Regulatory Documents
Complete list of 118 regulatory documents from Capital Market Authority Oman.
202610 documents
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Circular No. 04/2026: Roll Out of the New Financial Reporting System for Submission of Collective Investment Schemes (CIS) and Non-CIS Portfolio & Returns
The Capital Markets Authority has launched a new online reporting system, accessible via https://onlineservices.cma.or.ke/, to facilitate the submission of CIS and non-CIS portfolio and performance reports effective March 31, 2026. This initiative merges previously separate reporting requirements into a single consolidated submission, which must now be completed within 21 days following the end of each quarter. Fund managers and investment banks are required to utilize this digital platform for all mandatory filings, ensuring they include supporting documentation such as management accounts, valuation documents, and returns computation evidence.
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Instructions of Simplified Investment Funds
The Capital Market Authority of Saudi Arabia has issued these Instructions to regulate the registration, management, and operations of simplified investment funds within the Kingdom. The framework mandates licensed fund managers and independent custodians to segregate assets, maintain comprehensive records, and conduct private placements exclusively for institutional investors. Funds must submit prior notifications and offering documents to the Authority, which retains oversight powers to suspend offerings or require additional disclosures while ensuring unitholder protections and clearly defined fee structures.
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Corporate Trustees Reporting Template
This circular mandates that all licensed corporate trustees submit quarterly compliance reports to the Capital Markets Authority within twenty-one days of the quarter's end. The attached reporting template requires trustees to document key highlights, asset reconciliations between custodians and fund managers, and details of any non-compliance incidents. Furthermore, trustees must provide disclosures regarding advertisements, conflicts of interest, amendments to incorporation documents, early warning signs, and a formal declaration of oversight verification.
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Controls on Real Estate Ownership in Saudi Arabia by Listed Companies, Investment Funds, and Special Purpose Entities
The Capital Market Authority has issued binding controls governing how listed companies, investment funds, and special purpose entities may own or acquire real estate across Saudi Arabia, including Makkah and Madinah. Properties located within these holy cities must be dedicated to headquarters or branch operations, though an exception permits non-Saudi shareholders to collectively hold up to 49 percent of a listed company’s shares for alternative uses. Capital Market Institutions may accept non-Saudi subscriptions in real estate funds, and all regulated entities must comply with the Real Estate Ownership by Non-Saudis Law during redemptions, liquidations, and ongoing operations.
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CMA Circular No. 01/2026: Roll Out of the New Financial Reporting System for the Submission of Risk Based Capital Adequacy Returns
The Capital Markets Authority has introduced a new electronic reporting system for the submission of Risk Based Capital Adequacy (RBCA) returns and financial statements, effective January 9, 2026. Licensed market intermediaries must now utilize the designated online portal for all periodic filings, maintaining the existing submission deadlines of fifteen days for monthly reports and three months for annual audited statements. Stakeholders are directed to access the new portal via the official link and contact the Authority's financial analysis department for technical assistance.
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Instructions on Issuing Depositary Receipts Out of the Kingdom
The Capital Market Authority of Saudi Arabia has issued these Instructions to establish the regulatory framework and requirements for issuing Depositary Receipts outside the Kingdom for domestically listed shares. The rules mandate prior Authority approval, define the specific obligations of issuers and depositary banks regarding account management, voting rights distribution, and simultaneous information disclosure, and cap aggregate foreign ownership at 49 percent. Furthermore, the Authority retains supervisory powers to verify compliance, prohibit share disposal by non-compliant depositary banks, and enforce the appointment of alternative custodians to safeguard market integrity.
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Investment Accounts Instructions
The Capital Market Authority of Saudi Arabia issues these Instructions to regulate how capital market institutions open and operate investment accounts, particularly for securities crowdfunding platform activities. The rules mandate comprehensive client acceptance, strict adherence to anti-money laundering and counter-terrorism financing due diligence, and detailed identification verification for natural and legal persons. They establish standardized procedures for account agreements, freezing and attachment mechanisms, electronic recordkeeping, and specialized provisions for minors, incapacitated individuals, and GCC or foreign residents.
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Rules for Foreign Investment in Securities
The Capital Market Authority of Saudi Arabia has issued these Rules to regulate foreign investment in listed securities, debt instruments, and fund units. The framework establishes a 10 percent individual ownership cap for non-residing investors and a 49 percent aggregate limit, while mandating a two-year holding period for Foreign Strategic Investors. The Exchange is required to publish ongoing ownership statistics and company-specific restrictions to enforce compliance with the Capital Market Law.
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Implementing Regulation of the Companies Law for Listed Joint Stock Companies
The Capital Market Authority issued this regulation to establish comprehensive corporate governance and operational rules for Saudi listed joint stock companies. It mandates the timely filing of financial statements, defines strict duties of care and loyalty for board members, and sets a maximum seven-year term for external auditors. The framework further standardizes shareholder assembly procedures, share buy-back and pledge mechanisms, dividend distributions, and pre-emptive rights trading to enhance market transparency and corporate accountability.
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Circular No. 3 of 2026- Independent Auditor Reporting Requirements
The Capital Markets Authority requires all fund managers of Collective Investment Schemes and Alternative Investment Funds to expand the scope of external audits to include detailed verification of assets under management, portfolio compliance, and valuation accuracy. Auditors must conduct rigorous testing of investment policies, asset allocation limits, and return calculation methodologies to ensure adherence to regulatory standards. Furthermore, fund managers are mandated to ensure that appointed external auditors submit a separate report to both the Authority and the Trustee detailing any instances of non-compliance identified during the accounting period.
202512 documents
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Real Estate Investment Funds Regulations
The Capital Market Authority of Saudi Arabia issued the Real Estate Investment Funds Regulations to govern publicly offered real estate investment funds and safeguard unitholders' rights. The framework mandates regulatory authorization, establishes operational standards for fund managers and custodians, and defines specific requirements for Real Estate Investment Traded Funds and Special Purpose Entities. It further enforces strict disclosure, fiduciary duties, asset segregation, and board oversight to ensure ongoing compliance with the Capital Market Law.
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Commencement of the Virtual Assets Service Providers Act, 2025
The Virtual Assets Service Providers Act, 2025, became effective on November 4, 2025, establishing a regulatory framework for virtual asset service providers in Kenya under the oversight of the Central Bank of Kenya and the Capital Markets Authority. The National Treasury is currently developing implementation regulations, meaning official licensing for virtual asset providers has not yet commenced. No entities are currently licensed by the regulators to operate as virtual asset service providers within or from Kenya until such regulations are issued.
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CMA Request for Proposals for Amendments of Capital Markets Regulations
The Capital Markets Authority is soliciting stakeholder input to update the 2013 Real Estate Investment Trusts Regulations and the 2002 Foreign Investors Regulations. These reviews aim to align the regulatory framework with evolving market dynamics and emerging stakeholder requirements. Interested parties must submit their written proposals to the Authority by the deadline of November 7, 2025.
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CMA Request for Policy Proposals for Amendments of Capital Markets Act and Regulations
The Capital Markets Authority is inviting members of the public and industry stakeholders to submit policy proposals for amendments to the Capital Markets Act and Regulations. This consultative process is mandated by the Authority’s Act, the Statutory Instruments Act of 2013, and the Constitution of Kenya to ensure proper regulatory oversight. Interested parties must submit their written proposals by Friday, 7 November 2025, to the Chief Executive Officer via mail or email.
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Close-out Netting and related Collateral Arrangements Regulation
The Capital Market Authority of Saudi Arabia has issued this Regulation to govern Netting Agreements and Financial Collateral Arrangements linked to Qualified Financial Contracts under its supervision. The rules ensure that netting provisions remain fully enforceable during bankruptcy proceedings, limiting the powers of bankruptcy trustees and commissions to stay or avoid these agreements while clarifying collateral realization and multibranch netting calculations. By aligning with the Capital Market Law and Bankruptcy Law, the Regulation establishes clear frameworks for determining global versus local net payment obligations, thereby reducing legal uncertainty and systemic risk for market participants.
