legal notice no…………

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LEGAL NOTICE NO………….

THE INSOLVENCY ACT, 2015

(No.18 of 2015)

THE INSOLVENCY REGULATIONS, 2016

ARRANGEMENT OF REGULATIONS

Regulation

PART 1 —PRELIMINARY

1— Citation and commencement.

2— Interpretation.

3— Prescribed bankruptcy level.

4— Form of documents.

5— Authentication of documents.

PART II—PUBLICATION OF NOTICES

6— Publication of notices.

7— Content of all notices.

8— Notice relating to a company.

9— Notices relating to a bankruptcy.

PART III—APPLICATIONS MADE IN COURT

10— Applications to Court.

PART IV—INSOLVENCY PRACTITIONERS

11— Academic requirements for insolvency practitioners.

12— Procedure for application of licence to act as an insolvency practitioner.

13— Duration of the certificate of authorisation to act as an insolvency

practitioner.

14— Renewal of a certificate of authorisation.

PART V—PERSONAL BANKRUPTCY

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15—Creditor may apply for bankruptcy order in respect

of debtor.

16— Application to set aside statutory demand.

17— Hearing of application to set aside statutory demand.

18— When debtor may make application for bankruptcy

order.

19— Prescribed minimum value and small bankruptcy

level.

20— Notice of appointment of interim trustee to be

published.

21— Notice of issuance of Bankruptcy Order.

22— Bankrupt to lodge statement of financial position

with bankruptcy trustee.

23— Bankruptcy trustee to bank money and invest

surplus.

24— Bankruptcy trustee to keep proper accounting

records.

25— Bankruptcy trustee’s final statement of receipts and

payments.

26— Removal of bankruptcy trustee and vacation of

office.

27— Court’s power to regulate meeting under regulation

26.

28— Creditors' meeting to receive bankruptcy trustee’s

resignation.

29— Leave to resign granted by the Court.

30— Subsequent meetings of creditors.

30A- Notice under section 118 of the Act.

31— Creditor in possession of goods may prove in

bankruptcy if bankruptcy trustee has not exercised

powers.

32— Duties of bankrupt in respect of after-acquired

property.

33— Court may impose charge on bankrupt’s property.

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34—Expenses of person summoned by bankruptcy trustee

or the Court.

35— Bankrupt entitled to be paid expenses for attending

examination.

36 —Procedure for cancelling irregular transactions.

37— Procedure for proving debt: creditor to submit claim

form.

38— Prescribed rate of interest for purposes of sections

235, 238, 240 and 247 of the Act.

39— Final distribution of bankrupt’s estate.

40— Form for lodging objection to automatic discharge of bankrupt.

41— Manner in which objection under section 256 of the Act can be

withdrawn.

42— When creditor required to give notice of opposition to discharge.

43— Insolvency account.

44— Deed of composition to be executed.

PART VI—VOLUNTARY ARRANGEMENTS: NATURAL PERSONS

45—Application of the Seventh Schedule. Particulars to be included in the

Debtor’s Statement of Affairs.

46— Additional requirements for the debtor’s financial affairs statement.

47— Conduct of creditors’ meeting: consideration of debtor’s proposal.

48— Period for application for annulment of Bankruptcy Order.

49— Particulars to be included in the Debtor’s Statement of Affairs.

PART VII—SUMMARY INSTALMENT ORDERS

50— Requirements for applications for summary instalment

orders.

51— Prescribed level for summary instalment order.

52—Payments to creditors.

53— Period within which creditor may make representations to

the Official Receiver.

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54— Power of Official Receiver to modify or reverse

supervisor’s decision to reject creditor’s claim.

55— Creditor to submit claim form.

56— Late claim in respect of debt incurred before summary

instalment order.

57— Claim in respect of debt incurred after summary instalment

order made.

58— Variation of order as a result of admission of claim under

regulation 56 or

59— Supervisor shall notify creditors as to acceptance or

rejection of claim.

60— Power of Official Receiver to modify or reverse

supervisor’s decision to reject creditor’s claim.

61— Advice to creditors of dividend.

62— Notice to employer to pay debtor’s earnings to

supervisor.

63— Notice of default under summary instalment order.

64— Variation or discharge of summary instalment order.

65— Notice by supervisor of variation or discharge of

order.

66— Supervisor’s obligations.

67— Supervisor and debtor to render accounts if required

by Official Receiver.

68— Supervisor to provide Official Receiver with

statement of receipts and payments after discharge of

order.

69— Supervisor’s remuneration.

70— Money received by supervisor.

71— Payments to creditors.

PART VIII—NO-ASSET PROCEDURE

72— Application for entry to no-asset procedure.

73— When debtor admitted to no-asset procedure.

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74— Official Receiver’s notice to debtor of termination

of debtor’s participation in no-asset procedure.

PART IX—ADMINISTRATION OF INSOLVENT

DECEASED’S ESTATES

75— Application by executor or administrator, etc.

76— Certificate lodged by the Public Trustee has effect

as application and order.

PART X—LIQUIDATION OF COMPANIES

Division 1—General provisions

77— Effect of company’s insolvency.

77A- Voluntary liquidation of a company.

77B - Liquidation by court.

77C - Notice of appointment of a liquidator.

77D - Liquidation order.

77E - Release of liquidation obligation.

77F - Notice for lack of quorum.

77G - Notice of liquidator’s statement of accounts.

78— Additional particulars statement of financial

position before creditors.

78A - Particulars of the company’s statement of affairs.

79—Court Bailiff.

79A - Delegated functions of the Liquidator.

Division 2—Resignation of liquidator from office: voluntary

liquidation

80— Effect of regulations 80 to 84.

81— Resignation from office of liquidator.

82— Creditors’ meeting convened to consider liquidator’s

resignation.

83— Leave to resign granted by the Court.

84— Advertisement of resignation.

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Division 3—Removal of liquidator from office

85— Effect of regulations 85 to 91.

86— Meeting of creditors to remove liquidator

87— Creditors’ meeting to remove liquidator.

88— Court's power to regulate meetings under regulations 86

and 87.

89— Procedure on removal.

90—Notice of removal of liquidator.

91— Application for removal of liquidator by the Court or for

order directing holding of creditors’ for removal of

liquidator.

Division 4—Release of liquidator who has resigned or been

removed from office

92— Regulations 93 and 94 to apply to the release of resigning

or removed liquidator.

93— Release of resigning or removed liquidator.

94— Release of liquidator in the case of company liquidated

voluntarily.

95— Release of liquidator in the case of company liquidated by

the Court.

95A - Provable debt.

Division 5—Ending liquidation

96— Share of assets to be made available for unsecured

creditors where floating charge relates to company’s

property.

97— Appointment of special manager to manage business of

company in liquidation or provisional liquidation.

98— Power of liquidator to disclaim onerous property

99— Creditor not entitled to retain benefit of execution or attachment

against liquidator in certain circumstances.

100— Interest on debts to be paid if surplus permits.

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101— Liquidator to lodge periodic statements with Registrar.

PART XI—COMPANY ADMINISTRATION

Division 1—Appointment of administrators

101A - Class of persons who may apply for an administration order.

101B - Class of persons whom the applicant of an administration order may

notify.

102— Appointment of administrator by holder of floating charge.

103— Duty of holder of relevant floating charge to notify appointment to

administrator and other persons.

104— Notice to be given of intention to appoint administrator.

105— Person giving notice of intention to appoint administrator to lodge

certain documents with the Court.

106— Person appointing administrator under section 541 of the Act to lodge

certain documents with the Court.

107— Person making appointment to notify appointment to administrator and

others.

Division 28- Process of Administration

108— Announcement of administrator’s appointment.

108A- Class of persons whom may be notified of the administrator’s

appointment notice.

109— Relevant persons to provide administrator with statement of company’s

affairs.

110— Administrator's proposals: additional content.

111— Administrator's proposals: statement of pre-administration costs.

112— Administrator's proposals: ancillary provisions about delivery.

113— Approval of administrator’s proposals.

114— Invitation to creditors to form a creditors’ committee.

115— Notice of extension of time to seek approval.

116— Notice of the creditors’ decision on the administrator’s proposals.

117— Administrator's proposals: revision.

118— Notice of result of creditors’ decision on revised proposals.

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119— Application of regulations 121and 122.

120— Orders limiting disclosure of statement of affairs, etc.

121— Order for disclosure.

122— Rescission or amendment of order for limited disclosure.

123— Publication etc. of statement of affairs or statement of

proposals.

124— Conduct of creditors’ meetings.

125— Procedure to be followed in convening creditors’ meeting.

126— Business to be conducted at initial creditors’ meeting and

obligation of administrator to report outcome to the Court

and others.

127— Administrator’s proposals can be revised.

127A - Sale of substantial assets by an Administrator.

127B - Administrator may continue or disclaim contracts entered

into by the company before administration commenced.

128— Administrator’s conduct of administration can be

challenged.

129— Termination of administration when objective achieved.

129A - Notice of termination in other cases.

130— Procedure for moving from administration to creditors’

voluntary liquidation.

131— Resignation of administrator under section 603 of the Act.

PART XII—COMPANY VOLUNTARY ARRANGEMENTS

132— Application of Eighth ScheduleInterpretation: Division 1

of Part XI of the Act.

133— Procedure if provisional supervisor is not the

liquidator or administrator.

134— Conduct of meetings of company and its creditors.

135— Statement of company’s financial position for

obtaining moratorium.

PART XIIA – ADMINISTRATIVE RECEIVERSHIP

133 – Application of Ninth Schedule.

PART XIIB – PRE-INSOLVENCY MORATORIUM

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134 – Application of Tenth Schedule.

PART XIII—MISCELLANEOUS PROVISIONS

136— Courts, Official Receiver and others to publish orders and

notices on their respective websites.

137— Official Receiver, bankruptcy trustees, liquidators and

administrators to notify creditors of prescribed steps in

the insolvency process.

137A- Creditors request for information from a relevant office

holder.

138— Additional reasons for refusing access to public register

or suspending operation of public register.

139— Additional information in public registers.

140— Fees payable in relation to matters under the Act.

141— Transitional provisions.

FIRST SCHEDULE – Forms

SECOND SCHEDULE – Fees and charges

THIRD SCHEDULE – Rules for conduct of meetings of creditors and others

FOURTH SCHEDULE – Reporting obligations in bankruptcy, in liquidation

or under administration

FIFTH SCHEDULE – Rules for remuneration of bankruptcy trustees,

liquidators and administrators

SIXTH SCHEDULE - Creditors' and liquidation committees

SEVENTH SCHEDULE - Voluntary arrangements: natural persons

EIGHTH SCHEDULE – Company Voluntary Arrangements

NINTH SCHEDULE – Administrative Receivership

TENTH SCHEDULE – Pre-Insolvency Moratorium

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THE INSOLVENCY ACT, 2015

(No.18 of 2015)

IN EXERCISE of the powers conferred by section

730 of the Insolvency Act, 2015, the Attorney General makes

the following Regulations—

THE INSOLVENCY REGULATIONS, 2016

PART I—PRELIMINARY PROVISIONS

Citation and

commencement.

1. (1) These Regulations may be cited as the Insolvency

Regulations, 2016.

(2) Except as provided under paragraph (3), these

Regulations shall come into operation on the day after the date

on which they are published in the Kenya Gazette.

(3) If a provision of the Act, is not in operation on the day

referred to in paragraph (2) and a provision of these Regulations

which gives effect to the provision, such provision shall come

into operation on the date on which the provision shall come into

operation.

Interpretation.

2. In these Regulations, unless the context otherwise

requires—

“Act” means the Insolvency Act, 2015;

“adjudicator” in the context of summary instalment orders

and the no-asset procedure means the Official Receiver;

“authorisation” means an authorisation issued under

section 9 of the Act;

“certificate of authorisation” means a certificate certifying

that the holder is authorised to practise as an insolvency

practitioner in Kenya;

“committee” means either a creditors’ committee or a

liquidation committee;

“meeting” includes a meeting that is resumed after having

been adjourned;.

“notice” means notice in writing.

Prescribed

bankruptcy level. 3. For the purposes of the Act, the prescribed bankruptcy

level for all other bankruptcies is two hundred and fifty thousand

shillings.

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Form of

documents. 4. (1) A notice or statement shall be in writing unless the

Act or these Regulations provide otherwise.

(2) A document in electronic form shall be capable of

being—

(a) read by the recipient in electronic form;

and

(b) reproduced by the recipient in print form.

Authentication of

documents. 5.(1) A document in electronic form is adequately

authenticated—

(a) if the identity of the sender is confirmed in a

manner specified by the recipient at the time of

receipt of the document; or

(b) where the recipient has not specified, if the

communication contains or is accompanied by a

statement of the identity of the sender and the

recipient has no reason to doubt the truth of that

statement.

(2) A document in print form is adequately authenticated if

it is signed.

(3) If a document is authenticated by the signature of an

individual on behalf of—

(a) a body of persons, the document shall also

state the position of that individual in

relation to the body;

(b) a body corporate of which the individual is

the sole member, the document shall also

state that fact.

(5) A document in print form is adequately authenticated if

it is signed.

(6) If a document is authenticated by the signature of an

individual on behalf of—

(a) a body of persons, the document shall also state

the position of that individual in relation to the

body;

(b) a body corporate of which the individual is the

sole member, the document shall also state that

fact.

PART II—PUBLICATION OF NOTICES

Publication of

notices. 6.(1) Where the Act or these Regulations require a notice to

be published in the Kenya Gazette, the notice shall contain the

details set out in this Part, in addition to any details specifically

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required by the Act or any other provision of these Regulations.

(2) Despite paragraph (1), information required to be

contained in the Gazette Notice may be omitted if it is not

reasonably practicable to obtain the information.

Content of all

notices. 7.(1) A notice shall, where applicable, identify the office-

holder and state—

(a) the office-holder’s contact details;

(b) the Insolvency Practitioner’s number, except for

the Official Receiver;

(c) the name of any person other than the office-holder

who may be contacted concerning the

proceedings;

(d) the date of the office-holder’s appointment, and—

(i) the court in which the matter has been

filed and the case number assigned by

the court; or

(ii) the reference assigned to the

proceedings by the adjudicator.

Notice relating to a

company.

8.(1) A notice relating to a company shall specify the name of

the company and state—

(a) the address of its registered office;

(b) any principal trading address, if the address is

different from its registered office;

(c) any name under which it was registered in the twelve

months before the date of the commencement of the

proceedings, which are the subject of the Gazette

Notice; and

(d) any other name or style , not being a registered

name—

(i) in which the company carried on business;

and

(ii) in which any debt owed to a creditor was

incurred.

(2) A notice relating to an unregistered company shall

identify the company and specify any name or style—

(a) under which the company carried on business; and

(b) in which any debt owed to a creditor was incurred.

Notices relating to

a bankruptcy. 9.(1) A notice relating to a bankruptcy shall identify the

bankrupt and state—

(a) the address in which the bankrupt has resided in

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the proceeding period of twelve months before

the issuance of the bankruptcy order;

(b) the principal trading address, if different from the

bankrupt’s residential address;

(c) the bankrupt’s date of birth;

(d) the bankrupt’s occupation;

(e) any other name by which the bankrupt has been

known; and

(f) any name or style ,other than the bankrupt’s own

name, under which—

(i) the bankrupt carried on business; and

(ii) any debt owed to a creditor was incurred.

PART III—APPLICATIONS MADE IN COURT

Applications to

court. 10.(1)This Regulation applies to applications made in Court

pursuant to the provisions of the Act, but does not apply to an

application for an administration order, a winding up petition or

a bankruptcy petition.

(2) The application under paragraph (1) shall state—

(a) that the application is made pursuant to the

provisions of the Act;

(b) the section of the Act or paragraph of a

schedule to the Act under which it is made;

(c) the names of the parties;

(d) the name of the bankrupt, debtor or

company which is the subject of the

insolvency proceedings to which the

application relates;

(e) the court, and where applicable, the division

or district registry of that court, in which the

application is made;

(f) where the court has previously allocated a

number to the insolvency proceedings

within which the application is made, that

number;

(g) the nature of the remedy or order applied for

or the directions sought from the court;

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(h) the names and addresses of the persons to

whom it is intended to serve the application

or that no person is intended to be served;

(i) where the Act or Regulations require that

notice of the application is to be delivered to

specified persons, the names and addresses

of all those persons, as known to the

applicant; and

(j) the applicant’s address of service.

(3) The application shall be signed by the applicant or the

applicant’s advocate.

(4) All applications shall be by notice of motion.

PART IV—INSOLVENCY PRACTITIONERS

Academic

requirements for

insolvency

practitioners.

11. (1) For purposes of section 6(1)(a) of the Act, a person

is qualified as an insolvency practitioner, if that person—

(a) holds a degree from a university recognized in

Kenya;

(b) has at least five years’ relevant professional

experience as a member of a professional body

recognised under section 7 of the Act;

(c) has at least two years’ experience in

insolvency practice before commencement of

the Act;

(d) has worked under the apprenticeship of an

insolvency practitioner for at least four years;

and

(de) satisfies the requirements of Chapter 6 of the

Constitution.

(2) An advocate who has worked for the Official Receiver

for not less than two years automatically qualifies to Act as an

Insolvency Practitioner.

(3) The Official Receiver may waive the requirements set

out under subregulation (1) (a) where the applicant

has practised insolvency for at least ten years prior

to the commencement of the Insolvency Act, 2015.

(4) The Official Receiver shall, within thirty days of the

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decision under subregulation (3), communicate such

waiver to the applicant, in writing.

Procedure for

application of

licence to act as an

insolvency

practitioner.

12.(1) A person shall make an application to act as an

insolvency practitioner under section 8 of the Act by submitting

to the Official Receiver a duly completed application form.

(2) The application under paragraph (1) shall be in Form 1

set out in the First Schedule and shall be accompanied by a fee

specified in the Second Schedule.

(3) Upon receipt, verification and acceptance by the

Official Receiver of the applicant’s’ duly filled application form,

the applicant mayshall be required to undertake a professional

examination to be administered by the Official Receiver at a

prescribed fee.

(4) Upon receipt of the requisite fees under paragraphs (2)

and (3), the Official Receiver shall within thirty days’

communicate to the applicant on the acceptance of the

application or refusal to issue the authorisation and shall where

he has the application has been refuseddeclined the application

he shall specify the reasons for refusal. thereof.

(5) Where the official receiver has accepted the

application, the applicant shall be required to obtain a

professional indemnity insurance cover, and deposit with the

official receiver a security in the form of an enacting bond for

purposes of securing the proper performance of the functions of

the insolvency practitioner.

(6) The amount of professional indemnity cover and the

bond shall be as set out in the Second Schedule.

(7) Upon receipt of the indemnity cover and bond

specified under paragraph (6), the Official Receiver shall issue

the applicant with the authorisation certificate and shall

subsequently publish the authorisation—

(a) in the Kenya Gazette;

(b) in at least one newspaper of wide national

circulation; and

(c) the Official Receiver’s website,

the applicant’s name and such other details of the applicant as

the Official Receiver shall consider appropriate.

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Duration of the

certificate of

authorisation to act

as an insolvency

practitioner.

13. (1) Unless revoked, cancelled or annulled, a certificate

of authorisation to act as an insolvency practitioner shall be

valid until the following 31st March.

(2) A certificate of authorisation may be renewed for a

period of twelve months from the date on which it was issued

or, if it is renewed in accordance with regulation 14, the date on

which it was renewed.

Renewal of a

certificate of

authorisation.

14.(1) An insolvency practitioner who wishes to continue

to practise as such after the expiry date of thehis certificate of

authorisation shall apply for the renewal of the certificate not

earlier than two months and not later than one month before the

expiry of the certificate.

(2)The application for renewal of the authoriszation shall

be in Form 2 set out in the First Schedule and shall be

accompanied by the renewal fee prescribed in the Second

Schedule.

(2A) An application for renewal of the authorisation under

paragraph (1) may be refused on the same grounds that an

application for authorisation may be refused under section 10 of

the Act and is subject to the same rights of appeal as a refusal

under section 10 of the Act.

(3) If an application under paragraph (1) has not been

processed before the expiry of the relevant certificate of

authorisation, that certificate shall remain in effect until it is

either renewed or the applicant is notified that the application

has been refused.

(4) A certificate of authorisation renewed under this

regulation remains in effect for a further twelve months from the

date on which it would have expired and may be further renewed

in accordance with this regulation at the end of that period.

(5) If the holder of a certificate of authorisation does not

apply for the renewal of the certificate within the time allowed

under paragraph (1), or within such extended period not

exceeding one month as the Official Receiver may allow, the

certificate may not be renewed and, if the holder wishes to

continue to practise as an insolvency practitioner, he or she shall

be required to make a fresh application under section 8 of the

Act.

PART V—PERSONAL BANKRUPTCY

Creditor may apply

for bankruptcy

order in respect of

debtor.

15. (1) For the purposes of section 17 of the Act, the

procedure for complying with or setting aside a demand is as

provided under regulations 16 and 17.

(2) The creditor’s application for a bankruptcy order shall be

in form of a petition in Form 3 set out in the First Schedule and

shall be accompanied by the following documents—

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verifying affidavit which shall be in Form 4 set out in the First

Schedule; and

proof of the debt which shall be in Form 5 set out in the First

Schedule.; and

the application for appointment of trustee which shall be Form

9 of the First schedule.

(3) The petitionapplication mayshall be preceded by a

statutory demand whichand shall be in Form 6 set out in

the First Schedule. .

“

(4) AnyThe statutory demand in subregulation (3) shall

be endorsed by the Deputy Registrar of the High Court

before it is served on the debtor.

(5) AnyThe statutory demand specified in subregulation

(3) shall be served on the debtor at least twenty one days

before the filing of the petitionapplication.

(6) The service of the statutory demand shall be in

accordance with the Civil Procedure Rules, 2010.

”

Application to set

aside statutory

demand.

16.(1) The debtor may, apply to the Court for an order to

set aside the statutory demand —

(a) within eighteentwenty-one days from the date of the

service on the debtor of the statutory demand.; or

(b) if the demand has been advertised in a newspaper, from

the date of the advertisement’s appearance or its first

appearance, whichever is the earlier.

(2) Subject to any order of the Court under regulation

17(7), time limited for compliance with the statutory demand

shall cease to run from the date on which the application to set

aside is lodged with the Court.

(3) The debtor’s application shall be in Form 7 set out in

the First Schedule and shall be supported by an affidavit, which

shall be in Form 8 set out in the First Schedule

(4) The affidavit referred to under paragraph (3) shall—

(a) specify the date on which the statutory demand

came into the debtor’s possession;

(b) state the grounds on which the debtor claims

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that it should be set aside; and

(c) annex a copy of the statutory demand.

Hearing of

application to set

aside statutory

demand.

17.(1) On receipt of an application under regulation 16, the

Court may, if satisfied that no sufficient cause is shown for

setting asidegranting the statutory demand, dismiss the

application without giving notice to the creditor.

(2) The time limited for compliance with the statutory

demand shall re-commence from the date on which the

application is dismissed.

(3) If the application is not dismissed under

paragraph (1), the Court shall fix a date and venue for it to be

heard, and shall give at least seven days’ notice to—

(a) the debtor or, if the debtor’s application was

made by an advocate acting for the debtorhim,

to the advocate,

(b) the creditor, and

(c) any other person who is named in the statutory

demand as the person whom the debtor may

enter into communication with in reference to

the statutory demand or, if more than one

person is named, the first person to be named.

(4) Where the creditor responds to the application, the

creditor shall serve the response upon the debtor and the Court at

least three days before the date of hearing of the application.

(5) On the hearing of the application, the Court shall

consider the evidence before it, and may either summarily

determine the application or adjourn it, and shall give such

directions as it considers appropriate.

(6) The Court may grant the application if—

(a) the debtor appears to have a counterclaim, set-

off or cross-demand which equals or exceeds

the amount of the debt or debts specified in the

statutory demand;

(b) the debt is disputed on grounds which appear

to the Court to be substantial;

(c) it appears that the creditor holds some security

in respect of the debt claimed by the demand,

and either section 18paragraph (6) is not

complied with in respect of the demand, or the

Court is satisfied that the value of the security

equals or exceeds the full amount of the debt;

or

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(d) the Court is satisfied, on other grounds, that the

demand ought to be set aside.

(7) If the creditor holds some security in respect of his or

her debt and has complied with section 18paragraph (6) in

respect of it, and the Court is satisfied that the security is under-

valued in the statutory demand, the Court may require the

creditor to amend the demand accordingly, without affecting the

creditor’s right to present a bankruptcy application in respect of

the original statutory demand.

(8) If the creditor holds a security in respect of the debt,

the provisions of this regulation shall be deemed to be complied

with if the creditor has specified the full amount of the debt, and

has specified—

(a) in the demand the nature of the security and the

value that the creditor puts on it as at the date of the

demand; and

(b) the amount of which payment is claimed by the

demand, which is required to be the full amount of

the debt, less the amount specified as the value of the

security.

(9) If the Court dismisses the application, it shall make an

Order authorising the creditor to present a bankruptcy

application either immediately or on or after a date specified in

the Order.

(10) The Registrar of the Court shall, after the Court has

made an order under paragraph (98), send a copy of the Order to

the creditor.

When debtor

may make

application for

bankruptcy

order.

18. (1) An application for a bankruptcy order by the

debtor shall be made by way of a bankruptcy petitionapplication

and shall be in Form 10 set out in the First Schedule.

(2) The petitionapplication shall be accompanied by the

following documents—

(a) an affidavit to the petitionapplication which shall be

in Form 8 set out in the First Schedule; and

(b) a statement of the debtor’s financial position, which

shall be called a “statement of affairs”, and shall be

in Form 11 set out in the First Schedule.; and

(c) application for appointment of trustee which shall

be in Form 9 of the First Schedule

(3) For the purposes of section 32(2) of the Act, the

statement of the debtor’s financial position is required to include

the following information—

(a) the debtor’s full name;

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(b) the debtor’s current address, telephone

number, and any other contact details

including mobile telephone number or an email

address;

(c) if the debtor has used any other name,

including any alias in the last seven years,

those other names and aliases;

(d) the debtor’s date of birth;

(e) whether the debtor is male or female;

(f) the debtor’s Kenya Revenue Authority

Personal Identification Number ;

(g) if the debtor has a current passport, the

debtors’ his nationality and the passport

number;

(h) if the debtor is employed—

(i) the employer’s name and address;

(ii) the debtor’s occupation or

designation;

(i) a statement of the debtor’s income;

(j) an itemised statement of the debtor’s expenses;

(l) a statement of anythe partner’s income;

(m) a statement of the debtor’s current assets,

including the description, value, and location

of those assets;

(n) a statement of any assets that the debtor has

disposed of in the previous three years;

(o) a statement of the debtor’s liabilities, including

any contingent liabilities, with the following

details for each liability—

(i) the amount;

(ii) whether the liability includes goods

and services tax;

(iii) how liability was incurred;

(iv) whether the liability is secured;

(v) if the liability is secured, a

description of the security;

(vi) whether the liability is a preferential

debt;

(p) a statement of all financial transactions by the

debtor during the previous three years.

(4) The debtor is required to sign and date the statement of

21

the debtor’s financial position. and arrange for the publication of

the statement in the Kenya Gazette.

(5) The debtor shall be responsible for the costs of

publishing the statement in the Gazette.

Prescribed

minimum value and

small bankruptcy

level.

19. For the purposes of section 33 of the Act—

(a) the prescribed minimum value in bankruptcy is

onefive hundred thousand shillings; and

(b) the small bankruptcies level is fiveone hundred

thousand shillings.

Notice of

appointment of

interim trustee to be

published.

20. For the purposes of section 38(1)(b) of the Act, the

notice of appointment of interim trustee required to be

published in the Kenya Gazette shall be in Form 12 set out in

the First Schedule.

Notice of issuance

of Bankruptcy

Order.

21. (1) A bankruptcy Order under Division 5 Part III of the

Act shall be in Form 13 set out in the First Schedule.

(2) For the purposes of section 44 (1) of the Act, the

Official Receiver shall issue the Bankruptcy Trustee with a

Certificate of Appointment which shall be in Form 20 set out in

the First Schedule.

(23) A notice required to be given under section 48(3) of

the Act shall be in Form 14 set out in the First Schedule.

(4) The Registrar of the Court shall serve the Notice upon

the Official Receiver within fourteen days from the date in

which the Order was given.

(35) The notice to be published pursuant to section 48(3) of

the Act shall be served upon the creditors by the Official

Receiver or the Bankruptcy Trustee within thirty days’ from the

date of receipt of the Order.

Certificate of

appointment to be

filed in court.

21A. The Official Receiver shall file a copy of the

Certificate of Appointment issued under regulation 21(2) with

the Court.

Bankrupt to lodge

statement of

financial position

with bankruptcy

trustee.

22.(1) For the purposes of section 50(1)(f) of the Act, the

bankrupt’s statement of financial position lodged with the

bankruptcy trustee shall be in Form 11 set out in the First

Schedule and shall include—

(a) the debtor’s full name, current address,

telephone number and any other contact detail

such as the mobile telephone number or email

22

address;

(b) if the debtor has used any other name,

including an alias in the last seven years, those

other names and aliases;

(c) the debtor’s date of birth;

(d) whether the debtor is male or female;

(e) the debtor’s Kenya Revenue Authority

Personal Identification Number;

(f) the number of the debtor’s Identity Card

Number or, if the debtor does not have such a

card but has a current passport his nationality

and passport number;

(g) if the debtor is employed—


and

(ii) the debtor’s occupation;

(h) a statement of the debtor’s income including

details of shareholding in companies;

(i) an itemised statement of the debtor’s expenses;

(j) if the debtor has included his partner’s

expenses under subparagraph (i), a statement

of the partner’s income;

(k) a statement of any assets that the debtor has

disposed of during the previous three years;

(l) a statement of all financial transactions by the

debtor during the previous three years.

(2) The particulars of the bankrupt’s debts referred to in

section 50(1)(b) of the Act are required to include the following

details for each debt—

(a) the amount;

(b) whether it includes value added tax;

(c) how it was incurred;

(d) whether it is a preferential debt.

(3) The bankrupt shall be required to sign and date the

statement of the debtor’s financial position.

Bankruptcy trustee

to bank money and

invest surplus.

Cap. 167.

23. (1) For the purposes of section 66 of the Act, a

bankruptcy trustee may invest money held in respect of a

bankrupt’s estate in an authorised investment.

(2) In this regulation, “authorised investment” has the

meaning assigned to it under section 4 of the Trustee Act.

23

Bankruptcy trustee

to keep proper

accounting records.

24.(1) For the purposes of section 72 of the Act, the

accounting records that a bankruptcy trustee is required to keep

shall include—

(a) an estate ledger;

(b) a cash account; and

(c) a register of unrealised assets.

(2) The bankruptcy trustee shall ensure that the estate

ledger is balanced with the cash account at the end of each

calendar month.

(3) Subject to any directions given by the Official

Receiver as to trading accounts, the bankruptcy trustee shall

ensure that all sums received by and paid by the bankruptcy

trustee are recorded in the cash account.

Bankruptcy

trustee’s final

statement of

receipts and

payments.

25.(1) For the purposes of section 73(3) of the Act, a

bankruptcy trustee’s final statement of receipts and payments

shall be in Forms 15 and 27 set out in the First Schedule.

(2) A bankruptcy trustee shall arrange for the trustee’s

final statement of receipts and payments to be published on the

Official Receiver’s website and the Official Receiver shall not

remove that statement from that website for at least four years

after the date of discharge of the bankrupt.

(3) A bankruptcy trustee shall ensure that the trustee’s

final statement of receipts and payments are published in the

Kenya Gazette

Removal of

bankruptcy trustee

and vacation of

office.

26.(1) Any creditor of a bankrupt’s estate may, by notice

served on the bankruptcy trustee, the other creditors and the

bankrupt, requisition convene a creditors’ meeting under section

75 of the Act for the purpose of removing that trustee.

(2) The notice of the meeting called under paragraph (1) shall be in Form 16 set out in the First Schedule and shall

include the following information—

(a) the date, time and place for holding the

meeting; and

(b) the purpose of the meeting.

(3) The creditor convening the meeting shall ensure that—

(a) the notice is served not less than twenty days’

before the meeting, and

(b) a copy of the notice is lodged with the Official

24

Receiver.

(4) The bankruptcy trustee shall be entitled, not later than

seven days’ after being served with the notice, to circulate

among the creditors and the bankrupt a statement specifying

reasons why the trustee should not be removed from office.

(5) Only creditors who are in possession of proofs of the

debts owed to them by the bankrupt are eligible to vote at the

meeting, and which proofs shall be required to be substantiated

by affidavit or statutory declaration.

(6) Creditors specified under paragraph (5) shall be entitled

to vote at the meeting either in person or by proxy.

(7) The proxy form shall be in Form 17 set out in the First

Schedule.

(8) The proxy form shall be submitted to the Trustee

together with a fee prescribed in the Second Schedule.

(9) The meeting may elect a person other than the

bankruptcy trustee to preside at the meeting, but if that trustee

presides at the meeting and a resolution is proposed for that

trustee’s removal, the person presiding may adjourn the meeting

only with the consent of at least one-half, in value, of the

creditors present, in person or by proxy and entitled to vote.

(10) If the person presiding at the meeting is not the

Official Receiver and there is passed at the meeting a resolution

that—

(a) the bankruptcy trustee be removed;

(b) a new bankruptcy trustee be appointed; or

(c) the removed bankruptcy trustee should not be

released in accordance with section 77 of the

Act, the person presiding shall, within three

days after the date of the meeting, send to the

Official Receiver a copy of the resolution.

(11) If it has been resolved to remove the bankruptcy

trustee, the person presiding at the meeting shall, within three

days after the date of the meeting, send to the Official Receiver a

certificate to that effect along with details of the new bankruptcy

trustee, which shall be in Form 19 set out in the First Schedule.

(12) If, at the meeting, the creditors have resolved to

appoint a new bankruptcy trustee, the person presiding at the

meeting shall, within three days after the date of the meeting,

send a certificate of the appointment to the Official Receiver which shall be in Form 20 set out in the First Schedule.

25

Court's power to

regulate meeting

under regulation

26.

27. If a meeting is to be held in accordance with regulation

26, or is proposed to be summoned, the Court may, on the

application of any creditor, give directions as to—

(a) the mode of convening it;

(b) the sending out and return of forms of proxy;

(c) the conduct of the meeting; and

(d) any other matter that appears to the Court to

require regulation or control.

Creditors' meeting

to receive

bankruptcy

trustee’s

resignation.

28. (1) Except as provided by the Act, a bankruptcy

trustee may resign office only after convening a meeting of

creditors for the purpose of receiving the resignation.

(2) The bankruptcy trustee shall serve notice of the meeting

on the creditors and at the same time shall also send a copy of

the notice to the Official Receiver.

(3) The bankruptcy trustee shall—

(a) specify in the notice that the purpose, or one of

the purposes, of the meeting is to approve his

resignation;

(b) in the notice, draw the attention of creditors to

the provisions of section 77 of the Act with

respect to that trustee’s release; and

(c) attach to, or enclose with, the notice an account

of the trustee's administration of the bankrupt's

estate, including a summary of that trustee’s

receipts and payments.

(4) A bankruptcy trustee may resign office only on

grounds of ill health or because—

(a) the trustee intends ceasing to practise as an

insolvency practitioner; or

(b) of conflict of interest or change of personal

circumstances that precludes or makes

impracticable the further discharge the trustee

of the duties of bankruptcy trustee.

(5) If two or more persons are acting as bankruptcy

trustee jointly, any one of the persons may proceed under this

regulation, without affecting the continuation in office of the

other or others on the ground that, in the person’s opinion and

that of the other or others, it is no longer expedient that there

should continue to be the present number of joint trustees.

(6) If the person presiding at the meeting is not the

Official Receiver, and there is passed at the meeting a resolution

26

that—

(a) the bankruptcy trustee's resignation be

accepted;

(b) a new trustee be appointed; or

(c) the resigning trustee should not be released,

the person presiding shall, within three days after the date of the

meeting, send to the Official Receiver a copy of the resolution.

(7) If the meeting resolves to accept the bankruptcy

trustee's resignation, the person presiding at the meeting shall,

within three days after the date of the meeting, send to the

Official Receiver a certificate to that effect.

(8) If the meeting resolves to appoint a new bankruptcy

trustee, the person presiding at the meeting shall, within three

days after the date of the meeting, also send to the Official

Receiver a certificate of the new bankruptcy trustee’s

appointment in Form 20.

(9) If the meeting accepts an insolvency practitioner’s

resignation as bankruptcy trustee, that practitioner shall without

delay—

(a) give to the Court the notice of resignation

contemplated by section 75(4) of the Act which

shall be in Form 21 set out in the First Schedule;

and

(b) send a copy of that notice to the Official Receiver.

(10) The bankruptcy trustee shall attach to, or enclose

with, the notice an account of that trustee’s administration of the

bankrupt's estate, including a summary of that trustee’s receipts

and payments.

(11) The bankruptcy trustee’s resignation is effective on

and from the date on which it is given to the Court.

Leave to resign

granted by the

Court.

29. (1) If, at a creditors' meeting convened to accept the

bankruptcy trustee's resignation, it is resolved that the

resignation not be accepted, the Court may, on that trustee's

application, make an order giving that trustee leave to resign

which application shall be in Form 22 set out in the First

Schedule.

(2) If the Court makes an order giving the bankruptcy

trustee leave to resign, it—

(a) may include in the order such provisions as it

considers appropriate with respect to matters

arising in connection with the resignation; and

27

(b) shall determine the date from which the

bankruptcy trustee's release is to be effective.

(3) The Registrar of the Court shall send two sealed copies

of the order to the bankruptcy trustee, who shall without delay

send one of the copies to the Official Receiver.

(4) For the purposes of section 75 (4) of the Act, the

court shall, on the application of the Bankruptcy

Trustee, make an order in Form 22A as set out in the

First Schedule, determining the date on which the

Bankruptcy Trustee shall be released.

(5). The application in subregulation (1) shall be made

within fourteen days from the date that the notice

under section 75 (4) of the Act was given to the court.

Subsequent

meetings of

creditors.

30. For the purposes of section 82 of the Act, the

bankruptcy trustee is required to advertise the time, date and

place of a subsequent meeting of creditors—

(a) by sending notices to creditors;

(b) by arranging for it to be published on the Official

Receiver’s website; and

(c) the notice shall be in Form 18 set out in the First

Schedule.

Notice under

section 118 of the

Act.

30A. For the purposes of section 118 of the Act, the notice of

disclaimer in subsection (3) shall be in Form 22B as set

out in the First Schedule.

Creditor in

possession of goods

may prove in

bankruptcy if

bankruptcy trustee

has not exercised

powers.

31. The following documents are prescribed for the

purposes of section 134(2)(a) of the Act—

(a) a court order for the delivery of all of the

goods to the owner; or

(b) a court order for the delivery of all the goods to

the owner, but the operation of which is

postponed on condition that the hirer or any

guarantor pays the unpaid balance of the hire-

purchase price at such times and in such

amounts and fulfils such other conditions as

the court considers just and fit; or

(c) a court order for the delivery of a part of the

goods to the owner and for the transfer to the

hirer of the owner’s title to the remainder of

the goods.

28

Duties of bankrupt

in respect of after-

acquired property.

32. (1) The provisions of paragraphs (2) to (8) are

prescribed for the purposes of section 141of the Act.

(2) If, at any time after the commencement of a

bankruptcy—

(a) any property is acquired by, or devolves on,

the bankrupt; or

(b) there is an increase of the bankrupt’s income,

the bankrupt shall, within the period prescribed by paragraph (3),

give to the bankruptcy trustee notice of the property or the

increase.

(3) The period within which the bankrupt is to give

notice of property acquired by, or devolving on, the bankrupt, or

of any increase in the bankrupt’s income, is twenty-one days

after the bankrupt has become or ought to have become aware of

the relevant facts.

(4) After giving to the bankruptcy trustee notice in

respect of property acquired by, or devolving on the bankrupt,

the bankrupt shall not, without the trustee's consent in writing,

dispose of it during the period of forty two days beginning with

the date of the notice.

(5) If the bankrupt disposes of property before giving the

notice required by this regulation or in contravention of

paragraph (2), the bankrupt shall immediately disclose to the

bankruptcy trustee the name and address of the disponee, and

provide to that trustee any other information that may be

necessary to enable that trustee to trace the property and recover

it for the bankrupt’s estate.

(6) Subject to paragraph (7), paragraphs (2) to (4) do not

apply to property acquired by the bankrupt in the ordinary

course of a business carried on by the bankrupt.

(7) A bankrupt who carries on a business shall, at least

once every six months, give the bankruptcy trustee information

with respect to it, showing the total of goods bought and sold, or

the services supplied, and the profit or loss arising from the

business.

(8) The bankrupt shall, if so required by the bankruptcy

trustee, provide the bankruptcy trustee with fuller details ,

including accounts, of the business carried on by the bankrupt.

Court may impose

charge on

bankrupt’s

property.

33. For the purposes of section 143(2) of the Act, the

prescribed rate of interest is six per centum.

Expenses of person

summoned by

bankruptcy trustee

34. (1) For the purposes of section 170(a) of the Act, the

prescribed amount is the amount fixed for the attendance of

29

or the Court.

witnesses in proceedings before the High Court.

(2) Without prejudice to paragraph (1), the prescribed

amount for the attendance of the witness shall be thirty shillings

per kilometre or the amount prescribed by Court upon

application.

Bankrupt entitled to

be paid expenses

for attending

examination.

35. The expenses that a bankrupt is entitled to be paid for

attending a public examination before the Court under section

184 of the Act are those to which a person attending proceedings

in the High Court as a witness would be entitled.

Procedure for

cancelling irregular

transactions.

36. The following classes of transactions are prescribed

for the purposes of section 208(1)(d) of the Act—

(a) disposition of property that prejudices the creditor;

(b) a transaction at an undervalue; or

(c) contribution of a bankrupt to the property of

another person.

Procedure for

proving debt:

creditor to submit

claim form.

37. (1) For the purposes of sections 215(1), 217(2) and

229(2) of the Act, the form for submitting a claim in a

bankruptcy shall be a proof of debt form and shall be in Form 5

set out in the First Schedule.

(2) A creditor’s claim form under section 217 or 229 of

the Act is required—

(a) to be signed by the person completing the

form;

(b) to be dated; and

(c) to have attached to it evidence of the debt and

any other evidence supporting the claim.

(3) Every creditor shall lodge a proof of debt form with the

Trustee together with a fee prescribed in the Second Schedule.

Prescribed rate of

interest for

purposes of

sections 235, 238,

240 and 247 of the

Act.

38. The rate of interest prescribed for the purposes of

section 235, 238, 240 and 247(4) of the Act is six per centum.

Final distribution of

bankrupt’s estate.


prescribed information is as follows—

(a) amounts realised from the sale of assets,

indicating ,so far as practicable, amounts raised

by the sale of particular assets;

(b) payments made by the bankruptcy trustee in

the administration of the bankrupt’s estate;

(c) provision ,if any, made for unsettled claims,

30

and funds ,if any, retained for particular

purposes;

(d) the total amount to be distributed, and the rate

of dividend; and

(e) whether, and if so when, any further dividend

is expected to be declared.

Form for lodging

objection to

automatic discharge

of bankrupt.

40. (1) For the purposes of section 256(2) of the Act, the

form for objecting to the automatic discharge of a bankrupt is

Form 23 set out in the First Schedule.

(2) An objection to the discharge of a bankrupt is to be

made to the Court not later than twenty one days before the date

on which the bankrupt would, but for the objection, be

automatically discharged from bankruptcy.

(3) The Court may not consider an objection unless it is

satisfied that copies of the objection have been served on all

creditors known to the objector and, if the objector is not the

bankruptcy trustee, on the bankruptcy trustee and, if the Official

Receiver is not the bankruptcy trustee, on the Official Receiver.

(4) Paragraph (5) applies if the objector is not the

bankruptcy trustee or Official Receiver.

(5) To enable the objector to satisfy the condition

referred to in paragraph (3), the bankruptcy trustee shall, on

being required to so by the objector, provide the objector with a

list of the creditors known to the trustee and their addresses.

Manner in which

objection under

section 256 of the

Act can be

withdrawn.

41. The manner for withdrawing an objection lodged under

section 257(1) of the Act is by notice of motion lodged in the

Court by the objector.

When creditor

required to give

notice of opposition

to discharge.


period in which a creditor is required to give notice of opposition

to the discharge of a bankrupt is ten days from the date of

making the application to give notice for opposition of

discharge. Insolvency account.

43. The public account prescribed for the purposes of

section 272(6)(b) of the Act is the Insolvency Account.

Deed of

composition to be

executed.

44. For the purpose of section 281(3) of the Act, the

commission to be paid to the Official Receiver is eighteen per

centum on realisation of the bankrupt’s assets and twelve per

cent on the distribution of the bankrupt’s estate.

Voluntary 44A. An application for voluntary arrangement shall

31

arrangement be in Form 23A as set out in the First Schedule and

shall be accompanied by the following documents—

(c) a statement of affairs in Form 11 as set out in the

First Schedule; and

(e) a verifying affidavit in Form 4 as set out in the

First Schedule. PART VI—VOLUNTARY ARRANGEMENTS: NATURAL

PERSONS

Application of

Seventh

ScheduleParticulars

to be included in

the Debtor’s

Statement of

Affairs.

45. The provisions of the Seventh Schedule apply to For

the purposes of section 307(2) of the Act, the particulars to be

included in a statement of the debtor’s financial affairs are as

follows—

(a) statement of the debtor’s income including details

of shareholding in companies;

(b) an itemised statement of the debtor’s expenses;

(c) if the debtor has included his partner’s expenses,

a statement of the partner’s income;

(d) a statement of any assets that the debtor has

disposed off during the preceding three years; and

(e) a statement of all financial transactions by the

debtor during the preceding three years.voluntary arrangements

by natural persons under Division 1 of Part IV of the Act.

Additional

requirements for

the debtor’s

financial affairs

statement.

46. (1) For the purposes of section 308(2) of the Act, other

particulars to be included in a statement of the debtor’s financial

affairs are as follows—


telephone number, and any other contact detail

including the mobile telephone number or

email address;








(f) the number of the debtor’s identity card

number or, if the debtor does not have such a

card but has a current passport, the nationality

and number of the passport;

32




(h) a statement in accordance with paragraph(2)

specifying the particulars of the debtors’ debts;

(i) a statement of the debtor’s income including



(l) a statement of the partner’s income;

(m) a statement of any assets that the debtor has

disposed of during the previous three years;

(n) a statement of all financial transactions by the

debtor during the preceding three years.


paragraph (1)(h) are required to include the following details for

each debt—

(a) the amount;

(b) if it includes value added tax;

(c) the manner in which it was incurred;

(d) ifit is a preferential debt.

Conduct of

creditors’ meeting:

consideration of

debtor’s proposal.

47. A creditors’ meeting convened under section 309 and

310 of the Act to consider a debtor’s proposal is to be conducted

in accordance with the procedures set out in the Third Schedule.

Period for

application for

annulment of

Bankruptcy Order.


prescribed period is twenty-one days.

Particulars to be

included in the

Debtor’s Statement

of Affairs.

49. (1) For the purposes of section 316(2)(b) of the Act, the

particulars to be included in a statement of the debtor’s financial

affairs are as follows—


telephone number, and any other contact detail

including the mobile telephone number or an

email address;






33



(f) the number of the debtor’s identity card

number or, if the debtor does not have such a

card but has a current passport, the nationality

and number of the passport;




(h) a statement in accordance with paragraph(2)

specifying the particulars of the debtors’ debts;

(i) a statement of the debtor’s income including



(j)—a statement of the partner’s income;

(l) a statement of any assets that the debtor has

disposed of during the preceding three years;

and

(m) a statement of all financial transactions by the

debtor during the preceding three years.


paragraph (1)(h) are required to include the following details for

each debt—

(a) the amount;

(b) if it includes value added tax;

(c) the manner in which it was incurred; and

(d) if it is a preferential debt.

PART VII—SUMMARY INSTALMENT ORDERS

Requirements for

applications for

summary

instalment orders.

50. (1) The form for an application for a summary

instalment order under section 324 of the Act is in Form 24 set


(2) The application under paragraph (1) is required to be—

(a) signed by the person making the application;

and

(b) dated.

(3) If the application is made by the debtor, the application

is required to state—

(a) that the debtor proposes to pay the creditors in

full; or

34

(b) the amount that the debtor proposes to pay,

whichever applies.

(4) In all instances, if the application is made by the debtor

or a creditor, the application is required—

(a) to state the name and address of the debtor’s

proposed supervisor and annex the written

consent of that person to be supervisor; or

(b) if the debtor considers that a supervisor is not

necessary,statenecessary, state the debtor’s

reasons, which shall be accompanied by a

statement of affairs.

(5) In all instances, whether the application is made by the

debtor or a creditor, the application is required to contain the

following information—

(a) the debtor’s full name;

(b) the debtor’s current address, telephone

number, and any other contact details

including the mobile telephone number or

email address;

(c) the debtor’s occupation;

(d) the debtor’s date of birth;

(e) a detailed statement of the debtor’s property;

(f) each creditor’s current address, telephone

number, and any other contact detail ,including

the mobile telephone number or email address;

(g) the amount and nature of each of the creditors’

debts;

(h) ifrif any of the debts are secured and the value

of the security;

(i) if any of the debts are guaranteed by any

person;

(j) a statement of the debtor’s earnings; and

(k) if the debtor is employed, the employer’s

name, current address, telephone number and

any other contact detail ,including the mobile

telephone number or email address.

(6) Upon making an application for a summary instalment

order, the applicant shall serve on the debtor, unless where the

debtor is the applicant, and each known creditor a notice that the

application has been made.

(7) The notice under paragraph (6) is required—

35

(a) to state—

(i) the name of the applicant;

(ii) the name of the debtor;

(iii) the amount proposed to be paid

under the order; and

(iv) the name of the proposed

supervisor; and

(b) to state that the debtor and the creditors have

the right to make representations opposing or

supporting the order to the Official Receiver,

in writing, within fourteen days after the

service of the notice;

(8) An application to object to a summary instalment order is in Form 25 set out in the First Schedule.

Prescribed level for

summary

instalment order.

51. For the purposes of section 326(1)(a) of the Act, the

prescribed amount for summary instalment order is four million

shillings. NB amendment to reg 50 not 51 in first amendment

Regs – needs correction

Payments to

creditors.

52. (1) This regulation applies for the purposes of section

334(1) of the Act.

(2) Unless a summary instalment order otherwise provides,

the debtor shall, while the order is in effect, make payments

every four months.

(3) If a dividend, other than a final dividend, is less than

two thousand shillings, the supervisor may hold that and

subsequent dividends over until the accumulated dividend to be

paid exceeds that amount.

(4) Despite anything to the contrary in these Regulations,

the supervisor has discretion to liquidate a debt if the total

amount of the debt payable to the creditor under the order is less

than twenty thousand shillings in preference to other admitted

debts of a greater amount.

Period within

which creditor may

make

representations to

the Official

Receiver.


period within which the debtor or a creditor is required to make

representations to the Official Receiver is fourteen days after

the date of the service of the notice under regulation 54 (12).

