publicbenefitsorganisation no 18 of 2013

8/13/2019 PublicBenefitsOrganisation No 18 of 2013

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SPECIAL ISSUEKenya Gazette Supplement No. 30 Acts No. 18)

REPUBLIC OF KENYA

K ENY G ZETTE SUPPLEMENTACTS 2013

NAIROBI, 25th January, 2013

CONTENT

ActP G E

The Public Benefits Organizations Act, 2013 421

NAPONAL COUNCIL FOR LAW REPORTtf4RE EIVED

18 MA.RP Box 1 : (J1(0%AIRO 3t,

27 1923 -A,k 694

PRINTED AND PUBLISHED BY THE GOVERNMENT PRINTER, NAIROBI


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421:

THE PUBLIC BEN EFIT ORGANIZATIONS AC T, 2013No. 18 of 2013

Date of Assent. 14th January 2013Commencement Date: By Notice

ARRANGEM ENT OF SECTIONSSectionPART IPRELIMINARY

1Sho rt title and comm encement.2Interpretation.3O bjects and purposes of the A ct.4Government s responsibility to public benefit organizations.5Meaning of public benefit organization.

PART IIREGISTRATION OF PUBLIC BENEFITORGANIZATIONS

6R egistration.7Bestowing of public benefit organization status.8R equirements for registration.9Consideration for registration.10 Certificate of registration.11International organizations.12P resumption of registration.13 Effect of registration.14Service of official notices, letters, sum mo ns or legal process.15R egister of public benefit organizations.16R efusal of registration.17R eview by the Au thority or appeal to the Tribunal.18Procedure for suspension or cancellation.19 Suspension or cancellation of certificate.PART III SELF REGU LATION, ADMINISTRATIVE AND

REPORTING OBLIGATIONS20F reedom of association.


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422No. 18 he P ublic Benefit Organizations 01321Establishment of the Federation,etc.22A ppointment to statutory bodies.23O rganizations m ay join self-regulation.24 Self regulation forums to develop and m aintain codes of conduct.25 Organ izational integrity and internal self-regulation.26Voluntary service on governing body.27 Ethical principles and aspirations.28P romotion o f self-regulation.29Fiscal transparency.30Accounts and reports.31A nnual report.32Duty to provide information.33 P rotection from person al liability.

PART IV ESTABLISHMEN T, POWER S AND FUNCTIONS OFTHE AUTHORITY

34Establishment of the Authority.35C omposition o f the Board of the Authority.36Qualifications of members of the Board.37T erm of o ffice.38--Oath of office.39Vacancy.40Removal from office.41F illing of vacancy.42F unctions of the Authority.43P owers of the Board.4/1 Conduct of business and affairs of the Board.45Director.46Staff of the Authority.47D elegation by the B oard.48Protection from personal liability.49Comm on seal.PART VTHE PUBLIC BENEFIT ORGANIZATIONS TRIBUNAL50Establishment of the Tribunal.


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4232013 The Public Beneit Organizations No 185 Jurisdictionof the Tribunal.52 Powers of the Tribunal.53 Disobedience of summons to give evidence etc.54 Enforcement of orders for damages and costs.55 Rules of the Tribunal.

PART VI FINANCIAL PROVISION S56 Funds of the Authority.57 Financial year.58 Annual estimates.59 Accounts and audit.60 Investment of funds.

PART VII MISCELLANE OUS PROVISION S61 Voluntary deregistration dissolution or winding-up.62Safety of assets on deregistration.63 General power to institute inquiries.6 Offences and penalty.65 Income and economic activity66 Public policy and political activities67 Involvement by Government.68 Entry Permits69 Regulations.70 Repeal of No. 19 of 1990.71Transition.

FIRST SCHED ULE PRIN CIPLES FOR E FFECTIVECOLLABORATION BETWEE N THE GOVE RNMEN T ANDPUBLIC BEN EFIT ORGAN IZATIO NSSECON D SCHE DULE BEN EFI TS OF REG ISTRATIO NTHIRD SCHED ULEPROCED URE FOR NO MINAT ING

MEMBERS OF THE BOA RD O F THE AUTHORITYFO URTH SCHE DULE PRO VISIO N S AS TO THE CON DUCTO F BUSIN ESS AN D A FFAIRS O F THE BO ARD O F THEAUTHORITY


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424No. 18 he Public Benefit Organizations 013FIFTH SCHEDULE TRANSITIONAL PROVISIONSSIXTH SCHEDULE DESCRIPTION OF AREAS FOR WHICHAN ORGANIZATION MAY BE REGISTERED


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4252013 he Public Benefit Organizations o. 18

THE PUBLIC BENEFIT ORGANIZATIONS ACT, 20132AN ACT of Parliament to provide for the establishment and

operation of public benefit organisations; to provide for theirregistration; to establish an administrative and regulatoryframework within which public benefit organisations canconduct their affairs and for connected purposes

PREAMBLERecognizing the important role that public benefit organizations play inserving the public good, supporting development, social cohesion andtolerance within society; promoting democracy, respect for the rule of law,and providing accountability mechanisms that can contribute to improvedgovernance;Conscious that government, business or public benefit organisations ontheir own, do not have the capability to meet all the challenges that societyfaces;Cognizant that the public benefit organizations are increasingly involvedin complementing the county and national government in all spheres ofpublic service delivery and of the primary role of Government of Kenya asthe duty bearer;Perceptive that the realization of Kenya's development goals depend onthe contribution of not only the public and private sectors, but publicbenefit organizations as well;Recognizing that public benefit organizations, comprises a majoreconomic sector that employs almost half as many people as the publicsector;Mindful that effective and efficient self-regulation is the basic foundationfor an effective working civil society sector and keen to ensure that publicbenefit organizations maintain high standards of governance, transparencyand accountability;Observant that the efforts to establish an enabling environment for publicbenefit organizations have been on-going and the current legislativeframework is in need of revision as it does not provide an adequateregulatory and institutional framework for public benefit organizations;Cognizant that laws permitting public benefit organizations to exist andoperate freely are indispensable to the full and meaningful implementationof the freedoms of association, expression, and peaceful assembly in the


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426No. 18 he Public Benefit Organizations 013Constitution, as well as increased development effectiveness throughbetter service delivery, and empowerment of Kenyans;BE IT ENACTED by the Parliament of Kenya, as follows

PART I PRELIMINARYShort title and 1. This Act may be cited as the Public Benefitscommencement. Organizations Act, 2013 and shall come into operation onsuch date as the Cabinet Secretary may, by notice in the

Gazette, appoint.Interpretation. 2. (1) In this Act, unless the context otherwise

requiresAuthority means the Public Benefit Organizations

Regulatory Authority established under section 34;authorized agent means a legal representative, who is

a Kenyan citizen, authorized to receive official summonses,notices and inquiries on behalf of an international non-governmental organization;

Board means the Board of the Authorityestablished under section 35;

Cabinet Secretary means the Cabinet Secretary forthe time being responsible for matters relating to planningand national development;

Federation means the National Federation of PublicBenefit Organizations established under section 21;

international non-governmental organization means anon-governmental organization with its original registrationbeing in a country other than Kenya and operating in Kenyaunder a certificate of registration issued under section 10 ofthis Act;

public benefit activity means an activity thatsupports or promotes public benefit by enhancing orpromoting the economic, environmental, social or culturaldevelopment or protecting the environment or lobbying oradvocating on issues of general public interest or the interestor well-being of the general public or a category ofindividuals or organizations;

register means the register kept by the Authoritypursuant to section 15; and

Tribunal means the Public Benefit OrganizationsDisputes Tribunal established under section 50.


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4272013 he Public Benefit Organizations o. 183. The objects and purposes of this Act are to

(a) encourage and support public benefitorganisations in their contribution tomeeting the diverse needs of thepeople of Kenya by(i) creating a conduciveenvironment for the growth of

the public benefitorganizations sector and forthe operations of the registeredpublic benefit organizations;

(ii) establishing an administrativeand regulatory frameworkwithin which public benefitorganisations can conducttheir affairs;

(iii) encouraging public benefitorganisations to maintain highstandards of governance,transparency andaccountability and to improvethose standards;

(iv) creating an environmentwithin which the public mayhave access to informationconcerning registered publicbenefit organisations; and

(v) promoting a spirit of co-operation and sharedresponsibility withingovernment and amongdonors and other interestedpersons in their dealings withpublic benefit organisations;

(b) give meaningful protection to theinternationally recognized freedomsof expression, association, andpeaceful assembly;

(c) promote the development of self-regulation among public benefitorganizations;(d) promote compliance by public benefit

Objects andpurposes of theAct.


