127-834: Britam Holding PLC is a leading diversified financial services group and is listed on the Nairobi Securities Exchange. The group has presence in seven Africa countries in Kenya, Uganda, Tanzania, Rwanda, South Sudan, Mozambique and Malawi. Britam offers a wide range of financial products and services which include: Asset Management, Life Assurance, Retirement Planning, General Insurance, Health Insurance, Banking and Property Insurance. Britam's headquarters are in Nairobi, Kenya, with subsidiaries in Kenya , Uganda , South Sudan , Rwanda , Tanzania , Malawi , and Mozambique . The flagship company of
254-403: A government agency . The powers, duties, and responsibilities of a board of directors are determined by government regulations (including the jurisdiction's corporate law ) and the organization's own constitution and by-laws . These authorities may specify the number of members of the board, how they are to be chosen, and how often they are to meet. In an organization with voting members,
381-441: A quorum must be present before any business may be conducted. Usually, a meeting which is held without notice having been given is still valid if all of the directors attend, but it has been held that a failure to give notice may negate resolutions passed at a meeting, because the persuasive oratory of a minority of directors might have persuaded the majority to change their minds and vote otherwise. In most common law countries,
508-569: A Bantu cultural core. DNA evidence has found that the Swahili people were of mixed African and Asian (particularly Persian) ancestry. The Kilwa Sultanate was a medieval sultanate centred at Kilwa , in modern-day Tanzania. At its height, its authority stretched over the entire length of the Swahili Coast , including Kenya. Since the 10th century, rulers of Kilwa would go on to build elaborate coral mosques and introduce copper coinage. Swahili,
635-562: A Bantu language with Arabic , Persian , and other Middle-Eastern and South Asian loanwords , later developed as a lingua franca for trade between the different peoples. Since the turn of the 20th century, Swahili has adopted numerous loanwords and calques from English, many of them originating during English colonial rule. The Swahili built Mombasa into a major port city and established trade links with other nearby city-states, as well as commercial centres in Persia, Arabia, and even India. By
762-442: A board is not a career unto itself. For major corporations, the board members are usually professionals or leaders in their field. In the case of outside directors, they are often senior leaders of other organizations. Nevertheless, board members often receive remunerations amounting to hundreds of thousands of dollars per year since they often sit on the boards of several companies. Inside directors are usually not paid for sitting on
889-515: A board, but the duty is instead considered part of their larger job description. Outside directors are usually paid for their services. These remunerations vary between corporations, but usually consist of a yearly or monthly salary, additional compensation for each meeting attended, stock options, and various other benefits. such as travel, hotel and meal expenses for the board meetings. Tiffany & Co. , for example, pays directors an annual retainer of $ 46,500, an additional annual retainer of $ 2,500 if
1016-480: A board, sometimes called the board process , includes the selection of board members, the setting of clear board objectives, the dissemination of documents or board package to the board members, the collaborative creation of an agenda for the meeting, the creation and follow-up of assigned action items , and the assessment of the board process through standardized assessments of board members, owners, and CEOs. The science of this process has been slow to develop due to
1143-432: A certain cause, a board of directors may have the responsibility of running the organization in between meetings of the membership, especially if the membership meets infrequently, such as only at an annual general meeting . The amount of powers and authority delegated to the board depend on the bylaws and rules of the particular organization. Some organizations place matters exclusively in the board's control while in others,
1270-587: A colonist's perspective is found in the memoir Out of Africa by Danish author Baroness Karen von Blixen-Finecke, published in 1937. By the 1930s, approximately 30,000 white settlers lived in the area and gained a political voice because of their contribution to the market economy. The central highlands were already home to over a million members of the Kikuyu people, most of whom had no land claims in European terms and lived as itinerant farmers. To protect their interests,
1397-624: A definitive Share Purchase Agreement with Royal Ngao Holdings to acquire its 99 percent shareholding in Real Insurance Company Limited, a deal that was valued at KSh1.4 billion (approximately US$ 16 million then). 60% of the sales price was paid in cash and 40% was paid by issuance of new shares in British-American Investments Company. Real Insurance was licensed insurer carrying out General insurance business in Kenya, Tanzania, Malawi, and Mozambique. It had been
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#17328693105741524-480: A domestic market only, the presence of CEOs from global multinational corporations as outside directors can help to provide insights on export and import opportunities and international trade options. One of the arguments for having outside directors is that they can keep a watchful eye on the inside directors and on the way the organization is run. Outside directors are unlikely to tolerate "insider dealing" between inside directors, as outside directors do not benefit from
1651-409: A fully owned subsidiary of Lagos-based Continental Reinsurance Plc., in a deal valued at KSh300 million (approximately US$ 3.4 million). This acquisition was in a bid for the group to consolidate its market share and broaden revenue sources. The acquisition will be funded by a planned bond issue. On 30 June 2014, British-American Investments Company served a takeover notice on the board of directors of
1778-529: A generous " golden parachute " which also acts as a deterrent to removal. A 2010 study examined how corporate shareholders voted in director elections in the United States. It found that directors received fewer votes from shareholders when their companies performed poorly, had excess CEO compensation, or had poor shareholder protection. Also, directors received fewer votes when they did not regularly attend board meetings or received negative recommendations from
1905-533: A great amount of land, in the plains where people did not put up much resistance. The Nandi peoples managed to oppose the Masai, while the Taveta peoples fled to the forests on the eastern edge of Mount Kilimanjaro , although they later were forced to leave the land due to the threat of smallpox . An outbreak of either rinderpest or pleuropneumonia greatly affected the Masai's cattle, while an epidemic of smallpox affected
