Kenya Securities Issuers Governance Score Improves to 79%
Summary
The Capital Markets Authority (CMA) released its eighth annual State of Corporate Governance Report covering 53 issuers of securities to the public. The overall governance score improved to 79 percent in FY 2024/2025, up from 74 percent in FY 2023/2024. Board Operations and Control showed the largest single-year improvement at 9 percent. Banking, Energy & Petroleum, Insurance, Manufacturing & Allied, Investment & Investment Services, and Construction & Allied sectors all achieved Leadership Ratings.
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GovPing monitors CMA Kenya News for new securities & markets regulatory changes. Every update since tracking began is archived, classified, and available as free RSS or email alerts — 3 changes logged to date.
What changed
The CMA published its annual corporate governance assessment for 53 issuers of securities to the public. The overall governance score rose 5 percentage points to 79%, with all seven governance principles now rated at Leadership level (previously four were Good and three were Leadership). Board Operations and Control saw the most significant improvement at 9 percentage points, driven by compliance with POLD Regulations 2023 including formal designation of Independent Non-Executive Directors.
Issuers should note the CG Code remains a mandatory continuing listing obligation under Clause 8.1 of the Thirteenth Schedule to the POLD Regulations. The assessment methodology has shifted from disclosure-based to implementation-based, requiring documented evidence of governance practices. Emerging issues identified include Cybersecurity Risk Governance, Artificial Intelligence oversight, Institutional Investor Stewardship, and Minority Investor Protection. CMA is developing binding ESG Code requirements aligned with IFRS S1 and S2 standards.
Archived snapshot
Apr 23, 2026GovPing captured this document from the original source. If the source has since changed or been removed, this is the text as it existed at that time.
CMA Reports an Improved Governance Score for Issuers of Securities to the Public
*Nairobi, 02 April 2026….* The Capital Markets Authority (CMA) has issued the Report on the State of Corporate Governance of Issuers of Securities to the Public, which shows an improvement in the overall governance score from 74 percent to 79 percent. The improved score was reported in the 2024/2025 financial year, which is up 5 percent from the score recorded in the 2023/2024 financial year.
The annual publication, which is in its eigth year, outlines CMA’s independent assessment of companies listed on the Nairobi Securities Exchange (NSE) and issuers of corporate bonds on the application of principles, recommendations and guidelines contained in the Code of Corporate Governance Practices for Issuers of Securities to the Public, 2015 (CG Code). The Code is now a mandatory continuing obligation under the Capital Markets (Public Offers, Listings and Disclosures) Regulations (POLD). The Authority assessed a total of 53 issuers.
The Capital Markets Authority Chief Executive Officer, Mr. Wyckliffe Shamiah observed; “ The 5 percent improvement in the overall governance score marks a decisive crossing from good governance to governance leadership. Kenya’s issuers have advanced nearly 24 percent since the first report was issues in 2018, a testament to improved performance underpinned by a shared vision of excellence. This reflects a collective and sustained effort to refine and implement governance frameworks, elevating corporate transparency, accountability, investor confidence, and market integrity.’
Board Operations and Control registered the most significant single-year improvement by 9 percent, from 68 percent (Good Rating) to 77 percent (Leadership Rating), the largest gain for any principle recorded in the last eight years. This was largely driven by issuers realigning board composition to comply with the POLD Regulations, 2023 including the formal designation of Independent Non-Executive Directors and Non-Executive Directors.
The Banking, Energy & Petroleum, Insurance, Manufacturing & Allied/Automobiles & Accessories, Investment & Investment Services, Construction & Allied and non-listed Issuer sectors all attained Leadership Ratings. The Commercial & Services & Telecommunications sector achieved a Good Rating.
The Agricultural sector recorded a Fair Rating. The most notable sector improvement was recorded in the Energy & Petroleum Sector (11 percent). The Commercial & Services & Telecommunications Sector was the only sector to record a decline of 1 percent largely because of the reduced performance across the following principles: Commitment to Good Corporate Governance, Rights of Shareholders, Stakeholder Relations, and Transparency and Disclosure.
This is the second year of assessing issuers against the CG Code under the mandatory framework established by the POLD Regulations, 2023. Clause 8.1 of the Thirteenth Schedule requires every issuer to comply with the CG Code as a continuing listing obligation.
The improvement reflects the growing recognition by boards and management of the role of good corporate governance in promoting transparency, accountability, investor confidence, and overall market integrity. The Authority’s assessment methodology has also advanced from a disclosure-based approach to an implementation-based approach, requiring issuers to document specific initiatives demonstrating how they are applying CG Code provisions in practice.
The Report highlights several emerging governance issues that issuers are expected to proactively address including Cybersecurity Risk governance, Artificial Intelligence oversight, Institutional Investor Stewardship and Minority Investor Protection. The registration of the Minority Shareholders Association of Kenya signals growing advocacy among minority investors and increasing expectations for issuers.
Looking ahead, CMA in partnership with the International Finance Corporation (IFC), NSE, and the listed issuers is finalizing an ESG Code for Issuers of Securities to the Public in Kenya. The ESG Code will establish binding expectations for the integration of Environmental and Social factors into issuer strategy, operations, risk management and disclosure, aligned with IFRS S1 and S2 standards.
The Authority has also successfully deployed a Machine Learning ESG Analyst (MALENA), an AI-powered tool developed in partnership with IFC. The tool is expected to enhance the efficiency, consistency, and depth of ESG and corporate governance assessments.
*ENDS*
*SUMMARY OF PERFORMANCE IN THE SEVEN GOVERNANCE PRINCIPLES*
| *Governance Principle* | *FY 2023/2024* | *FY 2024/2025* | *Change* |
| Accountability, Risk Management & Internal Control | 80.72% Leader | 84.47% Leader | 3.75% |
| Commitment to Good Corporate Governance | 81.31% Leader | 84.88% Leader | 3.57% |
| Ethics & Social Responsibility | 74.94% Good | 78.48% Leader | 3.54% |
| Rights of Shareholders | 74.88% Good | 77.74% Leader | 2.86% |
| Transparency & Disclosure | 74.93% Good | 77.37% Leader | 2.44% |
| Board Operations and Control | 67.93% Good | 77.37% Leader | 9.44% |
| Stakeholder Relations | 69.99% Good | 75.85% Leader | 5.86% |
*BACKGROUND INFORMATION ON THE CAPITAL MARKETS AUTHORITY*
The Capital Markets Authority (CMA) was set up in 1989 as a statutory agency under the Capital Markets Act Cap 485A. It is charged with the prime responsibility of both regulating and developing an orderly, fair, and efficient capital markets in Kenya with the view to promoting market integrity and investor confidence. CMA also regulates the commodity markets and online forex trading. The regulatory functions of the Authority as provided by the Act and the regulations include; Licensing and supervising all the capital market intermediaries; Ensuring compliance with the legal and regulatory framework by all market participants; Regulating public offers of securities, such as equities and bonds & the issuance of other capital market products such as collective investment schemes; Promoting market development through research on new products and services; Reviewing the legal framework to respond to market dynamics; Promoting investor education and public awareness; and Protecting investors’ interest. For more information, please contact: Antony Mwangi, Manager Corporate Affairs & International Relations on amwangi@cma.or.ke ********
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