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428No. 18 he Public Benefit Organizations 013

organisations with their legalobligations to exercise effectivecontrol and management over theadministration of their activities andfunding;

(e) facilitate a constructive and principledcollaboration between public benefitorganisations, the Government,business, donors and other actors inorder to advance public interest;provide registration procedures,which are transparent, and which willfacilitate establishment of publicbenefit organizations whilesafeguarding freedom of association;

(g) facilitate mechanisms for governmentcollaboration with public benefitorganizations, including funding ofpublic benefit organizations activitiesand involvement of public benefitorganizations in the implementationof government projects;

(h) facilitate the establishment andgrowth of public benefit organizationsin order to generally strengthen civilsociety, promote social welfare andimprove the conditions and quality oflife for the people of Kenya.

Government's 4. 1) Consistent with its obligation to respect theresponsibility to freedoms of association and assembly, it is the duty of thepublic benefit Government to provide an enabling environment for publicorganizations. benefit organizations to be established and to operate.

(2) Every State organ shall determine and co-ordinate the implementation of its policies and measures in amanner designed to promote, support and provide anenabling environment for public benefit organizations toperform their functions.

(3) The Government and all public benefitorganizations shall comply with the principles for effectivecollaboration set out in the First Schedule.

Meaning of 5.(1) In this Act, public benefit organization meanspublic benefit a voluntary membership or non-membership grouping of


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4292013 he P ublic Benefit Organizations o. 18individuals or organizations, which is autonomous, non- organization.partisan, non-profit mak ing and w hich is-

(a) organized and operated locally, nationallyor internationa lly;(b) engages in public benefit activities in anyof the Areas set out in the Sixth Schedu le;and(c) is registered as such b y the Au thority.

(2) For greater certainty, a public benefit organizationdoes not include-(a) a trade union within the meaning of theL abour R elations Act, 2007;(b) a public body established by or underany written law;(c) a political party within the mean ing ofthe Political Parties Act, 2007;(d)a religious organization which isprimarily devoted to religious teachingor worship;(e) a society within the meaning of theSocieties Act;(f) a co-operative society within theme aning of the Co -operative Societies.Act;(g)a Sacco society within the meaning ofthe Sacco Societies Act;(h) a micro-fmance institution within themeaning of the Micro-FinanceInstitutions Act;(i) a comm unity based organization w hoseobjective include the direct benefit ofits members.

PART IIREGISTRATION OF PUBLIC BENEFITORGANIZATIONS6. (1) A p ublic benefit organization shall be registered R egistration.under this Act for it to enjoy the benefits that accrue underthis Act.

(2) No organization that is registered under any other

No. 14 of 2007.

No. 10 of 2007.

Cap. 108.

Cap. 469.

No. 14 of 2008.

No. 19 of 2006.


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law in Kenya shall be registered under this Act while itsregistration under that other law subsists.

(3) Without prejudice to subsection (1), registration ofan organization under this Act supersedes any priorregistration of that organization under any other law inKenya.

(4) Where an organization is registered under this Actand under any other law, that organization shall be deemedregistered under this Act and that other registration shall bedeemed invalid.

(5) Organizations shall be deemed to be similar underthis section if the name, objects and the officials, takentogether, are similar whether wholly or partially.

Bestowing of 7. No organization shall purport to be a public benefitpublic benefit organization unless that organization is-organization (a) registered under this Act;status. (b) where registered under any other written lawin Kenya or not registered under any otherwritten law in Kenya, the Authority has

bestowed on that organization the status of apublic benefit organization.

Requirements 8. (1) An application for registration under this Actfor registration. shall be made to the Authority.

(2) An application for registration shall be accompaniedby

(a) a copy of the constitution or otherconstitutive document of the publicbenefit organization;

(b) names and addresses of the foundersof the public benefit organization;(c) the public benefit purposes for whichthe public benefit organization isorganized and operated and all of theprincipal activities that the public

benefit organization shall engage in;(d) the postal and physical address of theprincipal place of doing business of

the public benefit organization;


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4312013 The P ublic Benefit Organizations o. 18

(e) the prescribed fee; and(f) such other particulars or informationas may be required by the Authorityin order to assist the Authority todetermine whether or not theorganization meets the requirementsfor registration u nder this A ct.

(3) An international non-governmental organizationmay register as a public benefit organization by filing thefollowing do cumentation(a) an application form;(b) proof that it is a legal entity in ano thercountry;(c) the organization's address in Kenya;and(d) a written statement from arepresentative of the organization'sheadquarters with authority to providesuch statement stating

(i) the purposes of theinternational non-governmental organization;(ii) a general description of theactivities that the internationalnon-governmental

organization is planning tocarry out in Kenya; and(iii) the name, address and othercontact information of theauthorized agent.

(4) The constitution of a pub lic benefit organization thatintends to register shall(a) state

(i) the organization s nam e;(ii) the objectives of theorganization;(iii) that participation in andmembership of the publicbenefit organization shall be


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voluntary;(iv) that the organization's incomeand property are notdistributable to any person,except as reimbursement of

reasonable expenses orpayment of reasonablecompensation for servicesrendered;(b) mak e provision for the organization tobe a body corporate and have an

identity and existence distinct from itsmembers or governing body;(c) ensure that the members or governing

body have no rights in the property orother assets of the organization solelyby virtue of their being members orthe governing body;

(d) specify the organizational structuresand mechanisms for its governance;

(e) provide for a governing bodyconsisting of not less than fivepersons, three of whom shall not berelated to each other;

(f) in the case of international non-governmental organizations, specifythe authorized agent, being a Kenyancitizen, retained by the organization,upon whom official notices,summonses and other process may beserved;

(g) set out the rules for convening andconducting meetings, includingquorums required for and the minutesto be kept of those m eetings;

(h) determine the manner in whichdecisions are to be made;

(i) provide that the organization'sfinancial transactions shall beconducted by means of a bankingaccount;


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4332013 he Public Benefit Organizations

(j) determine the financial year of theorganization;(k) set out a procedure for changing the

constitution;(1) set out a procedure by which theorganization may be wound up or

dissolved; and(m) provide that, when the organization isbeing wound up or dissolved, any

asset remaining after all its liabilitieshave been met, shall be transferred toanother public benefit organizationhaving similar objectives, which shallbe identified through a resolution ofthe governing body of theorganization being wound up ordissolved otherwise, the Authorityshall make this decision.

(5) The constitution of a membership organization thatintends to register as a public benefit organization may makeprovision for matters relevant to conducting its affairs,including the following

(a) qualifications for and admission tomembership of the organization;

(b) circumstances in which a membershall no longer be entitled to thebenefits of membership;

(c) termination of membership;(d) appeals against loss of the benefits ofmembership or against termination ofmembership and specify theprocedure for those appeals anddetermine the body to which those

appeals may be made;(e) membership fees and other payments

by members;(f) provision that except for proven grossnegligence or criminal malfeasance,members or the governing body donot become liable for any of theobligations and liabilities of the

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organization solely by virtue of theirstatus as members or the governingbody of the organisation;

(g) appointment of the governing bodyand their respective functions;(h) procedure for nominating, electing orappointing the governing body and

their powers and functions;(i) circumstances and manner in whichmembers of the governing body maybe removed from office and provide

for appeals against such removal andspecify procedures for those appealsand determine a body to which thoseappeals can be made;

(j) provision that members of its,governing body are not personallyliable for any loss suffered by anyperson as a result of an act oromission which occurs in good faithwhile the office-bearer is performingfunctions for or on behalf of theorganization;

(k) mak ing of investments;(1) provisions for avoiding conflict of

interest and dealing with it where itarises;(m) the purposes for which the funds ofthe organization may be used; and(n) acquiring and controlling of assets.

(6) Subject to subsections (4) and (5), the governingbody of a public benefit organization shall adopt such by-laws or rules as may be necessary to enable it to perform itsfunctions and exercise its powers.