Power of Official

Receiver to modify

or reverse

supervisor’s

decision to reject

creditor’s claim.

54. (1) The notice of rejection of a creditor’s claim shall be

in Form 26 set out in the First Schedule and shall specify the

grounds of objection of the claim.

(2) A creditor whose claim has been rejected by the

supervisor may apply to the Official Receiver to modify or

36

reverse the supervisor’s decision.

(3) An application under paragraph (2) has no effect unless

it is made within twenty-one days after the date of a notice given

under regulation 52.

(4) The Official Receiver shall, as soon as practicable,

notify the supervisor, the debtor, and the creditor that—

(a) the application has been received by the

Official Receiver; and

(b) each of the supervisor, the debtor, and the

creditor has the right to make submissions to

the Official Receiver concerning the claim

within twenty-one days after the date of the

notice that the application has been made.

(5) The Official Receiver may, after considering any

submissions made in accordance with paragraph (4)(b), modify

or reverse the supervisor’s decision.

Creditor to submit

claim form. 55. (1) This regulation applies to a creditor of a debtor in

respect of whom a summary instalment order has effect.

(2) A creditor who wishes to make a claim against the

estate of a debtor in respect of whom a summary instalment

order has effect shall submit the claim to the supervisor’s estate.

(3) A creditor’s claim is required to be—

(a) signed by the claimant;

(b) dated; and

(c) accompanied by evidence of the debt and any

other evidence supporting the claim.

(4) A creditor’s claim is required to contain the following

information—

(a) the creditor’s full name;

(b) the creditor’s current address, telephone

number, and any other contact detail including

the mobile telephone number or the email

address;

(c) the creditor’s Kenya Revenue Authority

Personal Information Number, if any;

(d) if the claim is made as agent of the creditor,

the full name of the agent;

(e) the full name of the bankrupt or debtor;

(f) the amount of the debt claimed;

(g) a description of the manner in which and the

period when the debt was incurred;

37

(h) whether the debt is secured;

(i) if the debt is secured, a description of the

security and the estimated value of the

security.

(5) The supervisor shall reject a claim that does not

conform to the requirements of this regulation.

(6) A creditor may amend a claim form if the supervisor

agrees.

(7) A creditor whose claim has been admitted under this

regulation may, at any reasonable time—

(a) if the debtor applied for the summary

instalment order, inspect the debtor’s

application;

(b) inspect the debtor’s statement of affairs; or

(c) inspect the claim form of any other creditor.

Late claim in

respect of debt

incurred before

summary

instalment order.

56. (1) This regulation applies if, after a summary

instalment order has been made, a person claims that the debtor

has incurred a debt before the order was made.

(2) The supervisor may accept the person’s late claim for

the debt and in that case event the debt shall be included in the

administration of the debtor’s estate.

(3) If the claim is not accepted, the person may, in

accordance with regulation 534 apply to the Official Receiver

within fourteen twenty one days’ after rejection of the claim.

(4) A creditor whose claim is admitted late under this

regulation is entitled to be paid a dividend from the date of the

order, but this regulation does not affect the distribution of any

dividend declared before the date on which the claim was

admitted.

Claim in respect of

debt incurred after

summary

instalment order

made.

57. (1) This regulation applies if, after a summary

instalment order has been made, a person becomes a creditor of

the debtor after the summary instalment order has been made.

(2) The creditor may submit a claim form in Form 5 as set

out in the First Schedule to the supervisor in respect of the debt

and the supervisor may accept the claim.

(3) If the supervisor accepts the claim, the person may be

included as a creditor in the administration of the debtor’s estate,

but is not entitled to be paid a dividend under the order until all

creditors who were included in the administration as creditors

before the making of the order have been paid.

(4) If the claim is not accepted, the person may, in

accordance with regulation 59 apply to the Official Receiver

within fourteentwenty-one days of the rejection of the claim.

38

Variation of order

as a result of

admission of claim

under regulation 56

or 57.

58. The supervisor, or the debtor if no supervisor has been

appointed, may apply to the Official Receiver for a variation of

the order if the admission of a claim under regulation 56 or 57

would substantially affect the performance of the order.

Supervisor shall

notify creditors as

to acceptance or

rejection of claim.

59. (1) The supervisor shall as soon as practicable notify

each creditor in writing whether that person’s claim has been

accepted or rejected.

(2) If the supervisor rejects a creditor’s claim, whether in

whole or in part, the supervisor shall also, in the same notice—

(a) give that person the reasons for rejecting it;

and

(b) advise that person of the right to apply to the

Official Receiver to modify or reverse the

supervisor’s decision concerning the claim.

Power of Official

Receiver to modify

or reverse

supervisor’s

decision to reject

creditor’s claim.

60. (1) A creditor whose claim has been rejected by the

supervisor may apply in writing to the Official Receiver to

modify or reverse the supervisor’s decision.

(2) An application made under paragraph (1) is not

effective unless it is made within fourteentwenty one days after

the creditor has been given notice of the rejection of the

creditor’s claim in accordance with regulation 59.

(3) As soon as practicable after receiving an application

under paragraph (1), the Official Receiver shall notify the

supervisor, the debtor, and the creditor that—

(a) the application has been received by the


(b) each of the supervisor, the debtor, and the

creditor has the right to make submissions to

the Official Receiver concerning the claim

within twenty one days after the date of the

notice that the application has been made.

(4) After considering the application and any submissions

made in accordance with paragraph (3)(b), the Official Receiver

shall determine the application by either confirming the

supervisor’s decision or modifying or reversing it.

(5) As soon as practicable after making a determination

under paragraph (4), the Official Receiver shall notify the

supervisor, debtor and creditor of the determination, which shall

include a statement setting out the reasons on which it is based.

Advice to creditors

of dividend. 61. The supervisor shall ensure that remittances of

dividends to creditors are accompanied by an advice note

identifying the payment and the period to which it relates.

39

Notice to employer

to pay debtor’s

earnings to

supervisor.

62. A direction by a supervisor to the debtor’s employer to

pay all or part of the debtor’s earnings to the supervisor is not

effective unless it—

(a) is in writing;

(b) states the date on which payment to the

supervisor is required to begin; and

(c) is served on the employer personally or posted

to the employer’s place of business.

Notice of default

under summary

instalment order.

63. As soon as practicable after becoming aware that the

debtor under a summary instalment order has defaulted, the

supervisor shall notify the Official Receiver and each creditor of

the default in Form 26A as set out in the First Schedule.

Variation or

discharge of

summary

instalment order.

64. (1) An application under section 333 of the Act to vary

or discharge a summary instalment order is required—

(a) to be in writing; and

(b) to state the reasons why the applicant believes

the order should be varied or discharged.

(2) The application referred to under paragraph (1) is not

effective unless the applicant has sent a copy of the application

to every person who will be adversely affected by the variation

or discharge.

Notice by

supervisor of

variation or

discharge of order.

65. (1) As soon as practicable after receiving an application

made under regulation 64 the supervisor shall consider the

application and determine whether the order should be varied or

discharged.

(2) As soon as practicable after making such a

determination, the supervisor shall give the debtor and each

creditor notice of the determination.

Supervisor’s

obligations. 66. The supervisor is responsible for performing diligently

and competently the duties of a supervisor prescribed by the Act,

these Regulations, and the terms of the order appointing the

supervisor.

Supervisor and

debtor to render

accounts if required

by Official

Receiver.

67.(1) The supervisor or, if no supervisor has been

appointed, the debtor shall, if required to do so by the Official

Receiver, lodge six-monthly accounts that comply with

paragraph (3).

(2) The first six-month period shall commence on the date

of the order.

(3) The supervisor’s or debtor’s six-monthly account

lodged under paragraph (1) shall be considered to have complied

with this paragraph if they—

40

(a) are lodged with the Official Receiver not later

than twenty-eight days after the end of each

six-month period;

(b) record the receipts and payments under the

order during that period; and

(c) are accompanied by the relevant bank

statements.

(4) The Official Receiver is entitled to appoint an auditor to

audit accounts lodged under this regulation.

(5) For the purposes of an audit, the supervisor or debtor

shall, as and when required, produce to an auditor appointed

under paragraph (4) all accounts and relevant documents.

(6)The accounts shall be referred to as “SIO

Supervisor’sTrustee’s statements of receipts and payments” and

shall be in Form 27 of the First Schedule.

Supervisor to

provide Official

Receiver with

statement of

receipts and

payments after

discharge of order.

68. (1) Within twenty eight days after the discharge of a

summary instalment order, the supervisor shall provide the

Official Receiver with a statement of receipts and payments.

(2) The summary of receipts and payments shall be Form

27 of the First Schedule.

(3) This regulation does not apply if the supervisor has

used the Official Receiver’s trust account for receipts and

payments in accordance with the order.

Supervisor’s

remuneration.

69. For the purposes of section 329 (2) of the Act, the

supervisor may not charge the debtor an amount exceeding

seven per centum of the value of the assets of the debtor that are

recovered by the supervisor.

Money received by

supervisor.

70. (1) For the purposes of section 334 of the Act,

instalments paid to the supervisor under a summary instalment

order are to be paid into—

(a) the Official Receiver’s trust account; or

(b) a bank account in the names of the debtor, the

supervisor and any other person whom the

supervisor considers appropriate.

(2) Amounts payable out of the trust account or bank

account may be paid only by cheque or electronic funds transfer.

(3) If the supervisor elects not to use the Official

Receiver’s trust account for payments to the supervisor, the

supervisor shall personally bear the cost of the fees and other

expenses incurred in maintaining the bank account that is used

for the purpose.

41

Payments to

creditors.

71. (1) Unless the order provides otherwise, the supervisor

is required to make payments to creditors every four months

while the summary instalment order is operative.

(2) Despite the provisions of paragraph (1), if a dividend,

other than a final dividend, is less than two thousand shillings,

the supervisor may hold that and subsequent dividends over until

the accumulated dividend to be paid exceeds that amount.

(3) Despite any provision of these Regulations to the

contrary, the supervisor may liquidate a debt, if the total of the

debt payable to the creditor under the order is less than twenty

thousand shillings, in preference to other admitted debts of

greater amount.

PART VIII—NO-ASSET PROCEDURE

Application for

entry to no-asset

procedure.

72. (1) The form for making an application for entry to

the no-asset procedure shall be Form 28 set out in the First

Schedule.

(2) For purposes of section 344 (2) (b) of the Act, the

form for setting out the debtor’s financial position shall be in

Form 112 set out in the First Schedule.

(3) The applicant shall ensure that thehis application—

(a) is addressed to the Official Receiver;

(b) states that the debtor is applying for entry to

the no-asset procedure;

(c) is signed by the debtor; and

(d) is dated.

When debtor

admitted to no-asset

procedure.

73. (1) The form for admitting a debtor to the no-asset

procedure under section 349 (1) of the Act shall be in Form 29


(2) The Official Receiver shall ensure that a notice under

section 349(1) of the Act—

(a) is signed by the Official Receiver or the

Official Receiver’s delegate;

(b) states that the debtor has been admitted to the

no-asset procedure; and

(c) is dated.

(3) For purposes of section 349(2)(b) of the Act, the

publication and manner of publication of the notice admitting the

debtor to the no-asset procedure is by publishing that notice in

the Kenya Gazette and one or more newspapers of wide national

circulation.

42

Official Receiver’s

notice to debtor of

termination of

debtor’s

participation in no-

asset procedure.

74. The Official Receiver shall ensure that a notice of

termination made in Form 30 set out in the First Schedule under

section 355 (2) of the Act—

(a) is signed by the Official Receiver or the

Official Receiver’s delegate;

(b) states that the debtor’s participation in the no-

asset procedure has been terminated;

(c) is dated; and

(d) specifies—

(i) the debtor’s full name and address;

(ii) the debtor’s date of birth;

(iii) a unique identifying number;

(iv) the date of the debtor’s admission

to the no-asset procedure;

(v) the date of termination; and

(vi) a summary of the effect of

termination.

PART IX—ADMINISTRATION OF INSOLVENT

DECEASED’S ESTATES

Application by

executor or

administrator, etc.

75. For the purposes of section 364 (4)(b)(ii) of the Act,

the prescribed time is twenty eight days.

Certificate lodged

by the Public

Trustee has effect

as application and

order.

76. The certificate lodged by the Public Trustee pursuant

to section 368(2) of the Act shall be in Form 31 set out in the

First Schedule.

Voluntary

liquidation of a

company.

77A. (1) When making an application for voluntary

liquidation of a company, the Liquidator shall also lodge the

following documents with the Registrar of companies—

(a) a special resolution of the shareholders regarding the

application for liquidation as set out in Form 32A;

a statutory declaration in Form 32B as set out in the First

Schedule;

(b) a statement of financial position in Form 32 as set out in

the First Schedule;

(b) audited accounts from an auditor approved by the


(b) proof of payment of the requisite fee for voluntary

liquidation as specified in the Second Schedule.

43

(2) Upon lodging the documents under sub-regulation (1)

the liquidator shall publish, within thirty days of appointment as

a liquidator, a notice of intention to liquidate

(3) The publication under subregulation (2) shall be in–

(a) a newspaper circulating in the area in which the

company has its principal place of business in Kenya; and

(b) the Gazette.

(4) The liquidator shall hold the first meeting of creditors

within thirty days of the notice of intention to liquidate. Liquidation by

court. 77B. (1) For the purposes of section 425 of the Act An

application for liquidation shall be—

( ) by way of a petition in Form 32C as set out in the First

Schedule; and

( ) accompanied by a verifying affidavit in Form 32D as set


(2) The petition for liquidation shall be accompanied by

the following documents—

(a) a statutory demand in Form 32E set out in the First

Schedule if the reason for petition is indebtedness; and

(b) a statement of financial position in Form 32 as set out

in the First Schedule where necessary.

Notice of

appointment of a

liquidator.

77C. Upon appointment as a liquidator, the liquidator

shall–

( ) within thirty days of appointment, issue the Official

Receiver with a notice of appointment in Form 32F as set

out in the First Schedule; and

( ) pay the requisite fee specified in the Second Schedule.

Liquidation order. 77D. For the purpose of section 425 of the Act the

Liquidation Order shall be in Form 32G as set out in the First

Schedule. Release of

liquidation

obligation.

77E. For the purpose of section 469 (2) (c) of the Act, the

period within which a liquidator is released from the liquidator’s

obligations with respect to the company shall be within seven

days of lodging the resignation notice in Form 32H as set out in

the First Schedule, with the Registrar.

Notice for lack of

quorum. 77F. For the purpose of section 402 (6) of the Act, if a

quorum is not present at the meeting, the liquidator shall make a

return that the meeting was duly convened and that no quorum

was present, in form of a notice to the Registrar in Form 32I set

out in the First Schedule. Notice of 77G. (1) For the purpose of section 402 (1) (a) of the Act,

44

liquidator’s

statement of

accounts.

the statement of accounts shall be in Form 32J as set of the First

Schedule.

(2) For the purpose of section 402 (2) of the Act, the

notice of liquidator’s statement of accounts shall be in Form 32K

as set of the First Schedule.

PART X—LIQUIDATION OF COMPANIES

Division 1—General provisions

Effect of

company’s

insolvency.

77. (1) For the purpose of section 403(4)(a)(iv) of the

Act, the statement of the company’s financial position shall be in

Form 32 set out in the First Schedule and is required to contain

the following information—

(a) a list of the company’s assets, divided into

such categories as are appropriate for easy

identification, with estimated values assigned

to each category;

(b) in the case of any property on which a claim

against the company is wholly or partly

secured, particulars of the claim and its

amount, and the manner in which and the

period when the security was created;

(c) the names and addresses of the company’s

preferential creditors, with the amounts of their

respective claims;

(d) the names and addresses of the company’s

unsecured creditors, with the amounts of their

respective claims;

(e) particulars of any debts owed by or to the

company to or by persons connected with it;

and

(f) the names and addresses of the company’s

members, with details of their respective

shareholdings.

(2) For the purpose of section 402(4)(a)(iv), the statement

of the company’s financial position is required to include a

certificate by the liquidator that, to the best of the liquidator’s

knowledge and belief, the statement is correct.

Voluntary

liquidation of a

company.

77A. (1) When making an application for voluntary

liquidation of a company, the Liquidator shall also lodge the

following documents with the Registrar of companies—

(a) a special resolution of the shareholders regarding the

45

application for liquidation as set out in Form 32A;

(b) a statutory declaration in Form 32B as set out in the First

Schedule;

(c) a statement of financial position in Form 32 as set out in

the First Schedule;

(d) audited accounts from an auditor approved by the


(e) proof of payment of the requisite fee for voluntary

liquidation as specified in the Second Schedule.

(2) Upon lodging the documents under sub-regulation (1)

the liquidator shall publish, within thirty days of appointment as

a liquidator, a notice of intention to liquidate

(3) The publication under subregulation (2) shall be in–

(a) a newspaper circulating in the area in which the

company has its principal place of business in Kenya; and

(b) the Gazette.

(4) The liquidator shall hold the first meeting of creditors

within thirty days of the notice of intention to liquidate. Liquidation by

court. 77B. (1) For the purposes of section 425 of the Act An

application for liquidation shall be—

(a) by way of an application in Form 32C as set out in the

First Schedule; and

(b) accompanied by a verifying affidavit in Form 32D as set


(2) The application for liquidation shall be accompanied

by the following documents—

(a) a statutory demand in Form 32E set out in the First

Schedule if the reason for application is indebtedness; and

(b) a statement of financial position in Form 32 as set out

in the First Schedule where necessary.

Notice of

appointment of a

liquidator.

77C. Upon appointment as a liquidator, the liquidator

shall–

(a) within thirty days of appointment, issue the Official

Receiver with a notice of appointment in Form 32F as set

out in the First Schedule; and

(b) pay the requisite fee specified in the Second Schedule.

Liquidation order. 77D. For the purpose of section 425 of the Act the

Liquidation Order shall be in Form 32G as set out in the First

Schedule. Release of 77E. For the purpose of section 469 (2) (c) of the Act, the

46

liquidation

obligation. period within which a liquidator is released from the liquidator’s

obligations with respect to the company shall be within seven

days of lodging the resignation notice in Form 32H as set out in

the First Schedule, with the Registrar.

Notice for lack of

quorum. 77F. For the purpose of section 402 (6) of the Act, if a

quorum is not present at the meeting, the liquidator shall make a

return that the meeting was duly convened and that no quorum

was present, in form of a notice to the Registrar in Form 32I set

out in the First Schedule. Notice of

liquidator’s

statement of

accounts.

77G. (1) For the purpose of section 402 (1) (a) of the Act,

the statement of accounts shall be in Form 32J as set of the First

Schedule.

(2) For the purpose of section 402 (2) of the Act, the

notice of liquidator’s statement of accounts shall be in Form 32K

as set of the First Schedule.

Additional

particulars

statement of

financial position

before creditors.

78.(1) For the purpose of section 407(3)(a)(i) of the Act,

the prescribed details are list of the company’s assets, divided

into such categories as are appropriate for easy identification,

with estimated values assigned to each category.

(2) For the purpose of section 407(3)(a)(iv), the following

additional information is required—

(a) in the case of any property on which a claim


secured, particulars of the claim and its

amount, and of the manner in which and the

period when the security was created;

(b) particulars of any debts owed by or to the

company to or by persons connected with it;

and

(c) the names and addresses of the company’s


shareholdings.

Particulars of the

company’s

statement of affairs.

78A. (1) For the purpose of section 433 (2) (a) of the Act,

the prescribed particulars shall include—

(a) a list of the company’s assets, divided into such

categories as may be appropriate for easy identification,

with estimated values assigned to each category; and

(b) particulars of any debts owed by or to the company to or

by persons connected with it.

Court Bailiff. 79. The court bailiff is a prescribed officer of the Court for

purposes of section 436(2) of the Act.

Delegated functions 79A. For the purpose of section 459 (1) of the Act, a

47

of the Liquidator liquidator may exercise the functions imposed on the Court with

regards to the matters specified under section 459 (2) of the Act.

Division 2—Resignation of liquidator from office: voluntary

liquidation

Effect of

regulations 80 to

84.

80. Regulations 80 to 84 are intended to give effect to or

supplement the provisions of section 467 of the Act relating to

the resignation of a liquidator.

Resignation from

office of liquidator.

81. (1) A liquidator may resign from office only in

accordance with these Regulations.

(2) Before resigning office, the liquidator shall, by notice to

the company’s creditors, convene a meeting of creditors for the

purpose of considering the liquidator’s resignation, which notice

shall be in Form 32L set out in the First Schedule.

(3) The liquidator shall—

(a) indicate in the notice that the purpose, or one

of the purposes, of the meeting is to consider

the liquidator’s resignation; and

(b) draw the attention of creditors to section 469 or

section 470 of the Act, whichever is

appropriate, with respect to the liquidator’s

release from his responsibilities.

(4) At the same time as sending the notice to creditors, the

liquidator shall send a copy of to the notice to the Official

Receiver.

(5) The liquidator shall attach to, or enclose with, the

notice to creditors an account of the liquidator’s administration

of the liquidation, including a summary of the liquidator’s

receipts and payments, which statement shall be in Form 33 set

out in the First schedule.

(6) Subject to paragraph (7), the liquidator may resign from

office under this regulation only on grounds of ill health or

because—

(a) the liquidator intends to cease practising as an

insolvency practitioner; or

(b) some conflict of interest or change of personal

circumstances has arisen that precludes or

makes impracticable the further discharge by

the liquidator of the responsibilities of

liquidator.

(7) If two or more persons are acting as liquidator jointly,

any one of them may proceed under this regulation, without

affecting the continuation in office of the other or others, on the

ground that, in the liquidator’s opinion and that of the other or

48

others, the existing number of joint liquidators is no longer

necessary.

Creditors’ meeting

convened to

consider

liquidator’s

resignation.

82. (1) This regulation applies to a meeting convened to

consider the liquidator’s resignation.

(2) If the person presiding the meeting is not the Official

Receiver and at the meeting a resolution is passed—

(a) that the liquidator's resignation be accepted;

(b) that a new liquidator be appointed; or

(c) that the resigning liquidator not be released,

the person presiding shall, within three days after the date on

which the meeting is held, send to the Official Receiver a copy

of the resolution.

(3) If the meeting has resolved to accept the liquidator’s

resignation, the person presiding shall—

(a) send to the Official Receiver a notice to that

effect;

(b) where the creditors have resolved to appoint a

new liquidator to replace the liquidator who

has resigned, include in the notice details of

the new liquidator’s appointment; and

(c) the notice shall be in Form 34 set out in the

First Schedule.

(4) If the meeting accepts the liquidator’s resignation, the

liquidator shall, as soon as practicable after the meeting, lodge

with the Court a copy of the resignation notice, together with a

copy of the account sent to creditors under regulation 81(5).

(5) The liquidator’s resignation is effective as from the

date on which the liquidator lodges the copy of the resignation

notice with the Court that date to be endorsed on the copy notice

by the Registrar of the Court.

Leave to resign

granted by the

Court.

83. (1) If, at a creditors’ meeting convened to accept the

liquidator’s resignation, the meeting resolves that the resignation

shall not be accepted, the Court may, on the liquidator’s

application, make an order giving the liquidator leave to resign.

(2) The Court—

(a) may include in the order such provisions as it

considers appropriate with respect to matters

arising in connection with the resignation; and

(b) if it does so, shall determine the date from

which the liquidator’s release is effective.

(3)The Registrar of the Court shall send two sealed copies

of the order to the liquidator, who, without delay, shall send one

49

of the copies to the Official Receiver.

(4)The Court shall send two sealed copies of the order to the

liquidator, who, without delay, shall send one of them to the

Registrar of Companies.

Advertisement of

resignation. 84. If a new liquidator is appointed in place of one who has

resigned, the new liquidator shall, in giving notice of the

appointment in Form 34 as set out in the First Schedule, state—

(a) that the liquidator’s predecessor has resigned;

and

(b) if it is the case, that the liquidator has been

released from the liquidator’s responsibilities.

Division 3—Removal of liquidator from office

Effect of

regulations 85 to

91.

85. Regulations 85 to 91 are intended to give effect to or

supplement the provisions of section 468 of the Act relating to

the removal of a liquidator from office by the company’s

creditors or by the Court.

Meeting of

creditors to remove

liquidator.

86. (1) If a meeting of creditors is convened for the purpose

of removing the liquidator, the convener shall—

(a) indicate in the notice of the meeting that that is

the purpose, or one of the purposes, of the

meeting; and

(b) in the notice draw the attention of creditors to

section 468(2)(b) of the Act with respect to the

liquidator’s release.

(2) At the time of sending the notice stated under

paragraph (1), the convener shall send a copy of the notice to the

Official Receiver.

(3) At the meeting, the meeting may elect a person other

than the liquidator or the liquidator’s nominee to preside at the

meeting.

(4) Despite paragraph (3), if the liquidator or the

liquidator’s nominee presides at the meeting and a resolution has

been proposed for the liquidator’s removal, the person presiding

may adjourn the meeting only with the consent of at least one-

half, in value, of the creditors present , either in person or by

proxy, and entitled to vote.

(5) If the person presiding the meeting is not the Official

Receiver and at the meeting a resolution is passed—

(a) that the liquidator be removed;

50

(b) that a new liquidator be appointed; or

(c) that the removed liquidator shall not be given

the liquidator’s release,

the person presiding shall, within three days after the date on

which the meeting is held, send to the Official Receiver a copy

of the resolution.

(6) If the meeting has resolved to remove the liquidator,

the person presiding shall—

(a) send to the Official Receiver a notice to that

effect; and

(b) if the creditors have resolved to appoint a new

liquidator to replace the liquidator who has

resigned, include in the notice details of the

new liquidator’s appointment.

Creditors meeting

to remove

liquidator.

87. (1) If requested by twenty five per centum in value of

the company's creditors ,excluding those who are connected with

the company, the liquidator shall, within three days after

receiving the request, convene a meeting under section 468(2)(b)

of the Act for the purpose of considering the removal of the

liquidator.

(2) The liquidator shall—

(a) specify the agenda or one of the agenda of

convening the meeting is for the removal of the

liquidator; and

(b) in the notice draw the attention of creditors to

section 469(2) of the Act with respect to the

liquidator's release.

(3) At the meeting, the meeting may elect a person other

than the liquidator or the liquidator’s nominee to preside at the

meeting.

(4) Despite paragraph (3), if the liquidator or the

liquidator’s nominee is the person presiding and a resolution has

been proposed for the liquidator's removal, the person presiding

may not adjourn the meeting without the consent of at least one-

half, in value ,of the creditors present in person or by proxy and

entitled to vote.

Court's power to

regulate meetings

under regulations

86 or 87.

88. If a meeting under regulation 86 or 87 is to be held, or

is proposed to be convened, the Court may, on the application of

any creditor, give directions concerning any of the following

matters—

(a) the mode of convening the meeting;

(b) the sending out and return of forms of proxy;

51

(c) the conduct of the meeting; and

(d) any other matter that appears to the Court to

require regulation or control under this

regulation.

Procedure on

removal.

89. If the creditors have resolved that the liquidator be

removed, the person presiding at the creditors' meeting shall

without delay—

(a) if at the meeting another liquidator was not

appointed, send a copy of the resolution to the

Registrar; and

(b) if at the meeting another liquidator was

appointed,deliverappointed, deliver a copy of

the resolution to the new liquidator, who shall

send it to the Registrar.

Notice of removal.

90.If a new liquidator is appointed in place of one who has

been removed from office, the new liquidator shall, in giving

notice of the appointment, state—

(a) that the liquidator’s predecessor has been

removed from office; and

(b) if it is the case, that the liquidator has been

released from the liquidator’s responsibilities.

Application for

removal of

liquidator by the

Court or for order

directing holding of

creditors’ for

removal of

liquidator.

91. (1) This regulation applies when an application is made

to the Court for the removal of the liquidator, or for an order

directing the liquidator to convene a meeting of creditors for the

purpose of removing the liquidator.

(2) The Court may, if it considers that no sufficient cause

is shown for the application, dismiss it, but it may do so only if

the applicant has been given an opportunity to attend the Court

for an ex parte hearing of which the liquidator has been given at

least seven days' notice.

(3) If the application is not dismissed under paragraph (2),

the Court shall fix a date, time and place for it to be heard.

(4) The Court may require the applicant to make a deposit

or give security for the costs to be incurred by the liquidator on

the application.

(5) At least fourteen days before the hearing, the applicant

shall—

(a) send to the liquidator and the Official Receiver

a notice specifying the date, time and place of

the hearing; and

(b) attach to, or enclose with, the notice a copy of

the application, and of any evidence that the

liquidator intends to adduce in support of it.

52

(6) Subject to any contrary order of the Court, the costs

of the application shall not be payable out of the assets of the

company.

(7) If the Court makes an order removing the liquidator

from office, the Registrar of the Court shall send copies of the

order to the liquidator and to the Official Receiver.

(8) The Court may include in an order removing the

liquidator from office such provisions as it considers appropriate

with respect to matters arising in connection with the removal.

Division 4—Release of liquidator who has resigned or been

removed from office

Regulations 93 and

94 to apply to the

release of resigning

or removed

liquidator.

92. Regulations 93 and 94 apply to the release of a

liquidator who has resigned or been removed from office in

accordance with section 467 or 468 of the Act.

Release of

resigning or

removed liquidator.

93. (1) If the liquidator's resignation is accepted by a

meeting of creditors and the meeting has not resolved against the

liquidator’s release, the release takes effect from the time when

the liquidator’s resignation takes effect.

(2) If the liquidator is removed by resolution of a meeting

of creditors and the meeting has not resolved against the

liquidator’s release, the person presiding at the meeting shall

state the fact of the liquidator’s release in the notice of the

resolution.

(3) If the liquidator—

(a) resigns, and the creditors' meeting convened to

receive the liquidator’s resignation has

resolved against the liquidator’s release; or

(b) is removed by a creditors' meeting which has

so resolved, or is removed by the Court,

the liquidator shall apply to the Attorney-General for the

liquidator’s release.

(4) When the Attorney-General gives the release, the

liquidator shall certify it accordingly and send the certificate to

the Official Receiver, who shall lodge the certificate with the

Court.

(5) The Attorney-General shall send a copy of the

certificate to the former liquidator, whose release shall be

effective from the date of the certificate.

Release of

liquidator in the

case of company

liquidated

94. For the purposes of section 469(2)(c) of the Act

relating to the release of a liquidator in the instance where the

company is liquidated voluntarily, the prescribed time shall be

53

voluntarily. twenty eight days.

Release of

liquidator in the

case of company

liquidated by the

Court.

95. For the purposes of section 470(4)(d) of the Act

relating to release of a liquidator in the instance where the

company is liquidated by the Court, the prescribed time shall be

forty five days.

Provable debt. 95A. (1) For the purpose of Part VI, Division 8 of the Act,

a creditor’s claim is a document that a creditor submits to the

liquidator for the purpose of proving the debt.

(2) A provable debt is a debt or liability that the company

owes—

(a) at the commencement of the liquidation; or

(b) after the commencement of liquidation based on

an obligation incurred by the company before the

commencement of liquidation.

(3) A debt is proved when it is allowed by the liquidator.

(4) A creditor who wishes to lodge a claim in liquidation

shall follow the procedure set out in the Third Schedule. Division 5—Ending liquidation

Share of assets to

be made available

for unsecured

creditors where

floating charge

relates to

company’s

property.

96. (1) For the purposes of section 474(2)(a) of the Act, the

portion of the company’s net assets that are to be made available

for the satisfaction of unsecured debts is twenty per centum.

(2) For the purposes of section 474(3)(a) of the Act, the

company’s net assets shall be a minimum of five hundred

thousand shillings .

Appointment of

special manager to

manage business of

company in

liquidation or

provisional

liquidation.

97. (1) For the purposes of section 475(5)(a) of the Act, the

security to be given by a special manager is an amount not less

than the value of the assets in respect of which the special

manager is appointed, as estimated by the liquidator or

provisional liquidator in the application to the Court for the

appointment of the special manager or in a report accompanying

the application.

(2) In making an application to the Court for the

appointment of a special manager, the applicant shall attach to

the application a report that specifies the reasons for the

application and includes the applicant’s estimate of the value of

the assets in respect of which the special manager is to be

appointed.

(3) For the purposes of section 475(5)(b) of the Act, the

accounting records to be prepared and kept by a special manager

54

are the same as those required to be kept by a liquidator.

(4) For the purposes of section 475(5)(c) of the Act, the

accounting records may be produced to the following persons—

(a) the Official Receiver ;

(b) creditors of the company;

(c) directors of the company;

(d) contributories of the company; and

(e) any other person with legitimate interest in the

company’s affairs.

Power of liquidator

to disclaim onerous

property.

98. For the purposes of section 476 of the Act, the form for

a notice disclaiming onerous property is required—

(a) to have the title “Notice of disclaimer under

section 476 of the Act ;

(b) to identify the company in liquidation;

(c) to identify and provide contact details for the

liquidator;

(d) to contain such particulars of the property

disclaimed as shall enable it to be easily

identified;

(e) to state that the liquidator of the company

disclaims all the company’s interest in the

property; and

(f) to be authenticated and dated by the liquidator.

Notice of

disclaimer of

onerous property.

98A. For the purpose of section 476 (1) of the Act, the

notice of disclaimer of onerous property shall be in Form 34A as


Creditor not

entitled to retain

benefit of execution

or attachment

against liquidator in

certain

circumstances.

99. For the purposes of section 481 of the Act, a

charging order made by a Court in respect of land is a

prescribed event.

Interest on debts to

be paid if surplus

permits.

100. The rate of interest payable under section 486 of the

Act in respect of a debt is six per centum.

Liquidator to lodge

periodic statements

with Registrar.

101. (1) The intervals at which a liquidator is required to

lodge statements with the Registrar under section 489 of the Act

are six months.

(2) The statement shall contain the heading “statement of

affairs” and shall be in Form 32 set out in the First Schedule and

shall contain—

55

(a) the identification details for the company;

(b) a statement that it is a statement of the affairs

of the company on a specified date, being—

(i) the date of the liquidation order; or

(ii) a date specified by the Official

Receiver;

(c) a list of the company’s shareholders with the

following information about each one—

(i) the shareholder’s name and postal

address;

(ii) the type of shares held by the

shareholder;

(iii) the nominal amount of the shares

held by the shareholder;

(iv) the number of shares held by the

shareholder;

(v) the amount called up on each share;

and

(vi) the total amount of shares called up;

(d) the total amount of shares called up held by all

shareholders;

(e) a summary of the assets of the company,

setting out the book value and estimated

realisable value of—

(i) the assets subject to a fixed charge;

(ii) the assets subject to a floating

charge;

(iii) the uncharged assets; and

(iv) the total value of all the assets

available for preferential creditors;

(f) a summary of the liabilities of the company,

setting out—

(i) the amount of preferential debts;

(ii) an estimate of the deficiency with

respect to preferential debts or the

surplus available after paying the

preferential debts;

(iii) the amount of debts secured by

floating charges;

(iv) an estimate of the total assets

available to pay debts secured by

56

floating charges;

(v) an estimate of the deficiency with

respect to debts secured by floating

charges or the surplus available

after paying the debts secured by

fixed or floating charges;

(vi) the amount of unsecured debts

,excluding preferential debts;

(vii) an estimate of the deficiency with

respect to unsecured debts or the

surplus available after paying

unsecured debts;

(viii) the issued and called up capital;

and

(ix) an estimate of the deficiency with

respect to, or surplus available to,

members of the company;

(g) subject to paragraphs (2) and (3) a list of the

company’s creditors identifying—

(i) any creditors under hire-purchase,

chattel leasing or conditional sale

agreements;

(ii) any customers claiming amounts

paid in advance of the supply of

goods or services; and

(iii) any creditors claiming retention of

title over property in the company’s

possession;

(h) subject to paragraph (2), for each listed

creditor—

(i) the name and postal address;

(ii) the amount of the debt owed to the

creditor;

(iii) the details of any security held by

the creditor;

(iv) the date the security was given; and

(v) the value of the security held by the

creditor.

(2) If the details required under paragraph (1)(h) relate to

creditors who are either—

(a) employees or former employees of the

company; or

57

(b) customers claiming amounts paid in advance

for the supply of goods and services,

the statement is required to include those particulars.

Class of persons

who may apply for

an administration

order.

101A. (1) For the purpose of section 532 (1) (e) of the Act,

the persons who may apply to court for an administration order

shall include—

( ). the official receiver;

( ). the Registrar of Companies; and

( ). the employees of the companies.

(0) An application for an administration order under

subregulation (1) shall be in Form 36 as set out in the

First Schedule.

(0) The administration order shall be in Form 37 as set out

in the First Schedule.

Class of persons

who the applicant

of an administration

order may notify.

101B. For the purpose of section 532 (2) (b) of the Act, the

persons who the applicant of an administration order may notify

shall include—

( ). the official receiver;

( ). the Registrar of Companies;

( ). the Company;

( ). the directors of the companies; and

( ). the creditors.

PART XI—COMPANY ADMINISTRATION

Division 1—Appointment of administrators

Class of persons

who may apply for

an administration

order.

101A. (1) For the purpose of section 532 (1) (e) of the Act,

the persons who may apply to court for an administration order

shall include—

(a). the official receiver;

(b). the Registrar of Companies; and

(c). the employees of the companies.

(1) An application for an administration order under

subregulation (1) shall be in Form 36 as set out in the

First Schedule.

(2) The administration order shall be in Form 37 as set out

58


Class of persons

whom the applicant

of an administration

order may notify.

101B. For the purpose of section 532 (2) (b) of the Act, the

persons whom the applicant of an administration order may

notify shall include—


(b). the Registrar of Companies;

(c). the Company;

(d). the directors of the companies; and

(e). the creditors.

Appointment of

administrator by

holder of floating

charge.

102. (1) For the purposes of section 537 of the Act, a notice

of appointment of an administrator of a company is required to

be accompanied by an affidavit of statement of facts that

contains the information specified in paragraph (2).

(2) The notice of appointment shall be in Form 35 set out


(3) The affidavit referred to under paragraph (1) shall

contain the following information—

(a) if the application is made by a creditor on

behalf of that creditor and others, the names of

the others;

(b) if the application is made by the holder of a

qualifying floating charge, details of the charge

including—

(i) the date of the charge;

(ii) the date on which it was registered;

and

(iii) the maximum amount if any secured

by the charge;

(c) if the company is registered under the

Companies Act 2015—

(i) its nominal capital, the number of

shares into which the capital is

divided, the nominal value of each

share and the amount of capital paid

up or treated as paid up, or

(ii) that it is a company limited by

guarantee;

(d) the principal business carried on by the

company;

(e) that the applicant believes, for the reasons set

out in the statutory declaration in support of

59

the application, that the company is, or is likely

to become, unable to pay its debts;

(f) the address for service of the applicant or the

applicant’s advocate;

(g) the names and addresses of the holders of prior

floating charges and details of the charges;

(h) a statement indicating—

(i) whether the company is subject to

insolvency proceedings at the date of

the notice; and

(ii) if it is, details of the proceedings.

Duty of holder of

relevant floating

charge to notify

appointment to

administrator and

other persons.

103. The following persons are prescribed for the purposes

of section 539 of the Act—

(a) the Court;

(b) the Official Receiver;

(c) the directors of company;

(d) contributories of company; and

(e) the company’s creditors.

Notice to be given

of intention to

appoint

administrator.

104. (1) The following persons are prescribed for the

purposes of section 545(2) of the Act—

(a) the Court;

(b) Official Receiver;

(c) the directors of the company;

(d) any supervisor of a company voluntary

arrangement contributories of the company;

and

(e) any of the company’s creditors who has

commenced execution of a judgment or a

distress against the company and the execution

or distress has not been completed by payment

of money.

(2) The notice of intention referred to in section 545 (2) of

the Act shall be in Form 35 as set out in the First

Schedule and state—

(a) the identification details for the company

immediately below the heading;

(b) the name and address of the appointer;

(c) a statement that the appointer intends to

60

appoint an administrator of the company;

(d) the name and address of the proposed

administrator;

(e) a statement that the appointer is the holder of

the qualifying floating charge in question and

that it is now enforceable;

(f) the details of the charge, the date on which it

was registered and the maximum amount if

any secured by the charge;

(g) a statement that the notice is being given to

the holder of each relevant prior floating

charge;

(h) the names and addresses of the holders of

such prior floating charges and details of the

charges; and

(i) a statement whether the company is or is not

subject to insolvency proceedings at the date of

the notice, and details of the proceedings if it

is.

(3) The notice shall be in Form 35 set out in the First

Schedule.

(4) The notice of intention shall be served upon—



(c). the Company;

(d). the directors of the companies; and

(e). the creditors.

Person giving

notice of intention

to appoint

administrator to

lodge certain

documents with the

Court.

105. (1) The following documents are prescribed for the

purposes of section 546 of the Act—

(a) three copies of the notice of appointment; and

(b) evidence of the administrator’s consent to act.

(2) The period prescribed for the purpose of section 546 of

the Act is twenty eight days.

Person appointing

administrator under 106. (1) The following documents are prescribed for the

61

section 541 of the

Act to lodge certain

documents with the

Court.


(a) a statement of the company’s financial

position;

(b) proof documents of shareholding in the

company;

(c) certificate of authorisation; and

(d) personal security.

(2) The following information is prescribed for the


(a) the name of the court that has jurisdiction;

(b) identification details for the company, which

are to be inserted immediately below the

heading;

(c) a statement that the company or the directors,

as the case may be, intend to appoint an

administrator of the company;

(d) the name and address of the proposed

administrator;

(e) the names and addresses of the persons to

whom notice is being given in accordance with


(f) a statement that each of those persons is or

may be entitled to appoint an administrator of

the company under section 534 of the Act;

(g) a statement that the company has not within

the preceding twelve months been—

(i) in administration, or

(ii) the subject of a moratorium under

Part IXA of the Act that ended on a

date when no company voluntary

arrangement was in force; or

(iii) the subject of a company voluntary

arrangement that was made during a

moratorium under Part IX of the

Act and that ended prematurely

within the meaning of section 635

of the Act;

(h) a statement that in relation to the company

there is no—

(i) application for the liquidation of the

company that has been presented

but not yet disposed of, or

62

(ii) administration application which

has not yet been disposed of; or

(i) a statement that the notice is accompanied (as

appropriate) by either—

(i) a copy of the resolution of the

company to appoint an

administrator, or

(ii) a record of the decision of the

directors to appoint an administrator;

(j) a statement that if a recipient of the notice who

is named in paragraph (2) (e) wishes to consent

in writing to the appointment that person may

do so but that after seven days have expired

from delivery of the notice the appoint or may

make the appointment although such a

recipient has not replied.

(3) The notice is required to be accompanied by—

(a) if the company intends to make the

appointment—a copy of the resolution of the

company to appoint an administrator; or

(b) if the directors intend to make the

appointment—by a record of the decision of

the directors,

(4) If notice of intention to appoint is given under section

545 of the Act, a copy of the notice under subsection (2) of that

section is required to be delivered at the same time to—

(a) any enforcement officer, enforcement agent or

other officer who, to the knowledge of the

person giving the notice, is charged with

distress or other legal process against the

company;

(b) any person who, to the knowledge of the

person giving the notice, has distrained against

the company or its property;

(c) any supervisor of a company that is subject to

a voluntary arrangement under Part IX of the

Act; and

(d) the company, if the company is not intending

to make the appointment.

(5) The period prescribed for the purposes of section 548 of

the Act is twenty eight days.

Person making

appointment to

notify appointment

107. The following persons are prescribed for the purposes


63

to administrator and

others.

(a) the Court;


(c) the directors of the company;

(d) the contributories of the company;

(e) the company’s creditors.

Division 28- Process of Administration

Announcement of

administrator’s

appointment.

108. (1) The following publications are prescribed for the


(a) the Kenya Gazette; and

(b) one or more newspapers that are widely

circulated within Kenya.

(2) The following locations are prescribed for the purposes


(a) the office of the Official Receiver;

(b) the registered office of the company;

(c) the Companies Registry.

Class of persons

whom may be

notified of the

administrator’s

appointment notice.

108A. For the purpose of section 563(5) of the Act, the

class of persons whom the administrator may notify of his

appointment shall include–



(c). the Company;

(d). the directors of the companies; or

(e). the creditors.

Relevant persons to

provide

administrator with

statement of

company’s affairs.

109. (1) The statement of the company's affairs required

by section 564 of the Act is required to be headed “statement of

affairs” and—

(a) to identify the company immediately below the

heading; and

(b) to state that it is a statement of the affairs of

the company on a specified date, being the date

on which it entered administration.


following particulars of the company’s property, debts and

liabilities are prescribed—



identification, and with each category given an

64

estimated value;



secured, particulars of the claim, and of how

and when the security was created;

(c) the names and addresses of the preferential

creditors, with the amounts of their respective

claims;

(d) the names and addresses of the unsecured

creditors with the amounts of their respective

claims;

(e) particulars of any debts owed by the company

to persons connected with it;

(f) particulars of any debts owed to the company

by persons connected with it;

(g) the names and addresses of the company’s


shareholdings; and

(h) any other particulars that the administrator

considers appropriate for inclusion in the

statement.

(3) The statement of affairs shall be in Form 33 set


Administrator's

proposals:

additional content.

110. (1) This regulation applies to the administrator’s

statement of proposals required by section 566 (2)(a) of the Act

to be sent to the Registrar, creditors and members.

(2) The administrator shall in the administrator’s statement

of proposals identify the relevant proceedings and, in addition to

the matters set out in section 566 of the Act, specify—

(a) any other trading names of the company;

(b) details of the administrator’s appointment,

including—

(i) the date of appointment;

(ii) the person making the application or

appointment; and

(iii) if a number of persons have been

appointed as administrators, details

of the matters set out in section 616

relating to the exercise of their

functions;

(c) the names of the directors and secretary of the

company and details of any shareholdings in

65

the company that they may have;

(d) an account of the circumstances giving rise to

the appointment of the administrator;

(e) if a statement of the company's affairs has been

submitted—

(i) a copy or summary of it, except so

far as an order under regulation 122

or 123 limits disclosure of it, and

excluding any schedule referred to in

regulation 28(4), or the particulars

relating to individual creditors

contained in any such schedule; and

(ii) a statement of affairs has been

submitted but it does not include any

such summary or, if it does, the

administrator believes it is no

complete;

(j) a statement specifying—

(i) how it is envisaged the purpose of

the administration will be achieved;

and

(ii) how it is proposed that the

administration will end, including, if

it is proposed that the administration

will end by the company moving to a

creditors' voluntary liquidation; and

(iii) details of the proposed liquidator;

(k) a statement that the creditors may, before the

proposals are approved, nominate a different

person as liquidator in accordance with section

600(7)(a);

(l) either—

(i) the method by which the

administrator has decided to seek a

decision from creditors as to whether

they approve the proposals; or

(ii) the administrator’s reasons for not

seeking a decision from creditors;

(m) the manner in which the affairs and business of

the company—

(i) have, since the date of the

administrator's appointment, been

managed and financed, including, if

any assets have been disposed of, the

66

reasons for the disposals and the

terms on which the disposals were

made; and

(ii) will, if the administrator's proposals

are approved, continue to be

managed and financed;

(n) any other information that the administrator

thinks necessary to enable creditors to decide

whether or not to vote for the adoption of the

proposals.

(3) Except when the administrator proposes a voluntary

arrangement in relation to the company, the administrator shall

also include in the statement made under section 566—

(a) to the best of the administrator's knowledge

and belief, an estimate of the value of—

(i) the prescribed part whether or not

the administrator might be required

under section 474 to make the

prescribed part available for the

satisfaction of unsecured debts; and

(ii) the company's net assets ,as defined

by section 474(6); and

(b) a statement whether, the administrator

proposes to make an application to the Court

under section 474(5) and if so the reason for

the application

(4) The administrator may exclude from an estimate under

paragraph (2)(a) information the disclosure of which could

seriously prejudice the commercial interests of the company.

(5) If the exclusion of such information affects the

calculation of an estimate, the administrator shall say so in the

report.

(6) The administrator shall also include in the document

containing the statement of proposals ,but not as part of the

proposals—

(a) the basis on which it is proposed that the

administrator's remuneration should be fixed;

and

(b) a statement of any pre-administration costs

charged or incurred by the administrator or, to

the administrator's knowledge, by any other

person qualified to act as an insolvency

practitioner.

67

Administrator's

proposals:

statement of pre-

administration

costs.

111. (1) The administrator shall include in the statement of

pre-administration costs under regulation 110 (6)(b)—

(a) details of any agreement under which the fees

were charged and expenses incurred, including

the parties to the agreement and the date on

which the agreement was made;

(b) details of the work done for which the fees

were charged and expenses incurred;

(c) an explanation of why the work was done

before the company entered administration and

how it had been intended to further the

achievement of an objective specified in

section 522(1) of the Act in accordance with

subsections (2) to (4) of that section;

(d) a statement of the amount of the pre-

administration costs, setting out separately—

(i) the fees charged by the

administrator;

(ii) the expenses incurred by the

administrator;

(iii) the fees charged , to the

administrator's knowledge by any

other person qualified to act as an

insolvency practitioner, if more than

one, by each separately; and

(iv) the expenses incurred ,to the

administrator's knowledge, by any

other person qualified to act as an

insolvency practitioner, if more than

one, by each separately;

(e) a statement of the amounts of pre-

administration costs which have already been

paid, set out separately as under subparagraph

(d);

(f) the identity of the person who made the

payment or, if more than one person made the

payment, the identity of each such person and

of the amounts paid by each such person set

out separately as under subparagraph (d);

(g) a statement of the amounts of unpaid pre-

administration costs set out separately as under

subparagraph (d); and

(h) a statement that the payment of unpaid pre-

administration costs as an expense of the

68

administration is—

(i) subject to approval under paragraph

(2); and

(ii) not part of the proposals subject to

approval under section 570 of the

Act.

(2) When the administrator has made a statement of pre-

administration costs under regulation 1110(6)(b), the creditors'

committee , if any, may determine whether and to what extent

the unpaid pre-administration costs set out in the statement are

approved for payment.

(3) Paragraph (4) applies where—

(a) there is no creditors’ committee;

(b) there is a creditors’ committee but it does not make the

necessary determination; or

(c) the creditors’ committee does make the necessary

determination but the administrator or other insolvency

practitioner who has charged fees or incurred expenses as pre-

administration costs considers the amount determined to be

insufficient.

(4) When this paragraph applies, determination of whether

and to what extent the unpaid pre-administration costs are

approved for payment must be—

(a) by a meeting of the creditors; or

(b) in a case where the administrator has made a statement

under section 569(1)(b), by—

(i) the consent of each of the secured creditors, or

(ii) if the administrator has made, or intends to make, a

distribution to preferential creditors, by—

(aa) the consent of each of the secured creditors, and

(bb) the consents of preferential creditors of the company

holding debts amounting to more than fifty percent of the

preferential debts of the company (disregarding debts held by

any creditor who does not respond to an invitation to give or

withhold consent).