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Cross-Border Passporting Guide for Investment Funds
The Capital Market Authority of Saudi Arabia has issued this guide to establish the regulatory framework for cross-border passporting of investment funds into the Kingdom, mandating licensed agents to manage applications, maintain local unitholder registers, and fulfill ongoing disclosure and reporting obligations. The regulations differentiate operational requirements for public and private funds by specifying targeted investor categories, standardized disclaimer wording, fee structures, and advertising standards while granting the Authority suspension powers to protect market integrity. Furthermore, the guide outlines continuous agent responsibilities post-termination, mandates timely refund procedures for unmet minimum offerings, and designates the Committee for the Resolution of Securities Disputes as the exclusive adjudicating body for related claims.
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Guidelines for Issuing Green, Social, Sustainability, and Sustainability-Linked Debt Instruments
The Capital Market Authority of Saudi Arabia has issued guidelines establishing a disclosure-based framework for issuing green, social, sustainability, and sustainability-linked debt instruments in Saudi Riyals. Issuers must publish a detailed framework document, appoint an independent external reviewer aligned with ICMA standards, and provide annual post-issuance reports detailing use of proceeds or sustainability performance targets. While compliance is guidance-based, any non-compliance must be explicitly disclosed in offering documents, with sustainability-linked instruments uniquely tying financial or structural adjustments to the achievement of predefined key performance indicators.
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Tender Cancellation Notice - CMA/ONT012/2024-2025: Provision of General Insurance Cover
The Capital Markets Authority has officially cancelled the tender for the provision of General Insurance Cover, originally published on May 13, 2025. Bidders are notified that the process is terminated effective immediately. Interested parties should monitor the Public Procurement Information Portal and the official CMA website for future re-advertisement of the tender.
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Compliance With Unclaimed Financial Assets Act, 2011
Licensees and securities issuers must conduct continuous internal reviews of records to identify unclaimed assets and proactively notify potential claimants before remitting assets to the Unclaimed Financial Assets Authority. Organizations are required to formulate and implement formal unclaimed assets policies to ensure regulatory compliance and mitigate risks. All affected entities must implement these directives and submit evidence of compliance to the Unclaimed Financial Assets Authority by March 31, 2025.
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Regulatory Impact Statement on the Central Depositories (Regulation of Central Depositories) (Amendment) Rules 2025
The proposed amendment introduces a transaction-based levy of Ksh. 150 per transaction to finance essential infrastructure upgrades for the Central Depository and Settlement Corporation (CDSC), subject to a minimum annual charge of Ksh. 50,000 and a cap of Ksh. 5,000,000. This adjustment addresses significant cost increases incurred over the past 21 years while ensuring the depository maintains operational resilience and aligns with international technological standards. The costs will be borne by capital markets issuers rather than individual investors to preserve market accessibility and ensure long-term system stability.
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Virtual Asset Service Providers Act, 2025
The Virtual Asset Service Providers Act, 2025, establishes a mandatory licensing and regulatory framework for businesses providing virtual asset services in or from Kenya under the oversight of the Capital Markets Authority and the Central Bank of Kenya. Licensees must adhere to strict operational, financial, and cybersecurity obligations, including robust anti-money laundering and counter-terrorism financing measures, with significant penalties for non-compliance. The Act also mandates comprehensive oversight of virtual asset offerings and provides for investigative powers to ensure market integrity and consumer protection.
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The Capital Markets (Licensing Requirements) (General) Regulations, 2025
These regulations establish a comprehensive licensing and operational framework for diverse capital markets intermediaries including securities exchanges, investment banks, and digital platform providers in Kenya. They mandate strict capital adequacy, reporting, and fit-and-proper governance standards to ensure market integrity and investor protection across the industry. The document also details specific fee structures and transitional provisions for existing licensees to comply with these updated regulatory requirements.
20246 documents
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Circular - Request for Proposals for Amendment of the Capital Markets (Corporate Governance) (Market Intermediaries) Regulations, 2011
The Capital Markets Authority is initiating a formal review of the Capital Markets (Corporate Governance) (Market Intermediaries) Regulations, 2011 to align with global standards and evolving market dynamics. Market participants are invited to submit detailed amendment proposals supported by data or case studies to ensure an effective and responsive regulatory framework. All written comments must be submitted to the Authority's Nairobi office or via email by October 31, 2024.
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Joint Circular on Submission of Forward-Looking Event Calendars for Listed Companies
Listed companies must now submit forward-looking calendars detailing all planned corporate events and tentative dates to the Nairobi Securities Exchange and the Capital Markets Authority. Updates to these schedules are mandatory if circumstances change, and companies are encouraged to publish these calendars on their official websites. Deadlines for submission are September 16, 2024, for the remainder of the current year and January 10, 2025, for the subsequent year.
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Capital Markets Authority Public Notice: Request for Stakeholder and Public Feedback on Draft Regulations and Guidelines
The Capital Markets Authority is soliciting public and stakeholder feedback on newly drafted margin trading regulations, revised financial resource requirements for market intermediaries, and amendments to 2020 commodity market regulations. Interested parties must review the draft documents available on the official Authority website to provide informed commentary. All formal submissions must be directed to the Chief Executive Officer via mail or email no later than 11 April 2024.
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Instructions for Offering Real Estate Contributions Certificates
The Capital Market Authority of Saudi Arabia has issued these Instructions to regulate the registration and offering of real estate contribution certificates through licensed capital market institutions. The framework mandates that offers, whether via private placement or public offering, must secure prior Authority approval, adhere to a 100 million Saudi Riyal funding cap, and be executed by institutions conducting thorough due diligence and maintaining accurate certificate holder registers. Furthermore, the rules establish strict continuing obligations for institutions, including detailed prospectus requirements, mandatory record-keeping for ten years, and clear procedures for fund distribution and post-offering reporting.
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The Report on The State of Corporate Governance Practices of Issuers of Securities to the Public in Kenya 2024
The 2024 Corporate Governance Report indicates a decline in the annual weighted overall governance score of issuers to 73.56%, largely attributed to the shift toward mandatory compliance under the POLD Regulations 2023 and the move to implementation-based assessments. Despite this drop, specific governance principles showed improvement, and the Authority is now prioritizing the integration of ESG standards and enhanced enforcement actions to ensure long-term market stability. To address emerging challenges, issuers are required to prioritize board independence, transparent policy disclosure, and proactive engagement with institutional investors.
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Circular No. 06/2024: Clarification of Public Offers and CIS Regulations 2023
This circular mandates compliance with the Code of Corporate Governance Practices for Issuers of Securities to the Public (2015), clarifying that POLD Regulations 2023 provisions take precedence in cases of conflict. New governance standards define independent directors with a six-year maximum tenure—applying prospectively to new appointments—and clarify the necessary operational independence of fund managers from trustees and custodians. Entities previously registered under former regulations must complete their transition to these updated frameworks within twelve months of the effective date.
202315 documents
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CMA Releases 6th Edition of the State of Corporate Governance Report
The Capital Markets Authority's 6th annual State of Corporate Governance Report shows listed companies improved their weighted overall governance score to 75.71% in the 2022/2023 financial year. Thirty-one issuers reached the leadership category, with the Accountability, Risk Management, and Internal Control principle achieving the highest sector-wide performance. Notable growth occurred in the Investment and Investment services sector, which saw a 14.74% score increase, while most other sectors maintained good or leadership ratings.
