The Committee on Trade, Industry and Cooperatives has raised concerns over the planned sale of a significant stake in East Africa Portland Cement (EAPC) to Kalahari Cement Limited.

Led by Committee Chairperson Hon. Benard Shinali (Ikolomani) and Vice Chairperson Hon. Marianne Kitany (Aldai), the MPs said the transaction has been shrouded in secrecy, with neither the management nor employees of the company consulted.

During a meeting with EAPC Managing Director Mohamed Adan, the lawmakers learned that the sale involves 29.2% of the company’s authorised shares currently held by Cementia Holdings AG and Associated International Cement Ltd, both subsidiaries of Holcim Group, which has close ties with Bamburi Cement.

If concluded, the deal would give Kalahari Cement a combined 41.7% stake through its association with Bamburi.

The committee expressed concern that the sale was proceeding without public participation, despite the government being the majority shareholder through the National Social Security Fund (27%) and the National Treasury (25.3%). In total, state-owned shares amount to 52.3%.

“This is not just any private company. Kenyans, through their pensions and taxes, own a majority of this firm. Due diligence must be done, and employees and local communities must be involved,” said Hon. Kitany.

Adan confirmed that neither management nor staff had been engaged in the process, warning that uncertainty had sparked fears of job losses. “Employees are understandably jittery, because livelihoods are at stake. Human capital is key to our success, and any change of ownership will affect them,” he told MPs.

Lawmakers further questioned why EAPC could not buy back the shares itself. Hon Wilberforce Oundo (Funyula) asked why the company was waiting for Kalahari to purchase the stake, only to consider buying it back later.

Adan said a share buyback was possible, citing improved cash flow under a turnaround strategy, but noted that no such proposal had been presented.

“Where there is no public participation, Parliament must exercise its oversight duty. This deal touches on taxpayers, employees, and local communities in quarrying areas, and we cannot allow it to proceed in secrecy,” the MPs warned.

Governance issues also came under focus, with Kitany questioning why the appointment of the board chair appeared to rely on government nomination rather than the company’s governing documents.

Adan admitted that EAPC’s Articles of Association, last updated in 1933, were outdated and inconsistent with modern laws, and pledged to align them with the Companies Act and the State Corporations Act.

The MPs sought clarity on Kalahari Cement’s long-term strategy, given its links to Bamburi Cement, a direct competitor. Adan said management had received no official communication, describing most of the information as market speculation.

The committee members , however, expressed disbelief that such a major transaction could proceed without the board’s knowledge, vowing to dig deeper into the matter for the sake of the public.

A photo of MPs attending the previous session in National Assembly PHOTO/Parliament