2032-509: A player in the Kenyan insurance sector since 1910. This transaction led to the expansion of Britam to Tanzania, Malawi, and Mozambique. Britam and Real Insurance only had parallel insurance businesses in Kenya. The Kenyan businesses would be consolidated. The acquisition of Real Insurance was approved by the shareholders of Britam on 19 February 2014. In April 2014, the group announced its intention to acquire 30 percent of Continental Re Kenya Limited,
2159-512: A position on the board. Shareholder nominations can only occur at the general meeting itself or through the prohibitively expensive process of mailing out ballots separately; in May 2009 the SEC proposed a new rule allowing shareholders meeting certain criteria to add nominees to the proxy statement. In practice for publicly traded companies, the managers ( inside directors ) who are purportedly accountable to
2286-526: A position that does not carry any executive authority and represents recognition of the person's corporate governorship and performance. An inside director is a director who is also an employee, officer, chief executive, major shareholder , or someone similarly connected to the organization. Inside directors represent the interests of the entity's stakeholders, and often have special knowledge of its inner workings, its financial or market position, and so on. Typical inside directors are: An inside director who
2413-416: A proxy advisory firm. The study also shows that companies often improve their corporate governance by removing poison pills or classified boards and by reducing excessive CEO pay after their directors receive low shareholder support. Board accountability to shareholders is a recurring issue. In September 2010, The New York Times noted that several directors who had overseen companies which had failed in
2540-589: A public market (a private, limited or closely held company), owned by family members (a family business), or exempt from income taxes (a non-profit, not for profit, or tax-exempt entity). There are numerous types of business entities available throughout the world such as a corporation, limited liability company, cooperative, business trust, partnership, private limited company, and public limited company. Much of what has been written about boards of directors relates to boards of directors of business entities actively traded on public markets. More recently, however, material
2667-438: A resolution of the remaining directors (in some countries they may only do so "with cause"; in others the power is unrestricted). Some jurisdictions also permit the board of directors to appoint directors, either to fill a vacancy which arises on resignation or death, or as an addition to the existing directors. In practice, it can be quite difficult to remove a director by a resolution in general meeting. In many legal systems,
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#17328693105742794-443: A set fraction of the board's members. The board of directors appoints the chief executive officer of the corporation and sets out the overall strategic direction. In corporations with dispersed ownership, the identification and nomination of directors (that shareholders vote for or against) are often done by the board itself, leading to a high degree of self-perpetuation. In a non-stock corporation with no general voting membership,
2921-415: A single-tier board, while the chairman of the management board is reckoned as the company's CEO or managing director . These two roles are always held by different people. This ensures a distinction between management by the executive board and governance by the supervisory board and allows for clear lines of authority. The aim is to prevent a conflict of interest and too much power being concentrated in
3048-414: Is dividend and how much it is, stock options distributed to employees, and the hiring/firing and compensation of upper management . Theoretically, the control of a company is divided between two bodies: the board of directors, and the shareholders in general meeting . In practice, the amount of power exercised by the board varies with the type of company. In small private companies, the directors and
3175-406: Is also an additional statutory body for audit purposes. The OECD Principles are intended to be sufficiently general to apply to whatever board structure is charged with the functions of governing the enterprise and monitoring management. The development of a separate board of directors to manage/govern/oversee a company has occurred incrementally and indefinitely over legal history. Until the end of
3302-408: Is associated with rigorous monitoring and improved corporate governance. In some European and Asian countries, there are two separate boards, an executive board (or management board) for day-to-day business and a supervisory board (elected by the shareholders and employees) for supervising the executive board. In these countries, the chairman of the supervisory board is equivalent to the chairman of
3429-416: Is becoming available for boards of private and closely held businesses including family businesses. A board-only organization is one whose board is self-appointed, rather than being accountable to a base of members through elections; or in which the powers of the membership are extremely limited. In membership organizations , such as a society made up of members of a certain profession or one advocating
3556-710: Is bordered by South Sudan to the northwest, Ethiopia to the north, Somalia to the east, Uganda to the west, Tanzania to the south, and the Indian Ocean to the southeast. Kenya's geography , climate and population vary widely, ranging from cold snow-capped mountaintops (Batian, Nelion and Point Lenana on Mount Kenya ) with vast surrounding forests, wildlife and fertile agricultural regions to temperate climates in western and rift valley counties and further on to dry less fertile arid and semi-arid areas and absolute deserts ( Chalbi Desert and Nyiri Desert ). Kenya's earliest inhabitants were hunter-gatherers , like
3683-527: Is complete. Details on how they can be removed are usually provided in the bylaws. If the bylaws do not contain such details, the section on disciplinary procedures in Robert's Rules of Order may be used. In a publicly held company , directors are elected to represent and are legally obligated as fiduciaries to represent owners of the company—the shareholders /stockholders. In this capacity they establish policies and make decisions on issues such as whether there
3810-413: Is considered to be comparatively weak due to the limited time they can dedicate to this task. Overconfident directors are found to pay higher premiums in corporate acquisitions and make worse takeover choices. Locally rooted directors tend to be overrepresented and lack international experience, which can lead to lower valuations, especially in internationally oriented firms. Directors' military experience
