Copyright 2019 - Integrity, Competence and Efficiency

YOUR GROWTH SPECIALISTS IN CORPORATE GOVERNANCE & CORPORATE SECRETARIAL SERVICES

About Us

  • Lexserve Registrars, is a corporate governance and corporate secretarial firm affiliated to Muma & Kanjama Advocates, (please insert the link to MK Advocates) a full service law firm which has been in operation for over ten years.

  • The firm has presence in Nairobi and Kisumu.

  • We are driven and motivated by three core values; Integrity, Competence and Efficiency. This demands a thorough understanding of the business environment, an appreciation of the key issues faced by particular industries, and a creative approach to problem solving.

  • We believe that client satisfaction is a reference and testimony of the quality of service we provide.

  • Our drive and dedication towards excellence in clients’ service are effected via “one stop” solutions.

  • We are a professional firm and are relentless in working hard to maintain our client’s trust.

ESTABLISHED IN 2015
OUR BRAND PROMISE:
Through continuously endeavoring for superior levels of service excellence, and by working closely together, we believe that long-term success is generated for our clients.

 

OUR VISION

To be the pre-eminent Brand for Ethical, Value-Building and Consumer-Driven Corporate Governance and Corporate Secretarial Services in Kenya, East Africa and Beyond.

OUR MISSION

By innovation and demanding quality control, to consistently provide professional, speedy, strategic and trusted services to our clients.

OUR OBJECTIVES

  • To earn trust, respect and loyalty of our clients.

  • To put the client’s interest first.

  • Meeting our client’s needs promptly, precisely and competently.

  • Handling clients’ needs with honesty, integrity and diligence.

  • To maintain superior skill and expertise.

 

We take pride in our team.

 

Managing your corporate can be heavy labor...... so our crew of seasoned legal and corporate gurus is accessible FOR YOU. Our team will assist you meet all your regulatory responsibilities and compliance requirements – and rise to any corporate challenge.

 

Charles KanjamaName: Charles Kanjama

Position: Manager

Email:

Years of Practice: Twelve (12) Years

Key Experience: Tax & Corporate Governance Consultancy, Corporate Secretarial Practice, Legal and Governance Audits, Human Resource Consulting, I.P & ICT Law and Practice, General Litigation Support, Arbitration & Mediation Services.

Professional Memberships

  • Institute of Certified Secretaries of Kenya;

  • Law Society of Kenya (LSK)- Member and Chairperson of the LSK Nairobi Branch;

  • Chartered Institute of Arbitrators;

  • Institute of Certified Public Accountants of Kenya;

  • Institute for the Management of Information Systems (IMIS);

  • East Africa Law Society; and

  • Kenya Christian Professionals Forum

 

EXPERIENCE

  • Charles has an experience spanning more than 10 years in offering advisory services and corporate secretarial services.

  • He is the founder of Lexserve Registrars and the Managing Partner at Muma & Kanjama Advocates.

  • He is a life member of the Institute of Certified Secretaries.

  • He is a member and/or Certified Secretary in various boards including professional organizations, trusts, private and regulated companies, civil society organizations and educational institutions.

  • He has conducted Legal Governance Audits and Transactional Due Diligence Investigations for several Private and Public Companies, State Corporations and Chain Stores.

  • He has provided project structuring and legal advisory to various professional bodies and other commercial buildings and developments.

 

Name: Loice Bright Erambo

Position: Associate

Key Experience: Governance & Legal Audits, Corporate Secretarial Practice, Commercial Law, Conveyancing and Banking Law.

Professional Memberships

  • Law Society of Kenya (LSK); and

  • East African Law Society.

 

  • Loice is a Certified Secretary.

  • Loice has conducted several legal compliance audits on State Corporations and other private entities comprising companies and trusts.

  • Has undertaken corporate restructures including effecting share transfers, appointment and removal of directors, transfer of company assets, effecting the appointment and removal of partners, change of trustees in a trust.

  • Has investigated and prepared due diligence reports on behalf of clients to inform several corporate deals.

  • Has been involved in project management of several high level projects for state corporations and other entities.

  • Has undertaken the registration and/or incorporation of various business entities including companies, trusts, societies and Non-Governmental Organizations on behalf of Clients.

  • Was involved in the review of the Movable Property Security Rights Bill which was eventually enacted into law.

 

Name: Oscar M. Kariuki

Position: Associate

Key Experience: Commercial Law, Governance & Legal Audits, Corporate Secretarial Practice, Real Estate, ICT & Intellectual Property Law, Banking and Finance Law, Immigration and Capital Markets.

  • Oscar is a diligent professional who has successfully undertaken registration and restructuring a number of corporate entities including companies, trusts, societies and Non-Governmental Organizations on behalf of Clients. His wealth of experience in this area of law is embellished by his commitment to delivering client service excellence and a reputation for ensuring complete customer satisfaction.

