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<strong>Kenya</strong> <strong>Airways</strong><br />

ANNUAL REPORT<br />

& Accounts 2008/09<br />

ANNUAL REPORT<br />

& Accounts 2008/09<br />

<strong>Kenya</strong> <strong>Airways</strong><br />

Corporate Governance (contd)<br />

Shareholding as at 31st March 2009<br />

subject to proper physical controls and that the organization remains<br />

at any time during the year was there any arrangement to which the<br />

SUMMARY OF SHARE HOLDERS<br />

structured to ensure appropriate segregation of duties. In reviewing<br />

the effectiveness of the systems of internal control, the Board takes<br />

into account the results of all the work carried out to audit and review<br />

the activities of the Group. A comprehensive management accounting<br />

system is in place providing financial and operational performance<br />

measurement indicators. Weekly meetings are held by executive<br />

management to monitor performance and to agree on measures for<br />

company is a party, whereby Directors might acquire benefits by means<br />

of transactions in the company’s shares.<br />

There were no Directors’ loans at any time during the year. Directors’<br />

interests in the shares of the company, the distribution of the company’s<br />

shareholding and analysis of the ten largest shareholders as at 30th<br />

March 2009 were as follows:-<br />

CATEGORY NO. OF SHAREHOLDERS SHARES % OF SHARES ISSUED<br />

Foreign Institutions 39 152,888,877 33.12%<br />

Foreign Individuals 482 3,243,803 0.70%<br />

Local Institutions 3,665 189,970,884 41.15%<br />

Local Individuals 72,517 115,511,919 25.02%<br />

TOTAL 76,703 461,615,483 100.00%<br />

improvement.<br />

NBO The Hub of Africa<br />

Code of Ethics<br />

The airline is committed to the highest standards of integrity, behaviour<br />

and ethics in dealing with all its stakeholders. A formal code of ethics<br />

has been approved by the Board and is fully implemented to guide<br />

management, employees and stakeholders on acceptable behaviour<br />

in conducting business. All employees of the airline are expected<br />

to avoid activities and financial interests that could clash with their<br />

responsibilities to the airline.<br />

Communication with Shareholders<br />

The company is committed to ensuring that shareholders and the<br />

financial markets are provided with full and timely information about<br />

its performance. This is achieved by the distribution of the company’s<br />

annual report, the release of notices in the press of its half yearly and<br />

annual results, and quarterly disclosures of operating statistics to the<br />

stock markets and capital markets authorities. There is also a minimum<br />

of two investor briefings per annum for institutional investors.<br />

Periodically there are press releases announcing other major company<br />

Directors’ Interests<br />

Name of Director<br />

Number of Shares<br />

Permanent Secretary to the Treasury 106,171,561<br />

Evanson Mwaniki 10,090<br />

Ayisi Makatiani 5,700<br />

Dinesh Kapila 4,036<br />

LARGEST 10 SHAREHOLDERS AS AT 31st March 2009<br />

Account Number Name Total Shares % of Issued shares<br />

500002 KLM-Konink Lijke Luchtvaart Maatschappj 120,020,026 26.00%<br />

500001 Permanent Secretary To The Treasury 106,171,561 23.00%<br />

5544157 Stanbic Nominees <strong>Kenya</strong> Ltd A\C NR70001 11,525,200 2.50%<br />

120812 Mansukhlal Khetshi Shah 6,515,378 1.41%<br />

855723 Barclays (<strong>Kenya</strong>) Nominees Limited a/c 9318 4,715,917 1.02%<br />

604 Paul Wanderi Ndungu 4,356,544 0.94%<br />

133914 Apa Insurance Limited 4,055,592 0.88%<br />

12068 <strong>Kenya</strong> Commercial Bank Nominees Ltd A\C 769G 3,554,300 0.77%<br />

380881 Khetshi Dharamshi And Company 3,289,371 0.71%<br />

64327 Stanbic Nominees <strong>Kenya</strong> Ltd A\C NR13001 3,000,000 0.65%<br />

SUBTOTAL 267,203,889 57.88%<br />

OTHER SHARES - 76,693 194,411,594 42.12%<br />

SHARES ISSUED 461,615,483 100.00%<br />

TOTAL SHAREHOLDERS 76,703<br />

NBO The Hub of Africa<br />

developments which could be considered price sensitive information.<br />

In this regard, the company also complies with the continuing listing<br />

DISTRIBUTION OF SHAREHOLDERS<br />

obligations of the Capital Markets Authorities and Stock Exchanges<br />

applicable in <strong>Kenya</strong>, Uganda and Tanzania.<br />

SHARES No. of Shareholders Number of shares % of Issued Capital<br />

Less than 500 35,733 14,499,072 3.14%<br />

Directors Emoluments and loans<br />

The aggregate amount of emoluments paid to Directors for services<br />

rendered during the financial year 2008/09 are disclosed in the notes<br />

to the financial statements. Neither at the end of the financial year, nor<br />

501 - 5,000 38,049 51,954,539 11.25%<br />

5,001 - 10,000 1,396 10,333,933 2.24%<br />

10,001 - 100,000 1,311 36,135,877 7.83%<br />

100,001 - 1,000,000 189 56,098,029 12.15%<br />

Above 1,000,000 25 292,594,033 63.38%<br />

TOTALS 76,703 461,615,483 100.00%<br />

50<br />

51

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