KenGen approves sweeping board changes protect minority shareholders
By Bruno Aero Family Media Staff Writer
Shareholders have cut down its bloated board of directors to bring the number to nine.
This makes the power generator the first state-owned enterprise to enhance compliance with the new Government Enterprises Act 2025, signed into law by President William Ruto last November.
A key aim of the Act is to ensure the enterprises are efficient, financially self-sustaining, and aligned with national development priorities.
KenGen shareholders have approved board structure changes aimed at protecting the interests of minority shareholders, cut down its bloated board of directors to nine, and reducing their terms to six years.
The resolution was approved at an Extraordinary General Meeting held on Thursday, as private investors increasingly assert influence over long-term capital allocation and governance in Kenya’s listed state-controlled entities.
This makes the power generator the first state-owned enterprise to enhance compliance with the new Government Enterprises Act 2025, signed into law by President William Ruto last November.
A key aim of the Act is to ensure the enterprises are efficient, financially self-sustaining, and aligned with national development priorities.
It requires GOEs to operate as companies under the Companies Act, adopt business plans, and enter into performance contracts with the Cabinet Secretary for the National Treasury.
The Act also sets out how boards of directors should be constituted, with independent directors and merit-based appointments to strengthen governance, reduce political interference, and improve accountability.
Public service obligations are recognised but must be compensated separately so that they do not undermine the commercial viability of the enterprises.
For instance, shareholders have cut down its bloated board of directors to bring the number to nine, split ordinary shares into class A and B, appoint two independent board seats with the specific mandate of protecting the interests of minority shareholders, limit the terms under which a director can sit on its board to six years and tighten rules on political appointments to its boardroom.
The power generator has had 14 members on its board, in addition to the company secretary and the general manager of finance.
The company is seeking to entrench provisions allowing virtual shareholder meetings, electronic voting, and digital proxy submission, practices adopted during the pandemic and retained under Kenyan companylaw
KenGen approves sweeping board changes protect minority shareholders
Shareholders have cut down its bloated board of directors to bring the This makes the power generator the first state-owned enterprise to enhance compliance with the new Government Enterprises Act 2025, signed into law by President William Ruto last November.
The power generator is also planning the expansion into energy consultancy, e-mobility, carbon trading, and direct geothermal use applications with an aim for non-power revenues to contribute around 20 per cent of total revenues over time. tninThis makes the power generator the first state-owned enterprise to enhance compliance with the new Government Enterprises Act 2025, signed into law by President William Ruto last November.
A key aim of the Act is to ensure the enterprises are efficient, financially self-sustaining, and aligned with national development priorities.
KenGen managing director and CEO Peter Njenga, company secretary and legal affairs general manager Austin Ouko and board chair Alfred Agoi during the company’s Extraordinary General Meeting in Nairobi
KenGen shareholders have approved board structure changes aimed at protecting the interests of minority shareholders, cut down its bloated board of directors to nine, and reducing their terms to six years.
The resolution was approved at an Extraordinary General Meeting held on Thursday, as private investors increasingly assert influence over long-term capital allocation and governance in Kenya’s listed state-controlled entities.
This makes the power generator the first state-owned enterprise to enhance compliance with the new Government Enterprises Act 2025, signed into law by President William Ruto last November.
A key aim of the Act is to ensure the enterprises are efficient, financially self-sustaining, and aligned with national development priorities.
It requires GOEs to operate as companies under the Companies Act, adopt business plans, and enter into performance contracts with the Cabinet Secretary for the National Treasury.
The Act also sets out how boards of directors should be constituted, with independent directors and merit-based appointments to strengthen governance, reduce political interference, and improve accountability.
Public service obligations are recognised but must be compensated separately so that they do not undermine the commercial viability of the enterprises.
For instance, shareholders have cut down its bloated board of directors to bring the number to nine, split ordinary shares into class A and B, appoint two independent board seats with the specific mandate of protecting the interests of minority shareholders, limit the terms under which a director can sit on its board to six years and tighten rules on political appointments to its boardroom.
The power generator has had 14 members on its board, in addition to the company secretary and the general manager of finance.
The company is seeking to entrench provisions allowing virtual shareholder meetings, electronic voting, and digital proxy submission, practices adopted during the pandemic and retained under Kenyan company law.
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In a bid to block political interference and governance risks, independent directors must step down if they assume political office or become employees of the government or state- owned entities.
The Kenyan Government is the majority shareholder in KenGen, with a 70 per cent stake. Minority shareholders include ICM Limited with 1.82%, Ramila Mavji 0.45%, Waithaka Njihia 0.34%, Individual insiders 0.791% and the general public 27.4% stake or 1,806,820,644 shares.
According to KenGen boss, Peter Njenga, the reforms were intended to support disciplined capital allocation and operational performance.
“Strong governance lowers risk premiums,” he said. “That matters when you are financing large-scale energy infrastructure over decades as we plan to do between now and 2034,’’ Njenga said.
The firm, which supplies over 60 per cent of the country’s electricity, affirmed that the approved amendments do not dilute or alter the Government of Kenya’s ownership stake.