(7) The governing body of a public benefit organizationshall not delegate

(a) its duties to review and approve theassets, liabilities, income,expenditures, and programs of thepublic benefit organization for thepast year and the anticipated assets,


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4352013 he Pu blic Benefit Organizations o. 18

liabilities, income, expenditures andprograms for the upcom ing year;(b) the selection of its me mb ers;(c) the process by which its constitutionor other founding instrument can be

amended; or(d) decisions to deregister, dissolve, orwind-up the public benefitorganization.

(8) A public benefit organization shall notify theAuthority of any change in the particulars submitted undersubsection (2) or (3) within sixty days of occurren ce.9.(1) The Authority shall, within sixty days after Considerationreceiving an application un der this Act of application.

(a) consider the application and anyfurther information provided by theapplicant; and(b) if satisfied that the application meetsthe requirements of this Act, registerthe organization as a public benefitorganization.

(2) If, after considering an ap plication, the Au thority isnot satisfied that the application complies with therequirements for registration, the Authority shall forthwith,in writing, notify the applicant accordingly, giving reasonsfor the decision and inform ing the applicant of the duration,which shall be a period not exceeding thirty days from thedate of the notice, during which to comply with thoserequirements.

(3) The period within which compliance shall beeffected under subsection (2) may be extended by theAuthority upon good cause being shown by the applicant,but such extension shall only be granted once and shall befor a maximum period of twenty-one days.(4) If an applicant whb has received a notice in terms ofsubsection (2) complies with the requirements forregistration.w ithin the prescribed period, the Autho rity shall,within fourteen days of receipt of the requestedrequirements, register the public benefit organizationconcerned accordingly.


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436No. 18 The Public Benefit Organizations 013

(5) If an applicant who has received a notice in terms ofsubsection (2) fails to comply with the requirements set outin that notice, the Authority shall

(a) refuse to register the public benefitorganization concerned; and(b) notify the applicant in writing of therefusal and the reasons for the refusalwithin the number of days remainingin the original sixty day period for

making a decision.Certificate of 10.(1) Upon registering a public benefit organization,registration. the Authority shall issue a certificate of registration in the

prescribed form.(2) A certificate of registration shall be a conclusiveevidence of the authority to operate throughout Kenya as

specified in the constitution of the public benefitorganization or in the certificate of registration.(3) A registered public benefit organization shall byvirtue of such registration be a body corporate with

perpetual succession capable, in its name, of(a) suing and being sued;(b) taking, purchasing or otherwiseacquiring, holding, charging or

disposing of movable and immovableproperty;

(c) entering into contracts; and(d) doing or performing all such otherthings or acts necessary for properperformance of its functions under

this Act, which may lawfully be doneor performed by a body corporate.(4) A public benefit organization which has beenregistered retains its registration until

(a) its registration is cancelled under thisAct;(b) the organization is voluntarily

deregistered; or(c) the organization is wound-up or

dissolved.


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11. 1) An organization which is registered outside InternationalKenya and which intends to operate in Kenya shall apply to organizations.the Authority for a certificate to operate in Kenya.

(2) The Authority shall take any of the followingactions on an application made under subsection (1) (a) exempt the organization from registration,and instead grant that organization a permitto operate in Kenya, if that organizationdoes not intend to directly implement anyactivities or programmes in Kenya oroperate from Kenya to implement anyactivities or programmes in another

country;(b) require the organization to apply for

registration as an international organization,if that organization intends to directlyimplement any activities or programmes inKenya or operate from Kenya to implementany activities or programthes in anothercountry.

(3) The Authority shall not exempt an organizationfrom registration under subsection (2)(a) if that organizationintends to

(a) engage in direct implementation of any activityor program in Kenya or operate from Kenya toimplement any activities or programs inanother country;

(b) raise any subscriptions or engage in any otherform of raising of funds in Kenya.

(4) The Authority shall require an organization thatapplies for registration pursuant to subsection (2) (b) toundergo the same registration procedures, and satisfy suchapplication requirements, as may be provided for in theregulations.

(5) An organization registered pursuant to anapplication made under subsection (2)(b) shall be requiredby the Authority to (a) have at least one third of its directors who areKenyan citizens and who are resident in

Kenya; and(b) maintain an office in Kenya.


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(6) Regulations shall provide for the regulation oforganizations issued with a permit to operate in Kenya undersubsection (2) (a).

Presumption of 12. If, upon the expiry of sixty days from the date aregistration. public benefit organization made an application forregistration under section 9(1), no decision has been made

by the Authority, the public benefit organization may applyto the Tribunal for an order requiring the Authority to issueto it a certificate of registration or communicate to theorganization that the registration has been refused, togetherwith the reasons therefor.

Effect ofregistration.

13. 1) The certificate of registration issued by theAuthority shall be conclusive evidence that theorganization

(a) has met all the requirements forregistration;

(b) has been duly registered inaccordance with this Act unless it isproved that the registration thereofhas been cancelled;(c) is a body corporate.

14.Any official notices, letters, summons, or other legalprocess shall be considered validly served on a registeredpublic benefit organization if it is delivered in person or bymail to the authorized agent or to the address specifiedpursuan t to section 8 (2) (d) and (3) (d) of this Act.

15. (1) The Authority shall maintain a register of allregistered public benefit organizations and such registershall include the following information

(a) the area of the activities of theorganization;

(b) the registered officials for the timebeing in charge of the organization;(c) any information presented to theAuthority by the organization pursuantto this Act or regulations;(d) a detailed inventory of the assets of

the organization;(e) any other information that theAuthority may deem necessary to

Service ofofficial notices,letters,summons orlegal process.Register ofpublic benefitorganisations.


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include or as may be provided in theregulations.(2) The register kept under this section shall

(a) be open to public inspection duringordinary business hours; and(i) any person may request, inperson or by mail, a copy of

any entry in the register; and(ii) no more than a reasonablecharge may be made for a copyof an en try in the register;

(b) be made available through theinternet.

(3) Any person may, upon payment of the prescribedfee-(a) inspect the register or any documents

filed with the Authority;(b) require to be supplied with a certificate,duly certified by the Authority, showingthe subsisting entries in the registerrelating to any organization registered

under this Act; or(c) require to be supplied with a copy of, oran extract from, any document filed withthe Authority duly certified by the

Authority to be a true copy or extract, asthe case may be.

(4) Despite subsection (2), the Authority may refuse toissue a copy of a certificate of registration to an applicantunless that applicant satisfies such conditions as theAuthority may determine, including satisfying the Authorityas to the intention of the use of the copy.

(5) A copy of an entry requested under subsection (2) (a)(i), or a written decision explaining the reasons for thedenial of the request, shall be furnished to the personmaking the request within thirty days of request.

(6) Within fourteen days after the end of each quarter ofthe financial year, the Authority shall publish in the Gazetteand on a website which it shall maintain for the purpose ofpublication of information relating to its operations, the

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names of(a) all public benefit organizations that are

registered;(b) all public benefit organizations whose

registration were cancelled during thepreceding quarter of the financial year; and(c) all public benefit organizations whichderegistered voluntarily, were wound up ordissolved during the previous quarter of the

financial year.(7) A public benefit organization that has been

deregistered shall be removed from the register, but its entryin the register, including the decision on deregistration andthe reasons thereof, shall be retained and made available tothe public upon request.

(8) The register shall be received in proceedingsbefore any court or tribunal as evidence of the mattersrecorded therein which are required by or under this Act tobe so recorded.

(9) A document purporting to be certified by theDirector to be a true copy of an entry in the register statingthat a public benefit organization is not, or was notregistered on a date specified in the document, shall bereceived in proceedings before a court or tribunal as primafacie evidence of any such matters contained in the entry orof that fact, as the case may be.

Refusal of 16. (1) The Authority may refuse to register anyregistration. organization as a public benefit organization where, in its

opinion(a) the application for registration doesnot comply with the requirements ofthis Act;(b) the objectives of the proposed public

benefit organization contravenes anywritten law;

(c) the applicant organization hascommitted a serious violation orrepeated violation of this Act, otherlaws or regulations;

(d) the applicant has given false ormisleading information in any


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material particular;(e) the name of the proposed publicbenefit organization is similar to thename of another institution, otherorganization or entity as to be likelyto mislead the public as to its true

identity.(2) Where the Authority has refused registration of aproposed public benefit organization, it shall, withinfourteen days of the decision, notify the applicant of the

reasons for the refusal.17. (1) An applicant who is aggrieved by a decision of Review by thethe Authority may apply to the Authority for review of its Authority ordecision within thirty days of receiving a written notice of appeal to the

the decision. Tribunal.(2) An applicant who is aggrieved by a decision of the

Authority following review may appeal to the Tribunalagainst the decision.(3) Without prejudice to subsection (1), an applicant

who is aggrieved by a decision of the Authority may, withinthirty days of receiving a written notice of the decision,appeal to the Tribunal against the decision of the Authority.