(5) The administrator must call a meeting of the creditors’

committee or the creditors if so requested for the purposes of

paragraphs (2) to (4) by another insolvency practitioner who has

charged fees or incurred expenses as pre-administration costs;

and the administrator must deliver notice of the meeting within

28 days of receipt of the request.

(6) The administrator (where the fees were charged or

expenses incurred by the administrator) or other insolvency

69

practitioner (where the fees were charged or expenses incurred

by that practitioner) may apply to the court for a determination

of whether and to what extent the unpaid pre-administration

costs are approved for payment if either—

(a) there is no determination under paragraph (2) or (4); or

(b) there is such a determination but the administrator or

other insolvency practitioner who has charged fees or incurred

expenses as pre-administration costs considers the amount

determined to be insufficient.

(7) Where there is a creditors’ committee the administrator

or other insolvency practitioner must deliver at least 14 days’

notice of the hearing to the members of the committee; and the

committee may nominate one or more of its members to appear,

or be represented, and to be heard on the application.

(8) If there is no creditors’ committee, notice of the

application must be delivered to such one or more of the

company’s creditors as the court may direct, and those creditors

may nominate one or more of their number to appear or be

represented, and to be heard on the application.

(9) The court may, if it appears to be a proper case, order

the costs of the application, including the costs of any member

of the creditors’ committee appearing or being represented on it,

or of any creditor so appearing or being represented, to be paid

as an expense of the administration.

(10) Where the administrator fails to call a meeting of the

creditors’ committee or the creditors in accordance with

paragraph (5), the other insolvency practitioner may apply to the

court for an order requiring the administrator to do so.

Administrator's

proposals: ancillary

provisions about

delivery.

112. (1) If the Court orders, on an application by the

administrator under section 622 of the Act, an extension of the

period in section 566(5)of the Act, the administrator shall as

soon as reasonably practicable after the making of the order

deliver a notice of the extension to—

(a) every creditor of the company; and

(b) every member of the company of whose

address the administrator is aware; and

(c) the Registrar.

(2) The administrator shall be considered to have

complied with paragraph (1)(b), if the administrator publishes a

notice complying with paragraph (3).

(3) As soon as reasonably practicable after the

administrator has delivered the statement of proposals or notice

of the extension to the company's creditors, the administrator

70

shall—

(a) publish, in such manner as the administrator

considers appropriate, a notice that that

statement has been so delivered; and

(b) state in the notice—

(i) that members may request in

writing a copy of the statement of

proposals or notice of the

extension, and

(ii) the address to which to write.

(4) However in the case of the statement of proposals,

publication may be no later than sixty days, or such other period

as may be agreed by the creditors or as the Court may order,

from the date on which the company entered administration.

Approval of

administrator’s

proposals.

113. (1) This regulation applies if the administrator is

required by section 568 of the Act to seek approval from the

company’s creditors of the statement of proposals made under

section 566 of the Act.

(2) The administrator shall attach to, or enclose with, the

statement of proposals delivered under section 566(4) of the Act

a notice to the creditors of the decision procedure in accordance

with the Third Schedule.

(3) If the administrator has made a statement under section

569(1) of the Act and has not sought a decision on approval from

creditors, the proposal shall be deemed to have been approved

unless a decision has been requested under section 569(2) of the

Act.

Invitation to

creditors to form a

creditors’

committee.

114.(1) If the administrator is required to seek a decision

from the company’s creditors under regulation 113, the

administrator shall at the same time deliver to the creditors a

notice inviting them to decide whether a creditors’ committee

should be established if sufficient creditors are willing to be

members of the committee.

(2) The administrator shall include in the notice—

(a) an invitation to creditors to nominate for

membership of the committee;

(b) a statement that nominations—

(i) are to be delivered to the

administrator by a date specified in

the notice; and

71

(ii) shall only be accepted if the

administrator is satisfied as to the

creditor’s eligibility under the Third

Schedule.

(3) The administrator shall also deliver a notice under this

regulation to the creditors at any other time when the

administrator seeks a decision from creditors and a creditors’

committee has not already been established at that time.

Notice of extension

of time to seek

approval.

115. If the Court orders an extension to the period set out

in section 568(1)(b) of the Act, the administrator shall, as soon

as practicable after receiving a copy of the order, deliver a notice

of the extension to each person to whom the administrator is

required to deliver a notice by section 566(4)of the Act.

Notice of the

creditors’ decision

on the

administrator’s

proposals.

116. (1) The administrator shall as soon as reasonably

practicable deliver a notice to the company’s creditors and every

other person who received a copy of the statement of proposals

of any decision taken by the creditors on the proposals and of the

date it was made, in addition to reporting to the Registrar and the

Court, as required by section 570(2) of the Act.

(2) The administrator shall attach to, or enclose with—

(a) the report to the Court; and

(b) the notice delivered to any creditor who

has not previously received the proposals,

a copy of the statement of proposals.

(3) The administrator shall ensure that a report required by

section 570(2) of the Act or a notice to the creditors under

paragraph (1) contains details of any modifications to the

proposals that were approved by the creditors.

Administrator's

proposals: revision. 117. (1) If section 571(1) of the Act applies, the

administrator shall ensure the statement of the proposed revision

required to be delivered to all the creditors and members

identifies the proceedings and includes—

(a) any other trading names of the company;

(b) details of the administrator’s appointment,

including—

(i) the date of appointment;

(ii) the person making the application

or appointment;

(c) the names of the directors and secretary of the

company and details of any shareholdings in

the company which they may have;

72

(d) a summary of the original proposals and the

reason or reasons for proposing a revision;

(e) details of the proposed revision, including

details of the administrator's assessment of the

likely impact of the proposed revision on

creditors generally or on each class of

creditors;

(f) if the proposed revision relates to the ending of

the administration by a creditors' voluntary

liquidation and the nomination of a person to

be the proposed liquidator of the company—

(i) details of the proposed liquidator;

and

(ii) a statement that the creditors may,

before the proposals are approved,

nominate a different person as

liquidator in accordance with

section 600(7)(a)of the Act;

(g) any other information that the administrator

considers necessary to enable creditors to

decide whether or not to vote for the proposed

revisions.

(2) As soon as reasonably practicable after sending the

statement of the proposed revisions to the creditors, the

administrator shall deliver a copy to the Registrar within

fourteen working days

(3) The period within which, subject to section 571(3) of

the Act, the administrator is required to send a copy of the

statement to every member of the company of whose address the

administrator is aware is seven days after sending the statement

of the proposed revision to each creditor.

(4) The administrator shall—

(a) publish the notice under section 571(3) and (4)

of the Act in such manner as the administrator

considers appropriate as soon as reasonably

practicable after the administrator has sent the

statement to the creditors; and

(b) state in the notice—

(i) that members may request in

writing a copy of the proposed

revision; and

(ii) state the address to which to

write.

Notice of result of 118. (1) As soon as reasonably practicable after the

73

creditors’ decision

on revised

proposals.

creditors have reached a decision on the statement of the

administrator's revised proposals, the administrator, shall in

addition to reporting to the Court and the Registrar, as required

by section 571(6) of the Act, deliver notice of the decision to

every creditor and to every other person who received a copy of

the original proposals.

(2) The administrator shall lodge with the Court a copy

of the statement of revised proposals.

(3) The administrator shall ensure that the notices under

section 571(6) of the Act or under this regulation contain

details of any modifications to the proposals which were

approved by the creditors.

(4) The administrator shall also deliver a copy of both

the original and the revised statement of proposals to any

creditors who did not receive notice of the decision procedure

or deemed consent procedure but of whose claim the

administrator has subsequently become aware.

Application of

regulations 121 and

122.

119. Regulations 121 and 122 apply to the disclosure of

information which would be likely to detrimentally affect the

conduct of the administration or might reasonably be expected to

lead to violence against any person.

Orders limiting

disclosure of

statement of affairs,

etc.

120. (1) If the administrator considers that the

circumstances in regulation 119 apply in relation to the

disclosure of—

(a) the whole or part of a statement of the

company's affairs, or

(b) any of the matters specified in regulation

111(1)(e), (f) and (g) relating to

administrator’s proposals,

the administrator may apply to the Court for an order in relation

to the statement of affairs, a specified part of it or a specified

part of the statement of proposals.

(2) The Court may order that—

(a) the statement of affairs;

(b) the specified part of the statement of affairs; or

(c) some or all of the specified part of the

statement of proposals,

are not to be delivered to the Registrar or, in the case of the

statement of proposals, to creditors or members of the company.

(3) As soon as reasonably practicable after receiving a copy

74

of the order, the administrator shall deliver to the Registrar—

(a) a copy of the order,

(b) the statement of affairs or the statement of

proposals to the extent provided by the order,

(c) any statement of concurrence, and

(d) if the order relates to the statement of

proposals, an indication of the nature of the

matter in relation to which the order was made.

(4) If the order relates to the statement of proposals, the

administrator shall as soon as reasonably practicable also deliver

to the creditors and members of the company—

(a) the statement of proposals to the extent

provided by the order, and

(b) an indication of the nature of the matter in

relation to which the order was made.

Order for

disclosure. 121. (1) A creditor may apply to the Court for an order that

the administrator disclose any of the following in relation to

which an order has been made under regulation 120(2) —

(a) a statement of affairs;

(b) a specified part of it; or

(c) a part of a statement of proposals.

(2) The application shall be supported by a statutory

declaration.

(3) The applicant shall deliver to the administrator notice

of the application at least seven days’ before the hearing.

(4) In an order for disclosure, the Court may include

conditions as to confidentiality, duration, the scope of the order

in the event of any change of circumstances or such other

matters as it considers just.

Rescission or

amendment of

order for limited

disclosure.

122. (1) If there is a material change in circumstances

rendering an order for limited disclosure under regulation 120(2)

wholly or partially unnecessary, the administrator shall, as soon

as reasonably practicable after the change, apply to the Court for

the order to be rescinded or amended.

(2) If the Court makes such an order, the administrator shall,

as soon as reasonably practicable after receiving a copy of it,

deliver to the Registrar—

(a) a copy of the order; and

(b) the statement of affairs or the statement of

proposals to the extent provided by the order.

(3) If the order relates to the statement of proposals, the

75

administrator shall as soon as reasonably practicable also deliver

to the creditors and members the statement of proposals to the

extent allowed by the order.

Publication etc. of

statement of affairs

or statement of

proposals.

123. (1) If, after the administrator has sent a statement of

proposals under section 566(4) of the Act, a statement of affairs

is delivered to the Registrar in accordance with regulation 123(2)

as the result of the rescission or amendment of an order, the

administrator shall deliver to the creditors a copy or summary of

the statement of affairs as delivered to the Registrar.

(2) The administrator is taken to comply with the

requirements for delivery to members of the company in

regulation 120(4) or 123(3) if the administrator publishes the

required notice.

(3) As soon as reasonably practicable after delivering the

statement of proposals, to the extent provided by the order, to the

company's creditors, the administrator shall—

(a) publish the notice in a manner considered by

the administrator to be appropriate;

(b) state in the notice that members may write

for—

(i) a copy of the statement of

proposals to the extent provided by the

order;

(ii) an indication of the nature of the

matter in relation to which the order was

made; and

(c) state the address to which to write.

Conduct of

creditors’ meetings.

124. For the purposes of sections 5687 and 573 of the Act,

a creditors’ meeting is to be conducted in accordance with the

Third Schedule.

Procedure to be

followed in

convening

creditors’ meeting.

125. (1) For the purposes of sections 569 and 572 of the

Act, paragraphs (2) and (3) apply for the purpose of convening a

creditors’ meeting requested under that section.

(2) The administrator shall convene the meeting by

delivering a notice to each creditor who is entitled to notice of

the meeting.

(3) The notice is required to contain the following

information—

(a) details of the decision to be made or of any

resolution on which a decision is sought;

(b) a description of, and arrangements for, the

76

procedure that is to apply at the meeting;

(c) the date by which a creditor is required to have

delivered a proof in respect of the creditor’s

claim, failing which a vote by the creditor shall

be disregarded;

(d) a statement that a creditor owed an amount that

is in total less than one hundred thousand

shillings and who does not deliver a proof shall

not be permitted to vote;

(e) a statement that a creditor who has opted out

from receiving notices may nevertheless vote if

the creditor provides a proof in accordance

with paragraph (d);

(f) in the case of a decision to remove a liquidator

in a creditors’ voluntary liquidation or a

liquidation by the Court, a statement drawing

the attention of creditors to section 469 or 470

,which relates to the release of the liquidator,

as appropriate;

(g) a statement that any proxy shall be delivered to

the convener or the person presiding over the

meeting before it may be used at the meeting.

(3) The notice is required to be authenticated and dated by

the administrator.

(4) The period prescribed for the purpose of section

569(2)(b) of the Act is sixty days.

Business to be

conducted at initial

creditors’ meeting

and obligation of

administrator to

report outcome to

the Court and

others.

126. For the purposes of section 570 of the Act requiring

the administrator to report the outcome of the initial creditors’

meeting to the court and to the following other persons—

(a) the creditors;

(b) the contributories; and

(c) the Official Receiver.

Administrator’s

proposals can be

revised.

127. (1) For the purposes of section 571(2) (c) of the

Act, the prescribed period is twenty eight days.

(2) For the purposes of section 571(4) of the Act—

(a) the publications in which, and the period

within which, a notice is required to be

published are the Gazette and at least one

newspaper that has a wide circulation within

Kenya;

(b) the period within which a notice is required to

be published is fourteen days from and

77

including the date on which the notice is sent

to creditors in accordance with section 571(2)

of the Act.


following other persons are prescribed—

(a) the creditors;

(b) the contributories; and

(c) the Official Receiver.

Sale of substantial

assets by an

Administrator.

127A. For the purpose of section 573 of the Act, the

administrator of a company shall convene a meeting seeking

creditors’ approval for the sale of substantial assets of not less

than ten percent of the total assets of the company.

Administrator may

continue or

disclaim contracts

entered into by the

company before

administration

commenced.

127B. For the purpose of section 580 of the Act, if a

company is a party to a contract, the Administrator may:⸺

(a) continue the contract, subject to the terms of the contract

and all relevant rules of law; or

(b) disclaim the contract.

Administrator’s

conduct of

administration can

be challenged.

128. For the purpose of section 591(6) (c) of the Act, a

merger to which Part XXXV of the Companies Act, 2015

applies.

Termination of

administration

when objective

achieved.

129. For the purposes of section 596 of the Act, the

information required to be included in a notice under that section

is a final progress report, which includes a summary of—

(a) the administrator's proposals;

(b) any major amendments to, or deviations from,

those proposals;

(c) the steps taken during the administration; and

(d) the outcome.

78

Notice of

termination in other

cases

129A. .—(1) This regulation applies where—

(a)the appointment of an administrator has ceased to have

effect; and

(b)the administrator is not required by any other section or

regulation to give notice of that fact.

(2) The former administrator must within seven days of the

date on which the appointment has ceased, lodge with the Court

and the Registrar of Companies a notice which complies with

regulation 129.

(3) Within seven days after lodging a notice with the Court

under subsection (2), the administrator shall send a copy of it to

every creditor of the company of whose claim and address the

administrator is aware.

(4) An administrator who, without reasonable excuse, fails

to comply with subsection (3) commits an offence and on

conviction is liable to a fine not exceeding five hundred

thousand shillings.

(5) If, after being convicted of an offence under

subsection (4), an administrator continues to fail to comply with

the relevant requirement, the administrator commits a further

offence on each day on which the failure continues and on

conviction is liable to a fine not exceeding fifty thousand

shillings for each such offence.

Procedure for

moving from

administration to

creditors’ voluntary

liquidation.

130. For the purposes of section 599(6)(a) of the Act—

(a) the prescribed period is fourteen days from the

day on which the notice under section 599(4)(a)

of the Act was lodged with the Court; and

(b) the manner in which creditors may nominate a

liquidator of the company is by means of a

creditors’ meeting convened and conducted in

accordance with the Third Schedule.

Resignation of

administrator under

section 603 of the

Act.

131. (1) The circumstances in which an administrator may

resign are as follows—

(a) because of ill health;

(b) has been adjudged bankrupt;

(c) has been convicted for fraud;

(d) because of the intention to cease to practise as

an insolvency practitioner; or

(e) because the further discharge of the

responsibilities of the administrator is

prevented or made impractical by—

79

(i) a conflict of interest; or

(ii) a change of personal

circumstances.

(2) The administrator may, with the leave of the Court,

resign in other circumstances.

PART XII—COMPANY VOLUNTARY

ARRANGEMENTS Application of

Eighth

ScheduleInterpretat

ion: Division 1 of

Part XII of the Act

132. The provisions of the Eighth Schedule apply to

company voluntary arrangements under Part IX of the Act.The

following other publications are prescribed for the purposes of

Part IX of the Act—

(a) the Kenya Gazette;

(b) one or more newspapers that are of wide

national circulation; or

(c) the Official Receiver’s website.

Procedure if

provisional

supervisor is not

the liquidator or

administrator.

133. (1) The statement of the company’s financial position

referred to in section 626(3) of the Act is required to contain the

following particulars—




estimated value;



secured, particulars of the claim, and the

manner in which and the period when the

security was created;


creditors, and the amounts of their respective

claims;


creditors and the amounts of their respective

claims;




by persons connected with it;


members, and details of their respective

shareholdings;

(h) any other particulars that the provisional

80

supervisor in writing requires to be provided

for the purposes of making the provisional

supervisor’s report on the proposal to the

Court.

(2) The statement is required to be made up to a date not

earlier than fourteen days before the date of the proposal.

(3) However, the provisional supervisor may allow the

statement to be made up to an earlier date, but not more than

sixty days before the proposal, if that is more practicable.

(4) If the statement is made up to an earlier date, the

provisional supervisor’s report to the Court on the proposal is

required to explain why.

(5) The statement of the company’s financial position is

required to be verified by a statutory declaration made by the

proposer.

(6) If the proposal is made by the directors, only one

director need make the statutory declaration.

(7) The statement shall be in Form 32 set out in the First

Schedule

Conduct of

meetings of

company and its

creditors.

134. For the purposes of section 628 of the Act, the rules

for conducting meetings of the company and of the creditors are

those set out in the Third Schedule.

Statement of

company’s

financial position

for obtaining

moratorium.

135. (1) For the purposes of section 643 of the Act, a

statement of a company’s financial position is required to

comply with paragraphs (2) and (3).

(2) The statement of the company’s affairs is required to

contain the following particulars—




estimated value;



secured, particulars of the claim, and of how

and the manner in which and the period when

the security was created;


creditors, with the amounts of their respective

claims;


creditors with the amounts of their respective

claims;


81



by persons connected with it; and



shareholdings.

(2) The statement is required to be made up to a date not

earlier than fourteen days before the date of the proposal.

PART XIIA – ADMINISTRATIVE RECEIVERSHIP

Application of

Ninth Schedule 133. The provisions of the Ninth Schedule apply to

administrative receiverships under Division 2 of Part VIIA of the

Act.

PART XIIB – PRE-INSOLVENCY MORATORIUM

Application of

Tenth Schedule 134. The provisions of the Tenth Schedule apply to pre-

insolvency moratoria under Part IXA of the Act.

PART XIII—MISCELLANEOUS PROVISIONS

Courts, Official

Receiver and others

to publish orders

and notices on their

respective websites.

136. For the purposes of section 722 of the Act the Courts,

Official Receiver and other concerned persons shall publish

orders and notices on their respective websites including when

the following steps are undertaken—

(a) appointment of an administrator;

(b) convening of a creditor’s meeting; and

(c) selling or disposing of assets.

Official Receiver,

bankruptcy trustees,

liquidators and

administrators to

notify creditors of

prescribed steps in

the insolvency

process.

137.(1) For the purposes of section 723 of the Act, the

Official Receiver, bankruptcy trustees, liquidators and

administrators shall notify creditors of the following steps

required in the insolvency process—

(a) appointment of an administrator;

(b) convening of a creditor’s meeting; and

(c) selling or disposing of assets.

Creditors request

for information

from a relevant

office holder.

137A. (1) A creditor may request for information relating to the

creditor’s interest, from a relevant office holder where it is

reasonable for the office holder to comply with the request, and

that the office holder has not previously provided the

82

information to the interested creditor.

(2) For the purposes of this regulation, "the relevant office-

holder” means the Official Receiver, the bankruptcy trustee, the

supervisor of the voluntary arrangement, the administrator, the

liquidator or the provisional liquidator, whichever is applicable.

Additional reasons

for refusing access

to public register or

suspending

operation of public

register.

138. The Official Receiver may refuse access to a public

register maintained under section 47, 337, or 349 of the Act, or

suspend the operation of it, for any of the following additional

reasons—

(a) for the maintenance of the register;

(b) in response to technical difficulties in the

maintenance or operation of the register;

(c) to ensure the security or integrity of the

register.

Additional

information in

public registers.

139. In addition to the information specified in section

449(1) of the Act, the Official Receiver shall ensure that a public

register maintained under section 47, 337 or 349 of the Act

contains the year of birth of the person who is or has been

bankrupt or who is subject to a current summary instalment order

or currently admitted to the no asset procedure.

Fees payable in

relation to matters

under the Act.

140. (1) A fee specified in column 3 of Part 1 of the

Second Schedule is payable to the Official Receiver in respect of

the matter described, opposite the fee, in column 2 of that Part.

(2) A fee specified in column 3 of Part 2 of the Second

Schedule is payable to the Official Receiver in respect of the

matter described, opposite the fee, in column 2 of that Part.













83

Transitional

provision.

141. (1) A practitioner carrying on any assignment under

the repealed Companies Act after the one year after the

commencement of the Insolvency Act shall declare to the

Official Receiver any such pending assignment and whether he

wishes to carry on under the Repealed Companies Act until the

assignment is completed.

(2) If an Insolvency Practitioner wishes to carry on any

existing assignments under the repealed Companies Act after the

one year, the party concerned shall make an application to the

High Court, requesting for an extension of time and the court on

hearing such an application may extend the time as the court

may consider just and expedient.

84

FIRST SCHEDULE

Form No. 1 r. 12(1)

THE INSOLVENCY ACT

______________

IN THE HIGH COURT OF KENYA

___________________

APPLICATION FOR AN INSOLVENCY PRACTITIONER LICENCSE

A. PERSONAL INFORMATION

Full name:

Title: Membership number (if known/applicable):

ID Number: Passport Number:

Address:

Town: County:

Country: Postcode:

Email:* KRA PIN Number:

*Please provide an email address where we can contact you about your application.

B. PRACTISING DETAILS

1. Date of commencement:

2. I intend to practisce (tick as appropriate)

A. as a sole practitioner B. as a partner/co-director as both a sole practitioner and a partner/co-

director

C. as an employee of a firm of insolvency practitioners

3. Name and address of Firm (If practiscing as a sole practitioner):

(Please underline the first surname to indicate where your firm should appear in registers/directories

compiled or published by the Official Receiver. Also indicate whether it is a law firm or accounting firm

or other.)

Building Name/Number:

Town: County:

Country: Postcode:

Tel: Fax:

Website: Email:

4. Partners (If you are not intending to practisce as a sole practitioner, please enter the

names of all partners with their designatory letters.)

1.

2.

3.

5. i. Head office address


Town: County:

Country: Postcode:

Tel: Fax:

Email: Website:

ii. Address of your office (if different from 5(i)):


Town: County:

Country: Postcode:

Tel: Fax:

85

Email: Website:

6. Address and contact details of your firm’s other branches (use a separate sheet if

necessary):

7. Employer’s details

i. Name of Firm/Partnership/Company for which you work:

ii. How long you have worked there:

iii. Your current job title/position:

iv. Nature of Firm/Partnership/Company business:

v. Address:


Town: County:

Country: Postcode:

Tel: Fax:

Website: Email:

C. EXPERIENCE AND QUALIFICATIONS*

1. Please set out details of your employment during the last five years (including any

different job title/position with your current employer:

Your Job

Title/

Position

Your

Employer

Dates

commencement and

completion

Insolvency

hours

worked

Type of Insolvency

(Personal,

Administrations, CVAs

or Liquidations)

*(Use separate sheet)

2. Please set out details of your professional examination passes (including the

KASNEB Accounting and CPS for certified accountants and secretaries and KSL

for advocates for which documentary evidence shall be included with this form),

degrees or equivalents you may have:

Qualification Year


3. Please state whether you are a member of any Professional Body and for how long you have been a

member:

Professional Body Year


D. SPONSORS*

1. Please provide details of your two sponsors who should be:

(1) an Insolvency Practitioner (IP) (whether or not in possession of an IP practiscing

certificate); and

(2) another IP or a member of a professional body or a person of standing who are each

able to vouch for your good character and suitability to become an member of the IP

Body:

86

2. Name of Sponsor (1):

i. Name of Firm/Partnership/Company for which he/she works:

ii. How long he/she has worked there:

iii. Current job title/position:


vi. Address:


Town: County:

Country: Postcode:

Tel: Fax:

Website: Email:

3. Name of Sponsor (2):

i. Name of Firm/Partnership/Company for which he/she works:

ii. How long he/she has worked there:

iii. Current job title/position:


v. Address:


Town: County:

Country: Postcode:

Tel: Fax:

Website: Email:

E. SUITABILITY*

*State, and provide full details where you answer Yes:

(a) Have you previously practisced as an Insolvency Practitioner or been a receiver,

receiver manager or liquidator?

(b) Have you been refused admission to, or been removed from, any professional body or similar association; or is there any action pending?

(c) Have you been the subject of any adverse findings by the any professional body

or any government, statutory or regulatory authority (including the office of the

Official Receiver) in relation to any matters, whether by way of financial

penalty or other disciplinary action (including reprimands, warnings and

undertakings); or are there any matters (including complaints) currently being

considered by any of them?

(d) Have you been or are you the subject of a bankruptcy order, sequestration order,

voluntary arrangement, deed, scheme, composition or other form of agreement

or debt management plan with your creditors; or are there any proceedings

pending?

(e) Have you been or are you a director of, or involved in the management of, a

company which has gone into liquidation, administration or administrative

receivership or entered into a company voluntary arrangement, scheme,

composition or other form of agreement with its creditors; or which has been or

is the subject of a statutory or regulatory investigation?

87

(f) Have you been the proprietor or partner in any business or been a director of or

involved in the management of, any other company which ceased trading leaving

creditors unpaid?

(g) Have you had any judgments entered against you; and are there any still

outstanding?

(h) Have you been the subject of proceedings alleging negligence, misconduct or other

liability in relation to an insolvency or other professional matter; or are there any

proceedings pending?

(i) Have you been convicted of any criminal offence, other than a minor motoring

offence not resulting in disqualification; or are there any proceedings pending?

(j) Have you been or are you subject to a disqualification order or undertaking in

relation to a company or office or subject to a bankruptcy restriction under section

263 of the Insolvency Actorder or undertaking; or are there any proceedings

pending?

(k) Have you been removed or dismissed from any form of employment or

engagement on grounds of misconduct, incompetence or unfitness, or from any

fiduciary office or position of trust (whether or not remunerated) including as an

insolvency office holder; or is there any action pending?

(l) Have you been or are you a patient within the meaning of Part V and VI of the

Mental Health Act Chapter 248 of the Laws of Kenya?

(m) Do you, or your firm have Professional Indemnity Insurance (PII) in place which

is current and meets the requirements of the Insolvency Regulations. If YES,

please specify the PII policy you hold and the expiry date of this policy.

(n) Do you, or your firm have a bond? If ‘YES’, Please enter the expiry date of the

Bond. If ‘NO’, please confirm you will obtain a Bond upon approval of this

application and that you will forward a copy to the Official Receiver upon receipt.

F. DECLARATION

1. I hereby apply for an Insolvency Practitioner Licencse, for which I believe I am suitable.

2. I acknowledge that I am bound by the Insolvency Practice Articles, Rules,

Regulations and Guidance in relation to my membership.

3. The information provided by me in this application is true, and I have

disclosed here all and every facts and circumstances which are material to

consideration of my application. I understand that any false, inaccurate or

misleading information provided by me may lead to a refusal of my

application, or disciplinary action in relation to, and suspension or

withdrawal of my Insolvency Practitioner Licencse.

4. I will immediately notify the office of the Official Receiver of any material

change in the information provided by me here, whether it arises before or

after my admission to membership.

5. I understand that the office of the Official Receiver may seek information

relevant to a proper consideration of my application from my current and

past employers and from other third parties; and I hereby consent to the

disclosure by my present and past employers and other third parties to the

office of the Official Receiver.

6. I am aware that an Insolvency Practitioner Licencse if granted to me by the

Official Receiver will remain in effect for one year, and it is renewed

annually by me on the conditions set out by the Insolvency Practice Articles,

88

Rules, Regulations and Guidance, and that if the licencse is not renewed by

me that it will expire.

7. That I understand that ceasing to be a licencse holder does not remove my

obligation to pay outstanding fees and to provide information and returns

concerning appointments and that the Official Receiver, under the

insolvency legislation, is able to make applications to court for the transfer

of cases from insolvency practitioners whom it authoriszes. Such transfers

may arise both during the period of a licencse or after a member has ceased

to be authoriszed. I understand that the Official Receiver may seek to

recover the costs of such transfers from the former insolvency licencse

holder.

8. I attach the following (delete where appropriate):

Copy of documentation relating to my Joint Insolvency Examination

pass; or Copy of documentation relating to my Certificate of

Proficiency in Insolvency pass.

Copy of documentation relating to my qualifications and experience

Copy of Professional Indemnity Insurance and bond.

Confirmation of my insolvency experience; or Copy of my IP

authorization; or Copy of my appointment as an official receiver or

equivalent grade

Letters from my two sponsors (please note this should also confirm your experience)

Signed and dated explanatory notes

My subscription fees

Signature Date

89

Form No. 2 R. 14 (2)

THE INSOLVENCY ACT

______________


_______________

APPLICATION FOR RENEWAL OF AN INSOLVENCY PRACTITIONER LICENCSE

G. A.PERSONAL INFORMATION

Full name:

Title: Nationality:

ID No.: Passport No.:

Address:

Town: County:

Country: Postcode:

Email:* KRA PIN Number:

*Please provide an email address where we can contact you about your application.

H. B.PRACTISING DETAILS

8. 1.Date of commencement:

9. 2.*IPL number:

*Insolvency Practitioner Licencse Number

10. Name and address of Firm (If practiscing as a sole practitioner):

(Please underline the first surname to indicate where your firm should

appear in registers/directories compiled or published by the Official

Receiver. Also indicate whether it is a law firm or accounting firm or

other.)


Town: County:

Country: Postcode:

Tel: Fax:

Website: Email:

I. SUITABILITY

Since your last application:

(a) How many hours of Insolvency work have you undertaken?

(b) How many appointments have you heldeard? Please complete the following table in

respect of your insolvency appointments

Type of insolvency No of open

cases as at

date of

application1st

January

2016

No of new

cases since

previous

application

No of cases

closed

since

previous

application

90

Administrations

Administrative

receiverships

Company voluntary

arrangements

Members’ voluntary

liquidations

Creditors’ voluntary

liquidations

Compulsory winding-

ups

Bankruptcies

Individual voluntary

arrangements

Summary Instalment

OrdersTrust deeds

Sequestrations

Fixed charge

receiverships

Partnership voluntary

arrangements

TOTALS

(c) How many appointments do you currently hold? Please attach a complete list of all

appointments currently held.

(d) How many cases where you were appointed office-holder more than five years ago?

Please list below all open cases where you were appointed office-holder more than five

years ago (continue on a separate sheet if necessary).

Name of

case

Type of insolvency appointment Date of appointment

(e) Have you been or are you the subject of a bankruptcy order, sequestration order,,

voluntary arrangement, deed, scheme, composition or other form of agreement or debt

management plan with your creditors; or are there any proceedings pending?

(f) Have you had any judgments entered against you; and are there any still outstanding?

(g) Have you been the proprietor or partner in any business or been a director of or involved

in the management of, any other company which ceased trading leaving creditors

unpaid?

(h) Have you been refused admission to, or been removed from, any professional body or

similar association; or is there any action pending?

(i) Have you been the subject of any adverse findings by the any professional body or any

government, statutory or regulatory authority (including the office of the Official

Receiver) in relation to any matters, whether by way of financial penalty or other

disciplinary action (including reprimands, warnings and undertakings); or are there any

matters (including complaints) currently being considered by any of them?

(j) Have you been the subject of proceedings alleging negligence, misconduct or other

liability in relation to an insolvency or other professional matter; or are there any

proceedings pending?

(k) Have you been convicted of any criminal offence, other than a minor motoring offence

not resulting in disqualification; or are there any proceedings pending?

(l) Have you been removed or dismissed from any form of employment or engagement on

grounds of misconduct, incompetence or unfitness, or from any fiduciary office or

91

position of trust (whether or not remunerated) including as an insolvency office holder;

or is there any action pending?

(m) Have you been or are you a patient within the meaning of Part V and VI of the Mental

Health Act Chapter 248 of the Laws of Kenya?

(n) Do you, or your firm have Professional Indemnity Insurance (PII) cover in place which

is current and meets the requirements of the Insolvency Regulations. If YES, please

specify the PII policy you hold and the expiry date of this policy.

(o) Do you, or your firm have a bond? If ‘YES’, please enter the expiry date of the Bond. If

‘NO’, please confirm you will obtain a Bond upon approval of this application and that

you will forward a copy to the Official Receiver upon receipt.

J. DECLARATION

1. I hereby apply for a renewal of my Insolvency Practitioner Licencse, for

which I believe I am suitable.

2. I acknowledge that I am bound by the Insolvency Practice Articles, Rules,

Regulations and Guidance in relation to my membership.

3. The information provided by me in this application is true, and I have

disclosed here all and every facts and circumstances which are material to

consideration of my application. I understand that any false, inaccurate or

misleading information provided by me may lead to a refusal of my

application, or disciplinary action in relation to, and suspension or

withdrawal of my Insolvency Practitioner Licencse.

4. I will immediately notify the office of the Official Receiver of any material

change in the information provided by me here, whether it arises before or

after my admission to membership.

5. I understand that the office of the Official Receiver may seek information

relevant to a proper consideration of my application from my current and

past employers and from other third parties; and I hereby consent to the

disclosure by my present and past employers and other third parties to the

office of the Official Receiver.

6. I am aware that an Insolvency Practitioner Licencse if granted to me by the

Official Receiver will remain in effect for one year, and it is renewed

annually by me on the conditions set out by the Insolvency Practice

Articles, Rules, Regulations and Guidance, and that if the licencse is not

renewed by me that it will expire.

7. That I understand that ceasing to be a licencse holder does not remove my

obligation to pay outstanding fees and to provide information and returns

concerning appointments and that the Official Receiver, under the

insolvency legislation, is able to make applications to court for the transfer

of cases from insolvency practitioners whom it authoriszes. Such transfers

may arise both during the period of a licencse or after a member has ceased

to be authoriszed. I understand that the Official Receiver may seek to

recover the costs of such transfers from the former insolvency licencse

holder.

8. I attach the following (delete where appropriate):

• List of all appointments currently held.

• Copy of Professional Indemnity Insurance and bond.

• Copy of my IP authoriszation; or Copy of my appointment as an oOfficial

Rreceiver or equivalent grade

92

• Letters from my two sponsors (please note this should also confirm your

experience)

• Signed and dated explanatory notes

• My subscription fees

Signature Date

Form No. 3 R. 15 (2)

REPUBLIC OF KENYA

_________________


_________________

THE INSOLVENCY ACT

__________________

IN INSOLVENCY CAUSE NO……………………..OF 20……………….

RE:…………………………………………………………………………………….

t/a: ……………………………………………………………………………………..

B.O. /S. I. O. / L. O. made on

………………………….20………………OF………………………

CREDITOR’S PETITIONAPPLICATION

I, C.D., of ................ [or We, C.D., of ................................. and E.F., of ..................],

hereby applypetition to the Court that a Bankruptcy Order may be made in respect of

the ..................estate of (a) .................. of (b) .................. and lately carrying on business

at [or residing at] (c) ...................., and say: -

1. That the said debtorA.B. has within the period of one year preceding the

presentation of this petitionapplication resided [or carried on business] at

................ within the jurisdiction of this Court.

2. That the said debtorA.B. is justly and truly indebted to me [or us] in the aggregate in

the sum of £........ [set out amount of debt, debtors and the consideration].

3. That I [or we] do not, nor does any person on my [or our] behalf hold any security

on the said debtor’s estate, or any part thereof, for the payment of the said sum.

(a) Insert name of debtor.

(b) Insert present address and description of debtor.

93

(c) Insert address or addresses at which the debtor has lately resided or carried

on business.

Note.-The address at which the debtor was residing or carrying

on business when the applicant petitioning creditor’s debt was incurred should in

all cases appear in the petitionapplication

Or

That I hold security for the payment of [or part of] the said sum, but that I will

give up such security for the benefit of the creditors of the debtorA.B. in the event

of his or her being adjudged bankrupt [or and I estimate the value of such security

at the sum of Kshs…...........]

Or

That I, C.D., one of theyour applicantpetitioners, hold security for the payment of,

&c.

Or

That I, E.F., another of the applicantsyour petitioners, hold security for the payment of,

&c.

4. That amount owed by the debtorA.B. is within the prescribed bankruptcy level in

accordance with the Insolvency Act and Rules

5. That the debtorA. B. is unable to payor has no reasonable prospect of paying the debt

6. There is no outstanding application to set aside the statutory demand in

respect of the debt owed to me by the debtorA. B.

7. That twenty one days have elapsed since I served the statutory demand

upon the debtorA. B. and neither has the debtorhe complied with or set

aside the statutory demand

8. That atleast two years before this petition, A. B. has committed various

bankruptcy offences, namely [here set out the nature and date or dates

of the bankruptcy offences relied on].

Dated this .................. day of ................................................................. ,20........

(Signed) C.D.

E.F.

Signed by the applicantpetitioner in my presence:

Signature of witness................................................................................

Address...............................................................................................

Description..........................................................................................

NOTE. - If there is more than one applicantpetitioner, and they do not sign together, the

signature of each shall be separately attested, e.g. “Signed by the applicantpetitioner E.F.

in my presence”, etc. If the petitionapplication is signed by a firm, the partner signing

should add also his or her own signature, e.g. “A.S. & Co. F.S., a partner in the said firm”.

If the debtor resides at any place other than the place where he or she carried on business

both addresses should be inserted.

Endorsement

This petitionapplication having been presented to the Court on the ...... day of .....................,

20... , it is ordered that this petitionapplication shall be heard at ……………. [insert the

place at which the debtor is to attend on the Receiver] on the ...... day of ...................,

20...., at ...... o’clock in the ...... noon.

And you the said debtorA.B. are to take notice that if you intend to dispute the truth of any

of the statements contained in the petitionapplication you shall file with the Registrar of

this Court a notice showing the grounds upon which you intend to dispute the same, and

send by post a copy of the notice to the applicantpetitioner [three] days before the date

fixed for the hearing.

94

Form No. 4 . 15 (2) (a)

REPUBLIC OF KENYA _______________


_____________________

THE INSOLVENCY ACT

_____________________


RE:…………………………………………………………………………………….

t/a: ……………………………………………………………………………………..

B.O. /S. I. O. / L. O. made on ……………….20………………OF………………………

VERIFYING AFFIDAVIT

I, the petitionerapplicant named in the petitionapplication hereunto annexed, make oath [if

the petitionerapplicant declare or affirm, alter the form accordingly] and say: -

1. That the several statements in the said petitionapplication are within my own

knowledge true.

Sworn at, & c.

NOTE. - If the petitionerapplicant cannot depose that the truth of all the several

statements in the petitionapplication is within the applicant’shis knowledge, the applicant he shall set out the statements the truth of which the applicanthe can depose to, and file a further affidavit by some person or persons who can depose to the truth of the remaining statements.

95

Form No. 5 R. 15 (2) (b)

THE INSOLVENCY ACT

______________


_________________


RE:…………………………………………………………………………………….

t/a: ……………………………………………………………………………………..

B.O. /S. I. O. / L. O. made on

……………….20………………OF………………………PetitionApplication

PROOF OF DEBT

(Section 77 Insolvency Act, Part II, Rule 5(3)(b) Insolvency (General) Regulations 2015 )

Estate No: NAME OF DEBTOR (In case of a partnership insert full names of all partners)

Name of Creditor Postal Address Fax Telephone Email* * this will be used as your address for correspondence unless you tick this box I do not want

email communication

I State that as at the date of Bbankruptcy / Summary Instalment Order / Liquidation

Order/ Administration the debtor was indebted to the above-named creditor for the

sum of (amount in words)

Total of your claim Kshs.

That security for the payment of the

whole or any part of the above amount is

not held

or

The following security or guarantee is held

for the payment of the whole or any part of

the above amount

Type of security / name of guarantor Property secured Estimated value of guarantee/property secured Kshs. Date security/guarantee given

If you wish to receive any dividend payments by electronic transfer please provide the following

information:

Account name:

Account number: / / /

Bank Branch Account

S

u

f

f

i

x

96

Details of Debt (Please attach supporting evidence)

Date of Supply

Description of Goods or Services

Supplied

Amount

Kshs.

Kshs.

Kshs.

Please provide a reference number (eg account number) that we can quote when communicating

with you about this claim:

Kshs.

Kshs.

Kshs.

Does your claim include interest? Yes No Amount: Kshs.

Please attach evidence of the basis for this.

*Any personal information collected is for the purposes of administering the insolvent estate. The

information will be used and retained by the Official Receiver/ Bankruptcy Trustee/

Supervisor/Liquidator/Administrator and will be released to other parties only with your

authorisation or in compliance with the the Insolvency Act 2015 / the Companies Act 2015 or the

corresponding Regulations. You may have access to and request correction of any personal

information. You are obliged to provide this information under the Insolvency Act 2015 /

Companies Act 2015. (*Not applicable if creditor is not an individual within the meaning of the

Privacy Act 1993).

Signed: Dated:

97

Form No. 6 r. 15 (3)

REPUBLIC OF KENYA


THE INSOLVENCY ACT


RE:…………………………………………………………………………………….

t/a: ……………………………………………………………………………………..

B.O. /S. I. O. / L. O. made on ………………………….20………………OF………………………

STATUTORY DEMAND

To A.B. [or A.B.& Co.] .............................., of ............................

TAKE NOTICE that within [twenty-one] days after service of this notice on you, excluding the day of such

service, you must pay to C. D. .................................. of ........................................ [or to

..................................................................... of ................................................... his [or their] agent duly

authoriszed] (a) the sum of Kshs. ..................claimed by (b) ................. as being the amount due* to (c)

.........................................................., dated ......................................................., , or you must secure or

compound for the said sum to (d) ................................................................ satisfaction [or the satisfaction of his

or her [or their] said agent] (a) or to the satisfaction of the Court; or you must satisfy the Court that you have a

counter-claim, set-off or cross-demand against (c) .............................................................................. which

equals or exceeds the sum claimed by (c) ........................................ and which you could not set up in the action

or other proceedings in which the Judgment or Order was obtained.

FURTHER TAKE NOTICE THAT failure to pay the afore-stated amount shall result in C.D. applying filing for

a bankruptcy order against your estate.

Dated this ........................ day of ................................................................................ ............................,

20....................

By the Court,

Registrar.

* amount due can be as a result of the following:-

Judgment

Contract

Rent accruing etc.

98

Form No. 7 R. 16

(3)

REPUBLIC OF KENYA

___________________


________________________

THE INSOLVENCY ACT

_____________________________


RE:…………………………………………………………………………………….

t/a: ……………………………………………………………………………………..


APPLICATION TO SET ASIDE STATUTORY DEMAND

TAKE NOTICE that the Honourable court will be moved on the ……… day of

…………... 20…. At… 9.00 oO’clock in the in the …fore. noon or soon thereafter for

the hearing of an application by C. D., the Debtor/Applicant, for Orders that;

1. THAT the statutory demand dated … be set aside.

2.

WHICH APPLICATION is based on the grounds and supported by the annexed

affidavit of the applicant, the further grounds herein below written and such other or

further grounds as may be adduced at the hearing hereof.

Dated this .................. day of ................................................................. .... ,20........

(Signed) C.D.

99

Form No. 8 R. 16 (3)

REPUBLIC OF KENYA

_______________-


___________________

THE INSOLVENCY ACT

_______________________


RE:…………………………………………………………………………………….

t/a: ……………………………………………………………………………………..


SUPPORTING AFFIDAVIT

I, the petitionerapplicant named in the petitionapplication hereunto annexed, make oath [if

the petitionerapplicant declare or affirm, alter the form accordingly] and say: -

(state your evidence, numbering it by paragraph).

Sworn at, & c. (Place your signature after printing this document.)

Before me:

NOTE. –

(a) Remember to attach any documents you refer to in your affidavit, and refer to them as an

exhibit (with a number or letter). The exhibit itself shall be marked with the letter or

number assigned to it in the affidavit, and have an exhibit note.

(b) If the petitionerapplicant cannot depose that the truth of all the several statements in the

petitionapplication is within the applicant’s his knowledge, the applicant he shall set out

the statements the truth of which the applicant he can depose to, and file a further

affidavit by some person or persons who can depose to the truth of the remaining

statements.

Form No. 9 R. 15 (2)

(c)

REPUBLIC OF KENYA

____________________


________________________

THE INSOLVENCY ACT

_____________________________


RE:…………………………………………………………………………………….

t/a: ……………………………………………………………………………………..


APPLICATION FOR BANKRUPTCY TRUSTEE/SIO SUPERVISOR/NAP SUPERVISOR

I, C.D., of ............... do, on the grounds set out in the annexed affidavit, apply to the Court to

appoint some fit and proper person as trustee of the property of the said A.B. in accordance with

100

the provisions of the Insolvency Act and [insert any special directions to the Trustee that may be

desired].

Dated this ……………………….... day of .....................................................................

,20..........

(Signed) C.D.

To be served upon:

0. The Official Receiver (If the application was made in Court)

101

Form No. 10 R. 18 (1)

REPUBLIC OF KENYA

________________


____________________

THE INSOLVENCY ACT

________________________


RE:…………………………………………………………………………………….

t/a: ……………………………………………………………………………………..


DEBTOR’S PETITIONAPPLICATION

I, ……………………………………………. [name and description of debtor], lately residing at

........................................................ [and carrying on business at (a)

.....................................................................], having for the greater part of the past six months

resided at ............................................................... [and carried on business at

..........................................] within the jurisdiction of the Court, and being unable to pay my

debts, hereby applypetition to the Court that a Bankruptcy Order be made in respect of my

estate [and that I may be adjudged bankrupt].

Dated this …......... day of ......................................................................... , 20..................

(Signed) A.B.

Signed by the debtor in my presence.

Signature of witness .......................................................................

Address ...................................................................................

Description ..................................................................... ..........

(a) Insert the other address or addresses at which unsatisfied debts or liabilities may have been incurred.

Filed the .......................................... day of ..............................................................................., 20........

NOTE. - Where the debtor resides at a place other than his place of business, both addresses should be inserted.

102

Form No. 11 R. 18 (2) (b) and 22 (1)

REPUBLIC OF KENYA

__________________


____________________

THE INSOLVENCY ACT

_______________________

STATEMENT OF AFFAIRS (INDIVIDUAL PERSON)

1. ASSETS

TYPE OF ASSETS DESCRIP

TION

(PROVI

DE

DETAIL

S)

ESTIMAT

ED

VALUE

IN KSHS.

EXEMPT

PROPERTY

SECURED

AMOUNT /

LIENS

ESTIMAT

ED NET

REALISAB

LE VALUE

IN KSHS. *

1. Cash on hand

2. Furniture

3. Personal effects

4.Cash-surrender value of

life insurance policies,

RRSPs, etc.

5. Securities

6.Real

property

or

immovable

s

House

Land

Building

7. VMotor

vehicles

Motor

vehicle

Motor

cycle

Bicycle

Other

8.Recreational equipment

9.Estimated tax refund

10. Other assets

Total

Date …………………………………………………………….

Bankrupt/Debtor

2. LIABILITIES

NO

.

CREDITO

R

ADDRESS

(INCLU

DING

POSTA

L

CODE)

ACCOUN

T NO.

AMOUNT OF DEBT IN KSHS. ENTE

R

TL

* UNSECURE

D

SECURE

D

PREFERRE

D

1.

2.

3.

4.

5.

6.

7.

8.

9.

10.

11.

103

12.

13.

14.

15.

16.

17.

18.

19.

20.

Pledged

Assets:

(provide

details)

Total Unsecured

Total Secured

Total Preferred

TOTAL

……………………………………

………………………………………

Date

Bankrupt/Debtor

*Type of Liabilities code (TL)

1. Real property or immovable mortgage

2. Bank loans (except real property mortgage)

3. Finance company loans

4. Credit cards - bank/trust company issuers

5. Credit cards - other issuers

6. Taxes – national/county

7. Student loans

8. Loans from individuals

9. Other

3. INFORMATION RELATING TO THE AFFAIRS OF THE BANKRUPT/DEBTOR

A. Full Names (as they appear on your National ID):

B. Other names/Alias: Gender:

C. ID Number: Passport Number:

D. Date of Birth: KRA PIN Number:

E. Address: Postcode:

County:

Country:

Email: Tel:

F. Marital status(single, married, separated, divorced, common law partner;

specify month and year of event if it occurred in the last five years):

G. Full name of spouse or common-law partner:

H. (i) Number of dependents in household family unit, including bankrupt/debtor:

(ii) Number of dependents 18 years or younger:

I. (i) Occupation (bankrupt/debtor):

(ii) If employed, Name and address of present employer:

104

Address: Postcode:

County: Country:

Email: Tel:

J. Statement of Partner/Spouse Income (provide details of business or employment, salary or profits

earned monthly):

K. Have you operated a business within the last five years? (If yes name, type and period of operation ):

Address: Postcode:

County: Country:

Email: Tel:

L. Within the 12 months prior to the date of the initial bankruptcy applicationevent, have you, either in Kenya or

elsewhere:

(i) Sold or disposed of any of your property (if yes, please give details)?

(ii) Made payments in excess of the regular payments to creditors (if yes, please give details)?

(iii) Had any property seized by a creditor (if yes, please give details)?

M. Within the five years prior to the date of the initial bankruptcy applicationevent, have you, either in Kenya or

elsewhere:

(i) Sold or disposed of any property (if yes, please give details)?

(ii) Made any gifts to relatives or others in excess of Kshs. 50,000/= (if yes, please give details)?

…………………………

……………………………………..

Date Bankrupt/Debtor

4. BUDGET INFORMATION

a. Have you ever made a proposal to your creditors under the Insolvency Act?

b. Have you been bankrupt before in Kenya?

c. If you answered yes, provide the following details for all insolvency proceedings:

(1) filing date and location of the proceedings:

(2) name of trustee or supervisoradministrator:

(3) if applicable, whether the proposal was successful:

(4) date on which Discharge was obtained (dd/mm/yy):

d. Do you expect to receive any sums of money that are not related to your normal

income, or any other property within the next 12 months?

e. Give reasons for your financial difficulties:

5. REASONS FOR INSOLVENCY

a. What do you believe is the MAIN cause of your insolvency (tick where appropriate)?

