NAIROBI, Kenya- Old Mutual Holdings, formerly known as UAP Holdings, is facing legal scrutiny as an investor seeks justice over claims of minority shareholder mistreatment.
Joel Kibe, who owns 1.55 million shares in the company, has filed a complaint with the Capital Markets Authority (CMA), alleging mismanagement, unauthorized asset sales, and unapproved borrowings.
Kibe’s concerns are part of an ongoing dispute that has drawn the attention of both regulators and the courts, with significant implications for the future of the company and its shareholders.
At the heart of Kibe’s grievances is the alleged mismanagement of the company, which he claims has severely impacted the liquidity of his shares.
According to Kibe, he purchased the shares between 2014 and 2015 for a whopping Ksh 246.7 million, following a prospectus issued by UAP Holdings in 2012.
However, Kibe contends that the company has since taken on significant debt, made unauthorized asset disposals, and failed to provide adequate financial transparency to its minority shareholders.
In court, Kibe is pushing for Old Mutual to buy back his shares at the original purchase price, plus an 18pc annual premium. The court has already barred Old Mutual from trading assets, acquiring new debt, or moving funds out of Kenya until the case is resolved.
The legal proceedings are set to continue in late September, with both sides committed to seeing the dispute through.
In a statement, Old Mutual said, “We are addressing this matter through the appropriate legal channels and are cooperating fully with the legal process to ensure transparency and fairness.”
Kibe’s legal team, led by advocate Peter Kingara, is also calling out Old Mutual for failing to honor its commitment to list UAP Holdings on the Nairobi Securities Exchange (NSE).
In a notice from 2015, the company announced plans to list UAP shares on the NSE within 18-26 months, provided market conditions were favorable.
However, years later, that promise remains unfulfilled, leaving minority shareholders, including Kibe, in limbo.
The failure to list on the NSE isn’t the only issue at play. Kibe also accuses Old Mutual of diluting the value of minority shares by nearly 40pc through the issuance of preference shares, without adequate consultation or disclosure.
To make matters worse, the company has reportedly not paid dividends for the past seven years, raising further concerns about its financial management.
Kibe’s complaints extend beyond the courtroom. He has formally requested the Capital Markets Authority to investigate Old Mutual’s handling of the UAP acquisition, particularly around transparency and compliance with regulatory requirements.
He argues that the company’s lack of accountability and failure to consult minority shareholders is in violation of Kenya’s Companies Act and CMA regulations.
“The actions have not only rendered the shares illiquid, preventing our client from selling or transacting his holdings, but have also caused significant financial and emotional distress,” Kingara said in a letter to the CMA.
The letter also requests copies of all documents submitted to the CMA before the approval of Old Mutual’s takeover of UAP.
Kibe’s case highlights the importance of corporate governance and transparency in maintaining shareholder trust, especially in large mergers and acquisitions.