Instead, executives framed the reforms as a structural upgrade intended to align the company with international governance standards for publicly listed firms with dominant state shareholders.
“These changes are about predictability and trust,” the company’s chairman, Alfred Agoi, said after the meeting. “They strengthen independence at board level while preserving the government’s position as majority shareholder,” he added.
The governance reset comes as KenGen continues to execute capital-intensive investments in geothermal, hydro, nuclear, solar, and wind power projects that require long-term funding visibility and stable policy backing.
For instance, the firm is targeting to complete and commission the 63 MW Olkaria I Rehabilitation Project — boosting renewable base load capacity by mid-2026. It also intends to continue geothermal field expansion and drilling to support future power plants and steam supply reliability.
During the AGM, the firm also resolved to participate in the proposed 700 MW High Grand Falls Hydropower Project — aimed at enhancing long-term capacity and flood control benefits.
Other projects include the construction of the 42.5 MW Seven Forks Solar Project to diversify the generation portfolio, the expansion of the 8.6 MW Gogo Hydropower Plant in Migori County to strengthen regional grid stability and invest in the Geothermal Training Centre to develop a specialized energy workforce across Africa and Asia.
A key aim of the Act is to ensure the enterprises are efficient, financially self-sustaining, and aligned with national development priorities.
KenGen managing director and CEO Peter Njenga, company secretary and legal affairs general manager Austin Ouko and board chair Alfred Agoi during the company’s Extraordinary General Meeting in Nairobi
KenGen shareholders have approved board structure changes aimed at protecting the interests of minority shareholders, cut down its bloated board of directors to nine, and reducing their terms to six years.
The resolution was approved at an Extraordinary General Meeting held on Thursday, as private investors increasingly assert influence over long-term capital allocation and governance in Kenya’s listed state-controlled entities.
This makes the power generator the first state-owned enterprise to enhance compliance with the new Government Enterprises Act 2025, signed into law by President William Ruto last November.
A key aim of the Act is to ensure the enterprises are efficient, financially self-sustaining, and aligned with national development priorities.
It requires GOEs to operate as companies under the Companies Act, adopt business plans, and enter into performance contracts with the Cabinet Secretary for the National Treasury.
The Act also sets out how boards of directors should be constituted, with independent directors and merit-based appointments to strengthen governance, reduce political interference, and improve accountability.
Public service obligations are recognised but must be compensated separately so that they do not undermine the commercial viability of the enterprises.
For instance, shareholders have cut down its bloated board of directors to bring the number to nine, split ordinary shares into class A and B, appoint two independent board seats with the specific mandate of protecting the interests of minority shareholders, limit the terms under which a director can sit on its board to six years and tighten rules on political appointments to its boardroom.
The power generator has had 14 members on its board, in addition to the company secretary and the general manager of finance.
The company is seeking to entrench provisions allowing virtual shareholder meetings, electronic voting, and digital proxy submission, practices adopted during the pandemic and retained under Kenyan company law.
ADVERTISEMENT
In a bid to block political interference and governance risks, independent directors must step down if they assume political office or become employees of the government or state- owned entities.
The Kenyan Government is the majority shareholder in KenGen, with a 70 per cent stake. Minority shareholders include ICM Limited with 1.82%, Ramila Mavji 0.45%, Waithaka Njihia 0.34%, Individual insiders 0.791% and the general public 27.4% stake or 1,806,820,644 shares.
According to KenGen boss, Peter Njenga, the reforms were intended to support disciplined capital allocation and operational performance.
“Strong governance lowers risk premiums,” he said. “That matters when you are financing large-scale energy infrastructure over decades as we plan to do between now and 2034,’’ Njenga said.
The firm, which supplies over 60 per cent of the country’s electricity, affirmed that the approved amendments do not dilute or alter the Government of Kenya’s ownership stake.
Instead, executives framed the reforms as a structural upgrade intended to align the company with international governance standards for publicly listed firms with dominant state shareholders.
“These changes are about predictability and trust,” the company’s chairman, Alfred Agoi, said after the meeting. “They strengthen independence at board level while preserving the government’s position as majority shareholder,” he added.
The governance reset comes as KenGen continues to execute capital-intensive investments in geothermal, hydro, nuclear, solar, and wind power projects that require long-term funding visibility and stable policy backing.
For instance, the firm is targeting to complete and commission the 63 MW Olkaria I Rehabilitation Project — boosting renewable base load capacity by mid-2026. It also intends to continue geothermal field expansion and drilling to support future power plants and steam supply reliability.
During the AGM, the firm also resolved to participate in the proposed 700 MW High Grand Falls Hydropower Project — aimed at enhancing long-term capacity and flood control benefits.
Other projects include the construction of the 42.5 MW Seven Forks Solar Project to diversify the generation portfolio, the expansion of the 8.6 MW Gogo Hydropower Plant in Migori County to strengthen regional grid stability and invest in the Geothermal Training Centre to develop a specialized energy workforce across Africa and Asia.
The power generator is also planning the expansion into energy consultancy, e-mobility, carbon trading, and direct geothermal use applications with an aim for non-power revenues to contribute around 20 per cent of total revenues over time.
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