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Kiwi billionaire Stephen Jennings faces new Mauritius fight over Kenya's Tatu City

Kenyan investors want Mauritius' top court to let them arbitrate against Stephen Jennings' Rendeavour over dilution of their Tatu City stakes.

Kiwi billionaire Stephen Jennings faces new Mauritius fight over Kenya's Tatu City
Stephen Jennings

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Minority shareholders in Tatu City have asked the Supreme Court of Mauritius for permission to launch fresh arbitration in London against companies linked to Rendeavour founder Stephen Jennings, arguing that their stakes in Kenya's largest private urban development were unlawfully diluted a decade ago.

The application, filed in November 2025 and due to be heard next month, comes as those same shares head toward an auctioneer's hammer.

Kenyan businessman Steve Mwagiru and Belgian investor Etienne Delbar, acting through BlackKnight Holdings Ltd, want leave to bring proceedings before the London Court of International Arbitration on behalf of Manhattan Coffee Investment Holdings Ltd, the vehicle carrying the Kenyan minority interest in the project. Manhattan Coffee is in liquidation, and Mauritian insolvency law bars anyone from suing in its name without the court's blessing.

Their complaint centres on a run of transactions between 2014 and 2016. The applicants say those deals cut Manhattan Coffee's holdings in Cedar IV Ltd and Cedarsoc Ltd, the two Mauritian companies through which ownership of Tatu City and the Kofinaf estates is held, and shifted value toward entities tied to Jennings.

The mechanism, according to the filings, was loan conversion. Extra shares in Cedar IV and Cedarsoc were issued under arrangements converting debt into equity, they say, long after the contractual conversion windows had closed, and at valuations that understated what the underlying land was worth.

Delbar traces his own claim to a subscription and shareholders' agreement signed on June 16, 2008, which he says handed him 4 percent of Cedar IV. He argues the board later approved the purchase but that subsequent transactions stripped his interest without lawful authority. He has given Mwagiru power of attorney to pursue it.

The plea lands after a heavy defeat. On May 16, a five-judge bench of the Privy Council threw out Mwagiru's attempt to halt the sale of Manhattan Coffee's shares by court-appointed liquidators, ruling that he had filed as a director and therefore had no standing under Section 174 of the Insolvency Act 2009. Once a company is in liquidation, the judges said, only its creditors and shareholders may litigate in its name.

Jennings is a New Zealander who made his fortune in post-Soviet Moscow. He founded Renaissance Capital there in 1995, built it into one of the region's dominant investment banks, then lost control of it and left Russia in 2012. He now runs Rendeavour and is its largest individual investor.

Rendeavour's map runs well beyond Kenya. The company is building Alaro City in Lagos, Appolonia City and King City in Ghana, Roma Park in Zambia and the Kiswishi zone in the Democratic Republic of Congo. Tatu City is Kenya's first operational special economic zone.

The dispute goes back to the late 2000s, when Mwagiru, his mother Rosemary Wanja Mwagiru, former Central Bank of Kenya governor Nahashon Nyagah, Bidco Africa chairman Vimal Shah and Delbar came together to buy more than 5,000 acres of coffee estates off Thika Road. The Kibaki government's Vision 2030 programme and the construction of the Thika Superhighway had made the land look like a bet worth taking.

Ownership was then layered through offshore vehicles. Cedar IV (Mauritius) Ltd holds 99.9 percent of Tatu City. Cedar IV is owned in turn by SCF Holdings II, which Jennings' Rendeavour controls, and by Manhattan Coffee, which speaks for the Kenyan minority. Manhattan Coffee is split evenly between BlackKnight Holdings and Redline Investments Corporation. Mwagiru, his mother, Delbar and Nyagah hold BlackKnight. Shah's family holds Redline.

The partnership curdled quickly, and the parties have been suing each other over management and ownership ever since.

What put Manhattan Coffee into liquidation was a separate case. In February 2018, an LCIA tribunal found that Manhattan Coffee, Shah, Nyagah and Mwagiru had defrauded SCF Holdings II by representing that a $20 million deposit had been paid to vendors of part of the Tatu City land when it had not. The tribunal held that the misrepresentation shaped SCF's investment decisions and awarded $15 million (1.94 billion Kenyan shillings) in damages, plus interest and costs.

The minority shareholders neither contested the award within the 28 days allowed nor paid it. SCF Holdings II asked the Mauritian courts to wind up Manhattan Coffee, whose main asset was its Cedar shares. The company fought the petition and lost, and it was wound up in 2023.

Mwagiru's concern now is what comes next. He has argued that the liquidation clears a path for SCF Holdings II to buy Manhattan Coffee's Cedar shares from the liquidators and set part of the purchase price against the unpaid arbitration debt, tightening Rendeavour's grip on the development.

Nearly two decades in, the fight has moved through courts and tribunals in Nairobi, Port Louis and London without settling who owns what. The Mauritian court will hear the application next month, and it will decide only whether the arbitration can begin, not who was right about the shares.

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