Effect of Delisting
The effect of Delisting on the Company’s various stakeholders is outlined below.

1. Shareholders
If you choose to remain a shareholder, you will continue to hold the same number and type of shares you owned prior to the Delisting. Your rights will remain the same including participation in any future dividends declared by the Company. However, the shares will not be available to
trade on the NSE.

2. Customers
The Delisting will not impact the customers of the Company as the Company will continue to act as a dealer for KIA Motors. The customers will continue to be served as before.

3. Employees
The Company’s employees will not be impacted as the Company intends to continue in the motor business. Hahaha

4. Regulators
After the Delisting, the Company will cease to be regulated by CMA and NSE.

5. Other contractual obligations
The Delisting will not affect existing contractual obligations.

This is good news.
Some of the low quality firms need to be delisted so that we have only serious companies listed in the bourse

Timing of the delisting is suspect.

Just when GOK is keen on making Kenya the East Africa motor assembly hub and has announced a drop in income tax for new assemblers from 30% to 15%, someone decides to scavenge Marshalls to the exclusion of Wanjiku.

MARSHALLS (EAST AFRICA) LIMITED

PUBLIC ANNOUNCEMENT – POLL RESULTS OF THE SPECIAL RESOLUTION TO DELIST THE
COMPANY FROM THE NAIROBI SECURITIES EXCHANGE

In accordance with the provisions of the Capital Markets Act and its Regulations, the Board of Directors of Marshalls (East Africa) Limited wishes to announce and inform the public the results of the Poll on the special Resolution to De-list the Company from the Nairobi Securities Exchange (NSE) carried out during the 68th Annual General Meeting of the Company held at the Sovereign Suite, Limuru Road on Monday, 08 May, 2017 at 11.00 am.

The Poll was conducted by the Company’s Share Registrar (Image Registrars) and scrutinized by the Company’s External Auditors (Mawji Sennik & Co Certified Public Accountants).

Results of the poll:
The results of the poll are as tabulated below:

9(A) - 11,286,986 votes "FOR" (99.93%)
“That the company be and is hereby
delisted from the Nairobi Securities
Exchange (NSE) and that the minority
shareholders’ interest be managed in
accordance with the details in the
Chairman’s Circular Letter to
Shareholders dated 30 March, 2017”.

9(B) - 11,285,371 votes "FOR" (99.92%)
That the Board of Directors be and is
hereby authorized to do and effect all acts
and things required to give effect to the
above resolution subject to compliance
with the CMA and NSE regulations and in
accordance with the Chairman’s Circular
Letter to the Shareholders dated 30
March, 2017.

Based on the results, the special resolution was passed by a majority of shareholders exceeding the minimum threshold of 75% of security holders represented and without objection to the proposed de-listing from at least
10% of the holders of securities represented at the meeting; consequently the resolution was carried and the Board of Directors shall go ahead and complete the Delisting process.

By order of the Board,
Jophece Yogo
COMPANY SECRETARY
8th May 2017

Marshalls (East Africa) Limited
(Incorporated in Kenya on April 18th 1947 under the repealed Companies Act (CAP. 486)
(Registration Number C. 19\52)
Capital Markets (Public Offers, Listing and Disclosures) Regulations 2002 as amended:

PUBLIC NOTICE

To shareholders and the public of the intention to delist from the Nairobi Securities Exchange

Marshalls (East Africa) Limited presents the results of the share purchase by Global Limited of minority shareholders during the offer period from Wednesday 10th May to Wednesday 7th June 2017.

Total Number of Marshalls Shares - 14,393,106
Total Number of Minority Shares - 2,427,170
Minority Shares as a % of Total Shares - 16.86%

Number of shares bought during the Offer Period - 595,616
Shares bought during Offer Period as a % of Minority Shares - 24.54%
Shares bought during Offer Period as a % of Total Shares - 4.14%

Transaction Timetable – Key Dates
Notification to CMA regarding the outcome of the offer period - Friday 9th June 2017
Press Announcement of the outcome of the offer period - Monday 12th June 2017
Delisting (subject to CMA Approval) - Monday 19th June 2017

Purchase of Minority Shares Post Delisting
Minority shareholders will still be able to sell their shares to Global Limited post Delisting at KSH 10.75.
Shareholders should note that additional taxes may be applicable. Shareholders should contact Image Registrars Limited for further information.

Trading
The shareholders of Marshalls (East Africa) Limited and the public are advised to exercise caution when dealing with the shares of Marshalls (East Africa).

By Order of the Board
Jophece Yogo
Company Secretary