To facilitate implementation of the new framework, the Public Benefit Organizations Regulatory Authority (Authority) issued Advisory No. 1 of 2026 on Automatic Transition (Advisory) on 14 May 2026, setting out the process for organisations transitioning into the PBO regime. This was subsequently followed by Special Issue of the Kenya Gazette Supplement No. 117 (Legal Notice No. 85), dated 14 May 2026, which extended the transition period by one year, from 14 May 2026 to 14 May 2027.

Automatic transition of existing NGOs without re-registration

A key clarification in the Advisory is that organisations registered under the repealed NGO Act are not required to apply for fresh registration under the PBO Act. This position is based on paragraph 5(1) of the Fifth Schedule to the PBO Act, which provides that organisations registered under the repealed NGO Act are deemed to be registered under the PBO Act. Accordingly, the transition is automatic and occurs by operation of law.

However, while organisations are not required to re-register, the transition is not entirely passive. The PBO Act and the PBO Regulations require the Authority to establish and maintain a comprehensive register of all PBOs operating in Kenya. In particular, sections 7, 8, 11 and 42(1)(b) of the PBO Act require the Authority to maintain information relating to a PBO’s activities, officials, assets and such other particulars as may be prescribed under the Regulations.

To facilitate this process, Regulation 43 of the PBO Regulations requires organisations transitioning into the new regime to update their records with the Authority. The Advisory, therefore, calls upon organisations to submit the prescribed information and supporting documentation to enable the Authority to update its records and complete the transition process.

Upon verification of the submitted information, the Authority will issue a new certificate reflecting the organisation’s status under the PBO framework. The Authority has indicated that the certificate will retain the organisation’s original registration details under the former regime to facilitate continuity in dealings with donors, development partners, regulators and other stakeholders.

The Advisory should therefore be understood as implementing the transition provisions contained in the PBO Act and the PBO Regulations, rather than introducing a new registration requirement.

Extension of the transition period

The extension appears intended to provide both the Authority and transitioning organisations with additional time to complete the administrative and compliance requirements associated with migration to the new framework.

Importantly, the extension does not alter the legal effect of the transition provisions under the PBO Act. Rather, the extension provides a longer implementation window within which organisations can complete the documentation, verification and record-update processes contemplated by the Advisory and the PBO Regulations.

Practical implications for organisations

Organisations should use the extended transition period to review their compliance with the PBO Act and the PBO Regulations, including governance, reporting and record-keeping requirements.

In particular, organisations should ensure that:

• their registration records are updated with the Authority;
• the prescribed transition documentation is prepared and submitted;
• their governance structures are aligned with the requirements of the PBO Regulations;
• constitutional amendments, where necessary, are identified and implemented; and
• internal compliance systems are reviewed to ensure readiness for the enhanced reporting and record-keeping obligations under the new framework.

Conclusion

While the legal framework governing PBOs is now largely in place, practical implementation remains ongoing. The Authority is still operationalising key systems and administrative processes required to support the transition, including the mechanisms through which organisations will submit information and obtain updated registration certificates.

The extension of the transition period to 14 May 2027 therefore provides a welcome opportunity for both the Authority and organisations to complete the migration process in a structured manner. Organisations should continue monitoring guidance issued by the Authority and take proactive steps to ensure compliance with the requirements of the PBO Act and the PBO Regulations as implementation progresses.