The Capital Markets Authority has opened a new governance review into Uchumi Supermarkets after investor and lawyer Francis Njoroge Wanjiku filed a complaint raising concerns about board conduct, disclosures and regulatory compliance.
- •In its formal response to the Commission on Administrative Justice, the Capital Markets Authority outlined audit delays, weak governance structures and stalled Company Voluntary Arrangement progress, and confirmed that it is conducting a fresh assessment of the retailer.
- •The ongoing assessment covers the company’s financial reporting history, board effectiveness, operational disclosures, Company Voluntary Arrangement commitments and the status of ongoing litigation, including disputes linked to the Kasarani Mall property.
- •Uchumi Supermarkets is the second-best performer on the exchange in 2025, behind Sameer Africa, despite its weak financial position, lingering governance concerns, Company Voluntary Arrangement delays and unresolved litigation.
The response letter also describes the depth of Uchumi Supermarkets’ longstanding compliance problems. The Capital Markets Authority and the Nairobi Securities Exchange had conducted an onsite inspection in June 2022 after repeated violations of continuous listing obligations. The inspection found incomplete governance templates, delayed audits, operational weaknesses and poor disclosure practices. Uchumi Supermarkets later appointed Mugo Waweru and Associates to clear a seven-year audit backlog, with updates provided through 2024 and 2025.
Uchumi also briefed the Capital Markets Authority on Company Voluntary Arrangement progress, saying creditors met in February 2024 and March 2025 and filed the resolutions in court. The courts instructed the company to publish a status update in a local newspaper, which was done through the Standard. Uchumi said it would convene its Annual General Meeting once its position is clarified.
The Capital Markets Authority said Uchumi Supermarkets has now published audited financial statements for the 2018 to 2024 financial years and submitted its corporate governance self-reporting template for the 2023 and 2024 periods.
Uchumi's New Rally
The new regulatory scrutiny comes as Uchum’s share price experiences one of the sharpest speculative rallies on the Nairobi Securities Exchange. The stock has risen 365% year to date to KSh 0.80, the highest since February 2019. Trading has intensified in short bursts, pushing the share up 51.9% in the last one week, 97.5% over four weeks and 172% over three months.
The surge has renewed debate on how distressed companies are treated in the Kenyan market. The Capital Markets Authority has been working with the Nairobi Securities Exchange on a proposed Recovery Board that would place financially stressed firms under a more restrictive framework. Companies moved to the Recovery Board would face a reduced daily price limit of 5 percent, enhanced disclosure requirements and a 24-month period to restore compliance. Firms that fail to meet recovery conditions would risk suspension or delisting.
Uchumi Supermarkets fits several of the characteristics described in the proposed Recovery Board framework, including historical audit failures, persistent governance weaknesses, material deficits and protracted Company Voluntary Arrangement processes. The contrast between the company’s regulatory challenges and its sharp speculative rally has placed the retailer under intensified scrutiny from both regulators and investors.