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Instructions for Companies’ Announcements
The Capital Market Authority of Saudi Arabia has issued updated instructions mandating standardized disclosure requirements for all companies listed on the Saudi Stock Exchange (Tadawul). These regulations prescribe precise formatting, timing, and content standards for announcing financial results, administrative changes, capital alternations, dividends, contracts, financing, debt instruments, share transactions, lawsuits, and emergency events. Companies must publish all material developments through Tadawul’s designated channels in Arabic or identical English, ensuring compliance with continuing obligations under the Capital Market Law and Listing Rules to enhance market transparency.
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Guidance to all Dealing and Non-Dealing Online Foreign Exchange Brokers
The Capital Markets Authority requires all licensed online foreign exchange brokers to calculate and submit quarterly client loss ratios based on retail CFD trading performance. Brokers must implement mandatory margin stop-out and negative balance protection measures for all client accounts. Additionally, the circular mandates strict adherence to standardized, prominent risk warnings across all marketing and client communications to ensure investor transparency.
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Circular to Custodians of Registered Collective Investment Schemes
This circular mandates custodians of registered collective investment schemes to submit quarterly reports detailing assets under custody in accordance with Regulation 37(a) of the Capital Markets (Collective Investment Schemes) Regulations, 2001. Reports must be filed within fifteen days following the conclusion of each calendar quarter, with the initial submission deadline set for July 15, 2023. Custodians are required to utilize the provided reporting template and may direct further inquiries to the Authority via the specified email address.
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CMA: Request for Stakeholder and Public Feedback on Draft Capital Markets Regulations 2023
The Capital Markets Authority is soliciting public feedback on draft versions of the Capital Markets (Licensing Requirements) (General) Regulations, 2023, and the Capital Markets (Take-overs and Mergers) Regulations, 2023. These regulatory overhauls aim to improve responsiveness to market dynamics, technological progress, and evolving stakeholder needs. All interested parties must submit their comments by May 18, 2023, via the official CMA email address or physical mailing address.
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Public Notice: Licensing of Market Players in Line with the Capital Markets (Coffee Exchange) Regulations, 2020
The Capital Markets Authority has granted the Nairobi Coffee Exchange a three-month extension until April 30, 2023, to achieve full regulatory compliance, including the implementation of a Direct Settlement System. Eligible marketing agents currently lacking coffee brokerage licenses are provided a three-month window to apply for licensing to ensure continued trading access. All market participants must secure these licenses by the April 30, 2023 deadline or forfeit their ability to trade on the Nairobi Coffee Exchange, while current bank guarantees will remain effective during this transition.
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The Capital Markets (Real Estate Investment Trusts) (Collective Investment Schemes) (Amendment) Regulations, 2023
These regulations amend the Capital Markets (Real Estate Investment Trusts) (Collective Investment Schemes) Regulations, 2013, to revise subscription requirements and financial thresholds. The amendments modify Regulation 16 to allow for issuer-determined minimum subscription parcels. Additionally, Regulation 28 is updated to reduce the specified monetary requirement from five million to one hundred thousand shillings.
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The Capital Markets (Collective Investment Schemes) Regulations, 2023
These regulations establish a comprehensive framework for the establishment, management, and regulation of collective investment schemes in Kenya, including requirements for trustees, fund managers, and custodians. They mandate strict licensing, operational oversight, valuation methodologies, and performance reporting standards to ensure the protection of investor interests and the integrity of the capital markets. Additionally, the document introduces a regulatory structure for intermediary service platform providers and sets out specific fee schedules for market participants.
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Capital Markets (Alternative Investment Funds) Regulations, 2023
The Cabinet Secretary for the National Treasury and Economic Planning issued these regulations to establish a comprehensive regulatory framework for Alternative Investment Funds in Kenya. The rules require fund managers to obtain Capital Markets Authority approval by meeting eligibility criteria, maintaining a minimum KES one million initial investment per participant, and adhering to strict transparency, valuation, and reporting obligations. Furthermore, the regulations mandate quarterly disclosures, annual independent valuations, defined inspection rights for the Authority, and clear procedures for fund default, manager replacement, and orderly winding up.
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The Capital Markets (Real Estate Investment Trusts) (Collective Investment Schemes) (Amendment) Regulations, 2023 and The Capital Markets (Online Foreign Exchange Trading) (Amendment) Regulations, 2023
The Capital Markets (Real Estate Investment Trusts) (Collective Investment Schemes) (Amendment) Regulations, 2023 reduces the minimum subscription requirement for REIT offer parcels to one hundred thousand shillings. The Capital Markets (Online Foreign Exchange Trading) (Amendment) Regulations, 2023 mandates that online forex brokers pay an annual fee to the Authority calculated at 3% of their gross trading revenue. This gross revenue metric for the annual fee is defined to include all commissions and rebates received from third-party related service providers.
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The Capital Markets (Licensing Requirements) (General) (Amendment) Regulations 2023
These regulations amend the Capital Markets (Licensing Requirements) (General) Regulations 2022 to adjust specific financial thresholds. Regulation 70 is modified to replace the word 'fifty' with 'two hundred' to adjust capital or related requirements. Additionally, the second schedule is updated in Part III to replace the expression '50 million' with '60 million'.
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The Capital Markets (Public Offers, Listings and Disclosures) Regulations, 2023
These regulations establish a comprehensive framework for the public offering, listing, and disclosure requirements for securities within Kenya's capital markets. They introduce detailed mandates for information memorandums, short-form prospectuses, transaction advisors, and specialized regimes for green bonds and special purpose acquisition companies (SPACs). Furthermore, the regulations govern corporate actions such as share buybacks, trading halts, suspensions, delistings, and the specific procedures for transactions conducted outside of a securities exchange.
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Capital Markets Act
The Capital Markets Act establishes the Capital Markets Authority to oversee, regulate, and promote the development of fair and efficient capital markets in Kenya, including the management of exchanges, derivatives, and asset-backed securities. It grants the Authority comprehensive powers to license market participants, set standards for public offerings, investigate market abuses, and enforce anti-money laundering and counter-terrorism financing protocols. Furthermore, the Act provides a legal framework for investor compensation, establishes the Capital Markets Tribunal for dispute resolution, and mandates strict compliance and reporting requirements for all regulated entities.
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The Capital Markets (Credit Rating Agencies) Regulations, 2023
These regulations establish a formal framework for the approval and operational conduct of credit rating agencies in Kenya, mandating strict licensing requirements, organizational independence, and professional integrity standards. Agencies are obligated to maintain robust internal controls, manage conflicts of interest, ensure transparency in their rating methodologies, and undergo regular monitoring and reporting to the Capital Markets Authority. Failure to comply with these provisions subjects agencies to potential penalties, and the Authority retains the power to conduct inspections and investigations to ensure market stability and investor protection.
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The Report on the State of Corporate Governance of Issuers of Securities to the Public in Kenya 2023
Kenyan issuers of securities demonstrated a positive upward trend in corporate governance, with the overall weighted performance score rising to an impressive 75.71% in the 2022/2023 financial year. The Capital Markets Authority observed significant progress in embedding robust governance practices, particularly in accountability and risk management, though sectors like agriculture and construction require focused improvement in stakeholder relations. Moving forward, the Authority is formalizing mandatory requirements for corporate governance, integrating sustainability and IFRS S1 and S2 reporting standards, and implementing a risk-based assessment approach to drive further market stability and investor confidence.
20229 documents
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CMA Releases the Fifth Edition of the State of Corporate Governance Report
The Capital Markets Authority has released its fifth annual report assessing corporate governance compliance for 55 issuers of securities in Kenya for the 2021-2022 financial year. The study reveals a weighted average governance score improvement to 72 percent, with the Banking Sector leading in performance and the Agricultural Sector ranking lowest. Enhanced collaboration between the Authority and stakeholders has driven these improvements, with a continued institutional focus on strengthening environmental and social sustainability practices.
