1. By an ex parte Notice of Motion dated 8th December 2025, brought under Sections 885 and 888 of the Companies Act, 2015 of the Laws of Kenya, BANK OF AFRICA KENYA LIMITED, hereinafter the Applicant, seeks, in the main, the following principal orders: -
“1. THAT this Honourable Court be pleased to extend the time for registration of the Charge in respect of Property Title Number Kiamba/Thimbigua/5486 (‘the First Memorandum”) by Flameagle Limited in Favour of Bank of Africa Kenya Limited at the Companies Registry for a period of Thirty (30) days.
2. That the Charge be presented for registration at the Companies Registry within Fourteen (14) days from the date of the Order granting the extension sought herein.”
2. The application is based on the grounds enumerated on the face of the application, and is supported by the affidavit NICOLE KOSKE, an Advocate at the law firm of Wainaina Ireri Advocates LLP.
3. I have carefully perused and considered the application and note that the substratum of the application is the prayer for extension of time for registration of a Charge issued on 23rd October 2025 over Title Number Kiamba/Thimbigua/5486 created by Flameagle Limited in favour of the Applicant herein to secure a sum of Kenya Shillings Fifty Million (Kshs 50,000,000/=).
4. Section 888 of the Companies Act under which this application has been brought provides as follows; -
“888. Rectification of register of charges
(1) A company or interested person who claims that a failure to register a charge before the deadline for registration, or an omission or misstatement of a particular with respect to any such charge or in a memorandum of satisfaction or release –
(a) was accidental or due to inadvertence or to some other reasonable cause; or
(b) is not of a nature to prejudice the position of creditors or members of the company, may apply to the Court for an order under subsection (2).
(2) If, on the hearing of an application made under subsection (1), the Court is satisfied-
(a) that the failure, or the omission or misstatement-
(i) was accidental or due to inadvertence or to some other reasonable cause; or
(ii) is not of a nature to prejudice the position of creditors or members of the company; or
(b) that on other grounds it is just and equitable to grant relief, the Court may, subject to such conditions (if any) as it considers fair and reasonable, order the deadline for registration to be extended, or the omission or misstatement to be corrected.”
5. Having duly considered the dispositions in the affidavit in support of the application together with the documentary evidence attached thereto in support of the application by the Applicant together with the applicable legal provisions and case law, I do find that the failure to effect registration at the Company Registry of the Further Charge in question within the timelines authorized in law was not intentional, that the delay has been fully and satisfactorily explained.
6. Further, this Court finds no evidence that the granting of the prayers sought will in any way prejudice the creditors or members of the Applicant Company.
7. Accordingly, I find that it is just and equitable to grant the relief sought by the Applicant. I grant the following orders:
i. That the time for the registration of Further Charge dated 24th April 2024 over TITLE NUMBER: NAIROBI/BLOCK 192/796 (Orig. No. 13114/88) & NAIROBI/BLOCK 192/797 (Orig. No. 13114/89) created by MALLE SARABJIT SINGH, RAJINDER KAUR MALLE, the Chargor, in favour of the Applicant herein to secure a sum of Kenya Shillings One Hundred Million (Kshs 100,000,000/=) advanced by the Applicant to SKYLIFE KENYA LIMITED, the Borrower, is hereby extended for thirty (30) days from the date hereof.
ii. The time for registration of the Charge in respect of Property Title Number Kiamba/Thimbigua/5486 (‘the First Memorandum”) by Flameagle Limited in Favour of Bank of Africa Kenya Limited at the Companies Registry is hereby for a period of Thirty (30) days.
iii. That the Charge be presented for registration at the Companies Registry within Fourteen (14) days from the date hereof.
iv. There shall be no orders as to costs.
8. It is so ordered.
SIGNED, DATED, and DELIVERED IN VIRTUAL COURT THIS
12TH DECEMBER 2025
ADO MOSES
JUDGE
“1. THAT this Honourable Court be pleased to extend the time for registration of the Charge in respect of Property Title Number Kiamba/Thimbigua/5486 (‘the First Memorandum”) by Flameagle Limited in Favour of Bank of Africa Kenya Limited at the Companies Registry for a period of Thirty (30) days.
2. That the Charge be presented for registration at the Companies Registry within Fourteen (14) days from the date of the Order granting the extension sought herein.”
2. The application is based on the grounds enumerated on the face of the application, and is supported by the affidavit NICOLE KOSKE, an Advocate at the law firm of Wainaina Ireri Advocates LLP.
3. I have carefully perused and considered the application and note that the substratum of the application is the prayer for extension of time for registration of a Charge issued on 23rd October 2025 over Title Number Kiamba/Thimbigua/5486 created by Flameagle Limited in favour of the Applicant herein to secure a sum of Kenya Shillings Fifty Million (Kshs 50,000,000/=).
4. Section 888 of the Companies Act under which this application has been brought provides as follows; -
“888. Rectification of register of charges
(1) A company or interested person who claims that a failure to register a charge before the deadline for registration, or an omission or misstatement of a particular with respect to any such charge or in a memorandum of satisfaction or release –
(a) was accidental or due to inadvertence or to some other reasonable cause; or
(b) is not of a nature to prejudice the position of creditors or members of the company, may apply to the Court for an order under subsection (2).
(2) If, on the hearing of an application made under subsection (1), the Court is satisfied-
(a) that the failure, or the omission or misstatement-
(i) was accidental or due to inadvertence or to some other reasonable cause; or
(ii) is not of a nature to prejudice the position of creditors or members of the company; or
(b) that on other grounds it is just and equitable to grant relief, the Court may, subject to such conditions (if any) as it considers fair and reasonable, order the deadline for registration to be extended, or the omission or misstatement to be corrected.”
5. Having duly considered the dispositions in the affidavit in support of the application together with the documentary evidence attached thereto in support of the application by the Applicant together with the applicable legal provisions and case law, I do find that the failure to effect registration at the Company Registry of the Further Charge in question within the timelines authorized in law was not intentional, that the delay has been fully and satisfactorily explained.
6. Further, this Court finds no evidence that the granting of the prayers sought will in any way prejudice the creditors or members of the Applicant Company.
7. Accordingly, I find that it is just and equitable to grant the relief sought by the Applicant. I grant the following orders:
i. That the time for the registration of Further Charge dated 24th April 2024 over TITLE NUMBER: NAIROBI/BLOCK 192/796 (Orig. No. 13114/88) & NAIROBI/BLOCK 192/797 (Orig. No. 13114/89) created by MALLE SARABJIT SINGH, RAJINDER KAUR MALLE, the Chargor, in favour of the Applicant herein to secure a sum of Kenya Shillings One Hundred Million (Kshs 100,000,000/=) advanced by the Applicant to SKYLIFE KENYA LIMITED, the Borrower, is hereby extended for thirty (30) days from the date hereof.
ii. The time for registration of the Charge in respect of Property Title Number Kiamba/Thimbigua/5486 (‘the First Memorandum”) by Flameagle Limited in Favour of Bank of Africa Kenya Limited at the Companies Registry is hereby for a period of Thirty (30) days.
iii. That the Charge be presented for registration at the Companies Registry within Fourteen (14) days from the date hereof.
iv. There shall be no orders as to costs.
8. It is so ordered.
SIGNED, DATED, and DELIVERED IN VIRTUAL COURT THIS
12TH DECEMBER 2025
ADO MOSES
JUDGE