Convening of General Meetings:

General meetings are normally convened by the Board of Directors pursuant, to the relevant provision of the company's articles, such as Table A, Article 49.

a)      Table A, Article 49 empowers any director or any two members of the company to convene an extraordinary general meeting if at any time there are not within Kenya sufficient directors capable of acting to form a quorum. Such a meeting is to be convened in the same manner as nearly as possible as that in which meetings may be convened by the directors.

b)      S.132(3) empowers members holding not less than one-tenth of the paid-up capital of a company, or representing not less than one-tenth of the total voting rights of all the members, to convene an extra-ordinary general meeting of the company if the directors have failed to do so despite their requisition .

c)      S.134(b) empowers two or more members holding not less than one-tenth of the issued share capital, not fewer than five per cent in number of the members of the company, to call a meeting of the company if the articles do not provide otherwise.

The company secretary or other officer of the company has no power to call a general meeting: Re: State of Wyoming Syndicate (89).  However, the directors may ratify the unauthorized act.