ADVOKS GLOBAL · KENYA
The Capital Markets (Corporate Governance) (Market Intermediaries) Regulations
15. Responsibilities of shareholders
Edition: 2022-12-31 · In force
15. Responsibilities of shareholders
(1)The shareholders of a market intermediary shall, jointly and severally, protect, preserve and actively exercise the authority over the institution in general meetings.(2)The shareholders shall—(a)elect or appoint persons who are fit and proper, have the relevant experience and qualifications, and can provide effective leadership and guidance in the business of the market intermediary to the board of directors;(b)ensure that, the board is through general meetings and related forums, constantly held accountable and responsible for the efficient and effective governance of the market intermediary;(c)to utilise powers vested in general meetings to change the composition of a board of directors that does not perform to expectation or in accordance with the mandate of the market intermediary.(3)The shareholders of a market intermediary shall ensure that the market intermediary applies to the Authority for approval of any acquisition or transfer, if the acquisition or transfer results to a person being entitled to exercise control of over five per cent or more of the share capital of that intermediary.(4)A market intermediary shall obtain the approvals required under paragraph (1), before the allotment of shares.(5)A market intermediary shall not appoint a shareholder who holds more than twenty-five per centum shareholding in a market intermediary as an executive director of the market intermediary or to any senior management position in the market intermediary.