JMK Partners Advocate

General Company Secretarial and Corporate Trustees Services

Company secretarial services are key for smooth operations of a business. Taking into account that various legal and regulatory provisions govern the operations of various corporate entities, the Firm offers company secretarial services to ensure that corporate structures are in compliance with the law and regulations thus mitigating the risks of non-compliance. Ms. Ann Nkatha who is a partner in the Firm is a Certified Public Secretary (CPS-K) and a Certified Public Accountant (CPA-K) and thus through her skills the firm is able to offer top notch company secretarial services.

The Firm offers the following company secretarial services:
a) Company Secretarial Retainer Services; which include custody and maintenance of the Register of Members, Register of Directors and Secretaries, Minute Book and other Statutory Records of the Company; Seal custody; Guidance to the Board of Directors on technical applications as per the Companies Act (2015) and the Memorandum and Articles of Association and Board resolutions.
b) Advice on the conduct of Board Meetings & Shareholders Meetings; which include advice on the Convening, Attending and Procedure at the Annual General Meetings, Special Meetings and Board Meetings; Taking minutes of the Meetings to record and prepare resolutions of the Board and of the Shareholders; Maintaining the minute book with all the minutes of the Board and of the Shareholders; Maintaining circular resolutions and extract resolutions; and Advising the Board on corporate governance and procedural requirements in governance of Limited Liability Companies.
c) Non-routine Secretarial Services; which include Attending to changes in directorship whenever required by drafting the relevant notifications and resolutions and filing them with the Registrar of Companies; Share capital variations; Share Transfers and Allotments; Acting as Secretaries to Project Committees, Trusts and provident Funds; Preparation of Financier and Investor Guidance Reports and Other Corporate Reports; Dividends Management and Administration services; Attending to changes in the Company structure including Company dissolution/ de-registration, Company Liquidation and winding up; Provision of legal support on maintenance of statutory internal control standards; Rights issue and bonus issue; Corporate Training; and Attending to procuring of company searches.

In this area of law, the Firm has handled the below transactions:

  • The Firm acts for various companies in complying with the legal obligations of filing annual returns, advising on the legal provisions of convening and attending special or general meeting and passing of members’ or directors’ resolutions. These incude Bestlady Cosmetics Shop Limited and its 10 related companies, Afya Dairy Limited and its 7 related companies, Teybrigde Limited and its 3 related companies,
  • The Firm has represented various companies in their restructuring including undertaking of share transfers, appointment and removal of directors, share capital variations.
  • The Firm is currently in the process of advising a confidential client in their deregistration as a company, including advising on the pre-deregistration requirements that must be met entailing the filing of due annual returns, determination of liabilities and settling of liabilities, distribution of assets and closing of bank account. Also advising of the post-deregistration requirements including de-registration of the Company’s tax obligations with the Kenya Revenue Authority