HF Group has announced that the Capital Markets Authority approved the issuance and listing of 94,274,401 new ordinary shares to the Trustees of its Employee Share Ownership Plan.
In a notice dated 4 December 2025, HF Group confirmed that the CMA granted approval on 27 November 2025 for the issuance and listing of the ESOP shares. The approval allows the Trustees to receive and manage the 94.2 million shares on behalf of eligible employees.
“This is to inform our shareholders and the general public that on November 27th 2025, the Capital Markets Authority granted approval for the issuance and listing of 94,274,401 ordinary shares of HF Group Plc (the “Company”) at par value of KES 5.00 to the Trustees of the HF Group Plc Employee Share Ownership Plan (“ESOP”),” read part of the HF Group notice.
According to the notice, issuance is designed to support the company’s updated employee incentive and ownership framework.
HF Group Shareholder Resolution and Authorisation
The issuance is anchored on a resolution passed by HF Group shareholders on 28 May 2025.
During the meeting, shareholders approved significant amendments to the company’s employee share ownership plans, including the transition from the 2008 scheme to a new structure aligned with the Companies Act 2015.
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“This is pursuant to the resolution passed by shareholders on 28th May 2025 authorising the Board of Directors of the Company to replace the existing employees’ share scheme dated the 2nd day of July Two thousand and eight with a new employees’ share scheme under the Companies Act 2015,” the notice stated.
Shareholders also granted the Board the authority to allot ESOP shares.
“The Shareholders authorised the Board of Directors of the Company to allot the ESOP 94,274,401 new ordinary shares of Ksh 5 each, being the ESOP Shares,” the notice stated.
Administration Under ESOP Framework
The company further stated that the new shares will be issued under the specific terms and conditions set forth in the ESOP Trust Deed and Rules, which govern allocation, eligibility, and employee considerations.
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“Such shares to be issued to eligible employees for such consideration and such terms as are established in the ESOP Trust Deed and Rules,” HF Group stated.
About HF Group
HF Group is a Kenyan financial services institution operating as a Non-Operating Holding Company regulated by the Central Bank of Kenya.
The Group oversees subsidiaries engaged in banking, property finance, and investment services, with a long history dating back to mortgage financing.
It has progressively diversified its portfolio beyond mortgage lending to include retail banking, digital financial services, and asset-based lending.
It is listed on the Nairobi Securities Exchange and operates through an integrated structure designed to support its banking and non-banking subsidiaries.
