BusinessCorridors Of Power

DISQUIET IN SAFARICOM AS CEO NDEGWA’S TENURE SILENTLY EXTENDED DESPITE EXCEEDING TERM LIMITS

Peter Ndegwa should not be the CEO of Safaricom today. His contract, by any reasonable reading of the company’s own governance charter and by the ordinary passage of time, lapsed on March 31, 2026. Yet there he sits, collecting a salary that exceeds KSh283 million a year, appearing before parliamentary committees, and listed without qualification on Safaricom’s official website as Group Chief Executive Officer of a company he was never publicly authorised to continue leading. The board has said nothing.

The shareholders have received nothing. The Communications Authority has asked nothing. And one of Kenya’s most systemically important corporations is being run, right now, on the basis of an arrangement that nobody outside the boardroom can explain, verify, or challenge.

This is not an administrative oversight. It is a governance catastrophe — one made considerably more alarming by the identity of the man who chairs the board enabling it. Adil Arshed Khawaja, the Safaricom chairman whose task it is to enforce the governance standards that protect shareholders and the public, is a longtime personal friend of President William Ruto, a man whose law firm, Dentons Hamilton Harrison and Mathews, employs the President’s own son Nick Ruto, and a figure identified by former Deputy President Rigathi Gachagua as one of the State House power brokers who has “unrestricted access” to the presidency. This is the person who is supposed to be holding the CEO to account. The person deciding, in silence, whether Peter Ndegwa’s tenure continues or ends. The person who has chosen, apparently, to say nothing to the public about either question.

The disquiet inside Safaricom is real. Multiple sources familiar with the company’s internal dynamics describe a leadership structure operating without clear mandate, a board more interested in protecting existing relationships than in exercising independent oversight, and a CEO who knows that his continuation depends not on the terms of any formal contract but on the goodwill of a chairman who answers to State House. Whether Ndegwa is complicit in this arrangement or merely its beneficiary is a question only the board can answer. What is not in question is the effect: a publicly listed company, regulated by the NSE and the Communications Authority, is being governed in a manner that its own charter does not authorise and that its shareholders have never been asked to approve.

THE CHARTER AND ITS CLEAR CEILING

Safaricom’s board governance charter is unambiguous on the point of CEO tenure. A chief executive serves on a fixed-term contract of not less than three years and not more than seven years, with any extension beyond that period requiring an explicit board determination. The charter does not provide for open-ended, performance-tracked arrangements of the kind that Ndegwa has described as the basis for his engagement. When he was appointed in April 2020, he told the market that rather than signing a fixed-term contract in the manner of his predecessors Michael Joseph and Bob Collymore — who came in as expatriates on conventional three-year terms — he had “sat with the board and agreed on a number of deliverables against which they would track my performance.” This bespoke arrangement, he suggested, was appropriate because he was Kenyan rather than a foreign hire.

This reasoning did not sit comfortably with the charter then, and it sits even less comfortably now. The charter’s seven-year ceiling is not a guideline for expatriate CEOs. It is a ceiling for the role. Six years into Ndegwa’s tenure, with April 2027 representing the absolute outer boundary of the charter window and March 31, 2026 representing what COFEK has called the ordinary expected lapse of his contract, the board had a clear obligation: make an announcement. Announce an end date. Initiate a succession process. Issue a statement. Do something visible that demonstrated the governance machinery was functioning. It did none of these things.

The contract lapsed, or was extended, or continues by default — and the market is expected to simply accept the ambiguity as if ambiguity were a governance standard.
It is not. In any serious jurisdiction, the silent extension of a CEO’s tenure at a listed company of Safaricom’s scale would trigger regulatory inquiry and investor outrage.

The NSE’s listing regulations require material changes in a company’s affairs to be disclosed. The Capital Markets Authority’s code of governance imposes disclosure obligations on listed entities. A CEO operating without a publicly acknowledged, board-authorised mandate is a material governance matter. The regulators have been silent too.

THE CHAIRMAN WHO SHOULD NOT BE DECIDING THIS ALONE

The particular danger of this situation is that the governance question is not being resolved by an independent, arms-length board. It is being managed, to whatever extent it is being managed at all, by a chairman whose conflicts of interest are so extensive and so thoroughly documented that his ability to exercise independent oversight of Safaricom is already a subject of serious public concern.

