NAIROBI, Kenya – Vodacom Group will appeal a Kenyan High Court decision that nullified the sale of the government’s 15% stake in Safaricom, opening a fresh legal battle over the Sh204.3 billion transaction. The South African telecommunications company said it will challenge the judgment at the Court of Appeal and seek a stay pending determination of the appeal.
In a regulatory update issued after the September 15 judgment, Vodacom said it was reviewing the decision and its implications.
“As interim steps, an appeal against the decision will be lodged with the Court of Appeal, as well as an application to stay the matter until an appeal is heard,” the company said.
The planned appeal means the dispute over one of Kenya’s largest corporate transactions will continue, despite the deal having already been completed in June.
Justices Francis Gikonyo, Roselyne Aburili and Tabitha Ouya ruled that the government had failed to comply with constitutional and statutory requirements before transferring the 15pc Safaricom stake to Vodacom.
The court found that the transaction had not been subjected to meaningful public participation and that important information about the nature and effect of the deal had not been adequately disclosed.
The judges also found that the transaction had been presented as a partial divestiture when, in their view, it effectively amounted to a merger, acquisition and takeover that gave Vodacom effective control of Safaricom.
Vodacom’s effective ownership rose to 55pc following the transaction, while the Kenyan government’s holding fell to 20pc.
The court consequently quashed decisions and approvals connected to the divestiture and ordered the 15pc stake to be restored to the Government of Kenya on behalf of the public.
The bench also raised concerns over the regulatory treatment of the transaction, including requirements under Kenya’s capital-markets and competition laws.
Vodacom’s immediate objective is to prevent the High Court orders from taking effect while it challenges the judgment. The company will therefore pursue a stay alongside its appeal at the Court of Appeal.
A stay would temporarily suspend implementation of the High Court decision while the appellate court considers the matter. The application is particularly significant because the High Court has already ordered the return of the shares to the government.
The Court of Appeal has previously dealt with the transaction.
On June 26, 2026, the appellate court lifted a conservatory order that had blocked completion of the transaction. The decision allowed Vodacom to proceed with the acquisition, which was completed on June 30.
Vodacom is now returning to the same appellate court to challenge the subsequent High Court judgment.
The transaction was announced in December 2025 as part of Vodacom’s plan to acquire an additional effective 20% interest in Safaricom. The package involved the acquisition of the Kenyan government’s 15pc stake and a further effective 5% interest from Vodafone International Holdings.
The government shares were acquired through Vodafone Kenya Limited in a block trade on the Nairobi Securities Exchange on June 30. Vodacom separately acquired the additional 5pc effective interest from Vodafone International Holdings on the same day.
Vodacom said at the time that the transaction was completed after the Court of Appeal lifted the conservatory order and after all remaining conditions precedent had been fulfilled.
The government agreed to sell the 15pc stake for about Sh204.3 billion, equivalent to roughly $1.6 billion at the time. The shares were priced at Sh34 each.
The wider transaction also included Sh40.2 billion linked to the monetisation of future dividend rights associated with the government’s remaining Safaricom holding, bringing the overall financial package to about Sh244.5 billion according to reports on the transaction.
The High Court ruling now creates uncertainty around the unwinding of a transaction that has already been completed and whose proceeds have already been received by the state.
The court noted that the shares could be restored despite arguments that reversing the transaction would create difficulties. It also referred to the earlier Court of Appeal decision indicating that the shares could be restored, with appropriate refunds made if ultimately ordered.
The judgment immediately affected Vodacom’s shares in Johannesburg.
Vodacom stock fell by nearly 4pc following news of the ruling before recovering some of the losses. Safaricom shares, meanwhile, gained as investors assessed the implications of the judgment for the company’s ownership structure.
