The Nairobi Securities Exchange PLC (NSE) has issued a compliance reminder to all shareholders, trading participants, and stakeholders regarding the shareholding requirements stipulated under the Capital Markets (Nairobi Securities Exchange Limited Shareholding) Regulations, 2016.
In the circular dated October 29, 2025 (Circular No. 1 of 2025), the Exchange reiterated the legal thresholds governing ownership of its equity share capital, emphasizing the need for strict adherence to the prescribed limits.
Under Regulation 3 of the 2016 Shareholding Regulations:
- An individual or private company may not, directly or indirectly—whether individually or acting in concert—hold more than 5% of the Exchange’s issued share capital.
- A public company may not, directly or indirectly—whether individually or acting in concert—hold more than 10% of the Exchange’s issued share capital.
- Trading participants of the Exchange may not, directly or indirectly, cumulatively hold more than 40% of the Exchange’s total equity shareholding.
The NSE urged shareholders and market intermediaries to exercise due care when transacting in its shares to avoid breaching the prescribed ownership thresholds.
“All shareholders, trading participants, and other relevant persons are advised to ensure full compliance when dealing in shares of the Exchange, whether on their own behalf or on behalf of clients,” the notice stated.
The Exchange further requested that any proposed new holdings or changes that may result in exceeding the specified limits be promptly disclosed to the NSE to support transparency and regulatory compliance.
The reminder applies to all investors, both individual and institutional, as part of the NSE’s ongoing efforts to uphold good governance, fair market practices, and alignment with capital market regulations administered by the Capital Markets Authority (CMA).