105

Unemployment or loss of income

Adverse legal action

Gambling, speculation and extravagance in living

Domestic discord or relationship breakdowns

Excessive interest payments

Lack of sufficient working capital

Excessive drawings

Inability to collect debts due to disputes, faulty work, bad debts

Economic conditions including external influences, competition and increases in costs

Lack of business ability including under-quoting or failure to assess potential of business

Liabilities due to guarantees

Ill health or absence of health insurance

Excessive use of credit facilities

Seasonal conditions including floods and drought

Failure to provide for taxation

Failure to keep proper books of account and costing records

b. What do you believe are the CONTRIBUTING causes of your insolvency (tick where appropriate)?







Excessive drawings










c. Do you have any further comments on the cause(s) of your insolvency? If, yes, please give details.

, ………………………………. [insert name] of ………………………. [insert

address] in the Republic of Kenya , do swear (or solemnly declare) that this statement

is, to the best of my knowledge, a full, true and complete statement of my affairs

on …………………………………………….. and fully discloses all property and

transactions of every description that is or was in my possession or that may devolve on

me in accordance with the Insolvency Act and Regulations.

SWORN by the said A. B. [insert name of debtor/bankrupt] )

at this day of 20 )

…………………………………………………

Debtor/Bankrupt

)

BEFORE ME )

Debtor/Bankrupt

)

)

)

COMMISSIONER FOR OATHS )

107

Form No. 12 R. 20

REPUBLIC OF KENYA

________________


_________________

THE INSOLVENCY ACT

_______________________


RE:…………………………………………………………………………………….

t/a: ……………………………………………………………………………………..


NOTICE OF APPOINTMENT OF INTERIM TRUSTEE/SIO SUPERVISOR/NAP SUPERVISOR

I, C.D., of ............... give notice that *I was / we were appointed as Interim Trustee(s) of the

property of the said A.B., the Debtor pursuant to the bankruptcy Order issued on

…………………. Day of …………… 20….. and/or in accordance with the provisions of the

Insolvency Act.

Dated this ……………………….... day of ................................................................. ................. ,20..........

(Signed) C.D.

I.P. No…………

To be served upon:


2. Creditors

108

Form No 13 R. 21 (1)

REPUBLIC OF KENYA

________________


_____________________

THE INSOLVENCY ACT

________________________


RE:…………………………………………………………………………………….

t/a: ……………………………………………………………………………………..

B.O. /S. I. O. / L. O. B.O. / V.A. / S. I. O. / L./A. made on

………………………….20………………OF………………………

BANKRUPTCY ORDER (Sections ….. and …. of the Act)

Upon the application of …………………… [insert name of creditor], a creditor /, the debtor*

of ……………….. [insert address], dated …………… [Insert date], filed on the

…………[insert date] day of …………………………….. 20…….

Having heard …………. and having read ............; and having seen the exhibits;

And it appearing to the court that the debtor is unable to pay the debtor’s debts for the

following reasons following acts of bankruptcy have been committed [Set out the evidence of

inability to pay debts nature and dates of the acts of bankruptcy on which the order is made]:

1. The Court hereby orders that …………………………. [Insert name, address and

description of bankrupt as set out in the petitionapplication or proof to the court] be adjudged bankrupt by virtue of a bankruptcy order hereby made on this date.

2. The Court further orders that the Official Receiver / ……………………………… [insert

name of trustee], of ……………………….. [Insert address of trustee], be appointed as trustee

of the estate of the bankrupt.*

3. The Court further orders that the trustee give security in the form of a Professional

Indemnity Cover and enacting bond without delay, in accordance with the provisions of section 8 (3) (b) of the Insolvency Act and rule 12 of the Insolvency Regulations.*

4. The Court further orders that the costs of the applicant creditor be paid out of the estate of the bankrupt on taxation of the estate.

Dated at ………………………, this ……………………. day of …………………….. 20 …...

Judge or Registrar*

*delete as appropriate

109

Form No. 14 R. 21 (2)

REPUBLIC OF KENYA

____________


______________

THE INSOLVENCY ACT

_________________


RE:…………………………………………………………………………………….

t/a: ……………………………………………………………………………………..


NOTICE OF BANKRUPTCY

(Subsection 48 (3) of the Insolvency Act)

TAKE NOTICE THAT:

1. A. B. [INSERT name of bankrupt] filed (or was deemed to have filed) a petition for a

Bankruptcy Order (orA a bankruptcy order was made against A. B. [insert name of

bankrupt]) on the ……… day of …………………………….. 20…… , and the Official

Receiver or undersigned, C. D. [insert name of trustee], was appointed as trustee of the

estate of the bankrupt by the Official Receiver (or the Court); subject to affirmation by the

creditors of the trustee’s appointment or substitution of another trustee by the creditors.

2. Pursuant to section 254 (1) of the Insolvency Act, the bankrupt will be given an automatic

discharge on the …….. day of ……………………. 20…., unless the Official Receiver, the

trustee of the estate of the bankrupt or a creditor of the bankrupt gives notice of intended

opposition to the discharge of the bankrupt before that date.

3. Any creditor who intends to oppose the discharge of the bankrupt shall state in writing the

grounds for his/her opposition and send a notice to this effect to the Official Receiver, the

trustee of the estate of the bankrupt and the bankrupt at any time before the ………….. day

of ……………………… 20 ………. (Insert the same date as in item 2)

4. If the discharge of the bankrupt is opposed, the trustee will apply to the Court without delay

for an appointment for the hearing of the opposition in the manner prescribed by the Act

AND THE Insolvency Regulations.

Dated at …………………., this …………… day of …………………………………… 20 ……………...

Official Receiver/Trustee

111

Form No. 15 R. 25 (1)

REPUBLIC OF KENYA

_______________


__________________

THE INSOLVENCY ACT

____________________


RE:…………………………………………………………………………………….

t/a: ……………………………………………………………………………………..


TRUSTEE’S FINAL STATEMENT OF RECEIPTS AND PAYMENTS

RECEIPTS:

(Itemize the receipts)

Receipts Amounts

Total Receipts: Kshs.

Less payments made to secured creditors Kshs.

Less necessary disbursements relating directly to

realiszation

Kshs.

(Identify separately the costs pertaining to all assets)

Net Receipts Available to the Estate: Kshs.

Disbursements:

1. Counselling fees: Kshs.

2. Fees paid:

(a) To official receiver Kshs.

(b) To the court (where applicable) Kshs.

3. Administrative Disbursement: Kshs.

4. Trustee's Fees:

100% of Kshs.

35% of Kshs.

50% of Kshs.

Total Fees Kshs.

5. Applicable Taxes Kshs.

Total Disbursements: Kshs.

Amount available for distribution Kshs.

Proved Claims Kshs.

Dividend Kshs.

Superintendent's Levy Kshs.

112

Receipts Amounts

Total Dividend and Levy Kshs.

Status of Bankrupt's Discharge:

(Give the description and value of all property of the bankrupt (whether or not secured) as shown in the

statement of affairs or otherwise known and not accounted for in the receipts, stating why the property has

not been sold or realiszed and stating the disposition made)

Dated this day of 20

Trustee

Approved by the following inspectors:

113

Form No. 16 R. 26 (1)

REPUBLIC OF KENYA

_________________


_____________________

THE INSOLVENCY ACT

_________________________


RE:…………………………………………………………………………………….

t/a: ……………………………………………………………………………………..


NOTICE TO CREDITORS OF MEETING TO REMOVE TRUSTEE AND TO APPOINT A

PERSON TO FILL THE VACANCY

At the request of one-fourth in value of the creditors of the bankrupt, a general

meeting of the creditors is hereby summoned to be held at .........., on the .... day of

..............., 20...., at .... o’clock in the ...... noon, for the purpose of considering the

propriety of removing G.H.,.. the trustee of the property of the bankrupt, from his

office as such trustee, and in the event of his removal to appoint a person to fill the

vacancy.

Dated this ............................. day of ............................................................................................................., 20.......

(Signed) L.M.,

Bankrupt Trustee/Official ReceiverA Member of the Committee of Inspection

[or Official Receiver.]

________

114

Form No. 17 R. 26 (6) (b)

THE INSOLVENCY ACT

__________________


____________________


RE:…………………………………………………………………………………….

t/a: ……………………………………………………………………………………..

B.O. /S. I. O. / L. O. made on ………………………….20………………OF………………………PetitionApplication

PROXY FORM

I, C. D. (name of creditor), of ……………………………. (insert address), a

creditor in the above matter, hereby appoint E. F. (name of proxy) ,

of ………………………………….. (insert address) , to be my proxy holder in

the above matter, except as to the receipt of dividends, with (or without) power

to appoint another proxy holder in E. F.’shis place.

Dated at …………………. , this ……………………… day of …………..

20…… .

………………

Individual Creditor

……………………………………………………

Witness

……………………………………………………

Seal of Corporate Creditor

…………………………………………………….

Witness

115

Form No. 18 R. 30 (c)

REPUBLIC OF KENYA

________________


___________________

THE INSOLVENCY ACT

_____________________


RE:…………………………………………………………………………………….

t/a: ……………………………………………………………………………………..


NOTICE OF MEETING OF CREDITORS (Subsection 82 of the Insolvency Act)

TAKE NOTICE that:

1. A first* meeting of creditors has been requested to be held by the Oofficial Rreceiver or

bankruptcy trustee (or creditors).

2. The first* meeting of creditors of the bankrupt will be held on the ………. day

of ………………… 20 ……. , at ……………. o'clock,

at ……………………………….. (Insert place of meeting).

3. To be entitled to vote at the meeting, a creditor shall lodge with the trustee/Official

Receiver, before the meeting, a proof of claim and, if necessary, a proxy.

4. Enclosed with this notice are a proof of claim form, proxy form and list of creditors

with claims amounting to Kshs. 10,000/= or ,more showing the amounts of their

claims.

5. Creditors shall prove their claims against the estate of the bankrupt to share in any

distribution of the proceeds realiszed from the estate.

Dated at ………………., this ………………….. day of ……………………………..20….......... .

Insolvency Bankruptcy Trustee/ Official Receiver*

*delete as apprioriate

116

Form No. 19 R. 26 (9)

REPUBLIC OF KENYA

_______________


___________________

THE INSOLVENCY ACT

________________________


RE:…………………………………………………………………………………….

t/a: ……………………………………………………………………………………..


CERTIFICATE OF REMOVAL OF TRUSTEE AND APPOINTMENT OF NEW TRUSTEE

A general meeting of the creditors is was held at .........., on the .... day of

..............., 20...., at .... o’clock in the ...... noon, for the purpose of considering

the propriety of removing G.H.,.. the trustee of the property of the bankrupt,

from his office as such trustee, which trustee was subsequently removed from

office (with immediate effect, or) with effect from …………………. Day of

………………………….. 20 ………………………. And that J. K. of

……………………. (insert address and IPL* Number)

was appointed as trustee with effect from the ……………… day of

…………………….. 20 …...

Dated this ............................. day of ................................................................................................, 20.......

(Signed) L.M.,

[Chairperson of the creditors’ meetingOfficial Receiver.]

________

117

Form No. 20 R. 21 (2) & 26 (10)

THE INSOLVENCY ACT

_________________


_________________________


RE:…………………………………………………………………………………….

t/a: ……………………………………………………………………………………..


CERTIFICATE OF APPOINTMENT OF TRUSTEE

Debtor:

Trustee:

IPL* Number:

Date and time of bankruptcy: Security:

Date of trustee appointment:

Meeting of creditors:

Chair:

I, the undersigned, Official Receiver in the Republic of Kenya, do hereby certify that: that J. K.

of ……………………. (insert address and IPL* Number)

was appointed as bankruptcy trustee with effect from the ……………… day of

…………………….. 20 …...

Dated this ............................. day of

................................................................................................, 20.......

(Signed) L.M.,

[Chairperson of the creditors’ meeting/ Official Receiver.]

0. the aforenamed debtor filed a petition for a Bankruptcy Order under section 32 of the

Insolvency Act; and a Bankrupcty Order was made on ……………… day of …………………… 20

…..

0. the aforenamed trustee was duly appointed trustee of the estate of the debtor.

The said trustee is required:

0. to provide to me, without delay, security in the aforementioned amount;

0. to send to all creditors, within fourteen days after the date of the trustee’s appointment, a notice of

the bankruptcy; and

0. when applicable, to call in the prescribed manner a first meeting of creditors, to be held at the

aforementioned time and place or at any other time and place that may be later requested by

the Official Receiver.


Official Receiver

* Insolvency Practioner Licencse Number

118

Form No. 21 R. 28 (9) (a)

REPUBLIC OF KENYA

__________________


___________________

THE INSOLVENCY ACT

______________________


RE:…………………………………………………………………………………….

t/a: ……………………………………………………………………………………..


NOTICE OF RESIGNATION OF TRUSTEE

I, C. D. (insert insolvency practitioner’s name) of ………………………….. (insert business

address) was appointed as trustee of ……………………………….. (insert debtor’s name) of

……………………………………… (insert debtor’s address ) on

……………………………(insert date of appointment) by the Official Receiver/Court/Creditors

pursuant to a Bankruptcy Order issued at …………………………………….. (insert name of

Court) on ………… day of…………………. 20 ….. (insert date of order).

I wish to resign from office as trustee in bankruptcy on the grounds that I am unable to Act /I

should not continue to Act for the following reason(s)

1.

2.

3.

Dated at …………….. this …………………….. day of ……………… 20 ……………..

…………………………………….

Trustee

IPL* Number

* Insolvency Practitioner Licencse Number

119

Form No. 22 Rule 29 (1)

REPUBLIC OF KENYA

__________________


______________________

THE INSOLVENCY ACT

__________________________


RE:…………………………………………………………………………………….

t/a: ……………………………………………………………………………………..


APPLICATION TO COURT TO RESIGNATION BY TRUSTEE

TAKE NOTICE THAT, that the Honourable court will be moved on the ……… day of

…………... 20…. at …9.00 Oo’clock in the in the …fore noon or soon thereafter for the

hearing of an application by C.D. ...................................... of ......................................... [or We,

C.D. ................ of ................ and E.F. .................of ................] FOR ORDERS:

1. THAT an order be made for my/our resignation as trustee(s) of bankruptcy of the estate

of the bankrupt, A.B,...................... [insert name and description of debtor] and that another

trustee be appointed by this Court, on the following grounds: -

1. That A. B. was adjudged bankrupt by the Court on ………

2. That the said C.D and/or E. F .was appointed as trustee of the estate of A. B. on……… .

3. [set out the grounds for resignation].

WHICH APPLICATION is based on the grounds and supported by the annexed affidavit of the

applicant (s), the further grounds herein below written and such other or further grounds as may

be adduced at the hearing hereof.

Dated this ......................... day of ........................................................................................... 20....

(Signed) C.D. and/or E. F.

Trustee Applicant(s).

121

Form No. 22A r. 29(4)

REPUBLIC OF KENYA


THE INSOLVENCY ACT


RE:…………………………………………………………………………………….

t/a: ……………………………………………………………………………………..


COURT ORDER GRANTING TRUSTEE LEAVE TO RESIGN

(Section 75(4) of the Insolvency Act)

Upon the application of …………………… [insert name of Trustee], Trustee of the Estate of

…………….[insert name of Bankrupt], dated …………… [Insert date], filed on the …………[insert

date] day of …………………………….. 20…….


And it appearing to the court that the reasons for resignation are sufficient [Set out the reasons for

resignation for which leave is sought]:

5. The Court hereby orders that …………………………. [Insert name, address and description

of Trustee] be granted leave to resign by virtue of an order hereby made on this date.

6. The Court further orders that the Trustee be released from……………………..[Insert the

date]

7. The Court further orders that ……………………..[insert other provisions as the court

considers appropriate with respect to matters arising in connection with the resignation]

Dated at ………………………, this ……………………. day of ……………………………….. 20

…...

Judge or Registrar

122

Form No. 22B r. 30A

REPUBLIC OF KENYA


THE INSOLVENCY ACT


RE:…………………………………………………………………………………….

t/a: ……………………………………………………………………………………..


NOTICE OF DISCLAIMER OF ONEROUS PROPERTY (NATURAL PERSONS)

(Section 118 of the Insolvency Act)

To ....................

of [address] ....................

TAKE NOTICE THAT, as Official Receiver/Bankruptcy Trustee of the above estate, the following

property,…..(description of the debtor’s property)………….. being property of the debtor herein, will

be disclaimed as onerous, after twenty-one (21) days from the date of this notice, on the following

grounds: -

1. …………………………………………………………………………………….

2. …………………………………………………………………………………….

3. …………………………………………………………………………………….

AND FURTHER TAKE NOTICE that if you are dissatisfied with my decision to disclaim the

abovementioned property as onerous, you may apply to the Court to reverse or vary the same, but,

subject to the power of the Court to extend the time, no application to reverse or vary my decision in

disclaiming the property as onerous will be entertained after the expiration of ........days from this

date.

Dated this ........................ day of .........................................................................................................,

20....

Official Receiver or Trustee.

123

To be served upon:

3. The Official Receiver

4. Creditors

5. Debtor

6. Others

124

Form No. 23 R. 40 (1)

REPUBLIC OF KENYA

__________________


_______________________

THE INSOLVENCY ACT

__________________________


RE:…………………………………………………………………………………….

t/a: ……………………………………………………………………………………..


NOTICE OF OBJECTION TO DISCHARGE OF BANKRUPT (Under sectionsParagraph 254(2) and 256 of the Insolvency Act)

TAKE NOTICE THAT C. D., [insert name], creditor/trustee of the estate of A. B. [insert name

of bankrupt], a bankrupt, intends to oppose the discharge of the bankrupt on the following

grounds:

(Set out the grounds for opposing the discharge.)

Dated at …………………., this …………….., of ………………………………….. 20………..

Creditor/Trustee

Form No. 23A r. 44A

THE INSOLVENCY ACT


THE INSOLVENCY ACT

APPLICATION FOR VOLUNTARY ARRANGEMENT (NATURAL PERSON)


125

10. PERSONAL INFORMATION OF APPLICANT DEBTOR

M. Full Names (as they appear on your National ID):

M. Preferred Title (Mr./Mrs./Miss/Ms./Other): Nationality:

M. Gender: I. D. Number:

M. Date of Birth: K. R. A PIN Number:

M. Address: Postcode:

County: Country:

Email: Tel:

M. (i) Occupation (bankrupt/debtor):


Address: Postcode:

County: Country:

Email: Tel:

10. PROPOSAL DETAILS

E. I propose to repay the full amount of my debts OR I propose to repay ………………………

(state the amount you propose if different from the full amount) in the shilling as full and final

payment of my debts in installments.

E. Please enter the proposed amount of money you wish to repay in each instalment.

Kshs. …………

E. Please select the proposed frequency of each instalment: Weekly / Monthly / Quarterly

E. Do you propose to sell any assets as part of your Voluntary Arrangement? If yes, Please

describe any assets that you would propose to sell as part of your Voluntary Arrangement:

Asset description Estimated resale value Amount owed on asset

(Use separate sheet)

E. Have any of your debts been guaranteed by any person? If yes, please list the debts and the

name and address of the guarantor in the box below:

Asset Guarantor name and address:

126


10. ADDITIONAL COMMENTS

Please provide any other information that you believe is relevant to your proposal. Voluntary

Arrangements last for 12 months. If you propose to repay your debts in less than 12 months,

please specify here.

If you wish the Official Assignee to consider an extension of the period to up to an additional 12

months, please specify here and state your reasons:

10. VOLUNTARY SUPERVISOR SELECTION

A. Name of Proposed Supervisor:

B. *IPL number:

*Insolvency Practitioner License Number

C. Address: Postcode:

County: Country:

Email: Tel:

D. If for any reason you do not intend to nominate a supervisor, please provide your reasons

below:

10. DECLARATION

h. The information provided by me in this application is true, and I have disclosed here all and every

facts and circumstances which are material to consideration of my application. I understand that

any false, inaccurate or misleading information provided by me may lead to a refusal of my

application, or disciplinary action in relation to, and withdrawal of my application for A

Voluntary Arrangement.

h. I will immediately notify the office of the Official Receiver and my Supervisor of any material

change in the information provided by me here, whether it arises before or after my admission for

a Voluntary Arrangement.

h. I attach a copy of my statement of affairs, written consent of the proposed Supervisor and any

other relevant documents prescribed by the Official Receiver, the Insolvency Act and Regulations

together with this application.

h. I request that a Voluntary Arrangement be made on the above terms.

Dated this day of 20-

___

……………………………………..

Applicant Debtor

127

NOTE:

A Voluntary Arrangement is a legally binding arrangement made by an order of the Court that

governs how and to what extent you will repay your debts over a period of up to 12 months. The

information provided in this section will form the basis of any Order that is made by the Court. You

need to specify in this section of your application the amount and frequency of the repayments you

are proposing, and details of any of your assets that you are proposing be sold towards meeting your

debts. If you intend to repay your debts in less than 12 months, please specify this in the Comments

box, or alternatively if you wish to apply for a longer period (24 months) then you must give reasons

for this proposed extension.

N.B./ To be accompanied with Form 10, Form 11 and Form 4

Form No. 24 R. 50 (1)

THE INSOLVENCY ACT

__________________


__________________________

APPLICATION FOR SUMMARY INSTALLMENT ORDER (SIO)

1. PERSONAL INFORMATION OF APPLICANT DEBTOR

N. A. Full Names (as they appear on your National ID):

O. B. Preferred Title (Mr./Mrs./Miss/Ms./Other): Nationality:

P. C. Gender: I. D. Number:

Q. D. Date of Birth: K. R. A PIN Number:

R. E. Address: Postcode:

County: Country:

Email: Tel:

S. F. (i) Occupation (bankrupt/debtor):

128


Address: Postcode:

County: Country:

Email: Tel:

2. PROPOSAL DETAILS

A. I propose to repay the full amount of my debts OR I propose to repay ………………………

(state the amount you propose if different from the full amount) in the Ksh (%)dollar as full and

final payment of my debts in installments.

B. Please enter the proposed amount of money you wish to repay in each instalment.

Kshs. …………

C. Please select the proposed frequency of each instalment: Weekly / Monthly /

QuaterlyQuarterly

D. Do you propose to sell any assets as part of your Summary Instalment Order? If yes, Please

describe any assets that you would propose to sell as part of your Summary Instalment Order:

Asset description Estimated resale value Amount owed on asset


E. Have any of your debts been guaranteed by any person? If yes, please list the debts and the name

and address of the guarantor in the box below:

Asset Guarantor name and address:


3. ADDITIONAL COMMENTS

Please provide any other information that you believe is relevant to your proposal.

Summary Instalment Orders last for 3 years. If you propose to repay your debts in

less than 3 years, please specify here.

If you wish the Official Receiver Assignee to consider an extension of the period to up to

5 years, please specify here and state your reasons:

5.4. SIO SUPERVISOR SELECTION

A. Name of Proposed Supervisor:

B. *IPL number:

*Insolvency Practitioner Licencse Number

C. Address: Postcode:

County: Country:

Email: Tel:

D. If for any reason you do not intend to nominate a supervisor, please provide your reasons

below:

6.5. DECLARATION

129

a. The information provided by me in this application is true, and I have disclosed here all and

every facts and circumstances which are material to consideration of my application. I

understand that any false, inaccurate or misleading information provided by me may lead to

a refusal of my application, or disciplinary action in relation to, and withdrawal of my

application for a Summary Installment Order.

b. I will immediately notify the office of the Official Receiver and my Supervisor of any

material change in the information provided by me here, whether it arises before or after my

admission for a Summary Installment Order.

c. I attach a copy of my statement of affairs, written consent of the proposed Supervisor and

any other relevant documents prescribed by the Official Receiver, the Insolvency Act and

Regulations together with this application.

d. I request that a Summary Instalment Order be made on the above terms.


……………………………..

Applicant Debtor

NOTE:

A Summary Instalment Order is a legally binding order made by the Official Receiver that

governs how and to what extent you will repay your debts over a period of up to three years. The

information provided in this section will form the basis of any Order that is made by the Official

Receiver. You need to specify in this section of your application the amount and frequency of the

repayments you are proposing, and details of any of your assets that you are proposing be sold

towards meeting your debts. If you intend to repay your debts in less than 3 years, please specify

this in the Comments box, or alternatively if you wish to apply for a longer period (up to 5 years)

then you shall give reasons for this proposed extension.

REPUBLIC OF KENYA


THE INSOLVENCY ACT


6. 1. ASSETS

TYPE OF

ASSETS

DESCRIPT

ION

(PROVIDE

DETAILS)

ESTIMATED

VALUE IN

KSHS.

EXEMPT

PROPERTY

SECURED

AMOUNT /

LIENS

ESTIMATE

D NET

REALISAB

LE VALUE

IN KSHS. *

1. Cash on hand

2. Furniture

3. Personal effects

4.Cash-surrender

value of life

130

insurance

policies,

RRSPs, etc.

5. Securities

6.Real

prope

rty or

immo

vables

House

Land

Building

7.Motor

vehicle

Motor

vehicle

Motor

cycle

Bicycle

Other

8.Recreational

equipment

9. Estimated tax

refund

10. Other assets

Total

……………………………………

…………………………………

Date

Bankrupt/Debtor

7. 2. LIABILITIES

NO

.

CREDITOR ADDRESS

(INCLUDIN

G POSTAL

CODE)

ACCOUNT

NO.

AMOUNT OF DEBT IN KSHS. ENTER

TL* UNSECURED SECURED PREFERRED

1.

2.

3.

4.

5.

6.

7.

8.

9.

10.

11.

12.

13.

14.

15.

16.

17.

18.

19.

20.

Pledged

Assets:

(provide

details)

Total Unsecured

Total Secured

Total Preferred

TOTAL

……………………………………

………………………………………

131

Date

Bankrupt/Debtor








7. Student loans


9. Other

8. 3. INFORMATION RELATING TO THE AFFAIRS OF THE BANKRUPT/DEBTOR

T. A.Full Names (as they appear on your National ID): Other names/Alias:

U. B.Gender: KRA PIN Number:

V. C. Date of Birth: Passport Number:

W. D.Address: Postcode:

County: Country:

Email: Tel:

X. E.Marital status(single, married, separated, divorced, common law partner;


Y. F.Full name of spouse or common-law partner:

Z. G . (i) Number of dependents in household family unit, including bankrupt/debtor:


AA. H. (i) Occupation (bankrupt/debtor):

(ii) If employed, nName and address of present employer:

Address: Postcode:

County: Country:

Email: Tel:

BB. I.Statement of Partner/Spouse Income (provide details of business or employment, salary or

profits earned monthly):

CC. J.Have you operated a business within the last five years? (If yes name, type and

period of operation ):

Address: Postcode:

County: Country:

Email: Tel:

DD. K.Within the 12 months prior to the date of the applicationinitial bankruptcy event,

have you, either in Kenya or elsewhere:

(i) (i).Sold or disposed of any of your property (if yes, please give details)?

132

(ii) (ii).Made payments in excess of the regular payments to creditors (if yes, please

give details)?

(iii) (iii)Had any property seized by a creditor (if yes, please give details)?

EE. L.Within the five years prior to the date of the applicationinitial bankruptcy event,

have you, either in Kenya or elsewhere:

(i) (i)Sold or disposed of any property (if yes, please give details)?

(ii) (ii)Made any gifts to relatives or others in excess of Kshs. 50,000/= (if yes, please

give details)?

……………………………………

………………………………………

Date

Bankrupt/Debtor

9. 4.BUDGET INFORMATION

(a) Have you ever made a proposal under the Insolvency Act?

(b)Have you been bankrupt before in Kenya?

(c) If you answered yes, provide the following details for all insolvency proceedings:

(1) filing date and location of the proceedings:

(2)name of trustee or administrator:

(3)if applicable, whether the proposal was successful:

(4)date on which Discharge was obtained (dd/mm/yy):

(d) Do you expect to receive any sums of money that are not related to your normal income, or

any other property within the next 12 months?

(e) Give reasons for your financial difficulties:

10. 5. REASONS FOR INSOLVENCY

d. a.What do you believe is the MAIN cause of your insolvency (tick where appropriate)?







Excessive drawings









133


e. b.What do you believe are the CONTRIBUTING causes of your insolvency (tick where appropriate)?







Excessive drawings










f. c. Do you have any further comments on the cause(s) of your insolvency? If, yes, please give details.

………………………………. [insert name] of ………………………. [insert address] in the

Republic of Kenya , do swear (or solemnly declare) that this statement is, to the best of my

knowledge, a full, true and complete statement of my affairs

on …………………………………………….. and fully discloses all property and transactions

of every description that is or was in my possession or that may devolve on me in accordance

with the Insolvency Act and Regulations.


at this day of 20 )

…………………………………………………

)

BEFORE ME )

Debtor/Bankrupt

)

)

)


Form No. 25 R. 50 (7) (c)

THE INSOLVENCY ACT

_______________


__________________

APPLICATION TO OBJECT TO A SUMMARY INSTALLMENT ORDER (SIO)

1. DETAILS OF SIO APPLICATION

FF. A. Full Names of Debtor (as they appear on the National ID):

134

GG. B. SIO Application Number:

HH. C. Name of supervisor:

2. DETAILS OF CREDITOR PROPOSING OBJECTION

A. Name of Creditor:

B. Address: Postcode:

County: Country:

Email:

C. Amount of debt owed in Kshs. (Attach proof of debt):

D. Reasons for objection (use separate sheet if necessary):

a) ……..

b) ……..

c) ……..

d) ……..

I state that the information provided in this objection is to the best of my knowledge and information, true.

Name:

Signature: Date:

135

Form No. 26 R. 54 (1)

REPUBLIC OF KENYA

________________


________________

THE INSOLVENCY ACT

___________________


RE:…………………………………………………………………………………….

t/a: ……………………………………………………………………………………..


NOTICE OF REJECTION OF CLAIM

To ....................

of [address] ....................

TAKE NOTICE THAT, as Official Receiver/Trustee of the above estate, I have this day

rejected your claim against such estate [to the extent of Kshs.........], on the following grounds: -

AND FURTHER TAKE NOTICE that if you are dissatisfied with my decision in respect of

your proof you may apply to the Court to reverse or vary the same, but, subject to the power of the

Court to extend the time, no application to reverse or vary my decision in rejecting your proof will be

entertained after the expiration of ........ days from this date.

Dated this ........................ day of

.................................................................................................................. .............................., 20....

Official Receiver or Trustee.

136

Form No. 26A r.63

REPUBLIC OF KENYA


THE INSOLVENCY ACT


RE:…………………………………………………………………………………….

t/a: ……………………………………………………………………………………..


NOTICE OF DEFAULT UNDER SUMMARY INSTALMENT ORDER

(Under Section 341(4) of the Insolvency Act)

TAKE NOTICE THAT C. D., [insert name of Debtor], [insert SIO Application Number], a debtor

under Summary Instalment Order, has defaulted from his payment obligations under the Summary

Instalment Order.

FURTHER TAKE NOTICE THAT consequent to the default, proceedings that have been stayed

under section 335 may continue, and any other legal proceedings may be instituted.

Dated at ……………., this …………….., of …………………………………………….. 20………..

Supervisor

Served on:

1. Official Receiver

2. Creditors

137

Form No. 27 R. 67 (6)

REPUBLIC OF KENYA

_______________


_______________

THE INSOLVENCY ACT

____________________


RE:…………………………………………………………………………………….

t/a: ……………………………………………………………………………………..


SIO SUPERVISOR’STRUSTEE’S FINAL STATEMENT OF RECEIPTS AND PAYMENTS (SUMMARY

ADMINSTRATION)

RECEIPTS: (Itemize the receipts)

(Receipts itemized on Form 1 as per Sections …., ….. of the Insolvency Act; Rule ….)

Receipts Amounts

Total Receipts: Kshs.

Less payments made to secured creditors Kshs.

Less necessary disbursements relating directly to realization Kshs.

(Identify separately the costs pertaining to all assets)

Net Receipts Available to the Estate: Kshs.

Disbursements:

1. Counselling fees: Kshs.

2. Fees paid:

(a) To official receiver Kshs.

(b) To the court (where applicable) Kshs.

3. Administrative Disbursement: Kshs.

4. Supervisor’sTrustee's Fees:

100% of Kshs.

35% of Kshs.

50% of Kshs.

Total Fees Kshs.

5. Applicable Taxes Kshs.


Amount available for distribution Kshs.

Proved Claims Kshs.

Dividend Kshs.

Superintendent's Levy Kshs.

Total Dividend and Levy Kshs.

138

(Receipts itemized on Form 1 as per Sections …., ….. of the Insolvency Act; Rule ….)

Receipts Amounts

Status of Debtor’sBankrupt's Discharge:

(Give the description and value of all property of the debtorbankrupt (whether or not secured) as shown in the statement of

affairs or otherwise known and not accounted for in the receipts, stating why the property has not been sold or realized and

stating the disposition made)


Trustee


139

Form No. 28 R. 72 (1)

THE INSOLVENCY ACT

______________________


__________________________

APPLICATION FOR NO ASSET PROCEDURE (NAP)

Rules 72(1) and 102 (2)

7. 1. PERSONAL INFORMATION OF APPLICANT DEBTOR

II. A. Full Names (as they appear on your National ID):

JJ. B. Preferred Title (Mr./Mrs./Miss/Ms./Other): Nationality:

KK. C. Gender:

LL. D.Date of Birth:

MM. E.Address: Postcode:

County: Country:

Email: Tel:

NN. F.(i) Occupation (bankrupt/debtor):


Address: Postcode:

County: Country:

Email: Tel:

8. 2.PROPOSAL DETAILS

a. I am unable to pay my debts. I confirm to the best of my knowledge no creditor has filed an application

with the court for my bankruptcy and nor have I previously been adjudged bankrupt or subject to a No

Asset Procedure.

b. I request that I be admitted to the No Asset Procedure. I acknowledge that the decision by the Official

Receiver to accept this application will be legally binding on me and that I will be subject to the

provisions of the Insolvency Act and Regulations.

9. 3.ADDITIONAL COMMENTS

(Please provide any other information that you believe is relevant to your proposal. The duration of a NAP

is 12 months. You may request that the NAP be terminated in less than the period in the event your

circumstances change and if you wish to repay something towards your debts, please specify here.)

10. 4. DECLARATION

e. a.The information provided by me in this application is true, and I have disclosed here all and every

facts and circumstances which are material to consideration of my application. I understand that any

false, inaccurate or misleading information provided by me may lead to a refusal of my application, or

disciplinary action in relation to, and withdrawal of my application for the No-Asset Procedure.

140

f. b.I will immediately notify the office of the Official Receiver of any material change in the

information provided by me here, whether it arises before or after my admission to the No-Asset

Procedure.

g. c. I attach a copy of my statement of affairs and any other relevant documents prescribed by the

Official Receiver, the Insolvency Act and Regulations together with this application.

h. d. I request that I be admitted to the No-Asset Procedure on the above terms.


……………………………………..

Applicant Debtor

NOTE:

The No Asset Procedure (NAP) is an alternative to filing a debtor's petitionapplication for Bankruptcy.

The Insolvency Act and Regulations specify the eligibility criteria that shall be met. Should you

decide to submit your application it will be carefully considered by the Official Receiver and may or

may not be accepted. You will be notified as soon as a decision has been made, which is expected to

be within 96 hours of receipt of the completed application. The normal term of a NAP is 12 months,

you may contact the Official Receiver and request that the NAP be terminated during that period if

your circumstances change and you can repay something towards your debts. The Official Receiver

may also terminate the NAP, for example if it is considered that you have concealed information.

During the course of the NAP you have a duty to assist the Official Receiver, and to notify the Official

Receiver of any change in your circumstances. There will also be a restriction on your ability to incur

credit during the period of the NAP. If you choose to submit your application then any decision by

the Official Receiver to accept your application will be legally binding on you.

REPUBLIC OF KENYA

________________


_______________

THE INSOLVENCY ACT

______________________


11. 1.ASSETS

TYPE OF

ASSETS

DESCRIPTI

ON

(PROVIDE

DETAILS)

ESTIMATED

VALUE IN

KSHS.

EXEMPT

PROPERTY

SECURED

AMOUNT /

LIENS

ESTIMATE

D NET

REALISAB

LE VALUE

IN KSHS. *

1. Cash on hand

2. Furniture

3. Personal effects

4.Cash-surrender

value of life

insurance

policies,

RRSPs, etc.

5. Securities

141

6.Real

prope

rty or

immo

vables

House

Land

Building

7.Motor

vehicle

Motor

vehicle

Motor

cycle

Bicycle

Other

8.Recreational

equipment

9. Estimated tax

refund

10. Other assets

Total

……………………………………

………………………………………

Date

Bankrupt/Debtor

12. 2.LIABILITIES

NO

.

CREDITO

R

ADDRESS

(INCLUDIN

G POSTAL

CODE)

ACCOUN

T NO.

AMOUNT OF DEBT IN KSHS. ENTE

R

TL

*

UNSECURE

D

SECURE

D

PREFERRE

D

1.

2.

3.

4.

5.

6.

7.

8.

9.

10.

11.

12.

13.

14.

15.

16.

17.

18.

19.

20.

Pledged

Assets:

(provi

de

details

)

Total Unsecured

Total Secured

Total Preferred

TOTAL

……………………………………

……………………………………

142

Date

Bankrupt/Debtor








7. Student loans


9. Other

13. 3.INFORMATION RELATING TO THE AFFAIRS OF THE BANKRUPT/DEBTOR

OO. A.Full Names (as they appear on your National ID): Other names/Alias:

PP. B. Gender: KRA PIN Number:

QQ. C.Date of Birth: ID/Passport Number:

RR. D.Address: Postcode:

County: Country:

Email: Tel:

SS. E.Marital status(single, married, separated, divorced, common law partner;


TT. F .Full name of spouse or common-law partner:

UU. G. (i) Number of dependents in household family unit, including bankrupt/debtor:


VV. H (i) Occupation (bankrupt/debtor):


Address: Postcode:

County: Country:

Email: Tel:

WW. I Statement of Partner/Spouse Income (provide details of business or employment, salary or

profits earned monthly):

XX. J Have you operated a business within the last five years? (I yes name, type and period of

operation ):

Address: Postcode:

County: Country:

Email: Tel:

YY. K Within the 12 months prior to the date of the initial bankruptcy event, have you, either in Kenya or

elsewhere:

(i) Sold or disposed of any of your property (if yes, please give details)?

143

(ii) Made payments in excess of the regular payments to creditors (if yes, please give details)?

(iii) Had any property seized by a creditor (if yes, please give details)?

ZZ. L. Within the five years prior to the date of the initial bankruptcy event, have you, either in Kenya or elsewhere:

(i) Sold or disposed of any property (if yes, please give details)?

(ii) Made any gifts to relatives or others in excess of Kshs. 50,000/= (if yes, please give details)?

……………………………………

………………………………………

Date

Bankrupt/Debtor

14. 4. BUDGET INFORMATION

(a) Have you ever made a proposal under the Insolvency Act?

(b) Have you been bankrupt before in Kenya?

(c ) If you answered yes, provide the following details for all insolvency proceedings:

(1)filing date and location of the proceedings:

(2)name of trustee or administrator:

(3) if applicable, whether the proposal was successful:

(4)date on which Discharge was obtained (dd/mm/yy):

(d). Do you expect to receive any sums of money that are not related to your normal income, or any

other property within the next 12 months?

(e). Give reasons for your financial difficulties:

15. 5.REASONS FOR INSOLVENCY

a.What do you believe is the MAIN cause of your insolvency (tick where appropriate)?







Excessive drawings










144

b. What do you believe are the CONTRIBUTING causes of your insolvency (tick where

appropriate)?







Excessive drawings










c. Do you have any further comments on the cause(s) of your insolvency? If, yes, please give

details.

I, ………………………………. [insert name] of ………………………. [insert address] in the

Republic of Kenya , do swear (or solemnly declare) that this statement is, to the best of my

knowledge, a full, true and complete statement of my affairs

on …………………………………………….. and fully discloses all property and transactions of

every description that is or was in my possession or that may devolve on me in accordance with

the Insolvency Act and Regulations.


at this day of 20 )

…………………………………………………

)

BEFORE ME )

Debtor/Bankrupt

)

)

)


146

Form No. 29 R. 73 (1)

THE INSOLVENCY ACT

____________________


_______________________


RE:…………………………………………………………………………………….

t/a: ……………………………………………………………………………………..


NOTICE OF ADMISSION TO THE NO ASSET PROCEDURE (NAP)

TO:

Full Names of Debtor (as they appear on your National ID):

Preferred Title (Mr./Mrs./Miss/Ms./Other): Nationality:

Gender: K. R. A. PIN Number:


Date of Birth:

Address: Postcode:

County: Country:

Email: Tel:

Date of admission to NAP:

Duration of NAP: 12 months

I, the undersigned, Official Receiver in the Republic of Kenya, do hereby certify that:

1. You, the debtor, filed an application for entry into the No-asset Procedure under section 344 of

the Insolvency Act; and

2. upon consideration of your application, you have been admitted to the No-asset Procedure.

Take note that:

1. the duration of the NAP is 12 months;

2. You are required to co-operate fully with the Official Receiver at all times. This may include

complying with requests for information;

3. You shall Notify the Official Receiver whenever you change your:

Name (for example, through marriage)

Address

Employment

Terms of employment

Income and/or expenditure

4. You shall Notify the Official Receiver if your financial circumstances change;

5.You shall continue to file tax returns, as this is still the responsibility of the tax payer; and

6.You shall not incur credit of Kshs. 10,000 or more without making the creditor aware that you

are currently in a NAP (this should be done in writing to avoid any misunderstandings).

FURTHER TAKE NOTE that once you have entered into a NAP, a creditor cannot continue to

recover or enforce a debt or add further penalties to the debt you owe. Certain debts are excluded

from a NAP by law. You shall continue to pay any:

a. Amounts payable under the Matrimonial Causes Act and Children Act;

b. Amounts owed in respect of a loan to secure the education of a dependent child or step-child of the

debtor;

c. Debt that you incurred after you have applied for the NAP;

d. Secured debt; and

e. Debt secured by fraud.


147

Official Receiver

Form No. 30 R. 74

THE INSOLVENCY ACT

______________


_____________________


RE:…………………………………………………………………………………….

t/a: ……………………………………………………………………………………..


NOTICE OF TERMINATION FROM THE NO ASSET PROCEDURE (NAP)

TO:

Full Names of Debtor (as they appear on your National ID):

Preferred Title (Mr./Mrs./Miss/Ms./Other): Nationality:

Gender: K. R. A. PIN Number:


Date of Birth:

Address: Postcode:

County: Country:

Email: Tel:

Date of admission to NAP:

I, the undersigned, Official Receiver in the Republic of Kenya, do hereby certify that:

1.You, the debtor, filed an application for entry into the No-asset Procedure under section 344 of

the Insolvency Act; and

2.upon consideration of your application, you had been admitted to the No-asset Procedure.

TAKE NOTE that your admission to the NAP has been terminated on the following grounds:

1.You did not meet the criteria for admission to the NAP; or

2. (State other grounds applicable under section 346 (2) of the Insolvency Act)

AND FURTHER TAKE NOTE that if you are dissatisfied with my decision in respect of the termination

you may apply to the Court to reverse or vary the same, but, subject to the power of the Court to extend the

time, no application to reverse or vary my decision in rejecting the termination will be entertained after the

expiration of ........ days from this date.


Official Receiver

149

Form No. 31 (r.76)

REPUBLIC OF KENYA

________________


_________________

THE INSOLVENCY ACT

___________________


RE:…………………………………………………………………………………….

T/A: ……………………………………………………………………………………..

Certificate by Public Trustee of Kenya of election to administer under Part

V of the Insolvency Act, 2015

The Public Trustee of the Republic of Kenya certifies as follows;

1. The Public Trustee Kenya is

the executor of the will of the deceased vide a Grant of Probate issued

to the Public Trustee on ..... [Date]

or

the administrator of the estate of the deceased vide a Grant of Letters

of Administration issued to the Public Trustee on......[Date]

2. As the executor or administrator, the Public Trustee is possessed of

the estate, and is satisfied that the assets of the deceased available, or

reasonable likely to be available, are not sufficient to meet the several

claims on the estate (or as the facts may justify) and that the estate is

apparently insolvent.

3. Under the circumstances, the Public Trustee elects to administer the estate under

the provisions of Part V of the Insolvency Act and is making this certificate

accordingly.

DATED AT ........................THIS DAY OF...................... 20........

SIGNED AND SEALED by the )

PUBLIC TRUSTEE of KENYA ) ---------------------------

In the presence of: - )

)

150

Form No. 32 R. 77 (1)

REPUBLIC OF KENYA

______________________


____________________

THE INSOLVENCY ACT

__________________________

STATEMENT OF THE COMPANY’S FINANCIAL POSITION

Statement as to the affairs of …………………………… (Name and address of the registered

office of the company) on the.…………… day of…………………….20………… , (the date

that the company entered administration).

A. COMPANY DETAILS

Name of Company:

Physical Address;

Telephone number:

Email Address:

Company Number:

KRA PIN Number:

Date of Administration/Liquidation Order:

B. ASSETS SUBJECT TO FIXED CHARGE

Assets Book value Estimated Realisable Value

1.

2.

3.

151

4.

5.

6.

7.

8.

9.

10.

11.

12.

13.

14.

Signature……………………………………………..

Date………………………………………….

C. ASSETS SUBJECT TO FLOATING CHARGE:

Assets Book value Estimated Realisable

Value

1.

2.

3.

4.

5.

152

6.

7.

8.

9.

10.

11.

12.

13.

14.

15.

16.

Signature……………………………………… Date……………………………………..

D. UNCHARGED ASSETS:

1.

2.

3.

4.

5.

6.

7.

153

8.

9.

10.

11.

12.

13.

14.

15.

16.

17.

17.

19.

20.

21.

22.

23.

24.

Signature……………………………………………

Date………………………………………

E. ESTIMATED TOTAL ASSETS AVAILABLE FOR PREFERENTIAL

CREDITORS

154

Signature……………………… Date…………………………

A1l – Summary of Liabilities

Estimated

to realise

Ksh.

Estimated total assets available for preferential

creditors (carried from previous page A)

Ksh.

Ksh.

Liabilities

Preferential creditors:-

Estimated deficiency/surplus as regards preferential creditors Ksh.

Ksh.

Estimated deduction under section 474 from prescribed part of net property where applicable (to carry forward)

Estimated total assets available for floating charge holders Ksh.

Ksh.

Debts secured by floating charges

Estimated deficiency/surplus of assets after floating charges Ksh.

Ksh.

Estimated deduction under section 474 from prescribed part of net property where applicable (brought down)

Total assets available to unsecured creditors Ksh.

Ksh.

Unsecured non-preferential claims (excluding any shortfall to floating charge

holders)

Estimated deficiency/surplus as regards non-preferential creditors

(excluding any shortfall to floating charge holders)

Ksh.

Shortfall to floating charge holders (brought down)

Estimated deficiency/surplus as regards creditors

Issued and called up capital Ksh.

155

Estimated total deficiency/surplus as regards members Ksh.

Signature ……………………………………. Date …………………………………….

COMPANY CREDITORS

Note: You shall include all creditors and identify all creditors under credit purchase transactionshire-purchase, chattel

leasing or conditional sale agreements and customers claiming amounts paid in advance of the supply of goods or

services and creditors claiming retention of title over property in the company’s possession.

Name of

credito

r

or

Claim

ant

Address

(with postcode)

Amount

of

de

bt

Ksh.

Details of any

security held

by creditor

Date security

given

Value of

security

Ksh.

1.

2.

3.

4.

5.

6.

7.

8.

9.

10.

11.

12.

13

Signature……………………………………………….. Date…………………………………………………………

156

COMPANY SHAREHOLDERS

Name of

Shareholder

Address (with postcode)

No. of shares

held

Nominal

Val

ue

Details of Shares

held

TOTALS

Statement of Truth

I believe that the facts stated in this statement of affairs are a full, true and complete statement of the affairs of the above

named company as at …………………(the date that the company entered administration).

Full name ……………………………………………

Signed ……………………………………………….

Dated ………………………………………………

Signature………………………………………………………. Date …………………….…………………………..

157

Form No. 32A r.77A(1)(a)

REPUBLIC OF KENYA


THE INSOLVENCY ACT


RE:…………………………………………………………………………………….

t/a: ……………………………………………………………………………………..

L. O. made on ………………………….20………………OF………………………

SPECIAL RESOLUTION FOR MEMBERS’ VOLUNTARY LIQUIDATION

Under Section 395

TAKE NOTICE that on a general meeting of the members of A.B., …….[insert name and description

of the company] held on ……………..day of ………………..the members resolved to:

1. Voluntarily liquidate the company on this……….. day of ………………..[insert the date, place

and address where the meeting took place]

2. Appoint/Nominate B.F…..[insert name and description of the liquidator] as liquidator of the

company.

Dated this ……………………….... day of ......................................................................................

,20..........

(Signed) C.D.

Director(s) of the Company

To be served upon:


2. Registrar of Companies

3. Creditors

4. Contributories/Members

158

Form No. 32B r.77A(1)(b)

REPUBLIC OF KENYA


THE INSOLVENCY ACT


RE:………………………………………………………………………………….

t/a: ……………………………………………………………………………………..

L. O. made on ………………………….20………………OF………………………

STATUTORY DECLARATION OF SOLVENCY

(Pursuant to section 398(1)(b) of the Insolvency Act)

I/We, MR. ……………….. and MR. ……………………… , being the sole director/majority of

directors of ……………………………….. LIMITED, do solemnly and sincerely declare that I/we

have made a full inquiry into the affairs of this Company, and that, having so done, I/wWe have

formed the opinion that this Company will be able to pay its debts in full within a period of

TWELVE* months from the commencement of the winding up, and I/wWe append a statement of the

Company’s assets and liabilities as at ……………………… 2016 , being the latest practicable date

before the making of this declaration. And we make this solemn declaration, conscientiously

believing the same to be true, and by virtue of the provisions of the Oaths and Statutory Declarations

Act.

Declared before me at …………….. this……………………day of…………………………..201_

by:

……………………… ____________________________

DIRECTOR Signature

………………………... ____________________________

DIRECTOR Signature

BEFORE ME

____________________________________________________________________

COMMISSIONER FOR OATHS

__________________________________________________________________________

*Insert a period of months not exceeding twelve.

159

*Attach statement of the Company’s Financial Position, Form 32, as required by section 398(2)(b) of

the Act

Form No. 32C r. 77B(1)(a)

REPUBLIC OF KENYA


THE INSOLVENCY ACT


RE:…………………………………………………………………………………….

L. O. made on ………………………….20………………OF………………………

LIQUIDATION PETITIONAPPLICATION


The humble petitionapplication of _________________ (insert full name, title, etc. of

petitionerapplicant and capacity e.g. as director/creditor/contributory) states as follows—

1. The ___________________ Co. Ltd. (hereafter called “the company”) was on the

……………….day of _______________ incorporated.

2. The registered office of the company is at________________________ (state the situation and full

postal address of the registered office).

3. The nominal capital, if any, of the company is ________ shillings divided into shares of ________

shillings each. The amount of the capital paid up or credited as paid up is ________ shillings.

4. The objects for which the company was established, if any, are as follows—

To ____________________________________________ and other objects set forth in the

memorandum of association of the company.

