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The huge stake held by the government in National Bank of Kenya (NBK) will see the lender delisted from the Nairobi Securities Exchange (NSE) without holding a meeting to seek shareholder approval ahead of its buyout by KCB Group.

In takeovers of publicly traded firms, the target company is usually required to vote on whether or not it should be delisted prior to its acquisition.

This is designed to ensure that dissenting investors are given an opportunity to exercise their option of declining the offer and remaining part owners in a listed company.

However, since the government controls a combined 93.23 percent stake in the NBK through the Treasury and National Social Security Fund, the lenders have decided to skip a delisting extraordinary general (EGM) meeting for NBK shareholders due to government’s support of the buyout.

“One of these conditions (of the offer) is that the NBK shareholders should approve the de-listing of NBK from the NSE. This would require an EGM and because none is planned, KCB will be required to waive this condition,” NBK says in a circular to shareholders.


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