Skip to main content

REMOVAL OF A DIRECTOR FROM A REGISTERED COMPANY

The Articles of Association usually prescribe circumstances when a Director would be removed from directorship. Apart from the voluntary resignation, a director may be removed from office at any time before their term expires or notwithstanding the provisions in the Articles of Association.
The following steps are followed:
  1. The Company by ordinary resolution in an Annual general meeting or an extra ordinary General meeting can remove a director.
  2. Special Notice about the resolution to remove a director or to appoint somebody instead of a director so removed at the meeting at which he is removed shall be issued to the members.
  3. A copy of the said notice to be send to the director to be removed also.
  4. The director shall be given an opportunity of being heard in the meeting.
  5. If the director gives any written representation to the notice, then the said representation shall be given to all members unless they are received too late.
  6. If the representation could not be given to all members, then the Director can request the said representation to be read out in the meeting.
  7. The members can pass an ordinary resolution, by simple majority and remove the director.
  8. The Company shall within 14 days from the removal of a director file Form 203A and a copy of the resolution with the Registrar of Companies
A vacancy created by the removal of a director under the section, if not filled at the meeting at which he is removed, may be filled as a casual vacancy. A removed director may claim compensation for the loss of office.
NOTE: The subsection does not in the case of a private company authorize the removal of a director holding office for life at the commencement of Companies Act, whether or not subject to retirement under an age-limit by virtue of the articles or otherwise.

Comments

Post a Comment

Popular posts from this blog

Registering A church/Faith Based Organization in Kenya

Re: Advice on Incorporation of a Religious Congregation under the Trustees (Perpetual Succession) Act Under the laws of Kenya, it is possible for religious congregations to be registered under The Trustees (Perpetual Succession) Act (Chapter 164 of the Laws of Kenya) in order to become an body corporate, with the capacity to own property in its own name. This Act in section 4(1) thereof provides that, “Trustees who have been appointed by anybody or association of persons established for any religious, educational, literary, scientific, social, athletic or charitable purpose, or who have constituted themselves for any such purpose, may apply to the Minister …..for a certificate of incorporation of the trustees as a corporate body.” EFFECT OF INCORPORATION As stated above, once the trustees have been incorporated they become a body corporate with a perpetual succession and all other legal indicia appertaining to a body corporate. Section 3(3) of the Trustees (Perpetua...
Post a Comment
Read more

REGISTRATION OF NSSF AND NHIF IN KENYA

Have you registered with NSSF and NHIF? Well, the law will catch up on you since you are violating the laws of the country and yet the registration is simple. Take a look at the simple registration procedures and requirements for ultimate compliance with the laws on NHIF and NSSF National Health Insurance Fund (NHIF) The NHIF fund is a fund established to provide medical insurance cover to all its members and their declared dependants (spouse and children). The NHIF membership is open to all Kenyans who have attained the age of 18 years and years and have a monthly income of more than Kshs 1000. It is a requirement by law that all persons in formal employment contribute monthly towards the fund established under the NHIF Act, No. 9 of 1998. The requirements are- Duly filled Application for Employers Registration form, Form No. 33 (available from the NHIF website) Copy of Certificate of Registration Copy of KRA PIN Certificate Procedure Fill out all the details on...
Post a Comment
Read more

ALL AFFIDAVITS IN KENYA

An affidavit is a solemn declaration by a person  affirming   facts that are within his knowledge and understanding.Flescar Legal Consultancy is here to offer you all the required Afidavits required in different areas .  We draft all types of AFFIDAVITS , Certifying documents as true copies by commissioner and notary Public,Register affidavits for acquisition of new nationality etc Affidavit of Marriage Affidavit of lost Documents Affidavit of Name Affidavit  for Passport Application Commissioning of  Passport Application Certification of Certificates and A copy of Documents Deed Polls Power of Attorney Affidavit of  Residence Affidavit of Refugees Affidavit of Resignation Affidavit of SingleHood-for Marriage Affidavit for  getting a Medical cover Affidavit for Correct date of Birth Affidavit of Service Affidavit for lost your documents eg. certificates, identity card , passport  Affidavit of Name: 1500/= Affidavit of Marr...
Post a Comment
Read more