(Here set out in paragraphs the facts on which the petitionerapplicant relies, including a statement of

assets where necessary and conclude as follows—)

5. The company is ……… (state the reason for application for liquidation e.g. indebtedness,…. etc ).

(6. Your petitionerapplicant has been served with/has served a statutory demand on the company for

payment of the debt on the __________ day of _______, 20___, but the company has failed to pay

160

the debt or any part of the debt or comply with the statutory demand and to the best of my knowledge

and belief there is no application to set aside the statutory demand pending before this Honourable

court or any other court;)

7. The company is (insolvent and) unable to pay its debts.

8. (Statement of Financial Position where necessary).

Your petitionerapplicant therefore humbly prays that the court makes an order for the liquidation of

the company AND makes such orders as may be necessary and just in the premises.

161

Form No. 32D r. 77B(1)(b)

REPUBLIC OF KENYA


THE INSOLVENCY ACT


RE:…………………………………………………………………………………….

L. O. made on ………………………….20………………OF………………………

VERIFYING AFFIDAVIT

I, the petitionerapplicant named in the petitionapplication hereunto annexed, make oath [if the

petitionerapplicant declare or affirm, alter the form accordingly] and say: -

2. That the several statements in the said petitionapplication are within my own knowledge true.

Sworn at, & c.

NOTE. - If the petitionerapplicant cannot depose that the truth of all the several statements in the

petitionapplication is within his or her knowledge, he or she must set out the statements the truth of

which he or she can depose to, and file a further affidavit by some person or persons who can depose

to the truth of the remaining statements.

162

Form No. 32E r. 77B(2)(a)

REPUBLIC OF KENYA


THE INSOLVENCY ACT


RE:…………………………………………………………………………………….

t/a: ……………………………………………………………………………………..


STATUTORY DEMAND

To A.B. [or A.B.& Co.] .............................., of ............................

TAKE NOTICE that within [twenty one] days after service of this notice on the company, excluding the day of

such service, the company must pay to C. D. .................................. of ........................................ [or to

..................................................................... of ................................................... his [or their] agent duly

authoriszed] (a) the sum of Kshs. ..................claimed by (b) ................. as being the amount due* to (c)

.......................................................... , dated ......................................................., , or the company must secure or

compound for the said sum to (d) ................................................................ satisfaction [or the satisfaction of his,

her [or their] said agent] (a) or to the satisfaction of the Court; or the company must satisfy the Court that the

company has a counter-claim, set-off or cross-demand against (c)

.............................................................................. which equals or exceeds the sum claimed by (c)

........................................ and which the company could not set up in the action or other proceedings in which

the Judgment or Order was obtained.

FURTHER TAKE NOTICE THAT failure to pay the afore-stated amount shall result in C.D. filing for a

liquidation order against the company.

Dated this ........................ day of ............................................................................................................,

20....................

By the Court,

Registrar.

* amount due can be as a result of the following:-

Judgment

Contract

Rent accruing etc

163

Form No. 32F r.77C(a)

REPUBLIC OF KENYA


THE INSOLVENCY ACT


RE:…………………………………………………………………………………….

t/a:…………………………………………………………………………………….

L. O. made on ………………………….20………………OF………………………

NOTICE OF APPOINTMENT OF LIQUIDATOR


I, C.D., of ............... give notice that *I was / we were appointed as Liquidator(s) of the property of

the said A.B.,……. [insert name and description of the company] the Company pursuant to the

Liquidation Order issued on …………………. Day of …………… 20….. and/or in accordance with

the provisions of the Insolvency Act.

Dated this ……………………….... day of ......................................................................................

,20..........

(Signed) C.D.

I.P. No…………

To be served upon:


2. Creditors

3. Company/Directors

4. Court

164

Form No. 32G r. 77D

REPUBLIC OF KENYA


THE INSOLVENCY ACT


RE:…………………………………………………………………………………….

t/a: …………………………………………………………………………………….

L. O. made on ………………………….20………………OF………………………

LIQUIDATION ORDER

(Section 425 of the Act)

Upon the application of …………………… [insert name and description of company or creditor or

contributory or provisional liquidator or administrator of the company or liquidator],

of ……………….. [insert address], dated …………… [Insert date], filed on the …………[insert

date] day of …………………………….. 20…….


And it appearing to the court that the grounds for application for liquidation by the court are valid [Set

out the nature and dates of the grounds on which the order is made]:

1. The Court hereby orders that …………………………. [Insert name, address and description

of company as set out in the petitionapplication or proof to the court] be liquidated by virtue

of a liquidation order hereby made on this date.

2. The Court further orders that ……………………………… [insert Official Receiver or name

of liquidator/interim liquidator], of ……………………….. [Insert address of liquidator], be

appointed as liquidator of the company.

Dated at ………………………, this ……………………. day of …………………………...….. 20

…...

Judge or Deputy Registrar

165

Form No. 32H r. 77E

REPUBLIC OF KENYA


THE INSOLVENCY ACT


RE:…………………………………………………………………………………….

t/a: ……………………………………………………………………………………..


NOTICE OF RESIGNATION OF A LIQUIDATOR

I, C. D. (insert insolvency practitioner’s name) of ………………………….. (insert business address)

was appointed as Liquidator of ……………………………….. (insert Company’s name) of

……………………………………… (insert Company’s address) on

……………………………(insert date of appointment) by the Official Receiver/Court/Creditors

pursuant to a Liquidation Order issued at …………………………………….. (insert name of Court)

on ………… day of…………………. 20 ….. (insert date of order).

I wish to resign from office as Liquidator of the above mentioned Company in liquidation on the

grounds that I am unable to Act /I should not continue to Act for the following reason(s)

1.

2.

3.

Dated at …………….. this …………………….. day of ………………………………………… 20

……………..

…………………………………….

Liquidator

IPL* Number


166

Form No. 32I r. 77F

REPUBLIC OF KENYA


THE INSOLVENCY ACT


RE:…………………………………………………………………………………….

L. O. made on ………………………….20………………OF………………………

NOTICE TO REGISTRAR WHERE QUORUM FOR MEETING IS INSUFFICIENT


TAKE NOTICE THAT the a meeting of the company was dully convened at

_________________,(state place) between ………………(specify time) and that there was no

quorum.

Dated this ______ day of _______________, 20 ____

________________________________

Liquidator.

167

Form No. 32J r. 77G(1)

REPUBLIC OF KENYA


THE INSOLVENCY ACT


RE:…………………………………………………………………………………….

t/a: ……………………………………………………………………………………..

L. O. made on ………………………….20………………OF………………………

STATEMENT OF ACCOUNTS OF THE LIQUIDATION


1. No. of Company ____________________________________________

2. Name of company ______________________________________ Ltd.

(in liquidation)

3. Presented by ______________________________________________

4. Statement showing how the liquidation has been conducted and how the property of the Company

has been disposed of from________, 20 ____ (commencement of liquidation) to _______, 20 ___

(close of liquidation)

Statement of

assets and

liabilities

Shs.

Receipts

Shs.

Payments

Shs.

Receipts— Costs of Advocate to

Liquidator

Cash at bank Other law costs

Cash in hand

Liquidator’s

remuneration

(where applicable)

Marketable

Securities

______ percent on

_____

shs. Realized

Sundry debtors ______ percent on

_____

shs. Distributed

Stock-in-trade By whom

168

fixed___________

Work in progress Auctioneers’ and

valuers’

Charges

Freehold property Costs of possession and

maintenance of estate

Leasehold property Costs of notices in

Gazette and

newspapers

Plant and machinery Incidental outlay

Furniture, fittings,

utensils, etc.

Patents, trademarks,

etc.

Investments other

than marketable

securities

Surplus from

securities

Unpaid calls at

commencement of

liquidation

Shs. Shs.

Amounts received

from calls on

contributories made

in the liquidation

Total costs and

charges— (i) debenture

holders—

Receipts per trading

account

payment of ___ shs. per

___ shs. Debenture

Other property, etc.

viz—


___ shs. Debenture


___ shs. Debenture

Shs.

Shs.

169

Less— (ii) creditors— _____

Preferential1

Payments to redeem

securities

_____ Unsecured1

Costs of execution

Dividend(s) of ___ shs.

in the ___ on ___ shs.

Payments per

trading account

(The estimate of amount

expected to rank for

dividend was ____ shs.)

Payments per

trading account

(The estimate of amount

expected to rank for

dividend was ____ shs.)

Net realiszations

(iii) Returns to

contributories— Shs.

shs. ___ per ____ share2



Balance

5. State number. Preferential creditors need not be separately shown if all creditors have been paid in

full.

6. State nominal value and class of share.

_________________________________________________________.

(i) Assets, including ______ shown in the statement of assets and liabilities and estimated to be of the

value of ______ shillings have proved to be unrealiszable.

(ii) State amount paid into the Companies Liquidation Account in respect of________________Shs.

a) unclaimed

dividends payable to creditors in the liquidation ___________________________

b) other unclaimed

distributions in the liquidation ______

c) Monies held by the

company in trust in respect of dividends or other sums due before commencement of the

winding up to any person as a member of the company ______

(iii) Add here any special remarks the liquidator thinks desirable—

Dated this ______ day of _____________________, 20 ____

_____________________________________

Liquidator

170

Form No. 32K r. 77G(2)

REPUBLIC OF KENYA


THE INSOLVENCY ACT


RE:…………………………………………………………………………………….

L. O. made on ………………………….20………………OF………………………

NOTICE OF LIQUIDATOR’S STATEMENT OF ACCOUNTS


TAKE NOTICE THAT the Statement of Accounts of the liquidation will be presented at a general

meeting of the company at ______________________________________, (state place) between

……………… (specify time) *

Dated this ______ day of _______________, 20 ____

________________________________

Liquidator.

171

Must be within thirty days as per section 402(2 of the Act.

Form No. 32L r. 81(2)

REPUBLIC OF KENYA


THE INSOLVENCY ACT


RE:…………………………………………………………………………………….

t/a: ……………………………………………………………………………………..


NOTICE TO CREDITORS OF MEETING TO CONSIDER THE RESIGNATION OF A LIQUIDATOR

At the request of G.H..., the Liquidator of the company, a general meeting of the creditors is hereby summoned

to be held at .........., on the .... day of ..............., 20...., at .... o’clock in the ...... noon, for the purpose of

considering the resignation of G.H.,.., from thehis office ofas such liquidator, and in the event of his or her

resignation to appoint a person to fill the vacancy.

Dated this ............................. day of .......................................................................................................... ..........,

20.......

(Signed) G.H.,

Liquidator of the company

________

173

Form No. 33 R. 81 (5)

REPUBLIC OF KENYA

__________________


________________________

THE INSOLVENCY ACT

________________________


RE:…………………………………………………………………………………….

t/a: ……………………………………………………………………………………..


LIQUIDATOR’S STATEMENT OF RECEIPTS AND PAYMENTS

Receipts

1. Cash in hand and in bank Kshs.

2. Realiszation of assets: Book debts and bills of exchange Kshs.

3. Realiszation of assets: Stock, fixtures, machinery and furniture Kshs.

4. Realiszation of assets: Real property or immovable Kshs.

5. Received from

(a) Interim Liquidator as taxed Kshs.

174

Receipts

(b) Former liquidator as taxed Kshs. Kshs.

6. Operating receipts: Kshs.

less: (a) purchases Kshs.

(b) operating expenses Kshs. Kshs.

(Attach statement detailing purchases and expenses) Net profit (Net loss to be shown in miscellaneous disbursements, 19(a)) Kshs.

7. Miscellaneous:

(a) Bank interest, etc. (specify) Kshs.

(b) Funds received from guarantor (if applicable) Kshs.

Total Receipts Kshs.

Disbursements

8 Fees paid: (a) To official receiver Kshs.

(b) To court Kshs. Kshs.

9. Notice of first meeting:

(a) Local Paper Kshs.

(b) To (Number) creditors Kshs.

(c) Postage Kshs. Kshs.

10. Other advertising Kshs.

11. Stock-taking and possession (actual expenses only) Kshs.

12. Premiums:

(a) Bond or Suretyship

Kshs.

(b) Insurance

Kshs.

Kshs.

13. Notice of bankrupt's application for discharge:

(a) To (Number) creditors

Kshs.

(b) Postage

Kshs.

Kshs.

14. Auctioneer:

(a) Commission

Kshs.

(b) Expenses

Kshs.

Kshs.

15. Notice of final dividend and liquidator's application for discharge:


Kshs.

(b) Postage

Kshs.

Kshs.

16. Other notices and reports:


Kshs.

(b) Postage

Kshs.

Kshs.

17. Postage on general correspondence

Kshs.

175

Receipts

11. Stock-taking and possession (actual expenses only) Kshs.

12. Premiums:

(a) Bond or Suretyship Kshs.

(b) Insurance Kshs. Kshs.

13. Notice of bankrupt's application for discharge:

(a) To (Number) creditors Kshs.

(b) Postage Kshs. Kshs.

14. Auctioneer:

(a) Commission Kshs.

(b) Expenses Kshs. Kshs.

15. Notice of final dividend and liquidator's application for discharge:



16. Other notices and reports:



17. Postage on general correspondence Kshs.

176

Receipts

18. Inspector:

(a) Fees (provide details) Kshs.

(b) Expenses Kshs. Kshs.

19. Miscellaneous:

(a) Loss on operations Kshs.

(b) Cost of former liquidator as taxed Kshs.

(c) Other (provide details) Kshs. Kshs.

20. Liquidator's remuneration Kshs.

21. Legal fees and legal services costs (taxed):

(a) Legal counsel on application

or assignment Kshs.

(b) Legal counsel to estate Kshs.

(c) Court fees awarded against liquidator Kshs.

(d) Costs awarded to opposing creditor Kshs. Kshs.

22. Taxes (federal and provincial) Kshs.

23. Counselling fees Kshs.

24. Trust claim (Crown) Kshs.


177

Receipts

25. Amount available for distribution Kshs.

26. Levy payable under section …… of the Act Kshs.

27. Secured creditors:

Dividend Kshs. less levy Kshs. Kshs.

28. Preferred creditors:

Dividend Kshs. less levy Kshs. Kshs.

29. Unsecured creditors:

Proved claims of Kshs.

Interim Dividend Kshs. less levy Kshs. Kshs.

Final Dividend Kshs. less levy Kshs. Kshs.

30. Amount refunded to the debtor Kshs.

31. Undistributed assets Kshs.

32. Status of Liquidation

Liquidator appointed

Release of liquidator

Annulled by Court

Dissolution

Automatic

Hearing set

Court approval refused

Declaration of final dividend

Voluntary

Refused

Creditor acceptance rejected

Withdrawn

Proving

claims

Sin

e die

On

going

Status Date:

(Provide a description and value of all property of the bankrupt (whether or not secured) as shown in the Statement of

Affairs or otherwise known and not accounted for in the receipts, stating why the property has not been sold or

realized and stating the disposition made)

Date

178

Licensed Insolvency Liquidator


Taxed at the sum of Kshs. , on date of 20

Registrar

179

Form No. 34 82 (3) (c)

REPUBLIC OF KENYA

_______________


_____________________

THE INSOLVENCY ACT

_________________________


RE:…………………………………………………………………………………….

t/a: ……………………………………………………………………………………..


NOTICE OF RESIGNATION OF LIQUIDATOR AND APPOINTMENT OF NEW LIQUIDATOR

TAKE NOTICE THAT C. D. (insert insolvency practitioner’s name) of ………………………….. (insert business

address) who was appointed as liquidator of ……………………………….. (insert company’s name) of

……………………………………… (insert company’s address ) on ……………………………(insert date of

appointment) by the Court/Creditors pursuant to a Liquidation Order issued at ……………………………………..

(insert name of Court) on ………… day of…………………. 20 ….. (insert date of order) has resigned from office as

liquidator with effect from …………………. Day of ………………… 20 …. ..

TAKE FURTHER NOTICE THAT, E.F. (insert insolvency practitioner’s name), of ............... (insert business address) has

been appointed as Interim Liquidator(s) of the property of the said A.B., the Company, with effect from …………..

(insert date of appointment) and pursuant to creditors’ meeting held at ………………………. (insert address ) on

…………………….. day of ……………………. 20 …… .

Dated at …………….. this …………………….. day of …………………………………………………… 20

……………..

…………………………………….

Liquidator

IPL* Number


180

Form No. 34A r. 98A

REPUBLIC OF KENYA


THE INSOLVENCY ACT


RE:…………………………………………………………………………………….

t/a: ……………………………………………………………………………………..


NOTICE OF DISCLAIMER OF ONEROUS PROPERTY (COMPANIES)


To ....................

of [address] ....................

TAKE NOTICE THAT, I C.B……of………[insert name and description of liquidator] as Official

Receiver/Liquidator of A.B………………of …………..[insert name and description of the company

in liquidation], the following property,…..(description of the company’s property)………….. being

property of the company herein, will be disclaimed as onerous, after twenty-one (21) days from the

date of this notice, on the following grounds: -

1. …………………………………………………………………………………….

2. …………………………………………………………………………………….

3. …………………………………………………………………………………….

AND FURTHER TAKE NOTICE that if you are dissatisfied with my decision to disclaim the

abovementioned property as onerous, you may apply to the Court to reverse or vary the same, but,

subject to the power of the Court to extend the time, no application to reverse or vary my decision in

disclaiming the property as onerous will be entertained after the expiration of ........days from this

date.

Dated this ........................ day of .........................................................................................................,

20....

Official Receiver or Liquidator

181

To be served upon:


2. Creditors

3. Debtor

4. Others

*The Official Receiver (If the application was made in Court)

182

Form No. 35 r 103(2) & 105 (3)

Part IV Inslovency Act,

REPUBLIC OF KENYA


THE INSOLVENCY ACT


RE:…………………………………………………………………………………….

t/a: ……………………………………………………………………………………..


NOTICE OF APPOINTMENT OF ADMINISTRATOR

I, C.D., of [insert description of C.D]............... give notice that G.H., of [insert description of

G.H]…………….. has been appointed as Administrator(s) of the property of A.B., the Company with effect

from the …………………. Day of …………… 20….. and/or in accordance with the provisions of the Part

VIII of the Insolvency Act.

Dated this ……………………….... day of ...............................................................................................

,20..........

(Signed) C.D.

Official Receiver*/Creditors/holder of qualifying floating charge/administrator.

183

Form No. 36 R. 101A(2)

REPUBLIC OF KENYA


THE INSOLVENCY ACT


RE:…………………………………………………………………………………….

A. O. made on ………………………….20………………OF………………………

APPLICATION FOR AN ADMINISTRATOR

I/WE, C.D.,[insert name and description of the applicant] of ............... [insert address of the

applicant] do, on the grounds set out in the annexed affidavit, apply to the Court to appoint some fit

and proper person as Administrator of the property of A.B. [insert name and description of the

company] of ……………[insert address of the company] in accordance with the provisions of the

Insolvency Act and [insert any special directions to the Trustee that may be desired].

Dated this ……………………….... day of .................................................................... ,20..........

(Signed) C.D.

To be served upon:


2. The Company/Directors

3. The Creditors

184

Form No. 37 R. 101A(3)

REPUBLIC OF KENYA


THE INSOLVENCY ACT


RE:…………………………………………………………………………………….

A.O. made on ………………………….20………………OF………………………

ADMINISTRATION ORDER (Section 530 and 531 of the Insolvency Act)

Upon the application of …………………… [insert name of and description of company or

creditor or contributory or provisional liquidator or liquidator], of ……………….. [insert

address], dated …………… [Insert date], filed on the …………[insert date] day

of …………………………….. 20…….


And it appearing to the court that the grounds for application for administration by the court

are valid [Set out the nature and dates of the grounds on which the order is made]:

1. The Court hereby orders that A.B. …………………………. [Insert name, address

and description of company as set out in the petitionapplication or proof to the court]

enters into administration.

2. The Court further orders that C.DB ……………………………… [insert name and

description of administrator], of ……………………….. [Insert address of

administrator, be appointed as the administrator of the company.

Dated at ………………………, this ……………………. day

of ……………………………...….. 20 …...

Judge or Registrar

185

Form No. 38

REPUBLIC OF KENYA


THE INSOLVENCY ACT


RE:…………………………………………………………………………………….

made on ………………………….20………………OF………………………

PRE-INSOLVENCY MORATORIUM (Section 645 of the Insolvency Act)

Upon the documentation required under section 644 of the Insolvency Act being filed at

court, the court hereby recognises that A.B …………………… [insert name and description

of monitor], of ……………….. [insert address], is the monitor appointed to monitor the Pre-

Insolvency Moratorium under section 645 of the Insolvency Act which came into force

………… [insert date] day of …………………………….. 20…….

No creditors may take any enforcement action within the next 30 days without the approval

of the court.

Dated at ………………………, this ……………………. day

of ……………………………...….. 20 …...

187

SECOND2ND SCHEDULE

FEES AND CHARGES

Part I- Professional Indemnity Cover and Bond

Professional Indemnity Cover and bond under Regulation 12(6)

The prescribed requirement for a professional indemnity insurance policy, or for security

for the proper performance of the functions of an insolvency practitioner, is a professional

indemnity cover of Kshs.25,000,000/ and a bond for Kshs.5,000,000/- in favour of the

Official Receiver.

Part II - Percentages and Fees for the Official Receiver

A. Percentages

1. On the net assets realized or brought to credit by the Official Receiver, acting in any

capacity as envisaged under the Insolvency Act, 2015 not being moneys received and

spent in carrying on the business of a debtor, a percentage according to the following

scale, calculated at the date of distribution, on the total amount so realized or brought to

credit, but not less than KShs. 2,000 in any event irrespective of the value of the assets, if

any, realized.

(a) On realization %

On the first KSh. 200,000 or fraction thereof ............................................. 18%

On the next KSh. 300,000 or fraction thereof ............................................ 15%

On the next KSh. 500,000 or fraction thereof ............................................. 12%

On the balance above KSh. 1,000,000 ....................................................... 1%

(b) On distribution half the above percentages should apply.

2. On the amount distributed to creditors by the Official Receiver when acting as

trustee

Per centum KShs.

On the first Kshs. 20,000 or fraction thereof .................................................. 2,000

On the next Kshs. 20,000 or fraction thereof ................................................. 1,000

On the next Kshs. 200,000 or fraction thereof .................................................. 700

On all further sums .......................................................................................... 500

3. On the amount distributed in dividend or otherwise to unsecured creditors by the

Official Receiver when acting otherwise than as trustee, a percentage of ten shillings on

each KShs. 100 or fraction of KShs. 100 to be charged as follows—

Per centum KSh.

On the first Kshs. 20,000 or fraction thereof ................................................ 1,000

On the next Kshs. 30,000 or fraction thereof ....................................................... 850

On the next Kshs. 100,000 or fraction thereof ......................................................700

188

On all further sums ............................................................................................... 500

4. On every payment of money out of the bankruptcy estate accounts, a percentage of

Twenty shillings in cash KShs. 1000 or fraction of KSh. 100 to be charged as

follows— (a) where the money consists of unclaimed dividends, on each dividend

paid out;

(b) where the money consists of undistributed funds or balances, on the amount paid

out.

5. On the audit of the accounts sent to the Official Receiver by the trustee under

Regulation 25 (1) a percentage according to the following scale on the gross amount

of the assets realized and brought to credit—

KSh.

On the first Kshs.100,000 or fraction thereof.............................................. 1,000

On the balance .............................................................................................. 500

6. (1) For the Official Receiver acting as interim receiver/ supervisor/ trustee of the

property of a debtor, in addition to the percentage chargeable on realization, on every

order ...... .........Kshs. 2,500

(2) In addition, where the order is in force for a longer period than fourteen days for

every seven days after the first fourteen days and for every fraction of seven days

... …………………………………………………………………Kshs 1,000

7. (1) For the issue of a certificate as to the number of creditors on an application by a

bankruptcy for discharge ........... .............................................. Kshs. 1,000

(2) For each creditor to be notified (payable by the applicant making application for

discharge) ................................................................................................. Kshs. 500

8. (1) For each notice by the Official Receiver to a creditor of a first or any other

meeting, or a sitting of the court except in relation to an application for discharge—

(a) Small Bankruptcies, each notice ………………………… .. Kshs. 250

(b) Other Bankruptcies …………………… … …………........Kshs. 500

(c) for the first 20 notices, each notice ...........................................Kshs. 200

(d) for each notice above 20 ..........................................................Kshs. 100

(2) For each notice by the Official Receiver to a creditor of an adjourned meeting

or an adjourned sitting of the court ......................... ........Kshs. 200

9. Travelling, keeping possession and other amount disbursed ............................

10. For official stationery, printing, books, forms and postages, each estate—

KSh. 5,000

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Part III – Fees Payable to the Official Receiver

11. (1) On an Application of License to act as an Insolvency Practitioner…..

Kshs.50,000/-

(2) On an Application for renewal of License to Act as an Insolvency Practitioner

…………………… …………………………Kshs. 50,000/-

12. On filing an application for Bankruptcy

(a) By Creditor ……………………………………. Kshs. 50, 000/-

(b) By Debtor ………………………………………Kshs. 30,000/-

13. On filing proof of debt under Regulation 15 ....................................... Kshs. 500

14. For the use of a room for meeting or adjourned meeting of creditors summoned by

the Official Receiver

(1) In the offices of the Official Receiver or in court premises—

(a) in small bankruptcies ................................................................... Kshs.1000

(b) in other bankruptcies ...............................................................................Kshs.1,500

(2) Outside the offices of the Official Receiver or court premise such amount as is

disbursed by the official receiver in renting suitable accommodation.

15. On appointment of a proxy ………………………………………….Kshs. 1000

16. (1) On an Application for admission to no asset Procedure ………...Kshs. 5000

(2) Notice of Admission to no-asset procedure …………………… Kshs. 2000

(3) Notice of Termination to No-asset procedure…………………...Kshs. 2000

17. (1) On application for a Summary instalment order:

(a) by Debtor …………………………………………………………Kshs.10,000

(b) by Creditor …………………………………………..Kshs. 20,000

(2)Notice of admission to summary instalment order …..Kshs.4000

(3)Notice of objection to summary instalment order …..Kshs.4000

(4) Notice of termination of summary instalment order..Kshs.4000

18. On filing a statement of Companies Financial Position under Regulation 77…

.Kshs. 2000

Part IV– Company Liquidations, Administration And Voluntary Arrangements

19. On filing an application for liquidation of a company ……………………….Kshs.

40,000

20. On filing an application for Administration ………………………………….Kshs.

40,000

21. On filing a proposal for company voluntary arrangements ………………….Kshs.

40,000

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Part V– Court Broker’s Charges

22. The remuneration of court brokers and other persons employed in that capacity

shall be regulated by the table of charges and allowances for disbursements allowable

in the High Court in similar matters, without prejudice to the right of the Official

Receiver in special cases to increase or reduce or authorize the increase or reduction

of that remuneration.

Part Vi– Miscellaneous

23. To application to inspect the public register ……………………….Kshs. 500

24. To application to make certified copies of the public register ………….Kshs.100

per page

NO SUBJECT MATTER PROPOSED FEE

1. Perusal of file. Kshs. 200/= per file

2. Inspection of documents. Kshs. 200/= per file

3. Certified copy. Kshs. 500 per page

4. Newspaper advertisement. As per the printers’ rate

5. Kenya Gazette advertisement. As per the printers’ rate

6. Certified Copy of the public

Register of−

Bankrupt/ No Asset Procedure

/Summary Instalment Order

Kshs. 1,000/=

7. Filing fee for No Asset Procedure. Kshs. 15,000/=

8. Filing fee for Summary Instalment

Order.

Kshs. 20,000/=

9. Application for list of Insolvency

practitioners.

Kshs. 500/=

10. Official Search of a public register. Kshs. 1,000/=

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11. Filing fees for Voluntary

arrangement of natural persons.

Kshs. 30,000/=

12. Fees for filing notice of

appointment of Administrator.

Kshs. 10,000/= per appointment

13. Fees for notice of appointment of a

liquidator.

Kshs. 10,000/= per appointment

14. Penalty for failure to file notice of

appointment of a liquidator or

administrator.

Kshs. 30,000/=

15. fees for filing notice of appointment

of supervisor of Company

Voluntary Arrangement.

Kshs. 10,000 per appointment

16. Proposed fee for Members

Voluntary Liquidation.

Based on the subject matter.

On the first Kshs. 1,000,000/= pay

Kshs. 100,000/=

10% on the balance thereafter.

17. Proposed fee for Creditors

VoluntryVoluntary Liquidation.

Based on the subject matter.

On the first Kshs.

1,000,000/=……… pay Kshs.

Kshs. 150,000/=

10% on the balance thereafter.

18. Appointment of Proxy

Rule 26 (8)

Kshs. 500/=

Query replacement or addition

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THIRD SCHEDULE (r. 12(6), 47,114(2),115(2),125, 131,135 &137)

RULES FOR CONDUCT OF MEETINGS OF CREDITORS AND OTHERS

PART 1—APPLICATION OF THIS SCHEDULE

1. Interpretation and scope

(1) The ruleparagraphs set out in this Schedule apply to —

(a) creditors’ meetings in all Insolvency Act 2015 procedures and to meetings of

creditors’ committees in bankruptcies, liquidation committees in liquidations and

voluntary arrangements entered into by natural persons; and

(b) meetings of liquidation committees in members’ or creditors’ voluntary

liquidations, liquidations by the Court and voluntary arrangements entered into by

companies,

and to decisions taken or to be taken at those meetings.

(2) Part 10 applies to company meetings.

(3) In this Part—

“actual meeting” means a meeting at which the creditors or other persons concerned are

present in person or through their proxies;

“decision date” means the date when a decision is to be made in a meeting;

“convenor” means an office holder who, by a provision of the Act, is required or

authorised to convene a meeting comprising or including creditors;

“correspondence” includes correspondence conducted by e-mail or other electronic

means;

“meeting” means an actual meeting, or virtual meeting or a meeting conducted by

correspondence unless the contrary indication is given;

“office holder” means the Official Receiver, a bankruptcy trustee, supervisor,

provisional supervisor, administrator, liquidator or provisional liquidator as

appropriate;

“prescribed threshold” means ten per centum of the total amount of claims made by

creditors;

“virtual meeting” means a meeting of persons who, although are not actually present

together, are able to participate contemporaneously, including communicating directly

with all the other participants in the meeting and voting ,either directly or through

proxies.

(4) The decision date is to be set at the discretion of the convenor, but may be not less

than fourteen days from the date of sending of the notice, except when the table in

ruleparagraph 8 requires a different period.

193

(5) The ruleparagraphs in this Schedule applicable tobout creditors’ meetings by

creditors also apply, with appropriate modifications, to meetings of or including

contributories.

(6) In particular, in place of the requirement for percentages or majorities in decision

making by creditors to be determined by value, if the meeting seeks a decision

from contributories the value is required to be determined on the basis of the

percentage of voting rights in accordance with ruleparagraph 35.

(7) A reference to a decision in these this Schedulerules includes when such a decision

is signified by resolution passed at a meeting.

(8) When a convenor or office-holder is required to give notice to all the creditors, the

office-holder is only required to give notice to those creditors of whose address the

convenor or office-holder is aware.

2. The prescribed meetings

The following meetings are meetings by which a convenor may seek from creditors a

decision under the Act or these Regulations—

(a) a meeting conducted by means of correspondence;

(b) a virtual meeting; or

(c) an actual meeting.

3. Virtual meetings

If the meeting is a virtual meeting, the notice sent or sent to creditors is required—

(a) to specify any necessary information as to how to access the virtual meeting

including any telephone number, access code or password required; and

(b) to include a statement that the meeting may be suspended or adjourned by

the person presiding at the meeting and is required to be adjourned if it is so

resolved at the meeting.

4. Actual meetings

(1) A request for an actual meeting may be made before or after the notice of the

meeting has been sent or sent, but is to be made not later than seven days after the

date on which the convenor sent or sent the notice of the meeting, unless these this

Schedulerules provides to the contrary.

(2) The convenor is responsible for checking whether any requests for an actual

meeting are submitted before the relevant deadline and, if so, whether in aggregate

they meet or surpass one of the thresholds requiring an actual meeting to be held.

(3) If the prescribed proportion of creditors require an actual meeting, the convenor

shall convene the meeting by giving a notice—

(a) that complies with ruleparagraph 5 so far as applicable; and

(b) that also contains a statement that the meeting may be suspended or

adjourned by the person presiding at the meeting ,and is required to be

adjourned if it is so resolved at the meeting.

194

(4) In addition, the convenor shall include in the notice a statement to the effect that as

a result of the requirement to hold an actual meeting the original meeting is now

superseded.

(5) The convenor shall send the notice under paragraph (subparagraph (3) not later

than seven days after one of the thresholds requiring the holding of an actual

meeting has been met or surpassed.

(6) The convenor may permit a creditor to attend an actual meeting remotely if the

convenor receives a request to do so in advance of the meeting.

(7) The convenor shall include in the notice of the meeting a statement explaining the

effect of paragraph (subparagraph (6).

(8) In this ruleparagraph, attending an actual meeting “remotely” means attending and

being able to participate in the meeting without being at the venue where the

meeting is being held.

PART 2—NOTICES, VOTING AND VENUES FOR MEETINGS

5. Notices to creditors of meetings

(1) This ruleparagraph sets out the requirements for notices to creditors if a decision is

sought by a meeting.

(2) The convenor shall send a notice to every creditor who is entitled to notice of the

meeting, which notice shall be in Form 16 set out in the First Schedule.

(3) The notice is required to include the following—

(a) details of the decision to be made or of any resolution on which a decision is

sought;

(b) a description of, and arrangements for, the meeting;

(c) a statement of the decision date;

(d) a statement of the date by which the creditor is required to send a proof in

respect of the creditor’s claim in accordance with these Regulations failing

which a vote by the creditor shall be disregarded;

(e) a statement that a creditor owed an amount that is in total less than one

million shillings and who does not send a proof to the convenor shall not be

able to vote;

(f) a statement that a creditor who has opted out from receiving notices may

nevertheless vote if the creditor provides a proof in accordance with

subparagraph (d);

(g) in the case of a decision to remove a bankruptcy trustee,atrustee, a statement

drawing the attention of creditors to the relevant section of the Act providing

for the release of the trustee;

(h) in the case of a decision to remove a liquidator in a creditors’ voluntary

liquidation or a liquidation by the Court statement drawing the attention of

195

creditors to the relevant section of the Act providing for the release of the

liquidator;

(i) in the case of a decision on a proposal in a company or individual voluntary

arrangement, a statement of the effects of the following—

(i) ruleparagraph 19 about creditors’ voting rights;

(ii) ruleparagraphs 23 andor 25 concerning the calculation of creditors’

voting rights; and

(iii) ruleparagraphs 26 andor 28 concerning the requisite majority of

creditors for making decisions;

(j) except in the case of an actual meeting, a statement that creditors who

together satisfy the prescribed threshold may, within seven days from the

date of sending of the notice, require an actual meeting to be held to consider

the matter; and

(k) in the case of a meeting, a statement that any proxy is required to be sent to

the convenor or person presiding before it may be used at the meeting.

(5) The notice is required to be authenticated and dated by the office-holder.

(6) If the meeting is a meeting where the notice is required to be accompanied by a

blank proxy complying with ruleparagraph 43.

(7) This ruleparagraph does not apply if the Court orders under ruleparagraph 9 that

notice of a meeting be given by advertisement only.

6. Voting at a meeting

(1) Except when votes are cast at an actual meeting, votes are required—

(a) to be received by the convenor by the decision date; and

(b) in the case of a vote cast by a creditor, to be accompanied by a proof in

respect of the creditor’s claim.

(2) In a bankruptcy, a company administration, a creditors’ voluntary liquidation, or a

liquidation by the Court, a vote is, subject to ruleparagraph 19(b)(ii), to be

disregarded if—

(a) a proof in respect of the claim is not received by the convenor before the

decision date or, in the case of a meeting, 4 p.m. on the business day before

the decision date; or

(b) the convenor decides, in the application of Part 6 of this Schedule, that the

creditor is not entitled to cast the vote.

(3) In a voluntary arrangement entered into by a natural person or a company, a vote is

to be disregarded if a proof in respect of the claim is not received by the convenor

by the decision date.

(4) For the decision to be made, the convenor is required to receive at least one valid

vote by the decision date.

7. Venue for meeting

196

The convenor is required to have regard to the convenience of those invited to attend

when fixing the venue , if applicable, for a meeting including the resumption of an

adjourned meeting.

8. Notice of meetings: when and to whom sent

The convenor shall send notices of decisions in accordance with the following table:

Proceeding Decision Persons to whom

notice is

required to

besentbe sent

Minimum period for

sending notice

Company

administratio

n

Decision of

creditors

All the creditors

who had claims

against the

company at the

date when the

company entered

administration

(except for those

who have

subsequently

been paid in full

14 days

Creditors’

voluntary

liquidation

Decision of

creditors for

appointment of

liquidator

(including any

decision made

at the same

time on the

liquidator’s

remuneration

or the

establishment

of a liquidation

committee)

All the creditors 14 days on conversion

from members’ voluntary

liquidation;

in other cases, 7 days

Creditors’

voluntary

liquidation

or a

liquidation

by the

Court

Decisions of

creditors to

consider

whether a

replacement

should be

appointed after

a liquidator’s

resignation

All the creditors 28 days

Liquidation

by the

Decisions of

creditors to

All the creditors

and the Official

14 days

197

Court consider

whether to

remove or

replace the

liquidator

Receiver

Creditors’

voluntary

liquidation

or a

liquidation

by the

Court

Other

decisions of

creditors


Liquidation

by the

Court

Decisions of

contributories

Every person

appearing (by the

company’s

records or

otherwise) to be a

contributory

14 days

Company

voluntary

arrangemen

t

Decisions of

creditors

All the creditors 7 days for a decision on

proposed modifications to

the proposal from the

company’s directors under


7 days for consideration

of proposal if an actual

meeting is requisitioned;

in other cases—14 days

Voluntary

arrangemen

t by natural

person

Decisions of

creditors


Bankruptcy Decisions of

creditors to

consider

whether a

replacement

should be

appointed after

the resignation

of a

bankruptcy

trustee

All the creditors,

the bankrupt and

the Official

Receiver

28 days


creditors to

All the creditors

and the Official

14 days

198

consider

removing the

bankruptcy

trustee

Receiver


creditors on

appointment of

new

bankruptcy

trustee

following

removal of

previous

bankruptcy

trustee

(including any


(2) This ruleparagraph does not apply if the Court orders under ruleparagraph 9

that notice of a meeting be given by advertisement only.

9. Notice of meeting by advertisement only

(1) The Court may order that notice of a meeting is to be given by advertisement

only and not by individual notice to the persons concerned.

(2) In considering whether to make such an order, the Court is required to have

regard to the cost of advertisement, the amount of assets available and the

extent of the interest of creditors, members and contributories or any particular

class of them.

(3) The advertisement is required to meet the requirements for a notice under

ruleparagraph 6, and is also required to state—

(a) that the Court ordered that notice of the meeting be given by advertisement

only; and

(b) the date of the Court’s order.

10. Notification and advertisement of meeting

(1) In a creditors’ voluntary liquidation, a liquidation by the Court, a company

administration or a bankruptcy, when a decision is being sought by a meeting the

convenor shall publish in the Kenya Gazette a notice of the meeting stating—

(a) that a meeting of creditors or contributories is to take place,

(b) the venue fixed for the meeting,

(c) the purpose of the meeting; and

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(d) the time and date by which, and place at which, those attending shall send

proxies and proofs ,if not already sent, in order to be entitled to vote.

(2) The notice is also required to state—

(a) who is the convenor in respect of the meeting; and

(b) if the meeting results from a request of one or more creditors, the fact that it

was so convened and the section of the Act under which it was convened.

(2) The notice is required to be published in the Kenya Gazette before or as soon as

reasonably practicable after notice is sent in accordance with these this

Schedulerules.

(3) Information to be published in the Kenya Gazette under this ruleparagraph may

also be advertised in such other manner as the convenor considers fit.

(4) The convenor may publish in the Kenya Gazette other meetings in which case the

equivalent information to that required by this ruleparagraph is required to be

stated in the notice.

11. Notice to company officers, bankrupts etc. in respect of meetings

(1) In a bankruptcy, notice of a meeting is required to be sent to the bankrupt.

(2) In a bankruptcy, if the bankrupt is not required to attend the meeting, the notice is

required to state—

(a) that the bankrupt does not have to attend the meeting;

(b) that if the bankrupt wishes to attend, the bankrupt shall communicate to the

convenor as soon as reasonably practicable;

(c) that whether the bankrupt will be allowed to participate in the meeting is at

the discretion of the person presiding at the meeting; and

(d) that the decision of the person presiding as to what intervention ,if any, the

bankrupt may make is final.

(3) In a company administration, a creditors’ voluntary liquidation, a liquidation by

the Court or a company voluntary arrangement, notice to participate in a creditors’

meeting is required to be sent to every present or former officer of the company

whose presence the convenor believes is required.

(4) If a notice given to a person under this ruleparagraph states that the person is

required to attend the meeting, the person is required to comply with the

requirement.

(5) Notices under this ruleparagraph are required to be sent in compliance with the

minimum notice requirements set out in ruleparagraph 8.

12. Non-receipt of notice of decision

If a decision is sought by notice in accordance with the Act or these this Schedulerules,

the decision meeting is presumed to have been duly initiated and conducted, even if not

everyone to whom the notice is to be sent has received it.

200

PART 3—REQUISITIONED MEETINGS

13. Requisition of decision

(1) In this Part, “requisitioned meeting” includes any meeting requested under the

following sections of the Act—

(a) section 53 (circumstances in which Official Receiver may decide not to

convene first meeting of creditors);

(b) section 55 (power of creditors to requisition meetings);

(c) section 78(4) (vacancy in office of bankruptcy trustee);

(d) section 82(2) (subsequent meetings of creditors);

(e) section 437(5)(c) (appointment and powers of provisional liquidators);

(f) section 441(3) (appointment of liquidator by the Court following

administration or voluntary arrangement);

(g) section 465(2) (liquidator’s functions: supplementary powers);

(h) section 568 (liquidator may be removed only by the Court or by general

meeting of creditors in the case of company being liquidated by the Court);

and

(i) section 573(1) (power of administrator to convene further creditors’

meetings).

(2) A request for a meeting under section 465(2) of the Act is required to be sent

within fourteen days after the date on which the administrator’s statement of

proposals is sent.

(3) A request for a requisitioned meeting is required to include a statement of the

purpose of the proposed meeting and either a statement of the requesting creditor’s

claim or contributory’s value, together with—

(a) a list of the creditors or contributories concurring with the request and of the

amounts of their respective claims or values;

(b) confirmation of concurrence from each creditor or contributory concurring;

orand

(c) a statement of the requesting creditor’s debt or contributory’s value and that

that alone is sufficient without the concurrence of other creditors or

contributories.

(4) A contributory’s value referred to under paragraph (subparagraph (3) is the amount

for which the contributory may vote in any meeting.

(5) A meeting is required to be instigated under section 467(2)(b) of the Act for the

removal of the liquidator, other than a liquidator appointed by the Court under

section 416 of the Act, if twenty five per centum in value of the company's

creditors, excluding those who are connected with the company, request it.

201

(6) If a meeting under sections 75(4)(c), 467(2)(b) or 467(3) of the Act is to be

instigated, or is proposed to be instigated, the Court may, on the application of any

creditor, give directions as to the meeting to be used and any other matter which

appears to the Court to require regulation or control.

(7) If the Official Receiver receives a request under paragraph (subparagraph (5)(c) of

section 438 of the Act and it appears that it is properly made, the Official Receiver

shall withdraw any notices previously given under paragraph (subparagraph (5)(b)

of that section and act in accordance with Part 2 of this Schedule as if the Official

Receiver had decided to seek nominations under section 439 of the Act.

14. Expenses and timing of requisitioned meeting

(1) The convenor shall, not later than fourteen days after receiving a request for a

requisitioned meeting, inform the requesting creditor or contributory of the amount

to be deposited as security for payment of the expenses of such procedure.

(2) The convenor is not obliged to initiate the meeting until either—

(a) the convenor has received the required amount; or

(b) fourteen days have expired without the convenor having informed the

requesting creditor or contributory of the amount required to be deposited as

security.

(3) A requisitioned meeting is required to be held—

(a) if requested under section 438(5)(c) of the Act,withinAct, within three

months; or

(b) in any other case, within twenty eight days,

after the date on which the earlier of the events specified in paragraph

(subparagraph (2) occurs.

(4) The expenses of a requisitioned meeting are to be paid out of the deposit , if any,

unless—

(a) the creditors decide that they are to be payable as an expense of the

administration, liquidation or bankruptcy; and

(b) in the case of a decision of contributories, the creditors are first paid in full,

with interest.

(5) The notice of a requisitioned meeting of creditors is required to contain a statement

that the creditors may make a decision under paragraph (subparagraph (4)(a).

(6) Unless the creditors otherwise decide, the expenses are to be paid by the requesting

creditor or contributory to the extent that the deposit, if any, is insufficient.

(7) To the extent that the deposit, if any, is not needed for payment of the expenses, it

is required to be repaid to the requesting creditor or contributory.

PART 4—CONSTITUTION OF MEETINGS

15. Quorum at meeting

202

(1) A meeting is not competent to act unless a quorum is in attendance.

(2) A quorum is—

(a) in the case of a meeting of creditors, at least one creditor entitled to vote;

(b) in the case of a meeting of contributories, at least two contributories entitled

to vote, or all the contributories, if their number does not exceed two.

(3) If a quorum is satisfied in accordance with this ruleparagraph by the person

presiding alone or the person presiding and one additional person, but the person

presiding is aware, either because of proofs and proxies received or otherwise, that

one or more additional persons would, if attending, be entitled to vote, the person

presiding is required to delay the start of the meeting by at least fifteen minutes

after the time fixed for the meeting.

(4) If there is no quorum as per section 402 of the Act, the liquidator shall issue a

notice in Form 32I set out in the First Schedule, to the Registrar.

16. Who can preside over meetings

The following persons are eligible to preside at a meeting—

(a) the convenor;

(b) an appointed person; and

(c) if the convenor is the Official Receiver, a person appointed by the Official

Receiver.

17. Attendance by other persons

The person presiding at a meeting may—

(a) allow any person who has given reasonable notice to attend to participate in

a virtual meeting or to be admitted to an actual meeting;

(b) decide what intervention ,if any, may be made at—

(i) a meeting of creditors by any person attending who is not a creditor; or

(ii) a meeting of contributories by any person attending who is not a

contributory;

(c) decide what questions may be put to—

(i) any present or former officer of the company; or

(ii) the bankrupt.

PART 5—ADJOURNMENT AND SUSPENSION OF MEETINGS

18. Adjournment by person presiding

(1) The person presiding may, and shall if it is so resolved, adjourn a meeting for not

more than fourteen days, but subject to any direction of the Court and to

ruleparagraph 19.

203

(2) Further adjournment under this ruleparagraph may not be to a day later than

fourteen days after the date on which the meeting was originally held , subject to

any direction by the Court.

(3) However, in a company voluntary arrangement, the person presiding may, and

shall if the meeting so resolves, adjourn a meeting convened under section 663 of

the Act ,provisional supervisor to convene meetings of creditors and others, to a

day that is not more than fourteen days after the date on which the moratorium

,including any extension, ends.

19. Adjournment of meetings to remove a bankruptcy trustee or liquidator

(1) If—

(a) the person who is presiding at a meeting to remove a bankruptcy trustee in a

bankruptcy is the trustee; and

(b) a resolution has been proposed for the trustee’s removal,

that person may not adjourn the meeting without the consent of at least one-half,

in value, of the creditors attending and entitled to vote.

(2) If—

(a) the person who is presiding at a meeting to remove the liquidator in a

creditors’ voluntary liquidation or a liquidation by the Court is the liquidator;

and

(b) a resolution has been proposed for the liquidator's removal,

that person may not adjourn the meeting without the consent of at least one-half ,in

value, of the creditors attending and entitled to vote.

20/23. Adjournment in absence of person presiding

(1) If no one attends to act as person presiding within thirty minutes after the time

fixed for the meeting to start, then the meeting is adjourned to the same time and

place the following week or, if that is not a business day, to the business day

immediately following.

(2) If no one attends to act as person presiding within thirty minutes after the time

fixed for the meeting after a second adjournment under this ruleparagraph, the

meeting comes to an end.

21. Proofs in adjournment

If a meeting in a bankruptcy, company administration, a creditors’ voluntary

liquidation, or a liquidation by the Court is adjourned, proofs may be used—

(a) if sent not later than 4 p.m. on the business day immediately before

resumption of the adjourned meeting; or

(b) after that time if the person presiding is willing to accept the proof.

23. Suspension of meetings

The person presiding at a meeting may, without an adjournment, declare the meeting

suspended for one or more periods not exceeding one hour in total or, in exceptional

circumstances, such longer total period during the same day at that person’s discretion.

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PART 6—CREDITORS’ VOTING RIGHTS AND MAJORITIES

24. Creditors’ voting rights

(1) In a bankruptcy, a company administration, a creditors’ voluntary liquidation or, a

liquidation by the Court, a creditor is entitled to vote in a meeting only if—

(a) the creditor has sent to the convenor a proof of the debt claimed in accordance

with paragraph (subparagraph (2) ,including any calculation for the purposes

of ruleparagraphs 25 or 26; and

(b) the proof was sent to the convenor—

(i) not later than 4 p.m. on the business day before the meeting; or

(ii) after that time if the person presiding is content to accept the proof; and

(c) the proof has been admitted for the purposes of entitlement to vote.; and

(1Ad) A proxy holder is not entitled to vote on behalf of a creditor unless

there has been sent to the convenor or person presiding a proxy intended

to be used on behalf of that person.

(2) A debt is claimed in accordance with this paragraph if it is —

(a) claimed as due from the company or bankrupt to the person seeking to be entitled

to vote; or

(b) in relation to a liquidator,claimed to be due to creditors in proceedings in relation

to which the liquidator holds office.

(3) The convenor or person presiding may call for any document or other evidence to

be produced if he or she considers it necessary for the purpose of substantiating the

whole or any part of a claim.

(4) In a voluntary arrangement entered into by a natural person or a company, each

creditor , secured or unsecured, who has notice of the meeting is entitled to vote in

respect of the creditor’s debt.

25. Calculation of voting rights

(1) Votes are to be calculated according to the amount of each creditor’s claim in a

bankruptcy, as set out in the creditor’s proof to the extent that it has been admitted.


voluntary arrangement entered into by a natural person—

(a) if the debtor is not an undischarged bankrupt—

(i) at the date the interim order, if an interim order is in force; or

(ii) otherwise, at the decision date; or

(b) if the debtor is an undischarged bankrupt, at the date of the notice of the

meeting.


company administration, as at the date on which the company entered

administration, less—

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(a) any payments that have been made to the creditor after that date in respect of

the claim; and

(b) if notice of declaration of a dividend has not been sent in accordance with rule

33,any adjustment by way of set-off in accordance with ruleparagraph 21 as if

that ruleparagraph were applied on the date on which the votes are counted.;

and

(c) if notice of declaration of a dividend has been sent in accordance with rule

33,any adjustment by way of set-off in accordance with rule 21 that has

actually been made in calculating the dividend to be paid to the creditor;


creditors’ voluntary liquidation or a liquidation by the Court as set out in the

creditor’s proof to the extent that it has been admitted.


voluntary arrangement entered into by a company—

(a) at the date the company went into liquidation if the company is being

liquidated;

(b) at the date the company entered into administration , less any payments made

to the creditor after that date in respect of the claim, if it is in administration;

(c) at the beginning of the moratorium if a moratorium has been obtained; or

(d) if subparagraphs (a) to (c) do not apply,atapply, at the relevant decision date.