  • He also assists business organizations in managing risk through advisory services on regulatory compliance, corporate governance and best practices and has been involved in undertaking legal audits on a number of business organizations.

  • He is well versed with preparation of applications seeking approvals from government agencies especially those within the purview of the Capital Markets Authority where he was previously engaged in the licensing and approvals department of the Market Operations Directorate.

  • He has successfully undertaken and continues to advise individuals and business organizations on various legal issues relating to ICT and Intellectual Property across all field including service level agreements and registration and renewal of trademarks, patents, copyright, industrial designs and utility modes.

  • Oscar advises and assists individuals, companies, institutions in processing the requisite immigration documents such as work permits or special passes for foreign nationals.

Name: Christine Wangeci

Position: Associate

Key Experience: Corporate Secretarial Practice, Commercial Law & Conveyancing

  • An efficient and competent certified secretary with a good eye for detail. She has experience in multiple company secretarial functions such as; Compliance with standard legal practice including handling of statutory meetings and maintaining statutory books.

  • She has developed competence in ensuring companies comply with corporate governance and has a deep knowledge in corporate regulatory and company rules necessary to assist corporate in developing and implementing Corporate Governance Policies and Procedures.

  • She is also experienced in registration and incorporation of new business entities (both for profit and non-profit) such as Private Limited Companies, Partnerships, Trusts, Cooperative Societies, as well as effecting of any necessary structural changes in the businesses.

Name: Glory K. Kinyua

Position: Associate

Key Experience: Corporate Secretarial Practice, Commercial Law, Conveyancing & Mediation

  • Glory is a Certified Secretary

  • She has an in-depth knowledge of the Kenyan regulatory framework and wide-ranging experience in Corporate Secretarial Services

  • Has been involved in the corporate restructuring and share re-organization for a number of Companies

  • Has undertaken legal due diligence on different business organizations.

  • Has successfully undertaken registration of various business entities including companies, trusts, NGOs and partnerships on behalf of clients.

  • Has continued to assist a number of companies and organizations in annual compliance and statutory maintenance.

CORPORATE SECRETARY

Companies and other organizations operate in progressively interconnected and competitively dynamic environments. This makes markets less predictable and requires adaptable decision-making in response to rapid market developments. Then the role of corporate secretaries in organizing meetings in response to such situations becomes intrinsic.

The corporate secretary offers appropriate knowledge and possesses highly valued judgement which steer the organization to the right direction. Duties and responsibilities of corporate secretary for companies and other organizations extend to those required by Companies Act 2015, Constitution, and any other relevant legislation or regulation applicable to the company/Organization respectively.

LEXSERVE REGISTRARS provides a complete range of corporate secretarial services for all types of companies and other organizations.

Please Contact Us for further information regarding our Corporate Secretarial Services

CORPORATE GOVERNANCE

Corporate governance defines a framework of rights, responsibilities, procedures and relationships amongst the various stakeholders of an organization, including its directors, managers, shareholders and regulators.

Corporate governance adds value to clients, and larges opportunities for the institution to manage its investment and lessen its reputational risks. Improving corporate governance in any company/organization contributes more broadly to promote sustainability of the company/organization.

 

LEXSERVE REGISTRARS comes in to offer the client-tailored expertise to address corporate governance issues within companies/organizations.

Please Contact Us for further information regarding Corporate Governance.

 

Specialist knowledge and proficiency, driving sustainable growth for your business

 

SERVICES WE OFFER

Corporate Governance

Corporate Governance defines a framework of rights, responsibilities, procedures and relationships amongst various stakeholders of an organization/company, including its directors, managers, shareholders and regulators. We:

  1. Ensure the organization/company adheres to best practices and codes of governance and oversee the management of corporate governance structures;

  2. Research and implement, manage and maintain best corporate governance practices and ensure they remain current;

  3. Update the Board and organization/company on developments in the corporate governance sphere;

  4. Report on gaps on governance and where necessary make recommendation for corrective action;

  5. Review Board and Committee terms of reference;

  6. Prepare governance and compliance reports;

  7. Declaration of Directors’ interests in contracts and list of directorships; and

  8. Prepare resolutions to accurately reflect the authority required in terms of the law, the nature of the transaction and governance process; distribute and implement.

