the official prices for the securities enlisted thereon;

the number of shares delivered to the clearing facility;

the number of securities listed and delisted during the preceding calendar quarters;

a signed statement itemizing all outstanding positions beyond settlement date for each member; and

any other matter that may be specified by the Authority.

enabling the listing of securities by the securities exchange following application by an issuer to the securities exchange, through procedure acceptable to the Authority;

enabling the delisting or suspension of securities by the securities exchange through procedure acceptable to the Authority;

for ensuring that listed companies have a public share-holdings sufficient to make the companies responsive to public investors, in keeping with the development of the stock market;

for ensuring that listed companies have as broad a base of public shareholders as possible in keeping with company capital size and the development of the stock market;

for encouraging the listing of companies such that investors will have a range of investments conforming to the major business activities in the economy;

for encouraging the listing of companies with large capital issues so as to improve the availability of shares;

for encouraging the listing of companies with audited accounts showing a history of profits so as to improve the quality of the market;

requiring the disclosure of all material information, including payments on substantial management contracts and substantial business contracts, to enable fair appraisal of an issue by investors;

requiring prompt disclosure in a manner fair to all investors of material information of a price sensitive nature;

facilitating the development of a second tier market with lower costs and less stringent requirements;

for ensuring that all common equity issues are of fully paid-up shares of equal class carrying full voting rights; and

for ensuring that all debenture issues are fully secured by charges on assets equal to at least one hundred per cent of the amount of issue and ranking pari passu in all respects with any other debentures.

the customer's name, date of birth or registration, address, nationality or citizenship, signature of the customer, the representative regularly handling the account and a designated supervisor;

if the broker or dealer, or any of its representatives has made any recommendations to the customer to purchase, sell or exchange any security, the record of such customer shall also state the customer's occupation, marital status where applicable, investment objectives, other information concerning the customer's financial situation and needs which the broker or dealer or the representative considered in making the recommendation, and the signature of the broker or dealer or representative who made the recommendation to the customer.

a separate file for all complaints by customers and persons acting on behalf of customers; and the complaints shall be filed alphabetically by customer's name and shall include copies of all material relating to the complaint, and record of what action, if any, has been taken by the broker or dealer; and copies of such material and record of action taken shall be kept in the office through which the customer's account is handled; and

such other records as the Authority shall direct.

aggregate indebtedness exceeds one thousand and two hundred per cent of the broker's or dealer's net capital; or

net capital falls below one hundred thousand shillings for two consecutive months.

grant unsecured advances or loans to any of its directors or associates in excess of twenty thousand shillings; nor

allow deficits in the account of a single client to exceed thirty per cent of its monthly net capital; nor

allow its exposure to a single listed security to exceed three hundred per cent of the broker's or dealer's monthly net capital; nor

allow the book value of the listed securities it carries on its own account to exceed one hundred and fifty per cent of its monthly net capital.

recommend to a client to whom investment supervisory management or consulting services are provided, the purchase, sale or exchange of any security without reasonable grounds to believe that the recommendation is suitable for the client on the basis of information furnished by the client after reasonable inquiry concerning the client's investment objectives, financial situation and needs, and any other information known or acquired by the investment adviser after reasonable examination of the client's financial records;

place an order to purchase or sell a security for the account of a client without written authority to do so;

place an order to purchase or sell a security for the account of a client upon instruction of a third party without first having obtained a written third-party authorization from the client;

exercise any discretionary power in placing an order for the purchase or sale of securities for a client without obtaining written discretionary authority from the client within ten business days after the date of the first transaction placed pursuant to oral discretionary authority, unless the discretionary power relates solely to the price at which, or the time when an order involving a definite amount of a specified security shall be executed, or both;

induce trading in a client's account that is excessive in size or frequency in view of the financial resources, investment objectives and character of the account;

borrow money or securities from a client unless the client is a broker or dealer, an affiliate of the investment adviser, or a financial institution engaged in the business of loaning funds or securities;

loan money to a client unless the investment adviser is a financial institution engaged in the business of loaning funds or the client is an affiliate of the investment adviser;

misrepresent to any advisory client, or prospective advisory client, his qualifications or misrepresent the nature of the advisory services being offered or fees to be charged for such service, or omit to state a material fact necessary to make the statements made regarding qualifications, services or fees, in light of the circumstances under which they are made, not misleading;

