Secured Transactions Act Tanzania: Movable Collateral, the BoT Registry and BRELA Charges

Tanzania now has a statute for lending against movable property. Its Swahili title is Sheria ya Mikopo kwa Dhamana za Mali Zinazohamishika ya Mwaka 2026. It is Act No. 5 of 2026, and its own amending sections call it the Secured Transactions Act. Law firms use the longer name Secured Transactions (Movable Property) Act, 2026. We read the gazetted text ourselves for this note.

The short version: the law is passed, signed and published, but it is not yet in force. Until the Minister issues a commencement notice, companies keep registering charges at BRELA under the current Companies Act rule. This note covers Mainland Tanzania, with a separate section on Zanzibar.

What the law says

The gazetted text of Act No. 5 of 2026 appears as Act Supplement No. 5 to Gazette No. 40, Vol. 107, dated 2 October 2026. The Parliament certificate shows it was passed on 31 August 2026. The President assented on 19 September 2026. The Parliament Acts listing posted the Act on 27 October 2026.

The Act is written in Swahili. Its core ideas:

• Creation. A security interest arises from a written contract signed by borrower and lender (s.8). It may cover future assets, which attach once the borrower acquires rights in them.
• Eligible assets. The Governor of the Bank of Tanzania will specify which movable assets can be pledged, by Gazette notice, after consulting the Minister and stakeholders (s.10).
• Registry. A Collateral Registry is set up within the Bank of Tanzania (s.4), run by a Registrar whom the Governor appoints (s.5).
• Third-party effect. A security interest binds third parties once registered (s.18). A registration lasts for the period set in the agreement and can be renewed (s.15).
• Priority. Competing interests rank by the date and time of registration, whatever the date the interests were created (s.21).
• Enforcement. Before enforcing, the lender files an enforcement notice with the Bank (s.45). Disposal is at market value (s.48) after notice to the Bank, the borrower and other interested persons (s.49).

Part X then amends four other laws: the Bank of Tanzania Act, Cap. 197; the Companies Act, Cap. 212; the Chattels Transfer Act, Cap. 210; and the Cooperative Societies Act, Cap. 211. The Chattels Transfer Act is amended, not repealed.

Who is affected

• Borrowers. Traders, distributors, transporters and farmers with stock, receivables, vehicles or livestock but no titled land.
• Lenders. Banks and financial institutions licensed under the Banking and Financial Institutions Act, and microfinance providers licensed under the Microfinance Act. The Act defines a lender (mkopeshaji) by reference to those two licensing laws (s.3).
• Companies that grant charges. The rewritten Companies Act s.99 ties a company charge's validity to the new law.
• Cooperatives. Charges by registered societies follow a parallel rewrite of the Cooperative Societies Act s.81, with a 30-day filing window.
• Buyers of goods. Anyone buying stock, vehicles or equipment from a business now needs to know when a registered interest follows the goods.

On our reading, a trade supplier, an unlicensed lender or a shareholder lending to its own company is not a "lender" under s.3. Such creditors may sit outside the Act's registration and priority rules. That point affects group funding, covered in our note on shareholder loans and equity. Treat it as a verify item until the regulations or a court settle it.

Key sections at a glance

Section numbers are those we read in the gazetted Swahili text.

How does registration and priority work?

The security agreement creates the interest between the parties. Registration makes it bite against everyone else: other lenders, a liquidator, buyers outside the ordinary course. The lender files, in a format the regulations will set (s.68).

Priority follows the clock. If two lenders take security over the same stock, the first to register ranks first, even if its agreement was signed later (s.21). Lenders will want to register before money moves. Whether a registration may precede the agreement is a point for the regulations.

Two refinements matter in practice. Proceeds, such as cash from sold stock, remain covered for 15 working days. After that, the lender must amend the registration to keep the claim against third parties (s.19). A purchase-money lender, which financed the asset itself, can jump ahead of an earlier general registration if it registers. For inventory it must also notify the earlier secured party (s.29).

What happens to BRELA charge registration?

Today, a company that grants a charge files its particulars with the Registrar of Companies at BRELA. Under the rule we read in the TanzLII consolidation of the Companies Act, the filing is due within 42 days after the charge is created. An unregistered charge is void against the liquidator, the administrator and any creditor. That rule sits in s.99 of the current revised edition, the Companies Act R.E. 2023 published by BRELA. Our process guide on registration of charges covers the filing steps.

