Safaricom Announces Key Board Changes Following AGM

Safaricom shareholders have approved key governance resolutions at the company’s Annual General Meeting (AGM), including the re-election of director Edward Okaro and the retention of members of the Board Audit Committee.

In a notice dated August 1, the company stated that during the AGM held on Friday, July 31, shareholders approved the re-election of Edward Okaro, who retired by rotation in accordance with Articles 90 and 91 of the company’s Articles of Association and, being eligible, offered himself for another term on the board.

“In accordance with the provisions of Section 769 of the Companies Act. Cap 486, the following Directors, being members of the Board Audit Committee, be elected to continue to serve as members of the said Committee subject to the re-election of the Director mentioned in Agenda 3 above : Mr. Edward Okaro,” Safaricom stated.

Safaricom Shareholders Approve Board Re-election 

Shareholders also approved the continued service of members of the Board Audit Committee in line with Section 769 of the Companies Act.

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The committee will continue to comprise:

• Edward Okaro
• Raisibe Morathi
• Lawrence Kibet (EBS)
• Rita Kavashe

The committee’s re-election was subject to the approval of Okaro’s re-election as a director.

In addition, Safaricom Shareholders approved amendments to Article 89(a), revising the composition of Safaricom’s board.

Under the new provision, the board will consist of not fewer than seven directors, excluding alternate directors, and must include independent non-executive directors, the majority of whom must be Kenyan citizens.

Board Governance Rules Updated at AGM 

Safaricom also passed several special resolutions amending Safaricom’s Articles of Association to update the company’s governance framework.

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Among the changes was an amendment to the definition of Vodafone Kenya Limited (VKL), clarifying that the term refers to the legal entity incorporated in Kenya under certificate of incorporation number C79550, its subsidiary or holding company, or any subsidiary of such holding company, excluding Safaricom itself.

Additionally, Safaricom shareholders approved amendments to Article 62, giving the board greater clarity on the convening of extraordinary general meetings.

Under the revised provision, where there are insufficient directors to form a quorum, any two directors, a director appointed by Vodafone Kenya Limited, a director appointed by CST, or any ten company members may convene an extraordinary general meeting in accordance with the Companies Act.

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A Safaricom retail shop and customer care desk in Kenya. PHOTO/ Safaricom FB