1. By an ex parte Notice of Motion dated 29th July 2025, brought under Sections 878, 885 and 888 of the Companies Act, 2015 of the Laws of Keya EQUITY BANK (K) LIMITED hereinafter the Applicant, seeks, among others, the following orders: -
“THAT the time for registration of the Charge dated 7th June 2025 at the Companies Registry be extended by a further period of Thirty (30) days.”
2. The application is based on the grounds enumerated on the face of the application, and is supported by the affidavit of MORIASI DAVID, an Advocate at the law firm of Messrs. David Moriasi & Co. Advocates.
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 Charge dated 7th June 2025 over Title Number NAIROBI/BLOCK 186/1101, a conversion of Title from L.R. No. 13545/4 in favor of the Applicant, EQUITY BANK (K) LIMITED, created by created by Oneki Company Limited ("the Chargor") to secure a sum of up to a maximum of Kshs. 45,000,000/-.
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 Debenture 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 for registration of Charge dated 7th June 2025 over Title Number NAIROBI/BLOCK 186/1101, a conversion of Title from L.R. No. 13545/4 in favor of the Applicant, EQUITY BANK (K) LIMITED, created by created by Oneki Company Limited ("the Chargor") to secure a sum of up to a maximum of Kshs. 45,000,000/-is hereby extended for thirty (30) days from the date hereof.
ii. There shall be no orders as to costs.
8. It is so ordered.
SIGNED, DATED, and DELIVERED IN VIRTUAL COURT THIS
31st JULY 2025
ADO MOSES
JUDGE
In the presence of: -
C/A – Moses
…N/A………...for Applicant
……N./A……...for Respondent
“THAT the time for registration of the Charge dated 7th June 2025 at the Companies Registry be extended by a further period of Thirty (30) days.”
2. The application is based on the grounds enumerated on the face of the application, and is supported by the affidavit of MORIASI DAVID, an Advocate at the law firm of Messrs. David Moriasi & Co. Advocates.
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 Charge dated 7th June 2025 over Title Number NAIROBI/BLOCK 186/1101, a conversion of Title from L.R. No. 13545/4 in favor of the Applicant, EQUITY BANK (K) LIMITED, created by created by Oneki Company Limited ("the Chargor") to secure a sum of up to a maximum of Kshs. 45,000,000/-.
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 Debenture 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 for registration of Charge dated 7th June 2025 over Title Number NAIROBI/BLOCK 186/1101, a conversion of Title from L.R. No. 13545/4 in favor of the Applicant, EQUITY BANK (K) LIMITED, created by created by Oneki Company Limited ("the Chargor") to secure a sum of up to a maximum of Kshs. 45,000,000/-is hereby extended for thirty (30) days from the date hereof.
ii. There shall be no orders as to costs.
8. It is so ordered.
SIGNED, DATED, and DELIVERED IN VIRTUAL COURT THIS
31st JULY 2025
ADO MOSES
JUDGE
In the presence of: -
C/A – Moses
…N/A………...for Applicant
……N./A……...for Respondent