Adil Khawaja joined the Safaricom board approximately 100 days after President Ruto’s election victory in August 2022. He became chairman in January 2023 after John Ngumi — a perceived ally of the Uhuru Kenyatta administration — was pushed out after barely five months in the role. The speed and timing of the transition left no room for doubt about its political character. Khawaja has himself confirmed that he has been personally close to President Ruto for more than 30 years.

His law firm, Dentons HHM, was the legal architecture behind Adani Group’s bid to take over the Jomo Kenyatta International Airport in a Sh258 billion deal that triggered one of Kenya’s largest recent public outrage episodes. His firm employs the President’s son, Nick Ruto, in an arrangement that Khawaja has defended as purely meritocratic. Former Deputy President Gachagua, who sat at the heart of the Ruto administration until his impeachment in 2024, publicly named Khawaja as one of the two businessmen who have unrestricted access to State House and who plan, with the President, how to monetise government decisions.

This is the person who chairs the board committee that determines whether Peter Ndegwa continues as CEO. This is the person to whom the decision about Safaricom’s leadership succession has been delegated by default. One does not need to accept every allegation levelled at Khawaja to recognise that his documented proximity to the executive arm of government creates an irreconcilable conflict of interest when it comes to decisions about the leadership of a company as strategically critical as Safaricom.

The government of Kenya is a significant shareholder in Safaricom. Decisions about Safaricom’s leadership have direct implications for decisions about regulatory treatment, government contracts, and political access.

A chairman who is simultaneously the President’s trusted personal friend, a financier of the President’s election campaign, and a legal adviser on government-linked deals cannot plausibly be said to be exercising independent oversight of a company in which the government holds a stake. And yet this is precisely the arrangement that the Safaricom board and its institutional shareholders — including Vodacom — have allowed to persist.

THE RECORD THAT MAKES THE EXTENSION INDEFENSIBLE

Even setting aside the governance machinery, the case for extending Ndegwa’s tenure is weakened, perhaps fatally, by the nature of his record. It is a record that his official biography will never acknowledge but that ordinary Kenyans, human rights defenders, press freedom organisations, and consumer advocates have been documenting with extraordinary precision.

Begin with June 25, 2024. As Gen Z protesters converged on Parliament in the most consequential civic uprising Kenya has experienced in a generation, Safaricom’s network suffered a total nationwide internet outage lasting more than two hours.

The disruption coincided precisely with the peak of the demonstrations against the Finance Bill 2024 — the moment when protesters most urgently needed mobile communication. Ndegwa’s initial explanation attributed the outage to “reduced bandwidth on some of the cables that carry internet traffic.” Internet observatory platform NetBlocks immediately issued a technical finding that directly contradicted this account, reporting that no evidence of physical cable damage had been identified and that the impact of the disruption in Kenya was worse than anything observed during any previous genuine cable cut.

The major undersea cable operators serving East Africa — SEACOM, TEAMs, and EASSy — reported no disruptions on their systems. Airtel Kenya, operating on the same cable infrastructure, described its own services as merely intermittent. Safaricom alone went dark, entirely, at the moment the country needed connectivity most.
Ndegwa subsequently apologised on national television and on social media. Dozens of prominent influencers publicly severed their brand partnerships with Safaricom. Musicians announced they were removing their work from Safaricom’s Skiza tunes platform.

COFEK and civil society groups launched formal complaints.

The Kenya Human Rights Commission later confirmed that the High Court had in May 2025 issued orders expressly prohibiting any future internet shutdown by telecommunications operators — orders that were themselves the direct consequence of what happened on June 25, 2024.

The apology was eventually accepted in the public discourse.

The question of whether Kenya’s largest telecom company had, under pressure from a government whose chairman sits on its board, killed internet access during a democratic protest moment was never conclusively resolved. It has simply been left to fester.

THE DATA SURVEILLANCE SCANDAL THAT ROCKED A CONTINENT

What followed the internet outage was worse. On October 29, 2024, a joint investigation by Daily Nation journalists and international reporters, published simultaneously with international partners, revealed that Kenya’s security agencies had for years enjoyed routine, systematic access to Safaricom’s customer call data records, often without court orders or proper judicial oversight, using this access to track, locate, abduct, and in documented cases facilitate the extrajudicial killing of Kenyan citizens.