provide a report or recommendation to any advisory client prepared by someone other than the investment adviser without disclosing that fact;

charges a client an unreasonable advisory fee in light of the fees charged by other investment advisers providing the same services;

guarantee a client that a specific result will be achieved arising from the advice which will be rendered;

publish, circulate or distribute any advertisement which does not comply with the Act or the Regulations or Rules made thereunder;

disclose the identity, affairs, or investment of any client to any third party unless required by law, court order or a regulatory agency to do so, or unless consented by the client;

enter into, extend or renew any investment advisory contract unless such contract is in writing and discloses, in substance, the services to be provided, the term of the contract, the advisory fee, the formula computing the fee, the amount of prepaid fee to returned in the event of contract termination or no performance, whether the contract grants discretionary power to the investment adviser and that no assignment of such contract shall be made by the investment adviser without the consent of the other party to the contract.

notify the Authority that it has or may have custody of customer's securities;

segregate the securities of each client, mark such securities to identify the particular client having the beneficial interest therein and hold the securities in safekeeping in some place reasonably free from risk of destruction or loss;

deposit clients' funds in one or more bank account containing only clients' funds;

maintain the account or accounts referred to in paragraph (c) in its name or in the name of the agent or trustees of such clients;

maintain a separate record for each account, showing the name and address of the bank where the account is maintained, the dates and amounts of deposits and withdrawals and the exact amount of each client's beneficial interest in the account;

notify the client in writing, immediately after accepting custody or possession of funds or securities, of the place and the manner in which the same will be maintained;

send each client a detailed statement, at least once every three months, showing the funds and securities in the investment adviser's custody at the end of such period and all debits, credits and transactions in the client's account during such period; and

have an independent certified public accountant verify all client funds and securities at least once every calendar year by actual examination at a time chosen by the accountant without prior notice to the investment adviser.

a journal or journals, including cash receipts and disbursements records, and any other records of original entry forming the basis of entries in any ledger;

general and auxiliary ledgers (or other comparable records) reflecting asset, liability, reserve, capital, income and expense accounts;

all cheque books, bank statements, cancelled cheques and cash reconciliations of the investment adviser;

all bills or statements (or copies thereof), paid or unpaid, relating to the business of the investment adviser;

all trial balances, financial statements, and internal audit working papers relating to the investment adviser's business;

a list or other record of all accounts in which the investment adviser is vested with any discretionary power with respect to the funds, securities or transactions of any client;

all evidences of the granting of any discretionary authority by any client to the investment adviser, or copies thereof;

all written agreements (or copies thereof) entered into by the investment adviser with any client or otherwise relating to the investment adviser's business;

a copy of each notice, circular, advertisement, newspaper article, investment letter, bulletin or other communication recommending the purchase or sale of a specific security, which the investment adviser circulates or distributes, directly or indirectly, to ten or more persons, and if such notice, circular, advertisement, newspaper article, investment letter, bulletin or other communication does not state the reasons for such recommendation, a memorandum of the investment adviser indicating the reasons thereof; and all advertisements by the investment adviser and all records, worksheets, and calculations necessary to form the basis for performance data in such advertisements;

a record of every transaction in a security in which the investment adviser or any of his representatives acquires any direct or indirect beneficial ownership; and the record shall state the title and amount of the security involved, the date, whether the transaction was a purchase or sale or other acquisition or disposition, the price at which it was effected, and the name of the broker or dealer with, or through whom the transaction was effected; and an investment adviser shall not be deemed to have violated the provisions of this paragraph for failing to record securities transactions of any investment adviser representative if he can show that he had adequate procedures and used reasonable diligence to obtain promptly reports of all transactions required to be recorded; and

a copy of each written statement, the amendment or revision thereof, given or sent to any client or prospective client of such investment adviser and a record of the dates that the same was given or offered to be given.

a journal or other record showing all Purchases, sales, receipts and deliveries of securities (including certificate numbers) and all other debits and credits to such accounts;

a separate ledger account for each client showing all purchases, sales, receipts and deliveries of securities, the date and price of each such purchase and sale, and all debits and credits;

copies of confirmations of all transactions effected by or for the account of any such client; and

a record for each security in which the client has a position, showing the name of the client, the amount or interest of the client, and the location of such security.

records showing the securities purchased, sold, date, amount and price of each security; and

records for each security in which the client has a current position, records from which the investment adviser can promptly furnish the name of each client, and the current amount or interest and the name of the client.

