The Kenya Development Corporation Limited (Vesting) Order

Legal Notice 113 of 2021

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Legal Notice 113 of 2021
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Cabinet Secretary to the Treasury (Incorporation) Act
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Legal Notice
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LAWS OF KENYA

CABINET SECRETARY TO THE TREASURY (INCORPORATION) ACT

THE KENYA DEVELOPMENT CORPORATION LIMITED (VESTING) ORDER

LEGAL NOTICE 113 OF 2021

  • Published in Kenya Gazette Vol. CXXIII—No. 157 on 30 July 2021
  • Commenced on 30 July 2021
  1. [Revised by 24th Annual Supplement (Legal Notice 221 of 2023) on 31 December 2022]

1. Citation

This Order may be cited as the Kenya Development Corporation Limited (Vesting) Order.

2. Interpretation

In this Order, unless the context otherwise requires—"assets" means the Development Finance Institutions’ rights, obligations, titles, interests and estates, real or personal, recorded or unrecorded, movable or immovable, tangible or intangible, used in or related to the Development Finance Institutions including accounts, shares, negotiable instruments, funds, schemes, customers and monies;"contract" includes document, memorandum, agreement, conveyance, deed, lease, licence, permit, exemption, power of attorney, undertaking, security or any other similar instrument, entered into by, made with, granted to or addressed to a Development Finance Institution, whether alone or with another person, and whether as principal or agent;"customer" means a person who has an account or other dealing, transaction, or arrangement with a Development Finance Institution in the ordinary course of business;"Development Finance Institution" means the—
(a)Industrial and Commercial Development Corporation;
(b)IDB Capital Limited; and
(c)Tourism Finance Corporation;
"liability" means a duty and obligation of every description, whether actual or contingent, or present or future including a debt, charge, duty and any obligation arising from a past or existing contract or court case, and whether payable or to be performed or observed in Kenya or elsewhere;"property" means the property listed in the Schedule including property included in the balance sheet of a Development Finance Institution as at the close of business on the date preceding the vesting date in accordance with its normal practice; property held in trust or as bailee; and securities, rights and powers of every description;"right" means any right or power, whether actual, contingent or prospective;"security" includes a mortgage or charge (whether legal or equitable), debenture, bill of exchange, promissory note, guarantee, lien, pledge (whether actual or constructive), hypothecation, indemnity or undertaking, or any other instrument for or means of securing the payment or discharge of a debt, liability or obligation, present or future, and actual or contingent;"subsidiary" means any company in respect of which a Development Finance Institution is the beneficial owner of the whole of or majority of its issued share capital;"undertaking" means the business and property vested in, belonging to or held by a Development Finance Institution and any liability to which it was subject in respect of its business as at the close of business on the date preceding the vesting date; and"vesting date" means the date this Order comes into force.

3. Transfer and vesting

Notwithstanding anything contained in any written other law in force, the assets, liabilities, obligations, property, rights, securities and undertakings vested in a Development Finance Institution as set out in the Schedule or otherwise existing before the vesting date shall, with effect from the vesting date, be deemed to have been transferred to, vested in, imposed on, or be enforceable against the Kenya Development Corporation Limited.

4. Presumption of transfer

Notwithstanding the assets, liabilities, obligations, property, rights, securities and undertakings set out in the Schedule, any other assets, liabilities, obligations, property, rights, securities and undertakings of a Development Finance Institution that are found to have belonged to the Development Finance Institution on the day before the vesting date shall be deemed to have been transferred to the Kenya Development Corporation Limited.

5. Vesting of rights and liabilities

Subject to this Order, the rights, obligations and liabilities in respect of the assets, liabilities, obligations, property, rights, securities and undertakings of a Development Finance Institution set out in the Schedule shall, with effect from the vesting date, be deemed to have been transferred to, vested in, imposed on, or be enforceable against the Kenya Development Corporation Limited.

6. References to a Development Finance Institution

Any reference to a Development Finance Institution in any agreement, document or instrument entered into by the Development Finance Institution in trust on behalf of, or for the benefit of, the Development Finance Institution shall be deemed to be a reference to the Kenya Development Corporation Limited.

7. Legal proceedings, etc.

Any proceedings, including legal and arbitration proceedings, taken by or against a Development Finance Institution on or before the vesting date that remain uncompleted on the vesting date, shall be deemed to be proceedings taken by or against the Kenya Development Corporation Limited and any judgement or award obtained by or against the Development Finance Institution and not fully satisfied on or before the vesting date shall be deemed to be a judgment or award obtained by or against the Kenya Development Corporation Limited.

8. Contracts

Any contract subsisting between a Development Finance Institution and another person on or before the vesting date shall be deemed to subsist between the Kenya Development Corporation and that other person.

9. Licences, rights and permits

Any licence, right or permit issued or granted to a Development Finance Institution which is in force on or before the vesting date shall remain in force for its unexpired period as if it had been issued or granted to the Kenya Development Corporation Limited.

10. Staff

Any person employed by a Development Finance Institution on or before the vesting date shall be deemed to be an employee of the Kenya Development Corporation Limited.

11. Savings and transition

Nothing in this Order shall terminate, discharge, invalidate or prejudicially affect the assets, liabilities, obligations, property, rights, securities and undertakings of a Development Finance Institution solely on account of the transfer or vesting under this Order.

