Paul Ndung’u Sues SportPesa for Sh348 Million in UK Court, Accuses Safaricom Boss of Sh2.3 Billion Conspiracy

A Kenyan investor is demanding Sh348 million in compensation after a UK court exposed what a judge described as a brazen conspiracy involving SportPesa directors and a senior Safaricom executive to strip him of shares worth billions.

Paul Ndung’u has filed notice to appeal a November 2025 High Court ruling that found SportPesa Global Holdings Limited guilty of illegally slashing his shareholding from 17 percent to a paltry 0.85 percent, but stopped short of awarding him damages.

In a sensational twist, court documents reveal that Sitoyo Lopokoiyit, now Chief Executive Officer of M-Pesa Limited, a Safaricom subsidiary, allegedly orchestrated the transfer of Sh2.3 billion from SportPesa’s Kenyan operation to a new company controlled by Bulgarian nationals, defying court orders that had frozen the accounts.

The bombshell allegations, laid bare in legal filings, paint a picture of corporate intrigue involving forged documents, phantom addresses, disabled email accounts and what Justice Edward Johnson called a pattern of lies and perjury by SportPesa’s Bulgarian directors.

Dr Ekuru Aukot, Ndung’u’s lead lawyer, has accused Lopokoiyit of violating conflict of interest rules because he is married to the sister of Ronald Karauri, a key figure in the SportPesa network.

The transfers allegedly happened while High Court preservation orders were in full force over all Pevans East Africa Limited bank accounts and M-Pesa paybills.

The three-week trial at the Business and Property Courts of England and Wales heard damning testimony about how Bulgarian directors Ivalyo Petev Bozoukov and Kalina Lyubomirova Karazhova deliberately sent share offer letters to a non-existent address in Kenya and to an email domain that had been shut down by the Communications Authority of Kenya for fraud.

Justice Johnson found the company had breached sections 561 and 562 of the UK Companies Act 2006, laws designed to protect shareholders from unfair dilution. The company admitted to a second breach during the trial.

Yet in a ruling that has left legal observers baffled, the judge dismissed Ndung’u’s claim, arguing he could not have afforded the £170,000 needed to buy the shares. This finding flew in the face of bank evidence showing Ndung’u had access to over £896,000 through personal accounts, business accounts and overdraft facilities.

Court records show Ndung’u maintained a Sh50 million overdraft, held Sh60 million in his personal account and over Sh100 million in his business account. By early 2023, he had already spent more than £300,000 prosecuting the case and had committed in writing to invest up to £500,000.

Dr Aukot called the judgment contradictory and said the case would likely become a landmark study in Western law schools on how ordinary investors face injustice when pitted against those with access to proceeds of money laundering and tax evasion.

The UK trial exposed a web of corporate malfeasance. SportPesa Global Holdings Limited violated accounting requirements by failing to prepare audited consolidated accounts, the court found. The company did not qualify for small company exemptions because its balance sheet exceeded statutory limits and the group employed more than 50 people.

Ndung’u had appointed KPMG as auditors, but the Bulgarian directors claimed the firm was too expensive and difficult to work with. They testified that KPMG advised them to prepare accounts under a regime that does not require audits. Justice Johnson found no written record of such advice and no record of any board meeting discussing the matter. In paragraph 677 of his judgment, the judge concluded the directors had lied under oath.

The trial heard that Ndung’u, who served as chairman and director until January 2021, never received offer letters for a rights issue until after the subscription deadline had passed.

While other shareholders were called to inform them of the offer, Ndung’u was deliberately excluded, the court heard.

Justice Johnson acknowledged in paragraph 313 that some forgery allegations were beyond the scope of the case, stating there was no means of investigating certain claims because they fell outside the proceedings.

The UK case followed explosive litigation in Kenya, where the Court of Appeal overturned its own February 2023 ruling after discovering it had been misled by a forged court order.

In an April 2025 judgment delivered just weeks before the UK trial began, the Kenyan appellate court cited the intricacies of fraud and forgery.

The discovery prompted the Kenyan judiciary to issue a public notice warning about criminal activity involving the forgery and misuse of court documents. The Court of Appeal ordered that Ndung’u be included in all matters relating to Pevans East Africa Limited, the Kenyan registered company that contributed 98 percent of SportPesa Global Holdings group revenue.

The SportPesa saga traces back to July 2019 when the Kenyan government shut down Pevans East Africa Limited and deported its Bulgarian directors. Then Interior Cabinet Secretary Fred Matiang’i accused them of committing heinous crimes in their own country and doing things they could not do in Bulgaria.

Court documents allege that after the shutdown, core assets of Pevans including M-Pesa paybills and funds were transferred to Milestone Games Limited, which now operates the SportPesa brand in Kenya. The transfers were allegedly executed by Lopokoiyit in his capacity at Safaricom.

Milestone Games Limited is owned by a complex web of companies including Commtech Limited with 25 percent, small shareholdings held by lawyers Deborah Linet Ontiri and Peter Jr Okaalet, and a 72 percent stake held by TPLC Holdings Limited, a UAE Free Zone Establishment controlled by the Bulgarian nationals.

During cross-examination in London, the defendants admitted to more than 20 breaches of statutory obligations, claiming their actions were inadvertent and caused unknowingly.They attempted to frame the dispute as foreign investors against Kenyan investors, characterizing Ndung’u and fellow non-executive directors Asenath Wacera and Kinuthia as trying to push out the Bulgarians.

However, evidence showed the conflict centered on how the executive directors passed resolutions and spent money without full board approval.

Justice Johnson noted that cases involving deliberate shareholder dilution through breach of pre-emption rights have no precedent in UK courts. The judge described the case as containing convoluted facts, outright lies, fraud and perjury that the court found strange and mysterious.

Ndung’u has until January 28, 2026, to lodge his appeal papers. His lawyers have notified the Court of Appeal that he is owed £2.4 million in cash invested in SportPesa Holdings Limited in the Isle of Man between 2016 and 2017, funds sufficient to meet any security for costs requirements.

Court filings show that Ndung’u’s 17 percent shareholding in Pevans East Africa Limited was valued at £7.5 million, representing his share of the company’s net assets of £41.2 million as of June 30, 2019.

The appeal will challenge what Dr Aukot called the central contradiction in the judgment, namely how a court can find serious breaches of company law yet dismiss a claim based on an assessment of affordability that contradicts documented evidence of substantial financial resources.

The Bulgarian directors, Bozoukov and Karazhova, now control 90 percent of SportPesa Global Holdings after the dilution of Kenyan shareholders Ndung’u and Wacera. Karazhova is the sister of Gene Grand, one of the defendants in the UK case.

Neither Safaricom nor Lopokoiyit has publicly responded to the allegations. Safaricom’s conflict of interest policy requires disclosure of personal interests that could affect business decisions.

The case has drawn attention to the murky world of offshore betting companies and the challenges faced by minority shareholders in complex corporate structures spanning multiple jurisdictions.

Dr Aukot said the complexity of the claim and the unraveling of lies, fraud, forgeries and statutory breaches will likely become a case study on how ordinary investors can face miscarriage of justice.

As the appeal looms, the question remains whether British justice will ultimately side with the Kenyan investor who claims he was systematically robbed of his stake in one of Africa’s most recognizable betting brands, or with the Bulgarian directors whom a High Court judge found had lied under oath.