1. Lawrence Thiong’o Kagicha 2. Epharus Wanjiru Mburu 3. Charles Muriungi Kariaki v 1. The Registrar of Companies 2. The Attorney General 3. Herbert Njuguna Mwangi 4. John Mwangi Mwaura 5. Simon M. Macharia 6. Mary Wanjiru Ndun’gu 7. Lucy M Uthoni Maina 8. Ephantus Karunge Njuguna 9. Agnes Njeri Mukunda 10. Joseph Muithe Chege

i. The purported Annual General Meeting of 28th June, 2013 was void ab initio, ultra vires contrary to the law and in particular the provisions of the Companies Act, having been called only two months after the previous Annual General Meeting of the Company. ii. The Registrar of Companies, by her conduct or otherwise, was biased against the ex parte applicants, as they were not given an opportunity to participate, contribute or otherwise be part of the proceedings and the subsequent elections held on 28th June, 2013. iii. The said meeting was held in private residence of one of the interested parties who was actually elected as the Chairman of the Company. 3. Further, in support of the application is a Statutory Statement made by the applicants and the affidavit verifying facts stated. 4. Proceedings of the meeting and the consequential notice of change of directors took place on the 28th June, 2013. The application herein was filed on the 15th November 2013. Six months had not lapsed from the time the proceedings were conducted. Consequently, the application is meritorious. I therefore grant leave sought as prayed. DATED, SIGNED and DELIVERED at MACHAKOS this 12TH day of FEBRUARY, 2014. L.N. MUTENDE JUDGE

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