(4) Upon receipt of an appeal, the Tribunal shall,within sixty days from the date of receiving the appeal,consider and determine the appeal.

18. (1) Where a public benefit organization registered Procedure forunder this Act is in violation of the provisions of this Act, suspension orthe Authority may serve on the organization a default notice cancellation.in writing specifying the nature of the default.

(2) Upon receipt of the default notice, the publicbenefit organization may make representations in writing tothe Authority regarding remedy or rectification of thedefault or violation of the Act.(3) Where the public benefit organization has failed toremedy or rectify the default or ensure compliance with the

provisions of this Act within the time specified in the defaultnotice or has not made representations satisfactory to theAuthority, the Authority shall fine, suspend or cancel thecertificate of registration of the organization but in no eventshall the time limit for compliance be less than fifteen daysafter receipt of the default notice.


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(4) A public benefit organization that has been fined orwhose certificate has been suspended or cancelled may,within sixty days of receiving notice of the decision, applyto the Authority for review of the decision to fine it, suspendor cancel the certificate if it is dissatisfied by the reasons forsuch fine, suspension or cancellation.

(5) Notwithstanding subsection (4), a public benefitorganization which is dissatisfied by the decision of theAuthority to fine it, suspend or cancel a certificate mayappeal to the Tribunal.

Suspension or 19. (1) Subject to section 17, the Authority may cancelcancellation of a certificate of registration issued under this Act, if certificate. (a) the public benefit organization has committed

violations of this Act;(b) the public benefit organization is carrying out

its activities in a manner which is contrary toits constitution.(2) The Authority may, subject to section 17, suspend

or cancel a certificate of registration issued under this Act ifthere is substantial and credible evidence that the publicbenefit organization has ceased to exist.

(3) Where the certificate of registration has beensuspended or cancelled the Authority shall

(a) in writing, notify the relevant public benefitorganization within twenty-one days from thedate of suspension or cancellation;

(b) order such public benefit organization to stopits operations; or(c) remove the name of such public benefit

organization from the register.(4) Cancellation of the certificate of registration

terminates all the public benefit organization benefits butdoes not terminate any obligations, including those withrespect to monies or assets obtained while the organizationwas a registered public benefit organization, nor does itterminate reporting requirements covering any such moniesor assets or any period of time during which it was aregistered public benefit organization.PART III- SELF-REGULATION, ADMINISTRATIVEAND REPORTING OBLIGATIONS


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4432013 he P ublic Benefit Organizations o. 18

20. (1) Every organization has the freedom to F reedom of(a) join in association with other organization or association.organizations as it may desire and toparticipate in forming a forum of publicbenefit organizations und er this Act;(b) join a forum of public benefit organizations;(c) exit a forum of pu blic benefit organizations.

(2) Every organization which is a m ember of a forum ofpublic benefit organizations has the right, subject to theconstitution of that forum, to (a) participate in its lawful activities;(b) participate in the election of itsofficials an d representatives.

21. (1) There is established a federation of registered Establishmentpublic benefit organizations to be known as the National of theF ederation of P ublic Benefits O rganizations, which shall be F ederation, etc.an u mbrella organization of all p ublic benefit organizationsregistered under this Act and the self-regulation forums ofpublic benefit organizations recognised by the A uthority.(2) Every registered organization shall be eligible formem bership of the Federation.(3) The Federation shall be a body corporate withperpetual succession capable in its name of-(a) suing and being sued;(b) taking, purchasing or otherwise acquiring, holding,charging or disposing of movable and immovableproperty;(c) entering into contracts; and(d) doing or performing all such other things or actsnecessary for proper performance of its functionsunder this Act, which may lawfully be done orperformed by a body corporate.

(4) The F ederation shall (a) be managed by a governing boardconsisting of not more than ninemembers;(b) have a secretariat under the supervisionof the chief executive officer of the


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Federation who shall also be thesecretary to the governing board of theFederation;

(c) subject to paragraphs (a) and (b), adoptits own structure, rules and proceduresfor the efficient administration of itsactivities.(5)The elections to an office in the governing board ofthe Federation shall be supervised by the Independent

Electoral and Boundaries Commission.(6) The rules on the conduct of the elections to anoffice in the governing board of the Federation shall ensurethat every member organization is able to vote in theelection and shall include the quorum required for the

purposes of the election.(7) The Cabinet Secretary shall have powers to ensure

the compliance with the rules and procedures of theFederation at all times including during its elections.(8) Notwithstanding anything contained in the rules ofthe Federation, a member of the governing board of theFederation shall hold office for five years but shall be

eligible for election for one more term.(9) The objectives and functions of the Federationshall be to

(a) provide leadership on matters of interestto the sector and for the promotion ofthe sector generally;(b) promote self-regulation by the forumsfor self-regulation of public benefitorganizations;

(c) co-ordinate the self-regulation forumsregistered under this Part;

(d) monitor the performance of the self-regulation forums and advise theAuthority in the monitoring andenforcement of compliance by theseforums and their respective publicbenefit organizations members with theprovisions of this Act, the regulationsand the general code of conduct and thecodes of conduct adopted by the self-


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4452013 The Public Benefit Organizations o. 18

regulation forums;(e) advise the Authority generally on thedevelopment of the public benefit

organizations sector;(f) facilitate the building of the capacity of

non-governmental organizations for theenhancement of the effectiveness ofthese organizations;

(g) render such advice to donors and theAuthority on any issue relating to thesector.(10) The Cabinet Secretary, the Authority and theFederation shall have regular consultations for the purposeof harmonising their policies and for the co-ordination ofthe sector.(11) The Tribunal shall have jurisdiction in respect of

disputes mentioned in subsection (12).(12) The disputes referred to in subsection to in

subsection (11) shall be disputes-(a) between any member of the Federation and

the Federation;(b) between the members of the Federation;(c) between the Federation and the Authority.

(13) The Tribunal shall also determine any appealsfrom-

(a) a decision of the Cabinet Secretary or theAuthority concerning the Federation;

(b) a decision of the Federation.22. Where, under any written law, the Federation is Appointment torequired to nominate or appoint a person to membership in statutoryany public body, such nomination or appointment shall be bodies, etc.

made by the governing body of the Federation and theFederation shall observe the following in the nomination orappointment-

(a) the provisions of the Constitution and anyother written law on leadership and integrity;


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(b) the principles of equality, equity and non-discrimination;

(c) consultations and public participation;(d) subject to section 35(1)(h) and (i), not tonominate or appoint members of the

Federation's governing body; and(e) the need to ensure appropriate expertise in

the respective appointments or nominationsand fair representation of the variousthematic areas of public benefit activities.

Organizations 23. (1) Each organization registered under this Act maymay join self- voluntarily join and maintain membership in a self-regulation regulation forum of registered public benefit organizations.

(2) Each forum shall enter into a recognition agreementwith the Authority upon proof to the satisfaction of theAuthority that the forum represents a significant number oforganizations registered by the Authority as prescribed bythe Cabinet Secretary.

Self-regulation 24. (1) Each forum of public benefit organizations shallforums to establish and maintain a code and standards by which itsdevelop and members shall be bound.maintain codesof conduct.

Organizationalintegrity andinternal self-regulation.

(2) The forums of public benefit organizations may, forpurposes of enhancing self-regulation, organise themselvesin such federation of forums as may be expedient for thatpurpose.

(3) The forums shall ensure that each code of conductadopted by them is consistent with the national and foreignpolicies and the laws of Kenya, and that such code ofconduct contain, as a minimum, the provisions of thegeneral conduct of conduct.25. 1) The governing body of a public benefitorganization shall be distinct and separate from theadministrative and day-to-day management body of theorganization.

(2) The principles of transparency and accountabilityshall be applied to all the affairs and activities of a publicbenefit organization, whether with the Government, thetarget population or beneficiaries, donors, other publicbenefit organizations or other stakeholders.


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(3) The governing body of a public benefitorganization shall establish clear and unambiguousguidelines relating to conduct and operations of theorganization, including guidelines to ensure that the personalinterests of its members, the staff and volunteers do notconflict with those of the organization or influence, or affectthe performance of their duties.