3937-454: Is employed as a manager or executive of the organization is sometimes referred to as an executive director (not to be confused with the title executive director sometimes used for the CEO position in some organizations). Executive directors often have a specified area of responsibility in the organization, such as finance, marketing, human resources, or production. An outside director is a member of
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4064-408: Is that in large public companies it is upper management and not boards that wield practical power, because boards delegate nearly all of their power to the top executive employees, adopting their recommendations almost without fail. As a practical matter, executives even choose the directors, with shareholders normally following management recommendations and voting for them. In most cases, serving on
4191-459: Is that the board tends to have more de facto power. Most shareholders do not attend shareholder meetings, but rather cast proxy votes via mail, phone, or internet, thus allowing the board to vote for them. However, proxy votes are not a total delegation of the voting power, as the board must vote the proxy shares as directed by their owner even when it contradicts the board's views. In addition, many shareholders vote to accept all recommendations of
4318-627: Is the 28th-most-populous country in the world and 7th most populous in Africa. Kenya's capital and largest city is Nairobi , while its oldest and second-largest city, is the major port city of Mombasa , situated on Mombasa Island in the Indian Ocean and the surrounding mainland. Mombasa was the capital of the British East Africa Protectorate , which included most of what is now Kenya and southwestern Somalia, from 1889 to 1907. Other important cities include Kisumu and Nakuru . Kenya
4445-528: Is the second largest in eastern and central Africa, after Ethiopia, with Nairobi serving as a major regional commercial hub. Agriculture is the largest sector; tea and coffee are traditional cash crops, while fresh flowers are a fast-growing export. The service industry is also a major economic driver, particularly tourism. Kenya is a member of the East African Community trade bloc, though some international trade organisations categorise it as part of
4572-400: The 2007–2008 financial crisis had found new positions as directors. The SEC sometimes imposes a ban (a "D&O bar") on serving on a board as part of its fraud cases, and one of these was upheld in 2013. The exercise by the board of directors of its powers usually occurs in board meetings. Most legal systems require sufficient notice to be given to all directors of these meetings, and that
4699-564: The Bahamas . A local company was incorporated on 14 November 1979 as British-American Insurance Company (Kenya) Limited under the Companies Act as a private limited liability company following a government directive that all branches of foreign owned insurance companies must be incorporated locally. By this time, the Company had established nine branches across Kenya. This local incorporation represented
4826-527: The Greater Horn of Africa . Africa is Kenya's largest export market, followed by the European Union. The Republic of Kenya is named after Mount Kenya . The earliest recorded version of the modern name was written by German explorer Johann Ludwig Krapf in the 19th century. While travelling with a Kamba caravan led by the long-distance trader Chief Kivoi , Krapf spotted the mountain peak and asked what it
4953-589: The Housing Finance Company of Kenya to acquire the 24.76 percent shareholding that Equity Group Holdings Limited (EBG) held in the mortgage lender at that time. This transaction was completed on 31 December 2014 and it increased Britam's stake in Housing Finance to 46.1 percent. In June 2015, the shareholders adopted a resolution to change the company name from British-American Investments Company to Britam Holdings Limited . The companies that compose
5080-804: The International Finance Corporation agreed to invest KSh3.5 billion (approx. US$ 35 million) in Britam, in exchange for 10.37 percent shareholding. The company issued 224.1 million new ordinary shares to IFC, reducing the shareholding of existing shareholders by 10.3 percent, reducing Munga's total ownership to 36.0 percent. In April 2019, the Business Daily Africa newspaper reported that the Swiss insurer, Swiss Re had acquired 15.79 percent in Britam Holdings Limited. Africinvest , now
5207-569: The Kalenjin , Samburu , Luo , Turkana , and Maasai . By the first millennium AD, Bantu -speaking farmers had moved into the region, initially along the coast. The Bantus originated in West Africa along the Benue River in what is now eastern Nigeria and western Cameroon . The Bantu migration brought new developments in agriculture and ironworking to the region. Bantu groups in Kenya include
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5334-595: The Kikuyu , Luhya , Kamba , Kisii , Meru , Kuria , Aembu , Ambeere , Wadawida -Watuweta, Wapokomo, and Mijikenda , among others. Notable prehistoric sites in the interior of Kenya include the (possibly archaeoastronomical) site Namoratunga on the west side of Lake Turkana and the walled settlement of Thimlich Ohinga in Migori County . The Kenyan coast had served as host to communities of ironworkers and Bantu subsistence farmers, hunters, and fishers who supported
5461-617: The Ming Dynasty , visited the East African coast on one of his last ' treasure voyages '. Malindi authorities also welcomed the Portuguese explorer Vasco da Gama in 1498. During the 18th and 19th century C.E, the Masai people moved into central and southern Rift Valley plains of Kenya, from a region north of Lake Rudolf (now Lake Turkana ). Although there were not many, they managed to conquer
5588-512: The Pleistocene epoch. During excavations at Lake Turkana in 1984, palaeoanthropologist Richard Leakey , assisted by Kamoya Kimeu , discovered the Turkana Boy , a 1.6-million-year-old Homo erectus fossil. East Africa, including Kenya, is one of the earliest regions where modern humans ( Homo sapiens ) are believed to have lived. Evidence was found in 2018, dating to about 320,000 years ago, of
5715-682: The Somali Republic to the north. A ceasefire was eventually reached with the signing of the Arusha Memorandum in October 1967, but relative insecurity prevailed through 1969. To discourage further invasions, Kenya signed a defence pact with Ethiopia in 1969, which is still in effect. On 12 December 1964, the Republic of Kenya was proclaimed, and Jomo Kenyatta became Kenya's first president. Under Kenyatta, corruption became widespread throughout
5842-410: The 15th century, Portuguese voyager Duarte Barbosa claimed that "Mombasa is a place of great traffic and has a good harbour in which there are always moored small craft of many kinds and also great ships, both of which are bound from Sofala and others which come from Cambay and Melinde and others which sail to the island of Zanzibar." In the 17th century, the Swahili coast was conquered and came under
5969-470: The 1963 independence constitution with a new one. As a result, the elections of 2007 took place following the procedure set by the old constitution. Kibaki was reelected in highly contested elections marred by political and ethnic violence . The main opposition leader, Raila Odinga, claimed the election was rigged and that he was the rightfully elected president. In the ensuing violence, 1,500 people were killed and another 600,000 internally displaced, making it
