Shareholders of Kiru Investments, a land buying and housing company, will finally hold an Annual General Meeting (AGM) after 13 years which have been marked by internal conflicts.
Justice Kanyi Kimondo of the High Court in Murang’a directed the Registrar of Companies to convene the meeting within 90 days so that the more than 2,500 shareholders can elect interim directors and appoint an interim company secretary.
The judge issued the order after some disgruntled shareholders moved to court protesting that the company had not held the yearly meeting since 2006.
Led by Jenerus Wanjau Wanderi, the angry shareholders said that the management of the company — with membership of about 2,583 people and has an estimated monthly rental income of Sh200,000 — is shrouded in mystery.
“A company is an inanimate legal person. The centre piece of corporate governance is the AGM. It is at that meeting that the directors account to the members and the latter get a say on the management of their company,” stated Justice Kimondo.
During the 2006 AGM the shareholders elected seven directors, led by Mr Peter Gatawa as chairman, but some have since died, resigned or were removed from office by the chairman.
The effect is that the company is run unilaterally by the few remaining officials, the court heard.
The applicants submitted that no annual returns have been filed nor dividends declared or paid and that the shareholders are in the dark about tax returns. They contended that the very existence of the company was in serious jeopardy.