(4) A public benefit organization shall not discriminateagainst any person but in no event shall a public benefitorganization created to assist targeted populations, where thetarget is determined in line with social justice values, berequired to assist people of other populations.

(5) The activities of a public benefit organization shall,upon request, be open and accessible to scrutiny by itsrespective stakeholders, except for personal matters, legalmatters and proprietary information, as may be provided forby or under any law.

26. Every person who serves on the governing body of a Voluntarypublic benefit organization shall serve on a voluntary basis service onand shall only be eligible for the reimbursement of costs and governing body.expenses incurred in the service of the organization.

27. 1) In the pursuit of its aims, objectives and activities, Ethicalevery public benefit organization shall be guided by the principles andfollowing principles and aspirations aspirations.

commitment to the sanctity of humanlife and to a peaceful and non-violentorientation in all its activities;promotion of democracy, humanrights, the rule of law, goodgovernance as well as justice for allthe people of Kenya;respect for the equality, rights anddignity of all people;promotion of social justice to ensurebalanced economic development;rejection of partisan political, ethnic,cultural, racial or religious intoleranceand all other forms of discrimination;commitment to the promotion ofgender equality and social inclusion atall levels;


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28.(1) The Authority shall encourage umbrellaassociations for public benefit organizations to develop andpublish codes of conduct applicable to members, governingbody officials, staff and volunteers of the public benefitorganizations.

(2) The Authority shall facilitate training on self-regulation of public benefit organization to deepen theknowledge and strengthen the capacity of public benefitorganizations for self-regulation.

29. Every public benefit organization registered underthis Act shall

No. 18Prom otion ofself-regulation.

Fiscaltransparency.

(a) implement internal accounting andadministrative procedures necessary toensure the transparent and proper use of itsfinancial and other resources;

(b) utilise its financial and other resources for theattainment of its aims, objects and purposes.

30.(1) Every public benefit organization registeredunder this Act shall keep proper books of accounts and otherrecords in relation to its operations and activities and shall,subject to subsection (2), prepare annually a statement ofaccounts in a form which conforms to the standards of thegenerally accepted accounting practice applicable to non-profit organizations.

(2) The financial statements prepared and submitted bya public benefit organization, shall include an opinionsigned by an independent auditor as to whether the financialstatements present fairly, in all material respects, theorganization's financial position for the reporting period.

31. Within six months after the end of each financialyear, every public benefit organisation registered under thisAct shall cause to be made and submitted to the Authority

(a) a statement of its accounts audited in accordancewith section 30 (2) above;(b) a certified copy of its financial statements;(c) a report dealing generally with the programme ofactivities of the public benefit organization

during that financial year.

Accounts andreports.

Annual report.


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Duty to provide 32. Every registered public benefit organization shallinformation. provide to the Authority, in writing, the names and physical,business and residential addresses of members of its

governing body within one month after any appointment orelection of the governing body.

Protection from 33. No member of any governing body of a publicpersonal benefit organization shall be held personally liable for anyliability. act done in good faith on behalf of the organization, or byvirtue of the office held in the governing body.

PART IV ESTABLISHMENT, POW ERS ANDF U N C T I O N S O F T H E A U T H O R I T YEstablishmentof theAuthority.

Composition ofBoard of theAuthority, etc.

34. (1) There is established an Authority to be knownas the Public Benefit Organizations Regulatory Authority.

(2) The Authority is a body corporate with perpetualsuccession and a common seal and shall, in its corporatename, be capable of(a) suing and being sued;(b) taking, purchasing or otherwiseacquiring, holding, charging ordisposing of movable and immovableproperty;(c) borrowing money or makinginvestments;(d) entering into contracts; and(e) doing or performing all other acts orthings for the proper performance ofits functions under this Act whichmay lawfully be done or performedby a body corporate.

(3) The Authority shall establish mechanisms to ensurethat its services are available in all parts of the Republic.35. (1) There shall be a Board of the Authority whichshall consist of

(a) the chairperson appointed by the CabinetSecretary;(b) three members, at least one of whom shall be

of different gender from the other two, whohave rendered distinguished service in thecivil society, appointed by the CabinetSecretary;(c) the Principal Secretary in the ministry


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responsible for matters relating to publicbenefit organizations;(d) the Principal Secretary in the ministryresponsible for matters relating to finance;(e) the Principal Secretary in the ministryresponsible for matters relating to foreignaffairs;(f) the Attorney-General;(g) one public officer representing the PrincipalSecretary responsible for such departments asthe Authority shall determine;(h) the chairperson of the governing board of theFederation;(i) two members of the governing board of thefederation, being one woman and one man,nominated by the members of the governing

board of the Federation and appointed by theCabinet Secretary; and(j) the Director.

(2) No person may be appointed as chairperson of theBoard unless that person possesses at least ten years'experience, in matters relating to civil society.(3) No person shall be eligible for appointment undersubsection (1) (b) or nomination under subsection (1) (g)unless such person has at least ten years' experience in thepublic benefit organizations' sector.(4) A person appointed as chairperson or member of theBoard shall before taking office relinquish any directorshipor employment in a public benefit organization that thatperson may have held before the appointment.(5) A member of the Board, other than an ex- officiomember, may resign from office by a letter addressed to theCabinet Secretary.

(6) The Board may co-opt such number of persons notexceeding three to bring such expertise to the Board as theBoard may require for the better discharge of its functions.(7) Persons co-opted under subsection (6) shall have no

right to vote on any matter at a meeting of the Board.(8) The Cabinet Secretary shall prescribe rules for thenomination of the members contemplated under subsection

(1) (g).

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No. 18Qualificationsof members ofthe Authority.

Term of office.

Oath of office.

Vacancy.

452The Public Benefit Organizations 013

36. (1) A person shall be qualified for appointment asa member of the Board if such person

(a) is a citizen of Kenya;(b) is a person of high moral character and proven

integrity;(c) is a holder of at least an undergraduate degreefrom a university recognized in Kenya;(d) has knowledge and at least five years

experience in matters relating to public benefitorganizations, finance or management; and

(e) has no subsisting office or membership in apublic benefit organization.

(2) No person shall be qualified for appointment as amember of the Board of the Authority if such person

(a) is a member of the NationalAssembly;

(b) is a member of a local authority;(c) is a member of the executive body of,or is actively involved in the affairs

of, a political party.37. The chairperson and the members of the Board of

the Authority shall hold office for a term of three years andmay be re-appointed for a further and final term of threeyears.

38. The chairperson, the members of the Board of theAuthority and the Director shall each make and subscribe toa prescribed oath or affirmation of office before the ChiefJustice.

39. (1) The office of the chairperson or a member ofthe Board of the Authority shall become vacant if theholder

(a) dies;(b) resigns from office by writing underhis hand addressed to the Cabinet

Secretary;(c) is removed from office in accordancewith the provisions of section 40;

(d) is convicted of an offence and


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sentenced to imprisonment for a termof three months or more without theoption of a fine;

(e) is unable to discharge the functions ofhis office by reason of physical ormental infirmity;

(f) is absent from three consecutivemeetings of the Board without goodcause; or

No. 18

(g) is declared bankrupt.(2) The Cabinet Secretary shall notify every vacancy inthe Gazette within seven days of the occurrence of thevacancy.40. (1) A member of the Board may be removed from Removal from

office by the Cabinet Secretary office.(a) for gross misconduct or misbehaviour; or(b) if convicted of an offence involving moral

turpitude,but shall not be so removed except on a resolution of theBoard supported by at least two-thirds of the members of theBoard.

(2) For the purposes of subsection (1), misbehaviourincludes, but is not limited to criminal conduct and breach ofthe standards of professionalism referred to in section 27 (1)(1).

41. (1) Where a vacancy occurs in the Board as a Filling ofresult of death, disability, resignation or removal of a vacancy.member of the Board, the Cabinet Secretary shall appoint areplacement from among the short listed persons consideredby the National Assembly in accordance with the ThirdSchedule.

(2) A person who is appointed in place of a member ofthe Board whose office has become vacant under thissection shall hold office for the remainder of the term ofoffice of that member of the Board.