6096-504: The 19th century, it seems to have been generally assumed that the general meeting (of all shareholders) was the supreme organ of a company, and that the board of directors merely acted as an agent of the company subject to the control of the shareholders in general meeting. However, by 1906, the English Court of Appeal had made it clear in the decision of Automatic Self-Cleansing Filter Syndicate Co Ltd v Cuninghame [1906] 2 Ch 34 that
6223-415: The 2002 elections. Moi's plan to be replaced by Uhuru Kenyatta failed, and Mwai Kibaki , running for the opposition coalition "National Rainbow Coalition" ( NARC ), was elected president. David Anderson (2003) reports the elections were judged free and fair by local and international observers, and seemed to mark a turning point in Kenya's democratic evolution. In 2005, Kenyans rejected a plan to replace
6350-706: The Air Force. It was quickly suppressed by forces commanded by Chief of General Staff Mahamoud Mohamed , a veteran Somali military official. They included the General Service Unit (GSU)—a paramilitary wing of the police—and later the regular police. On the heels of the Garissa Massacre of 1980, Kenyan troops committed the Wagalla massacre in 1984 against thousands of civilians in Wajir County . An official probe into
6477-538: The Britam Holdings Limited are organised into four divisions and include, but are not limited, to the following: In September 2017, the International Finance Corporation (IFC), an arm of the World Bank Group , concluded the acquisition of a 10.37 percent stake in Britam, thereby gaining a seat on the company's board of directors. The shares of the stock of Britam Holdings Limited are traded on
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#17328693105746604-564: The CEO and their direct reports (other C-level officers, division/subsidiary heads). Board structures and procedures vary both within and among OECD countries. Some countries have two-tier boards that separate the supervisory function and the management function into different bodies. Such systems typically have a "supervisory board" composed of nonexecutive board members and a "management board" composed entirely of executives. Other countries have "unitary" boards, which bring together executive and non-executive board members. In some countries there
6731-504: The Embu call it "Kirinyaa". All three names have the same meaning. Ludwig Krapf recorded the name as both Kenia and Kegnia . Some have said that this was a precise notation of the African pronunciation / ˈ k ɛ n j ə / . An 1882 map drawn by Joseph Thompsons, a Scottish geologist and naturalist, indicated Mt. Kenya as Mt. Kenia. The mountain's name was accepted, pars pro toto , as
6858-629: The IPO because of the Eurozone crisis and a sluggish U.S economy. Britam Insurance Company (South Sudan) Limited was incorporated in February 2012 and is licensed to underwrite all classes of life and non-life insurance. In Rwanda, Britam Insurance Company (Rwanda) Limited , was incorporated and licensed in 2013 by the National Bank of Rwanda . On 9 December 2013, the British-American Investments Company entered into
6985-512: The Masai themselves. After the death of the Masai Mbatian , the chief laibon (medicine man), the Masai split into warring factions. The Masai caused much strife in the areas they conquered; however, cooperation between such groups as the Luo people , Luhya people , and Gusii people is evidenced by shared vocabulary for modern implements and similar economic regimes. Although Arab traders remained in
7112-677: The Nairobi Stock Exchange, under the symbol: BRIT . As of 31 December 2017, the shareholding in the company's stock, was as depicted in the table below: Britam Holdings is governed by an eleven-person Board of Directors with Kuria Muchiru serving as the Chairman of the group , and Tom Gitogo as the Group Managing Director . Britam Tower is a 31-storey building located along Hospital Road in Upper Hill, Nairobi which serves as
7239-732: The Protectorate of Kenya so that all of Kenya would become one sovereign state. In this way, Kenya became an independent country under the Kenya Independence Act 1963 of the United Kingdom. On 12 December 1964, Kenya became a republic under the name "Republic of Kenya". Concurrently, the Kenyan army fought the Shifta War against ethnic Somali rebels inhabiting the Northern Frontier District who wanted to join their kin in
7366-533: The U.S., the directors which are available to vote on are largely selected by either the board as a whole or a nominating committee . Although in 2002 the New York Stock Exchange and the NASDAQ required that nominating committees consist of independent directors as a condition of listing, nomination committees have historically received input from management in their selections even when the CEO does not have
7493-547: The UK and the colony led to the Mau Mau revolution , which began in 1952, and the declaration of independence in 1963. After independence, Kenya remained a member of the Commonwealth of Nations . The current constitution was adopted in 2010 and replaced the 1963 independence constitution . Kenya is a presidential representative democratic republic, in which elected officials represent
7620-467: The United Kingdom. Kenya itself was the site of fighting between Allied forces and Italian troops in 1940–41, when Italian forces invaded. Wajir and Malindi were bombed as well. From October 1952 to December 1959, Kenya was in a state of emergency arising from the Mau Mau rebellion against British rule. The Mau Mau, also known as the Kenya Land and Freedom Army, were primarily Kikuyu people. During
7747-462: The area, trade routes were disrupted by the hostile Masai, though there was trade in ivory between these factions. The first foreigners to successfully get past the Masai were Johann Ludwig Krapf and Johannes Rebmann , two German missionaries who established a mission in Rabai , not too far from Mombasa . The pair were the first Europeans to sight Mount Kenya . The colonial history of Kenya dates from
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#17328693105747874-591: The article by stating the cost of the stability in terms of human rights abuses. The opposition party started by Oginga Odinga — Kenya People's Union (KPU)—was banned in 1969 after the Kisumu Massacre and KPU leaders were still in detention without trial in gross violation of the U.N. Declaration of Human Rights . The Kenya Students Union, Jehovah Witnesses and all opposition parties were outlawed. Kenyatta ruled until his death on 22 August 1978. After Kenyatta died, Daniel arap Moi became president. He retained
8001-453: The atrocities was later ordered in 2011. The election held in 1988 saw the advent of the mlolongo (queuing) system, where voters were supposed to line up behind their favoured candidates instead of casting a secret ballot. This was seen as the climax of a very undemocratic regime and led to widespread agitation for constitutional reform. Several contentious clauses, including the one that allowed for only one political party, were changed in