Section 74 of the new Act replaces s.99. On our reading of the gazetted text, the new s.99 says:

• A company charge is void against the liquidator, administrator and creditors unless the requirements of the law governing secured transactions in movable property are met.
• The company must still deliver the charge particulars and the instrument to "the Registrar" for registration.
• The 42 days now run from the date the charge became effective against third parties, not from the date of creation.
• If the charge is void, the secured money becomes payable at once.

Section 75 also amends s.100(5) so that "charge" covers a security interest under the Secured Transactions Act, not only a mortgage.

The practical reading is a two-step process for companies once the Act starts. First, register the security interest in the Collateral Registry, which makes it effective against third parties. Second, file the particulars at BRELA within 42 days of that date. The new s.99 says "the Registrar", which in the Companies Act means the Registrar of Companies, and does not name the Collateral Registry. We list this reading under Figures to confirm.

Land is not movable property, so land mortgages stay with the land registry.

Old regime and new regime compared

How does enforcement work, and what protects the borrower?

Enforcement opens when the borrower fails to perform or the collateral is at risk (s.46). The lender first files an enforcement notice with the Bank (s.45). It may then take possession without a court order where the contract allows it; otherwise it needs a court order. For receivables, it may collect directly from the debtors and direct a bank to pay it (s.47).

Within 48 hours of holding the collateral, the lender gives written notice of the storage place and daily cost (s.59(1)). The borrower then has 48 hours to propose a nearby alternative at the same or lower cost (s.59(2)). Storage charges cannot exceed the indicative rates the Minister publishes and reviews on 1 July each year (s.58). Charging more is an offence and the excess is refundable.

Disposal may be by sale, lease, licence, auction, tender or a method in the contract, at market value (ss.46, 48). The lender gives notice to the Bank, the borrower and any other interested person before disposal (s.49). FB Attorneys reads this as 30 days' notice. The notice is not needed where goods are perishable, would lose value fast, are costly to store, or are goods for sale such as farm produce or livestock (s.49(2)).

Before disposal, the borrower or another creditor can redeem the collateral by paying the secured obligations and reasonable costs (s.55). The parties can also agree to reinstate the loan (s.56). After sale, the lender accounts in writing. Proceeds go first to the enforcing lender's debt, then to other creditors in order, then to the borrower. Disputed sums are paid into court, and any shortfall remains a debt (s.52).

A lender may instead propose to keep the collateral in full settlement. It notifies the Bank and the owner, and any affected person may object to the Bank within 14 days (ss.53, 54). Complaints about Bank decisions go to the Bank first, with an appeal to the Minister within 14 days (ss.64, 65). The Act provides no further appeal route in its own text. Court review, injunctions and seizure disputes are matters for an advocate.

What changes for cooperatives and buyers of goods?

For cooperatives, the new Act rewrites s.81 of the Cooperative Societies Act. A charge by a society is void against the liquidator and creditors unless the secured transactions requirements are met. Particulars must be filed within 30 days after the charge becomes effective against third parties. Section 84 is also amended to require proof of registration. AMCOS and SACCOS that borrow against crop stocks should read this with our guides on cooperative registration and the warehouse receipt system.

For buyers, the default rule is that collateral sold by the borrower stays subject to the security interest (s.26). The buyer takes free in listed cases. The main ones are where the lender authorised the sale free of the interest, or the goods were sold in the seller's ordinary course to a buyer who did not know of a breach. A supermarket buying from a distributor is protected. A buyer of a whole truck fleet outside normal trade should search first.

What about the Chattels Transfer Act?

The Chattels Transfer Act, Cap. 210, survives in reduced form. Sections 76 to 80 of the new Act amend its definition of "instrument", delete ss.4 and 24, and delete Parts Eight and Nine. Under s.69, a registration already made under the Chattels Transfer Act is treated as made under the new Act and runs until it expires.

FB Attorneys calls this statute the "Transfer of Property Act". The gazetted text names it Sheria ya Uhamishaji Mali, Cap. 210: the Chattels Transfer Act.

What about existing BRELA charges?

This is the gap companies should watch. Section 69 saves Chattels Transfer Act registrations. We found no equivalent saving for charges already registered at BRELA under the current s.99. The Act is silent on whether a debenture or floating charge registered at BRELA in 2024 must also be registered in the Collateral Registry to keep its priority.