42. (1) The functions of the Authority shall be to Functions of the(a) register and de-register public benefit Authority.organizations in accordance with thisAct


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(b) maintain a register of public benefitorganizations registered under thisAct with the precise sectors,affiliations and locations of theiractivities;(c) interpret the national policy on public

benefit organizations so as to assist inits smooth implementation andobservance by Governmentministries, departments and agenciesat various levels;(d) receive and review annual reports ofpublic benefit organizations;(e) advise the Government on theactivities of public benefitorganizations and their role indevelopment within Kenya;(f) issue forms, instructions, and modeldocuments;(g) facilitate information sharing andnetworking between public benefitorganizations and the Government;(h) institute inquiries to determine if theactivities of public benefitorganizations do not comply with thisAct or any other law;(i) provide advice and training to publicbenefit organizations; and(j) do anything incidental or conduciveto the performance of any of thepreceding functions.

(2) In the performance of its functions in terms ofsubsection (1), the Authority shall be independent and shallbe not act under the direction or control of any person orauthority.Powers of the 43. The B oard shall have all powers necessary for theBoard. proper performance of the functions of the Authority underthis Act and in particular, but without prejudice to the

generality of the foregoing, the Board shall have power to(a) control, supervise and ad min ister the assets of theAuthority in such manner as best promotes thepurpose for which the Authority is established;(b) determine the provisions to be made for capital


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and recurrent expenditure and for the reserves ofthe Au thority;(c) receive any grants, gifts, donations orendowments and make legitimate disbursementstherefrom;(d) open such banking accounts for its funds as maybe necessary;(e) invest any funds of the Authority not immediatelyrequired for its purposes in the manner providedin section 60;(f) undertake any activity necessary for thefulfilment of any of its functions.

44. (1) The conduct and regulation of the business and Conduct ofaffairs of the Board shall be as provided in the Fourth business andSchedule. affairs of theBoard.

(2) Except as provided in the Fourth Schedule, the Boardmay regulate its own p rocedure.45. (1) There shall be a Director of the Authority who Director.shall be appointed by the A uthority.(2) The Director shall hold office for a period of fiveyears, on such terms and conditions of employment as theAuthority may determine and shall be eligible for re-

appointment for a further and final term of five years.(3) A person is not eligible for appointment as theDirector unless he or she is a person of integrity and has

knowledge or at least ten years' demonstrable experience inmatters relating to strategic and program planning, operationsor management, including staff management or supervision, orany equivalent combination of education and exp erience fromwhich comparable knowledge, skills and abilities have beenachieved.

(4) The Director shall(a) be the chief executive officer and the secretary to theBoard; and(b) subject to the directions of the Board, be responsible

for the day to day management of the affairs and staffof the A uthority.(5) The Director shall, unless in any particular case the

Board otherwise directs in writing, attend all meetings of theBoard but shall have no vote on any matter falling to be


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decided by the Board at any such meeting.(6) The Director may be removed from office by the

Board before expiry of the term set out in the instrument ofappointment only for inability to exercise the functions of theoffice, whether arising from infirmity of body or mind or anyother cause, or for misbehaviour.

(7) For the purposes of subsection (6),misbehaviour includes, but is not limited to criminalconduct and breach of the standards of professionalismreferred to in section 27(1)(j).

(8) The Director shall be removed from office by theBoard if the question of the Director's removal has beenreferred to a special committee of the Board appointed for thepurpose of considering the matter and

(a) the committee has so recommended; and(b) the Board has approved the committee's

recommendation by the votes of not less thantwo-thirds of all its members.

Staff of the 46. (1) The Board shall appoint a Deputy Director andAuthority. such officers and other staff as are necessary for the proper

discharge of the functions of the Authority under this Act,upon such terms and conditions of service as it maydetermine

(2) In appointing officers and staff under subsection(1), the Board shall have regard to gender equity andregional balance.Delegation by 47. The Board may, by resolution either generally orthe Board. in any particular case, delegate to any committee or to any

member, officer, employee or agent of the Board, the exerciseof any of the powers or the performance of any of thefunctions or duties of the Authority under this Act or underany other written law.

Protection from 48. (1) No act or omission by any member of the Boardpersonal or by any officer, employee, agent or servant of the Boardliability. shall, if the act or omission was done in good faith for the

purposes of executing a function, power or duty under theAct render such member, officer, employee, agent or servantpersonally liable to any, action, claim or demandwhatsoever.

(2) The provisions of subsection (1) shall not relieve theAuthority of the liability to pay compensation to any person


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4572013 he Public Benefit Organizations o. 18for any injury to the person, the person's property or to anyof the person's interests caused by the exercise of any powerconferred by this Act or by failure, whether wholly orpartially, of any works.

49. (1) The common seal of the Authority shall be kept Common seal.in such custody as the Board m ay direct and shall not be usedexcept on the order of the Board.(2) The affixing of the common seal of the Authorityshall be authenticated by the signature of the chairperson

and the Director and any document not required by law to bemade under seal and all decisions of the Board may beauthenticated by the signatures of both the chairperson andthe Director.

(3) Notwithstanding the provisions of subsection (2)the Board shall, in the absence of either the chairperson orthe Director in a particular matter, nominate one member toauthenticate the seal on behalf of either the chairperson orthe Director.

(4)The com mon seal of the Authority when affixed toa document and duly authenticated shall be judicially andofficially noticed and unless and until the contrary is proved,any necessary order or authorization by the Board under thissection shall be presum ed to have been duly given.PART VTHE PUBLIC BENEFIT ORGANIZATIONS

DISPUTES TRIBUNAL50. 1) There is hereby established a tribunal to be Establishmentknown as the Public Benefit Organizations Disputes of the Tribunal.

Tribunal which shall consist of members appointed by theChief Justice and approved by the National Assembly, asfollows(a) a chairperson who shall be an

advocate of the High Court of not lessthan seven years standing;(b) two advocates of the High Court of

not less than five years standing;(c) two persons having such specializedskill or knowledge necessary for thedischarge of the functions of theTribunal .

(2) Not more than two-thirds of the personsappointed under subsection (1) shall be from one gender.


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(3) A member or staff of the Authority shall notserve as a member of the Tribunal.

Jurisdiction ofthe Tribunal.

(4) The quorum for a meeting of the Tribunal shallbe the chairperson and two other members.

(5) There shall be paid to the members of theTribunal such remuneration and allowances as the Authoritymay, in consultation with the Salaries and RemunerationCommission, determine

(6) The office of a member of the Tribunal shallbecome vacant

(a) at the expiration of three years fromthe date of his appointment;

(b) if the member ceases by any reason tobe an advocate as referred to insubsection (1);

(c) if the member is removed frommembership of the Tribunal by theChief Justice for failure to dischargethe functions of office (whetherarising from infirmity of body ormind or from any other cause) or formisbehaviour; or

(d) if the member resigns.51. (1) The Tribunal shall have jurisdiction to

(a) hear and determine complaints arisingout of any breach of the provisions ofthis Act;

(b) hear and determine any matter orappeal made to it pursuant to theprovisions of this Act; and

(c) perform such other functions as maybe conferred upon it by this Act or byany other written law being in force.

(2) The jurisdiction conferred upon the Tribunal undersubsection (1) excludes criminal jurisdiction except asprovided under section 53.

P owers of the 52. (1) On the hearing of a complaint or an appeal, theTribunal. Tribunal shall have all the powers of a subordinate court of

the first class to summon witnesses, to take evidence upon


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4592013 he Public Benefit Organizations o. 18oath or affirmation and to call for the production of booksand other documents.

(2) Where the Tribunal considers it desirable for thepurpose of minimizing expense or avoiding delay or for anyother special reason, it may receive evidence by affidavitand administer interrogatories and require the person towhom the interrogatories are administered to make a fulland true reply to the interrogatories within the time specifiedby the Tribunal.

(3) In its determination of any matter, the Tribunal maytake into consideration any evidence which it considersrelevant to the subject of the matter before it,notwithstanding that the evidence would not otherwise beadmissible under the Evidence Act.

(4) The Tribunal shall have power to summon expertevidence as may be necessary for the discharge of itsfunctions under this Act.

(5) The Tribunal shall have power to award the costs ofany proceedings before it and to direct that costs shall betaxed in accordance with any scale prescribed for suits in theHigh Court or to award a specific sum as costs.

(6) All summonses, notices or other documents issuedunder the hand of the chairperson of the Tribunal shall bedeemed to be issued by the Tribunal.