8128-475: The beginning of the end of Moi's leadership and the rule of KANU. Moi retained the presidency and George Saitoti became vice president. Although it held on to power, KANU won 100 seats and lost 88 seats to the six opposition parties. The 1992 elections marked the beginning of multiparty politics after more than 25 years of KANU rule. Following skirmishes in the aftermath of the elections, 5,000 people were killed and another 75,000 displaced from their homes. In
8255-404: The board is accountable to, and may be subordinate to, the organization's full membership, which usually elect the members of the board. In a stock corporation , non-executive directors are elected by the shareholders , and the board has ultimate responsibility for the management of the corporation. In nations with codetermination (such as Germany and Sweden), the workers of a corporation elect
8382-454: The board is the supreme governing body of the institution, and its members are sometimes chosen by the board itself. Other names include board of directors and advisors , board of governors , board of managers , board of regents , board of trustees , and board of visitors . It may also be called the executive board . Typical duties of boards of directors include: The legal responsibilities of boards and board members vary with
8509-492: The board of directors have historically played a major role in selecting and nominating the directors who are voted on by the shareholders, in which case more "gray outsider directors" (independent directors with conflicts of interest ) are nominated and elected. In countries with co-determination , a fixed fraction of the board is elected by the corporation's workers. Directors may also leave office by resignation or death. In some legal systems, directors may also be removed by
8636-454: The board rather than try to get involved in management, since each shareholder's power, as well as interest and information is so small. Larger institutional investors also grant the board proxies. The large number of shareholders also makes it hard for them to organize. However, there have been moves recently to try to increase shareholder activism among both institutional investors and individuals with small shareholdings. A contrasting view
8763-440: The board to conduct its business by conference call or other electronic means. They may also specify how a quorum is to be determined. The responsibilities of a board of directors vary depending on the nature and type of business entity and the laws applying to the entity (see types of business entity ). For example, the nature of the business entity may be one that is traded on a public market (public company), not traded on
8890-417: The board who is not otherwise employed by or engaged with the organization, and does not represent any of its stakeholders. A typical example is a director who is president of a firm in a different industry. Outside directors are not employees of the company or affiliated with it in any other way. Outside directors bring outside experience and perspectives to the board. For example, for a company that serves
9017-558: The bulk of the skilled labour required for construction. They and most of their descendants later remained in Kenya and formed the core of several distinct Indian communities, such as the Ismaili Muslim and Sikh communities. While building the railway through Tsavo , a number of the Indian railway workers and local African labourers were attacked by two lions known as the Tsavo maneaters . At
9144-532: The centuries, the Kenyan coast has played host to many merchants and explorers. Among the cities that line the Kenyan coast is Malindi. It has remained an important Swahili settlement since the 14th century and once rivalled Mombasa for dominance in the African Great Lakes region. Malindi has traditionally been a friendly port city for foreign powers. In 1414, the Chinese trader and explorer Zheng He , representing
9271-565: The coast and the interior between 250 BC and 500 AD. European contact began in 1500 AD with the Portuguese Empire , and effective colonisation of Kenya began in the 19th century during the European exploration of Africa . Modern-day Kenya emerged from a protectorate established by the British Empire in 1895 and the subsequent Kenya Colony , which began in 1920. Numerous disputes between
9398-597: The coastal hotel business, with Kenyatta personally owning the Leonard Beach Hotel. Kenyatta's mixed legacy was highlighted at the 10-year anniversary of Kenya's independence. A December 1973 article in The New York Times praised Kenyatta's leadership and Kenya for emerging as a model of pragmatism and conservatism. Kenya's GDP had increased at an annual rate of 6.6%, higher than the population growth rate of more than 3%. But Amnesty International responded to
9525-598: The colonial administration's crackdown, over 11,000 freedom fighters had been killed, along with 100 British troops and 2,000 Kenyan loyalist soldiers. War crimes were committed on both sides of the conflict, including the publicised Lari massacre and the Hola massacre . The governor requested and obtained British and African troops, including the King's African Rifles . The British began counter-insurgency operations. In May 1953, General Sir George Erskine took charge as commander-in-chief of
9652-831: The colony's armed forces, with the personal backing of Winston Churchill . The capture of Waruhiu Itote (nom de guerre "General China" ) on 15 January 1954 and the subsequent interrogation led to a better understanding of the Mau Mau command structure for the British. Operation Anvil opened on 24 April 1954, after weeks of planning by the army with the approval of the War Council. The operation effectively placed Nairobi under military siege. Nairobi's occupants were screened and suspected Mau Mau supporters moved to detention camps. More than 80,000 Kikuyu were held in detention camps without trial, often subject to brutal treatment. The Home Guard formed
9779-410: The company or organization. Outside directors are often useful in handling disputes between inside directors, or between shareholders and the board. They are thought to be advantageous because they can be objective and present little risk of conflict of interest. On the other hand, they might lack familiarity with the specific issues connected to the organization's governance, and they might not know about
9906-430: The constitution to allow Moi to remain president for another term. Subsequently, Moi stood for reelection and won a 5th term in 1997. His win was strongly criticised by his major opponents, Kibaki and Odinga , as fraudulent. Following this win, Moi was constitutionally barred from another presidential term. Beginning in 1998, he attempted to influence the country's succession politics to have Uhuru Kenyatta elected in
