2011 Annual Report & Financial Statements - Kengen

Corporate Governance
Corporate Governance
KenGen
KenGen
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2011 ANNUAL REPORT & FINANCIAL STATEMENTS (Continued)
(Continued)
2011 ANNUAL REPORT & FINANCIAL STATEMENTS
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Directors Remuneration
In accordance with guidelines provided in the State
Corporations Act and the approval given by the shareholders
at the Annual General Meeting, the Directors are paid taxable
sitting allowance for every meeting attended, as well as travel
and accommodation allowance while on Company duty. The
Chairman is also paid a monthly honorarium. KenGen does
not grant personal loans or guarantees to its Directors. It is
proposed that each Director receives fees of Kshs.600,000 per
annum for the financial year ended 30th June 2011.
No loans were granted to any non-executive Director.
Code of Conduct
Our core values of integrity, professionalism, team spirit and
safety culture, steer our Company’s organizational health
and decision-making processes. Our business is conducted
in compliance with relevant legal principles and high ethical
standards of business practice. KenGen applies these standards
in all dealings with employees, customers, suppliers and other
stakeholders.
The Company complies with the CMA Corporate Governance
Guidelines as part of our continuing listing obligations. We
Shareholding
also ascribe to the ethical standards prescribed by the Public
Officer Ethics Act.
The Board is committed to the underlying principles of good
governance as stipulated in the “Guidelines for Corporate
Governance in State-Owned Corporations”.
Recognition
The Company Secretary, Rebecca Miano was recognized by
her peers and received the inaugural national award for the
2010 Company Secretary of the Year under the auspices of the
Institute of the Public Secretaries of Kenya (ICPSK).
Engagement with Shareholders
KenGen is committed to providing regular and timely
information to its shareholders. The Company publishes its
interim and annual results in the local daily newspapers. In
accordance with Article 137 of the Articles of Association of
the Company, the Annual Report & Accounts is posted on
the Company website at www.kengen.co.ke at least twentyone(21)
days before the Annual General Meeting (AGM) to
ensure that all the shareholders are well informed at the AGM.
The Company’s revamped website also gives shareholders
quick access to the corporate information.
The Company files monthly investors’ returns to meet its continuing obligations as prescribed by the Capital Markets Authority
and the Nairobi Stock Exchange.
Top Ten Shareholders as at 30 June 2011
Number of Shares %
1 Permanent Secretary - GOK 1,538,853,019 70.00
2 National Social Security Fund 28,927,829 1.32
3 Standard Chartered Nominees Ltd A/C 9230 10,175,300 0.46
4 Standard Chartered Nominees Ltd A/C 9098AC 8,194,631 0.37
5 CFC Stanbic Nominees Ltd A/C R10602 6,185,131 0.28
6 Standard Chartered Nominees Ltd A/C 1853 5,046,204 0.23
7 Jubilee Insurance Company of Kenya Ltd 4,571,600 0.21
8 Standard Chartered Nominees Ltd A/C 9098AP 4,379,731 0.20
9 Kensigton Developers Ltd 4,148,427 0.19
10 Standard Chartered Nominees Ltd A/C 9230 4,052,002 0.18
1,614,533,874 73.44
203,955 other shareholders 583,827,582 26.56
Total 2,198,361,456 100.00
Impacting Lives through Corporate Social Responsibility
KenGen continued to reach out to Kenyans though its corporate social responsibility (CSR) program in the financial year ending
June 2011.
The CSR activities were mainly aimed at improving the well-being of Kenyans, especially those who live near KenGen installations,
by contributing to their economic improvement though education, conservation and peace building.
Like in the past, areas of focus were education, health, water, environment, sports and culture.
All the CSR programs were implemented in close collaboration with communities to ensure relevance and sustainability.
Peace Building
Some parts of the country, particularly the north-western region,
have suffered years of insecurity occasioned by a scramble for limited
resources. The result has been loss of lives and underdevelopment.
Over the years, KenGen has worked in partnership with other
stakeholders to bring peace to the region. Key among last year’s
peace building efforts was the Great Turkwel Race & Cultural
Beauty Show which sought to raise resources for peace building and
improving the living conditions of vulnerable groups in the regionparticularly
those who live in Turkwel.
Organised in conjunction with the Tegla Loroupe Peace Foundation
and Cabesi, the highly successful event attracted more than 500
participants and 26 corporate sponsors who helped to raise more
than Kshs. 5 million.
In addition, KenGen also supported the Moroto Peace Race held
in Moroto township, Uganda. The race is a cross-border peacebuilding
event aimed at building trust and intercommunity relations
among conflict-affected communities in the Karamojang Cluster;
Karamojang, Sebei (Uganda), Kenya’s North Rift (Pokot, Marakwet,
Turkana, Samburu, and Sabaot) and warriors from Southern Sudan.
The annual event is also aimed at consolidating gains made in peace
building and guarding against rolling back towards conflict.
Education
KenGen recognizes the importance of education in bringing about positive change and continues to give scholarships to bright
needy students as well as provide equipment and infrastructural support to schools.
During the last financial year, KenGen provided secondary and university scholarships to 35 students from different parts of the
country.
The company donated books to the Sondu Miriu Public Library in Nyanza as a way of encouraging a reading culture.
Distribution of Shareholders
Range No. of Shareholders Shares % Shareholding
1 - 500 90,533 23,621,757 1.07
501 - 1,000 42,806 34,079,176 1.55
1001 - 5,000 47,941 102,534,669 4.66
5,001 - 10,000 18,709 122,455,069 5.57
10,000 - 50,000 3,315 63,546,939 2.89
50,001 -100,000 267 18,727,135 0.85
100,001 - 500,000 265 57,901,565 2.63
500,001 - 1,000,000 60 44,669,936 2.03
Above 1,000,000 69 1,730,825,217 78.73
Total 203,965 2,198,361,456 100.00