Section 408 of Insolvency Act CAP 53: Creditors' voluntary liquidation: appointment of liquidator
(1) The creditors and the company at their respective meetings may nominate an authorised insolvency practitioner to be liquidator for the purpose of liquidating the company's affairs and distributing its assets.
(2) The liquidator is the insolvency practitioner nominated by the creditors unless they fail to make a nomination, in which case the liquidator is the insolvency practitioner (if any) nominated by the company.
(3) If different insolvency practitioners are nominated, any director, member or creditor of the company may, within seven days after the date on which the nomination was made by the creditors, make an application to the Court for an order under subsection (4).
(4) On the hearing of an application made under subsection (3), the Court may make an order either—
(a) directing the insolvency practitioner nominated as liquidator by the company to be liquidator instead of, or jointly with, the insolvency practitioner nominated by the creditors; or
(b) appointing some other person to be liquidator instead of the insolvency practitioner nominated by the creditors.
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- Section 411 - Cessation of directors' powers
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- Section 412 - Vacancy in office of liquidator: creditors' voluntary liquidation
(1) If a vacancy occurs in the office of liquidator, the creditors may fill the vacancy.
(2) Subsection (1) does not apply to a liquidator appointed by, or by the direction of, the Court.
- Section 413 - Meetings of company and company's creditors to be held every twelve months
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- Section 414 - Final meeting prior to dissolution: creditors' voluntary liquidation
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- Section 415 - Property of company to be distributed among members after satisfaction of liabilities
(1) On the liquidation, the company's property in the voluntary liquidation—
(a) are to be applied in satisfaction of the company's liabilities equally and without preference; and
(b) subject to...
- Section 416 - Appointment or removal of liquidator by the Court
(1) The Court may appoint a liquidator if for any reason there is no liquidator or the liquidator is unable to act.
(2) The Court may, on cause shown, remove a liquidator and appoint another...
- Section 417 - Notice of appointment to be published by liquidator
(1) Within seven days after being appointed as liquidator of a company, the liquidator shall publish a notice of the liquidator's appointment—
(a) once in the Gazette;
(b) once in at least two...
- Section 418 - Power of liquidator to accept shares or membership rights as consideration for sale of company's property
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- Section 419 - Dissenting member may require liquidator to refrain from giving effect to arrangement under section 418 or to purchase member's shares
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- Section 421 - Restrictions on directors' powers to appoint or nominate liquidator of company in voluntary liquidation
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(a) with the approval...
- Section 422 - Saving for certain rights
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- Section 424 - Circumstances in which company may be liquidated by the Court
(1) A company may be liquidated by the Court if—
(a) the company has by special resolution resolved that the company be liquidated by the Court;
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(1) An application to the Court for the liquidation of a company may be made any or all of the following
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(a) the company or its directors;
(b) a creditor or creditors (including any contingent or...
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(1) If, in relation to a company, it appears to the Attorney-General—
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(1) On the hearing of a liquidation application, the Court may make such of the following orders as it considers appropriate—
(a) an order dismissing the application;
(b) an order adjourning the...
- Section 428 - Power to stay or restrain proceedings against company when liquidation application has been made
(1) At any time after the making of a liquidation application, and before a liquidation order has been made, the company, or any creditor or contributory, may—
(a) if legal proceedings against the...
- Section 429 - Dispositions of property by company after commencement of liquidation to be void unless the Court otherwise orders
(1) In a liquidation ordered by the Court—
(a) any disposition of the company's property; and
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- Section 430 - Attachments and other forms of execution against company in liquidation to be void
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- Section 431 - When liquidation of company by the Court commences
(1) If, before the making of an application for the liquidation of a company by the Court, a resolution has been passed by the company for liquidating the company voluntarily— (a) the liquidation...
- Section 432 - Consequences of liquidation order
(1) Within seven days after a liquidation order is made in respect of a company, the company shall lodge a copy of the order with the Registrar for registration and also lodge a copy of it with the...
- Section 433 - Official Receiver may require certain persons to submit statement relating to company's affairs
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- Section 434 - Duty of Official Receiver to conduct investigation into failure of company
(1) On the making of a liquidation order, the Official Receiver shall conduct an investigation—
(a) if the company has failed,to discover why the company failed; and
(b) generally, to investigate...
- Section 435 - Public examination of officers and former officers of company
(1) If a company is being liquidated by the Court, the Official Receiver may, at any time before the dissolution of the company, apply to the Court for the public examination of any person who— (a) is...
- Section 436 - Consequences of failure to attend public examination
(1) A person who, without reasonable excuse, fails at any time to attend the person's public examination under section 435 is guilty of a contempt of Court and is liable to be punished accordingly (in...
- Section 437 - Appointment and powers of provisional liquidator
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(2) The Official Receiver becomes the liquidator of the company and...
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(2) If meetings are held in...
- Section 440 - Creditors' choice to prevail if meetings of creditors and contributors nominate different liquidators
(1) If a company is being liquidated by the Court and separate meetings of the company's creditors and the company's contributories are convened for the purpose of choosing a person to be liquidator...
- Section 441 - Appointment of liquidator by the Court following administration or voluntary arrangement
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- Section 443 - General functions of liquidator when company is liquidated by the Court
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(a) to ensure that the assets of the company are realised and distributed to the company's creditors;...
- Section 444 - Liquidator to assume control of company's property when liquidation order made
When—
(a) a liquidation order has been made; or
(b) a provisional liquidator has been appointed, in respect of a company, the liquidator or the provisional liquidator shall assume control of all the...
- Section 445 - Company's property to vest in liquidator
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- Section 448 - Settlement of list of contributories and application of assets
(1) As soon as practicable after making a liquidation order, the Court shall—
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- Section 449 - Recovery of debts due from contributory to company
(1) At any time after making a liquidation order, the Court may make an order in respect of any contributory who is for the time being on the list of contributories requiring the contributory to pay,...
- Section 450 - Power of the Court to make calls from contributories
(1) At any time after making a liquidation order, and either before or after the Court has ascertained the sufficiency of the company's assets, it may—
(a) make calls on all or any of the...
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- Section 452 - Order made by the Court against contributory to be conclusive evidence that money ordered to be paid is due
(1) An order made by the Court on a contributory is conclusive evidence that any money appearing to be due or ordered to be paid by the contributory is due.
(2) Subsection (1) is subject to the...
- Section 453 - Power of the Court to fix deadlines for proving claims
The Court may fix deadlines by which creditors are required to prove their debts or claims or are to be excluded from the benefit of any distribution made before those debts are proved.
- Section 454 - Court to adjust rights of contributories
The Court shall adjust the rights of the contributories among themselves and distribute any surplus among the persons entitled to it.
- Section 455 - Power of the Court to make orders enabling creditors and contributories to inspect company's records
(1) At any time after making a liquidation order, the Court may make such order for inspection of the company's records by creditors and contributories as the Court considers appropriate.
(2) The...
- Section 456 - Payment of expenses of liquidation
(1) If the assets of a company are insufficient to satisfy its liabilities, the Court may—
(a) make an order for the expenses incurred in the liquidation to be paid out of the company's assets;...
- Section 457 - Power to arrest absconding contributory
(1) If, at any time either before or after making a liquidation order, the Court is satisfied on reasonable grounds that a contributory is—
(a) about to leave Kenya or otherwise to abscond;...
- Section 458 - Powers of the Court to be cumulative
Powers conferred on the Court by this Part are in addition to any existing powers to bring legal proceedings against a contributory or debtor of the company, or the assets of a contributory or debtor,...