SCHEDULE [r. 3, 5]

ASSETS, LIABILITIES, OBLIGATIONS, PROPERTY, RIGHTS, SECURITIES AND UNDERTAKINGS

A. LAND AND BUILDINGS
1.Tourism Finance Corporation
S/No.Land (LR No./Allotment letter/R No.)Size(Ha.)Location
(a)Utalii House (Nairobi LR/209/8664)0.2398Watalii Street off Loita Street, Nairobi
(b)KNTB (L R/209/9733)0.1603Moi Avenue
(c)Mombasa Island Plot (Block XXV/169)1.9242Off Nkrumah Road behind NSSF Building, Mombasa
2.Industrial and Commercial Development Corporation
S/No.Land (LRNo./Allotmentletter/R No.)Size(Ha.)Location
(a)209/74050.25Aga Khan Walk , Nairobi
(b)209/13260.16Finance House, Loita Street, Nairobi
(c)MSA/XXVI /4680.11Barmadi Lane, Kizingo, Mombasa
(d)MN/1/213220.205th Avenue off Mahesh Doshi Road, Nyali, Mombasa
(e)498/10852.40Sawmill Area, Eldama Ravine
(f)Portion 5257 Malindi4.00Malindi Town next to Malindi Airport
(g)Eldoret/MUN/Block 15/175754.99Kipkaren Road behind Rivatex, Eldoret
(h)Embu Municipality/14940.17Embu Town next to Ministry of Mines andGeology
B. SUBSIDIARIES AND INVESTMENTS
1.Tourism Finance Corporation
S/No.Subsidiary/InvestmentSharesheldPercentageheld
(a)Bomas of Kenya Limited253,999100%
(b)Kabarnet Hotel Limited245,00098.2%
(c)Sunset Hotel Limited572,50095.4%
(d)Kenya Safari Lodges and Hotels Limited4,161,85582.5%
(e)Golf Hotel Limited241,73480%
(f)Mt. Elgon Lodge Limited67,28872.91%
(g)Kenya Hotel Properties Limited5,880.30733.83%
(h)Buffalo Springs Limited10,00041.66%
(i)International Hotels (K ) Limited1,725,77740.58%
(j)Mountain Lodges Limited305,07839.11%
(k)Maralal Safari Lodge Limited40,1009.5%
(l)The Ark Limited41,2005.64%
2.Tourism Finance Corporation investments under liquidation
S/No.Subsidiary/InvestmentSharesheldPercentage held
(a)African Tours and Hotels Preference Shares (262,972 ordinary shares and 1,455 preference shares)264,42752.29 %
3.Industrial and Commercial under liquidation
S/No.Subsidiary/InvestmentSharesheldPercentageheld
(a)Development Bank of Kenya Limited46,51,75089.32%
(b)East African Coast Fisheries Limited511,52027.46%
(c)Eveready Batteries Kenya Limited36,583,57517.4%
(d)Focus Container Freight Station25,00025%
(e)Funguo Investments Limited10,773,92218.89%
(f)General Motors E .A. Limited345,00020%
(g)Global Supply Solutions Limited400,00100%
(h)Home and Hospitality ManufacturingCompany Limited111,43011%
(i)IDB Capital Limited17,375,0004.29%
(j)Kenatco Taxis Limited250,000100%
(k)Kenatco Transport Company Limited345,000100%
(l)Kenya National Trading Company Limited1,600,000100%
(m)KWA Holdings EA Limited44,555,03646.7%
(n)Mountain Region Poultry Farmers Limited160,00027.9%
(o)NJIMIA (K) Limited (Pref.)650,000100%
(p)Njoka Tanners Limited1,250,00033.16%
(q)Organic Growers and Packers EPZ Ord.674,44030.2%
(r)Sisibo Tea Factor Preferential Capital2,550,00028.25%
(s)Sky Foods Limited1,6048.4%
(t)South Nyanza Sugar Company Limited125,0000.69%
(u)Two Rivers Development502.5%
(v)Uchumi Supermarkets Limited7,288,4721.99%
(w)Agro-Chemical and Food Industries Limited-Pref.854,00028.17%
(x)Almasi Beverage Limited - Pref.369,011,27831.55%
(y)AON Minet Insurance Brokers Limited - Pref.309,14020%
(z)Centum Investments Company Limited152,847,89722.97%
4.Industrial and Commercial Development Corporation under liquidation
S/No.Subsidiary/InvestmentShares heldPercentage held
(a)Meatland Processing Limited227,68831.36%
(b)Organic Packers Growers Limited (Pref.)700,000100%
(c)Palm Health International Limited50,00023.07%
(d)Pan African Paper Mills Limited3,293,9255.55%
(e)Pan Vegetable Products Limited Ord.317,25030%
(f)Pan Vegetable Products Limited Pref.63,250100%
5.IDB Capital Limited
S/No.Subsidiary/InvestmentShares heldPercentage held
(a)Consolidated Bank of Kenya Limited1,040,0000.3%
(b)African Export-Import Bank (AfrExIm)120.025%
(c)Nzoia Sugar Company250,0000.92%
(d)South Nyanza Sugar Company Limited300,0000.3%
C. OTHER ASSETS
1.All office furniture, equipment and fittings of the Development Finance Institution
2.All plant, equipment and machinery of the Development Finance Institution
3.All motor vehicles of the Development Finance Institution
4.All computers, software and ERP application systems of the Development Finance Institution
5.All securities of the Development Finance Institution
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31 December 2022 this version
30 July 2021
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