Chief Justice Martha Koome has been drawn into a fresh face-off over the growing number of court battles over the planned Sh340 billion sale of British multinational Diageo’s entire 65 percent stake in East African Breweries (EABL), as well as its holding in spirits maker UDV Kenya, to Japanese beverage firm Asahi Group Holdings.
Rival litigants have written to the CJ seeking administrative intervention while urging opposite approaches to managing multiple court cases challenging the transaction.
EABL asked for all cases touching on the transaction to be centrally managed by one High Court judge or court station, but JILK Construction and its co-petitioners urge the Chief Justice to reject the request, saying that such a move would unfairly disadvantage litigants pursuing earlier claims.
The latest exchange follows EABL’s June 23 letter asking the Chief Justice to coordinate all court proceedings linked to the transaction, arguing that parallel litigation in different courts has created a risk of conflicting rulings.
Days later, lawyers representing JILK Construction Company, Bertha Wanjiru, Mary Njeri Wanyutu and engineer Sammy Maina Kamau urged the Chief Justice to reject that request, saying it would prejudice their longstanding claims against Diageo and its subsidiaries.
The opposing letters expose sharply different views on how the courts should handle litigation surrounding one of the country’s largest corporate deals.
The legal dispute concerns the proposed sale of 65 percent of shares held by the United Kingdom’s Diageo PLC in EABL to Japan’s Asahi Group Holdings, a transaction valued at about $2.3 billion (Sh340 billion).
Under the deal, Asahi would take full control of Diageo Kenya Limited, the investment vehicle through which the British firm holds its EABL stake.
The Japanese company would also acquire Diageo’s 53.68 percent stake in UDV Kenya. EABL holds the remaining shares in UDV Kenya and also retains management control of the unit.
EABL advocates, in their letter to the Chief Justice, said successive lawsuits filed in different courts have undermined legal certainty after judges in Nairobi repeatedly declined to stop the deal only for the High Court in Machakos to later issue conservatory orders freezing its implementation.
The brewer cited earlier rulings dismissing applications by beer supplier Bia Tosha Distributors and JILK Construction, as well as another Nairobi decision declining interim orders on public interest grounds.
“Our client is concerned that persons desirous of hindering completion of the transaction are now engaged in forum shopping across separate court stations,” EABL’s lawyers, Iseme, Kamau and Maema Advocates, wrote.
They added that the practice “amounts to a clear abuse of the court process and offends the principle of judicial comity between courts of concurrent jurisdiction.”
EABL asked the Chief Justice to assign all current and future High Court proceedings relating to the transaction to one judge or court station, expedite the pending cases and consider activating specialised tribunals established under the capital markets and competition laws.
The brewer said the transaction, valued at about $2.3 billion, could generate Sh42 billion in capital gains tax while providing certainty for shareholders, employees, suppliers and investors across Kenya, Uganda and Tanzania.
However, JILK Construction rejected those arguments in a June 26 response by Kinoti and Kibe Advocates, saying the request for administrative intervention overlooked disputes that began years before Diageo agreed to sell its EABL stake.
The firm said its claims arise from the construction of Kenya Breweries’ Kisumu plant between 2017 and 2019 and include arbitration, constitutional, commercial and criminal proceedings that remain pending.
It argued that those disputes should not be subordinated merely because Diageo has decided to dispose of its Kenyan investment.
“Our clients, however, appreciate to have all the cases involving Diageo PLC expedited and determined on priority in order to ensure that the substantive justice envisaged under Article 159 of the Constitution is achieved as Kenya bids goodbye to Diageo PLC,” the lawyers wrote.
The response also challenged EABL’s criticism of the Machakos conservatory orders, arguing that Kenya Breweries itself had previously obtained ex parte orders in December 2024 suspending publication of an arbitral award arising from the Kisumu dispute.
JILK said Diageo and its subsidiaries had benefited from interim court orders in the past and therefore could not fairly complain when similar relief was granted to other litigants.
The company further argued that the real issue before the courts was balancing the commercial interests of a multinational company seeking to exit Kenya against the rights of Kenyan claimants pursuing unresolved disputes.
Diageo announced the sale in December 2025 as part of a global strategy to streamline its portfolio and reduce debt.
The acquisition would give Asahi control of Diageo Kenya, EABL and Diageo’s majority stake in UDV Kenya, subject to regulatory approvals.