[2019] KEHC 2018 (KLR)
The court found that the Official Receiver had fulfilled all statutory duties as provisional liquidator, including collecting and distributing assets, convening creditors’ meetings, and providing final accounts. There was no evidence of outstanding assets or liabilities, and no objections were raised. The court was...
Source-derived case information.
- Citation
- [2019] KEHC 2018 (KLR)
- Parties
- Applicant: Official Receiver; Respondent: Rural Urban Credit Finance Limited
- Court
- High Court
- Court Station
- High Court at Nairobi (Milimani Commercial Courts)
- Jurisdiction
- Kenya
- Case Number
- Winding Up Cause 31 of 1984
- Procedural Posture
- Winding Up Cause / Ruling on Application for Discharge and Dissolution
- Outcome
- application granted
- Judges
- MM Kasango
- Legal Topics
- Company Liquidation, Winding Up Orders, Official Receiver Duties
- Source Language
- en
Source-derived case record
Summary, issues, holding and outcome
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Parties
Official Receiver
Applicant
Rural Urban Credit Finance Limited
Respondent
Procedural Posture
Winding Up Cause / Ruling on Application for Discharge and Dissolution
Legal Issues
- 1 Whether the Official Receiver should be discharged from duties as provisional liquidator of Rural Urban Credit Finance Limited.
- 2 Whether the final accounts presented by the Official Receiver accurately reflect the affairs of the company.
- 3 Whether the court should issue a certificate of release and an order of dissolution for the company.
Ratio Decidendi
The court found that the Official Receiver had fulfilled all statutory duties as provisional liquidator, including collecting and distributing assets, convening creditors’ meetings, and providing final accounts. There was no evidence of outstanding assets or liabilities, and no objections were raised. The court was satisfied that the liquidation process was complete, the accounts were accurate, and there was no further purpose to be served by keeping the company in existence. Accordingly, the Official Receiver was entitled to be discharged from liability, the final accounts were accepted as true, and the company was ordered dissolved.
Court Disposition
application granted
Orders
- The Official Receiver is discharged from duties as provisional liquidator of Rural Urban Credit Finance Limited.
- The Official Receiver’s final accounts are declared a true reflection of the affairs of Rural Urban Credit Finance Limited.
Full Case Text
Judgment text and source record
26 paragraphs
REPUBLIC OF KENYA
IN THE HIGH COURT OF KENYA AT NAIROBI
MILIMANI COMMERCIAL & TAX DIVISION
IN THE MATTER OF RURAL URBAN CREDIT FINANCE LIMITED
WINDING UP CAUSE NO. 31 OF 1984
AND
IN THE MATTER OF THE COMPANIES ACT
R U L I N G
1. A winding up order was made by the court, in respect to the Rural Urban Credit Finance limited(hereinafter the company) on 3rd December 1984.
2. The official Receiver has, by the Notice of Motion dated 27th July 2015, sought for orders for the discharge of the Official Receiver from his duties as provisional liquidator of the Company; that the accounts be declared a true reflection of the affairs of the Company; and for the court to issue an order of certificate of release and of dissolution of the Company.
3. The application is supported by an affidavit of Patrick Thoithi Kanyuira, the senior principal State Counsel with the Official Receiver and provisional liquidator, who was involved in the winding up of the Company.
4. From that affidavit in support it is seen that the High court at Nairobi issued a winding up order against the Company on 3rd December 1984 whereby the Official Receiver was appointed the provisional liquidator. The Official Receiver after gazetting that order called the first creditor’s meeting. At the time the winding up order was issued there were 153 creditors. The Official Receiver collected some money owed to the Company less the expenses of the Official Receiver. The deponent annexed the accounts of the money and property collected and deposed that in his professional opinion the Official Receiver had finalized its work and further he stated that there was no more money or property to be collected on behalf of the creditors. The deponent then stated:
“That the Official Receiver has since concluded the liquidation process of Rural Urban Credit Finance Limited and wishes to be discharged from its duty as provisional liquidator”
5. It is clear to me that the Official Receiver has carried out his duties in accordance with the law and because the Company is now just a shell there is nothing more that can be done, and it is just that the Official Receiver should be discharged from any liability of any act done or default when carrying out his duties of the company.
CONCLUSION
6. In my view the orders sought by the Official Receiver in the application are merited. I therefore grant the following orders:
a. The Official Receiver is hereby discharged from his official duties as Provisional Liquidator of RURAL URBAN CREDIT FINANCE LIMITED.
b. The Official Receiver’s Final Accounts are hereby declared a true reflection of the affairs of the RURAL URBAN CREDIT FINANCE LIMITED.
c. An Certificate of Release and an order of dissolution of RURAL URABN FINANCE LIMITED is hereby issued.
DATED, SIGNED and DELIVERED at NAIROBI this28THday of NOVEMBER,2019.
MARY KASANGO
JUDGE
Judgment ReadandDeliveredinOpen Courtin the presence of:
Sophie..................................... COURT ASSISTANT
................................................ FOR THE PETITIONER
................................................ FOR THE COMPANY