ADVOKS GLOBAL · KENYA
Insolvency Act
419. Dissenting member may require liquidator to refrain from giving effect to arrangement under section 418 or to purchase member's shares
Edition: 2022-12-31 · In force
419. Dissenting member may require liquidator to refrain from giving effect to arrangement under section 418 or to purchase member's shares
(1)This section applies to a voluntary liquidation in relation to which the transferor company has passed a special resolution, for the purposes of section 418(3) or (5), providing the approval required for the liquidator under that section.(2)If a member of the transferor company who did not vote in favour of the special resolution expresses the member's dissent from it in writing, addressed to the liquidator and left at the company's registered office within seven days after the passing of the resolution, the member may require the liquidator either—(a)to refrain from giving effect to the resolution; or(b)to purchase the member's interest at a price to be determined by agreement or by arbitration in accordance with the Arbitration Act (Cap. 49).(3)If the liquidator elects to purchase the member's interest, the liquidator shall—(a)pay the purchase money before the company is dissolved; and(b)raise the money in such manner as may be determined by special resolution.(4)If the member requires the liquidator to purchase the member's interest and no agreement is reached as to the price to be paid for the interest, the requirement to purchase the interest is, for the purposes of the Arbitration Act (Cap. 49), taken to be an arbitration agreement to determine that price.