ICPAK Warns on M-Pesa and Data Risks in Proposed Safaricom Stake Sale to Vodacom

The Institute of Certified Public Accountants of Kenya (ICPAK) has raised concerns over the the Kenyan Government’s proposed sale of a 20% stake in Safaricom to Vodacom. If approved, the deal would increase Vodacom’s ownership from 40% to 55%, giving the company majority control over safaricom including strategic assets such as M-Pesa and national data systems. ICPAK warns that the sale price, valuation approach, and private off-market transaction could undermine transparency, limit local investor participation, and forfeit long-term government revenue.

One of ICPAK’s central concerns relates to the proposed sale price of KES 34 per share. The body argues that the valuation lacks sufficient public explanation, particularly on how the price reflects Safaricom’s intrinsic and strategic value. While the government has cited valuation methodologies, including the six-month volume-weighted average price (VWAP), ICPAK notes that VWAP largely reflects historical market performance rather than future earnings potential, sector outlook or the company’s role as a strategic national asset.

ICPAK has also questioned the decision to monetize future dividends through an upfront payment of KES 40.2 billion tied to the government’s remaining 20% stake. The body warns that this approach forfeits a stable and predictable revenue stream, potentially constraining future administrations.

Beyond valuation and fiscal considerations, ICPAK has flagged governance risks arising from Vodacom’s increased control. These include reduced government influence over critical strategic assets such as M-Pesa and national data systems, both of which play a central role in financial inclusion, digital infrastructure and the Kenya’s broader economy.

The institute has further criticized the proposed structure of the transaction as a private, off-market deal. According to ICPAK, this approach excludes local investors, bypassing the Nairobi Securities Exchange (NSE), and undermines efforts to deepen domestic capital markets. The body argues that a public offering would enhance transparency, improve price discovery and support the development of Kenya’s securities markets.

The planned use of proceeds has also raised concerns, with the government’s intention to allocate all funds infrastructure development . ICPAK has cautioned against absence of allocation to social sectors such as health, education and employment, stating that the approach may limit inclusivity of the deal’s long term development impact.

In its recommendations, ICPAK calls for the transaction to be executed through a public offering on the NSE, supported by a clearly disclosed valuation framework linked to Safaricom’s future earnings, sector dynamics and strategic importance. It has also urged the establishment to set stronger governance safeguards to protect national data, financial inclusion and continued public interest in M-Pesa.

The proposed deal is currently under review at the National Assembly committee stage, with additional stakeholder views still being analyzed. Meanwhile, the National Treasury has indicated that it is targeting deal closure after March 2026 in order to retain dividend receipts expected around February.