Uplands Bacon Factory Act

LAWS OF KENYA
THE UPLANDS BACON FACTORY ACT
CAP. 362
Revised and published by the National Council for Law Reporting
with the authority of the Attorney-General as gazetted by the Government Printer
www.kenyalaw.org

Kenya
Uplands Bacon Factory Act
Cap. 362
Legislation as at 31 December 2022
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• NC: Only noncommercial uses of the work are permitted.
• SA: Adaptations must be shared under the same terms.
Share widely and freely.

Uplands Bacon Factory Act (Cap. 362)
Contents
1. Short title ........................................................................................................................................................................................................... 1
2. Interpretation .................................................................................................................................................................................................... 1
3. Incorporation of company ............................................................................................................................................................................ 1
4. Agreements regarding voting at general meeting not enforceable ............................................................................................. 1
5. Application of Companies Act .................................................................................................................................................................... 2
6.

................................................................................................................................................. 2
6.

Vesting of assets in company ..................................................................................................................................................................... 2
7. Assumption of liabilities by company ..................................................................................................................................................... 2
8. Voting by Pig Industry Board ..................................................................................................................................................................... 2

.................................................................................................................................................... 2

Uplands Bacon Factory Act (Cap. 362) Kenya
UPLANDS BACON FACTORY ACT
CAP. 362
Assented to on 16 May 1945
Commenced on 1 July 1946
[Amended by Kenya (Amendment of Laws) (Written Laws)
Order, 1963 (Legal Notice 2 of 1964) on 12 December 1963]
[Amended by Kenya (Amendment of Laws) (Miscellaneous Amendments)
(No. 6) Order, 1964 (Legal Notice 365 of 1964) on 12 December 1963]
[Amended by Companies and Insolvency Legislation (Consequential
Amendments) Act, 2015 (Act No. 19 of 2015) on 3 July 2017]
[Revised by 24th Annual Supplement (Legal Notice 221 of 2023) on 31 December 2022]
An Act of Parliament to provide for the constitution of the Uplands Bacon Factory (Kenya) Limited
1. Short title
This Act may be cited as the Uplands Bacon Factory Act. 2. Interpretation
In this Act, except where the context otherwise requires—
"company" means the Uplands Bacon Factory (Kenya) Limited, created by section 3;
"factory" means the Uplands Bacon Factory;
"Pig Industry Board" means the Pig Industry Board established by section 3 of the Pig Industry Act
(Repealed). 3.

ry" means the Uplands Bacon Factory;
"Pig Industry Board" means the Pig Industry Board established by section 3 of the Pig Industry Act
(Repealed). 3.

Incorporation of company
(1) Upon the commencement of this Act, there shall come into existence and thenceforth exist as a
public company limited by shares incorporated under the Companies Act (Cap. 486) a company
having as its name the Uplands Bacon Factory (Kenya) Limited. (2) Notwithstanding anything contained in the Companies Act (Cap. 486), the company shall have
as its memorandum and articles of association such memorandum and articles of association as
may, from time to time, be approved by the Cabinet Secretary, and the memorandum and articles of
association may, notwithstanding anything to the contrary in the Companies Act, be modified from
time to time by special resolution of the company in such manner and to such extent as the Cabinet
Secretary may then approve. (3) Deleted by Act No. 19 of 2015, s. 29. (4) Notwithstanding anything to the contrary in the Stamp Duty Act (Cap. 480), no stamp duty shall be
payable in respect of the original or any increased capital of the company. [L.N. 365/1964, Act No. 19 of 2015, s. 29.]
4.

80), no stamp duty shall be
payable in respect of the original or any increased capital of the company. [L.N. 365/1964, Act No. 19 of 2015, s. 29.]
4.

Agreements regarding voting at general meeting not enforceable
No person shall be entitled to enforce against a shareholder in the company an agreement by that
shareholder to vote at a general meeting of the company as any person may direct, notwithstanding any
rule of law or equity to the contrary. 1

by that
shareholder to vote at a general meeting of the company as any person may direct, notwithstanding any
rule of law or equity to the contrary. 1

Uplands Bacon Factory Act (Cap. 362) Kenya
5. Application of Companies Act
Save as herein otherwise provided, the company shall be subject to all the provisions of the Companies Act
(Cap. 486). 6. Vesting of assets in company
Upon the commencement of this Act, all the undertaking, business, goodwill, assets, property real and
personal, effects, choses in action, claims, demands, rights and privileges then belonging to the factory
or used for the purposes thereof shall be and are hereby vested in the company and shall and may be
held, possessed, enjoyed, used, exercised, executed and enforced by the company in the same manner
and to the same extent as they could or might have been by the board of management of the factory if
this Act had not been passed, notwithstanding that any of the property, effects, choses in action, claims,
demands, rights or privileges were by virtue of any law or agreement or otherwise non-assignable or non-
transferable without the consent of any person or at all. 7.

or privileges were by virtue of any law or agreement or otherwise non-assignable or non-
transferable without the consent of any person or at all. 7.

Assumption of liabilities by company
Upon the commencement of this Act the company shall forthwith become and be liable for all the
liabilities and obligations of the board of management of the factory, and any person who at that date
had any charge, chose in action, claim, demand or right whatsoever against the board of management of
the factory or any of the property appertaining to the factory shall be entitled to enforce it against the
company and that property in the same manner and to the same extent as that person could or might
have enforced it against the board of management of the factory and that property if this Act had not been
passed. 8. Voting by Pig Industry Board
(1) The Pig Industry Board or its duly appointed representative shall be entitled to vote at any general
meeting of the company in respect of any shares held by the Pig Industry Board in its own right.

presentative shall be entitled to vote at any general
meeting of the company in respect of any shares held by the Pig Industry Board in its own right.

(2) Any resolution passed by the Pig Industry Board while holding in its own right all the ordinary
shares of the company in respect of any matter touching the affairs of the company on which
no other shareholder has for the time being any right to vote shall, notwithstanding anything to
the contrary in the Companies Act (Cap. 486) or the articles of association of the company, be as
valid and effectual for all purposes as if it was a special extraordinary or ordinary resolution of the
company (as the case may require) duly passed at a general meeting of the company duly convened
and held. 2