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Securities Exchanges and Depository Centers Regulations
The Capital Market Authority of Saudi Arabia issued these Regulations to establish comprehensive authorization, governance, and operational requirements for securities exchanges and depository centers operating within the Kingdom. The framework mandates strict compliance with capital thresholds, fit-and-proper standards, risk management protocols, and continuous disclosure obligations to ensure market safety and investor protection. It further outlines the Authority’s discretionary powers to grant, vary, or cancel authorizations, impose conditions on foreign-established entities, and enforce appeals while maintaining oversight of trading systems and market infrastructure.
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Instructions for Shariah Governance in Capital Market Institutions
The Capital Market Authority of Saudi Arabia issued these Instructions to establish comprehensive rules and standards for Shariah governance across capital market institutions offering compliant products or services. The document mandates that boards of directors and executive management develop, approve, and supervise Shariah compliance policies and governance frameworks while ensuring the independence, remuneration, and annual reporting of dedicated Shariah committees. It further outlines strict requirements for committee formation, internal Shariah audits, confidentiality, and the end-to-end development process of Shariah-compliant financial products to ensure ongoing regulatory alignment.
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Format for Reporting of Comparative Table in the Annual Report of Collective Investment Schemes
The regulator requires collective investment scheme operators to include a standardized comparative table in their annual reports. This format mandates five-year performance data, detailing highest and lowest prices or yields, net income distributed per unit, total fund value, price per unit class, and units in issue. It further captures material corporate actions such as amalgamations or objective changes, with all financial figures denominated in Kenyan shillings and years ordered from most current.
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Instructions on Financing Investment Funds
The Capital Market Authority of Saudi Arabia has issued these Instructions to regulate the establishment, offering, and management of direct and indirect financing investment funds. The rules mandate minimum fund sizes, cap single-beneficiary exposure at 25 percent, restrict borrowing to a maximum of 15 percent (or 50 percent for listed public funds), and require comprehensive credit assessment, record-keeping, and conflict-of-interest disclosures by fund managers. Fund managers must implement standardized reporting frameworks, including detailed annual and quarterly disclosures on lending ratios, default rates, sector exposure, and dual unit pricing, to ensure transparency for unitholders.
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Circular on Profit Warnings Clarification
This circular mandates that the threshold for issuing profit warnings under the Capital Markets Regulations is based on earnings after tax. Issuers must issue a profit warning as soon as management, defined specifically as the Chief Executive Officer, becomes aware of a likely drop in earnings exceeding 25%. Compliance with these specific clarifications regarding earnings metrics and management accountability is required for all issuers of securities.
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The Report on the State of Corporate Governance of Issuers of Securities to the Public in Kenya 2022
The 2022 assessment of 54 issuers reveals a sustained improvement in corporate governance practices, with the weighted average score increasing from 70.15% to 72.27%. While the banking sector achieved a leadership rating across all principles, most other sectors demonstrated good or fair performance, with the exception of the construction sector's needs improvement rating on stakeholder relations. The Authority intends to pursue enforcement actions against issuers repeatedly violating reporting requirements and will continue developing frameworks to address emerging governance challenges including ESG integration and LLP governance.
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Capital Markets (Whistleblower) Regulations 2022
These regulations establish a formal framework for whistleblowers to report misconduct to the Capital Markets Authority, offering financial rewards for information leading to the recovery of penalties or illicit gains. Eligible whistleblowers must provide new, authentic, and relevant information that directly contributes to successful enforcement actions, with rewards capped at three percent of the recovered sum or five million shillings. The framework mandates confidentiality for the whistleblower's identity and provides a specific application process for those seeking compensation, while explicitly disqualifying individuals involved in prior reporting obligations or those convicted of related criminal offenses.
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Capital Markets (Investment-Based Crowdfunding) Regulations, 2022
These regulations establish a mandatory licensing and operational framework for entities providing investment-based crowdfunding platforms in Kenya, requiring operators to meet specific financial, human resource, and security criteria under the oversight of the Capital Markets Authority. Eligible issuers are restricted to micro, small, and medium enterprises or start-ups with documented track records, subject to an aggregate fundraising limit of 100 million Kenya shillings per twelve-month period. Crowdfunding platform operators are strictly prohibited from raising their own funds or providing investment advice and must ensure investor protection through mandated risk disclosures, custodial arrangements, and the implementation of standardized offering documents.
20214 documents
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Regulation on the Reporting of Violations of the Capital Market Law
The Capital Market Authority of Saudi Arabia issued this regulation to establish a comprehensive framework for reporting violations of the Capital Market Law and related exchange regulations. It designates multiple reporting channels, specifies required report contents, and grants financial rewards of up to 20 percent of collected fines to qualifying natural persons who provide original, non-public information. The regulation further mandates internal protection policies for employee whistleblowers, ensures confidentiality of reporting data, and outlines appeal rights and legal support mechanisms.
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CMA Releases Third Edition of State of Corporate Governance Report
The Capital Markets Authority of Kenya published its third State of Corporate Governance Report, confirming that issuers' compliance with the 2015 Code improved to a 72 percent score for the 2019/2020 financial year. The assessment mandates a continued focus on trust, sustainability, and pandemic resilience across all seven governance principles, with Commitment to Good Governance ranking highest. The Authority requires listed companies and bond issuers to embed these practices into daily operations while fostering continuous board-level improvements.
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Guidelines On Share Buybacks By Listed Companies
These guidelines mandate that listed companies seeking to conduct share buybacks must obtain shareholder approval via a regulated circular and demonstrate solvency while ensuring compliance with existing capital market laws. The framework imposes strict disclosure requirements, including daily reporting to the Authority, and sets specific price and volume limitations to maintain market liquidity and protect independent shareholders. Furthermore, companies must avoid conducting buybacks during sensitive financial reporting periods or when in possession of undisclosed material information to prevent market abuse.
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The Report on the State of Corporate Governance of Issuers of Securities to the Public in Kenya 2021
The 2021 assessment of corporate governance practices among 48 Kenyan issuers resulted in an overall "Good Rating," with the banking sector emerging as the top performer and the agricultural sector ranking lowest. While the "rights of shareholders" principle showed the strongest improvement, overall performance declined slightly from previous years, driven by delays in reporting and failures to implement audit recommendations. Consequently, the Capital Markets Authority is prioritizing enforcement against non-compliant issuers, expanding capacity-building initiatives, and developing specialized governance frameworks for SMEs and Limited Liability Partnerships.
20209 documents
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Guidance to Collective Investment Schemes on Valuation, Investment Performance Measurement, Reporting and Other Related Matters
This regulatory circular mandates standardized performance measurement, reporting, and valuation practices for all Collective Investment Schemes in Kenya to enhance transparency and comparability. Fund managers are required to submit quarterly performance reports, adopt time-weighted return calculations, disclose fee structures, and adhere to strict advertisement guidelines. These measures take effect on January 1, 2021, and align local industry practices with international standards set by IOSCO and GIPS.
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Requirements for Convening and Conducting Virtual General Meetings by Issuers
The Capital Markets Authority allows issuers to hold virtual or hybrid general meetings if in-person gatherings are impractical due to COVID-19 mandates, provided they obtain a No Objection. Issuers must submit a detailed application demonstrating compliance with specific technological, procedural, and transparency requirements, including robust shareholder communication and secure voting systems. The Authority will evaluate these applications within 14 days to ensure that minority shareholder rights and regulatory standards are upheld.
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Requirements for Convening and Conducting Virtual General Meetings by Issuers of Securities to the Public
Issuers facing practical difficulties in holding in-person general meetings due to Covid-19 restrictions may conduct virtual or hybrid meetings, provided they obtain a No Objection from the Capital Markets Authority. Applications must demonstrate strict compliance with requirements concerning secure registration, transparent voting, shareholder engagement, and system reliability to protect shareholder rights. The Authority will process requests within fourteen days, after which issuers may issue the statutory twenty-one-day meeting notice.
