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{
    "id": 740502,
    "url": "https://info.mzalendo.com/api/v0.1/hansard/entries/740502/?format=api",
    "text_counter": 96,
    "type": "speech",
    "speaker_name": "Hon. A.B. Duale",
    "speaker_title": "",
    "speaker": {
        "id": 15,
        "legal_name": "Aden Bare Duale",
        "slug": "aden-duale"
    },
    "content": "Clause 25 of the Bill proposes to amend Section 392(2) of the Act. This is to provide that the variation of the rights attached to any class of shares held by an investor in a company with share capital can only be implemented, if the holders of the shares of that class give consent to the variation being done. Therefore, a board of directors cannot do a variation in terms of the shareholding without prior consultation with the shareholders themselves. All these amendments are to align the new Act that we passed in 2015 to a very good corporate governance system that will ultimately make the ease of doing business in our country more efficiently. Clause 39 of the Bill proposes to amend Section 626 of the Act. This is to refer to companies within the East African Community and to include a company and its subsidiaries that carries on cooperative society activities, microfinance activities, trade insurance market, banking in relation to companies excluded from the small companies regime. This amendment just wants to open the field for the medium and small size companies to do business and to have subsidiaries within the framework of the EAC. Clauses 52, 53, 54 and 55 of the Bill propose to amend Sections 974, 975(4), 975(5), 978 and the Sixth Schedule of the Act, respectively, by just deleting the words “certificate of registration” wherever they appear in those sections. So it is more of a clean-up. Clause 42 of the Bill proposes to amend Section 705 of the Act to provide that a company’s annual returns shall be signed by either the director or the secretary of the company to ensure transparency. This is a very important amendment. The Companies Act we passed in 2015 was a landmark piece of legislation. The House makes the shoes, but those who use it, implement, foresee it and go through the operationalisation of the Act have realised that some sections need to be amended so that the shoes and the suit can fit well. With those many remarks, I ask Hon. (Dr.) Pukose, one of the very few surgeons in this House, to second."
}