(6) A creditor may vote in respect of a debt of an unliquidated or unascertained

amount if the convenor or person presiding decides to place an estimated minimum

value on it for the purpose of entitlement to vote and admits the claim for that

purpose.

(7) However, in a voluntary arrangement entered into by a natural person or a

company, a debt of an unliquidated or unascertained amount is to be valued at one

thousand shillings for the purposes of voting unless the convenor or person

presiding or an appointed person decides to place a higher value on it.

(8) If a debt is wholly secured, its value for voting purposes is nil except for votes of

the secured creditor group when voting on a voluntary arrangement.

(9) If a debt is partly secured its value for voting purposes is the value of the

unsecured part.

(10) However, the value of the debt for voting purposes is its full value without

deduction of the value of the security in the following cases—

(a) if the administrator has made a statement under subsection (1)(b) of section

569(1)(b) of the Act and the administrator has been requested to seek a

decision under subsection (2) of that section;

(b) if in a company voluntary arrangement there is a decision on whether to

extend or further extend a moratorium or to bring a moratorium to an end

before the end of the period of any extension.

(11) On a motion put to a meeting, a vote may be cast only once on the basis of a claim.

(12) Paragraph (Subparagraph (11) does not prevent a creditor or liquidator from—

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(i) voting in respect of less than the full value of an entitlement to vote; or

(ii) casting a vote one way in respect of part of the value of an entitlement and

another way in respect of some or all of the balance of that value.

26. Calculation of voting rights: special cases

(1) In a company administration, a creditor under a credit purchase agreement is

entitled to vote in respect of the amount of the debt due and payable by the

company on the date on which the company entered administration.

(2) In calculating the amount of any debt for the purpose of paragraph (subparagraph

(1), no account is to be taken of any amount attributable to the exercise of any right

under the relevant agreement so far as the right has become exercisable solely

because of—

(a) the making of a company administration application;

(b) a notice of intention to appoint an administrator or any matter arising as a

consequence of the notice; or

(c) the company entering administration.

27. Procedure for admitting creditors’ claims for voting

(1) The convenor or person presiding at a meeting shall ascertain entitlements to vote

and admit or reject claims accordingly.

(2) The convenor or person presiding may admit or reject a claim in whole or in part.

(3) If the convenor or person presiding is in any doubt whether a claim should be

admitted or rejected, the convenor or person presiding shall mark it as objected to

and allow votes to be cast in respect of it, subject to those votes being subsequently

declared invalid if the objection to the claim is upheld.

28. Requisite majorities

(1) A decision is made by creditors when a majority (in value) of those voting have

voted in favour of the proposed decision, except when this ruleparagraph provides

otherwise.

(2) In the case of a company administration, a decision is invalid if those voting

against it include more than half in value of the creditors to whom notice of the

meeting was sent and who are not, to the best of the belief of the convenor or

person, persons connected with the company.

(3) A decision approving a proposal or a modification of Each of the following

decisions inof a company voluntary arrangement is made when three-quarters or

more (in value) of those responding vote in favour of it—

(a) a decision approving a proposal or a modification; ;

(b) a decision extending or further extending a moratorium; or

(c) a decision bringing a moratorium to an end before the end of the period of any

extension.

(4) In a company voluntary arrangement a decision is not made if more than half of

the total value of the unconnected creditors in a group vote against it.

(5) For the purposes of paragraph (subparagraph (4)—

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(a) a creditor is unconnected unless the convenor or person presiding decides

that the creditor is connected with the company;

(b) in deciding whether a creditor is connected reliance may be placed on the

information provided by the company’s statement of affairs or otherwise in

accordance with these this Schedulerules; and

(c) the total value of the unconnected creditors is the total value of those

unconnected creditors whose claims have been admitted for voting.

(6) In the case of a voluntary arrangement entered into by a natural person—

(a) a decision approving a proposal or a modification is made when three-

quarters or more (in value) of those responding vote in favour of it;

(b) a decision is not made if more than half of the total value of creditors in a

group who are not associates of the debtor vote against it.

(7) For the purposes of paragraph (subparagraph (6), a creditor is not an associate of

the debtor unless the convenor or person presiding decides that the creditor is an

associate of the debtor.

29. Procedure for admitting creditors’ claims for voting

(1) The convenor of, or the person presiding at, a meeting shall ascertain entitlement

to vote and admit or reject claims accordingly.

(2) The convenor or person presiding may admit or reject a claim in whole or in part.

(3) If the convenor or person presiding is in any doubt whether a claim should be

admitted or rejected, the convenor or person presiding shall mark it as being

objected to and allow votes to be cast in respect of it, subject to those votes being

subsequently declared invalid if the objection to the claim is sustained.

30. Requisite majorities

(1) A decision is made by creditors when a majority (in value) of those voting have

voted in favour of the proposed decision, except where this rule provides

otherwise.

(2) In the case of a voluntary arrangement entered into by a natural person—

(a) a decision approving a proposal or a modification is made when three-

quarters or more (in value) of those responding vote in favour of it; and

(b) a decision is not made if more than half of the total value of creditors who

are not associates of the debtor vote against it.

(3) For the purposes of paragraph (2)—

(a) a creditor is not an associate of the debtor unless the convenor or person

presiding decides that the creditor is an associate of the debtor;

(b) in deciding whether a creditor is an associate of the debtor, reliance may be

placed on the information provided by the debtor’s statement of affairs or

otherwise in accordance with these rules; and

(c) the total value of the creditors who are not associates of the debtor is the total

value of the creditors who are not associates of the debtor whose claims have

been admitted for voting.

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(4) In the case of a company administration, a decision is invalid if those voting

against it include more than half in value of the creditors to whom notice of the

meeting was sent and who are not, to the best of the convenor or person

presiding’s belief, persons connected with the company.

(5) Each of the following decisions in a company voluntary arrangement is made

when seventy five percentum or more (in value) of those responding vote in favour

of it—

(a) a decision approving a proposal or a modification;

(b) a decision extending or further extending a moratorium; or

(c) a decision bringing a moratorium to an end before the end of the period of any

extension.

(6) In a company voluntary arrangement, a decision is not effective if more than half

of the total value of the unconnected creditors vote against it.

(7) For the purposes of paragraph (6)—

(a) a creditor is unconnected unless the convenor or person presiding decides that

the creditor is connected with the company;

(b) in deciding whether a creditor is connected, reliance may be placed on the

information provided by the company’s statement of affairs or otherwise in

accordance with these rules; and

(c) the total value of the unconnected creditors is the total value of those

unconnected creditors whose claims have been admitted for voting.

31. Appeals against decisions under these this Schedulerules

(1) A decision of the convenor or person presiding under these this Schedulethe rules

is subject to appeal to the Court by any creditor, a contributory, or the bankrupt or

debtor.

(2) In a company voluntary arrangement, an appeal against a decision under these this

Schedulerules may also be made by a member of the company.

(3) If on appeal a decision is reversed or varied, or votes are declared invalid, the

Court may—

(a) order another meeting to be held; or

(b) make such other order as it considers appropriate,

(4) However, in a voluntary arrangement (whether entered into by a natural person or

a company), the Court may make an order only if it considers that the

circumstances that led to the appeal unfairly affected the applicant or gavegive rise

to unfair prejuda ice or material irregularity.

(5) An appeal under this ruleparagraph cannot be made more than twenty one days

after the decision date.

(6) Paragraph (Subparagraph (5) does not apply in a voluntary arrangement entered

into by a natural person where if an appeal cannot be made after the end of the

period of twenty eight days beginning with—

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(a) if an interim order has not been obtained—the day on which the notice of the

result of the consideration of the proposal required by subsection (1)(a) of

section 307 of the Act has been given; or

(b) in any other case—the day on which the report required by subsection

(31)(b) of that section 3087 is made to the Court.

(7) Paragraph (Subparagraph (5) does not apply in a voluntary arrangement entered

into by a company whereif an appeal cannot be made after the end of the period of

twenty eight days beginning with the day on which the first of the reports required

by section 6289 of the Act was lodged with the Court.

(8) The person who made the decision is not personally liable for costs incurred by

any person in relation to an appeal under this ruleparagraph unless the Court makes

an order to that effect.

(9) The Court may not make an order under paragraph (subparagraph (8) if the person

who made the decision in a bankruptcy or in a liquidation by the Court is—

(a) the Official Receiver; or

(b) a person nominated by the Official Receiver.

31A. Equal treatment of creditors within a group or class.

For the purpose of this Part creditors in the same group or class shall be treated equally in

relation to each claim or interest of a particular group or class, unless the holder of a

particular claim or interest agrees to a less favourable treatment of such particular claim or

interest.

PART 6A—CREDITORS CLAIM

31B. Creditors claim in the liquidation.

(1) A creditor, including a creditor who has a preferential claim, who wishes to claim in the

liquidation, shall submit a creditor’s claim to the liquidator before the deadline for submitting

claims.

(2) The liquidator may accept such a claim only if the claim is in Form 5 as set out in the

First Schedule.

(3) For the purpose of sub-paragraph (1), the deadline is either—

(a) the time specified by the liquidator in a notice given to the creditor; or

(b) the time specified in an advertisement published by the liquidator in a newspaper

widely circulating in the area in which the creditor normally resides or carries on business.

(4) The creditor shall bear the costs of proving the debt, unless the Court makes an order

as to the creditor’s costs under paragraph 31H.

(5) The creditor may amend or withdraw the claim, but an amended claim has to comply

with the formalities prescribed for the original claim.

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31C. Liquidator’s examination of creditors claim.

(1) The liquidator shall examine each creditor’s claim and the grounds of the debt, unless of

the opinion that no dividend will be paid to creditors.

(2) As soon as practicable after examining a claim, the liquidator shall do one or more of

the following—

(a) wholly or partly allow the claim;

(b) wholly or partly reject the claim; or

(c) require further evidence in support of the claim or an item contained in it.

31D. Notice to creditor of a rejected claim.

As soon as practicable after rejecting a creditor’s claim, or a part of it, the liquidator shall

give the creditor a notice rejecting the claim and specifying the grounds for the rejection.

31E. Directors or creditors notice to the liquidations.

(1) The company’s directors or any creditor may give the liquidator notice to allow or reject a

creditor’s claim.

(2) If the liquidator has not made a decision allowing or rejecting the creditor’s claim

within fourteen days after receiving the claim, the creditor or the directors may apply to the

Court for an order under sub-paragraph (3).

(3) On the hearing of an application made under sub-paragraph (2), the Court shall, if it

finds the claim—

(a) to be substantiated or partly substantiated, make an order allowing the claim or partly

allowing the claim; or

(b) is wholly or partly unsubstantiated, make an order rejecting or partly it, and in either

case may make such other order of an ancillary nature as it considers appropriate.

31F. An application to court an improperly allowed creditors claim.

(1) The Official Receiver, the company’s directors or a creditor may make an application to

the Court for an order under sub-paragraph (2) on the ground that the liquidator improperly

allowed a creditor’s claim.

(2) On the hearing of an application made under sub-paragraph (1), the Court may make

an order cancelling the creditor’s claim or reducing the amount claimed, if it considers that

the claim was improperly allowed or was improperly allowed in part.

31G. Creditors application to court for a rejected creditors claim.

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(1) A creditor whose claim has been rejected by the liquidator may apply to the Court to

make an order under sub-paragraph (3).

(2) The application under sub-paragraph (1) can only be made within twenty-one days

after the creditor receives the liquidator’s notice of rejection of the claim, or within such

extended period as the Court may allow.

(3) On the hearing of an application made under sub-paragraph (1), the Court shall, if it

considers that the liquidator’s decision was—

(a) wholly justified, confirm the decision; or

(b) only partly justified, confirm the decision as to that part and quash the rest of the

decision, but if it considers that the decision was wholly unjustified, it shall quash the

decision.

(4) A creditor has no right to prove for a debt that has been rejected by the liquidator,

unless the creditor has made an application under this paragraph.

31H. Service of a copy of the application in paragraph 31B.

(1) This paragraph applies to an application made under paragraph 31B (1).

(2) If the applicant is not the liquidator, the applicant shall serve a copy of the application

on the liquidator as a party to the proceeding.

(3) If the applicant is not the directors or a creditor who is affected by the decision of the

liquidator, the applicant shall serve a copy of the application on the directors or that creditor.

(4) On being served with a copy of the application, the directors or creditor may give

notice to the Court that the directors or creditor wish to appear and be heard at the hearing

and, on doing so, become a party to the proceedings.

31I. Courts order on costs.

On the hearing of an application made under paragraph 31B (5), the Court may, make an

order directing specified costs—

(a) of a creditor to be added to the creditor’s claim;

(b) of a party to the proceeding to be paid out of the company’s estate; or

(c) to be paid by a specified party to the proceedings (other than the liquidator).

PART 7—EXCLUSIONS FROM MEETINGS

32. Action when person excluded

(1) In this ruleparagraph and ruleparagraphs 33 and 34, a person is an excluded person

if the person—

(a) has taken all steps necessary to attend a virtual meeting; or

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(b) has been allowed by the convenor to attend an actual meeting remotely under

arrangements that are established by the convenor but which do not allow that

person to attend the whole or part of that meeting.

(2) If the person presiding at a meeting becomes aware during the course of the

meeting that an excluded person is present, the person presiding may—

(a) continue the meeting;

(b) declare the meeting void and convene the meeting again; or

(c) declare the meeting valid up to the point when the person was excluded and

then adjourn the meeting.

(3) If the person presiding continues the meeting, the meeting is valid unless—

(a) the person presiding decides in consequence of a complaint under

ruleparagraph 34 to declare the meeting void and hold the meeting again; or

(b) the Court directs otherwise.

(3) The person presiding at a meeting may, on becoming aware of the presence of an

excluded person at the meeting (without an adjournment), declare the meeting to

be suspended for any period up to one hour.

(4) Paragraph (Subparagraph (3) does not affect the operation of paragraph

(subparagraph (2),

33. Indication to excluded person

(1) A creditor who claims to be an excluded person may request an indication of what

occurred during the period of the person’s claimed exclusion.

(2) A request under paragraph (subparagraph (1) is required to be made in accordance

with paragraph (subparagraph (3) as soon as reasonably practicable, and in any

event, not later than 4 p.m. on the business day following the day on which the

exclusion is claimed to have occurred.

(3) A request under paragraph (subparagraph (1) is to be made—

(a) if made during the course of the business of the meeting, to the person

presiding; or

(b) if made after the conclusion of the business of the meeting, to the office-

holder.

(4) As soon as reasonably practicable after being satisfied that the person making the

request is an excluded person, the person to whom a request is made under

paragraph (subparagraph (3) shall send the requested indication to the excluded

person, and in any event, not later than 4 p.m. on the business day following the

day on which the request was made under paragraph (subparagraph (1).

34. Complaints by or in relation to excluded persons

(1) A person may make a complaint if the person—

(a) is, or claims to be, an excluded person; or

(b) attends a meeting and claims to have been adversely affected by the actual,

apparent or claimed exclusion of another person.

(2) The complaint is required to be made to the appropriate person who is—

213

(a) if the complaint is made during the course of the meeting, the person

presiding; or

(b) if it is made after the meeting, the relevant office-holder.

(3) The complaint is required to be made as soon as reasonably practicable and, in any

event, no later than 4 p.m. on the business day following—

(a) the day on which the person was, appeared or claimed to be excluded; or

(b) if an indication is sought under ruleparagraph 33, the day on which the

complainant received the indication.

(4) As soon as reasonably practicable following receipt of the complaint, the

appropriate person shall consider whether an excluded person was present at the

meeting, and —

(a) if satisfied an excluded person was present at the meeting,considermeeting,

consider the complaint; and

(b) if satisfied that the presence was prejudicial,takeprejudicial, take such action

as the appropriate person considers necessary to remedy the prejudice.

(5) Paragraph (Subparagraph (6) applies if the appropriate person is satisfied that the

complainant is an excluded person and—

(a) a resolution was voted on at the meeting during the period of the person’s

exclusion; and

(b) the excluded person indicates how the excluded person intended to vote on the

resolution.

(6) As soon as practicable after becoming satisfied that, if the excluded person had

voted as that person intended, the result of the resolution would have been

different, the appropriate person shall—

(a) count the intended vote as having been cast in that way;

(b) amend the record of the result of the resolution; and

(c) if notice of the result of the resolution has been sent to those entitled to attend

the meeting—send notice to them of the amended result.

(7) If satisfied that more than one complainant is an excluded person, the appropriate

person shall have regard to the combined effect of the intended votes.

(8) As soon as practicable after making a decision in respect of a complain, the

appropriate person shall send notice to the complainant of a decision.

(9) A complainant who is dissatisfied with a decision an of the appropriate person may

apply to the Court for directions, but such an application is required to be made no

later than 3 business days after the complainant is notified of the decision.

PART 8—CONTRIBUTORIES’ VOTING RIGHTS AND MAJORITIES

35. Contributories’ voting rights and requisite majorities

In a meeting for contributories—

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(a) voting rights are the same as for a general meeting of the company, subject to

any provision of the company’s articles affecting entitlement to vote , either

generally or at a time when the company is in liquidation; and

(b) a decision is made if more than one half of the votes cast by contributories are

in favour of the relevant motion.

PART 9—RECORDS

36. Record of a decision

(1) The convenor of, or person presiding at, a meeting shall ensure that a record of the

meeting is kept in accordance with this ruleparagraph.

(2) The convenor of, or person presiding at, the meeting shall authentic the record and

the office-holder retain it as part of the records of the relevant insolvency

proceedings.

(3) The record is required to include—

(a) in the case of a creditors’ meeting—a list of the names of creditors who

participated in the meeting and their claims;

(b) in the case of a contributories’ meeting, a list of the names of contributories

who participated in the meeting;

(c) if a decision is taken at the meeting on the election of members of a creditors’

committee or liquidation committee, the names and addresses of those elected;

and

(d) in the case of every meeting, a record of each decision made at the meeting.

(4) The record under paragraph (subparagraph (3) is required—

(a) to state whether or not the decision was taken; and

(b) to contain a list of the creditors or contributories who objected to the decision,

and in the case of creditors, specify their claims.

PART 10—COMPANY MEETINGS

37. Company meetings

(1) Unless the Act or these this Schedulerules provides otherwise, a company meeting

is required to be convened and conducted, and records of the meeting are required

to be kept—

(a) in the case of a company incorporated Kenya,inKenya, in accordance with the

Companies Act, 2015; or

(b) in the case of a company incorporated in a country or territory outside

Kenya,inKenya, in accordance with the law of that country or territory

applicable to meetings of the company.

(2) For the purpose of this ruleparagraph, reference to a company meeting called and

conducted to resolve, decide or determine a particular matter includes a reference

to that matter being resolved, decided or determined by written resolution of a

215

private company passed in accordance with section 262 of the Companies Act,

2015.

38. Location of company meetings

(1) This ruleparagraph applies to a request to the convenor of a meeting to specify a

venue for the meeting.

(2) A request under paragraph (subparagraph (1) is required to be accompanied by—

(a) a list of the members making or concurring with the request and their voting

rights; and

(b) a confirmation from each person concurring of the person’s concurrence.

(3) A request is effective only if sent to the convenor within fourteen days after the

date on which the convenor sent the notice of the relevant meeting.

(4) If satisfied that the request has been properly made in accordance with the Act and

this ruleparagraph, the convenor shall—

(a) send notice to all those previously given notice of the meeting—

(i) that it is to be held at a specified venue; and

(ii) as to whether the date and time are to remain the same or not;

(b) specify a venue for the meeting, the date of which may not be later than

twenty eight days after the original date for the meeting; and

(c) not later than fourteen days before the date fixed for the meeting, send a

notice of the venue to all those previously given notice of the meeting.

(5) The notices required by paragraph (subparagraph (4)(a) and (c) may be sent at the

same or different times.

(6) If the convenor has specified a venue for the meeting in response to a request to

which this ruleparagraph applies, the person presiding at the meeting is required to

attend the meeting by being present in person at the venue.

39. Action to be taken when person is excluded

(1) In this ruleparagraph and in ruleparagraphs 40 and 41, a person is an excluded

person if the person has taken all steps necessary to attend a company meeting

under the arrangements that are established by the convenor of the meeting, but do

not allow that person to attend the whole or part of that meeting.

(2) If the person presiding at a meeting becomes aware that an excluded person is

present, the person presiding may—

(a) continue the meeting;

(b) declare the meeting void and convene the meeting afresh; or

(c) declare the meeting valid up to the point when the person was excluded and

adjourn the meeting.

(3) If the person presiding continues the meeting, the meeting is valid unless—

(a) that person decides in consequence of a complaint under ruleparagraph 41 to

declare the meeting void and hold the meeting afresh; or

(b) the Court directs otherwise.

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(4) If, during the course of a meeting, the person presiding becomes aware that an

excluded person is present, the person presiding may, without adjourning the

meeting, declare the meeting to be suspended for not more than one hour. This

paragraph does not affect paragraph (subparagraph (2),

40. Indication to be made to an excluded person

(1) A person who claims to be an excluded person may request an indication of what

occurred during the period of the person’s claimed exclusion.

(2) A request under paragraph (subparagraph (1) is effective only if it is made in

accordance with paragraph (subparagraph (3) as soon as reasonably practicable,

and in any case, not later than 4 p.m. on the business day following the day on

which the exclusion is claimed to have occurred.

(3) A request under paragraph (subparagraph (1) has effect only if made to—

(a) the person presiding where it is made during the course of the business of the

meeting; or

(b) the office-holder where it is made after the conclusion of the business of the

meeting.

(4) As soon as practicable after becoming aware that that the person making the

request is an excluded person, the person to whom the request is made under

paragraph (subparagraph (3) shall send the requested indication to the excluded

person and in any case, not later than 4 p.m. on the business day following the day

on which the request was made under paragraph (subparagraph (1).

41. Complaints by excluded persons

(1) In this ruleparagraph, “appropriate person” means—

(a) in relation to a complaint made during the course of the meeting—the person

presiding at the meeting; and

(b) in relation to a complaint made after the meeting—the office-holder.

(2) A person may make a complaint if the person—

(a) is, or claims to be, an excluded person; or

(b) attends the meeting and claims to have been adversely affected by the actual,

apparent or claimed exclusion of another person.

(3) A complainant is required to make the complaint is required to the appropriate

person as reasonably practicable and, in any case, no later than 4 p.m. on the

business day following—

(a) the day on which the person was, appeared or claimed to be excluded; or

(b) if an indication is sought under ruleparagraph 40, the day on which the

complainant received the indication.

(4) As soon as reasonably practicable after receiving the complaint, the appropriate

person shall consider whether is an excluded person was present at the meeting

and—

(a) if satisfied that an excluded person was present at the meeting, consider the

complaint; and

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(b) if satisfied that the presence was prejudicial, take such action as the

appropriate person considers fit to remedy the prejudice.

(5) Paragraph (Subparagraph (6) applies if the appropriate person is satisfied that the

complainant was an excluded person and—

(a) a resolution was voted on at the meeting during the period of the person’s

exclusion; and

(b) the excluded person indicates how that person intended to vote on the

resolution.

(6) As soon as practicable after becoming satisfied that, if the excluded person had

voted as that person intended, the result of the resolution would have been

different, the appropriate person shall, as soon as reasonably practicable

afterwards—

(a) count the intended vote as having been cast in that way;

(b) amend the record of the result of the resolution; and

(c) if notice of the result of the resolution has been sent to those entitled to attend

the meeting, send to them of the notice of the amended result.

(7) If satisfied that 2 or more than complainants were excluded persons, the

appropriate person is required to have regard to the combined effect of their

intended votes.

(8) A soon as practicable after making a decision in respect of the complaint, the

appropriate person shall notify the complainant of the decision.

(9) A complainant who is not satisfied by the decision of the appropriate person may

apply to the Court for directions.

(10) Such an application is effective only if it is made no later than two business days

after the applicant received notice of the decision.

PART 11—PROXIES AND CORPORATE REPRESENTATION

42. Specific and continuing proxies

(1) A proxy is a document given by a creditor, member or contributory to another

person (“the proxy-holder”) which authorises that person to attend, to speak and

vote as the representative of the creditor, member or contributory at a meeting.

(2) A proxy is to be treated as a proxy for the specific meeting which is identified in

the proxy unless it states that it is a continuing proxy for the insolvency

proceeding.

(3) A continuing proxy may be superseded by a proxy for a specific meeting or

withdrawn by a written notice to the office-holder.

(4) If a proxy appoints the person presiding (however described in the proxy) as

proxy-holder the person presiding may not refuse to be the proxy-holder.

(5) A specific proxy either—

(a) directs or authorises the proxy-holder to vote or abstain, or to propose

resolutions as instructed; or

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(b) authorises the proxy-holder to do so in accordance with the proxy-holder's

discretion.

(6) A continuing proxy is required to authorise the proxy-holder to vote or abstain, or

to propose resolutions in accordance with the proxy-holder's discretion.

(7) A creditor, member or contributory may appoint two or more persons to be proxy-

holders but if so—

(a) their appointments are as alternates; and

(b) only one of them may act as proxy-holder at a meeting.

(8) Only a natural person is eligible to be a proxy-holder.

43. Blank proxies

(1) A blank proxy is a document that—

(a) complies with the requirements in this ruleparagraph; and

(b) when completed with the details specified in paragraph (subparagraph (3)

shall be a proxy as described in ruleparagraph 42 and be in Form 17 set out in

the First Schedule.

(2) A blank proxy is required to state that the creditor, member or contributory named

in the document (when completed)—

(a) appoints a person who is named or identified as the proxy-holder of the

creditor, member or contributory;

(b) states whether the proxy is—

(i) for a specific meeting which is identified in the proxy; or

(ii) a continuing proxy for the proceedings; and

(iii) directs or authorises the proxy-holder to vote or abstain or propose

resolutions as instructed.

(3) The specified details are—

(a) the name and address of the creditor, member or contributory;

(b) either the name of the proxy-holder or the identification of the proxy-holder

(such as the person presiding at the meeting or the Official Receiver);

(c) if the proxy is for a specific meeting, instructions as to the extent to which the

proxyholder is directed to vote in a particular way or to abstain.

(4) A blank proxy may not have inserted in it the name or description of any person as

proxyholder or as a nominee for office-holder when it is delivered.

(5) A blank proxy is required to have a note to the effect that the proxy may be

completed with the name of the person or the person presiding at the meeting who

is to be proxy-holder.

44. How proxies can be used at meetings

(1) A proxy for a specific meeting is required to be delivered to the person presiding

before the meeting.

(2) A continuing proxy is required to be delivered to the office-holder and may be

exercised at any meeting that begins after the proxy is delivered.

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(3) A proxy can be used at the resumption of the meeting after an adjournment, but if a

different proxy is given for use at a resumed meeting, that proxy may be used only

if it is delivered to the person presiding before the start of the resumed meeting.

(4) If a specific proxy directs a proxy-holder to vote for or against a resolution for the

nomination or appointment of a person as office-holder, the proxy-holder may,

unless the proxy states otherwise, vote for or against (as the proxy-holder thinks

fit) a motion for the nomination or appointment of that person jointly with another

or others.

(5) A proxy-holder may move a motion that is one on which the proxy-holder could

vote if someone else moved it.

(6) If a proxy gives specific directions as to voting, this does not, unless the proxy

states otherwise, prohibit the proxy-holder from exercising discretion how to vote

on a motion that is not dealt with by the proxy.

(7)) The person presiding at a meeting may require a proxy used at a meeting to be the

same as or substantially similar to the blank proxy delivered for that meeting or to

a blank proxy previously delivered which has been completed as a continuing

proxy.

45. Use of proxies by the person presiding

(1) If the office-holder is appointed as proxy-holder but another person presides at the

meeting, the other person may use the proxies as if that person were the proxy-

holder.

(2) If, at a meeting of creditors in a bankruptcy, a company administration, a creditors’

voluntary liquidation, or a liquidation by the court, the person presiding holds a

proxy that requires the proxy-holder to vote for a particular motion and no other

person proposes that motion, the person presiding shall move it unless that person

considers there is good reason for not doing so.

(3) If the person presiding does not move such a motion, that person shall, as soon as

reasonably practicable after the meeting, deliver to the creditor, member or

contributory a notice of the reason why that was not done.

46. Right of inspection and retention of proxies

(1) A person attending a meeting is entitled, immediately before or during the

meeting, to inspect proxies and associated documents delivered to the person

presiding or to any other person in accordance with the notice convening the

meeting.

(2) The person presiding at the meeting is shall—

(a) retain the proxies used for voting at a meeting where the person presiding is

the office-holder; or

(b) as soon as reasonably practicable after the meeting, deliver them to the office-

holder.

(3) The office-holder shall allow proxies, so long as they remain in the office-holder’s

hands, to be inspected at all reasonable times on any business day—

(a) by a creditor, in the case of proxies used at a meeting of creditors;

(b) in the case of personal insolvency proceedings, by the debtor or the bankrupt;

220

(b) in the case of proxies used at a meeting of a company, or a meeting of

contributories—by a member of the company or a contributory;

(c) in the case of corporate insolvency proceedings, by a director of the company;

or

(4) A creditor in paragraph (subparagraph (3)(a) is a person who has delivered a proof

in the proceedings, but does not include a person whose claim has been wholly

rejected.

47. Proxy-holders who have a financial interest

(1) A proxy-holder (including a person presiding using a proxy under ruleparagraph

45(1)) may not vote for a motion that would—

(a) directly or indirectly place the proxy-holder or any associate in a position to

receive any remuneration, fees or expenses from the insolvent estate, or

(b) fix or change the amount of or the basis for any remuneration, fees or

expenses receivable by the proxy-holder or any associate out of the insolvent

estate.

(2) However a proxy-holder may vote for such a resolution if the proxy specifically

directs the proxy-holder to vote in that way.

(3) A proxy-holder is an associate of a person presiding at a meeting when that person

uses a proxy under ruleparagraph 45(1).

48. Corporate representation

(1) If a corporation is a creditor in a bankruptcy or a voluntary arrangement entered

into by a natural person, it may by resolution of its directors or other governing

body, authorise a person or persons to act as its representative or representatives in

relation to any decision required or permitted to be made in relation to the

bankrupt or the debtor’s creditors held in accordance with the Act or these this

Schedulerules.

(2) If a corporation authorises only one person, the person is entitled to exercise the

same powers on behalf of the corporation as the corporation could exercise if it

were a creditor who is a natural person.

(3) If a corporation authorises two or more persons, any one of them is entitled to

exercise the same powers on behalf of the corporation as the corporation could

exercise if it were a creditor who is a natural person.

(4) If a corporation authorises two or more persons and more than one of them purport

to exercise a power under paragraph (subparagraph (3), the following provisions

apply:

(a) if they purport to exercise the power in the same way, the power is treated as

exercised in that way;

(b) if they do not purport to exercise the power in the same way, the power is

taken not to have been exercised.

(5) A person authorised to represent a corporation (other than as a proxy-holder) at a

meeting of creditors or contributories is required to produce to the person

presiding—

(a) the instrument conferring the authority, or

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(b) a copy of it certified as a true copy by—

(i) two directors; or

(ii) a director and the secretary; or

(iii) a director in the presence of a witness who attests the director’s signature.

(6) The document conferring the authority is required to have been executed in

accordance with section 37 of the Companies Act, 2015, unless it is or forms part

of the constitution of the corporation.

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FOURTH SCHEDULE

REPORTING OBLIGATIONS IN BANKRUPTCY, IN LIQUIDATION OR

UNDER ADMINISTRATION

1. Scope of Fourth Schedule and interpretation

(1) This Schedule applies to administration, winding up and bankruptcy.

(2) However this Schedule does not apply to the official receiver as office-holder or

in respect of any period for which the official receiver is the office-holder.

(3) In particular an office-holder other than the official receiver is not required to

make any report in respect of a period during which the official receiver was office-

holder.

(4) In this Schedule “committee” means either or both of a creditors' committee and

a liquidation committee as the context requires.

2. Reporting by the office-holder

The office-holder in an administration, winding up or bankruptcy must prepare and deliver

reports in accordance with this Schedule.

3. Contents of progress reports in administration, winding up and bankruptcy

(1) The office-holder's progress report in an administration, winding up and

bankruptcy must contain the following—

(a) identification details for the proceedings;

(b) identification details for the bankrupt, where appropriate;

(c) identification and contact details for the office-holder;

(d) the date of appointment of the office-holder and any changes in the office-

holder in accordance with subparagraphs (3) and (4);

(e) details of progress during the period of the report, including a summary

account of receipts and payments during the period of the report;

(f) the information relating to remuneration and expenses required by paragraph

4;

(g) the information relating to distributions required by paragraphs 10 to 13 as

applicable;

(h) details of what remains to be done; and

(i) any other information of relevance to the creditors.

(2) The receipts and payments account in a final progress report must state the

amount paid to unsecured creditors by virtue of the application of section 474.

(3) A change in the office-holder is only required to be shown in the next report after

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the change.

(4) However if the current office-holder is seeking the repayment of pre-

administration expenses from a former office-holder the change in office-holder

must continue to be shown until the next report after the claim is settled.

(5) Where the period of an administrator's appointment is extended the next progress

report after the date the extension is granted must contain details of the extension.

(6) Where an administration has converted to a voluntary winding up the first

progress report by the liquidator must include a note of any information received by

the liquidator from the former administrator.

4. Information about remuneration

(1) The information relating to remuneration and expenses referred to in paragraph

3(1)(f) is as follows—

(a) the basis fixed for the remuneration of the office-holder under paragraphs 16

and 18 to 21 of the Fifth Schedule as applicable, (or, if not fixed at the date of

the report, the steps taken during the period of the report to fix it);

(b) if the basis of remuneration has been fixed, a statement of—

(i) the remuneration charged by the office-holder during the period of the

report, and

(ii) where the report is the first to be made after the basis has been fixed, the

remuneration charged by the office-holder during the periods covered by the

previous reports, together with a description of the things done by the office-

holder during those periods in respect of which the remuneration was

charged;

(c) where the basis of the remuneration is fixed as a set amount under paragraph

2(2)(c) of the Fifth Schedule, it may be shown as that amount without any

apportionment to the period of the report;

(d) a statement of the expenses incurred by the office-holder during the period of

the report;

(e) a statement setting out whether at the date of the report—

(i) in a case other than a members’ voluntary winding up, the remuneration

expected to be charged by the office-holder is likely to exceed the fees

estimate under paragraph 2(4) of the Fifth Schedule or any approval given,

(ii) the expenses incurred or expected to be incurred are likely to exceed, or

have exceeded, the details given to the creditors prior to the determination of

the basis of remuneration, and

(iii) the reasons for that excess; and

(f) a statement of the rights of creditors or, in a members' voluntary winding up,

of members—

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(i) to request information about remuneration or expenses under paragraph

9, and

(ii) to challenge the office-holder's remuneration and expenses under

paragraph 20 of the Fifth Schedule.

(2) The information about remuneration and expenses is required irrespective of

whether payment was made in respect of them during the period of the report.

5. Information about pre-administration costs

(1) Where the administrator has made a statement of pre-administration costs under

regulation 110(6)(b)—

(a) if they are approved under regulation 111, the first progress report after the

approval must include a statement setting out the date of the approval and the

amounts approved;

(b) while any of the costs remain unapproved each successive report must

include a statement of any steps taken to get approval.

(2) However if either the administrator has decided not to seek approval, or another

insolvency practitioner entitled to seek approval has told the administrator of that

practitioner's decision not to seek approval then—

(a) the next report after that must include a statement of whichever is the case;

and

(b) no statement under subparagraph (1)(b) is required in subsequent reports.

6. Progress reports in administration: timing

(1) The administrator's progress report in an administration must cover the periods

of—

(a) six months starting on the date the company entered administration; and

(b) each subsequent period of six months.

(2) The periods for which progress reports are required under subparagraph (1) are

unaffected by any change in the administrator.

(3) However where an administrator ceases to act the succeeding administrator must,

as soon as reasonably practicable after being appointed, deliver a notice to the

creditors of any matters about which the succeeding administrator thinks the

creditors should be informed.

(4) The administrator must deliver a copy of a report to the Registrar of Companies

and the creditors within one month of the end of the period covered by the report

unless the report is a final progress report under regulations 129 or 129A.

(5) An administrator who, without reasonable excuse, fails to comply with

subparagraph (4) commits an offence and on conviction is liable to a fine not

exceeding one million shillings.

225

(6) If, after being convicted of an offence under subparagraph (5), an administrator

continues to fail to comply with the relevant requirement, the administrator commits

a further offence on each day on which the failure continues and on conviction is

liable to a fine not exceeding fifty thousand shillings for each such offence.

7. Progress reports in voluntary winding up: timing

(1) This rule applies for the purposes of sections 401 and 413 and prescribes the

periods for which reports must be made.

(2) The liquidator's progress report (an account of the liquidator’s acts and dealings

and of the conduct of the liquidation) in a voluntary winding up must cover the

periods of—

(a) 12 months starting on the date the liquidator is appointed; and

(b) each subsequent period of 12 months.


unaffected by any change in the liquidator.

(4) However where a liquidator ceases to act the succeeding liquidator must, as soon

as reasonably practicable after being appointed, deliver a notice to the members (in a

members' voluntary winding up) or to the members and creditors (in a creditors'

voluntary winding up) of any matters about which the succeeding liquidator thinks

the members or creditors should be informed.

(5) A progress report is not required for any period which ends after a notice is

delivered under section 402 (members’ voluntary winding up) or after the date to

which a final account is made up under section 414 and is delivered by the liquidator

to members and creditors (creditors' voluntary winding up).

8. Progress reports in winding up by the court and bankruptcy

(1) The liquidator or bankruptcy trustee's progress report in a winding up by the

court or bankruptcy must cover the periods of —

(a) 12 months starting on the date a person other than the official receiver is

appointed liquidator or bankruptcy trustee; and

(b) each subsequent period of 12 months.


unaffected by any change in the liquidator or bankruptcy trustee unless at any time

the official receiver becomes liquidator or bankruptcy trustee in succession to

another person in which case—

(a) the current reporting period under subparagraph (1) ends; and

(b) if a person other than the official receiver is subsequently appointed as

liquidator or bankruptcy trustee a new period begins under subparagraph (1)(a).

(3) Where a liquidator or bankruptcy trustee ceases to act the succeeding liquidator

226

or bankruptcy trustee must as soon as reasonably practicable after being appointed,

deliver a notice to the creditors of any matters about which the succeeding liquidator

or bankruptcy trustee thinks the creditors should be informed.

(4) A progress report is not required for any period which ends after the date to

which a final account made up under section 73 (bankruptcy) or section 446

(winding up by the court) and is delivered by the liquidator or the bankruptcy trustee

to the creditors.

(5) In a winding up by the court, the liquidator must deliver a copy of the progress

report to the Registrar, the members of the company and the creditors within two

months of the end of the period covered by the report.

(6) In a bankruptcy, the bankruptcy trustee must deliver a copy of the progress report

to the creditors within two months of the end of the period covered by the report.

(7) An office-holder who, without reasonable excuse, fails to comply with

subparagraphs (5) or (6), as the case may be, commits an offence and on conviction

is liable to a fine not exceeding one million shillings.

(8) If, after being convicted of an offence under subparagraph (8), an office-holder

continues to fail to comply with the relevant requirement, the office-holder commits

a further offence on each day on which the failure continues and on conviction is

liable to a fine not exceeding fifty thousand shillings for each such offence.

9. Creditors' and members' requests for further information in administration,

winding up and bankruptcy

(1) The following may make a written request to the office-holder for further

information about any matter set out in a progress report under paragraph 3 or a final

report or account under paragraph 14—

(a) a secured creditor;

(b) an unsecured creditor;

(c) a member of the company in a members' voluntary winding up.

(2) The office-holder must, within 14 days of receipt of such a request respond to the

person or persons who requested the information by—

(a) providing all of the information requested;

(b) providing some of the information requested; or

(c) declining to provide the information requested.

(3) The office-holder may respond by providing only some of the information

requested or decline to provide the information if—

(a) the time or cost of preparation of the information would be excessive; or

(b) disclosure of the information would be prejudicial to the conduct of the

proceedings;

227

(c) disclosure of the information might reasonably be expected to lead to

violence against any person; or

(d) the office-holder is subject to an obligation of confidentiality in relation to

the information.

(4) An office-holder who does not provide all the information or declines to provide

the information must inform the person or persons who requested the information of

the reasons for so doing.

(5) A creditor, and a member of the company in a members' voluntary winding up,

who need not be the same as the creditor or members who requested the information,

may apply to the court within 21 days of—

(a) the office-holder giving reasons for not providing all of the information

requested; or

(b) the expiry of the 14 days within which an office-holder must respond to a

request.

(6) The court may make such order as it thinks just on an application under

subparagraph (5).

10. Administration, creditors' voluntary liquidation and compulsory winding up:

reporting distribution of property to creditors under section 690M

(1) This paragraph applies where in an administration, creditors' voluntary

liquidation or compulsory winding up there has been a distribution of property to

creditors under section 690M.

(2) In any account or summary of receipts and payments the office-holder must—

(a) state the estimated value of the property divided among the creditors of the

company during the period to which the account or summary relates; and

(b) provide details of the basis of the valuation as a note to the account or

summary of receipts and payments.

11. Contents of final account (winding up) and final report (bankruptcy)

(1) The liquidator's final account under section 402, 414 or 446 or the bankruptcy

trustee's final report under section 73 must contain an account of the liquidator's

administration of the winding up or of the bankruptcy trustee's administration of the

bankruptcy including—

(a) a summary of the office-holder's receipts and payments, including details of

the office-holder's remuneration and expenses; and

(b) details of the basis fixed for the office-holder's remuneration.

(2) The liquidator's final account under section 414 or 446 must also include a

statement as to the amount, if any, paid to unsecured creditors by virtue of section

474.

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(3) The final account or report to creditors or members must also contain—

(a) details of the remuneration charged and expenses incurred by the office-

holder during the period since the last progress report (if any);

(b) a description of the things done by the office-holder in that period in respect

of which the remuneration was charged and the expenses incurred; and

(c) a summary of the receipts and payments during that period.

(4) If the basis of the office-holder's remuneration had not been fixed by the date to

which the last progress report was made up, the final account or report must also

include details of the remuneration charged in the period of any preceding progress

report in which details of remuneration were not included.

(5) Where the basis of remuneration has been fixed as a set amount, it is sufficient

for the office-holder to state that amount and to give details of the expenses charged

within the period in question.

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FIFTH SCHEDULE

RULES FOR REMUNERATION OF BANKRUPTCY TRUSTEES,

LIQUIDATORS AND ADMINISTRATORS

1.— Application of Schedule

(1) This Schedule applies to the remuneration of—

(a) a bankruptcy trustee;

(b) a liquidator; and

(c) an administrator.

(2) This Schedule does not apply to the remuneration of a provisional liquidator or an

interim receiver.

2.— Remuneration: principles

(1) A bankruptcy trustee, liquidator or administrator is entitled to receive remuneration

for services as office-holder.

(2) The basis of remuneration must be fixed—

(a) as a percentage of the value of—

(i) the assets which are realised, distributed or both realised and distributed by the

bankruptcy trustee or liquidator; or

(ii) the property with which the administrator has to deal;

(b) by reference to the time properly given by the office-holder and the office-holder's

staff in attending to matters arising in the bankruptcy, liquidation or administration; or

(c) as a set amount.

(3) The basis of remuneration may be one or a combination of the bases set out in

subparagraph (2) and different bases or percentages may be fixed in respect of different

things done by the office-holder.

(4) Where an office-holder, other than in a members' voluntary winding up, proposes to

take all or any part of the remuneration on the basis set out in subparagraph (2)(b), the

office-holder must, prior to the determination of which of the bases set out in

subparagraph (2) are to be fixed, deliver to the creditors—

(a) a fees estimate; and

(b) details of the expenses the office-holder considers will be, or are likely to be,

incurred.

(5) The fees estimate and details of expenses given under subparagraph (4) may include

remuneration expected to be charged and expenses expected to be incurred if the

administrator becomes the liquidator where the administration moves into winding up.

(6) An office-holder, other than in a members' voluntary winding up, must deliver to the

230

creditors the information required under subparagraph (7) before the determination of

which of the bases set out in subparagraph (2) is or are to be fixed, unless the information

has already been delivered under subparagraph (4).

(7) The information the office-holder is required to give under this subparagraph is—

(a) the work the office-holder proposes to undertake; and

(b) details of the expenses the office-holder considers will be, or are likely to be,

incurred.

(8) The matters to be determined in fixing the basis of remuneration are—

(a) which of the bases set out in subparagraph (2) is or are to be fixed and (where

appropriate) in what combination;

(b) the percentage or percentages (if any) to be fixed under subparagraphs (2)(a) and

(3);

(c) the amount (if any) to be set under subparagraph (2)(c).

(9) In arriving at that determination, regard must be had to the following—

(a) the complexity (or otherwise) of the case;

(b) any respects in which, in connection with the company's or bankrupt's affairs, there

falls on the office-holder, any responsibility of an exceptional kind or degree;

(c) the effectiveness with which the office-holder appears to be carrying out, or to have

carried out, the office-holder's duties; and

(d) the value and nature of the property with which the office-holder has to deal.

(10) A proposed liquidator in respect of a creditors' voluntary winding up may deliver to

the creditors the information required by subparagraphs (4) or (6) before becoming

liquidator in which case that person is not required to deliver that information again if

that person is appointed as liquidator.

3. Remuneration of joint office-holders

Where there are joint office-holders it is for them to agree between themselves how the

remuneration payable should be apportioned; and any dispute arising between them may be

referred—

(a) to the committee (creditors’ or liquidation committee as the case may be), to a

meeting of the creditors if there is no committee or (in a members' voluntary winding

up) the company in general meeting, for settlement by resolution; or

(b) to the court, for settlement by order.

4. Remuneration: procedure for initial determination where company is under

administration

(1) This rule applies to the determination of the officer-holder's remuneration where the

company is under administration.

(2) It is for the committee to determine the basis of remuneration.

231

(3) If the committee fails to determine the basis of the remuneration or there is no

committee then the basis of remuneration must be fixed by a meeting of the creditors

except in a case under subparagraph (4).

(4) Where the administrator has made a statement under section 569(1)(b) that there are

insufficient funds to enable a distribution to be made to unsecured creditors otherwise

than in accordance with section 474(2)(a) and either there is no committee, or the

committee fails to determine the basis of remuneration, the basis of the administrator's

remuneration may be fixed by—

(a) the consent of each of the secured creditors; or

(b) if the administrator has made or intends to make a distribution to preferential

creditors—

(i) the consents of each of the secured creditors, and

(ii) the consents of preferential creditors of the company holding debts amounting to

more than fifty percent of the preferential debts of the company (disregarding debts

held by any creditor who does not respond to an invitation to give or withhold

consent).

5. Remuneration: procedure for initial determination in a members' voluntary winding

up

In a members' voluntary winding up, it is for the company in general meeting to determine

the basis of remuneration.

6. Remuneration: procedure for initial determination in a creditors' voluntary winding

up or a winding up by the court

(1) This rule applies to the determination of the office-holder's remuneration in a

creditors' voluntary winding up or a winding up by the court.


(3) If the committee fails to determine the basis of remuneration or there is no committee

then the basis of remuneration may be fixed by a meeting of the creditors.

(4) However where an administrator becomes liquidator in either of the following two

cases the basis of remuneration fixed under paragraph 4 for the administrator is treated as

having been fixed for the liquidator, and subparagraphs (2) and (3) do not apply.

(5) The two cases are where—

(a) a company which is under administration moves into winding up under section 599

and the administrator becomes the liquidator; and

(b) a winding-up order is made immediately upon the appointment of an administrator

ceasing to have effect and the court appoints as liquidator the person whose

appointment as administrator has ceased to have effect.

7. Remuneration: procedure for initial determination in a bankruptcy

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(1) This rule applies to the determination of the office-holder's remuneration in a

bankruptcy.


(3) If the committee fails to determine the basis of the remuneration or there is no

committee then the basis of the remuneration may be fixed by a meeting of the creditors.

8. Application of Official Receiver fees where creditors fail to fix the basis of the office-

holder's remuneration

(1) This rule applies where in a winding up by the court or bankruptcy, the liquidator or

bankruptcy trustee—

(a) has requested the creditors to fix the basis of remuneration under paragraph 6(3) or

7(3) as applicable and the creditors have not done so; or

(b) in any event if the basis of remuneration is not fixed by the creditors within 18

months after the date of the liquidator's or bankruptcy trustee's appointment.

(2) The liquidator or bankruptcy trustee is entitled to such sum as is arrived at by—

(a) applying the realization scale set out in paragraph 1(a) of Part II of the Second

Schedule to the moneys received by the liquidator or bankruptcy trustee from the

realization of the assets of the company or bankrupt; and

(b) adding to the sum arrived at under subparagraph (a) such sum as is arrived at by

applying the distribution scale set out in paragraph 1(b) of Part II of the Second

Schedule to the value of assets distributed to creditors of the company or bankrupt

(including payments made in respect of preferential debts) and to contributories.

9. Remuneration: application to the court to fix the basis

(1) If the basis of the administrator's remuneration or the liquidator's remuneration in a

voluntary winding up is not fixed under paragraphs 4 to 6 (as applicable) then the

administrator or liquidator must apply to the court for it to be fixed.

(2) Before making such an application the liquidator or administrator must attempt to fix

the basis in accordance with paragraphs 4 o 6.

(3) An application under this rule may not be made more than 18 months after the date of

the administrator's or liquidator's appointment.

(4) In a members' voluntary winding up—

(a) the liquidator must deliver at least 14 days' notice of such an application to the

company's contributories, or such one or more of them as the court may direct; and

(b) the contributories may nominate one or more of their number to appear, or be

represented, and to be heard on the application.

10. Remuneration: administrator, liquidator or bankruptcy trustee seeking increase etc.

An office-holder who considers the rate or amount of remuneration fixed to be insufficient

or the basis fixed to be inappropriate may—

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(a) request the creditors to increase the rate or amount or change the basis in

accordance with paragraphs 11 to 13;

(b) apply to the court for an order increasing the rate or amount or changing the basis

in accordance with paragraph 14.

11. Application for an increase etc. in remuneration: the general rule

(1) This paragraph applies to a request by an office-holder in accordance with paragraph

10 for an increase in the rate or amount of remuneration or a change in the basis.

(2) Subject to the exceptions set out in paragraphs12 and 13, where the basis of the

office-holder's remuneration has been fixed by the committee an administrator, liquidator

or bankruptcy trustee may make such a request to a meeting of the creditors for approval.