10033-514: The core of the government's strategy as it was composed of loyalist Africans, not foreign forces such as the British Army and King's African Rifles. The capture of Dedan Kimathi on 21 October 1956 in Nyeri signified the ultimate defeat of the Mau Mau and essentially ended the military offensive. During this period, substantial governmental changes to land tenure occurred. The most important of these
10160-475: The country. The building of the railway was resisted by some ethnic groups—notably the Nandi , led by Orkoiyot Koitalel Arap Samoei from 1890 to 1900—but the British eventually built it. The Nandi were the first ethnic group to be put in a native reserve to stop them from disrupting the building of the railway. During the railway construction era, there was a significant influx of Indian workers, who provided
10287-574: The direct rule of the Omani Arabs , who expanded the slave trade to meet the demands of plantations in Oman and Zanzibar . Initially, these traders came mainly from Oman, but later many came from Zanzibar (such as Tippu Tip ). In addition, the Portuguese started buying slaves from the Omani and Zanzibari traders in response to the interruption of the transatlantic slave trade by British abolitionists. Throughout
10414-436: The director has a right to receive special notice of any resolution to remove them; the company must often supply a copy of the proposal to the director, who is usually entitled to be heard by the meeting. The director may require the company to circulate any representations that they wish to make. Furthermore, the director's contract of service will usually entitle them to compensation if they are removed, and may often include
10541-487: The director is also a chairperson of a committee, a per-meeting-attended fee of $ 2,000 for meetings attended in person, a $ 500 fee for each meeting attended via telephone, in addition to stock options and retirement benefits. Academic research has identified different types of board directors. Their characteristics and experiences shape their role and performance. For instance, directors with multiple mandates are often referred to as busy directors. Their monitoring performance
10668-478: The division of powers between the board and the shareholders in general meaning depended on the construction of the articles of association and that, where the powers of management were vested in the board, the general meeting could not interfere with their lawful exercise. The articles were held to constitute a contract by which the members had agreed that "the directors and the directors alone shall manage." The new approach did not secure immediate approval, but it
10795-441: The early emergence of modern behaviours , including long-distance trade networks (involving goods such as obsidian), the use of pigments, and the possible making of projectile points. The authors of three 2018 studies on the site suggest that complex and modern behaviours had already begun in Africa around the time of the emergence of Homo sapiens . The first inhabitants of present-day Kenya were hunter-gatherer groups, akin to
10922-411: The economy with agriculture, fishing, metal production, and trade with foreign countries. These communities formed the earliest city-states in the region, which were collectively known as Azania . By the 1st century CE, many of the city-states such as Mombasa , Malindi , and Zanzibar began to establish trading relations with Arabs . This led to the increased economic growth of the Swahili states,
11049-685: The establishment of a German Empire protectorate over the Sultan of Zanzibar 's coastal possessions in 1885, followed by the arrival of the Imperial British East Africa Company in 1888. Imperial rivalry was prevented by the Heligoland–Zanzibar Treaty , Germany handed its East African coastal holdings to Britain in 1890. The transfer by Germany to Britain was followed by the building of the Uganda Railway passing through
11176-478: The first step in the localisation of the Company. In 1984, local Kenyan investors acquired 33.33 percent of the shareholding in line with government directives. In 2004, the group incorporated British-American Asset Managers whose core business was the provision of Investment advisory and Fund management services. The company offers investment funds, structured as Unit trusts and discretionary Portfolio management , to both institutions and private clients. During
11303-431: The following years. In 1991, Kenya transitioned to a multiparty political system after 26 years of single-party rule. On 28 October 1992, Moi dissolved parliament, five months before the end of his term. As a result, preparations began for all elective seats in parliament as well as the president. The election was scheduled to take place on 7 December 1992, but delays led to its postponement to 29 December. Apart from KANU,
11430-412: The general body of shareholders can control the exercise of powers by the articles in the directors is by altering the articles, or, if opportunity arises under the articles, by refusing to re-elect the directors of whose actions they disapprove. They cannot themselves usurp the powers which by the articles are vested in the directors any more than the directors can usurp the powers vested by the articles in
11557-479: The general body of shareholders. It has been remarked that this development in the law was somewhat surprising at the time, as the relevant provisions in Table A (as it was then) seemed to contradict this approach rather than to endorse it. In most legal systems, the appointment and removal of directors is voted upon by the shareholders in general meeting or through a proxy statement . For publicly traded companies in
11684-411: The general membership retains full power and the board can only make recommendations. The setup of a board of directors vary widely across organizations and may include provisions that are applicable to corporations, in which the "shareholders" are the members of the organization. A difference may be that the membership elects the officers of the organization, such as the president and the secretary, and
11811-510: The government, civil service, and business community. Kenyatta and his family were tied up with this corruption as they enriched themselves through the mass purchase of property after 1963. Their acquisitions in the Central, Rift Valley, and Coast Provinces aroused great anger among landless Kenyans. His family used his presidential position to circumvent legal or administrative obstacles to acquiring property. The Kenyatta family also heavily invested in
11938-557: The group is the Britam Holding Plc, commonly referred to by its brand name Britam Kenya. According to the Insurance Regulatory Authority report released in 2019, Britam Life Assurance was ranked first in market share with 24.7 percent. The group's operations commenced in Kenya in 1965 with the opening of the first office in Nairobi as a foreign branch of British-American Insurance Company Limited, headquartered in
