power of attorney

POWER OF ATTORNEY

THIS SPECIAL IRREVOCABLE POWER OF ATTORNEY made by DEED on the … … … … … day of … … … … … Two Thousand and One by …………………………. Of Post Office Box Number ………….. Nairobi in the Republic of Kenya (hereinafter called “the Donor”) WITNESSES as follows:

1.                  Appointment

The Donor irrevocably appoints [attorney] of [address] (“the Attorney”) as the Donor’s attorney with authority on the Donor’s behalf to do the following:

1.1            To operate the Account

To operate the Donor’s current account Number [____________] (“the Account”) held at CCCCCCCCC Nairobi (“the Bank”) for the time being and from time to time and to draw, sign, accept and endorse cheques, drafts, orders to pay (including cheques, drafts and orders to pay the Attorney’s own order or to bearer) bills of exchange and promissory notes, drawn upon or addressed to or made payable with the Bank whether the Account is for the time being in credit or in debit or may in consequence become overdrawn or otherwise but without prejudice to the Bank’s right to refuse to allow any overdraft or increase of overdraft beyond any specified overdraft limit from time to time;

1.2      To give instructions on remittances etc

To give, vary and revoke instructions to the Bank regarding remittances, including telegraphic transfers, and as to the manner in which any money payable by or to the Donor (whether periodically or otherwise) in respect of the Account is to be paid or dealt with:

1.3      To give instructions various transsactions etc

To give, vary, revoke instructions to the Bank with regard to any dealings with or in respect of the Account (including any instructions in favour of, or for the benefit of, the Attorney and to make any request for the issue of any letter of credit, guarantee, indemnity or counter-indemnity or to give, vary or revoke instructions in relation to any letter of credit, guarantee, indemnity or counter-indemnity in favour of the Attorney) or in respect of any of the Attorney’s obligations or with regard to any other transactions of any kind or with regard to the Account in every case whether the Account is in credit or in debit or may in consequence become overdrawn or otherwise but without prejudice to your right to refuse to allow any overdraft or increase of overdraft beyond any specified overdraft limit from time to time.

1.4      To withdraw money etc

To withdraw any or all money in the Account and to give, vary or revoke instructions to deliver, dispose of or deal with the moneys in the Account (including any instructions in favour of, or for the benefit of the Attorney).

1.5      To request information on Account

To request any information regarding the Account as the Attorney may require and to receive the Donor’s statement(s) of account on demand, and generally in all dealings and transactions in respect of the Account to act as fully and effectually for all intents and purposes as the Donor would if personally present and acting in the matters and transactions stated above, and also in such other matters and transactions as may arise in the course of business in respect of the Account all for which this shall be sufficient authority to the Bank.

2.                  Relinquishing right to operate the Account

The Donor hereby irrevocably relinquishes to the Attorney the right to operate the Account or to exercise or perform any of the acts specified in clause 1 of this Power of Attorney in relation to the Account.  Provided however that the Donor shall be entitled to the following:

(a)              To receive any information regarding the Account on demand, provided that such request for information shall be communicated to the Bank through or by the Attorney and the Bank shall not be obliged to act on any request of information received directly from the Donor;

(b)              To receive statements of Account on demand;

(c)              To view the Account through an electronic platform (if any is provided by the Bank);

(d)             To receive or be notified of any unpaid cheques on the Account.

3.                  Security

The Donor gives this power by way of security to secure the performance of and the repayment of any overdraft, loan or other credit facilities or accommodation which shall be granted by the Bank to the Donor through the Account together with all interest, commission and other banking charges and expenses owed to the Bank by the Donor (“the Liabilities”).

4.                  Irrevocability

The Donor intends that this Power of Attorney shall be irrevocable and valid until such time as the Liabilities shall have been discharged.  In particular (without limiting the generality of the foregoing), this Power of Attorney shall not be revoked by the Donor’s death, incapacity or bankruptcy and shall be valid until such time as the Liabilities shall have been discharged. As long as the Liabilities shall remain undischarged in full, this Power of Attorney may only be revoked by the Donor with the consent of the Bank and the Attorney.

5.                  Ratification

The Donor agrees to ratify everything that the Attorney does on the Donor’s behalf while acting in pursuance of the authority conferred on him by this power.

6.                  Nature of this power of attorney

This Power of Attorney is a deed and has been executed by the Donor as a deed.  The power hereby given shall be given the widest interpretation and shall be considered as an express authority to do and perform all such acts and things as the Donor shall deem necessary and expedient to be done for the purposes aforesaid.

7.                  Governing Law

This Power of Attorney shall be governed by the Laws of the Republic of Kenya.

IN WITNESS WHEREOF the Donor has duly executed this deed the day and year first herein before written.

[If Company]

EXECUTED as a Deed and SEALED               )

with the Common Seal of _____________    )

_______________     in the presence of:-        )

                                                                                  )

Director                                                                   )

                                                                                  )

Director/Secretary                                              )

[If Sole proprietor]

SIGNED SEALED AND DELIVERED          )

by said [Donor]                                                     )

in the presence of 

Advocate                                                                )

[If Partnership]

SIGNED SEALED AND DELIVERED          )

By [names of partners]                                        )

in the presence of   Johnson Yesaya,          Advocate           

DRAWN BY;

JUNGU ATTORNEYS

P.O.Box 00000

DAR ES SALAAM TANZANIA.