Browse an Act, find a provision and read each section in context.
Browse Acts ↓(1) This section applies to a company that is required to keep a copy of a director's service contract, or a memorandum setting out the terms of the contract, available in accordance with section 191. (2) A company to which this section applies shall, on being requested to do so by a member of the c…
(1) If— (a) a limited company having only one member enters into a contract with the sole member; (b) the sole member is also a director of the company; and (c) the contract is not entered into in the ordinary course of the company's business. the company shall, unless the contract is in writing, en…
(1) This section applies to the following provisions— (a) a provision of a company's constitution; (b) a provision of any contract, scheme or arrangement to which the company or a related company is a party; (c) a provision of any other document of a class prescribed by the regulations for the purpo…
Section 194(3) does not prevent a company from purchasing and maintaining insurance against any liability specified in that subsection for a director of the company or a director of an associated company.
(1) Section 194(3) does not apply to a qualifying third party indemnity provision. (2) In this section, "third party indemnity provision", in relation to a director, means provision for indemnity against liability incurred by the director to a person other than the company or an associated company.…
(1) In this section, "qualifying indemnity provision" means— (a) a qualifying third party indemnity provision; and (b) a qualifying pension scheme indemnity provision. (2) If, when a directors' report is approved, a qualifying indemnity provision(whether made by the company or otherwise) has effect…
(1) This section has effect if a qualifying indemnity provision is made for a director of a company and— (a) applies to the company (whether the provision is made by the company or by an associated company); and (b) if the provision is made by an associated company, also applies to that company. (2)…
(1) This section applies to a company that is required to keep available for inspection a copy of a qualifying indemnity provision or memorandum in accordance with section 198. (2) A company to which this section applies shall, on being requested to do so by a member of the company, allow the member…
(1) The purpose of this Division is to protect— (a) information about a director's usual residential address; and (b) the information that the director's service address is the director's usual residential address. (2) In this Division— "director" includes a former director but does not include a di…
(1) A company shall not use or disclose protected information about any of itsdirectors, except— (a) for communicating with the director concerned; (b) in order to comply with any requirement of this Act concerning particulars to be lodged with the Registrar for registration; or (c) in accordance wi…
(1) The Registrar shall omit protected information from the material on theregister that is available for inspection if— (a) it is contained in a document lodged with the Registrar in which the information is required to be stated; and (b) in the case of a document having more than one part, it is c…
(1) The Registrar may use protected information relating to a director for communicating with the director. (2) The Registrar may disclose protected information—(a) to a prescribed public authority; or (b) to a credit reference agency. (3) The Regulations may— (a) specify conditions for the disclosu…
(1) The Court may make an order for the disclosure of protected information by the company or by the Registrar if— (a) there is evidence that service of documents at a service address other than the director's usual residential address is not effective to bring them to the notice of the director; or…
(1) The Registrar may place a director's usual residential address on the public record if— (a) communications sent by the Registrar to the director and requiring a response within a specified period remain unanswered; or (b) there is evidence that service of documents at a service address provided…
(1) On deciding in accordance with section 205 that a director's usual residential address is to be placed on the public record, the Registrar shall proceed as if notice of a change of registered particulars had been given— (a) stating that address as the director's service address; and (b) stating…
(1) A decision of a company to ratify the conduct of a director amounting to negligence, default, breach of duty or breach of trust in relation to the company can be taken only by the members. However, unless the company's articles require unanimity or a higher majority, such a decision can be appro…
(1) The powers of the directors of a company include a power to provide for the benefit of persons employed or formerly employed by the company, or any of subsidiary of the company, in connection with the cessation, or the transfer to any person, of the whole or part of the undertaking of the compan…
(1) A resolution of the directors under section 208(3) is not sufficient authorityfor payments to or for the benefit of directors, or former directors. (2) The power conferred by section 208(1) is subject to compliance with anyother requirement specified by the company's articles. (3) Any payment un…
(1) A company shall ensure that minutes of all proceedings at meetings of itsdirectors are recorded. (2) A company shall keep the minutes of each meeting of its directors' for atleast seven years from the date of the meeting. (3) If a company fails to comply with subsection (1) or (2), the company,…
(1) Minutes of a meeting of the directors recorded in accordance with section210 are, if authenticated by the person presiding at the meeting or by the person presiding at the next directors' meeting, evidence of the proceedings of the meeting. (2) If minutes of a meeting are recorded in accordance…
For the purposes of this Part, it does not matter whether the law that, apart from this Act, governs an arrangement or transaction is the law or part of the law of Kenya.
In this Part, unless the context otherwise requires "disqualification order" means a disqualification order made under this Part or insolvency related laws or any other enactment prescribed by the regulations for the purposes of this section.
(1) If a court makes a disqualification order against a person, the person is, unless the court gives leave to the contrary, disqualified from— (a) being or acting as a director or secretary of a company; (b) being or acting as a liquidator, provisional liquidator or administrator of a company; (c)…
(1) On convicting a person of an offence relating to the promotion, formation,management, liquidation or administration of a company, the court may make a disqualification order against the person. (2) The maximum period of disqualification that can be imposed in adisqualification order made under t…
(1) This section applies to holders of the following offices of, or in relation to,a company: (a) an officer of the company; (b) a liquidator or provisional liquidator of the company; (c) if the company is under administration — the administrator, (2) A court may make a disqualification order agains…
(1) This section applies to offences of which a person is convicted inconsequence of a failure to comply with any provision of this Act or the insolvency related laws requiring— (a) a return, financial statement or other document to be lodged with, or sent to; or (b) a matter to be notified to, the…
(1) A court shall make a disqualification order against a person if satisfied, on an application made to it under section 219— (a) that the person is or has been a director or secretary of a company that has at any time become insolvent whether while the person was a director or secretary or subsequ…
(1) If the Attorney General is satisfied that it would be in the public interest fora disqualification order under section 218 to be made against a person— (a) the Attorney General; or (b) if the Attorney General so directs in the case of a person who is or has been a director or secretary of a comp…
(1) In the circumstances specified in section 218, the Attorney General may accept a disqualification undertaking by any person that, for a period specified in the undertaking, the person— (a) will not, without the leave of a court of competent jurisdiction— (i) act or accept an appointment as a dir…
(1) If, as result of a report of an investigation conducted under Part XXX ,the Attorney General considers that it would be in the public interest for a disqualification order to be made against a person who is or has been a director or secretary of any company, the Attorney General may apply to the…