The law allows voluntary striking off of companies, also known as deregistration of a company. A company which is dormant, not engaged in trading or not holding any assets or liabilities can be struck off the register of companies upon application of the directors, or majority of the directors (section 897 of the Companies Act).
Upon making an application to strike off the company the directors must, within seven days, notify any employees, creditors, managers, or members of the company. This is to give an opportunity to anyone who has an interest in the company either to raise an objection or make any claim.
The steps followed when striking off a company voluntary: -
1. Extract Minutes of the meeting of the directors with the agenda being Voluntary dissolution of the company.
2. Prepare an Application for striking off the company (Form CR 18). It should be dated and be signed by the sole director (if there is only one) by both (if there are two) or by all or the majority of directors (if there are more than two).
3. Prepare a Notice of special/ordinary resolution required by Companies Act to be filed together with the application (Form CR 19).
4. Pay prescribed fee when lodging the application. The application is lodged on the e- Citizen portal using the log in details of one of the directors.
5. After 60 days the Registrar shall publish in the Kenya Gazette an intention to strike off the company. The purpose of the publication is to allow interested parties the opportunity to object or make any claim against the company.
6. After 90 days, if there will be no objection, the Registrar will strike off/dissolve the company. A publication of a further notice stating the company has been dissolved will be published in the Kenya Gazette.
7. The registrar will also issue a letter to the applicant stating that the company has been dissolved.