A consumer rights lobby has moved to the High Court seeking to block the sale of the National Social Security Fund’s stake in East African Portland Cement to a Tanzania-linked firm, arguing that the transaction threatens Kenya’s economic sovereignty and could lead to monopolistic control of the cement sector.
The Consumer Federation of Kenya, through secretary general Stephen Mutoro, has filed a constitutional petition challenging the lawfulness of NSSF’s planned disposal of its 27 percent shareholding in the Athi River-based manufacturer to Kalahari Cement Limited for 1.6 billion shillings.
The lobby warns that the deal could cede control of a strategic state-linked asset to foreign interests without proper regulatory scrutiny.
Kalahari Cement, which is controlled by Tanzanian tycoon Edhah Abdallah Munif through Mauritius-based investment vehicles, already holds a 29.2 percent stake in EAPC acquired from Swiss multinational Holcim earlier this year for 718.7 million shillings.
With Bamburi Cement, which is fully owned by Mr Munif’s Amsons Group, holding an additional 12.5 percent of EAPC, the proposed transaction would give the Tanzanian conglomerate effective control with a combined 68.7 percent stake.
The petition, filed at the Milimani Constitutional and Human Rights Division, names the Capital Markets Authority, Competition Authority of Kenya, NSSF, Kalahari Cement, EAPC and the Attorney General as respondents.
Cofek accuses regulators of facilitating what it terms a secretive transaction involving pension assets without public participation or compliance with constitutional safeguards on transparency and prudent financial management.
Mr Mutoro argues in court papers that the NSSF stake, held in trust for Kenyan workers, cannot be transferred without full transparency, due process and regulatory scrutiny.
The group contends that regulators failed to verify whether the transaction underwent mandatory valuation reviews, capital markets disclosures or competition assessments despite repeated requests for information.
Cofek claims that CMA and CAK allegedly withheld critical information, violating constitutional rights related to access to information and fair administrative action.
The lobby argues that the transaction excluded public input, transparent valuations and competitive bidding, while sidelining minority shareholders’ pre-emptive rights.
The petition raises concerns about potential market concentration in Kenya’s cement industry.
Mr Munif’s Amsons Group completed the full acquisition of Bamburi Cement in December last year for 23.6 billion shillings , giving it significant influence in the sector.
Cofek warns that Kalahari Cement, though locally incorporated, acts as a proxy for its Tanzanian parent, enabling what it calls regulatory circumvention and anti-competitive consolidation.
The lobby cites Amsons Group’s aggressive regional expansion as evidence of credible monopolistic risks that could inflate cement prices and harm consumers.
At the close of the NSSF deal, Mr Munif would directly and indirectly control the equivalent of 31 percent of the Kenyan cement sector’s production capacity , setting up intensified competition with other billionaires in the industry including Narendra Raval and the Rai family.
Cofek is seeking conservatory orders freezing any further steps in the transaction, including sale, transfer or registration of the NSSF shares in favor of Kalahari Cement.
The group also wants the court to compel CMA to conduct a full compliance inquiry and direct CAK to carry out merger and competition assessments to determine whether the acquisition could create dominance or monopoly risks.
The lobby argues that once shares are transferred, the harm will be irreversible, making it impossible to recover public leverage or forestall potential anti-competitive behavior.
The group contends that damages would not be an adequate remedy since share transfers are irreversible and once control changes hands, judicial review would be rendered meaningless.
EAPC’s strategic value extends beyond cement production.
The company’s Athi River plant sits on 3,000 acres of prime land, and critics have questioned whether the real value lies in real estate rather than cement manufacturing.
The firm traces its origins to 1933 as a colonial-era venture originally owned by Blue Triangle Limited and the Kenyan government before being privatized in the 1990s.
NSSF acquired its 27 percent stake during a 2009 recapitalization meant to safeguard workers’ interests, a mandate Cofek argues is now compromised by the proposed sale.
The pension fund has described the disposal as part of efforts to liquidate underperforming assets, but the timing and choice of beneficiary have drawn scrutiny.
The case highlights broader questions about cross-border investment reciprocity.
Tanzania mandates 51 percent local ownership in mining and energy sectors, while Kenya’s foreign investment rules remain less stringent.
Critics argue that such asymmetries disadvantage Kenyan enterprises seeking opportunities abroad while exposing critical domestic sectors to foreign control.
The High Court has scheduled a mention for January 27, 2026, to assess respondents’ filings in response to the petition.
Regulators are expected to demonstrate that rigorous oversight was applied to the contested deal and explain their approval processes for the transaction.
Kalahari Cement has stated that it does not intend to make a takeover offer for EAPC or delist the company from the Nairobi Securities Exchange after completion of the proposed transaction.
The firm has described the investment as part of a strategic long-term plan aimed at advancing national industrialization and providing capital and technical resources to transform EAPC into one of Kenya’s leading cement manufacturers.
However, Cofek maintains that the public interest demands full disclosure and competitive processes for disposal of state-linked assets, particularly those held by pension funds on behalf of workers.
The petition frames the sale as a test of Kenya’s governance frameworks and the effectiveness of regulatory oversight in protecting strategic economic interests.
