depends on whether income is retained or distributed to beneficiaries. Distributed income is taxed in the hands of the beneficiary at their marginal rate.
• Capital gains tax: Applies when the trust sells property or other capital assets.
• Annual tax returns: Must be filed with ZIMRA each year, even if the trust had no income. Visit ZimTax.co.zw for guidance on trust tax obligations.

Fiduciary Duties

• Duty of care: Trustees must manage trust assets with the care of a reasonable person
• Duty of loyalty: Trustees must act in the best interests of beneficiaries, not their own
• Duty to account: Trustees must keep proper financial records and be able to account to beneficiaries
• Duty to act jointly: Major decisions require agreement of the majority of trustees (or as specified in the deed)
• No conflict of interest: Trustees must avoid situations where their personal interests conflict with the trust

Record Keeping

• Minutes of all trustee meetings
• Financial statements (income, expenses, asset values)
• Records of all distributions to beneficiaries
• Correspondence with the Master of High Court
• Bank statements and investment records

Reporting to the Master

The Master of High Court may require trustees to:

• File periodic returns or accounts
• Report any changes in trustees (appointments, resignations, or removals)
• Obtain the Master’s consent for certain transactions (e.g., sale of immovable property, depending on the deed)

Changing Trustees

When a trustee resigns, dies, or is removed, the remaining trustees must:

1. Follow the appointment procedure set out in the Deed of Trust
2. Obtain the new trustee’s written acceptance of appointment
3. Apply to the Master of High Court for amended Letters of Authority
4. Update bank signatories and any property registrations

The Master has the power to approve or reject new trustee appointments and can also appoint trustees if the deed does not provide a mechanism.

Winding Up a Trust

A trust can be terminated when:

• The trust objectives have been achieved
• The specified termination date in the deed has passed
• All beneficiaries agree to terminate (and the deed permits this)
• A court orders dissolution

Upon winding up, remaining trust assets are distributed to beneficiaries as specified in the deed. The trustees must file a final tax return with ZIMRA and notify the Master of High Court of the trust’s termination.

Common Mistakes to Avoid

• Vague Deed of Trust: Ambiguous provisions lead to disputes. Be specific about beneficiary rights, trustee powers, and distribution criteria.
• Not registering with ZIMRA: All trusts need a TIN, even if they earn no income initially.
• Treating trust assets as personal: Trust assets belong to the trust, not the trustees. Mixing personal and trust finances can lead to the “piercing” of the trust, losing its protective benefits.
• Single trustee: While legally possible in some cases, having only one trustee creates governance and succession risks.
• No trustee meetings: Failing to hold and minute regular meetings weakens the trust’s legal standing.
• Ignoring the Master: Not reporting trustee changes or failing to respond to the Master’s queries can result in the trust being flagged or trustees being replaced.