12. First exception: administrator has made a statement under section 569(1)(b)

(1) This exception applies in an administration where—

(a) the basis of the administrator's remuneration has been fixed by the committee; and

(b) the administrator has made a statement under section 569(1)(b).

(2) A request by the administrator for an increase in the rate or amount of remuneration

or a change in the basis must be approved by—

(a) the consents of each of the secured creditors; or

(b) if the administrator has made or intends to make a distribution to preferential

creditors—

(i) the consents of each of the secured creditors, and

(ii) the consents of preferential creditors of the company holding debts amounting to

more than fifty percent of the preferential debts of the company (disregarding debts

held by any creditor who does not respond to an invitation to give or withhold

consent).

13. Second exception: administrator who had applied for increase etc. under paragraph

10 becomes liquidator

(1) This exception applies in a liquidation where—

(a) an administrator has become the liquidator;

(b) the remuneration had been determined by the committee in the preceding

administration;

(c) the basis of the liquidator's remuneration is treated under paragraph 6(4) and (5) as

being that which was fixed in the administration; and

(d) the administrator had subsequently requested an increase under paragraph 10.

(2) A request by the liquidator for an increase in the rate or amount of remuneration or a

change in the basis may only be made by application to the court.

(3) Paragraph 14(6) to (8) apply to such an application.

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14. Remuneration: recourse by administrator, liquidator or bankruptcy trustee to the

court

(1) This paragraph applies to an application by an office-holder to the court in

accordance with paragraph 10 for an increase in the rate or amount of remuneration or

change in the basis.

(2) An administrator may make such an application where the basis of the administrator's

remuneration has been fixed—

(a) by the committee and the administrator has requested that the rate or amount be

increased or the basis changed by a meeting of the creditors but the creditors have not

changed it;

(b) by a meeting of the creditors; or

(c) by the approval of either the secured creditors or the preferential creditors or both

in a case where the administrator has made a statement under section 569(1)(b).

(3) A liquidator may make such an application where the basis of the liquidator's


(a) by the committee, and the liquidator has requested that the rate or amount be


changed it;

(b) by a meeting of the creditors;

(c) under paragraphs 6(4) and (5) or 8; or

(d) in a members' voluntary winding up, by the company in general meeting.

(4) A bankruptcy trustee may make such an application where the bankruptcy trustee's


(a) by the committee and the bankruptcy trustee has requested that the amount be


changed it;

(b) by a meeting of the creditors; or

(c) under paragraph 8.

(5) Where an application is made under subparagraph (2)(c), the administrator must

deliver notice to each of the creditors whose approval was sought under paragraph 4(4).

(6) The office-holder must deliver a notice of the application at least 14 days before the

hearing as follows—

(a) in an administration, a creditors' voluntary winding up, a winding up by the court or

a bankruptcy—

(i) to the members of the committee, or

(ii) if there is no committee to such one or more of the creditors as the court may

direct;

235

(b) in a members' voluntary winding up, to the company's contributories, or such one

or more of them as the court may direct.

(7) The committee, the creditors or the contributories (as the case may be) may nominate

one or more of their number to appear or be represented and to be heard on the

application.

(8) The court may, if it appears to be a proper case (including in a members' voluntary

winding up), order the costs of the office-holder's application, including the costs of any

member of the committee appearing or being represented on it, or of any creditor or

contributory so appearing or being represented on it, to be paid as an expense of the

estate.

15. Remuneration: review at request of administrator, liquidator or bankruptcy trustee

(1) Where, after the basis of the office-holder's remuneration has been fixed, there is a

material and substantial change in the circumstances which were taken into account in

fixing it, the office-holder may request that the basis be changed.

(2) The request must be made—

(a) to the company, where in a members' voluntary liquidation the company fixed the

basis in general meeting;

(b) to the committee, where the committee fixed the basis;

(c) to the creditors or a particular class of creditors where the creditors or that class of

creditors fixed the basis;

(d) by application to the court, where the court fixed the basis;

(e) to the committee if there is one and otherwise to the creditors where, in a winding

up or bankruptcy, the remuneration was determined under paragraph 8.

(3) The preceding provisions of this Schedule which apply to the fixing of the office-

holder's remuneration apply to a request for a change as appropriate.

(4) However the exception in paragraph 13 which would require such an application to

be made to the court in the circumstances there set out does not apply.

(5) Any change in the basis of remuneration applies from the date of the request under

subparagraph (2) and not for any earlier period.

16. Remuneration: exceeding the fee estimate

(1) The office-holder must not draw remuneration in excess of the total amount set out in

the fees estimate without approval.

(2) The request for approval must be made—

(a) where the committee fixed the basis, to that committee;

(b) where the creditors or a class of creditors fixed the basis, to the creditors or that

class of creditors;

(c) where the court fixed the basis, to the court;

236

and paragraphs 2 to 9 apply as appropriate.

(3) The request for approval must specify—

(a) the reasons why the office-holder has exceeded, or is likely to exceed, the fees

estimate;

(b) the additional work the office-holder has undertaken or proposes to undertake;

(c) the hourly rate or rates the office-holder proposes to charge for each part of that

additional work;

(d) the time that additional work has taken or the office-holder expects that work will

take;

(e) whether the office-holder anticipates that it will be necessary to seek further

approval; and

(f) the reasons it will be necessary to seek further approval.

17. Remuneration: new administrator, liquidator or bankruptcy trustee

(1) This paragraph applies where a new administrator, liquidator or bankruptcy trustee is

appointed in place of another.

(2) Any decision, determination, resolution or court order in effect under the preceding

provisions of this Schedule immediately before the former office-holder ceased to hold

office (including any application of official receiver fees under paragraph 8) continues to

apply in relation to the remuneration of the new office-holder until a further decision,

determination, resolution or court order is made in accordance with those provisions.

18. Remuneration: apportionment of set fees

(1) This rule applies where the basis of the office-holder's remuneration is a set amount

under paragraph 2(2)(c) and the office-holder ceases (for whatever reason) to hold office

before the time has elapsed or the work has been completed in respect of which the

amount was set.

(2) A request or application may be made to determine what portion of the amount

should be paid to the former office-holder or the former office-holder's personal

representative in respect of the time which has actually elapsed or the work which has

actually been done.

(3) The request or application may be made by—

(a) the former office-holder or the former office-holder's personal representative within

the period of 28 days beginning with the date upon which the former office-holder

ceased to hold office; or

(b) the office-holder for the time being in office, if the former office-holder or the

former office-holder's personal representative has not applied by the end of that period.

(4) The request or application to determine the portion must be made to the relevant

person being—

237

(a) the company, where the company is in members' voluntary liquidation and it fixed

the basis in general meeting;

(b) the committee, where the committee fixed the basis;

(c) the creditors or a class of creditors where the creditors or that class fixed the basis;

(d) the court where the court fixed the basis.

(5) In an administration where the circumstances set out in paragraph 4(4) apply the

relevant person is to be determined under that paragraph.

(6) The person making the request or application must deliver a copy of it to the office-

holder for the time being or to the former office-holder or the former office-holder's

personal representative, as the case may be (“the recipient”).

(7) The recipient may, within 21 days of receipt of the copy of the request or application,

deliver notice of intent to make representations to the relevant person or to appear or be

represented before the court on an application to the court.

(8) No determination may be made upon the request or application until either—

(a) the expiry of the 21 days, or

(b) if the recipient delivers a notice of intent, the recipient has been given the

opportunity to make representations or to appear or be represented.

(9) Where the former office-holder or the former office-holder's personal representative

(whether or not the original person making the request or application) considers that the

portion so determined is insufficient that person may apply—

(a) to a meeting of the creditors for a decision increasing the portion, in the case of a

determination by the committee;

(b) to the court, in the case of a resolution (as the case may be) of—

(i) the creditors (whether under subparagraph (4)(c) or under subparagraph (9)(a)), or

(ii) the company in general meeting.

(10) Subparagraphs (6) to (8) apply to an application under subparagraph (9) as

appropriate.

19. Remuneration: variation of the application of paragraphs 15, 16 and 18

(1) This rule applies where the basis of remuneration has been fixed in accordance with

paragraph 4(4) and all of the following apply—

(a) there is now, or is likely to be, sufficient property to enable a distribution to be

made to unsecured creditors other than by virtue of section 474(2)(a); and

(b) the administrator or liquidator in a winding up which immediately follows an

administration makes a request under paragraphs 15, 16 or 18.

(2) A request under paragraphs 15, 16 or 18, must be made—

(a) where there is a committee, to the committee; or

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(b) where there is no committee, to a meeting of the creditors.

20. Remuneration and expenses: application to court by a creditor or member on

grounds that remuneration or expenses are excessive

(1) This paragraph applies to an application in an administration, a winding-up or a

bankruptcy made by a person mentioned in subparagraph (2) on the grounds that—

(a) the remuneration charged by the office-holder is in all the circumstances excessive;

(b) the basis fixed for the office-holder's remuneration under paragraphs 2, 4, 5, 6 and

7 (as applicable) is inappropriate; or

(c) the expenses incurred by the office-holder are in all the circumstances excessive.

(2) The following may make such an application for one or more of the orders set out in

paragraphs 22 or 23 as applicable—

(a) a secured creditor,

(b) an unsecured creditor with either—

(i) the concurrence of at least 10% in value of the unsecured creditors (including that

creditor), or

(ii) the permission of the court, or

(c) in a members' voluntary winding up—

(i) members of the company with at least 10% of the total voting rights of all the

members having the right to vote at general meetings of the company, or

(ii) a member of the company with the permission of the court.

(3) The application by a creditor or member must be made no later than eight weeks after

receipt by the applicant of the progress report under paragraph 3 of the Fourth Schedule,

or final report or account under paragraph 11 of the Fourth Schedule which first reports

the charging of the remuneration or the incurring of the expenses in question (“the

relevant report”).

21. Remuneration and expenses: application to court by a bankrupt on grounds that

remuneration or expenses are excessive

(1) A bankrupt may, with the permission of the court, make an application on the

grounds that—

(a) the remuneration charged by the office-holder is in all the circumstances excessive;

(b) the expenses incurred by the office-holder are in all the circumstances excessive.

(2) The bankrupt may make such an application for one or more of the orders set out in

paragraph 22(4).

(3) The application must be made no later than eight weeks after publication of the report

under Regulation 25.

(4) The court must not give the bankrupt permission to make an application unless the

239

bankrupt shows that—

(a) there is (or would be but for the remuneration or expenses in question); or

(b) it is likely that there will be (or would be but for the remuneration or expenses in

question), a surplus of assets to which the bankrupt would be entitled.

(5) Subparagraph (4) is without prejudice to the generality of the matters which the court

may take into account in determining whether to give the bankrupt permission.

22. Applications under paragraphs 20 and 21 where the court has given permission for

the application

(1) This paragraph applies to applications made with permission under paragraphs 20 and

21.

(2) Where the court has given permission, it must fix a venue for the application to be

heard.

(3) The applicant must, at least 14 days before the hearing, deliver to the office-holder a

notice stating the venue and accompanied by a copy of the application and of any

evidence on which the applicant intends to rely.

(4) If the court considers the application to be well-founded, it must make one or more of

the following orders—

(a) an order reducing the amount of remuneration which the office-holder is entitled to

charge;

(b) an order reducing any fixed rate or amount;

(c) an order changing the basis of remuneration;

(d) an order that some or all of the remuneration or expenses in question is not to be

treated as expenses of the administration, winding up or bankruptcy;

(e) an order for the payment of the amount of the excess of remuneration or expenses

or such part of the excess as the court may specify by—

(i) the administrator or liquidator or the administrator's or liquidator's personal

representative to the company, or

(ii) the bankruptcy trustee or the bankruptcy trustee's personal representative to such

person as the court may specify as property comprised in the bankrupt's estate;

(f) any other order that it thinks just.

(5) An order under subparagraph (4)(b) or (c) may only be made in respect of periods

after the period covered by the relevant report.

(6) Unless the court orders otherwise the costs of the application must be paid by the

applicant, and are not payable as an expense of the administration, winding up or

bankruptcy.

23. Applications under paragraph 20 where the court's permission is not required for

the application

240

(1) On receipt of an application under paragraph 20 for which the court's permission is

not required, the court may, if it is satisfied that no sufficient cause is shown for the

application, dismiss it without giving notice to any party other than the applicant.

(2) Unless the application is dismissed, the court must fix a venue for it to be heard.

(3) The applicant must, at least 14 days before any hearing, deliver to the office-holder a

notice stating the venue with a copy of the application and of any evidence on which the

applicant intends to rely.

(4) If the court considers the application to be well-founded, it must make one or more of

the following orders—

(a) an order reducing the amount of remuneration which the office-holder is entitled to

charge;

(b) an order reducing any fixed rate or amount;

(c) an order changing the basis of remuneration;

(d) an order that some or all of the remuneration or expenses in question be treated as

not being expenses of the administration or winding up or bankruptcy;

(e) an order for the payment of the amount of the excess of remuneration or expenses

or such part of the excess as the court may specify by —

(i) the administrator or liquidator or the administrator's or liquidator's personal

representative to the company, or

(ii) the bankruptcy trustee or the bankruptcy trustee's personal representative to such

person as the court may specify as property comprised in the bankrupt's estate;

(f) any other order that it thinks just.

(5) An order under subparagraph (4)(b) or (c) may only be made in respect of periods

after the period covered by the relevant report.

(6) Unless the court orders otherwise the costs of the application must be paid by the

applicant, and are not payable as an expense of the administration or as winding up or

bankruptcy.

24. Remuneration of a liquidator or bankruptcy trustee who realises assets on behalf of

a secured creditor

(1) A liquidator or bankruptcy trustee who realises assets on behalf of a secured creditor

is entitled to such sum by way of remuneration as is arrived at as follows, unless the

liquidator or bankruptcy trustee has agreed otherwise with the secured creditor—

(a) in a winding up—

(i) where the assets are subject to a charge which when created was a mortgage or a

fixed charge, such sum as is arrived at by applying the realization scale in paragraph

1(a) of Part II of the Second Schedule to the monies received in respect of the assets

realised,

241

(ii) where the assets are subject to a charge which when created was a floating

charge such sum as is arrived at by—

(aa) first applying the realization scale in paragraph 1(a) of Part II of the Second

Schedule to monies received by the liquidator from the realisation of the assets ,

(bb) then by adding to the sum arrived at under subparagraph (a)(ii)(aa) such sum

as is arrived at by applying the distribution scale in paragraph 1(b) of Part II of the

Second Schedule to the value of the assets distributed to the holder of the charge

and payments made in respect of preferential debts; or

(b) in a bankruptcy such sum as is arrived at by applying the realization scale in

paragraph 1(a) of Part II of the Second Schedule to the monies received in respect of

the assets realised.

(2) The sum to which the liquidator or bankruptcy trustee is entitled must be taken out of

the proceeds of the realisation.

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SIXTH SCHEDULE

CREDITORS' AND LIQUIDATION COMMITTEES

1. Scope and interpretation

(1) This Schedule applies to the establishment and operation of—

(a) a creditors' committee in an administration;

(b) a liquidation committee in a creditors' voluntary winding up;

(c) a liquidation committee in a winding up by the court; and

(d) a creditors' committee in a bankruptcy.

(2) In this Schedule—

“contributory member” means a member of a liquidation committee appointed by the

contributories; and

“creditor member” means a member of a liquidation committee appointed by the

creditors.

2. Functions of a committee

In addition to any functions conferred on a committee by any provision of the Act,

the committee is to—

(a) assist the office-holder in discharging the office-holder's functions; and

(b) act in relation to the office-holder in such manner as may from time to time be

agreed.

3. Number of members of a committee

(1) A committee in an administration or a bankruptcy must have at least three

members but not more than five members.

(2) A liquidation committee in a creditors' voluntary winding up appointed pursuant

to section 409 must have at least three members.

(3) A liquidation committee in a winding up by the court established under section

442 must have—

(a) at least three and not more than five members elected by the creditors; and

(b) where the grounds on which the company was wound up do not include inability

to pay its debts, and where the contributories so decide, up to three contributory

members elected by the contributories.

4. Eligibility for membership of creditors' or liquidation committee

(1) This paragraph applies to a creditors' committee in an administration, and a

bankruptcy and to a liquidation committee in a creditors' voluntary winding up and a

winding up by the court.

243

(2) A creditor is eligible to be a member of such a committee if—

(a) the person has proved for a debt;

(b) the debt is not fully secured; and

(c) neither of the following apply—

(i) the proof has been wholly disallowed for voting purposes, or

(ii) the proof has been wholly rejected for the purpose of distribution or dividend.

(3) No person can be a member as both a creditor and a contributory.

(4) A body corporate may be a member of a creditors' committee, but it cannot act

otherwise than by a representative appointed under paragraph 17.

5. Establishment of committees

(1) Where the creditors, or where applicable, contributories, decide that a creditors'

or liquidation committee should be established, the chair of the meeting (if not the

office-holder) must—

(a) as soon as reasonably practicable deliver a notice of the decision to the office-

holder (or to the person appointed as office-holder); and

(b) where a decision has also been made as to membership of the committee, inform

the office-holder of the names and addresses of the persons elected to be members of

the committee.

(2) Before a person may act as a member of the committee that person must agree to

do so.

(3) A person's proxy-holder attending a meeting establishing the committee or, in the

case of a corporation, its duly appointed representative, may give such agreement

(unless the proxy or instrument conferring authority contains a statement to the

contrary).

(4) Where a decision has been made to establish a committee but not as to its

membership, the office-holder must call a meeting of creditors (to elect creditor

members of the committee) and, where appropriate in a winding up by the court, a

meeting of contributories (to elect contributory members of the committee).

(5) The committee is not established (and accordingly cannot act) until the office-

holder has sent a notice of its membership in order to comply with subparagraphs (9)

or (10).

(6) The notice must contain the following—

(a) a statement that the committee has been duly constituted;

(b) identification details for any company that is a member of the committee;

(c) the full name and address of each member that is not a company.

(7) The notice must be authenticated and dated by the office-holder.

(8) The notice must be delivered as soon as reasonably practicable after the

244

minimum number of persons required by paragraph 3 have agreed to act as members

and been elected.

(9) Where the notice relates to a liquidation committee or a creditors' committee

other than in a bankruptcy the office-holder must, as soon as reasonably practicable,

deliver the notice to the Registrar of Companies.

(10) Where the notice relates to a creditors' committee in a bankruptcy the office-

holder must, as soon as reasonably practicable, lodge the notice at the court, and

where the bankruptcy trustee is not the official receiver, deliver the notice to the

official receiver.

6. Liquidation committee established by contributories

(1) This paragraph applies where, under section 442, the creditors do not decide that

a liquidation committee should be established, or decide that a committee should not

be established.

(2) The contributories may decide to appoint one of their number to make

application to the court for an order requiring the liquidator to call a further meeting

of the creditors to decide whether to establish a liquidation committee; and—

(a) the court may, if it thinks that there are special circumstances to justify it, make

such an order; and

(b) the creditors' decision sought by the liquidator in compliance with the order is

deemed to have been made at a creditors’ meeting under section 442.

(3) If the creditors decide under subparagraph (2)(b) not to establish a liquidation

committee, the contributories may establish a committee.

(4) The committee must then consist of at least three, and not more than five,

contributories elected by the contributories; and paragraph 5 applies, substituting for

the reference to paragraph 3 in paragraph 5(8) a reference to this subparagraph.

7. Notice of change of membership of a committee

(1) The office-holder must lodge or deliver a notice if there is a change in

membership of the committee.

(2) The notice must contain the following—

(a) the date of the original notice in respect of the constitution of the committee and

the date of the last notice of membership given under this paragraph (if any);

(b) a statement that this notice of membership replaces the previous notice;

(c) identification details for any company that is a member of the committee;

(d) the full name and address of any member that is not a company;

(e) a statement whether any member has become a member since the issue of the

previous notice;

(f) the identification details for a company or otherwise the full name of any member

245

named in the previous notice who is no longer a member and the date the

membership ended.


(4) Where the notice relates to a liquidation committee or a creditors' committee

other than in a bankruptcy the office-holder must, as soon as reasonably practicable,

deliver the notice to the Registrar of Companies.

(5) Where the notice relates to a creditors' committee in a bankruptcy the office-

holder must, as soon as reasonably practicable, lodge the notice at the court, and

where the bankruptcy trustee is not the official receiver, deliver the notice to the

official receiver.

8. Vacancies: creditor members of creditors' or liquidation committee

(1) This paragraph applies if there is a vacancy among the creditor members of a

creditors' or liquidation committee or where the number of creditor members of the

committee is fewer than the maximum allowed.

(2) A vacancy need not be filled if—

(a) the office-holder and a majority of the remaining creditor members agree; and

(b) the total number of creditor members does not fall below three.

(3) The office-holder may appoint a creditor, who is qualified under paragraph 4 to

be a member of the committee, to fill a vacancy or as an additional member of the

committee, if—

(a) a majority of the remaining creditor members of the committee (provided there

are at least two) agree to the appointment; and

(b) the creditor agrees to act.

(4) Alternatively, the office-holder may ask a creditors’ meeting to appoint a creditor

(with that creditor's consent) to fill the vacancy.

9. Vacancies: contributory members of liquidation committee

(1) This paragraph applies if there is a vacancy among the contributory members of

a liquidation committee or where the number of contributory members of the

committee is fewer than the maximum allowed under paragraph 3(3)(b) or 6(4) as

the case may be.

(2) A vacancy need not be filled if—

(a) the liquidator and a majority of the remaining contributory members agree; and

(b) in the case of a committee of contributories only, the number of members does

not fall below three.

(3) The liquidator may appoint a contributory to be a member of the committee, to

fill a vacancy or as an additional member of the committee, if—

(a) a majority of the remaining contributory members of the committee (provided

246

there are at least two) agree to the appointment; and

(b) the contributory agrees to act.

(4) Alternatively, the office-holder may seek a decision from contributories to

appoint a contributory (with that contributory's consent) to fill the vacancy.

10. Resignation

A member of a committee may resign by informing the office-holder in writing.

11. Termination of membership

A person's membership of a committee is automatically terminated if that person —

(a) becomes bankrupt, in which case the person's bankruptcy trustee replaces the

bankrupt as a member of the committee;

(b) neither attends nor is represented at three consecutive meetings (unless it is

resolved at the third of those meetings that this paragraph is not to apply in that

person's case);

(c) has ceased to be eligible to be a member of the committee under paragraph 4;

(d) ceases to be a creditor or is found never to have been a creditor;

(e) ceases to be a contributory or is found never to have been a contributory.

12. Removal

(1) A creditor member of a committee may be removed by a creditors’ meeting and

in the case of a liquidation committee a contributory member of the committee may

be removed by a meeting of contributories.

(2) At least 14 days' notice must be given of a meeting under this paragraph.

13. Cessation of liquidation committee in a winding up when creditors are paid

in full

(1) Where the creditors have been paid in full together with interest in accordance

with section 486, the liquidator must deliver to the Registrar of Companies a notice

to that effect.

(2) On the delivery of the notice the liquidation committee ceases to exist.

(3) The notice must—

(a) identify the liquidator;

(b) contain a statement by the liquidator certifying that the creditors of the company

have been paid in full with interest in accordance with section 486; and

(c) be authenticated and dated by the liquidator.

14. Meetings of committee

(1) Meetings of the committee must be held when and where determined by the

office-holder.

(2) The office-holder must call a first meeting of the committee to take place within

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six weeks of the committee's establishment.

(3) After the calling of the first meeting, the office-holder must call a meeting—

(a) if so requested by a member of the committee or a member's representative (the

meeting then to be held within 21 days of the request being received by the office-

holder); and

(b) for a specified date, if the committee has previously resolved that a meeting be

held on that date.

(4) The office-holder must give five business days' notice of the venue of a meeting

to each member of the committee (or a member's representative, if designated for

that purpose), except where the requirement for notice has been waived by or on

behalf of a member.

(5) Waiver may be signified either at or before the meeting.

15. The chair at meetings

The chair at a meeting of a committee must be the office-holder or an appointed

person.

16. Quorum

A meeting of a committee is duly constituted if due notice of it has been delivered to

all the members, and at least two of the members are in attendance or represented.

17. Committee-members, representatives

(1) A member of the committee may, in relation to the business of the committee, be

represented by another person duly authorised by the member for that purpose.

(2) A person acting as a committee-member's representative must hold a letter of

authority entitling that person to act (either generally or specifically) and

authenticated by or on behalf of the committee-member.

(3) A proxy or an instrument conferring authority (in respect of a person authorised

to represent a corporation) is to be treated as a letter of authority to act generally

(unless the proxy or instrument conferring authority contains a statement to the

contrary).

(4) The chair at a meeting of the committee may call on a person claiming to act as a

committee member's representative to produce a letter of authority, and may exclude

that person if no letter of authority is produced at or by the time of the meeting or if

it appears to the chair that the authority is deficient.

(5) A committee member may not be represented by—

(a) another member of the committee;

(b) a person who is at the same time representing another committee-member;

(c) a body corporate;

(d) an undischarged bankrupt; or

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(e) a person who is subject to a disqualification order or a disqualification

undertaking under the Companies Act 2015.

(6) Where a representative authenticates any document on behalf of a committee-

member the fact that the representative authenticates as a representative must be

stated below the authentication.

18. Voting rights and resolutions

(1) At a meeting of the committee, each member (whether the member is in

attendance or is represented by a representative) has one vote.

(2) A resolution is passed when a majority of the members attending or represented

have voted in favour of it.

(3) Every resolution passed must be recorded in writing and authenticated by the

chair, either separately or as part of the minutes of the meeting, and the record must

be kept with the records of the proceedings.

19. Resolutions by correspondence

(1) The office-holder may seek to obtain the agreement of the committee to a

resolution by delivering to every member (or the member's representative designated

for the purpose) details of the proposed resolution.

(2) The details must be set out in such a way that the recipient may indicate

agreement or dissent and where there is more than one resolution may indicate

agreement to or dissent from each one separately.

(3) A member of the committee may, within five business days from the delivery of

details of the proposed resolution, require the office-holder to summon a meeting of

the committee to consider the matters raised by the proposed resolution.

(4) In the absence of such a request, the resolution is passed by the committee if a

majority of the members (excluding any who are not permitted to vote by reason of

paragraph 25(4)) deliver notice to the office-holder that they agree with the

resolution.

(5) A copy of every resolution passed under this paragraph, and a note that the

agreement of the committee was obtained, must be kept with the records of the

proceedings.

20. Remote attendance at meetings of committee

(1) Where the office-holder considers it appropriate, a meeting may be conducted

and held in such a way that persons who are not present together at the same place

may attend it.

(2) A person attends such a meeting who is able to exercise that person's right to

speak and vote at the meeting.

(3) A person is able to exercise the right to speak at a meeting when that person is in

a position to communicate during the meeting to all those attending the meeting any

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information or opinions which that person has on the business of the meeting.

(4) A person is able to exercise the right to vote at a meeting when—

(i) that person is able to vote, during the meeting, on resolutions or determinations

put to the vote at the meeting, and

(ii) that person's vote can be taken into account in determining whether or not such

resolutions or determinations are passed at the same time as the votes of all the other

persons attending the meeting.

(5) Where such a meeting is to be held the office-holder must make whatever

arrangements the office-holder considers appropriate to—

(a) enable those attending the meeting to exercise their rights to speak or vote; and

(b) verify the identity of those attending the meeting and to ensure the security of

any electronic means used to enable attendance.

(6) A requirement in this Schedule to specify a place for the meeting may be

satisfied by specifying the arrangements the office-holder proposes to enable persons

to exercise their rights to speak or vote where in the reasonable opinion of the office-

holder—

(a) a meeting will be attended by persons who will not be present together at the

same place; and

(b) it is unnecessary or inexpedient to specify a place for the meeting.

(7) In making the arrangements referred to in subparagraph (6) and in forming the

opinion referred to in subparagraph (6)(b), the office-holder must have regard to the

legitimate interests of the committee members or their representatives attending the

meeting in the efficient despatch of the business of the meeting.

(8) Where the notice of a meeting does not specify a place for the meeting the office-

holder must specify a place for the meeting if at least one member of the committee

requests the officeholder to do so in accordance with paragraph 21.

21. Procedure for requests that a place for a meeting should be specified

(1) This paragraph applies to a request to the office-holder under paragraph 20(8) to

specify a place for the meeting.

(2) The request must be made within three business days of the date on which the

office-holder delivered the notice of the meeting in question.

(3) Where the office-holder considers that the request has been properly made in

accordance with this paragraph, the office-holder must—

(a) deliver notice to all those previously given notice of the meeting—

(i) that it is to be held at a specified place, and

(ii) as to whether the date and time are to remain the same or not;

(b) fix a venue for the meeting, the date of which must be not later than seven

250

business days after the original date for the meeting; and

(c) give three business days' notice of the venue to all those previously given notice

of the meeting.

(4) The notices required by subparagraphs (a) and (c) may be delivered at the same

or different times.

(5) Where the office-holder has specified a place for the meeting in response to a

request under paragraph 20(8), the chair of the meeting must attend the meeting by

being present in person at that place.

22. Notice requiring office-holder to attend the creditors' committee

(administration) (section 574)

(1) This paragraph applies where a committee in an administration resolves under

section 574(3)(a) to require the attendance of an administrator.

(2) The notice delivered to the office-holder requiring the office-holder's attendance

must be—

(a) accompanied by a copy of the resolution; and

(b) authenticated by a member of the committee.

(3) A member's representative may authenticate the notice for the member.

(4) The meeting at which the office-holder's attendance is required must be fixed by

the committee for a business day, and must be held at such time and place as the

office-holder determines.

(5) Where the office-holder so attends, the committee may elect one of their number

to be chair of the meeting in place of the office-holder or an appointed person.

23. Office-holder's obligation to supply information to the committee (winding

up and bankruptcy)

(1) This paragraph applies in relation to a creditors' voluntary winding up, a winding

up by the court and a bankruptcy.

(2) The office-holder must deliver a report to every member of the liquidation

committee or the creditors' committee (as appropriate) containing the information

required by paragraph (3)—

(a) not less than once in every period of six months (unless the committee agrees

otherwise); and

(b) when directed to do so by the committee.

(3) The required information is a report setting out—

(a) the position generally in relation to the progress of the proceedings; and

(b) any matters arising in connection with them to which the office-holder considers

the committee's attention should be drawn.

(4) The office-holder must, as soon as reasonably practicable after being directed by

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the committee—

(a) deliver any report directed under subparagraph (2)(b);

(b) comply with a request by the committee for information.

(5) However the office-holder need not comply with such a direction where it

appears to the office-holder that—

(a) the direction is frivolous or unreasonable;

(b) the cost of complying would be excessive, having regard to the relative

importance of the information; or

(c) there are insufficient assets to enable the office-holder to comply.

(6) Where the committee has come into being more than 28 days after the

appointment of the office-holder, the office-holder must make a summary report to

the members of the committee of what actions the office-holder has taken since the

office-holder's appointment, and must answer such questions as they may put to the

office-holder relating to the office-holder's conduct of the proceedings so far.

(7) A person who becomes a member of the committee at any time after its first

establishment is not entitled to require a report under this paragraph by the office-

holder of any matters previously arising, other than a summary report.

(8) Nothing in this paragraph disentitles the committee, or any member of it, from

having access to the office-holder's record of the proceedings, or from seeking an

explanation of any matter within the committee's responsibility.

24. Expenses of members etc.

(1) The office-holder must pay, as an expense of the insolvency proceedings, the

reasonable travelling expenses directly incurred by members of the committee or

their representatives in attending the committee's meetings or otherwise on the

committee's business.

(2) The requirement for the office-holder to pay the expenses does not apply to a

meeting of the committee held within six weeks of a previous meeting, unless the

meeting is summoned by the office-holder.

25. Dealings by committee members and others

(1) This paragraph applies in a creditors' voluntary winding up, a winding up by the

court and a bankruptcy to a person who is, or has been in the preceding 12 months—

(a) a member of the committee;

(b) a member's representative; or

(c) an associate of a member, or of a member's representative.

(2) Such a person must not enter into a transaction as a result of which that person

would—

(a) receive as an expense of the insolvency proceedings a payment for services given

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or goods supplied in connection with the administration of the insolvent estate;

(b) obtain a profit from the administration of the insolvent estate; or

(c) acquire an asset forming part of the insolvent estate.

(3) However such a transaction may be entered into—

(a) with the prior sanction of the committee, where it is satisfied (after full disclosure

of the circumstances) that the person will be giving full value in the transaction;

(b) with the prior permission of the court; or

(c) if that person does so as a matter of urgency, or by way of performance of a

contract in force before the start of the insolvency proceedings, and that person

obtains the court's permission for the transaction, having applied for it without undue

delay.

(4) Neither a member nor a representative of a member who is to participate directly

or indirectly in a transaction may vote on a resolution to sanction that transaction.

(5) The court may, on the application of an interested person—

(a) set aside a transaction on the ground that it has been entered into in contravention

of this paragraph; and

(b) make such other order about the transaction as it thinks just, including an order

requiring a person to whom this paragraph applies to account for any profit obtained

from the transaction and compensate the insolvent estate for any resultant loss.

(6) The court will not make an order under subparagraph (5) in respect of an

associate of a member of the committee or an associate of a member's representative,

if satisfied that the associate or representative entered into the relevant transaction

without having any reason to suppose that in doing so the associate or representative

would contravene this paragraph.

(7) The costs of the application are not payable as an expense of the insolvency

proceedings unless the court orders otherwise.

26. Dealings by committee members and others: administration

(1) This paragraph applies in an administration.

(2) Membership of the committee does not prevent a person from dealing with the

company provided that a transaction is in good faith and for value.

(3) The court may, on the application of an interested person—

(a) set aside a transaction which appears to it to be contrary to this paragraph; and

(b) make such other order about the transaction as it thinks just including an order

requiring a person to whom this paragraph applies to account for any profit obtained

from the transaction and compensate the company for any resultant loss.

27. Formal defects

The acts of a creditors' committee or a liquidation committee are valid

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notwithstanding any defect in the appointment, election or qualifications of a

member of the committee or a committee-member's representative or in the

formalities of its establishment.

28. Special rule for winding up by the court and bankruptcy: functions vested

in the Secretary of State

(1) At any time when the functions of a committee in a winding up by the court or a

bankruptcy are vested in the Cabinet Secretary under section 103(2) or section

442(6), requirements of the Act or these Regulations about notices to be delivered, or

reports to be made, to the committee by the office-holder do not apply, otherwise

than as enabling the committee to require a report as to any matter.

(2) Where the committee's functions are so vested under section 103(2) or section

442(6), they may be exercised by the official receiver.

29. Continuation of creditors' committee

(1) This paragraph applies where—

(a) a winding-up order has been made by the court on the application of the

administrator under section 595;

(b) the court makes an order under section 441(1) appointing the administrator as the

liquidator; and

(c) a creditors' committee was in existence immediately before the winding-up order

was made.

(2) The creditors' committee shall continue in existence after the date of the order as

if appointed as a liquidation committee under section 442.

(3) However, subject to paragraph 8(3)(a), the committee cannot act until—

(a) the minimum number of persons required by paragraph 3 have agreed to act as

members of the liquidation committee (including members of the former creditors'

committee and any other who may be appointed under paragraph 8); and

(b) the liquidator has delivered a notice of continuance of the committee to the

Registrar of Companies.

(4) The notice must be delivered as soon as reasonably practicable after the

minimum number of persons required have agreed to act as members or, if

applicable, been appointed.

(5) The notice must contain—

(a) a statement that the former creditors' committee is continuing in existence;

(b) identification details for any company that is a member of the committee;

(c) the full name and address of each member that is not a company.


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SEVENTH SCHEDULE

VOLUNTARY ARRANGEMENTS: NATURAL PERSONS

1. Interpretation

In this Schedule definitions and meanings of words or phrases have the same

meaning as provided by the Act.

2. Proposal for a voluntary arrangement: general principles and amendment

(1) A proposal must—

(a) identify the debtor;

(b) explain why the debtor thinks a voluntary arrangement is desirable;

(c) explain why the creditors are expected to agree to a voluntary arrangement; and

(d) be signed and dated by the debtor.

(2) The proposal may be amended with the provisional supervisor's agreement in

writing at any time up to the filing of the provisional supervisor's report with the

court under section 307, or the submission of the provisional supervisor's report to

the creditors under section 308.

3. Proposal: contents

The proposal must set out the following so far as known to the debtor—

Assets

(a) the debtor's assets, with an estimate of their respective values;

(b) which assets are charged and the extent of the charge;

(c) which assets are to be excluded from the voluntary arrangement; and

(d) particulars of any property to be included in the voluntary arrangement which is

not owned by the debtor including details of who owns such property and the terms

on which it will be available for inclusion;

Liabilities

(e) the nature and amount of the debtor's liabilities;

(f) how the debtor's liabilities will be met, modified, postponed or otherwise dealt

with by means of the voluntary arrangement and, in particular—

(i) how preferential creditors and creditors who are, or claim to be, secured will be

dealt with,

(ii) how creditors who are associates of the debtor will be dealt with,

(iii) if the debtor is an undischarged bankrupt, whether any claim has been made

under section 194 (transactions at an undervalue), section 195 (preferences) or

section 198 (extortionate credit transactions) and, if it has, whether, and if so what,

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provision is being made to indemnify the bankrupt's estate in respect of such a claim;

and

(iv) if the debtor is not an undischarged bankrupt whether there are circumstances

which might give rise to a claim as referred to in subparagraph (iii) if the debtor were

made bankrupt and, where there are such circumstances, whether and, if so what,

provision will be made to indemnify the bankrupt's estate in respect of such a claim;

Provisional supervisor's fees and expenses

(g) the amount proposed to be paid to the provisional supervisor by way of fees and

expenses;

Supervisor

(h) identification and contact details for the supervisor;

(i) confirmation that the supervisor is qualified to act as an insolvency practitioner in

relation to the debtor and the name of the relevant recognised professional body

which is the source of the supervisor's authorisation;

(j) how the fees and expenses of the supervisor will be determined and paid;

(k) the functions to be undertaken by the supervisor;

(l) where it is proposed that two or more supervisors be appointed, a statement

whether acts done in connection with the voluntary arrangement may be done by any

one or more of them or must be done by all of them;

Guarantees and proposed guarantees

(m) whether any, and if so what, guarantees have been given in respect of the

debtor's debts, specifying which of the guarantors are associates of the debtor;

(n) whether any guarantees are proposed to be offered for the purposes of the

voluntary arrangement, and if so what, by whom and whether security is to be given

or sought;

Timing

(o) the proposed duration of the voluntary arrangement;

(p) the proposed dates of distributions to creditors, with estimates of their amounts

Conduct of business

(r) if the debtor has any business, how that business will be conducted during the

voluntary arrangement;

Further credit facilities

(s) details of any further proposed credit facilities for the debtor and how the debts so

arising are to be paid;

Handling of funds arising

(t) the manner in which funds held for the purposes of the voluntary arrangement are

to be banked, invested or otherwise dealt with pending distribution to creditors;

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(u) how funds held for the purpose of payment to creditors, and not so paid on the

termination of the voluntary arrangement, will be dealt with;

(v) how the claim of any person bound by the voluntary arrangement by virtue of

section 312(2)(b) will be dealt with;

Other proposals

(w) whether another proposal in relation to the debtor has been submitted within the

24 months before the date of the submission of the proposal to the provisional

supervisor and if so an explanation of what happened in relation to that proposal;

Other matters

(x) any other matters which the debtor considers appropriate to enable creditors to

reach an informed decision on the proposal.

4. Notice of provisional supervisor's consent

(1) A provisional supervisor who consents to act must deliver a notice of that consent

to the debtor as soon as reasonably practicable after the proposal has been submitted

to the provisional supervisor under section 307(2) or 308(2).

(2) The notice must state the date the provisional supervisor received the proposal.

5. Statement of the debtor’s financial affairs (section 307 and 308)

(1) The statement of the debtor’s financial affairs which the debtor is required to

submit to the provisional supervisor under either section 307(2) or 308(2) must

contain—

(a) the debtor’s full name, current address, telephone number, and any other contact

detail including mobile telephone number or email address;

(b) if the debtor has used any other name, including an alias in the last seven years,

those other names and aliases;



(e) the debtor’s Kenya Revenue Authority Personal Identification Number ;

(f) the number of the debtor’s identity card number or, if the debtor does not have

such a card but has a current passport, the nationality and number of the passport;




(h) a list of the debtor's assets, divided into such categories as are appropriate for

easy identification, and with each category given an estimated value;

(i) in the case of any property on which a claim against the debtor is wholly or partly

secured, particulars of the claim and of how and when the security was created;

(j) the names and addresses of any preferential creditors with the amounts of their

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respective claims;

(k) the names and addresses of the unsecured creditors, with the amounts of their

respective claims;

(l) particulars of any debts owed by the debtor to persons who are associates of the

debtor;

(m) particulars of any debts owed to the debtor by persons who are associates of the

debtor; and

(n) any other particulars that the provisional supervisor in writing requires to be

provided for the purposes of making the provisional supervisor's report on the

proposal to the court or to the creditors (as the case may be).

(2) The statement must be made up to a date not earlier than two weeks before the

date of the proposal unless the provisional supervisor agrees to an earlier date in

which case the provisional supervisor will provide reasons for this decision in his or

her report.

(3) Where the debtor is an undischarged bankrupt and has already delivered a

statement of the debtor’s financial affairs under sections 32 or 50 the debtor need not

submit a statement of the debtor’s financial affairs to the provisional supervisor

under section 307(2) or 308(2) unless the provisional supervisor requires a further

statement of the debtor’s financial affairs to supplement or amplify the earlier one.

6. Application to omit information from statement of the debtor’s financial

affairs delivered to creditors

The provisional supervisor, the debtor or any person appearing to the court to have

an interest may, if any information in the statement of the debtor’s financial affairs

would be likely to prejudice the conduct of the voluntary arrangement or might

reasonably be expected to lead to violence against any person, apply to the court for

an order that specified information be omitted from any statement of the debtor’s

financial affairs required to be delivered to the creditors.

7. Additional disclosure for assistance of provisional supervisor

(1) If it appears to the provisional supervisor that the report to the court under section

307(1) or section 308(3) cannot properly be prepared on the basis of information in

the proposal and statement of the debtor’s financial affairs, the provisional

supervisor may require the debtor to provide—

(a) more information about the circumstances in which, and the reasons why, a

voluntary arrangement is being proposed;

and

(b) any further information relating to the debtor's affairs which the provisional

supervisor thinks necessary for the purposes of the report.

(2) The provisional supervisor may require the debtor to inform the provisional

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supervisor whether and in what circumstances the debtor has at any time—

(a) been concerned in the affairs of a company wherever incorporated or limited

liability partnership which has become the subject of insolvency proceedings;

(b) been made bankrupt;

(c) been the subject of a summary instalment order, the no-asset procedure or entered

into an arrangement with creditors.

(3) The debtor must give the provisional supervisor such access to the debtor's

accounts and records as the provisional supervisor requires to enable the provisional

supervisor to consider the debtor's proposal and prepare the report on it.

8. Application for interim order

(1) An application to the court for an interim order under section 304 must be

accompanied by an affidavit containing—

(a) the reasons for making the application;

(b) information about any action or execution process which, to the debtor's

knowledge, has been commenced against the debtor or the debtor's property;

(c) a statement that the debtor is an undischarged bankrupt or is in a position to apply

for the debtor’s own bankruptcy;

(d) a statement that no previous application for an interim order has been made by or

in relation to the debtor in the period of 12 months ending with the date of the

affidavit; and

(e) a statement that a person named in the affidavit is willing to act as provisional

supervisor in relation to the proposal and is qualified to act as an insolvency

practitioner.

(2) The affidavit must be accompanied by a copy of—

(a) the proposal; and

(b) the notice of the provisional supervisor's consent to act.

(3) The applicant must deliver a notice of the hearing at least two business days

before the hearing to—

(a) the provisional supervisor;

(b) the debtor, the Official Receiver or the bankruptcy trustee (whichever is not the

applicant) where the debtor is an undischarged bankrupt; and

(c) any creditor who (to the debtor's knowledge) has presented a bankruptcy

application against the debtor where the debtor is not an undischarged bankrupt.

(4) A notice under section 304(5) must contain the name and address of the

provisional supervisor.

9. Order granting a stay

A court order under section 305(1)(b) granting a stay pending hearing of an

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application must identify the proceedings and contain—

(a) the section of the Act under which it is made;

(b) details of the action or execution process which is stayed;

(c) the date on which the application for an interim order will be heard; and

(d) the date that the order granting the stay is made.

10. Hearing of the application

(1) A person to whom a notice of the hearing of the application for an interim order

was (or should have been) delivered under paragraph 8(3) may appear or be

represented at the hearing.

(2) The court must take into account any representations made by or on behalf of

such a person.

(3) If the court makes an interim order, it must fix a date for consideration of the

provisional supervisor's report for a date no later than the date on which the order

ceases to have effect.

11. The interim order

An interim order must contain—

(a) a statement that the order has effect from its making until the end of the period of

14 days beginning on the day after the date on which it is made;

(b) particulars of the effect of the order (as set out in section 306(7));

(c) an order that the report of the provisional supervisor be delivered to the court no

later than two business days before the date fixed for the court's consideration of the

report;

(d) particulars of any orders made under section 306(3) and (4);

(e) where the debtor is an undischarged bankrupt and the applicant is not the Official

Receiver, an order that the applicant delivers, as soon as reasonably practicable, a

copy of the interim order to the Official Receiver;

(f) the date for the court's consideration of the provisional supervisor's report; and

(g) the date of the order.

12. Action to follow making of an interim order

(1) The court must deliver at least two sealed copies of the interim order to the

applicant.

(2) As soon as reasonably practicable, the applicant must deliver—

(a) one copy to the provisional supervisor and, where the debtor is an undischarged

bankrupt, another copy to the Official Receiver (unless the Official Receiver was the

applicant); and

(b) a notice that the order has been made to any other person to whom a notice of the

hearing of the application for an interim order was (or should have been) delivered

260

under paragraph 8(3) and who was not in attendance or represented at the hearing.

13. Order extending period of an interim order (section 307(6))

An order under section 307(6) extending the period for which an interim order has

effect must contain—

(a) a statement that the period for which the interim order has effect is extended to a

specified date;

(b) particulars of the effect (as set out in section 306(7)) of the interim order;

(c) an order that the report of the provisional supervisor be delivered to the court no

later two business days before the date fixed for the court's consideration of the

provisional supervisor's report;

(d) particulars of any orders made under section 306(3) or (4);

(e) where the debtor is an undischarged bankrupt and the applicant is not the Official

Receiver, an order that the applicant deliver, as soon as reasonably practicable, a

copy of the order to the Official Receiver;

(f) the date for the court's consideration of the report; and

(g) the date of the order.

14. Provisional supervisor's report on the proposal

(1) The provisional supervisor's report under section 307 must be lodged with the

court not less than two business days before the interim order ceases to have effect,

accompanied by—

(a) a copy of the report;

(b) a copy of the proposal (as amended, if applicable, under paragraph 2(2); and

(c) a copy of any statement of the debtor’s financial affairs or a summary of such a

statement.

(2) The provisional supervisor must also deliver a copy of the report to the debtor.

(3) The provisional supervisor's report must explain whether or not the provisional

supervisor considers that the proposal has a reasonable prospect of being approved

and implemented and whether or not creditors should be invited to consider the

proposal.

(4) The court must endorse the provisional supervisor's report and the copy of it with

the date on which they were lodged and return the copy to the provisional supervisor.

(5) Where the debtor is an undischarged bankrupt, the provisional supervisor must

deliver to the Official Receiver and any bankruptcy trustee, a copy of—

(a) the proposal;

(b) the provisional supervisor's report; and

(c) any statement of the debtor’s financial affairs or a summary of such a statement.

(6) Where the debtor is not an undischarged bankrupt, the provisional supervisor

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must deliver a copy of each of those documents to any person who has presented a

bankruptcy application against the debtor.

15. Order extending period of interim order to enable the creditors to consider

the proposal (section 307(7))

An order under section 307(7) extending the period for which an interim order has

effect to enable creditors to consider the proposal must contain—

(a) the date that the provisional supervisor's report was lodged;

(b) a statement that for the purpose of enabling the creditors to consider the proposal,

the period for which the interim order has effect is extended to a specified date;

(c) a statement that the provisional supervisor will be calling a creditors’ meeting to

consider the proposal;

(d) where the debtor is an undischarged bankrupt and the provisional supervisor is

not the Official Receiver, an order that the provisional supervisor deliver, as soon as

reasonably practicable, a copy of the order to the Official Receiver; and

(e) the date of the order.

16. Replacement of the provisional supervisor (section 307(3) and (4))

(1) A debtor who intends to apply under section 307(3) or (4) for the provisional

supervisor to be replaced must deliver a notice to the provisional supervisor that such

an application is intended to be made at least five business days before lodging the

application with the court.

(2) A provisional supervisor who intends to apply under section 307(4) to be

replaced must deliver a notice to the debtor that such an application is intended to be

made at least five business days before filing the application with the court.

(3) The court must not appoint a replacement provisional supervisor unless the

replacement provisional supervisor has lodged with the court a statement

confirming—

(a) that person is qualified to act as an insolvency practitioner; and

(b) that person's consent to act.

17. Consideration of the provisional supervisor's report

(1) A person to whom a notice was (or should have been) delivered under paragraph

8(3) may appear or be represented at the court's hearing to consider the provisional

supervisor's report.

(2) Paragraph 12 applies to any order made by the court at the hearing.

18. Provisional supervisor's report (section 308)

(1) The provisional supervisor's report under section 308(3) must explain whether or

not the provisional supervisor considers that the proposal has a reasonable prospect

of being approved and implemented and whether or not creditors should be invited to

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consider the proposal.

(2) The provisional supervisor must also deliver a copy of the report to the debtor.

(3) Where the provisional supervisor gives an opinion in the affirmative on the

matters referred to in section 308(3)(a) and (b), a copy of the report must be

delivered by the provisional supervisor to each of the creditors and must be

accompanied by—

(a) a statement that an application for an interim order under section 304 is not being

made;

(b) a copy of the proposal;

(c) a copy of any statement of the debtor’s financial affairs or a summary of such a

statement; and

(d) a copy of the notice of the provisional supervisor's consent to act.

(4) In such a case the provisional supervisor must also deliver those documents

within 14 days (or such longer period as the court may allow) of receipt of the

document and statement referred to in section 308(2) to—

(a) the Official Receiver and any bankruptcy trustee, where the debtor is an

undischarged bankrupt; and

(b) any person who has presented a bankruptcy application against the debtor.

(5) Where the provisional supervisor gives an opinion in the negative on the matters

referred to in section 308(3)(a) and (b) the provisional supervisor must within 14

days (or such longer period as the court may allow) of receipt of the document and

statement referred to in section 308(2)—

(a) deliver a copy of the report to the debtor and the creditors; and

(b) give the reasons for that opinion to the debtor.

