Section 868 of The Companies Act No. 17 of 2015: Certified translations
(1) In this Part, a “certified translation” means a translation certified as prescribed by the regulations for the purposes of this section to be a correct translation.
(2) In the case of any discrepancy between the original language version of adocument and a certified translation—
(a) the company may not rely on the translation as against a third party, but
(b) a third party may rely on the translation unless the company shows that the third party had knowledge of the original.
(3) In subsection (2), "third party" means a person other than the company or the Registrar.
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- Section 869 - Transliteration of names and addresses: permitted characters
(1) The Registrar may decline to accept for lodgement documents that containnames and addresses unless those names and address comprise only letters, characters and symbols, including accents and...
- Section 870 - Transliteration of names and addresses: voluntary translation into Roman characters
(1) If a name or address is or has been lodged with the Registrar in a permitted form using other than Roman characters, the company may lodge with the Registrar for registration a translation into...
- Section 871 - Translation of names and addresses: certification
(1) The regulations may require the certification of transliterations and prescribe the form of certification.
(2) Different provision may be made for compulsory and voluntary translations.
- Section 872 - Offence to lodge false or misleading documents or to make false or misleading statements to Registrar
A person who—
(a) lodges or causes to be lodged with the Registrar for registration a document containing information; or
(b) makes to the Registrar a statement for any purpose that the person...
- Section 873 - Enforcement of company’s lodgement obligations
(1) This section applies if a company has not complied with an obligation imposed by this Act—
(a) to lodge a document to the Registrar; or
(b) to give notice to the Registrar of any...
- Section 874 - Supplementary provisions relating to electronic communications
(1) The Registrar may require a company to give any necessary consents tothe use of electronic means for communications by the Registrar to the company as a condition of making use of any facility to...
- Section 875 - Provision for publishing notices by alternative means
(1) A notice that would otherwise require to be published by the Registrar in the Gazette may instead be published by such other means as the Registrar from time to time selects from the alternative...
- Section 876 - Registrar’s power to make Rules
(1) The Registrar may make rules (called the Registrar’s Rules) about anymatter in respect of which the Registrar may make provision, or impose a requirement, under a function or power imposed or...
- Section 877 - Interpretation: Part XXXII
(1) For purposes of this Part, “charge” includes a mortgage.
(2) For the purposes of this Part, it is immaterial where land that is subject toa charge is located.
- Section 878 - Charges created by a company
(1) A company that creates a charge to which this section applies shall, before the deadline for registration, lodge with the Registrar for registration the particulars of the charge prescribed by the...
- Section 879 - Charges existing on property acquired
(1) This section applies to a company that acquires property already subject to a charge of a kind that would, if it had been created by the company after the acquisition of the property, have been...
- Section 880 - Lodgement for registration of charge in series of debentures
(1) If a series of debentures containing, or given by reference to another document, any charge to the benefit of which the debenture holders of that series are entitled equally among themselves is...
- Section 881 - Additional registration requirement for commission, allowance or discount in relation to debentures
(1) If any commission, allowance or discount has been paid or made (either directly or indirectly) by a company to a person as consideration for—
(a) subscribing or agreeing to subscribe (whether...
- Section 882 - Certificate of registration to be endorsed on debentures
(1) As soon as practicable after receiving a certificate of registration of a charge or a security right, the company shall endorse a copy of the certificate on every debenture or certificate of...
- Section 883 - Charges created in, or over property located outside Kenya
(1) If a charge is created outside Kenya comprising property located outside Kenya, the lodgement with the Registrar for registration of a verified copy of the document by which the charge is created...
- Section 884 - Registrar to keep register of charges
(1) The Registrar shall keep, with respect to each company, a register of all the charges that are required to be registered under this Part.
(2) If a charge is part of a series of debentures, the...
- Section 885 - Deadline for registering a charge
(1) The deadline for registration of a charge created by a company is—
(a) thirty days from the day on which the charge is created; or
(b) if the charge is created outside Kenya — twenty-one days...
- Section 886 - Holder of floating charge to lodge with Registrar notice of appointment and cessation of appointment of administrator of company
(1) A holder of a floating charge on a company's property or undertaking who
(a) obtains an order of the Court for the appointment of an administrator in respect of the company; or
(b) appoints such...
- Section 887 - Registrar to record memorandum of satisfaction or release
(1) If a statement is lodged with the Registrar verifying with respect to a registered charge that the debt for which the charge was given has been wholly or partly paid or satisfied, the Registrar...
- Section 888 - Rectification of register of charges
(1) A company or interested person who claims that a failure to register a charge before the deadline for registration, or an omission or misstatement of a particular with respect to any such charge...
- Section 889 - Consequences of failure to register charges created by a company
(1) If a company creates a charge or a security right, the charge (in so far asany security on the property or undertaking of the company is conferred by it) or a security right is void against...
- Section 890 - Companies to keep copies of documents creating charges
(1) A company shall keep a copy of every document creating —(a) a charge that is required to be registered under this Part; and
(b) a security right created under the Movable Property Security Rights...
- Section 891 - Company’s register of charges
(1) A limited company shall keep a register of charges and security agreements and record in it—
(a) all charges and security rights specifically affecting property of the company; and
(b) all...
- Section 892 - Right of creditors, members and others to inspect documents that create company's charges and to inspect company's register of charges
(1) This section applies to—
(a) documents required to be kept under section 890; and
(b) a limited company's register of charges kept in accordance with section 891.