the review and written approval by the designated supervisor of the opening of each new client account;

the frequent examination of all client accounts to detect and prevent irregularities or abuses;

the prompt review and written approval by a designated supervisor of all advisory transactions by investment adviser representatives and of all correspondence pertaining to the solicitation or execution of advisory transactions by investment adviser representatives; and

the prompt review and written approval of the handling of all client complaints.

supervise and periodically review the activities of the supervisors; and

periodically inspect each business office under his supervision to ensure that the written procedures are being enforced.

a sale or gift to a close relation, charity or approved organization for a receipt of donations;

the settlement of a will or estate of a deceased person;

the operation of an employee share option scheme or employee share ownership scheme of a listed company with respect to its own shares, provided such a scheme has been approved by the Authority;

restructuring or mergers or acquisitions in a scheme which has been accepted by the Authority;

setting off the value of listed securities that are pledged against a loan from a commercial bank or other licensed lending institution, in settlement of such loan at the current established market value of such listed securities by mutual agreement between such lending institution and such borrower, and certified by the securities exchange as being a fair market price for such security; or

any other private transaction of listed securities of an exceptional nature that the securities exchange and the Authority consider to be proper and acceptable.

he makes a market in the securities recommended; and

he or an associated person owns more than a nominal amount of such securities.

a merger, acquisition or joint venture;

a stock split or stock dividend;

earnings and dividends of an unusual nature;

the acquisition or loss of a significant contract;

a significant new product or discovery;

a change in control or a significant change in management;

a call of securities for redemption;

the public or private sale of a significant amount of additional securities;

the purchase or sale of a significant asset;

a significant labour dispute;

a significant law suit against the company;

establishment of a programme to make purchases of the company's own shares;

a tender offer for another company's securities; or

any other peculiar circumstances that may prevail with respect to, the company or the relevant industry.

from the bank guarantee furnished by such license person to the securities exchange of which such licensed person is a member; or

from the compensation fund of the securities exchange of which such licensed person is a member; or

in legal proceedings including bankruptcy or liquidation proceedings against such licensed person,

draft incorporation documents of the collective investment scheme;

memorandum and articles of association of the promoter;

memorandum and articles of association of the proposed fund manager;

business plan;

one bank reference; and

two professional or business references.

is necessary to enable compliance with fiscal, statutory or other official requirements; or—

does not materially prejudice holders' interests, does not to any material extent release the trustee, custodian, fund manager or the board of directors, their agents or associates from any liability to holders and does not materially increase the costs payable from the collective investment scheme portfolio concerned; or

is necessary to correct a manifest error.

reviewed and revised at least once in every six months to take account of any change or new matter, other than a matter which reasonably appears to the fund manager to be insignificant;

revised immediately upon the occurrence of any material change in the matters stated therein or upon the occurrence of any new material information which ought to be disclosed therein.

advising the trustee or board of directors, as the case may be, on the asset classes which are available for investment;

formulating a prudent investment policy;

investing the scheme's assets in accordance with the scheme's investment policy;

reinvesting any income of the scheme fund which is not required for immediate payments;

instructing the custodian to transfer, exchange, deliver in the required form and manner the scheme assets held by such custodian;

ensuring that the shares or units in the collective investment scheme are priced in accordance with the information memorandum, the rules of the collective investment scheme and these Regulations;

not selling any shares otherwise than on the terms and at a price calculated in accordance with the provisions of the information memorandum, rules of the collective investment scheme or these Regulations;

rectifying any breach of matters arising under paragraph (f) or (g) provided that where the breach relates to incorrect pricing of shares or to the late payment in respect of the issue or redemption of shares, rectification shall, unless the trustee or board of directors, as the case may be, otherwise directs, extend to the reimbursement or payment or arranging the reimbursement or payment of money by the fund manager to the holders or former holders, by the fund manager to the scheme, or by the scheme to the fund manager;

purchasing at the request of a holder, any shares held by such holder on the terms and at a price calculated in accordance with the provisions hereof;

publishing daily the price of shares in at least two daily newspapers of national circulation, published in the English language:

Provided that where a collective investment scheme is not dealing on a daily basis, there shall be at least one publication a month of the prices of shares in at least two daily newspapers of national circulation, at least three days before the dealing day, specifying therein the date of the dealing day.

