Business
The Companies Act 2015, modelled on the UK Act of 2006
The Companies Act 2015 replaced the 1948-derived Act, importing the UK 2006 structure including codified directors' duties, a single-director private company and abolition of the memorandum's objects clause. Insolvency was separated into the Insolvency Act 2015, which introduced administration and voluntary arrangements.
Key rules
- Jurisdiction — The Commercial and Tax Division of the High Court hears company and insolvency matters; the Business Registration Service maintains the register.
- Deadline — Annual return: filed within 28 days of the return date
- Deadline — Beneficial ownership register: maintained and lodged with the Registrar
- Deadline — Administration: initial moratorium of twelve months, extendable
Governing law
- Companies Act, 2015 (No. 17 of 2015) — codified directors' duties at sections 140–147
- Insolvency Act, 2015 (No. 18 of 2015) — administration and company voluntary arrangements
- Business Registration Service Act, 2015
In practice
The 2015 reforms modernised a company law that had stood substantially unchanged since 1948. The most practically significant changes were the codification of directors' duties, which gave Kenyan courts a statutory rather than purely equitable framework, and the Insolvency Act's introduction of administration as a rescue procedure — before 2015 the realistic options were receivership or liquidation.