One reading says a charge registered before commencement keeps its status under the old law. The other says priority against a new registered lender now depends on the Collateral Registry. Until the regulations deal with it, we treat it as a verify item. Companies with existing BRELA charges should expect their lenders to ask for a Collateral Registry registration once it opens. Banks needing certainty should take a legal opinion from an advocate.

A charge that fails the new requirements is void against a liquidator or administrator. Our note on company insolvency explains how secured and unsecured creditors rank once a winding up starts.

What about Zanzibar?

The Act does not apply in Zanzibar. Section 2 limits it to Mainland Tanzania. Company law is not a Union matter, so the Companies Act, Cap. 212, and its new s.99 are also Mainland laws. Companies registered in Zanzibar file charges under Zanzibar companies law with the Zanzibar Business and Property Registration Agency, and nothing in Act No. 5 changes that.

Zanzibar keeps its own financial laws. The Bank of Tanzania laws page lists the Zanzibar Microfinance Services Act, No. 9 of 2023, separately from the Mainland Microfinance Act. We found no Zanzibar bill on a movable collateral registry. Three points are unknown at 14 November 2026: whether Zanzibar will legislate; whether a Mainland registration will be recognised for assets moved to Zanzibar; and how a lender ranks against a Zanzibar creditor over the same goods. Lenders financing assets that cross the channel should consult an advocate.

Worked example: a TZS 300,000,000 inventory and receivables facility

The figures below are illustrative. They assume the Act has commenced, the Governor's list covers inventory and receivables, and the Registry is open.

Pwani Distributors Limited, a Dar es Salaam company, holds stock worth TZS 420,000,000 and trade receivables of TZS 180,000,000. It agrees a TZS 300,000,000 working-capital facility with Bank A, secured on all present and future inventory and receivables. The agreement is signed on 2 June. Bank A registers in the Collateral Registry on 9 June.

Earlier, on 5 June, Pwani took a TZS 80,000,000 loan from a licensed microfinance company, Lender B, secured on the same inventory. Lender B registered on 5 June, the day of signing.

Priority. Lender B registered on 5 June and Bank A on 9 June. Under s.21, Lender B ranks first over inventory, even though Bank A signed first. Bank A ranks first over the receivables, which Lender B did not take. A search before drawdown would have shown Lender B and prompted an intercreditor agreement.

BRELA filings. Each charge became effective against third parties on its registration date. Pwani files particulars at BRELA within 42 days of 9 June and of 5 June respectively. The BRELA fee is TZS 50,000 for Bank A's charge (sum secured 100m to 500m) and TZS 22,000 for Lender B's (up to 100m), per register F0011. Collateral Registry fees will be set by regulations.

Default and the 30-day timeline. Pwani defaults in March of the next year owing Bank A TZS 260,000,000 and Lender B TZS 70,000,000.

Say the stock sells for TZS 150,000,000 and Lender B's costs, including 30 days' storage at TZS 250,000, are TZS 9,000,000. Lender B takes TZS 79,000,000. The balance of TZS 71,000,000 goes to Bank A as the next creditor. Bank A still holds the receivables and is owed TZS 189,000,000. It collects the receivables directly under s.47 after its own enforcement notice.

Fresh produce could be sold without the 30-day wait (s.49(2)). Pwani can stop the sale by paying Lender B's debt and reasonable costs (s.55).

What is still waiting?

Four pieces must arrive before anyone can register.

• Commencement notice. The Minister appoints the start date by Gazette notice (s.1). We found none at 14 November 2026.
• Regulations. The Minister makes regulations on registration procedure, forms, fees, notices, objections, complaints and borrower protection (s.68). The Governor makes regulations on administrative penalties (s.66(3)).
• Eligible assets list. The Governor's Gazette notice under s.10 decides which movable assets qualify.
• Storage rates. The Minister's indicative storage rates under s.58.

The Bank of Tanzania's laws page listed neither the Act nor regulations when we checked. TanzaniaInvest reported that the Bill met an IMF programme benchmark and targets a private-credit-to-GDP ratio of 50% by 2030, from 22.5% in 2024. It also listed the Bankruptcy Act among laws to be amended; the gazetted Part X does not amend it.

