[2025] KEHC 9911 (KLR)

[2025] KEHC 9911 (KLR)

The court found that the delay in registering the Transfer of Charge at the Companies Registry was occasioned by operational and procedural challenges associated with the Ardhisasa system, which were beyond the Applicant's control. The omission was not deliberate or negligent, and there was no evidence of prejudice to creditors, members, or third parties. The court held that the statutory requirement for registration within thirty days is not absolute and may be extended where the delay is reasonably explained and justifiable. The court exercised its discretion under Section 888 of the Companies Act, 2015, and found it just, fair, and equitable to grant the extension sought. The extension...

Citation
[2025] KEHC 9911 (KLR)
Parties
Applicant: MTC Trust & Corporate Services Limited; Respondent: The Standard Bank of South Africa Limited (Acting through its Corporate and Investment Banking Division); Respondent: Krystal Investments Limited
Court
High Court
Court Station
High Court at Nairobi (Milimani Law Courts)
Jurisdiction
Kenya
Judgment Date
10 July 2025
Case Number
Miscellaneous Cause E654 of 2025
Procedural Posture
Miscellaneous Cause / Ruling on Application for Extension of Time to Register Charge
Outcome
application granted
Judges
BK Njoroge
Legal Topics
Registration of Charges, Company Security Interests, Statutory Time Limits, Procedural Extensions
Source Language
English
Commercial and Corporate Civil Procedure Registration of Charges Company Security Interests Statutory Time Limits Procedural Extensions

Case Brief

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Parties

MTC Trust & Corporate Services Limited

Applicant

The Standard Bank of South Africa Limited (Acting through its Corporate and Investment Banking Division)

Respondent

Krystal Investments Limited

Respondent

Procedural Posture

Miscellaneous Cause / Ruling on Application for Extension of Time to Register Charge

Legal Issues

  1. 1 Whether leave should be granted to the Applicant to register the charge dated 27th May 2024 at the Companies Registry out of time.

Ratio Decidendi

The court found that the delay in registering the Transfer of Charge at the Companies Registry was occasioned by operational and procedural challenges associated with the Ardhisasa system, which were beyond the Applicant's control. The omission was not deliberate or negligent, and there was no evidence of prejudice to creditors, members, or third parties. The court held that the statutory requirement for registration within thirty days is not absolute and may be extended where the delay is reasonably explained and justifiable. The court exercised its discretion under Section 888 of the Companies Act, 2015, and found it just, fair, and equitable to grant the extension sought. The extension...

Court Disposition

application granted

Orders

  • The time for registration of the Transfer of Charge over title number Nairobi/Block7/387 dated 27th May 2024 is extended by thirty (30) days from the date of this Ruling.
  • Upon registration within the extended period, the charge shall be deemed duly filed with the Registrar of Companies in compliance with the Companies Act, 2015.