Read individual provisions, follow the section sequence and explore related case citations.
Browse Acts ↓(1) The Court may order that the shares subject to restrictions be sold, subjectto the Court’s approval as to the sale. (2) An application for an order under subsection (1) may only be made by thecompany. (3) If the Court has made an order under this section, it may make such furtherorder relating t…
(1) If shares are sold in accordance with an order of the Court under section544, the seller shall pay the proceeds of the sale, less the costs of the sale, into court for the benefit of the persons who hold beneficial interests in the shares. (2) A person who holds a beneficial interest in the shar…
(1) The members of a company may require it to exercise its powers undersection 536. (2) A company shall comply with such a requirement once it has receivedrequests (to the same effect) from members of the company holding at least ten percent of such of the paid-up capital of the company as confer a…
(1) A company that is required under section 546 to exercise its powers torequire a person to provide information about their interests in the company’s share, shall exercise those powers in the manner specified in the requests. (2) If the company fails to comply with subsection (1), the company, an…
(1) On the conclusion of an investigation carried out by a company in accordance with a requirement made under section 546, the company shall prepare a report of the information obtained as a result of the investigation. (2) The company shall ensure that the report is made available for inspection w…
(1) If a company fails to comply with a requirement of section 548(1) to (6), the company, and each officer of the company who is in default, commit an offence and on conviction are each liable to a fine not exceeding five hundred thousand shillings. (2) Deleted by Act No. 28 of 2017, s. 35. (3) If,…
(1) A company that has prepared a report in accordance with section 548 shall ensure that during the company’s ordinary business hours it is available for inspection by any person without charge. (2) A company shall allow any person who makes a request to the company to inspect a report prepared in…
(1) A company shall keep a register of information that it has obtained as a result of a requirement imposed under section 536. (2) Within three days after receiving any such information, the company shall enter in the register— (a) the fact that the requirement was imposed and the date on which it…
(1) Except in so far as the regulations otherwise provide, a company shall keep the register required by section 551 available for inspection at the company’s registered office. (2) If a company fails to comply with subsection (1), the company, and eachofficer of the company who is in default, commi…
(1) A company that is required to keep a register under 551, shall keep the register open during the company’s ordinary business hours for inspection by any person without charge. (2) Any person who requests a copy of any entry in the register is entitled, on payment of such fee (if any) as may be p…
(1) A company that receives a request under section 553 shall— (a) comply with the request if it is satisfied that it is made for a proper purpose; and (b) refuse the request if it is not so satisfied. (2) If the company refuses the request, it shall inform the person making the request, stating the…
(1) If a company refuses to allow an inspection required under section 553, or fails to provide a copy required under that section, otherwise than in accordance with an order of the Court, the company, and each officer of the company who is in default, commit an offence and on conviction are each li…
(1) A person who, in making a request under section 553, makes a statementthat the person knows is, or ought to know is, false or misleading in a material respect commits an offence. (2) A person who, having obtained possession of information by exercise ofeither of the rights conferred by section 5…
(1) A company that is required to keep a register under section 551 shall notdelete an entry in it except in accordance with section 558 and 559. (2) If an entry is deleted in contravention of subsection (1), the company shallrestore it as soon as reasonably practicable afterwards. (3) If a company…
A company may remove an entry from the register kept under section 551 if more than six years have elapsed since the entry was made.
(1) This section applies if, in accordance with an obligation imposed by a noticeunder section 536, a person gives to a company the name and address of another person who holds an interest in shares of the company. (2) That other person may apply to the company for the removal of the entryfrom the r…
(1) If a person who is identified in the register kept by a company under section551 as being a party to an agreement to which section 566 applies ceases to be a party to the agreement, the person may apply to the company for the inclusion of that information in the register. (2) If the company is s…
(1) A company that ceases to be a public company shall nevertheless continueto keep any register kept under section 551 until end of the period of six years after it has ceased to be such a company. (2) If a company fails to comply with subsection (1), the company, and each officer of the company wh…
(1) This section applies to determine for the purposes of this Part whether a person has an interest in shares. (2) In this Part— (a) a reference to an interest in shares includes an interest of any kind whatsoever in the shares; and (b) any restraints or restrictions to which the exercise of any ri…
(1) Section 536 applies in relation to a person who has, or previously had, oris or was entitled to acquire, a right to subscribe for shares of the company as it applies in relation to a person who holds or held an interest in shares of that company. (2) A reference in section 536 to an interest in…
(1) For the purposes of this Part, a person is taken to hold an interest in sharesin which— (a) the person's spouse; or (b) any child or step-child of the person who has not reached the age of eighteen years, holds an interest. (2) In subsection (1), "spouse" means a husband or wife.
(1) For the purposes of this Part, a person is taken to hold an interest in shares if a body corporate holds an interest in them and— (a) the body or its directors are accustomed to act in accordance with the person's directions or instructions; or (b) the person is entitled to exercise or control t…
(1) For the purposes of this Part an interest in shares may arise from an agreement between two or more persons that includes provision for the acquisition by any one or more of them of interests in shares of a particular public company (the “target company” for that agreement). (2) This section app…
(1) For the purposes of this Part each party to an agreement to which who is for the time being a party to an agreement to which section 566 applies is taken to have an interest in all shares of the target company in which any other party to the agreement is interested apart from the agreement (whet…
(1) A company may not— (a) include information in respect of which a company is for the time being entitled to any exemption conferred by regulations made for the purpose of section 647 in a report under section 548; or (b) make any such information available under section 553. (2) If any such infor…
If the period allowed by any provision of this Part for fulfilling an obligation is expressed as a number of days, any day that is not working day is to be disregarded in calculating that period.
(1) A condition contained in debentures, or in a deed for securing debentures,is not invalid only because the debentures are made— (a) irredeemable; or (b) redeemable only— (i) on the happening of a contingency, however remote; or (ii) at the end of a period, however long. (2) Subsection (1) applies…
A contract with a company to take up and pay for debentures of the company may be enforced by an order for specific performance.
(1) A company shall register an allotment of debentures as soon as practicable,and in any event within two months, after the date of the allotment. (2) If a company fails to comply with subsection (1), the company, and eachofficer of the company who is in default, commit an offence and on conviction…
(1) A company that allots debentures shall establish and maintain a register of debenture holders. (2) Except in so far as the regulations otherwise provide, a company shall ensure its register of debenture holders (if any) is kept open for inspection— (a) at the registered office; (b) if the regist…