KASNEB Company law - Question 1a

Explain the concept of legal personality in the context of corporate entities. ... [Click to view full question and step-by-step solution]

KASNEB Company law - Question 1b

Examine THREE classifications of companies on the basis of liability. ... [Click to view full question and step-by-step solution]

KASNEB Company law - Question 4a

Highlight FIVE main responsibilities of a board of directors in a company. ... [Click to view full question and step-by-step solution]

KASNEB Company law - Question 5a

Highlight FOUR powers of an administrator in corporate administration. ... [Click to view full question and step-by-step solution]

KASNEB Company law - Question 5b

Describe the process of appointing a receiver during the winding up of a company. ... [Click to view full question and step-by-step solution]

KASNEB Company law - Question 6b

Describe THREE rights of auditors of a company as provided for in the Companies Act in your country. ... [Click to view full question and step-by-step solution]

December 2023

1a

Nature and classification of companies

Explain the concept of legal personality in the context of corporate entities.

1b

Nature and classification of companies

Examine THREE classifications of companies on the basis of liability.

1c

Formation of companies

Discuss the legal responsibilities and potential liabilities that promoters may incur during the pre-incorporation stage of a company.

1d

Formation of companies

Tom Bwire is acting as a promoter of Tomtom Company Ltd. and is negotiating a lease agreement for office space at Upper Hill in Nairobi.

Describe what Tom should do to ensure that once the company is formed, the lease agreement does not bind him personally.

2

Membership of a company Shares Share capital

(a) Explain the term “membership” in a company.

(b) Describe TWO different types of membership that may exist in a company.

(c) Alan Simba purchased shares in NZE Company Ltd. hence became a shareholder. He is unaware of his rights as a shareholder and has approached you to advise him on his rights as a shareholder. Advise Alan Simba on SIX rights conferred upon him for being a shareholder of the company.

(d) (i) Explain the term “bonus shares”.

(ii) Explain THREE reasons why a company may issue bonus shares to its shareholders.

3a

Debt capital

(i) Differentiate between “secured” and “unsecured” debt in a company.

(ii) Discuss THREE characteristics of a debenture.

3b

Company meetings

(i) Explain the meaning of the term “proxy” in relation to company meetings.

(ii) Analyse FOUR differences between a “board meeting” and a “general meeting”.

4a

Company Directors

Highlight FIVE main responsibilities of a board of directors in a company.

4b

Company accounts

Explain FIVE key components that must be included in the financial reports of a company in your country.

4c

Company Investigation

In relation to company investigations:

(i) Examine FIVE circumstances under which an investigation may be initiated.

(ii) Summarise FIVE potential outcomes or recommendations from an investigation into a company's affairs.

5a

Receivership, Administration, Liquidation and Dissolution of companies

Highlight FOUR powers of an administrator in corporate administration.

5b

Receivership, Administration, Liquidation and Dissolution of companies

Describe the process of appointing a receiver during the winding up of a company.

5c

Foreign Companies

Examine THREE legal consequences that may befall a foreign company operating in your country, if it fails to comply with the legal requirements as provided for in the Companies Act.

6a

Auditors

The role of auditing is undertaken by a person with the relevant competencies and independence to make appropriate judgment.

With reference to the above statement, identify SIX persons who are disqualified from appointment as auditors.

6b

Auditors

Describe THREE rights of auditors of a company as provided for in the Companies Act in your country.

6c

Shares Share capital

Explain FOUR ways through which a company limited by shares or guarantee may if authorised by its articles, alter its share capital.

7a

Company accounts

Enumerate TWO documents that are required to accompany annual returns of company limited by guarantee.

7b

Company accounts Company meetings

Discuss TWO consequences that could arise when a company fails to lodge proper annual returns on time.

7c

The Company Secretary

(i) Identify TWO persons who are disqualified from acting as a company secretary.

(ii) Explain FOUR breaches and omissions of duty that might be committed by a company secretary.

7d

Nature and classification of companies Formation of companies

Patricia Wahito wishes to form a company and has approached you seeking guidance on the choice of a name. She has read from the Companies Act that the name chosen must not be undesirable in the opinion of the Registrar.

Required:

(i) With reference to the above statement, advise Patricia Wahito on FOUR matters to consider in choosing a name for her company.

(ii) Identify FOUR places and documents upon which the company’s name must be displayed.

December 2023

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