The Companies Act No. 17 Of 2015 in Kenya

(1) Within one month after making an allotment of shares, a limited companyshall lodge with the Registrar for registration a return of the allotment. (2) The company shall ensure that the return— (a) contains the information prescribed by the regulations; and (b) is accompanied by a statement of...

(1) An unlimited company that allots shares of a class with rights that are notin all respects uniform with shares previously allotted shall, within one month after making such an allotment, lodge with the Registrar for registration a return of the allotment. (2) The company shall ensure that the...

(1) If a company fails to lodge a return of allotment as required by section 333 or 334, 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 two hundred thousand shillings. (2) If, after a company or any of its...

The provisions of this Part on allotment do not apply to the taking of shares by the subscribers to the memorandum on the formation of the company.

In this Division, a reference to the allotment of equity securities includes— (a) the grant of a right to subscribe for, or to convert any securities into, ordinary shares in the company; and (b) the sale of ordinary shares in the company that immediately before the sale are held by the company as...

(1) A company shall not allot equity securities to a person on any terms unless— (a) the company has made an offer to each person who holds ordinary shares in the company to allot to the person on the same or more favourable terms, a proportion of those securities that is as nearly as practicable...

(1) This section has effect as to the manner in which offers required by section338 are to be made to holders of the shares of a company. (2) An offer made under section 338 may be made in hard copy or electronicform. (3) The offer is effective only if it states that the offer may be accepted...

(1) If a company contravenes section 338 or 339, the company and each officer of the company who is in default, are jointly and severally liable to compensate any person to whom an offer should have been made in accordance with those sections for any loss, damage or expenses that the person has...

Section 338(l) does not apply in relation to the allotment of bonus shares.

Section 338(1) does not apply to a particular allotment of equity securities if these are, or are to be, wholly or partly paid up otherwise than in cash

Section 338 does not apply to the allotment of securities that would, apart from any renunciation or assignment of the right to their allotment, be held under an employees' share scheme.

(1) This section applies when, in a case in which section 338 would otherwise apply— (a) a company's articles contain provision prohibiting the company from allotting ordinary shares of a particular class unless it has complied with the condition that it makes such an offer as is described in...

(1) The articles of a private company that has only one class of shares, or aresolution passed by the company, may confer on the directors of the company power to allot equity securities of that class as if section 339— (a) did not apply to the allotment; or (b) applied to the allotment with such...

) If the directors of a company are generally authorised for the purposes of section 329, they may be given power by the articles, or by a special resolution of the company, to allot equity securities pursuant to that authorisation as if section 338— (a) did not apply to the allotment;...

(1) If the directors of a company are authorised for the purposes of section 329 (whether generally or otherwise), the company may by special resolution resolve that section 338— (a) does not apply to a specified allotment of equity securities to be made in accordance with that authorisation;...

(1) This section applies in relation to a sale of shares that is an allotment ofequity securities because of section 337(b). (2) The directors of a company may be given power by the articles, or by aspecial resolution of the company, to allot equity securities as if section 338— (a) did not apply...

(1) In relation to an offer to allot securities required by section 338, a reference,however expressed, to the holder of shares of any description is to whoever was the holder of shares of that description at the close of business on a date to be specified in the offer. (2) A specified date is not...

The provisions of this Division relating to shareholders’ pre-emption rights do not apply to the taking of shares by the subscribers to the memorandum on the formation of the company.

(1) This Division does not limit the application of any other written law underwhich a company is prohibited (whether generally or in specified circumstances) from offering or allotting equity securities to a person. (2) If a company cannot because a written law offer or allot equity securitiesto a...

(1) This Division does not apply to an allotment of equity securities of a publiccompany that are subject to a pre-emption requirement in relation to which the repealed Act applied immediately before the commencement of this Division. (2) A pre-emption requirement to which the repealed Act applied...

(1) A public company shall not allot shares of the company offered for public subscription unless— (a) the issue is subscribed for in full; or (b) the offer is made on terms that the shares subscribed for may be allotted— (i) in any event; or (ii) if specified conditions are made and those...

(1) If an allotment of shares is made to an applicant in contravention of section354, the applicant has a right to avoid the allotment at any time within one month after the date of the allotment, but not later. (2) An allotment made in contravention of section 356 is voidable even if thecompany is...

(1) A company shall not allot its shares at a discount. (2) If shares are allotted in contravention of subsection (1), the allottee is liable to pay the company an amount equal to the amount of the discount, with interest at the appropriate rate.

A company may, if authorised to do so by its articles, pay dividends in proportion to the amount paid up on each share.

Shares allotted by a company, and any premium on them, may be paid up in money or in money's worth (including goodwill and know-how).

For the purposes of this Act, a share in a company is paid up, as to its nominal value or any premium on it, in cash, or allotted for cash, if the consideration received for the payment or allotment is a cash consideration. (2) In subsection (1), “cash consideration” means— (a) cash received by...

(1) A subscriber to the memorandum of a public company who takes shares of the company as a result of an undertaking given in the memorandum shall pay for the shares, and any premium on the shares, in cash. (2) A subscriber to the memorandum of a public company who fails to pay for shares of the...

(1) A public company shall not accept at any time, in payment up of its shares or any premium on them, an undertaking given by a person that the person or another person should work or perform services for the company or any other person. (2) If a public company accepts such an undertaking in...

(1) A public company shall not allot a share except as paid up at least as toone-quarter of its nominal value and the whole of any premium on it. (2) Subsection (1) does not apply to shares allotted under share scheme ofan employee. (3) If a company allots a share in contravention of this...

(1) A public company shall not allot shares as fully or partly paid up as to their nominal value or any premium on them otherwise than in cash if the consideration for the allotment is or includes an undertaking that is to be, or could be, performed more than five years after the date of the...