Section 884 of The Companies Act No. 17 of 2015: 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 Registrar shall record in the register the required particulars specified in section 880(2).
(3) In the case of any other charge, the Registrar shall record in the register the following particulars:
(a) if it is a charge created by a company — the date of its creation;
(b) if it is a charge which was existing on property acquired by the company — the date of the acquisition;
(c) the amount secured by the charge;
(d) short particulars of the property charged; (e) the persons entitled to the charge.
(4) On registering a charge, the Registrar shall issue a certificate of the registration of the charge, stating the amount secured by the charge.
(5) The Registrar shall either sign a certificate of registration of a charge or authenticate it with the Registrar's official seal.
(6) A certificate of registration signed by the Registrar or authenticated with the Registrar's seal is conclusive evidence that the requirements of this Part as to registration have been satisfied.
(7) The Registrar shall keep open for public inspection during the ordinary business hours of the Companies Registry each register kept under this section.
(8) A person who wishes to inspect a register of charges may do so without payment, but is entitled to be provided with a copy of the register or an entry in it only on payment of the prescribed fee (if any).
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- 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...
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(1) A holder of a floating charge on a company's property or undertaking who
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(b) appoints such...
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- 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...
- Section 919 - Effect of Court order for restoration to the Register: power of Court tomake consequential directions
(1) The effect of an order by the Court for the restoration of the 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...
- Section 920 - Company’s name on being restored to the Register
(1) Except as provided by subsection (2), a company is restored to the Register with the name it had before it was dissolved or struck off the Register.
(2) If, at the date of restoration, the...
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(1) The person in whom property is vested by section 905 may dispose of that property, even though the company has been or may be restored to the Register under this Part.
(2) The following...
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- Section 923 - Court may order meeting of company’s creditors or members to be held
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(b) the members of the company or a class of members, to be convened in such...
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(1) When the Court has ordered a meeting to be convened under section 923,the company concerned shall ensure that—
(a) each notice convening the meeting that is sent to a creditor or member includes...
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- Section 926 - Court order sanctioning compromise or arrangement
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(b) the members or class of members, present and voting either in person or by...
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(1) In this section—
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“liabilities" includes duties;
“transferee company" means a company to which the whole or a part of the...
- Section 928 - Copy of order to be lodged with the Registrar for registration
(1) Within seven days after the Court has made an order under section 927,each company affected by the order shall lodge a copy of it with the Registrar for registration.
(2) If one of the companies...
- Section 929 - Obligations of company with respect to its constitution
(1) This section applies—
(a) to any order under section 926; and
(b) to any order under section 927 that alters the company’s constitution.
(2) If an order to which this section applies...
- Section 930 - Interpretation: Part XXXV
(1) In this Part—
“companies involved in the division", in relation to a division, means the transferor company and any existing transferee companies;
“division" means a scheme of the kind...
- Section 931 - Application of this Part
(1) The Part applies when—
(a) a compromise or arrangement is proposed between a public company and—
(i) its creditors or a specified class of them; or
(ii) its members or a specified class of...
- Section 932 - Relationship of this Part to Part XXXIV
(1) The Court may sanction the compromise or arrangement under Part XXXIVonly if the relevant requirements of this Part have been complied with.
(2) The requirements applicable to mergers are...
- Section 933 - Introductory: mergers and merging companies
(1) A scheme involves a merger if under the scheme—
(a) the undertaking, property and liabilities of one or more public companies (including the company in respect of which the compromise or...
- Section 934 - Draft terms of scheme for proposed merger
(1) The directors of the merging companies shall prepare and adopt a draft of the proposed terms of the scheme.
(2) Those directors shall ensure that the draft terms contain particulars of at least...