ADVOKS GLOBAL · KENYA
Public Benefits Organizations Act
61. Voluntary deregistration, dissolution or winding-up
Edition: 2025-06-20 · In force
61. Voluntary deregistration, dissolution or winding-up
(1)A registered public benefit organization may deregister, wind itself up or dissolve voluntarily by sending to the Authority—(a)in the case of a membership organization, a resolution by a vote of at least two-thirds of the members of the organization, signed by the chairperson of the governing body of the organization, or in the case of a non-membership organization, a voluntary decision made by its governing body in accordance with the public benefit organization's constitution—(i)stating its intention to deregister, wind up or dissolve voluntarily and the reasons therefor; and(ii)specifying a date, not exceeding two months from the date of the resolution, on which the deregistration is to take effect; and(b)a copy of the reports referred to in section 30 for the period from its previous financial year up to the date of the resolution contemplated in this subsection.(2)If a registered public benefit organization is being wound up or dissolved in terms of any other law, the organization shall, within one month after completion of the winding-up or dissolution process or the relevant order of court, send to the Authority—(a)a written notice—(ii)containing certified copies of all relevant documents confirming the winding up or dissolution; and(b)a copy of the reports referred to in section 30 for the period from its previous financial year up to the date of the written notice contemplated in this subsection.(3)Upon receiving a resolution or notice of voluntary deregistration or winding-up or dissolution from a registered public benefit organization, the Authority shall on the date specified in the resolution or notice—(a)cancei the organization's certificate of registration, and deregister it by amending the register; and(b)notify the organization in writing of the deregistration and confirm the date on which the amendment was made to the register.(4)When an organization is deregistered, wound up or dissolved, any asset remaining after all its liabilities have been met, shall be transferred to another public benefit organization having similar objectives, which shall be identified through a resolution of the governing body of the organization being deregistered, wound up or dissolved; otherwise, the Authority shall make this decision.