The investigation made several specific and devastating allegations. It alleged that Safaricom, in collaboration with British company Neural Technologies Limited, had developed and deployed software that granted security agencies what the investigators described as virtually unfettered access to private consumer data. This included a browser portal enabling officers in the field to track individuals in real time through their CDRs, and a visualisation capability that officers had informally named “Find My Friends” — a tool enabling predictive profiling of people based on their patterns of movement and association with others.

The investigation further alleged that Safaricom had produced inconsistent, redacted, or falsified CDR records in court proceedings involving disappeared persons, creating the appearance of compliance with court orders while actually concealing data that could implicate security forces in state crime.
In one documented case, CDRs produced in response to a court order relating to disappeared subscriber Trevor Ndwiga placed him simultaneously en route to the Somalia border and in Nairobi — a physical impossibility that could only be explained either by data manipulation or by systematic record-keeping failures so severe as to amount to the same thing.

The Kenya Human Rights Commission and Muslims for Human Rights published a formal open letter to Safaricom demanding comprehensive answers to each finding. They alleged specifically that Safaricom allowed police officers attached to its Law Enforcement Liaison Office to physically handle CDRs in cases where those same officers were implicated in the very disappearances the data concerned — a conflict of interest so grotesque that it can only be described as the company permitting potential murderers to manage evidence of their own crimes.

Safaricom’s response was to deny the allegations, point to its ISO 27701 Privacy Information Management System certification, and then launch a sustained, multi-pronged campaign to suppress the story.

In a letter dated October 31, 2024, Safaricom threatened Nation Media Group and the individual journalists involved with a SLAPP suit — a strategic litigation against public participation — demanding the article be withdrawn and a correction published.

When NMG refused to comply, Safaricom pulled its advertising from every NMG-owned platform. Given that Safaricom’s media advertising budget is reported to approach five million US dollars per month, this was not a minor commercial decision. It was a calculated attempt to destroy a media group’s revenue in retaliation for journalism that was unambiguously in the public interest.
Reporters Without Borders condemned the pressure.

Access Now and dozens of global civil society organisations wrote to Vodacom demanding a full human rights investigation. Senators wrote to the Speaker of the National Assembly demanding a parliamentary inquiry. The Kenya Human Rights Commission and the Independent Medico-Legal Unit demanded an independent audit of Safaricom’s data sharing practices.

A fake letter purportedly from the Media Council of Kenya, claiming an investigation into NMG was underway, was circulated on social media by accounts believed to be operating in Safaricom’s interest, until the Council issued a denial. Every element of this response — the legal threats, the advertising withdrawal, the disinformation — occurred under Peter Ndegwa’s watch, as CEO, and under Adil Khawaja’s watch, as chairman.

THE MONOPOLY THAT CRUSHES COMPETITION AND BLAMES THE CRUSHED

Against this backdrop of political entanglement, surveillance complicity, and press suppression, Safaricom continues to exercise a market dominance that would be startling in any industry.

As of late 2025, the company controls approximately 65 per cent of Kenya’s mobile subscriptions, 92 per cent of SMS volumes, and 89 per cent of the mobile money market through M-Pesa. These numbers do not represent competitive success.

They represent a structural moat so deep that the Communications Authority’s own data shows competitors making only marginal gains across periods measured in years, not quarters.
Ndegwa’s response to the dominance debate has been to lecture smaller operators.

He has publicly told rivals to “invest more” if they want to compete, presenting the market structure as a reflection of effort rather than history, regulatory forbearance, spectrum allocation decisions, and the compounding advantages of network effects that smaller players simply cannot overcome without structural intervention.

The Communications Authority reduced mobile termination rates in March 2026 from Sh0.41 per minute to Sh0.37 — a gesture so modest that Safaricom’s own financial disclosures barely register it as material. The company recorded Sh4.7 billion in interconnection revenue in the year to March 2025. A shaving of fractions of a shilling per minute does not threaten that position.
More revealing was Safaricom’s conduct regarding Starlink. When SpaceX’s satellite internet service entered Kenya in 2023 and rapidly grew to become the country’s eighth largest internet service provider, Safaricom wrote to the Communications Authority urging caution in granting further independent licences to satellite operators.