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Assessment of the Kenyan Capital Markets and Additional Guidance to the Industry in Light of the Corona Virus
The Capital Markets Authority has granted a one-month extension for the submission and publication of audited financial statements originally due in March and April 2020. Disclosure obligations requiring publication in two newspapers of national circulation are suspended until June 30, 2020, with entities instead required to publish disclosures on their own websites, social media platforms, the Nairobi Securities Exchange website, and the Authority's website. Firms remain subject to other regulatory obligations and are advised to consult other relevant regulators regarding requirements outside the Authority's direct mandate.
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Governance Audits
The Capital Markets Authority is amending the Code of Corporate Governance to shift the frequency of mandatory governance audits from annually to at least once every two years, with risk-based adjustments allowed for certain issuers. Issuers must have completed at least one audit and demonstrated proactive implementation of findings to be eligible for a two-year cycle, while those consistently underperforming may face annual requirements. Boards are required to publish their degree of adherence to governance standards and the formal audit opinion within their respective annual reports.
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Guidance on Transitional Arrangements for Coffee Sector Players Under the Capital Markets (Coffee Exchange) Regulations 2020
The Capital Markets Authority has issued transitional guidance to ensure the orderly licensing and supervision of the Nairobi Coffee Exchange and coffee brokers under the 2020 Capital Markets (Coffee Exchange) Regulations. The Authority grants the Exchange a no-objection to operate while marketing agents secure licenses, maintains existing farmer contracts and bank guarantees, and directs that direct sales reporting and dispute resolution continue through the interim period. These measures accommodate the delayed implementation of the Direct Settlement System and establish an industry committee to address operational gaps until full compliance is achieved by July 2021.
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Capital Markets (Coffee Exchange) Regulations 2020
These regulations establish a framework for the licensing and operation of coffee exchanges and coffee brokers in Kenya under the Capital Markets Authority. They mandate the implementation of a direct settlement system to ensure expedited and transparent payment of sales proceeds to coffee growers. Furthermore, the regulations provide comprehensive rules for trading, coffee sampling, dispute resolution, and mandatory audit requirements for exchange participants.
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Guidance 007-2020: Deferral of AGMs for Issuers and Licensed Persons Due to Covid-19
The Capital Markets Authority extends the deadline for issuers and licensed persons, including collective investment schemes, to hold annual general meetings (AGMs) until December 31, 2020, due to ongoing Covid-19 challenges. Entities opting for this deferral must notify the Authority and their stakeholders while clearly disclosing their intended future meeting date. Issuers are also advised to consider utilizing virtual AGM procedures as permitted by previous court orders and Authority guidelines.
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Capital Markets (Coffee Exchange) Regulations, 2020 and Capital Markets (Commodity Markets) Regulations, 2020
These regulations establish a comprehensive legal and operational framework for the licensing and governance of coffee exchanges, commodity exchanges, and brokers in Kenya. They institute a mandatory direct settlement system to ensure transparent and expedited payments to growers while setting stringent requirements for licensing, financial auditing, and trade dispute resolution. Furthermore, the regulations prohibit market abuses like bucketing and manipulation, mandating strict segregation of client funds and robust operational safeguards to maintain market integrity and investor protection.
20197 documents
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Securities Central Counterparties Regulations
The Capital Market Authority of Saudi Arabia issued these regulations to authorize and regulate securities clearing activities through Central Counterparties (CCPs). The framework mandates strict authorization criteria, including a minimum SAR 100 million in liquid net assets, fit-and-proper governance, and continuous compliance with international financial market infrastructure principles. It further requires CCPs to implement comprehensive risk management protocols covering capital buffers, margin and collateral valuation, liquidity stress testing, settlement finality, and structured default procedures to maintain systemic stability.
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CMA Publishes Second State of Corporate Governance Report
The Capital Markets Authority's second State of Corporate Governance Report shows an improvement in the weighted average score of 53 issuers to 61% for the 2018/19 financial year. Issuers received tailored feedback on their performance, which categorized entities across four tiers ranging from leadership to those needing improvement. The Authority continues to refine its assessment framework by aligning with international standards to foster sustainable corporate practices and market integrity.
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Guideline on Particulars of Business Plan Models Submitted During the Licence Review Process by Licensed Market Intermediaries and Proposed New Licensees
The Capital Markets Authority has issued detailed requirements for business plans submitted by license applicants and existing intermediaries to address recurring issues with vague and incomplete disclosures. Entities must now provide comprehensive documentation covering their legal structure, target markets, revenue models, financial projections, governance, and risk management strategies. The Authority will actively monitor licensee performance against these submitted plans to identify variances and ensure operational adherence to disclosed business models.
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Policy Guidance Note on Green Bonds
This document mandates that issuers of Green Bonds in Kenya appoint independent verifiers to confirm project eligibility and requires disclosure of management systems for proceeds via an Information Memorandum. Issuers must provide annual reports detailing project impact, disbursements, and performance metrics, while maintaining tracked proceeds exclusively for eligible environmental projects. The Capital Markets Authority reserves the power to enforce penalties, including the removal of green labels and legal action against issuers for non-compliance or greenwashing.
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The Report on the State of Corporate Governance of Issuers of Securities to the Public in Kenya 2019
The 2019 report indicates a commendable improvement in corporate governance standards, with the weighted overall score for issuers rising to 61% from 55% in the previous year. While improvements are visible across all seven governance principles, the Authority has identified persistent weaknesses in stakeholder relations and ethics, prompting plans to refine reporting frameworks and introduce tailor-made governance toolkits for SMEs. Future enforcement actions will be more strictly applied against issuers that fail to meet continuous reporting obligations or submit incomplete documentation.
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Regulatory Sandbox Policy Guidance Note - March 2019
The Capital Markets Authority of Kenya has established a regulatory sandbox to facilitate the live, limited-scale testing of innovative capital market products and services not covered by existing regulations. Applicants must submit a comprehensive business model, exit strategy, and detailed testing and safeguard plans to demonstrate how they will manage risks and protect investors during the trial period. Upon conclusion, the Authority will determine whether to grant formal operational approval, propose new regulatory frameworks, or reject further deployment of the innovation.
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Capital Markets (Derivatives Markets) (Fees) Regulations, 2019
These regulations establish a structured fee schedule for exchange-traded derivatives on Kenyan derivatives exchanges. The framework mandates specific maximum percentage fees for Equity Index Futures and Single Stock Futures, encompassing exchange fees, clearing member fees, trading member fees, investor protection funds, and statutory fees. Total contract fees are capped at 0.14% for Equity Index Futures and 0.017% for Single Stock Futures based on contract value.
20186 documents
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Rules for Registering Auditors of Entities Subject to the Authority's Supervision
The Capital Market Authority of Saudi Arabia mandates that all accounting firms and Certified Public Accountants must register with the regulator before conducting audit engagements for supervised entities. The rules establish fit-and-proper criteria, standardized application procedures, and continuing obligations including annual transparency reports, periodic information submissions, and dedicated compliance oversight. The Authority retains the power to approve or reject applications within thirty days and may suspend or cancel registration for violations, ensuring continuous quality control over audit engagements.
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Instructions on the Price Stabilisation Mechanism in IPOs
The Capital Market Authority of Saudi Arabia issues these Instructions to regulate price stabilisation activities for shares of companies newly listed on the Exchange following an initial public offering. The rules cap over-allotment at 15 percent of offered shares, mandate detailed prospectus disclosures and periodic reporting by the price stabilisation manager, and restrict trading prices to the offer or 2 percent of the last trade price. Additionally, designated managers must maintain specific accounts, exercise the mechanism in the issuer's interest, comply with targeted exemptions from market conduct regulations, and retain transaction records for at least ten years.
