AA Kenya has secured unanimous shareholder backing for a wide range of governance, financial, and capital-structure changes after all resolutions tabled at its 2025 Annual General Meeting (AGM) were overwhelmingly approved.
The most notable decision, approved as a special resolution, was a share split of the company’s existing equity, which will subdivide each ordinary share of Kes. 8.00 into sixteen shares of Kes. 0.50 each.
A total of 28,417,098 votes (99.95%) supported the restructuring, designed to enhance liquidity and widen shareholder participation. Only 13,500 votes (0.05%) were cast against the measure.
The company said the split aims to reduce the cost of entry for new investors, thereby boosting activity and broadening ownership across the market.
This move is typically employed by companies to make their shares more affordable for a wider pool of retail investors by increasing the number of shares in circulation while reducing the price per share, without altering the company’s overall market capitalization.
Another pivotal resolution granting the directors authority to seek regulatory approvals to list AA Kenya shares on the Nairobi Securities Exchange (NSE) through introduction, received unanimous support.
The company said the planned listing aims to “enhance shareholder value, expand the company’s capital base, and position AA Kenya as a leading mobility solutions provider in the region.”
Shareholders also authorized the board to take all necessary actions required to implement the resolutions, including filing regulatory documentation, engaging advisers, and executing agreements related to the capital changes and potential listing.
The AGM, a hybrid event allowing both physical and virtual participation, saw strong voter turnout. The polling, administered by Image Registrars, revealed a clear mandate from the company’s ownership for the current leadership and its proposed direction.
Beyond the share split and listing, all other resolutions on the agenda passed with a resounding majority, including the approval of a final dividend of Kes. 1.00 per share, with each share holding a par value of Kes. 8 for the financial year ended 31st December 2024.
The board’s recommendation for the payout received unanimous backing, with 100% of the votes cast in favour, and the dividend will be distributed to shareholders registered in the company’s books as of the close of business on 31st October 2025.
In a further show of confidence, shareholders voted 99.6% in favour of a resolution to maintain the current Board composition without rotation until the completion of the company’s ongoing dematerialization process.
This process, which involves converting physical share certificates into electronic form, is a critical step in modernizing the company’s share registry and aligning with global standards.
Only 10,350 votes, a mere 0.4%, were cast against the re-election of the directors, indicating strong shareholder satisfaction with the incumbent leadership’s stewardship.
Another ordinary resolution concerning the “Sponsor’s remuneration of Directors” for the period ending in December 2024, including a separate vote for non-executive directors, also received 100% approval. This suggests a broad consensus that the compensation packages for the board are aligned with shareholder interests.
A separate resolution, granting the meeting’s Chairman authority to allot shares and make formal changes in compliance with Section 203 of the Companies Act, 2015, was also passed with 99.6% of the vote. This provides the company with the necessary flexibility for future corporate actions and capital-raising initiatives, all within the regulatory framework.
Shareholders voted to capitalize Kes. 49,093,320 from retained earnings to issue 6,136,665 new fully paid-up ordinary shares of par value Kes. 8.00 each, on the basis of one bonus share for every five existing shares held.
This resolution passed with 99.96% support, receiving 28,420,598 votes for and 10,000 against.
AA Kenya said the bonus issue is expected to increase its capital base while rewarding long-term shareholders through proportional expansion of their ownership value.
AA Kenya’s auditors, PKF Kenya LLP, were re-appointed with full shareholder backing, receiving 28,430,598 votes (100%).
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