Capita Registrars

26/08/2025

🔹 Board Governance Guidelines

Strong boards drive sustainable companies. Here’s what every Director and Board should focus on:

✅ Leadership & Integrity
Boards must act with integrity, align decisions with company values, and protect long-term prosperity.

✅ Good Governance Principles

Responsibility – take ownership of strategy and assets

Accountability – justify decisions to shareholders & stakeholders

Fairness – balance interests equitably

Transparency – share information clearly

✅ Fiduciary Duties of Directors
Directors serve the Company—not nominating authorities. Key duties include:

Acting within powers

Promoting success with a long-term view

Exercising independent judgment

Applying skill, care & diligence

Avoiding conflicts of interest

Declaring all interests transparently

✅ Qualities of Effective Directors
Conscience. Inclusivity. Competence. Commitment. Courage.

✅ Board Composition & Independence

At least ⅗ Non-Executive Directors

At least ⅓ Independent Directors

Chairperson ≠ CEO

Diversity in skills, gender & background

✅ Oversight & Compliance
Boards must oversee risk, strategy, and governance, conduct annual governance audits (ICPSK accredited), and ensure compliance with all laws and codes.

🔹 Strong board governance = sustainable growth, trust, and accountability.

Board Governance Guidelines

11/08/2025

Why you should conduct a Governance Review in Kenya

https://capitaregistrars.co.ke/corporate-governance-reviews-in-kenya/

14/07/2025

06/05/2025

Towards becoming an compliant entrepreneur.

Here is what you need to know

17/03/2025

Capita Registrars can assist you with the legalization of several documents including but not limited to the following:

Academic certificates

Birth and Death certificate

Marriage certificates

Passport photocopies

Power of attorney

Business incorporation certificate

Invoices

Police Clearance certificates

https://capitaregistrars.co.ke/legalization-of-documents-services-in-kenya/

We are a corporate services provider based in Nairobi, Kenya. We combine passion and experience to deliver excellent services.

14/03/2025

Do you want to change the shareholders/directors of your company? Whether you are appointing a new director or exiting old directors. We can help. https://capitaregistrars.co.ke/change-of-board-directors.../

01/12/2024

🌍 Planning to Move to Kenya or Start a Business Here?

Immigration processes can be complex, but we make them simple. At Silvana & Associates, we offer:

✅ Work Permits
✅ Dependant Passes
✅ Citizenship Applications
✅ Compliance with Kenyan immigration laws

Whether you’re relocating, expanding your business, or need guidance, we’re here to help you every step of the way.

📩 Send us a message today and let’s make your transition seamless!

26/07/2024

Role of Company Secretary Series Part One

What is the role of a company secretary before, during, and after a meeting? A successful meeting starts with thorough preparation.

I avoid working with clients who contact me just a few days before an AGM. Proper preparation should begin at least 30 days in advance (including a statutory 21-day notice for an AGM and 28 days for a meeting requiring a Special Notice). This post is written from a practical view.

Here's the role of a Company Secretary before a meeting:
1. Review the agenda from the previous year's meeting.
2. Review the minutes of the last Annual General Meeting to check for any outstanding matters.
3. Discuss internally with the CEO, Chairman, and Auditors to avoid any surprises, such as expired terms. Discuss director rotation and identify any vacancies, which will help in drafting the agenda.
4. Anticipate potential issues. Long, disruptive meetings often result from a lack of strategy. Help the Chairman anticipate questions, especially those related to financial statements. Ensure auditors clarify any unclear items. The Chairman must fully understand the financial statements. Good planning is crucial. Do NOT wing a meeting.

5. Prepare a Notice and Agenda for the meeting. You can download other company reports on the NSE Website and use them to draft a Notice and Agenda. Discuss with your Chairman every item and if possible do notes on each item.

6. Chairman's brief. Write a Chairman's brief explaining the meeting flow. Although most Chairs will deviate from it, the notes form a great way to conduct the meeting.

If I have left anything out, please feel free to add on to the comments.

Call now to connect with business.

25/01/2024

How do you resign from a company as a director? Contact us on [email protected] or on Whatsapp 0727 789616

https://capitaregistrars.co.ke/appointment-resignation-and-removal-of-a-director-of-a-company-in-kenya/