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Financial Technology Experimental Permit Instructions
The Capital Market Authority of Saudi Arabia establishes a regulatory framework for the FinTech Experimental Permit to enable companies and individuals to test innovative securities products within a controlled environment. Applicants must demonstrate adequate financial resources, fit-and-proper status, and clear risk mitigation strategies to qualify for the permit and participate in the designated FinTech Lab. Upon approval, permitted entities operate under customized regulatory conditions for up to two years, subject to ongoing reporting, client protection safeguards, and a mandatory exit strategy or scaled market deployment upon completion.
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Instructions for Investment Funds Announcements
The Capital Market Authority has issued updated instructions mandating standardized disclosure requirements for all investment fund categories, including public, traded, closed-ended, and real estate funds. Fund managers must publish bilingual announcements on designated websites outside official trading hours, utilizing approved templates that cover conflicts of interest, fund termination, distributions, board changes, and fundamental or non-fundamental modifications. These requirements ensure complete market transparency by enforcing precise announcement timing, Arabic text precedence in case of translation conflicts, and mandatory post-announcement updates to fund records.
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Report on the State of Corporate Governance for Issuers of Securities to the Public in Kenya 2018
This report establishes a corporate governance scorecard for 56 Kenyan issuers, revealing an overall fair weighted average score of 55% in compliance with the 2015 Code of Corporate Governance Practices. While most companies demonstrate basic commitment, critical deficiencies remain in stakeholder relations, whistleblowing policies, and the consistent implementation of governance audits. The Capital Markets Authority mandates remedial actions, including improved disclosure of board charters, risk management frameworks, and remuneration policies, while warning of enforcement measures for non-compliance with reporting obligations.
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Feedback Statement to Issuers - November 2018
The Capital Markets Authority clarifies that corporate governance assessments are based on publicly available information and that sector-specific ranking variances reflect both industry-specific regulatory obligations and varying levels of transparency. The Authority maintains that existing compliance audits are distinct and necessary, though it remains open to reforming frameworks to reduce unnecessary burdens while upholding high standards of independence for directors and external auditors. Furthermore, the Authority emphasizes that it has not authorized third-party ranking entities, encouraging issuers to prioritize transparent reporting and long-term sustainability over superficial compliance.
201715 documents
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Rules for Special Purpose Entities
The Capital Market Authority of Saudi Arabia has issued comprehensive Rules governing the establishment, licensing, and operational framework for Special Purpose Entities (SPEs) issuing or intending to issue debt instruments. The Rules mandate strict licensing conditions, independent board composition, and clearly defined roles for sponsors, trustees, and originators while enforcing true sale standards and asset segregation for securitization transactions. Furthermore, the framework establishes robust record-keeping, audit, and custody requirements alongside explicit Authority powers to approve by-laws, waive provisions, and enforce compliance or termination of SPEs.
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The Rules on the Offer of Securities and Continuing Obligations
The Capital Market Authority of Saudi Arabia has issued comprehensive regulations governing the offer and continuing obligations of securities within the Kingdom. The framework establishes distinct pathways for exempt, private placement, public, and parallel market offerings while mandating strict prospectus requirements, financial advisor appointments, and capital alteration procedures. Issuers must maintain continuous disclosure of material developments, audited financial statements, and director dealings, alongside specific compliance protocols for reverse takeovers, demergers, and significant transactions.
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Public Notice: Format for Reporting the Application of the Code of Corporate Governance Practices for Issuers of Securities to the Public
The Capital Markets Authority has introduced a mandatory Corporate Governance Reporting Template for issuers to disclose their compliance with the 2015 Code of Corporate Governance Practices. Issuers must provide detailed evidence and explanations within this template, which must be signed, published on their corporate websites, and submitted within four months of the financial year-end. This new reporting requirement aims to enhance transparency, accountability, and the continuous improvement of governance standards through stakeholder engagement.
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Circular to Issuers: Format for Reporting the Application of the Code of Corporate Governance Practices
The Capital Markets Authority has introduced a mandatory reporting template for all issuers to disclose their compliance status with the Code of Corporate Governance Practices as required by clause 1.1.3. Issuers must submit the completed, signed template to the Authority and publish it on their company websites within four months of the financial year-end. Additionally, the Authority will utilize an internal Corporate Governance Scorecard to evaluate adherence levels and foster engagement regarding governance improvements.
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FAQs ON THE CORPORATE GOVERNANCE CODE-Updated 140617
The Capital Markets Authority has established the Code of Corporate Governance to mandate higher standards for issuers of securities, emphasizing that mandatory provisions require strict compliance while best practices follow an "apply or explain" regime. Issuers must conduct annual governance audits, biennial legal and compliance audits, and align their board structures and reporting policies with the Code's specific requirements. To ensure effective implementation and assessment, the Authority has provided a corporate governance scorecard, reporting templates, and specialized training, with rotation requirements for audit firms and clear definitions for independent directors.
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Reporting Template for Disclosing Application of the Code of Corporate Governance Practices for Issuers of Securities to the Public, 2015
This reporting template mandates that companies disclose their adherence to the 2015 Code of Corporate Governance Practices by submitting a detailed assessment to the Capital Markets Authority within four months of their financial year-end. Issuers must categorize their compliance status in column 'F' and provide comprehensive evidence or justifications for alternative practices in column 'G', which must be signed by the Chairman, CEO, and Company Secretary. Final reports are required to be published on the issuer’s website and filed with the regulator, ensuring accountability for the accuracy of corporate governance data.
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CMA ICIFA Joint Industry Guide
The Capital Markets Authority and the Institute of Certified Investment and Financial Analysts have mandated the Securities Investment Certification Program for client-facing employees of licensed firms, with a compliance deadline of August 21, 2017 for Stage Two. Under the Investment and Financial Analysts Act, 2015, all practitioners must be registered with the Institute and hold a valid practicing certificate to provide professional investment advice. Professional firms and individuals performing investment and financial consultancy must ensure that personnel undertaking such activities are officially registered and licensed accordingly.
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Joint CMA NSE Circular No. 1 of 2017: Continuing Obligations for Issuers of Securities
This circular mandates that all issuers of securities publicly disclose comprehensive financial statements and adhere to strict timelines for reporting material information, dividend announcements, and quarterly returns. Issuers are required to publish specific financial components in at least two national newspapers within established deadlines to ensure adequate disclosure levels. Additionally, the guidelines formalize the reporting procedures for Annual General Meetings, shareholding disclosures, and cross-exchange synchronization to improve transparency for the investing public.
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Corporate Governance Regulations
The Capital Market Authority of Saudi Arabia issued these mandatory Corporate Governance Regulations to establish a comprehensive legal framework for listed joint stock companies. The rules mandate fair shareholder treatment, clear dividend policies, and robust board structures with independent directors and specialized committees overseeing audit, remuneration, nominations, and risk management. Furthermore, the regulations enforce strict internal control systems, external auditor oversight, transparent disclosure practices, and conflict of interest protocols to enhance corporate accountability and stakeholder protection.
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Policy Guidance Note on Global Depositary Receipts (GDRs) and Global Depositary Notes (GDNs) in Kenya
This policy guidance note establishes the operational environment, listing requirements, and regulatory framework for Global Depositary Receipts and Notes in the Kenyan capital markets. It mandates clear roles for issuers, custodians, and depositary banks while defining eligibility criteria, disclosure obligations, and procedures for the issuance and cancellation of these securities. Furthermore, the document provides for regulatory oversight, risk management, and the applicability of the Capital Markets Act, including specific modifications to existing disclosure and corporate governance standards for foreign issuers.
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EAC Gazette Directives 27th October 2017
This document promulgates multiple directives from the East African Community Council of Ministers aimed at harmonizing financial sector policies and regulatory frameworks across Partner States. Key directives establish mandatory standards for investor education and protection, self-regulatory organizations, takeover and merger conduct, market intermediary licensing, and anti-money laundering measures in the securities market. Partner States are instructed to enact, amend, and harmonize their national laws to comply with these provisions within one year of publication.
