Co-op Bank creates holding company, eyes regional growth

Co-operative Bank of Kenya plans to restructure into a non-operating holding company (NOHC), marking a new phase in its 25-year turnaround under Group CEO Gideon Muriuki and aiming to improve governance and support future growth.

The lender's board has approved a plan to rename the listed entity Co-op Bank Group Plc (to be known as Co-op Bank Group), which will become a nonoperating parent.

A new subsidiary, Co-op Bank Kenya Ltd, will assume the domestic banking business.

The restructuring requires shareholder approval at the upcoming annual general meeting in May and clearance from the Central Bank of Kenya (CBK) and Capital Markets Authority (CMA).

"This group model alignment provides a strong foundation for sustainable growth, improved governance and enhanced stakeholder value," Muriuki said in a statement.

"Notably, it's a scalable platform for expansion into diversified financial services and other regional markets."

Muriuki took the reigns when the lender was nursing a Sh2.3 billion loss and a battered reputation as the second-last bank in 2001.

Since then, Co-op Bank has grown into one of East Africa's most profitable financial institutions, reporting a record Sh40.3 billion pretax profit for 2025 on assets of Sh827.4 billion.

The bank now operates 217 branches in Kenya, six in South Sudan, and a network of 16,000 Co-op Kwa Jirani agency outlets.

It remains the financial arm of the country's 15 millionmember cooperative movement, its strategic shareholder base.

In its financial results for 2025, the bank has proposed a total dividend of Sh2.50 per share (including an interim of Sh1.00 already paid), a 67 per cent increase from the previous year - signalling strong financial health.

Analysts say the new holding company structure is a way to lock in decentralised, agile management that will retool the business for expansion.

Under the NOHC model, Co-op Bank Group is expected to become a strategic leadership organ.

The key remit of group holding outfits normally includes groupwide capital allocation and risk management, setting performance targets and dividend policy, regulatory liaison with the CBK as the consolidated supervisor, and mergers, acquisitions, and entry into new markets.

Five subsidiaries, each with its own board of directors and a substantive chief executive will operate under the new structure and include Co-op Bank Kenya, the domestic banking unit which will take over the existing 217 branches, loan book, and deposit franchise.

Others will be Kingdom Bank, the SMEfocused lender acquired from distressed Jamii Bora in 2020; asset management arm Co-optrust Investment Services; Co-op Bancassurance Intermediary, the insurance distribution unit, and; Kingdom Securities, the stockbroking and investment banking subsidiary.

Also under the holding company will be the Co-op Bank South Sudan subsidiary, owned 51 per cent by the group and 49 per cent by the Government of South Sudan, which returned to profitability in 2025, posting a pretax profit of Sh236.3 million after a loss the previous year.

The group also holds an anchor 24.8 per cent stake in CIC Insurance Group and 25 per cent of Co-op Bank Fleet Africa Leasing, a joint venture with South Africa's Super Group.

The NOHC structure strengthens governance by creating independent subsidiary boards with nonexecutive directors. Analysts say the multiple CEO roles build a rich talent pipeline.

The restructuring is expected to be finalised following shareholder approval at the annual general meeting next month.