preparing and timeously dispatching all cheques, warrants, notices, accounts, summaries, declarations, offers and statements required under the provisions of the information memorandum, rules of the collective investment scheme or these Regulations, to be issued, served or sent and signing and executing all certificates and all transfers of securities;

making available for inspection to the trustee or board of directors or any approved auditor appointed by the trustee or directors, the records and the books of account of the fund manager giving to the trustee or board of directors or to any such auditor such oral or written information as it or he requires with respect to all matters relating to the fund manager, its properties and its affairs;

making available or ensuring that there is made available to the trustee or board of directors such details as the trustee or board of directors may require with respect to all matters relating to the collective investment scheme; and

being fair and equitable in the event of any conflict of interest that may arise in the course of its duties.

the fund manager shall remain liable for any act or omission of the sub-contracted fund manager;

the fees and expenses of any such persons shall be payable by the fund manager and shall not be payable out of the collective investment scheme portfolio;

any expenses incurred by any such persons which, if incurred by the fund manager would have been payable out of the collective investment scheme portfolio, may be paid out of the collective investment scheme portfolio to the fund manager by way of reimbursement; and

any such appointment or termination of appointment shall be notified in writing to all holders.

keep and maintain a record of all minutes, statements of accounts and resolutions in respect of the scheme's investment portfolio;

keep or cause to be kept proper books of accounts and records in which shall be entered all transactions effected by the fund manager for the account of the collective investment scheme and permit the trustee or board of directors from time to time on demand to examine and take copies of or extracts from any such books and records;

maintain a daily record of shares held by the fund manager, including the type of such shares acquired or disposed of, and of the balance of any acquisitions and disposals; and

keep and maintain a daily record of the shares of the scheme which are held, issued, redeemed, exchanged, and the valuation of the collective investment scheme portfolio including particulars given in Regulation 69, required upon completion of a valuation.

a valuation of the scheme fund and of all the investments representing the same, including the details of the cost of such investments and their estimated yields;

a report reviewing the investment activity and performance of the investment portfolios comprising the scheme fund since the last report date and containing the fund manager's proposals for the investment of the scheme fund during the period; and

a record of all investment transactions during the previous period.

the fund manager's capital resources actually employed or immediately available for employment for the purposes of the scheme;

the amount of dividends and interest and any other income for distribution which have accrued to the underlying securities comprised in the collective investment scheme portfolio, indicating the classes of income and the amount derived from each class, and how the income has been or is intended to be allocated;

the amount of proceeds of capital gains, rights and bonus issues and any other accruals and receipts of a capital nature which have been or are to be invested in the scheme for the benefit of the holders, indicating the classes thereof and the amount derived from each class, but excluding amounts derived from the sale of shares;

the total amount derived from the sale of shares, indicating the total amount paid in respect of compulsory charges, and the total amount paid in respect of the repurchase of shares;

the fund, manager's income derived from all sources in the operation of the scheme, indicating the sources and the amount derived from each source, and its net profit or loss derived from such operation;

a review of the fluctuations in the selling and repurchase prices per share during the period in question including the highest and lowest selling prices and the highest and lowest repurchase price.

the initial charge referred to in Regulation 65(1); or

any charge disclosed in the information memorandum.

if a court of competent jurisdiction orders liquidation of the fund manager (except a voluntary liquidation for the purpose of reconstruction or amalgamation upon terms previously approved in writing by the trustee, board of directors, as the case may be, and the Authority); or

if a receiver is appointed for the undertaking of the fund manager's assets or any part thereof; or

if for good and sufficient reason the trustee or board of directors, as the case may be, is of the opinion and so states in writing to the Authority that a change of fund manager is desirable in the interest of the holders.

if an extra-ordinary resolution is passed by the holders removing the fund manager; or

if the holders of three quarters majority in value of the shares in existence (excluding shares held or deemed to be held by the fund manager or by any associate of the fund manager) request in writing to the trustee or board of directors as the case may be, that the fund manager be removed.

hand over, transfer and deliver all records of accounts required to be maintained by a fund manager under Regulation 18, as may be reasonably required by the incoming fund manager:

ensure that the custodian takes into custody all the collective investment scheme portfolio and holds it in trust for the holders in accordance with these Regulations;

take all steps and execute all documents which are necessary to secure acquisitions or disposals properly made by the fund manager in accordance with the trust deed, incorporation documents and these Regulations;