How do you change directors in a private company in Kenya?

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Incoming director- Requirements

  1. Obtain consent from the person appointed to be a director
  2. Obtain the Residential address of the new director and file CR8
  3. Obtain PIN, National ID, and passport photograph for the new director
  4. File CR 6

Outgoing director

  1. Obtain a written resignation letter from the director
  2. File CR 9

In both instances, an interim annual return is required to be filed.

Transfer of shareholding

  1. The parties involved i.e. the transferee and the transferor will sign a transfer deed.
  2. The company secretary will then assess the stamp duty and have the transfer registered at the Registrar of Companies.

The following is a step-by-step guide on how to change directors in a private company in Kenya:

Step 1. Remove the existing directors

Step 2. Elect new directors

Step 3. Write the new company�s Articles of Association

Step 4. Record the change of directors in the company�s records

Step 5. Write the company�s Articles of Association

Step 6. Record the change of directors in the company�s records

Step 7. Register the company�s Articles of Association

Step 8. Obtain a certificate of incorporation

Step 9. Complete the company�s Articles of Association

Step 10. Obtain a certificate of incorporation

Step 11. with the Registrar-General�s Department

Step 8. Submit the company�s Articles of Association to the Registrar-General�s Department

Step 9. Submit the company�s Articles of Association to the Registrar-General�s Department

Step 10. Submit the company�s Articles of Association to the Registrar-General�s Department

Step 11. Submit the company�s Articles of Association to the Registrar-General�s Department

Step 12. Submit the company�s Articles of Association to the Registrar-General�s Department

guide on how to change directors in a private company in Kenya.

1. Go to the directors of the company’s board and request for them to resign. If the Board refuses, then the company’s management should petition the court for the directors’ removal.