The subtext was unmistakable: a company controlling 65 per cent of the mobile market was lobbying the regulator to slow the entry of a competitor that Kenyan consumers had immediately embraced. Ndegwa subsequently pivoted to suggesting that Safaricom would partner with Starlink rather than fight it — a reversal that confirmed the lobbying had failed rather than representing any genuine change of strategic philosophy.

THE RACISM THAT INDICTS THE BRAND

There is a dimension to Ndegwa’s record that no amount of billion-dollar earnings can whitewash. Under his leadership, Safaricom became the subject of documented, published, firsthand accounts of racial discrimination at its Village Market outlet in Nairobi — accounts in which Kenyan customers described being made to wait, being ignored, and being treated with contempt while white patrons received prompt and respectful service.

COFEK published these accounts under the headline “Safaricom for Whites? Pain of a Kenyan as raw hate and racism persists at Village Market, Nairobi.”
The company that markets itself as the pride of Kenya, as the brand born from Kenyan soil and serving every Kenyan corner of society, has presided over conditions in its own retail spaces where the Kenyans who fund the company’s dominance are made to feel like second-class customers in their own country.

This did not happen under Michael Joseph. It did not happen under Bob Collymore. It happened under Peter Ndegwa, who describes his appointment as the first Kenyan CEO as a milestone for the nation.

THE COMPENSATION THAT MOCKS THE CONSUMER

Through the internet outage, through the surveillance scandal, through the media intimidation campaign, through the market dominance defence and the racial discrimination allegations, Ndegwa has collected total annual remuneration exceeding KSh283 million — approximately $2.2 million — placing him at the apex of the Nairobi Securities Exchange’s executive pay rankings.

This compensation is funded by the same Kenyans who endure the SMS spam crisis that COFEK has persistently documented: a relentless flood of unsolicited promotional texts, gambling alerts, and short-code messages that violate privacy and clutter the inboxes of the 50-plus million subscribers who have no meaningful alternative to Safaricom in a country where the operator controls the market absolutely.

These are not abstract statistics.

Behind every one of those 50 million subscribers is a Kenyan who pays tariffs set by a monopolist, whose personal communications data has allegedly been available to security agencies without judicial oversight, who watched their internet disappear during a democracy movement, and who cannot easily leave because there is nowhere meaningful to go.

That is the population funding KSh283 million a year for a CEO whose mandate has now technically expired, under a chairman whose primary qualification appears to be his closeness to the head of state, decided upon by a board that has communicated nothing about any of it to the shareholders it legally represents.

THE RECKONING THAT MUST COME

The Consumers Federation of Kenya has been among the most persistent voices demanding accountability in this situation, describing the contract arrangement as having devolved into guesswork and warning that no public company of Safaricom’s stature should be in a position where even informed observers cannot determine whether its chief executive holds a valid mandate.
They are right. But the problem runs deeper than one opaque contract.

What the Ndegwa tenure has exposed is a company whose governance has been captured — by political relationships at the board level, by executive interests that have now outlasted their formal authorisation, and by a regulatory environment that has failed to impose the oversight that listed companies in Kenya are supposed to operate under.

The NSE’s listing rules require disclosure. The Capital Markets Authority’s governance code requires transparency. The Communications Authority’s mandate includes the protection of consumers and the promotion of competition. Every one of these bodies has been conspicuously silent as Safaricom’s governance has deteriorated and its CEO’s mandate has become a matter of institutional fiction.

The board of directors has a specific obligation. It must immediately disclose the current status of the CEO’s engagement — whether his contract has been formally extended, under what terms, with what deliverables, and with what endpoint. If no formal extension has been executed, the board must explain on what legal and contractual basis the CEO continues to represent the company before parliament and in external engagements.

It must initiate an immediately visible and credible succession process.

And it must answer the question that the CDR scandal, the internet outage, and the media intimidation campaign have collectively made unavoidable: does the board believe that its CEO has conducted himself in a manner consistent with the fiduciary obligations of a leader of a company that holds the personal data, communications records, and mobile money accounts of more than 50 million Kenyans?

If the answer is yes, the board must say so publicly, explain why, and accept accountability for that judgment.

If the answer is no, it must act.

The silence is no longer tenable. It never was.


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