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The Capital Markets (Securities Lending, Borrowing and Short-selling) Regulations, 2017
These regulations establish the legal framework for securities lending, borrowing, and short-selling transactions in Kenya, mandating that all such activities be conducted by regulated persons under specific reporting and collateral requirements. The Capital Markets Authority is granted oversight authority to set criteria for eligible securities, impose position limits on short sellers, and implement emergency price controls or trading suspensions to maintain market integrity. Parties engaging in these transactions must execute formal written agreements, provide specified collateral, and adhere to strict disclosure obligations regarding conflicts of interest and transaction details.
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Policy Guidance Note on Asset Backed Securities (2017)
The Capital Markets Authority of Kenya issued this February 2017 guidance note to clarify the regulatory framework for issuing Asset Backed Securities under the Capital Markets Act. It mandates that issuers structure their Special Purpose Vehicles and asset pools to comply with Kenyan law, classifies offers into restricted or limited restricted categories, and requires either an approved prospectus or a detailed offering memorandum. The note supersedes the conflicting 2007 ABS Regulations during a legislative transition period, providing detailed standards for trustees, servicers, cash flow modelling, and true sale criteria to ensure market compliance.
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Circular No. CMA/MRT/003/2017: Raising Awareness on Tax Incentives for Capital Markets Activities
The Capital Markets Authority requires all stockbrokers, investment banks, and related entities to publish information on existing tax incentives on their websites to encourage potential listings on the Nairobi Securities Exchange. This circular provides a comprehensive annex detailing specific tax benefits for both issuers and investors, ranging from preferential corporate tax rates to exemptions on stamp duty and VAT for various financial instruments. These measures are designed to enhance the attractiveness of the Kenyan capital markets by simplifying access to fiscal incentive information for market participants.
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Capital Markets (Online Foreign Exchange Trading) Regulations 2017
These regulations establish a comprehensive licensing and operational framework for online foreign exchange brokers and money managers operating in Kenya, mandating strict capital requirements, segregated client accounts, and adherence to professional conduct standards. Licensed entities must appoint compliance and anti-money laundering reporting officers, maintain detailed financial records, and submit regular performance reports to the Capital Markets Authority. The rules also prohibit offering binary options or currency pairs involving the Kenya Shilling and grant the Authority powers to conduct inspections, suspend, or revoke licenses for regulatory non-compliance.
20163 documents
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Instructions for Book Building Process and Allocation Method in Initial Public Offerings
The Capital Market Authority of Saudi Arabia issued these Instructions to regulate the book building process and allocation methods for Initial Public Offerings. The rules define eligible participating entities, establish bid limits and conflict of interest prohibitions, and mandate transparent price range announcements alongside flexible adjustments. Financial advisors determine subscription prices based on supply and demand within exchange tick size limits, while final share allocations are distributed to institutional funds and retail subscribers as specified in the prospectus.
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Guidelines on the Prevention of Money Laundering and Terrorism Financing in the Capital Markets
These guidelines mandate that market intermediaries in Kenya implement robust risk-based anti-money laundering (AML) and counter-terrorism financing (CTF) frameworks, including comprehensive customer due diligence (CDD) and ongoing transaction monitoring. Intermediaries are required to appoint a money laundering reporting officer, conduct staff training, maintain detailed records for at least seven years, and immediately report suspicious transactions to the Financial Reporting Centre. The document further specifies indicators for identifying potential illicit activity across customer segments, account types, and employee behavior to ensure full regulatory compliance.
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Capital Markets (Nairobi Securities Exchange Limited Shareholding) Regulations 2016
These regulations impose strict caps on shareholding in the Nairobi Securities Exchange, limiting individuals or private companies to five percent, public companies to ten percent, and trading participants to a cumulative forty percent. The Authority retains the power to waive these restrictions if satisfied that the applicant is fit and proper and the waiver serves the public interest. Any existing shareholders exceeding these limits must achieve compliance or secure an approved exemption within a period of six months.
20155 documents
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Policy Guidance Note for Exchange Traded Funds in Kenya
This guidance note establishes the preliminary regulatory framework for the issuance, listing, and operation of Exchange Traded Funds (ETFs) in Kenya, mandating that all ETF issuers obtain Capital Markets Authority (CMA) approval and maintain comprehensive disclosures. Issuers are required to appoint licensed market makers for liquidity provision and trustees for investor protection, while ensuring all fund units are traded in Kenya Shillings and fully backed by equivalent assets. Furthermore, the framework imposes strict ongoing reporting, transparency, and risk mitigation obligations on issuers, subject to oversight by both the CMA and relevant listing exchanges.
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Gazetted EAC Council Directives
This gazette sets out comprehensive directives from the East African Community Council of Ministers regarding the regulation of regional securities markets. These directives harmonize standards for collective investment schemes, admission to trading on secondary exchanges, public offers of equity and debt securities, and corporate governance for market intermediaries. Partner States are mandated to implement these regulations within one year to foster transparency, investor protection, and systemic stability across the common market.
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Capital Markets (Foreign Investors) Regulations 2002
These regulations establish the framework for foreign investment in Kenyan securities, generally allowing unrestricted participation while granting the Cabinet Secretary authority to impose maximum shareholding limits in cases of privatization, strategic industry preservation, or national interest. Listed companies and stockbrokers are mandated to maintain specific registers, report shareholder status to the Authority, and monitor adherence to prescribed foreign ownership thresholds. Transitional provisions allow existing foreign investors to retain holdings exceeding new limits while strictly prohibiting further acquisitions that would breach those thresholds, except for specific bonus or scrip dividend entitlements.
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Code of Corporate Governance Practices for Issuers of Securities to the Public 2015
The 2015 Code of Corporate Governance establishes mandatory principles and guidelines for listed and unlisted public companies in Kenya, transitioning from a 'comply or explain' to an 'apply or explain' framework. It mandates boards to adopt rigorous standards for director appointments, composition, and independence, while enforcing comprehensive transparency, ethical leadership, risk management, and audit committee oversight. Issuers must implement these requirements within one year and provide detailed annual disclosures regarding their compliance status and governance practices.
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Capital Markets (Derivatives Markets) Regulations, 2015
These regulations mandate that any entity operating a derivatives exchange or acting as a derivatives broker must be licensed by the Capital Markets Authority. The document establishes strict governance, financial, and operational standards, including net worth requirements, the segregation of client funds, and the implementation of a derivatives clearing house. Additionally, it defines market offences and provides robust enforcement mechanisms, such as inspections and license revocation, to ensure fair, efficient, and transparent derivatives trading.
20143 documents
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EAC Council Directive on Real Estate Investment Trusts
This Directive establishes a harmonized regulatory framework for Real Estate Investment Trusts (REITs) across the East African Community to ensure investor protection, market transparency, and reduced systemic risk. It defines standardized requirements for cross-border REIT recognition, listing, and corporate governance while mandating that Partner States implement these provisions within one year. The framework dictates mandatory disclosure and operational standards, alongside a specific application process for cross-border recognition involving detailed disclosure of scheme and party particulars.
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Capital Market Authority Credit Rating Agencies Regulations
The Capital Market Authority of Saudi Arabia has issued the Credit Rating Agencies Regulations to establish a mandatory authorization framework for domestic and foreign entities conducting rating activities within the Kingdom. The rules require authorized agencies to maintain fit-and-proper status, implement rigorous conflict-of-interest management systems, and apply transparent, validated rating methodologies. Additionally, the regulations prescribe detailed procedures for application, suspension, or cancellation of authorization while enforcing strict record-keeping, transparency reporting, and compliance with prescribed fee structures.
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Procedures Guide for Public Consultation on Implementing Regulations Projects
The Capital Market Authority of Saudi Arabia issued this Procedures Guide to standardize the public consultation process for all new or amended implementing regulations projects. The mandate requires a default thirty-day consultation period and authorizes multiple engagement channels, including website publications, questionnaires, and memorandums. Upon Board approval, the Authority must publish major public comments alongside participant details and a summary report, while permitting confidentiality requests for individual contributors.
