Charitable and Other Companies Under Kenya Company Law

Where it is proved to the satisfaction of the Attorney-General (through the objects clause of the memorandum of association) that an association about to be formed as a limited company is to be formed for promoting commerce, art, science, religion, charity or any other useful object, and intends to apply its profits, if any, or other income in promoting its objects, and to prohibit the payment of any dividend to its members, the Attorney-General may by licence direct that the association may be registered as a company with limited liability, without the addition of the ‘limited’ to its name, and the association may be registered accordingly and shall, on registration, enjoy all the privileges and (subject to the provisions of the Companies Act) be subject to all the obligations of limited companies (with regard to reporting requirements and audits).

This provision is only of importance in that it does away with the requirement for the nameof the company to include the term “limited”. Other than this, it is of no actual relevant importance, as all other requirements of limited liability companies have to be complied with.Whereas companies may be registered for non-profit objects, this is not a common occurrence in Kenya as the companies are nevertheless obliged to be run as other ‘for profit’ companies. They are required to file annual returns, required to have directors and a company secretary and are subject to taxes like any other ‘for profit’ company.