19. Replacement of the provisional supervisor (section 308(4))

(1) A debtor who intends to apply under section 308(6) or (7) for the provisional

supervisor to be replaced must deliver a notice of the intention to make the

application to the provisional supervisor at least five business days before filing the

application with the court.

(2) A provisional supervisor who intends to apply under section 308(7) to be

replaced must deliver a notice of the intention to make such an application to the

debtor at least five business days before filing the application with the court.

(3) The court must not appoint a replacement provisional supervisor unless the

replacement provisional supervisor has lodged with the court a statement

confirming—

(a) that person is qualified to act as an insolvency practitioner in relation to the

debtor; and

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(b) that person's consent to act.

20. Consideration of the proposal

(1) This paragraph applies where the provisional supervisor is required to call a

meeting of the debtor's creditors to consider the debtor's proposal.

(2) The provisional supervisor must deliver to each creditor a notice which must

contain—

(a) identification details of the debtor;

(b) whether or not an interim order is in force;

(c) a statement as to how a person entitled to vote for the proposal may propose a

modification to it, and how the provisional supervisor will deal with such a proposal

for a modification.

(3) The notice must be accompanied by the following (unless they have been

delivered already under paragraph 19)—

(a) a copy of the proposal;

(b) a copy of the statement of the debtor’s financial affairs, or a summary including a

list of creditors with the amounts of their debts; and

(c) a copy of the provisional supervisor's report on the proposal.

(4) The creditors’ meeting to consider a debtor’s proposal is to be conducted in

accordance with the procedures set out in the Third Schedule and must take place not

less than 14 days from the date of delivery of the notice and not more than 28 days

from the date on which—

(a) the provisional supervisor received the document and statement of the debtor’s

financial affairs referred to in section 308(2) in a case where an interim order has not

been obtained; or

(b) the provisional supervisor's report was considered by the court in a case where an

interim order is in force.

21. Proposals for an alternative supervisor

(1) If at a creditors' meeting to consider the proposal a resolution is moved for the

appointment of a person other than the provisional supervisor to be supervisor, that

person must produce to the chair at or before the meeting—

(a) confirmation of being qualified to act as an insolvency practitioner; and

(b) written consent to act (unless the person is present at the meeting and signifies

consent).

22. Report of the creditors' meeting

(1) A report of the creditors' decision on a proposal must be prepared by the chair of

the creditors’ meeting.

(2) The report must—

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(a) state whether the proposal was approved or rejected and, if approved, with what

(if any) modifications;

(b) list the creditors who voted or attended or who were represented at the meeting

and setting out (with their respective values) how they voted on each resolution or

whether they abstained; and

(c) include such further information as the provisional supervisor or the chair thinks

appropriate.

(3) Where an interim order was obtained a copy of the report must be lodged with

the court, within four business days of the creditors’ meeting.

(4) The provisional supervisor must within four business days of the creditors’

meeting give notice of the result of the creditors’ meeting to—

(a) everyone to whom notice of the creditors’ meeting was delivered;

(b) any other creditor; and

(c) where the debtor is an undischarged bankrupt, the Official Receiver and any

bankruptcy trustee.

23. Hand-over of property to supervisor

(1) As soon as reasonably practicable after the voluntary arrangement is approved,

the debtor or, where the debtor is an undischarged bankrupt, the Official Receiver or

any bankruptcy trustee must do all that is required to put the supervisor in possession

of the assets included in the voluntary arrangement.

(2) Where the debtor is an undischarged bankrupt, the supervisor must—

(a) before taking possession of the assets included in the voluntary arrangement,

deliver to the Official Receiver or any bankruptcy trustee an undertaking to

discharge the balance due to the Official Receiver or bankruptcy trustee out of the

first realisation of the assets; or

(b) upon taking possession of the assets included in the voluntary arrangement,

discharge such balance.

(3) The balance is any balance due to the Official Receiver or any bankruptcy

trustee—

(a) by way of fees or expenses properly incurred and payable under the Act or this

Schedule; and

(b) on account of any advances made in respect of the bankrupt's estate, together

with interest on such advances at the official rate at the date of the bankruptcy order.

(4) Where the debtor is an undischarged bankrupt, the Official Receiver and any

bankruptcy trustee have a charge on the assets included in the voluntary arrangement

in respect of any sums comprising such balance, subject only to the deduction by the

supervisor from realisations of the proper costs and expenses of realisation.

(5) Any sums due to the Official Receiver take priority over those due to any

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bankruptcy trustee.

(6) The supervisor must from time to time out of the realisation of assets—

(a) discharge all guarantees properly given by the Official Receiver or any

bankruptcy trustee for the benefit of the bankrupt's estate; and

(b) pay the expenses of the Official Receiver and any bankruptcy trustee.

24. Report to the Official Receiver of the approval of a voluntary arrangement

(1) After the creditors approve a voluntary arrangement the provisional supervisor

(or the chair of the creditors’ meeting if a different person) must deliver a report

containing the required information to the Official Receiver.

(2) The report must be delivered within 14 days after the report that the creditors

have approved the voluntary arrangement has been lodged with the court under

paragraph 22(3) or the notice that the creditors have approved the voluntary

arrangement has been sent to the creditors under paragraph 22(4) as the case may be.

(3) The required information is—

(a) identification details for the debtor;

(b) the debtor's gender;

(c) the debtor's date of birth;

(d) any name by which the debtor was or is known, not being the name in which the

debtor has entered into the voluntary arrangement;

(e) the date on which the voluntary arrangement was approved by the creditors; and

(f) the name and address of the supervisor.

(4) A person who is appointed to act as a supervisor as a replacement of another

person, or who vacates that office must deliver a notice of that fact to the Official

Receiver as soon as reasonably practicable.

25. Revocation or suspension of a voluntary arrangement (section 314)

(1) This paragraph applies where the court makes an order of revocation or

suspension under section 314.

(2) The applicant for the order must deliver a sealed copy of it to—

(a) the debtor (if different from the applicant);

(b) the supervisor; and

(c) where the debtor is an undischarged bankrupt, the Official Receiver and any

bankruptcy trustee (in either case, if different from the applicant).

(3) If the order includes a direction by the court under section 314(4) for a matter to

be considered further by a creditors’ meeting, the applicant for the order must deliver

a notice that the order has been made to the person who is directed to take such

action.

(4) The debtor, or the bankruptcy trustee (if the debtor is an undischarged bankrupt)

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must—

(a) as soon as reasonably practicable deliver a notice that the order has been made to

everyone to whom a notice of the creditors’ meeting was delivered or who appears to

be affected by the order; and

(b) within five business days of delivery of a copy of the order (or within such longer

period as the court may allow), deliver, if applicable, a notice to the court advising

that it is intended to make a revised proposal to the creditors, or to invite re-

consideration of the original proposal.

(5) The applicant for the order must, within five business days of the making of the

order deliver a notice of the order to the Official Receiver.

(6) The applicant for the order must, within five business days of the expiry of any

order of suspension, deliver a notice of the expiry to the Official Receiver.

26. Supervisor's accounts and reports

(1) The supervisor must keep accounts and records where the voluntary arrangement

authorises or requires the supervisor—

(a) to carry on the business of the debtor or trade on behalf of or in the name of the

debtor;

(b) to realise assets of the debtor or, where the debtor is an undischarged bankrupt,

belonging to the bankrupt's estate; or

(c) otherwise to administer or dispose of any funds of the debtor or the bankrupt's

estate.

(2) The accounts and records which must be kept are of the supervisor's acts and

dealings in, and in connection with, the voluntary arrangement, including in

particular records of all receipts and payments of money.

(3) The supervisor must preserve any such accounts and records which were kept by

any other person who has acted as supervisor of the voluntary arrangement and are in

the supervisor's possession.

(4) The supervisor must deliver reports on the progress and prospects for the full

implementation of the voluntary arrangement to—

(a) the debtor; and

(b) the creditors bound by the voluntary arrangement.

(5) The first report must cover the period of 12 months commencing on the date on

which the voluntary arrangement was approved and a further report must be made

for each subsequent period of 12 months.

(6) Each report must be delivered within the period of two months after the end of

the 12 month period.

(7) Such a report is not required if an obligation to deliver a report under paragraph

29 arises in the two months after the end of the period.

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(8) Where the supervisor is authorised or required to do any of the things mentioned

in subparagraph (1), the report—

(a) must include or be accompanied by a summary of receipts and payments which

subparagraph (2) requires to be recorded; or

(b) where there have been no such receipts and payments, must say so.

27. Production of accounts and records to the Official Receiver

(1) The Official Receiver may during the voluntary arrangement or after its full

implementation or termination require the supervisor to produce for inspection

(either at the supervisor's premises or elsewhere)—

(a) the supervisor's accounts and records in relation to the voluntary arrangement;

and

(b) copies of reports and summaries prepared in compliance with paragraph 26.

(2) The Official Receiver may require any accounts and records produced under this

paragraph to be audited and, if so, the supervisor must provide such further

information and assistance as the Official Receiver requires for the purposes of the

audit.

28. Fees and expenses

The fees and expenses that may be incurred for the purposes of the voluntary

arrangement are—

(a) fees for the provisional supervisor's services agreed with the debtor, the Official

Receiver or any bankruptcy trustee;

(b) disbursements made by the provisional supervisor before the approval of the

voluntary arrangement; and

(c) fees or expenses which—

(i) are sanctioned by the terms of the voluntary arrangement, or

(ii) where they are not sanctioned by the terms of the voluntary arrangement, would

be payable, or correspond to those which would be payable, in the debtor's

bankruptcy.

29. Termination or full implementation of the voluntary arrangement

(1) Not more than 28 days after the full implementation or termination of the

voluntary arrangement the supervisor must deliver a notice that the voluntary

arrangement has been fully implemented or terminated to the debtor and the creditors

bound by the voluntary arrangement.

(2) The notice must state the date the voluntary arrangement took effect.

(3) The notice must be accompanied by a copy of a report by the supervisor which—

(a) summarises all receipts and payments in relation to the voluntary arrangement;

(b) states the amount of any dividend paid to creditors and the amount which had

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been projected when the voluntary arrangement had been approved;

(c) explains any departure from the terms of the voluntary arrangement as approved

by the creditors; and

(d) if the voluntary arrangement has terminated, sets out the reasons.

(4) The supervisor must within the 28 days mentioned above—

(a) deliver a copy of the notice and report to the Official Receiver; and

(b) if the creditors were invited to consider the proposal following a report under

section 307(1)(b), lodge a copy of the notice and report with the court.

(5) The supervisor must not vacate office until the notice and report have been

delivered to the Official Receiver.

30. Application by the bankrupt to annul the bankruptcy order (section

313(1)(a))

(1) An application by bankrupt to the court under section 313(1)(a) must be

supported by an affidavit stating—

(a) that the voluntary arrangement has been approved by the creditors;

(b) the date of the approval; and

(c) that the 30 day period in section 314(3)(a) for applications to be made under

section 314(1) has expired and no applications or appeals remain to be disposed of.

(2) Not less than five business days before the date of the hearing, the bankrupt must

deliver a copy of the application and affidavit, to—

(a) the Official Receiver;

(b) any bankruptcy trustee (if different to the Official Receiver); and

(c) the supervisor.

(3) The Official Receiver, any such bankruptcy trustee and the supervisor may attend

the hearing or be represented and bring to the court's attention any matters which

seem to them to be relevant.

31. Application by the Official Receiver to annul the bankruptcy order (section

313(1)(b))

(1) An application by the Official Receiver to the court under section 313(1)(b) to

annul a bankruptcy order must be supported by a report stating—

(a) the grounds on which it is made;

(b) that the time period in subparagraph (2) has expired; and

(c) that the Official Receiver is not aware that any application under section 314 or

appeal remains to be disposed of.

(2) The Official Receiver must not make such an application before the expiry of the

period of 42 days beginning with the day on which—

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(a) the provisional supervisor lodged the report of the creditors' meeting with the

court, where the creditors considered the proposal under section 309 following a

report to a court under section 307(1); or

(b) the provisional supervisor delivered a notice to the creditors of the result of the

creditors meeting, where the creditors considered the proposal under section 309

following a report to the court under section 308(3).

(3) Not less than five business days before the date of the hearing, the Official

Receiver must deliver a copy of the application and the report, to the bankrupt.

32. Order annulling bankruptcy

(1) An order under section 313(3) annulling a bankruptcy order must contain—

(a) identification details for the debtor;

(b) the section number of the Act under which the order is made;

(c) the name and address of the applicant;

(d) a statement that it appears that a voluntary arrangement under section 311 has

been approved and implemented and the date of approval;

(e) a statement that there has been no application under section 314 for the

revocation or suspension of the voluntary arrangement and that the time period for

making such an application has expired;

(f) where the applicant is the Official Receiver under section 313(1)(b) that the time

period in paragraph 31(2) has expired;

(g) the order that the relevant bankruptcy order, identified by its date and the name of

the bankrupt as set out in the bankruptcy order, be annulled and the public register of

undischarged and discharged bankrupts be updated;

(h) where there is a bankruptcy trustee, an order in respect of the bankruptcy trustee's

release, having regard to paragraph 35;

(i) the date the order is made; and

(j) a notice to the effect that if the former bankrupt requires notice of the order to be

gazetted and advertised in the same manner as the bankruptcy order was advertised,

the bankrupt must deliver a notice to the Official Receiver within 28 days.

(2) The court must deliver a sealed copy of the order to—

(a) the former bankrupt;


(c) any bankruptcy trustee (if different to the Official Receiver); and

(d) the supervisor.

33. Notice of order

(1) An Official Receiver, who has delivered a notice of the debtor's bankruptcy to the

creditors, must, as soon as reasonably practicable, deliver a notice of an annulment

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under section 313(3) to them.

(2) Expenses incurred by the Official Receiver in delivering a notice under this

paragraph are a charge in the Official Receiver's favour on the property of the former

bankrupt, whether or not actually in the hands of the former bankrupt.

(3) Where any such property is in the hands of any person other than the former

bankrupt, the Official Receiver's charge is valid subject only to any costs that may be

incurred by that person in effecting realisation of the property for the purpose of

satisfying the charge.

34. Advertisement of order

(1) The former bankrupt may in writing within 28 days of the date of an order for

annulment under section 313(3) require the Official Receiver—

(a) to cause a notice of the order to be gazetted; and

(b) to advertise the order in the same manner as the bankruptcy order was advertised.

(2) The Official Receiver must comply with any such requirement as soon as

reasonably practicable.

(3) The notice must state—

(a) the name of the former bankrupt;

(b) the date on which the bankruptcy order was made;

(c) that the bankruptcy order has been annulled;

(d) the date of the annulment order; and

(e) the grounds of the annulment.

35. Trustee's final account

(1) The making of an order under section 313(3) does not of itself release the

bankruptcy trustee from any duty or obligation imposed by or under the Act or this

Schedule to account for all of the bankruptcy trustee's transactions in connection

with the former bankrupt's estate.

(2) As soon as reasonably practicable after the making of an order, the bankruptcy

trustee must—

(a) deliver a copy of the final account of the bankruptcy trustee to the Official

Receiver; and

(b) lodge a copy of that account with the court.

(3) The final account must include a summary of the bankruptcy trustee's receipts

and payments.

(4) The bankruptcy trustee is released from such time as the court may determine,

having regard to whether subparagraph (2) has been complied with.

36. Provision of information

(1) This paragraph applies where the remuneration of the provisional supervisor or

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the supervisor has been fixed on the basis of time spent.

(2) A person who is acting, or has acted within the previous two years as—

(a) a provisional supervisor in relation to a proposal; or

(b) the supervisor in relation to a voluntary arrangement;

must, within 28 days of receipt of a request from a person mentioned in

subparagraph (3), deliver free of charge to that person a statement complying with

subparagraphs (4) and (5).

(3) The persons are—

(a) the debtor; and

(b) where the proposal has been approved, a creditor bound by the voluntary

arrangement.

(4) The statement must cover the period which—

(a) in the case of a person who has ceased to act as provisional supervisor or

supervisor in relation to a voluntary arrangement, begins with the date of that

person's appointment as provisional supervisor or supervisor and ends with the date

of ceasing to act; and

(b) in any other case, consists of one or more complete periods of six months

beginning with the date of appointment and ending most nearly before the date of

receiving the request.

(5) The statement must set out—

(a) the total number of hours spent on the matter during that period by the

provisional supervisor or supervisor, and by any staff,

(bi) for each grade of staff engaged on the matter, the average hourly rate at which

work carried out by staff in that grade is charged, and

(c) the number of hours spent on the matter by each grade of staff during that period.

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EIGHTH SCHEDULE

COMPANY VOLUNTARY ARRANGEMENTS

1. Interpretation

In this Schedule definitions and meanings of words or phrases have the same meaning as

provided by the Act.

2. Proposal for a voluntary arrangement: general principles and amendment

(1) A proposal must—

(a) contain identification details for the company;

(b) explain why the person or persons proposing the voluntary arrangement think a voluntary

arrangement is desirable;

(c) explain why the creditors are expected to agree to a voluntary arrangement; and

(d) be signed and dated by the person or persons proposing the voluntary arrangement.

(2) The proposal may be amended with the provisional supervisor's agreement in writing in

the following cases.

3. Proposal: contents

(1) The proposal must set out the following so far as known to the person or persons

proposing the voluntary arrangement—

Assets

(a) the company's assets, with an estimate of their respective values;

(b) which assets are charged and the extent of the charge;

(c) which assets are to be excluded from the voluntary arrangement; and

(d) particulars of any property to be included in the voluntary arrangement which is not

owned by the company, including details of who owns such property, and the terms on which

it will be available for inclusion;

Liabilities

(e) the nature and amount of the company's liabilities;

(f) how the company's liabilities will be met, modified, postponed or otherwise dealt with by

means of the voluntary arrangement and in particular—

(i) how preferential creditors and creditors who are, or claim to be, secured will be dealt with,

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(ii) how creditors who are connected with the company will be dealt with,

(iii) if the company is not under administration or liquidation whether, if the company did

enter administration or liquidation, there are circumstances which might give rise to claims

under section 682 (transactions at an undervalue), section 683 (preferences), section 686

(extortionate credit transactions), or section 687 (floating charges invalid), and

(iv) where there are circumstances that might give rise to such claims, whether, and if so

what, provision will be made to indemnify the company in respect of them;

Provisional supervisor's fees and expenses

(g) the amount proposed to be paid to the provisional supervisor by way of fees and

expenses;

Supervisor

(h) identification and contact details for the supervisor;

(i) confirmation that the supervisor is qualified to act as an insolvency practitioner in relation

to the company and the name of the relevant recognised professional body which is the

source of the supervisor's authorisation;

(j) how the fees and expenses of the supervisor will be determined and paid;

(k) the functions to be performed by the supervisor;

(l) where it is proposed that two or more supervisors be appointed a statement whether acts

done in connection with the voluntary arrangement may be done by any one or more of them

or must be done by all of them;

Guarantees and proposed guarantees

(m) whether any, and if so what, guarantees have been given in respect of the company's

debts, specifying which of the guarantors are persons connected with the company;

(n) whether any, and if so what, guarantees are proposed to be offered for the purposes of the

voluntary arrangement and, if so, by whom and whether security is to be given or sought;

Timing

(o) the proposed duration of the voluntary arrangement;

(p) the proposed dates of distributions to creditors, with estimates of their amounts;

Conduct of the business

(q) how the business of the company will be conducted during the voluntary arrangement;

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Further credit facilities

(r) details of any further proposed credit facilities for the company, and how the debts so

arising are to be paid;

Handling of funds arising

(s) the manner in which funds held for the purposes of the voluntary arrangement are to be

banked, invested or otherwise dealt with pending distribution to creditors;

(t) how funds held for the purpose of payment to creditors, and not so paid on the termination

of the voluntary arrangement, will be dealt with;

(u) how the claim of any person bound by the voluntary arrangement by virtue of section

630(2)(b)(ii) will be dealt with;

and

Other matters

(v) any other matters that the person or persons proposing the voluntary arrangement

consider appropriate to enable members and creditors to reach an informed decision on the

proposal.

(2) Where the proposal is made by the directors, an estimate so far as known to them of—

(a) the value of the share of assets to be made available for unsecured creditors under section

474 if the proposal for the voluntary arrangement is not accepted and the company goes into

liquidation (whether or not the liquidator might be required under section 474 to make the

share of assets available for the satisfaction of unsecured debts); and

(b) the value of the company's net property (as defined by section 474(6)) on the date that the

estimate is made.

(3) Where the proposal is made by the administrator or liquidator the following so far as

known to the office-holder—

(a) an estimate of—

(i) the value of the share of assets to be made available for unsecured creditors under section

474 (whether or not the administrator or liquidator might be required under section 474 to

make the share of assets available for the satisfaction of unsecured debts), and

(ii) the value of the company's net property (as defined by section 474(6)); and

(b) a statement as to whether the administrator, liquidator or floating charge holder proposes

to make an application to the court under section 474(5) and if so the reasons for the

application; and

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(c) details of the nature and amount of the company's preferential creditors.

(4) Information may be excluded from an estimate under subparagraph (2) or (3)(a) if the

inclusion of the information could seriously prejudice the commercial interests of the

company.

(5) If the exclusion of such information affects the calculation of the estimate, the proposal

must include a statement to that effect.

4. Procedure for proposal where the provisional supervisor is not the liquidator or the

administrator (section 626)

(1) This paragraph applies where the provisional supervisor is not the same person as the

liquidator or the administrator.

(2) A provisional supervisor who consents to act must deliver a notice of that consent to the

person or persons proposing the voluntary arrangement as soon as reasonably practicable

after the proposal has been submitted to the provisional supervisor under section 626(3).

(3) The notice must state the date the provisional supervisor received the proposal.

5. Information for the official receiver

Where the company is being wound up by the court, the liquidator must deliver to the official

receiver—

(a) a copy of the proposal; and

(b) the name and address of the provisional supervisor (if the provisional supervisor is not the

liquidator).

6. Statement of the company’s financial position (section 626(3))

(1) The statement of the company's financial position required by section 626(3) must

contain the following—

(a) a list of the company's assets, divided into such categories as are appropriate for easy

identification, and with each category given an estimated value;

(b) in the case of any property on which a claim against the company is wholly or partly

secured, particulars of the claim, and of how and when the security was created;

(c) the names and addresses of the preferential creditors, with the amounts of their respective

claims;

(d) the names and addresses of the unsecured creditors with the amounts of their respective

claims;

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(e) particulars of any debts owed by the company to persons connected with it;

(f) particulars of any debts owed to the company by persons connected with it;

(g) the names and addresses of the company's members, with details of their respective

shareholdings; and

(h) any other particulars that the provisional supervisor in writing requires to be provided for

the purposes of making the provisional supervisor's report on the proposal to the court.

(2) The statement must be made up to a date not earlier than two weeks before the date of the

proposal.

(3) However the provisional supervisor may allow the statement to be made up to an earlier

date (but not more than two months before the date of the proposal) where that is more

practicable.

(4) Where the statement is made up to an earlier date, the provisional supervisor's report to

the court on the proposal must explain why.

7. Application to omit information from the statement of the company's financial

position delivered to creditors

The provisional supervisor, the directors or any person appearing to the court to have an

interest, may apply to the court for a direction that specified information be omitted from the

statement of the company's financial position as delivered to the creditors where disclosure of

that information would be likely to prejudice the conduct of the voluntary arrangement or

might reasonably be expected to lead to violence against any person.

8. Additional disclosure for assistance of provisional supervisor where the provisional

supervisor is not the liquidator or administrator

(1) This paragraph applies where the provisional supervisor is not the administrator or the

liquidator of the company.

(2) If it appears to the provisional supervisor that the provisional supervisor's report to the

court cannot properly be prepared on the basis of information in the proposal and the

statement of the company's financial position, the provisional supervisor may require the

person or persons proposing the voluntary arrangement to provide—

(a) more information about the circumstances in which, and the reasons why, a voluntary

arrangement is being proposed;

(b) particulars of any previous proposals for a voluntary arrangement which have been made

in relation to the company; and

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(c) any further information relating to the company's affairs which the provisional supervisor

thinks necessary for the purposes of the report.

(3) The provisional supervisor may require the person or persons proposing the voluntary

arrangement to inform the provisional supervisor whether, and if so in what circumstances,

any person who is, or has been at any time in the two years before the date the provisional

supervisor received the proposal, a director or officer of the company, has—

(a) been concerned in the affairs of any other company or limited liability partnership which

has been the subject of insolvency proceedings;

(b) been made bankrupt;

(c) been the subject of a no-asset procedure;

(d) been the subject of a summary instalment order; or

(d) entered into any other type of arrangement with creditors.

(4) The person or persons proposing the voluntary arrangement must give the provisional

supervisor such access to the company's accounts and records as the provisional supervisor

may require to enable the provisional supervisor to consider the proposal and prepare the

provisional supervisor's report.

9. Provisional supervisor's report on proposal where the provisional supervisor is not

the liquidator or administrator (section 626(2))

(1) The provisional supervisor's report must be filed with the court under section 626(2)

accompanied by—

(a) a copy of the report;

(b) a copy of the proposal (as amended under paragraph 2(2), if that is the case); and

(c) a copy of the statement of the company's financial position or a summary of it.

(2) The report must state—

(a) why the provisional supervisor considers the proposal does or does not have a reasonable

prospect of being approved and implemented; and

(b) why the members and the creditors should or should not be invited to consider the

proposal.

(3) The court must endorse the provisional supervisor's report and the copy of it with the date

of filing and deliver the copy to the provisional supervisor.

(4) The provisional supervisor must deliver a copy of the report to the company.

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10. Replacement of provisional supervisor (section 626(4))

(1) A person (other than the provisional supervisor) who intends to apply to the court under

section 626(4) for the provisional supervisor to be replaced must deliver a notice that such an

application is intended to be made to the provisional supervisor at least five business days

before filing the application with the court.

(2) A provisional supervisor who intends to apply under that section to be replaced must

deliver a notice that such an application is intended to be made to the person intending to

make the proposal, or the person or persons proposing the voluntary arrangement, at least

five business days before filing the application with the court.

(3) The court must not appoint a replacement provisional supervisor unless a statement by the

replacement provisional supervisor has been filed with the court confirming that person—

(a) consents to act; and

(b) is qualified to act as an insolvency practitioner, in relation to the company.

11. Consideration of proposal

(1) The provisional supervisor must invite the members of the company to consider a

proposal by summoning a meeting of the company and invite the creditors to consider a

proposal by summoning a meeting of creditors.

(2) The provisional supervisor must deliver to every person whom the provisional supervisor

believes to be a member or a creditor a notice which must—

(a) identify the proceedings;

(b) state the venue for the relevant meeting;

(c) state the effect of the following—

(i) the rules on voting rights,

(ii) the rules about requisite majorities for passing resolutions, and

(iii) the rights of appeal of members and creditors; and

(d) be accompanied by—

(i) a copy of the proposal,

(ii) a copy of the statement of the company’s financial position, or if the provisional

supervisor thinks fit a summary including a list of creditors with the amounts of their debts,

(iii) the provisional supervisor's comments on the proposal,

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(iv) a blank proxy, and

(iv) details of each resolution to be voted on.

(3) The provisional supervisor must have regard to the convenience of those invited to attend

when fixing the venue for a meeting (including the resumption of an adjourned meeting).

(4) The date of the meetings (except where the provisional supervisor is the administrator or

liquidator of the company or with leave of the court) must not be more than 28 days from the

date on which the provisional supervisor's report is lodged with the court.

(5) The creditors' meeting may be held on the same day as, or on a different day to, the

meeting of the company but the creditors' decision on the proposal must be made before the

members' decision.

(6) The members' decision must be made not later than five business days after the creditors'

decision.

12. Creditors' approval of modified proposal

(1) This paragraph applies where a decision is sought from the creditors following notice to

the provisional supervisor of proposed modifications to the proposal from the company's

directors.

(2) The decision must be sought by a creditors’ meeting held within 14 days of the date on

which the directors gave notice to the provisional supervisor of the modifications.

(3) The creditors must be given at least seven days' notice of the decision date.

13. Notice of members' and creditors’ meeting and attendance of officers

(1) A notice summoning a meeting of the company or the creditors must (subject to the

exception in paragraph 12) be delivered at least 14 days before the day fixed for the meeting

to all the members and creditors as the case may be and to—

(a) every officer or former officer of the company whose presence the provisional supervisor

thinks is required; and

(b) all other directors of the company.

(2) Every officer or former officer who receives such a notice stating that the provisional

supervisor thinks that person's attendance is required is required to attend the meeting.

14. Non-receipt of notice by members or creditors

Where in accordance with the Act or this Schedule the members and creditors are invited to

consider a proposal, the consideration is presumed to have duly taken place even if not

everyone to whom the notice is to be delivered receives it.

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15. Proposal for alternative supervisor

(1) If, at either a meeting of the company or the creditors to consider the proposal, a

resolution is moved for the appointment of a person other than the provisional supervisor to

be supervisor, the person moving the resolution must produce to the chairperson at or before

the meeting—

(a) confirmation that the person proposed as supervisor is qualified to act as an insolvency

practitioner; and

(b) that person's written consent to act.

16. Members' voting rights

(1) A member is entitled to vote according to the rights attaching to the member's shares in

accordance with the articles of the company.

(2) The value of a member for the purposes of voting is determined by reference to the

number of votes conferred on that member by the company's articles.

17. Report of consideration of proposal

(1) A report must be prepared of the consideration of a proposal by the chairperson of the

meetings.

(2) The report must—

(a) state whether the proposal was approved or rejected and whether by the creditors alone or

by both the creditors and members and, in either case, whether any approval was with any

modifications;

(b) list the creditors and members who voted or attended or who were represented at the

meeting used to consider the proposal, setting out (with their respective values) how they

voted on each resolution;

(c) identify which of those creditors were considered to be connected with the company; and

(d) include such further information as the provisional supervisor or the chairperson thinks it

appropriate to make known to the court.

(3) A copy of the report must be filed with the court, within four business days of the date of

the company meeting.

(4) The court must endorse the copy of the report with the date of filing.

(5) The chairperson must give notice of the result of the consideration of the proposal to

everyone who was invited to consider the proposal or to whom notice of a meeting was

delivered as soon as reasonably practicable after a copy of the report is filed with the court.

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(6) Where the decision approving the voluntary arrangement has effect under the Act, with or

without modifications, the supervisor must as soon as reasonably practicable deliver a copy

of the chairperson's report to the Registrar of Companies.

18.— Hand-over of property etc. to supervisor

(1) Where the decision approving a voluntary arrangement has effect under the Act and the

supervisor is not the same person as the person who proposed the voluntary arrangement, the

person or persons proposing the voluntary arrangement must, as soon as reasonably

practicable, do all that is required to put the supervisor in possession of the assets included in

the voluntary arrangement.

(2) Where the company is in administration or liquidation and the supervisor is not the same

person as the administrator or liquidator, the supervisor must—

(a) before taking possession of the assets included in the voluntary arrangement, deliver to

the administrator or liquidator an undertaking to discharge the balance referred to in

paragraph (3) out of the first realisation of assets; or

(b) upon taking possession of the assets included in the voluntary arrangement, discharge

such balance.

(3) The balance is any balance due to the administrator or liquidator, or to the Official

Receiver not acting as liquidator by way of fees or expenses properly incurred and payable

under the Act or this Schedule; and

(4) The administrator or liquidator, or the Official Receiver not acting as liquidator, has a

charge on the assets included in the voluntary arrangement in respect of any sums comprising

such balance, subject only to the deduction from realisations by the supervisor of the proper

costs and expenses of such realisations.

(5) The supervisor must from time to time out of the realisation of assets—

(a) discharge all guarantees properly given by the administrator or liquidator for the benefit

of the company; and

(b) pay all the expenses of the administrator or liquidator or of the Official Receiver not

acting as liquidator.

(6) Sums due to the Official Receiver take priority over those due to any other person under

this paragraph.

19. Revocation or suspension of voluntary arrangement

(1) This paragraph applies where the court makes an order of revocation or suspension under

the Act.

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(2) The applicant for the order must deliver a sealed copy of it to—

(a) the person or persons who proposed the voluntary arrangement; and

(b) the supervisor (if different).

(3) If the directors are the person or persons who proposed the voluntary arrangement a

single copy of the order may be delivered to the company at its registered office.

(4) The person or persons who proposed the voluntary arrangement must—

(a) as soon as reasonably practicable deliver a notice that the order has been made to all of

those persons to whom a notice to consider the proposal was delivered or who appear to be

affected by the order;

(b) within five business days of delivery of a copy of the order (or within such longer period

as the court may allow), deliver (if applicable) a notice to the court advising that it is

intended to make a revised proposal to the company and its creditors, or to invite

reconsideration of the original proposal.

(5) The applicant for the order must deliver a copy of the order to the Registrar of Companies

within five business days of the making of the order with a notice which must contain the

date on which the voluntary arrangement took effect.

20. Supervisor's accounts and reports

(1) The supervisor must keep accounts and records where the voluntary arrangement

authorises or requires the supervisor—

(a) to carry on the business of the company;

(b) to realise assets of the company; or

(c) otherwise to administer or dispose of any of its funds.

(2) The accounts and records which must be kept are of the supervisor's acts and dealings in,

and in connection with, the voluntary arrangement, including in particular records of all

receipts and payments of money.

(3) The supervisor must preserve any such accounts and records which were kept by any

other person who has acted as supervisor of the voluntary arrangement and are in the

supervisor's possession.

(4) The supervisor must deliver reports on the progress and prospects for the full

implementation of the voluntary arrangement to—

(a) the Registrar of Companies;

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(b) the company;

(c) the creditors bound by the voluntary arrangement;

(d) subject to subparagraph (10) below, the members.

(5) The notice which accompanies the report when delivered to the registrar of companies

must contain the date on which the voluntary arrangement took effect.

(6) The first report must cover the period of 12 months commencing on the date on which the

voluntary arrangement was approved and a further report must be made for each subsequent

period of 12 months.

(7) Each report must be delivered within the period of two months after the end of the 12

month period.

(8) Such a report is not required if the obligation to deliver a final report under paragraph 27

arises in the two month period.

(9) Where the supervisor is authorised or required to do any of the things mentioned in

subparagraph (1), the report must—

(a) include or be accompanied by a summary of receipts and payments required to be

recorded by virtue of subparagraph (2); or

(b) state that there have been no such receipts and payments.

(10) The court may, on application by the supervisor, dispense with the delivery of such

reports or summaries to members, either altogether or on the basis that the availability of the

report to members is to be advertised by the supervisor in a specified manner.

21. Production of accounts and records to the Official Receiver

The Official Receiver may during the voluntary arrangement, or after its full implementation

or termination, require the supervisor to produce for inspection (either at the premises of the

supervisor or elsewhere)—

(a) the supervisor's accounts and records in relation to the voluntary arrangement; and

(b) copies of reports and summaries prepared in compliance with paragraph 24.

22. Fees and expenses

The fees and expenses that may be incurred for the purposes of the voluntary arrangement

are—

(a) fees for the provisional supervisor's services agreed with the company (or, as the case

may be, the administrator or liquidator) and disbursements made by the provisional

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supervisor before the decision approving the voluntary arrangement takes effect under the

Act;

(b) fees or expenses which—

(i) are sanctioned by the terms of the voluntary arrangement, or

(ii) where they are not sanctioned by the terms of the voluntary arrangement would be

payable, or correspond to those which would be payable, in an administration or winding up.

23. Termination or full implementation of voluntary arrangement

(1) Not more than 28 days after the full implementation or termination of the voluntary

arrangement the supervisor must deliver a notice that the voluntary arrangement has been

fully implemented or terminated to all the members and those creditors who are bound by the

arrangement.

(2) The notice must state the date the voluntary arrangement took effect and must be

accompanied by a copy of a report by the supervisor which—

(a) summarises all receipts and payments in relation to the voluntary arrangement;

(b) explains any departure from the terms of the voluntary arrangement as it originally had

effect;

(c) if the voluntary arrangement has terminated, sets out the reasons why, and compare the

amount, if any paid to creditors under the voluntary arrangement, with the amount that the

voluntary arrangement had predicted would be paid; and

(d) includes (if applicable) a statement as to the amount paid to any unsecured creditors by

virtue of section 474.

(3) The supervisor must within the 28 days mentioned above send to the Registrar of

Companies and file with the court a copy of the notice to creditors and of the supervisor's

report.

(4) The supervisor must not vacate office until after the copies of the notice and report have

been delivered to the Registrar of Companies and filed with the court.

24. Provision of information

(1) This paragraph applies where the remuneration of the provisional supervisor or the

supervisor has been fixed on the basis of the time spent.

(2) A person who is acting, or has acted within the previous two years, as—

(a) a provisional supervisor in relation to a proposal; or

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(b) the supervisor in relation to a voluntary arrangement;

must, within 28 days of receipt of a request from a person mentioned in subparagraph (3),

deliver free of charge to that person a statement complying with subparagraphs (4) and (5).

(3) The persons are—

(a) any director of the company; and

(b) where the proposal has been approved, any creditor or member.

(4) The statement must cover the period which—

(a) in the case of a person who has ceased to act as provisional supervisor or supervisor in

relation to a company, begins with the date of appointment as provisional supervisor or

supervisor and ends with the date of ceasing to act; and

(b) in any other case, consists of one or more complete periods of six months beginning with

the date of appointment and ending most nearly before the date of receiving the request.

(5) The statement must set out—

(a) the total number of hours spent on the matter during that period by the provisional

supervisor or supervisor, and any staff;

(b) for each grade of staff engaged on the matter, the average hourly rate at which work

carried out by staff in that grade is charged; and

(c) the number of hours spent on the matter by each grade of staff during that period.

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NINTH SCHEDULE

ADMINISTRATIVE RECEIVERSHIP

1. Interpretation

In this Schedule definitions and meanings of words or phrases have the same meaning as

provided by the Act.

2. Application to administrative receivers

The provisions of this Schedule apply only to administrative receivers.

3. Interpretation

“nominated person” means a relevant person who has been required by the administrative

receiver to make out and deliver to the administrative receiver a statement of affairs; and

“relevant person” means a person mentioned in section 519P(3).

4. Publication of appointment of administrative receiver (section 519O(1))

(1) The notice which an administrative receiver is required by section 519O (1) to publicise

and send to the company, the Registrar, the Official Receiver and the creditors on being

appointed must contain—

(a) identification details for the company;

(b) any other registered name of the company in the 12 months before the date of the

appointment;

(c) any name under which the company has traded at any time in those 12 months, if

substantially different from its then registered name;

(d) the name and address of the person appointed;

(e) the date of the appointment;

(f) the name of the person who made the appointment;

(g) the date of the instrument conferring the power under which the appointment was made;

(h) a brief description of the instrument; and

(i) a brief description of any assets of the company in relation to which the appointment is

not made.

5. Requirement to provide a statement of affairs (section 519P(1))

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(1) A requirement under section 519P(1) for a nominated person to make out and submit to

the administrative receiver a statement of the affairs of the company must be made by a

notice delivered to such a person.

(2) The notice must be headed “Notice requiring statement of affairs” and must—

(a) identify the company immediately below the heading;

(b) require the recipient to prepare and submit to the administrative receiver a statement of

the affairs of the company; and

(c) inform each recipient of—

(i) the name and address of any other nominated person to whom a notice has been delivered,

(ii) the date by which the statement must be delivered to the administrative receiver, and

(iii) the effect of section 519P(6) and (7).

(3) The administrative receiver must inform each nominated person that a document for the

preparation of the statement of affairs capable of completion in compliance with paragraph 6

can be supplied if requested.

6. Statement of affairs: contents and delivery of copy (section 519P(2))

(1) The statement of affairs must be headed “Statement of affairs” and must state that it is a

statement of the affairs of the company on a specified date, being the date on which the

administrative receiver was appointed.

(2) The statement of affairs must contain, in addition to the matters required by section

519P(2)—

(a) a summary of the assets of the company, setting out the book value and the estimated

realisable value of—

(i) any assets subject to a fixed charge,

(ii) any assets subject to a floating charge,

(iii) any uncharged assets, and

(iv) the total assets available for preferential creditors;

(b) a summary of the liabilities of the company, setting out—

(i) the amount of preferential debts,

(ii) an estimate of the deficiency with respect to preferential debts or the surplus available

after paying the preferential debts,

(iii) an estimate of the total assets available to pay debts secured by floating charges,

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(iv) the amount of debts secured by floating charges,

(v) an estimate of the deficiency with respect to debts secured by floating charges or the

surplus available after paying the debts secured by floating charges,

(vi) the amount of unsecured debts,

(vii) an estimate of the deficiency with respect to unsecured debts or the surplus available

after paying unsecured debts,

(viii) any issued and called-up capital, and

(ix) an estimate of the deficiency with respect to, or surplus available to, members of the

company;

(c) a list of the company's creditors with the further particulars required by subparagraph (3)

indicating—

(i) any creditors under credit purchase transactions, and

(ii) any creditors who are consumers claiming amounts paid in advance for the supply of

goods or services.

(3) The particulars required by section 519P(2) and subparagraph (2)(c) above to be included

in the statement of affairs relating to each creditor are as follows—

(a) the name and postal address;

(b) the amount of the debt owed to the creditor;

(c) details of any security held by the creditor;

(d) the date the security was given; and

(e) the value of any such security.

(4) The nominated person who makes the statutory declaration required by section 519P(2)

(or, if more than one, by one of them) must deliver the statement of affairs together with a

copy to the administrative receiver.

7. Statement of affairs: statement of concurrence

(1) The administrative receiver may require a relevant person to deliver to the administrative

receiver a statement of concurrence.

(2) A statement of concurrence is a statement, verified by a statutory declaration, that that

person concurs in the statement of affairs submitted by a nominated person.

(3) The administrative receiver must inform the nominated person who has been required to

submit a statement of affairs that the relevant person has been required to deliver a statement

of concurrence.

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(4) The nominated person must deliver a copy of the statement of affairs to every relevant

person who has been required to deliver a statement of concurrence.

(5) A statement of concurrence—

(a) must identify the company; and

(b) may be qualified in relation to matters dealt with in the statement of affairs where the

relevant person—

(i) is not in agreement with the statement of affairs,

(ii) considers the statement to be erroneous or misleading, or

(iii) is without the direct knowledge necessary for concurring in it.

(6) The relevant person must deliver the required statement of concurrence together with a

copy to the administrative receiver before the end of the period of five business days (or such

other period as the administrative receiver may agree) beginning with the day on which the

relevant person receives the statement of affairs.

8. Statement of affairs: retention by administrative receiver

The administrative receiver must retain the verified statement of affairs and each statement of

concurrence as part of the records of the receivership.

9. Statement of affairs: release from requirement and extension of time (section

519P(5))

(1) The administrative receiver may exercise the power in section 519P(5) to release a person

from an obligation to submit a statement of affairs imposed under section 519P, or to grant

an extension of time, either on the administrative receiver's own discretion or at the request

of a nominated person.

(2) A nominated person may apply to the court if the administrative receiver refuses that

person's request.

(3) On receipt of an application, the court may, if it is satisfied that no sufficient cause is

shown for it, dismiss it without giving notice to any party other than the applicant.

(4) The applicant must, at least 14 days before any hearing, deliver to the administrative

receiver a notice stating the venue with a copy of the application and of any evidence on

which the applicant intends to rely.

(5) The administrative receiver may do either or both of the following—

(a) lodge a report of any matters which the administrative receiver thinks ought to be drawn

to the court's attention; or

(b) appear and be heard on the application.

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(6) If a report is lodged, the administrative receiver must deliver a copy of it to the applicant

not later than five business days before the hearing.

(7) On any application under this paragraph, the applicant's costs must be paid by the

applicant in any event; but the court may order that an allowance of all or part of them be

payable out of the assets under the administrative receiver's control.

10. Statement of affairs: expenses

(1) The administrative receiver must pay, out of the assets under the administrative receiver's

control, the expenses which the administrative receiver considers to have been reasonably

incurred by—

(a) a nominated person in making a statement of affairs; or

(b) a relevant person in making a statement of concurrence.

(2) Any decision by the administrative receiver under this paragraph is subject to appeal to

the court.

11. Limited disclosure

(1) This paragraph applies where the administrative receiver thinks that disclosure of the

whole or part of a statement of the company's affairs or a statement of concurrence would be

likely to prejudice the conduct of the receivership or might reasonably be expected to lead to

violence against any person.

(2) The administrative receiver may apply to the court for an order in respect of—

(a) the statement of affairs; or

(b) a statement of concurrence;

and the court may order that the whole or any specified part of the statement of affairs or a

statement of concurrence must not be open to inspection except with permission of the court.

12. Administrative receiver's report to the Registrar of Companies and secured

creditors (section 519Q(1))

(1) The report which under section 519Q(1) an administrative receiver is to send to the

Registrar of Companies must be accompanied by a copy of any statement of affairs received

under section 519P and any statement of concurrence under paragraph 7.

(2) The duty to send a copy of the report to the Registrar of Companies is subject to any

order for limited disclosure made under paragraph 11.

(3) If a statement of affairs or statement of concurrence is submitted to the administrative

receiver after the report is sent to the Registrar, the administrative receiver must deliver a

copy of it to the Registrar of Companies as soon as reasonably practicable after its receipt by

the administrative receiver.

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13. Disposal of charged property (section 519L)

(1) This paragraph applies where an administrative receiver applies to the court under section

519L(1) for authority to dispose of property of the company which is subject to a security.

(2) As soon as reasonably practicable the administrative receiver must deliver notice of the

application to the person who is the holder of the security.

(3) If an order is made under section 519L(1), the administrative receiver must deliver a copy

of the order to the holder of the security.

14. Summary of receipts and payments

(1) The administrative receiver must deliver a summary of receipts and payments as receiver

to the Registrar, the company and to the person who made the appointment.

(2) The notice delivered to the Registrar of Companies must contain the date of the

appointment of the administrative receiver.

(3) The summary must be delivered to those persons within two months after—

(a) the end of the period of 12 months from the date of being appointed (whether the

administrative receivership has been extended or not under section 519S);

(b) the end of every subsequent period of 12 months; and

(c) ceasing to act as administrative receiver (unless there is a joint administrative receiver

who continues in office).

(4) The summary must show receipts and payments—

(a) during the relevant period of 12 months; or

(b) where the administrative receiver has ceased to act, during the period—

(i) from the end of the last 12 month period to the time when the administrative receiver so

ceased, or

(ii) if there has been no previous summary, since being appointed.

(5) This paragraph is without prejudice to the administrative receiver's duty to produce

proper accounts otherwise than as above.

(6) An administrative receiver who, without reasonable excuse, fails to comply with this

paragraph commits an offence and on conviction is liable to a fine not exceeding two

hundred thousand shillings for each such offence.

(7) If, after being convicted of an offence under subparagraph (6), an administrative

receiver continues to fail to comply with this paragraph, the administrative receiver commits

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a further offence on each day on which the failure continues and on conviction is liable to a

fine not exceeding twenty thousand shillings for each such offence.

15. Resignation

(1) An administrative receiver must deliver notice of intention to resign at least five business

days before the date the resignation is intended to take effect to—

(a) the person by whom the appointment was made; and

(b) the company or, if it is then in liquidation, the liquidator.

(2) The notice must specify the date on which the administrative receiver intends the

resignation to take effect.

16. Deceased administrative receiver

(1) If the administrative receiver dies a notice of the fact and date of death must be delivered

as soon as reasonably practicable to—


(b) the company or, if it is in liquidation, the liquidator.

(2) The notice must be delivered by one of the following—

(a) a surviving joint administrative receiver;

(b) a member of the deceased administrative receiver's firm (if the deceased was a member or

employee of a firm);

(c) an officer of the deceased administrative receiver's company (if the deceased was an

officer or employee of a company); or

(d) a personal representative of the deceased administrative receiver.

(3) If such a notice has not been delivered within 21 days following the administrative

receiver's death then any other person may deliver the notice.

17. Other vacation of office

An administrative receiver, on vacating office on automatic termination or completion of the

administrative receivership, or in consequence of ceasing to be qualified to act as an

insolvency practitioner, must as soon as reasonably practicable deliver a notice of doing so

to—


(b) the company or, if it is then in liquidation, the liquidator.

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TENTH SCHEDULE

PRE-INSOLVENCY MORATORIUM

1. Statement of the company's financial position (section 643(2))

(1) The statement of the company's financial position required by section 643(2) must

contain the following—

(a) a list of the company's assets, divided into such categories as are appropriate for easy

identification, and with each category given an estimated value;

(b) in the case of any property on which a claim against the company is wholly or partly

secured, particulars of the claim, and of how and when the security was created;

(c) the names and addresses of the preferential creditors, with the amounts of their respective

claims;

(d) the names and addresses of the unsecured creditors with the amounts of their respective

claims;

(e) particulars of any debts owed by the company to persons connected with it;

(f) particulars of any debts owed to the company by persons connected with it;

(g) the names and addresses of the company's members, with details of their respective

shareholdings; and

(h) any other particulars that the provisional supervisor in writing requires to be provided for

the purposes of making the provisional supervisor's report on the proposal to the court.

(2) The statement must be made up to a date not earlier than two weeks before the date of the

lodgement.

(3) However the monitor may allow the statement to be made up to an earlier date (but not

more than two months before the lodgement) where that is more practicable.

(4) Where the statement is made up to an earlier date, the monitor's statement to the directors

on the documentation must explain why.

2. Application to omit information from a statement of the company's financial position

The monitor, the directors or any person appearing to the court to have an interest, may apply

to the court for a direction that specified information be omitted from the statement of the

company's financial position where disclosure of that information would be likely to

prejudice the aims of the moratorium or might reasonably be expected to lead to violence

against any person.

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3. The monitor's statement (section 643(5))

(1) The monitor must submit to the directors the statement required by section 643(5) within

14 days of the submission to the monitor of the requisite documentation.

(2) The statement must include the name and address of the monitor.

(3) A statement which contains an opinion on all the matters referred to in section 643(5)

must—

(a) explain why the monitor has formed that opinion; and

(b) if the monitor is willing to act, be accompanied by a statement of the monitor's consent to

act in relation to the moratorium.

(4) The statement of the monitor's consent must—

(a) include the name and address of the monitor; and

(b) state that the monitor is qualified to act as an insolvency practitioner.

4. Documents lodged with court to obtain a moratorium (section 644)

(1) The statement of the company's financial position which the directors lodge with the

court under section 644 must be the same as the statement they submit to the monitor under

643(5).

(2) The statement required by section 644(1)(b) that the company is eligible for a moratorium

must be made by the directors.

(3) The statement required by section 644(1)(c) that the monitor has consented to act must be

in the same terms as the statement referred to in paragraph 3(4).

(4) The statement of the monitor's opinion required by section 644(1)(d)—

(a) must be the same as the statement of opinion required by paragraph 3(3); and

(b) must be lodged with the court not later than ten business days after it was submitted to the

directors.

(5) The documents lodged with the court under section 644 must be accompanied by four

copies of a schedule identifying the company and listing all the documents filed.

(6) The court must endorse the copies of the schedule with the date on which the documents

were filed and deliver three copies of the endorsed schedule to the directors and an order of

the court in Form 38 to the Regulations recognising the moratorium has come into effect.

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Made on the ……………………………………………, 2016.

GITHU MUNGAI,

Attorney-General.