The planned public sale of a majority stake in Kenya Pipeline Company has moved ahead after fresh governance changes and legal clarity cleared the path for investors.
The offer, which places 65 per cent of the company in the hands of the public, targets both local and international buyers and is anchored on new measures aimed at protecting minority shareholders and strengthening regional cooperation.
Details contained in the Supplementary Information Memorandum dated February 19, 2026, set out the scale of the transaction and the government’s position.
The document states, “Pursuant to the Government of Kenya's policy on the divestiture of its interests in public enterprises, the Government of Kenya, acting through the National Treasury of Kenya, is offering for sale 11,812,644,350 ordinary shares of par value Sh0.02 each in the Kenya Pipeline Company, representing 65 percent of the Company’s total issued ordinary share capital from the Government’s existing shareholding.”
The initial public offering is open to eligible individuals, institutions and qualifying international investors at a price of Sh9.00 per share. The offer period began on January 19, 2026 and was set to close on February 19, 2026.
Investors have been cautioned to review the full set of documents before making decisions. The memorandum warns, “This document is NOT the Information Memorandum. It is a Supplementary Information Memorandum and MUST be read together with the Information Memorandum, which contains important information necessary for making an informed investment decision.”
Legal challenges that had cast doubt over the privatisation process have largely been settled. The memorandum notes, “Prospective Investors are informed of a change in the status of the Material Litigation section of the IM following the dismissal of the petitions challenging the constitutionality of the Privatisation Act save for the Petition HCCHRPET/E001/2026 with respect to which the presiding Judge has recused himself.”
Alongside the share sale, the company has introduced changes to its governance structure meant to boost transparency and safeguard minority interests. According to the memorandum, “To further enhance minority investor protections, strengthen the Company's governance framework and in recognition of the strategic regional importance of the Company’s business, the board has further proposed amendments to the Company’s articles of association and these amendments have been approved by the Cabinet Secretary of the Treasury.”
One of the major revisions gives the Government of Uganda a direct role at board level. “The amendment of the articles to grant nomination rights to the Government of Uganda (GoU) acting through its Minister of Energy and Mineral Resources to appoint at least two (2) directors so long as they hold not less than twenty per cent (20%) of the issued share capital of the Company,” the memorandum explains.
Further adjustments touch on key decisions that will require joint backing from directors appointed by both Kenya and Uganda. “The amendment of Article 21 (Reserved Matters) to require an affirmative vote of a GoU Director, in addition to a director appointed by the Government of Kenya and to provide for the inclusion of the additional reserved matters,” the memorandum adds.
At the same time, the company has clarified that the updates will not interfere with current shareholder rights or introduce new share classes. “The proposed amendments do not affect the existing voting rights of shareholders including the Cabinet Secretary of the Treasury representing the Government of Kenya, nor do they create or introduce any new class of shares,” the document confirms.
Directors of Kenya Pipeline Company have taken full responsibility for the accuracy of the information presented. The memorandum reads, “To the best of their knowledge and belief, and having exercised all reasonable diligence to ensure its accuracy, the information set out herein is true and correct in all material respects and does not omit any material fact the omission of which would render any statement herein misleading.”
The IPO forms part of the Kenyan government’s wider plan to reduce its stake in public enterprises. Through this sale, authorities aim to draw in both domestic and foreign investors, raise funds for infrastructure, and reinforce the company’s position as a key regional energy link.