(2) Except in so far as the...
- Section 893 - Interpretation: Part XXXIII
In this Part, “creditor” includes a contingent or prospective creditor.
- Section 894 - Power of Registrar to strike off company not carrying on business or in operation
(1) If the Registrar reasonable believes that a company is not carrying on business or is not in operation, the Registrar may send to the company by post a letter inquiring whether the company is...
- Section 895 - Duty of Registrar to act in case of company that has been liquidated or no liquidator is acting
(1) If, in the case of a company that is in liquidation—(a) the Registrar reasonably believes—
(i) that the affairs of the company are fully wound up; or
(ii) that no liquidator is acting; and
(b)...
- Section 896 - Supplementary provisions as to service of letter or notice
(1) A letter or notice to be sent to a company under section 894 or 895 may be addressed to the company at the registered office of the company or, if no office has been registered, to the care of an...
- Section 897 - Striking off company on company’s application
(1) On application by a company, the Registrar may strike the name of the company off the Register.
(2) Such an application is effective only if it—
(a) is made on behalf of the company by its...
- Section 898 - Circumstances in which application not to be made: activities of company
(1) An application under section 897 may not be made (or, if made, may not be dealt with) if, at any time during the preceding three months, the company has—
(a) changed its name;
(b) carried on...
- Section 899 - Circumstances in which application not to be made: other proceedings not concluded
(1) An application under section 897 on behalf of a company may not be made(or, if made, may not be dealt with) at a time when—
(a) an application to the Court under Part XXXIV has been made on...
- Section 900 - Copy of application to be given to members, employees, etc
(1) A person who makes an application under section 897 on behalf of a company shall ensure that, within seven days after the day on which the application is made, a copy of the application is given...
- Section 901 - Copy of application to be given to new members, employees, etc
(1) In this section—
“company" means a company that has made an application, or in respect of which an application has been made, under section 897;
“relevant period", in relation to a company,...
- Section 902 - Copy of application: provisions as to service of documents
(1) For the purposes of sections 900 and 901, a document is given to a person
if it is—
(a) delivered to the person personally; (b) left at the person's proper address; or
(c) sent to the person...
- Section 903 - Circumstances in which application taken to be withdrawn
(1) In this section—
“company" means a company that has made an application under section 897; “relevant event”, in relation to a company, means an of the following:
(a) the making of a change to...
- Section 904 - When withdrawal of application takes effect
An application under section 897 is withdrawn when a notice of withdrawal is lodged with the Registrar.
- Section 905 - Property of dissolved company to vest in the State
(1) Property that, immediately before the dissolution of a company had not been distributed or disclaimed, vests in the State with effect from the dissolution of the company.
(2) For the purposes of...
- Section 906 - Disclaimer of property vesting in the State
(1) The Attorney General may, by notice of disclaimer, disclaim the State’s ownership of property that has vested in the State under section 905.
(2) The Attorney General may, on behalf of the State,...
- Section 907 - Effect of State disclaimer
(1) Property in respect of which a notice of disclaimer has been executed undersection 906 is taken never to have vested in the State.
(2) Sections 908 to 911 apply in relation to the effect of the...
- Section 908 - General effect of disclaimer
The State's disclaimer operates—
(a) so as to terminate, as from the date of the disclaimer, the rights, interests and liabilities of the company in respect of the property disclaimed; and
(b) does...
- Section 909 - Disclaimer of leaseholds
(1) The disclaimer of any property of a leasehold character does not take effect unless a copy of the disclaimer has been served, so far as the Attorney General is aware of their addresses, on all...
- Section 910 - Power of Court to make vesting order
(1) On an application made by a person who—(a) claims an interest in the disclaimed property; or
(b) is under a liability in respect of the disclaimed property that is not discharged by the...
- Section 911 - Protection of persons holding under a lease
(1) The Court may not make an order under section 911 vesting an interest under a lease in a person claiming under the company as a mortgagee or under lessee except on terms making that...
- Section 912 - Application for administrative restoration to the Register
(1) An application may be made to the Registrar to restore to the Register acompany that has been struck off the Register under section 894 or 897.
(2) An application under this section may—
(a) be...
- Section 913 - Requirements for administrative restoration
(1) On an application made under section 912, the Registrar shall restore the company to the Register if (but only if) the three conditions set out in subsections (2) to (4) are satisfied.
(2) The...
- Section 914 - Registrar’s decision on application for administrative restoration
(1) As soon as practicable after receiving an application for the administrative restoration of a company to the Register, the Registrar shall determine the application and notify the applicant in...
- Section 915 - Effect of administrative restoration
(1) The effect of the restoration of a company to the Register is that the company is taken to have continued in existence as if it had not been dissolved or struck off the Register.
(2) The company...
- Section 916 - Application to Court for restoration to the Register
(1) An application may be made to the Court to restore to the Register a company—
(a) that has been dissolved after being liquidated under the law relating to insolvency;
(b) that is taken to have...
- Section 917 - When application to the Court may be made
(1) An application to the Court for restoration of a company to the Register maybe made at any time for the purpose of bringing proceedings against the company for damages for personal injury.
(2) An...
- Section 918 - Decision on application for restoration by the Court
(1) On the hearing of an application made under section 927, the Court may order the company to be restored to the Register—
(a) if the company was struck off the Register under section 894 or 895...