The Companies Act No. 17 Of 2015 in Kenya

A person who is prosecuted for an offence under this Act is not obliged to disclose any information that the person is entitled to refuse to disclose because the information is protected by legal professional privilege.

(1) An application for an order under subsection (2) may be made to the Court by the Attorney General, the Director of Public Prosecutions or the Inspector General of Police. (2) If, on the hearing of an application under subsection (1), the Court is of the opinion— (a) that a person has, while an...

(1) A Court or magistrate may issue a warrant under this section if satisfied on information on oath given by or on behalf of the Attorney General, or by a person appointed or authorised to exercise powers under this Part, that there are reasonable grounds for believing that there are on any...

(1) If a business of a company is carried on with intent to defraud creditorsof the company or creditors of any other person, or for any fraudulent purpose, each person who knowingly participates in carrying on the business in that manner commits an offence. (2) Subsection (1) applies whether or...

(1) In this section— “aggrieved person” means a person who claims that a relevant person is liable, or may be or may become liable, to pay money to the first-mentioned person (whether in respect of a debt, as damages or compensation or otherwise, or to account for financial products or other...

(1) The Attorney General or a person who claims to have been, to be or to be about to be adversely affected— (a) by the past or continuing conduct of, or by a threat to engage in conduct made by, a person referred to in subsection (2); or (b) by the past or continuing refusal or failure, or by a...

(1) If, in proceedings for negligence, default, breach of duty or breach of trust against a person who— (a) is an officer of a company; or (b) is employed by a company as auditor (whether or not the person is an officer of the company), it appears to the court hearing the proceedings that,...

(1) A company can— (a) keep its records in hard copy or electronic form; and (b) arrange them in such manner as the directors of the company consider to be appropriate for the efficient operation of the company, so long as it ensures that the information contained in the records is accessible for...

(1) The regulations may specify places other than a company’s registered office at which records of the company that are required to be kept available for inspection under a provision of this Act may be so kept in compliance with that provision. (2) For the purposes of subsection (1), the company...

(1) The regulations may prescribe the obligations of a company that is required by a provision of this Act— (a) to keep available for inspection any specified company records; or (b) to provide copies of any such records. (2) A company that fails to comply with a regulation made for the purpose of...

(1) A company that keeps its records shall ensure that adequate precautions are taken— (a) to guard against falsification of those records; and (b) to facilitate the discovery of any falsification of those records that might occur. (2) If a company fails to comply with subsection (1), the...

(1) A document may be served on a company registered under this Act by leaving it at, or sending it by post to, the company’s registered office. (2) A document may be served on a registered foreign company— (a) by leaving it with, or sending it by post to, the local representative of the company...

(1) A document may be served on a person to whom this section applies by leaving it at, sending it by post to, the person’s registered address. (2) This section applies to the following persons: (a) a director or secretary of a company; (b) in the case of a registered foreign company — the local...

(1) In this Act, a person’s service address is an address at which documentsrequired or permitted to be served on the person under this Act may be effectively served on the person under this Act may be effectively served on that person. (2) The regulations may prescribe conditions with which a...

(1) The Cabinet Secretary shall make regulations (to be called the Companies Communication Regulations) that are to have effect for the purposes of all provision of this Act and of any cognate Act that require or permit documents or information to be sent or supplied by or to a company. (2) The...

(1) A member of a company, or a holder of a company’s debentures, who has received a document information from the company otherwise than in hard copy form is entitled to require the company to send to the member or debenture holder a version of the document or information in hard copy...

(1) A document or information sent or supplied to a company in hard copy formis sufficiently authenticated if it is signed by the person sending or supplying it. (2) A document or information sent or supplied in electronic form is sufficiently authenticated— (a) if the identity of the sender is...

(1) This section applies in relation to documents and information sent or supplied by a company. (2) If— (a) a document or information is sent by post (whether in hard copy or electronic form) to an address in Kenya; and (b) the company is able to establish that it was properly addressed, prepaid...

(1) Sections 1018 to 1021 apply to the valuation and report required by sections73, 368 and 374. (2) A person is a qualified valuer for the purposes of this Part and the sectionsreferred in subsection (1) only if the person— (a) is eligible for appointment as a statutory auditor;...

(1) Except as provided by subsection (2), a valuation and report made for the purpose of sections 73, 368 or 374 can be made only by a qualified valuer. (2) If it appears to the valuer to be reasonable for a valuation of the consideration, or part of it, to be made by (or for the valuer to accept a...

(1) A person satisfies the independence requirement for the purposes of section 1017 only if— (a) the person is not— (i) an officer or employee of the company; or (ii) a partner or employee of such a person, or a partnership of which such a person is a partner; (b) the person is not— (i) an...

(1) This section defines “associate” for the purposes of section 1019. (2) In relation to a natural person, "associate" means— (a) that person's spouse or minor child or step-child; (b) any body corporate of which that person is a director; and (c) any employee or partner of that person. (3) In...

(1) A person who is carrying out a valuation or making a report with respect to consideration proposed to be accepted or given by a company is entitled to require from the officers of the company such information and explanation as the person believes necessary to enable— (a) the valuation to be...

(1) The Cabinet Secretary may make general companies regulations prescribing matters— (a) required or permitted by this Act to be prescribed by regulations; or (b) necessary or convenient to be prescribed by regulations for carrying out or giving effect to this Act. (2) Without limiting...

(1) The provisions of the Companies Act are repealed on such date or such different dates as the Cabinet Secretary may appoint by notice published in the Gazette. (2) When bringing provisions of this Act into operation by a notice made undersection 1(3) of this Act, the Cabinet Secretary shall...

(1) If a provision of the repealed Act is re-enacted by this Act (with or without modification), the effect of the provision continues subject to this Act. (2) If— (a) any act, matter or process required or permitted to be done under, or for the purpose of, a provision of the repealed Act before...

The savings and transitional provisions in the Sixth Schedule have effect.

(1) The Cabinet Secretary may make regulations, not inconsistent with the provisions in the Sixth Schedule, containing provisions of a savings or transitional nature relating to the transition from the application of the repealed Act to and in relation to companies (including foreign companies) to...