Section 414 of Insolvency Act CAP 53: Final meeting prior to dissolution: creditors' voluntary liquidation

    

(1) As soon practicable after the liquidation of the company's affairs has been completed, the liquidator shall prepare an account of the liquidation and an explanation showing how it has been conducted and how the company's property has been disposed of.
(2) Within thirty days after preparing the account, the liquidator shall, by a notice published in accordance with subsection (3), convene a general meeting of the company and a meeting of the creditors to enable those attending the meetings to consider the account and explanation.
(3) The liquidator shall ensure—
(a) that the notice is published—
(i) once in the Gazette;
(ii) once in at least two newspapers circulating in the area in which the company has its principal place of business in Kenya; and
(iii) on the company's website (if any); and
(b) that the notice specifies the time, date, place and purpose of the meeting.
(4) Within seven days—
(a) after the date on which the meetings are held; or
(b) if they are not held on the same date, after the date on which the later one is held, the liquidator shall lodge with the Registrar a copy of the account, together with a return giving details of the holding of the meetings and the dates on which they were held.
(5) A liquidator who fails to lodge the copy and return as required by subsection (3) commits an offence and on conviction is liable to a fine not exceeding two hundred thousand shillings.
(6) If, after being convicted of an offence under subsection (5), a liquidator continues to fail to lodge the required copy and return, the liquidator commits a further offence on each day on which the failure continues and on conviction is liable to a fine not exceeding twenty thousand shillings for each such offence.
(7) If a quorum is not present at either of the meeting, the liquidator shall, instead of the return required by subsection (3), make a return to the effect that the meeting was duly convened but no quorum was present.
(8) On such return being made, the provisions of subsection (3) relating to the making of the return are, in respect of that meeting, taken to have been complied with.
(9) A liquidator who, without reasonable excuse, fails to convene a general meeting of the company or a meeting of the creditors as required by this section commits an offence and on conviction is liable to a fine not exceeding one million shillings.


Disclaimer: This document is not to be taken as legal advise.

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