(7) Upon any complaint or appeal being made to theTribunal under this Act, the Tribunal may(a) confirm, set aside, vary or quash the

order or decision in question;(b) require the Authority to revise or

review its decision;(c) require the Authority to inquire intospecific details from the appellant andmake further consideration of the

application; or(d) make such other order as may beappropriate in the circumstances.

(8) Without prejudice to the generality of subsection(7) (b), the Tribunal may make an order for the maintenanceof the status quo of any matter or activity which is thesubject of the complaint or appeal until the complaint orappeal is determined.

Cap. 80.


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(9) Any interested party may be represented beforethe Tribunal by an advocate or by any other person whomthe Tribunal may, in its discretion, admit to be heard onbehalf of the party.

(10) A decision made by the Tribunal shall be finaland binding on the parties unless judicial review thereofcommences within fourteen days from the date of theTribunal's decision.

(11) Any party to the review aggrieved by the decisionof the Tribunal may appeal to the High Court and thedecision of the High Court shall be final.

(12) A party to the review which disobeys the decisionof the Tribunal or the High Court shall be in breach of thisAct and any action by such party contrary to the decision ofthe Tribunal or the High Court shall be null and void.

Disobedience of 53. Any person summoned by the Tribunal to attendsummons to and give evidence or to produce any records, books ofgive evidence, account, statements, or other documents or required toetc. answer interrogatories and who, without sufficient cause

refuses or fails to attend at the timeand place mentioned in the summonsserved on him;refuses or fails to answer, or toanswer fully and satisfactorily, to thebest of his knowledge and belief allquestions lawfully put to him by orwith the concurrence of the Tribunal;Or

Enforcement oforders fordamages andcosts.

(c) refuses or fails to produce anyrecords, books of account, statementsor other documents which are in hispossession or under his controlmentioned or referred to in anysummons served on him, commits anoffence and is liable upon convictionto a fine not exceeding fifty thousandshillings or to imprisonment for aterm not exceeding two years, or toboth.54. (1) Where the Tribunal awards damages or costs in

any matter before it, it shall, on application by the person inwhose favour the damages or costs are awarded, issue tohim a certificate stating the amount of the damages or costs.


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(d) the maintenance, repair andreplacement of the equipment andother property of the Au thority; and(e) the creation of such reserve funds tomeet future or contingent liabilities in

respect of retirement benefits,insurance or replacement of buildingsor equipment, or in respect of suchother matter as the Board may deemappropriate.

(3) The annual estimates shall be approved by theBoard before the commencement of the fmancial year towhich they relate and shall be submitted to the CabinetSecretary for approval and after the Cabinet Secretary'sapproval, the Board shall not increase the annual estimates ofthe Authority without the consent of the C abinet Secretary.Accounts and 59. (1) The Board shall cause to be kept all properaudit. books and records of accounts of the income, expenditure andassets of the Authority.

(2) Within a period of three months after the end of eachfmancial year, the Boa rd shall submit to the Auditor-Generalthe accounts of the Authority together with(a) a statement of the income and expenditure ofthe Authority during that year; and(b) a balance sheet of the Au thority on the last dayof that year.

(3) The accounts of the Authority shall be audited andNo. 12 of 2003. reported upon in accordance with the P ublic Audit Act, 2003.Investment offunds.

Voluntaryderegistration,dissolution orwinding-up.

60. The Board may invest any of the funds of theAuthority in securities, in which for the time being trusteesmay by law invest trust funds, or in any other securities orbanks which the Treasury m ay, from time to time, approve forthat purpose.PART VII MISCELLANEOU S PROVISIONS

61. (1) A registered public benefit organization mayderegister, wind itself up or dissolve voluntarily by sendingto the Authority

(a) in the case of a membershiporganization, a resolution by a vote ofat least two-thirds of the members of


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the organization, signed by thechairperson of the governing body ofthe organization, or in the case of anon-membership organization, avoluntary decision made by itsgoverning body in accordance withthe public benefit organization'sconstitution(i) stating its intention toderegister, wind up or dissolvevoluntarily and the reasons

therefor; and(ii) specifying a date, notexceeding two months fromthe date of the resolution, onwhich the deregistration is to

take effect; and(b) a copy of the reports referred to insection 30 for the period from itsprevious financial year up to the dateof the resolution contemplated in this

subsection.(2) If a registered public benefit organization is beingwound up or dissolved in terms of any other law, the

organization shall, within one month after completion of thewinding-up or dissolution process or the relevant order ofcourt, send to the Authority

(a) a written notice(i) stating this fact;(ii) containing certified copies ofall relevant documents

confirming the winding up ordissolution; and(b) a copy of the reports referred to insection 30 for the period from itsprevious financial year up to the date

of the written notice contemplated inthis subsection.

(3) Upon receiving a resolution or notice of voluntaryderegistration or winding-up or dissolution from a registeredpublic benefit organization, the Authority shall on the datespecified in the resolution or notice

(a) cancel the organization's certificate of

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registration, and deregister it byamending the register; and

(b) notify the organization in writing ofthe deregistration and confirm thedate on which the amendment wasmade to the register.

(4) When an organization is deregistered, wound up ordissolved, any asset remaining after all its liabilities havebeen met, shall be transferred to another public benefitorganization having similar objectives, which shall beidentified through a resolution of the governing body of theorganization being deregistered, wound up or dissolved;otherwise, the Authority shall make this decision.

Safety of assets 62. 1) Where the Authority has cancelled a certificateon of registration of an organization under this Act, thederegistration. Authority may require any officials or members of theorganization, who can by reasonable effort be found inKenya, to provide the Authority with an inventory, and the

whereabouts, of the assets of the organization.(2) The Cabinet Secretary may by regulations prescribethe procedure for the tracing and safeguarding of assetsunder this section.(3) A person who fails to provide an inventory undersubsection (1), when required to do so by the Authoritycommits an offence.(4) It shall be the responsibility of the Authority toprove that the inventory could by reasonable means be

provided by a person accused by this section.(5) An organization that desires to dissolve voluntarily

shall have the right to determine the organizations registeredunder this Act to which it shall distribute its assets providedthat such organizations are certified by the Authority to be ingood standing.

General power 63. (1) The Authority may, where it deems necessary,to institute institute an inquiry with regard to a public benefitinquiries. organization in accordance with section 42 (1) (h).

(2) The Authority may-(a) conduct an inquiry under subsection (1) on itsown; or(b) appoint a person to conduct the inquiry, and


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make a report to the Authority.(3) For the purposes of an inquiry under subsection (1),the Authority, or a person appointed by the Authority to

conduct the inquiry, may direct any person-(a) if a matter in question at the inquiry is one onwhich the person has or can reasonably obtain

information, to (i) provide accounts and

statements in writing withrespect to the matter, or toprovide answers in writingto any question or inquiryaddressed to the person onthe matter; and

(ii) verify any such accounts,statements or answers bystatutory declaration;

(b) to provide copies of documents which are inthe custody or under the control of theperson, and which relate to any matter at theinquiry, and to verify any such copies bystatutory declaration;

(c) to attend at a specified time and place andgive evidence or produce such documents asthe Authority or person conducting theinquiry may require.

(4) The Authority may reimburse to any personattending to give evidence or produce documents for thepurpose of an inquiry, the reasonable expenses of doing so.

64. Any person who Offences and(a) forges or utters any document for the penalty.purposes of procuring registration;(b) makes a false statement in respect of

an application for registration;(c) makes any material false statement inany document submitted to the

Authority;


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(d) fraudulently holds out anyorganization as being registered underthis Act;

(e) fraudulently makes use of aregistration number, registrationcertificate or any informationcontained in a registration certificate,commits an offence and is liable, onconviction, to a fine not exceedingthree hundred thousand shillings, orimprisonment for a term notexceeding two years or both.

Income and 65. (1) A public benefit organization may engage ineconomic lawful economic activities as long as the income is usedactivity. solely to support the public benefit purposes for which the

organization was established.(2) The income of a public benefit organization mayinclude

(a) donation's of cash, securities, and in-kind contributions;

(b) bequests;(c) mem bership fees;(d) gifts;(e) grants;(f) real or personal property; and(g) income generated from any lawfulactivities undertaken by the public

benefit organization with its propertyand resources.(3) A public benefit organization may own and

manage property and assets for the accomplishment of itsnot-for-profit purposes.P ublic policy 66. (1) A public benefit organization may engageand po litical freely in research, education, publication and advocacy withactivities. respect to any issue affecting the public interest, includingcriticism of the policies or activities of the state or any

officer or organ thereof.(2) A public benefit organization may also express itsviews on any issue or policy that is or may be debated ordiscussed in the course of a political campaign or election.