12065-426: The hands of one person. There is a strong parallel here with the structure of government, which tends to separate the political cabinet from the management civil service . In the United States, the board of directors (elected by the shareholders) is often equivalent to the supervisory board, while the executive board may often be known as the executive committee (operating committee or executive council), composed of
12192-635: The headquarters for the company. The tower is known for its prism-like shape and an adjacent 15-storey parking. Standing at 200m, it is the tallest building in Kenya and the third tallest in Africa . The tower has wind turbines that generate power for parts of the building. The complex comprises offices, banking halls, restaurants and retail stores. In April 2015, a US$ 693 million Ponzi scheme in Bramer Banking Corporation hit Britam's largest shareholder British American Investment Company Mauritius Limited (BAIC). The Group moved swiftly to inform
12319-498: The incorporation of Britam Insurance Company (Uganda) Limited , which commenced business on 24 November 2010, following the issuance of an insurance license by the Uganda Insurance Commission. In 2011, the shares of British-American Investments Company were listed on the Nairobi Securities Exchange through an undersubscribed initial public offering . This was largely the result of risk-averse foreign investors shunning
12446-446: The industry or sector in which the organization is operating. Individual directors often serve on more than one board. This practice results in an interlocking directorate , where a relatively small number of individuals have significant influence over many important entities. This situation can have important corporate, social, economic, and legal consequences, and has been the subject of significant research. The process for running
12573-511: The introduction of Islam , Arabic influences on the Swahili Bantu language , cultural diffusion , as well as the Swahili city-states becoming members of a larger trade network. Many historians had long believed that the city-states were established by Arab or Persian traders, but archaeological evidence has led scholars to recognise the city-states as an indigenous development which, though subjected to foreign influence due to trade, retained
12700-584: The land, capturing British supplies, and remaining undefeated. He eventually surrendered in Northern Rhodesia (today Zambia) 14 days after the Armistice was signed in 1918. To chase von Lettow, the British deployed the British Indian Army troops from India but needed large numbers of porters to overcome the formidable logistics of transporting supplies far into the interior on foot. The Carrier Corps
12827-512: The largest shareholder, owns 16.2 percent. The International Finance Corporation controls 8.8 percent. At that time, the original founders, maintained a combined 39.2 percent equity ownership in the company. Kenya Kenya , officially the Republic of Kenya ( Swahili : Jamhuri ya Kenya ), is a country in East Africa . With a population of more than 47.6 million in the 2019 census, Kenya
12954-432: The members elect the president of the organization and the president becomes the board chair, unless the by-laws say otherwise. The directors of an organization are the persons who are members of its board. Several specific terms categorize directors by the presence or absence of their other relationships to the organization. Corporations often appoint a former senior executive and ex-board member as honorary president ,
13081-632: The modern Khoisan speakers. These people were later largely replaced by agropastoralist Cushitic (ancestral to Kenya's Cushitic speakers) from the Horn of Africa . During the early Holocene , the regional climate shifted from dry to wetter conditions, providing an opportunity for the development of cultural traditions such as agriculture and herding , in a more favourable environment. Around 500 BC, Nilotic -speaking pastoralists (ancestral to Kenya's Nilotic speakers) started migrating from present-day southern Sudan into Kenya. Nilotic groups in Kenya include
13208-556: The name of the country. It did not come into widespread official use during the early colonial period, when the country was referred to as the East African Protectorate . The official name was changed to the Colony of Kenya in 1920. Hominids such as Homo habilis (1.8 to 2.5 million years ago) and Homo erectus (1.9 million to 350,000 years ago) are possible direct ancestors of modern Homo sapiens , and lived in Kenya in
13335-463: The nature of the organization, and between jurisdictions. For companies with shares publicly listed for negotiation , these responsibilities are typically much more rigorous and complex than for those of other types. Typically, the board chooses one of its members to be the chairman (often now called the "chair" or "chairperson"), who holds whatever title is specified in the by-laws or articles of association . However, in membership organizations,
13462-464: The next five years, many political alliances were formed in preparation for the next elections. In 1994, Jaramogi Oginga Odinga died and several coalitions joined his FORD Kenya party to form a new party, United National Democratic Alliance. This party was plagued with disagreements. In 1995, Richard Leakey formed the Safina party, but it was denied registration until November 1997. In 1996, KANU revised
13589-430: The officers become members of the board in addition to the directors and retain those duties on the board. The directors may also be classified as officers in this situation. There may also be ex-officio members of the board, or persons who are members due to another position that they hold. These ex-officio members have all the same rights as the other board members. Members of the board may be removed before their term
13716-600: The outbreak of World War I in August 1914, the governors of British East Africa (as the protectorate was generally known) and German East Africa initially agreed on a truce in an attempt to keep the young colonies out of direct hostilities. But Lieutenant Colonel Paul von Lettow-Vorbeck , the German military commander, determined to tie down as many British resources as possible. Completely cut off from Germany, Lettow-Vorbeck conducted an effective guerrilla warfare campaign , living off
13843-597: The people and the president is the head of state and government. Kenya is a member of the United Nations , the Commonwealth , World Bank , International Monetary Fund , World Trade Organization , COMESA , International Criminal Court , as well as other international organisations. It is also a major non-NATO ally of the United States . With a GNI of 1,840, Kenya is a lower-middle-income economy. Kenya's economy
13970-452: The powers of the board are vested in the board as a whole, and not in the individual directors. However, in instances an individual director may still bind the company by their acts by virtue of their ostensible authority (see also: the rule in Turquand's Case ). Because directors exercise control and management over the organization, but organizations are (in theory) run for the benefit of
