Vodacom adds two directors in Safaricom board shakeup

South Africa’s Vodacom has added two directors to Safaricom's board in a shake-up that reflects its increased ownership of the Kenyan company following its acquisition of a 15 percent stake from the government.

Vodacom appointed Mariam Cassim, its chief executive for financial technology (fintech), and Matimba Mbungela, its chief human resources officer, to the board of Safaricom as non-executive directors, pushing its representation to five members.

In the latest shake-up, the Kenyan government is supposed to cede one of its seats on the Safaricom board to Vodacom, in changes that reflect the South African firm’s increased influence on the Nairobi Securities Exchange-listed firm, which also includes appointing the Kenyan firm’s chief executive officer.

The State, whose stake in the firm has dropped to 20 percent from 35 percent, has ceded one seat to Vodacom with the exit of John Kipngetich Mosonik, a Kenyan technocrat who once served as the Principal Secretary in the State Department for Infrastructure.

Vodafone, which also sold its remaining five percent stake to Vodacom, also surrendered its board seat to the South African telecom operator.

This saw the exit of James Ludlow, Vodafone Group’s reward and policy director of human resources, from Safaricom’s board after a two-year stint, ending Vodacom’s parent company’s direct ownership and influence over Safaricom.

As part of the relationship and co-operation agreement, Vodacom was to increase the number of directors on the board to five from three—taking one from the Kenyan government and the other from Vodafone, said Shameel Josuub, Vodacom’s CEO, in an earlier investor call.

“In terms of the board structure, currently we have one Vodafone, three Vodacom. It will all become Vodacom,” said Josuub.

“So you'll have five Vodacom directors, and then you'll have two government, four independents, and one exec, which is the CEO, which is a slight change from today, because basically we'll take over one from government,” added Josuub.

Ms Cassim has held senior positions at Vodacom since 2017. Mr Mbungela has been the group’s chief human resources officer since 2014.

The other Vodacom officials remaining on the telco’s board are South Africans Mohamed Joosub and Raisibe Morathi, as well as French national Murielle Lorilloux.

Vodacom's stake in Safaricom increased to 55 percent after buying the 15 percent stake and Vodafone's direct shares, equivalent to 4.9 percent, giving the South African group effective control of the Kenyan telco.

The deal prompted the inking of a new shareholder agreement that guides the hiring of Safaricom's CEO and chair.

Safaricom's board would be required to appoint the chief executive from a list of nominees provided by Vodafone Kenya Limited (VKL).

VKL is the holding vehicle through which Vodacom owns its stake in Safaricom.

Vodafone Group, which owns 65 percent of Vodacom, has committed to influence the pick of a chair who will be Kenyan.

The National Treasury, which will retain a 20 percent stake in Safaricom after the transaction, will also have a say in the appointment of the chairman, with Vodacom agreeing to have a Kenyan head the board of the telecom giant, according to the agreement.

"VKL further undertakes, insofar as possible, to ensure that the Chairman is of Kenyan nationality."

Vodacom has also agreed to have most of Safaricom's senior executives remain Kenyan, contenting itself with a decisive say over who occupies the corner office of the Nairobi Securities Exchange-listed firm.

Vodacom bought the Treasury stake for Sh204.3 billion and paid the government an upfront dividend of Sh40.2 billion on its remaining 20 percent stake, to be recouped from the State's future dividends.

The deal makes Safaricom a subsidiary of Vodacom Group and will be expected to follow its policies, standards, procedures and programmes, including those relating to financial reporting, governance, legal affairs, compliance, ethics, risk management, procurement and operations, according to the agreement signed on December 3, 2025.

Vodafone, which will have an indirect 35.75 percent stake in Safaricom given its 65 percent ownership of Vodacom, filed the new agreement with the US Securities and Exchange Commission (SEC) on May 22.

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