What to do now

1. Keep filing at BRELA. Register every new company charge within 42 days of creation under the current s.99 until commencement, at the F0011 fee.
2. List your movable collateral. Note each charged asset class: stock, receivables, vehicles, equipment, livestock, crops. Note the lender and the BRELA registration date.
3. Read your loan documents. Check whether facility letters oblige you to cooperate with new registrations. Check whether they include a self-help possession clause, which s.46 makes decisive.
4. Search before you lend or buy. Until the Registry opens, run a BRELA file search (TZS 5,000, register F0009) on any company granting security or selling large assets.
5. Plan the switch-over. Lenders should prepare to register existing charges in the Collateral Registry on day one, given the open question on BRELA charges.
6. Update lender processes. Banks and microfinance providers should map s.43 disclosure duties and the s.59 storage notices into their collections manuals.
7. Get an opinion where money depends on it. Ask an advocate for a legal opinion on priority of existing charges, and route any seizure or enforcement dispute to an advocate.

Key dates and deadlines

• 31 August 2026. Bill tabled by the Minister for Finance, as TanzaniaInvest reported, and passed by Parliament, as the Act's certificate records.
• 19 September 2026. Presidential assent.
• 2 October 2026. Published as Act Supplement No. 5 to Gazette No. 40, Vol. 107.
• 27 October 2026. Listed on the Parliament website.
• Commencement. Date to be set by the Minister; not set at 14 November 2026.
• After commencement. BRELA particulars within 42 days of third-party effectiveness; cooperative filings within 30 days; the other time limits are in the key sections table.
• 1 July each year. Review of the Minister's indicative storage rates.

How Zatra helps

Zatra's corporate secretarial team keeps charge registers and files charge particulars at BRELA, and will add Collateral Registry filings once the system opens. Our investment readiness service builds asset schedules for borrowers, and our due diligence work covers searches for lenders and buyers.

Costs come in two separate buckets. Government charges, such as BRELA fees listed in the government fees guide, are paid at the official rate to the authority against its GePG control number. Zatra's professional fee is quoted and invoiced separately. Legal opinions for banks, enforcement and seizure disputes, and court work go to an advocate; Zatra has one on the team. Zatra prepares and files; it does not decide or guarantee any authority's outcome. Contact us to review your charges.

Sources and status

Accurate as at 14 November 2026.

• Sheria ya Mikopo kwa Dhamana za Mali Zinazohamishika ya Mwaka 2026, Act No. 5 of 2026. Act Supplement No. 5 to Gazette No. 40 Vol. 107, copy hosted by FB Attorneys, 2 October 2026. Accessed 14 Nov 2026.
• Acts listing. Parliament of Tanzania, entry dated 27 October 2026. Accessed 14 Nov 2026.
• Companies Act, Cap. 212 R.E. 2023. BRELA, 2023 revised edition. Accessed 14 Nov 2026.
• Companies Act, 2002 (consolidated). TanzLII, version as at 1 July 2016. Accessed 14 Nov 2026.
• Laws. Bank of Tanzania, page checked November 2026. Accessed 14 Nov 2026.
• New law on movable assets as security for loans introduced. FB Attorneys, 8 October 2026. Accessed 14 Nov 2026.
• The Secured Transactions (Movable Property) Act, 2026: expanding access to credit. IMMMA Advocates, DLA Piper Africa, 10 September 2026. Accessed 14 Nov 2026.
• Tanzania tables bill to let banks accept movable assets as loan collateral. TanzaniaInvest, 2 September 2026. Accessed 14 Nov 2026.

Figures to confirm before you act

• The commencement date, the regulations and the Governor's list of eligible assets, none of which we found at 14 November 2026.
• Collateral Registry registration and search fees, which the regulations will prescribe.
• Whether "the Registrar" in the new Companies Act s.99 means BRELA alone, and how the BRELA and Collateral Registry filings will link.
• Whether charges registered at BRELA before commencement keep their priority without a Collateral Registry registration. The Act has no express saving for them.
• The current s.99 wording in the R.E. 2023 text: we confirmed the section numbers from Act No. 5 and read the 42-days-from-creation rule in the TanzLII 2016 consolidation, where it appears as s.96.
• Whether the s.49 notice is a minimum of 30 days; the Swahili wording is open to more than one reading.
• Whether the s.3 lender definition excludes trade suppliers, unlicensed lenders and shareholder lenders.
• Stamp duty on a security agreement: the register line for mortgages and debentures (F0274) is marked as disputed.

This article is general information based on official sources available at the date of publication. It is not legal, tax or financial advice. Laws and notices change. Verify with the issuing authority or consult Zatra before acting.