Report of the Directors

The directors submit their report and the audited financial statements for the year ended 31 December 2018, which disclose the state of affairs of the company and the group.

Principal Activities

The principal activities of the group are that of providing automated clearing, delivery and settlement facilities in respect of transactions carried out at the Nairobi Securities Exchange and the holding of securities as nominees on behalf of investors.

Business Review

During the year ending 31 December 2018, the total turnover of the group increased from Shs. 335,551,804 to Shs. 355,275,708. The profit before tax increased from Shs. 86,229,866 to Shs. 123,387,763.

As at 31 December 2018, the net current asset position of the group was Shs. 372,202,787 compared to Shs. 336,767,393 as at 31 December 2017.

Principal Risks and Uncertainties

The principal risk and uncertainty affecting the business was the delay in the implementation of the new depository and settlement system.


The directors propose a final dividend of Shs. 10 per share (2017: Shs. 6.85) amounting to a total of Shs. 17,500,000 (2017: Shs. 12,000,000).


The directors who held office during the year and to the date of this report are shown on page 5. In accordance with the group’s Articles of Association, Peter Mwangi, Ashok Shah and Charles Ogalo retire by rotation in accordance with the company’s Articles of Association and being eligible, offer themselves for re-election.

Statement as to Disclosure to the Company’s Auditor

With respect to each director at the time this report was approved:

  1. there is, so far as the person is aware, no relevant audit information of which the company’s auditor is unaware; and
  2. the person has taken all the steps that the person ought to have taken as a director so as to be aware of any relevant audit information and to establish that the company’s auditor is aware of that information.

Terms of Appointment of the Auditor

PKF Kenya continues in office in accordance with the group’s Articles of Association and Section 719 of the Companies Act, 2015. The directors monitor the effectiveness, objectivity and independence of the auditor. The directors also approve the annual audit engagement contract which sets out the terms of the auditor’s appointment and the related fees.


20th March 2019