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(3) A public benefit organization may not engage infundraising or campaigning to support or oppose anypolitical party or candidate for appointive or elective publicoffice, nor may it propose or register candidates for electivepublic office.

(4) The government shall engage with public benefitorganizations on all matters of development and shall invitethem to participate in policy making.

67. The Government shall involve public benefit Involvement byorganizations in policy decision making on issues affecting Government.them, particularly at the local levels, and every ministryshall designate officers who shall deal with matters relatingto public benefit organizations, and work closely with eachother and with the Authority.

68. Any registered public benefit organization Entry permits.wishing to obtain entry permits in respect of prospectiveemployees shall, where

(a) the services of such employees arenecessary for the proper function ofthe organization;(b) no persons with comparable skills are

available locally; or(c) such employees shall contributetowards the training of Kenyans toobtain scientific, technical and

managerial skills,apply in writing to the Principal Immigration Officer for theissuance of the required permits in accordance with theprovisions of the Immigration Act. Cap. 173.

69. (1) The Cabinet Secretary may, on the R egulations.recommendations of the Authority, make regulationsgenerally for the better carrying into effect of the provisionsof this Act.

(2) Any condition, restriction or prohibitioncontained in Regulations made under subsection (1) shall beproportionate to the objects of those Regulations and shalllimit the rights of persons and bodies as little as isreasonably possible.

(3) If a failure to comply with a condition, restrictionor prohibition contained in Regulations under this Act is anoffence, the Regulations shall provide that, to the extent


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practicable, before being subjected to criminal liability, theaffected person shall be given notice of the offence and areasonable opportunity to com ply with the R egulations.(4) Before making Regulations under this section,

the Cabinet Secretary shall, unless public interest requiresthat the Regulations be made without delay, comply with thefollowing

(a) the intention to make Regulationsshall be announced by notice in theGazette and in at least two dailynewspapers of national circulationspecifying(i) that draft Regulations havebeen developed for comm ents;(ii) the place where a copy of thedraft Regulations may beobtained;

(b) a period of at least one month fromthe date of the notice shall be allowedfor interested parties to comment onthe draft R egulations;

(c) comments received on the draftRegulations shall be consideredbefore making the Regulations.

70. The Non-Governmental Organisations Co-ordination Act, 1990, is repealed.

71. The transitional provisions set out in the FifthSchedule shall apply upon commencement of this Act.

FIRST SCHEDULE s. 4(3))PRINCIPLES FOR EFFECTIVE COLLABORATION

BETWEEN THE GOVERNMENT AND PUBLICBENEFIT ORGANIZATIONSP R E A M B L E

The Representatives of the Government and PublicBenefit Organizations:Desirous to further develop and strengthen the workingrelations between the two sectors;Recognizing the importance of mutual co-existence and the

Repeal of No.19 of 1990.Transition.


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4692 0 1 3 The Public Benefit Organizations o 1 8need to work together for the posterity of the nation andpeople of Kenya;Aware of the necessity of complementary efforts of theGovernment and public benefits organizations for social,economic and cultural development;Determined to strengthen collaboration, dialogue andrelations between the Government and public benefitorganizations;Conscious that these principles only serve as a guide forengagement between the Government and public benefitorganizations who choose to work together;Committed to principled collaboration;Hereby agree to the following principles for collaboration toguide our collaborative work.

PART IO JECTIVES1 The objectives of these principles for effective Objectives ofcollaboration are to the principles.strengthen collaboration between theGovernment and civil society organizations;reinforce complementary efforts of theGovernment and civil society organizationsand their contribution in enhancing thecountry's development;enhance the enabling environment for theachievement of joint developmentprogramming of both sectors;offer guidance to the Government and civilsociety organizations in their relations andinteractions with each other;serve as a basis for resolving conflicts thataffect Government and civil societyorganization collaboration;promote effective coordination anddissemination of information on Governmentand civil society organization collaboration;and

(g) provide the basis for a legal or policyframework aimed at guiding Government andcivil society organization collaboration.


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PART I IG UIDING PRINCIPLESGuiding 1. Dialogue and Communicationprinciples for Government and public benefit organization sectors shallcollaboration. ensure that dialogue is open, respectful, informed, sustainedand welcomes diverse viewpoints; and that they provide

forums where they can meet each other periodically forfocused discussions, consultation and consensus building.2. Communication

The sectors shall aim to ensure(a) free flow of information between and to allactors involved in any collaboration initiative

to promote similar comprehension with regardto it and to facilitate efficiency;

(b) engagement in regular, open and inclusivecommunication and problem solving; and

(c) establishment of clear and opencommunication processes in whichinformation and ideas are shared openly andregularly.

3. Managing Diverse ExpectationsThe sectors shall individually, and where appropriate,collectively, inform their respective stakeholders and thepublic as well, of their roles and contributions to society andthe successes achieved through their collaboration.

4. Conflict ManagementThe sectors shall

(a)make provisions to set up agreeable modalities orprocesses to manage conflicts inherent in thework they jointly do;

(b)identify and address all disagreements andconflicts immediately and devote substantialtime, resources and personal effort to themanagement of all conflicts, on behalf of anycollaborative initiative's continuation;

(c) address challenges to any collaboration with opendialogue and negotiation or acknowledge theneed for re-negotiation; and


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4712013 he Pu blic Benefit Organizations

(d)verify any risks to any collaboration at thebeginning and define ways of mitigating suchrisks.5. Learning and Sharing

To enhance the knowledge and practice of collaboration, thesectors shall ensure that they(a) convey a readiness to accept constructivecriticism;(b) accommodate new ideas from each other;(c) pursue a harmonized approach where this isdeemed necessary for the promotion of thecollaborative initiative and in the publicinterest;(d)work jointly to identify an agreed, common

vision and align collaboration activities andprogram s with it;(e) demonstrate a willingness to m ake changes inthemselves as part of the process of workingwith o thers, that is, show flexibility; and(f)share ideas, perspectives, information,experiences and knowledge consistently inorder to contribute to a better understandingof the different work styles, cultures and timeframes and to promote best practice in

collaboration.6. Sustainability and capacity development acrossthe boardThe sectors shall aim to ensure sustainability of thecollaborative initiative and its benefits through developingtheir capacities and those of their beneficiaries in the contextof their collaborative efforts.The sectors will work jointly to identify capacity gaps anddevelop a plan to build their capacities for successfulimplementation of collaborative programs.

7. Joint InitiativesTo ensure clarity of roles, synergy and sustainability ofcollaborative initiatives, the sectors shall jointly

(a) embark on harmonized planning of activities atthe beginning of the initiative to identify needs,

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define objectives and agree on each party's rolesand responsibilities with regard to thecollaboration;

(b) develop modalities or structures that areagreeable to each of them, for the implementationof the collaboration;(c) provide their implementing agencies or officialswith the necessary incentives, resources, andopportunities to participate in the collaborativeeffort;

(d) involve each other in the collaborative initiative'sdecision making.

8. InstitutionalizationThe sectors shall aim to secure institutional memory andensure continuity in their collaborative initiatives through

(a) designating focal points at all relevant levels, forall activities and issues concerning theircollaboration;

(b)integrating the collaboration process into on-going programs;(c)embarking on succession planning at thebeginning of the collaboration; and(d)ensuring effective representation throughout thecollaboration.

9. ResourcesIn line with their competencies (technical, financial orother), the sectors shall provide appropriate and sufficientresources to any collaborative effort, in order to maximize itschances of success, growth, maturation and continuation.

10. Good Governancea) ood Stewardship of Resources

The sectors shall ensure proper care, use and allocation ofresources during their collaborative initiatives.

b) Transparency and AccountabilityThe sectors shall aim to convey openness and responsibilityfor the activities and use of resources during theircollaboration. The sectors shall also consider themselvesfully accountable for the success or failure of theircollaborative endeavours.


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4732013 he Public Benefit Organizations o. 18(c) Integrity EnhancementThe sectors shall work jointly to promote and ensure

(a) a culture of ethical conduct and bestpractices is upheld in

publicbenefitsorganisation no 18 of 2013

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