 

Directors' guidance 

It refers to assistance to directors of organization/company in understanding their duties. We pay attention to the following:

  1. Manage induction training for non-executive Directors, both individually and collectively, providing guidance on their duties, responsibilities and powers;

  2. Ensuring that the Directors are aware of all laws and legislation relevant to the organization/company and reporting at meetings where these laws have not been complied with;

  3. Provision of guidance to the Board on technical applications as per the Companies Act No. 17 of 2015 (including amendments thereto) and Articles of Association;

  4. Advise on the relevant corporate statutory returns that are required to be filed at the Registrar of Companies and submit these on a timely basis to ensure compliance;

  5. Report to the Board any failure on the part of the organization/company or a Director to comply with the company’s Charter or the Companies Act where applicable; and

  6. Provide a central source of guidance and advice to the organization/company and the Board on matters of ethics and good governance Management of Board and good governance.

Management of Board and Committees 

For a Board of Directors to run efficiently, members ought to understand their individual responsibilities. Committees are the answer. To this end, we offer the following:

  1. Draw up meeting dates for Board, Committees and statutory meetings;

  2. Convening meetings includes finding dates convenient for the Directors, booking venues, providing assistance with logistics such as travel and accommodation;

  3. Prepare notices and agendas in accordance with annual workplan and attendance registers;

  4. Collate Board, Board Committee and statutory committee packs and distribute;

  5. Attend and accurately minute meetings and distribute minutes;

  6. Ensure compliance with meeting protocol, that Board and Committee procedures are followed, that all applicable rules and regulations are complied with;

  7. Follow up and report on items requiring action; and

  8. Review of legal agreements on behalf of the companies.

Board and Committee assessment and evaluation process.

Assessment and evaluation usually examines roles and responsibilities of Board and the particular committees and determines how effectively these are fulfilled. We:

  1. Establish a schedule for annual reviews of the Board of Directors and relevant Committees and determine with the Chairman of the Board an appropriate level of assessment and evaluation;

  2. Engage with Internal Audit function to design and perform relevant reviews;

  3. Distribute questionnaires, collate results and distribute to relevant chairmen; and

  4.  Update questionnaire, as and when necessary.

 

Statutory records.

The Companies Act requires all companies to maintain up to date statutory records which comprise of the register of members and directors, minute book, share certificate book, company seal (if any), secretarial file — containing the Certificate of Incorporation, a stamped copy of the Memorandum and Articles of Association, copies of all incorporation returns filed with the Registrar of Companies and all returns filed with the Registrar of Companies. We:

    1. Maintain accurate and up-to-date statutory records for companies;

    2. Prepare and file necessary statutory returns including annual returns;

    3. Ensure safekeeping of statutory records, including attendance records, declaration of interests, Board Charter, Committee terms of reference, minute books;

    4. Manage process and retention of documents;

    5. Make available a place where the statutory books and Company Seal can be held;

    6. Assist external auditors of the companies with statutory information as and when required for audit purposes;

    7. Certify in the company’s annual financial statements that the company has filed the required returns and notices in terms of the Companies Act and that such returns and notices are true, correct and up to date; and

    8. Ensure that a copy of the annual financial statements is sent to every person entitled to receive it.

General meetings (including Annual General Meetings)

Companies (Public& Private) and other Organizations hold different meetings. To this end we carry out the following:

  1. Advise the Board on due dates for holding Annual General Meetings;

  2. Prepare the notice of Annual General Meeting (or any other general meetings, including Extraordinary General Meetings); and

  3. Attend and minute the Annual General Meeting (or any other general meetings, including Extraordinary General Meetings)

Incorporation of a company/other organizations

  1. Reservation of name and change of name;

  2. Preparation and registration of memarts (Articles of Association and Memorandum of Association);

  3. Amendments of memarts;

  4. Paying of stamp duty;

  5. Preparation of list of directors and secretaries;

  6. Preparation and registration of list of shareholders;

  7. Preparation of notification of change of registered office;

  8. Conversion of entities e.g public to private company; and

  9. Domesticating foreign companies.

 

Advisory services

Our expert team have proved track record in corporate governance and secretarial advisory services.

We pay attention
We understand
We convey

 

CONTACT US AT ANY OF OUR OFFICES

 

I & M Bank House, 4th Floor

2nd Ngong Avenue

P.O Box 528-00100, Nairobi-Kenya

Tel:+254-20-2716548

 

Reinsurance Plaza, 5th Floor

P.O. Box 2015-40100

Kisumu-Kenya

Tel:+254(0) 572 021 121

 

 

 

 

 

 

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Contact Details


Nairobi Office

I&M Bank House, 4th Floor, 2nd Ng’ong Avenue
P.O. Box 528 - 00100 Nairobi, Kenya
Wireless: +254 20 2716548, +254 20 2716549
Email: This email address is being protected from spambots. You need JavaScript enabled to view it.

Kisumu Office

Reinsurance Plaza, 5th floor
P. O. Box 2015-40100 Kisumu, Kenya
Tel: +254 (0) 572 021 121 | 0702 637 900

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