20132 documents
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Procedures and Instructions for Listed Companies with Accumulated Losses Reaching 20% or More of Share Capital
The Capital Market Authority of Saudi Arabia mandates immediate public disclosures and Exchange flagging for listed companies whose accumulated losses reach 20% or more of their share capital. Companies must report when losses cross the 20%, 35%, or 50% thresholds and submit external auditor reports detailing remedial steps to remove the flags. Shares will be delisted if losses remain unaddressed or if the extraordinary general assembly votes to dissolve the company.
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THE CENTRAL DEPOSITORIES ACT No 4 of 2000 - Amended 2013
This Act mandates the establishment, operation, and regulation of central depositories in Kenya to facilitate the immobilisation and dematerialisation of securities. It empowers the Capital Markets Authority to license and supervise these entities, set operational standards, enforce compliance, and manage emergency market conditions. Additionally, the Act establishes rigorous protocols for securities accounts, record-keeping, audit requirements, and the creation of a settlement guarantee fund to ensure market integrity.
20123 documents
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Capital Market Authority Prudential Rules
The Capital Market Authority of Saudi Arabia issued these Prudential Rules to establish comprehensive financial prudence standards for licensed capital market institutions. The framework mandates minimum Tier 1 and total capital adequacy ratios of six percent and eight percent respectively, while prescribing specific capital base compositions, risk-weighted asset calculations across credit, market, and operational risks, and tailored expenditure-based capital requirements based on institutional business scope. Institutions must continuously comply with these capital and liquidity thresholds, report their financial positions to the Authority, and apply standardized methodologies for credit risk mitigation, counterparty exposures, and concentration limits.
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Guidelines On Financial Resource Requirements For Market Intermediaries
These guidelines mandate that market intermediaries in Kenya maintain strictly defined minimum levels of paid-up share capital and liquid capital to enhance risk-based supervision. Licensed entities must perform regular, accurate calculations of their financial resources, apply specified haircut percentages to various asset classes, and account for liabilities on a gross basis. Intermediaries are strictly required to notify the Capital Markets Authority immediately if they fail to meet these thresholds or encounter significant financial or operational instability.
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Management, Supervision, and Internal Control Standards for entities licensed by the Capital Markets Authority (CMA)
The Capital Markets Authority requires licensed entities to implement comprehensive internal control frameworks covering management structure, personnel training, information management, compliance, and auditing. Firms must strictly enforce segregation of duties, establish robust risk management policies for credit, market, and operational risks, and maintain adequate asset protection measures. These standards mandate ongoing board oversight and regular reviews to ensure that internal systems are capable of identifying, monitoring, and mitigating threats to regulatory, strategic, and reputational stability.
20111 documents
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Resolution of Securities Disputes Proceedings Regulations
The Capital Market Authority of Saudi Arabia issued these Regulations to establish comprehensive procedural rules for filing, considering, and adjudicating securities disputes before its designated Committee. The framework mandates a preliminary 90-day complaint period with the Authority, requires licensed legal representation for market institutions, and integrates electronic platform procedures alongside traditional hearings. It further codifies statutes of limitations, class action mechanisms, appeal processes, and enforcement measures to ensure timely resolution and legal certainty for investors and regulated entities.
20071 documents
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Capital Market Authority Merger and Acquisitions Regulations
Issued by the Saudi Capital Market Authority, these regulations establish comprehensive rules governing acquisition and merger activities for listed companies in compliance with the Capital Market Law and Companies Law. The framework mandates independent financial and legal advisors, enforces strict confidentiality and disclosure protocols during private transactions and public offers, and triggers mandatory acquisition offers when ownership crosses the 40% voting rights threshold. It further standardizes offer timetables, pricing equality, competition law notifications, and board responsibilities to ensure transparent decision-making for shareholders while granting the Authority discretionary waiver powers.
20061 documents
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Investment Funds Regulations
The Capital Market Authority Board of Saudi Arabia has issued these regulations to comprehensively govern the registration, offering, management, and custody of public, private, and foreign investment funds within the Kingdom. Licensed fund managers and custodians are mandated to uphold fiduciary duties, ensure asset segregation, maintain accurate valuation and pricing mechanisms, and fulfill rigorous disclosure and reporting obligations to both unitholders and the Authority. The framework establishes distinct operational rules for specialized fund structures, including exchange-traded and real estate funds, while granting the Authority explicit powers to waive provisions, impose fees, and remove or replace key market participants.
20052 documents
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Capital Market Institutions Regulations
The Board of Saudi Arabia’s Capital Market Authority issued these Regulations to establish a comprehensive licensing and operational framework for capital market institutions and registered persons. They require applicants to secure authorization through fit-and-proper assessments, minimum capital thresholds, and compliance with eleven core principles covering integrity, client protection, and market conduct. The framework further mandates strict operational standards for business conduct, systems and controls, client money segregation, and bankruptcy procedures to ensure ongoing financial prudence.
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Securities Business Regulations
The Capital Market Authority of Saudi Arabia issues these regulations to govern securities business activities within the Kingdom, requiring authorization for entities engaging in dealing, arranging, managing, advising, or custody. The framework establishes specific exclusions from authorization for intra-group transactions, professional services, and custodial activities, while mandating that securities advertisements be made by or approved through authorized capital market institutions. Contraventions constitute offences under the Capital Market Law, and designated entities such as the government, SAMA, and approved exchanges are explicitly exempted from these authorization requirements.
20043 documents
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Guidelines on the Approval and Registration of Credit Rating Agencies
These guidelines establish the framework for the approval and registration of credit rating agencies by the Capital Markets Authority to enhance corporate debt market transparency. Applicants are required to maintain a minimum paid-up capital of Kshs. 12 million, demonstrate professional capacity and proven rating methodologies, and provide evidence of institutional shareholding or strategic support from an internationally recognized rating entity. Furthermore, authorized agencies must strictly adhere to confidentiality protocols, maintain internal checks for objectivity, and publicly disclose fee structures and rating actions.
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Market Conduct Regulations
Issued by Saudi Arabia's Capital Market Authority, these regulations standardize market conduct by prohibiting manipulative trading practices, insider trading, and untrue material statements. They impose strict operational obligations on capital market institutions, mandating client priority, best execution, timely allocation, and transparent conflict management. Furthermore, the framework establishes clear liability for damages arising from false or omitted statements and holds principals accountable for violations committed by their agents.
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Glossary of Defined Terms Used in the Regulations and Rules of the Capital Market Authority
The Capital Market Authority (CMA) of Saudi Arabia issued this Glossary of Defined Terms, pursuant to Board Resolution 4-11-2004 and subsequently amended by Resolution 1-26-2026, to provide authoritative definitions for terms used across its regulations and rules. This document ensures consistent interpretation of legal and operational terminology for market participants, covering a wide array of concepts from "Accredited Valuer" and "Acting in Concert" to "Capital Market Institution" and "Debt Instrument." By specifying the meanings of words and expressions, the Glossary underpins the clarity and enforceability of the CMA's regulatory framework within the Saudi capital market.
20021 documents
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Capital Markets (Licensing Requirements) (General) Regulations, 2002
These regulations establish a comprehensive framework for the licensing, operations, and conduct of securities exchanges, stockbrokers, dealers, investment advisers, fund managers, and investment banks in Kenya. The document mandates strict financial requirements, reporting obligations, record-keeping standards, and ethical conduct for all market intermediaries, including procedures for appointing custodians and managing client assets. Additionally, it outlines the governance of the Investor Compensation Fund and specifies rules for transactions outside securities exchanges, disclosure requirements, and enforcement actions against non-compliant professionals or entities.