14097-507: The present-day Hadza people . According to archaeological dating of associated artifacts and skeletal material, Cushitic speakers first settled in Kenya's lowlands between 3,200 and 1,300 BC, a phase known as the Lowland Savanna Pastoral Neolithic . Nilotic -speaking pastoralists (ancestral to Kenya's Nilotic speakers) began migrating from present-day South Sudan into Kenya around 500 BC. Bantu people settled at
14224-416: The presidency, running unopposed in elections held in 1979, 1983 ( snap elections ), and 1988, all of which were held under the single-party constitution. The 1983 elections were held a year early, and were a direct result of a failed military coup on 2 August 1982. The 1982 coup was masterminded by a low-ranking Air Force serviceman, Senior Private Hezekiah Ochuka , and was staged mainly by enlisted men of
14351-560: The public that the ponzi scheme did not affect their operations. However, the directors were put under investigation by the IRA. The Mauritian government appointed receiver managers at BAI Co. later announced their intention to dispose of the group's entire shareholding in Britam. Dawood Rawat moved to the International Court of Arbitration in France to block this sale. As of January 2017, the case
14478-404: The ruling party, other parties represented in the elections included FORD Kenya and FORD Asili. This election was marked by large-scale intimidation of opponents and harassment of election officials. It resulted in an economic crisis propagated by ethnic violence as the president was accused of rigging electoral results to retain power. This election was a turning point for Kenya as it signified
14605-540: The same year, the group restructured, creating a non-operating holding company. Also in 2004, Britam acquired a strategic equity stake in the Equity Group Holdings Limited . Britam made its first equity acquisition in Housing Finance Company of Kenya (the largest mortgage finance provider in East Africa) in 2007. 2010 marked Britam's regional expansion commencing with the group's expansion into Uganda with
14732-516: The secretive nature of the way most companies run their boards, however some standardization is beginning to develop. Some who are pushing for this standardization in the US are the National Association of Corporate Directors , McKinsey and The Board Group. A board of directors conducts its meetings according to the rules and procedures contained in its governing documents. These procedures may allow
14859-403: The settlers banned the growing of coffee and introduced a hut tax, and the landless were granted less and less land in exchange for their labour. A massive exodus to the cities ensued as their ability to make a living from the land dwindled. By the 1950s, there were 80,000 white settlers living in Kenya. Throughout World War II , Kenya was an important source of manpower and agriculture for
14986-468: The shareholders are normally the same people, and thus there is no real division of power. In large public companies , the board tends to exercise more of a supervisory role, and individual responsibility and management tends to be delegated downward to individual professional executives (such as a finance director or a marketing director) who deal with particular areas of the company's affairs. Another feature of boards of directors in large public companies
15113-575: The willingness of Somalis in Kenya to join Somalia . The result of the referendum showed that 86% of Somalis in Kenya wanted to join Somalia , yet the British colonial administration rejected the result and the Somalis remained in Kenya. The first direct elections for native Kenyans to the Legislative Council took place in 1957. Despite British hopes of handing power to "moderate" local rivals, it
15240-404: The worst post-election violence in Kenya. To stop the death and displacement of people, Kibaki and Odinga agreed to work together, with the latter taking the position of a prime minister. This made Odinga the second prime minister of Kenya . Board of directors A board of directors is an executive committee that supervises the activities of a business , a nonprofit organization , or
15367-439: Was called. Kivoi told him " Kĩ-Nyaa " or " Kĩlĩma- Kĩinyaa ", probably because the pattern of black rock and white snow on its peaks reminded him of the feathers of the male ostrich. In archaic Kikuyu , the word 'nyaga' or more commonly 'manyaganyaga' is used to describe an extremely bright object. The Agikuyu, who inhabit the slopes of Mt. Kenya, call it Kĩrĩma Kĩrĩnyaga (literally 'the mountain with brightness') in Kikuyu , while
15494-548: Was endorsed by the House of Lords in Quin & Axtens v Salmon [1909] AC 442 and has since received general acceptance. Under English law, successive versions of Table A have reinforced the norm that, unless the directors are acting contrary to the law or the provisions of the Articles, the powers of conducting the management and affairs of the company are vested in them. The modern doctrine
15621-513: Was expressed in John Shaw & Sons (Salford) Ltd v Shaw [1935] 2 KB 113 by Greer LJ as follows: A company is an entity distinct alike from its shareholders and its directors. Some of its powers may, according to its articles, be exercised by directors, certain other powers may be reserved for the shareholders in general meeting. If powers of management are vested in the directors, they and they alone can exercise these powers. The only way in which
15748-502: Was formed and ultimately mobilised over 400,000 Africans, contributing to their long-term politicisation. In 1920, the East Africa Protectorate was turned into a colony and renamed Kenya after its highest mountain. During the early part of the 20th century, the interior central highlands were settled by British and other European farmers, who became wealthy farming coffee and tea. One depiction of this period of change from
15875-527: Was ongoing. Peter Munga , a Kenyan billionaire and Britam shareholder with an initial 16.96 percent shareholding acquired 23.3 percent in new shareholding that he bought from the Government of Mauritius at an undisclosed sum in June 2016, bringing his new total shareholding to 40.26 percent. At the time, Munga stated that he would dispose of the newly acquired shareholding, in approximately two years. In January 2017,
16002-520: Was the Kenya African National Union (KANU) of Jomo Kenyatta that formed a government. The Colony of Kenya and the Protectorate of Kenya each came to an end on 12 December 1963, with independence conferred on all of Kenya. The U.K. ceded sovereignty over the Colony of Kenya. The Sultan of Zanzibar agreed that simultaneous with independence for the colony, he would cease to have sovereignty over
16129-542: Was the Swynnerton Plan , which was used to both reward loyalists and punish Mau Mau. This left roughly 1/3rd of Kikuyu bereft of any tenancy land arrangement and thus propertyless at the time of independence. Before Kenya got its independence, Somali ethnic people in present-day Kenya in the areas of Northern Frontier Districts petitioned Her Majesty's Government not to be included in Kenya. The colonial government decided to hold Kenya's first referendum in 1962 to check
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