Report On Consideration Of The National Infrastructure Fund Bill (na Bill No. 1 Of 2026)

A report of Finance And National Planning (National Assembly)

Published: March 2026 · 13th

Original PDF — parliament.go.ke

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THIRTEENTHPARLIAMENT-FIFTHSESSION-2026

DIRECTORATEOFDEPARTMENTALCOMMITTEES

DEPARTMENTALCOMMITTEEONFINANCEANDNATIONAL PLANNING

REPORT ON:

THECONSIDERATION OFTHENATIONALINFRASTRUCTUREFUND BILL,2026(NATIONALASSEMBLY DILLS NO.I OF2026)

Published by:

The Directorate of Departmental Committees

Clerk's Chambers

Parliament Buildings

NAIROBI

TABLEOFCONTENTS

| ANNEXURES. | |------------------------------------------------------------| | CHAIRPERSON'SFOREWRD | | CHAPTERONE | | IPREFACE | | I.IESTABLISHMENTANDMANDATEOFTHECOMMITTEE | | 1.2COMMITTEEMEMBERSHIP X | | I.3COMMITTEESECRETARIAT. | | CHAPTERTWO | | 10 2.0OVERVIEWOFTHENATIONALINFRASTRUCTUREFUNDBILL,2026 | | ..10 2.1 Background.. | | 10 2.2 Summary of Legal Provisions.. | | 10 CHAPTERTHREE | | 18 3.PUBLICPARTICIPATIONANDSTAKEHOLDERENGAGEMENTONTHE BILL | | 18 3.ILEGALFRAMEWORKONUBLICPARTICIATION | | 18 3.2MEMORANDARECEIVEDONTHEBILL | | 18 General Submissions. | | 18 3.2.1 The National Treasury | | 18 3.2.2 Office of the Controller of udget (OCoB) | | 20 3.2.3 Liberal DemocraticParty (L>P).... | | 21 3.2.4 Institute of EconomicAffairs(IEA). | | 22 3.2.5 Okoa Uchumi .. | | 23 | | 3.2.6 Bunge la Mwananchi 23 3.2.7Edwin Nyakwara.. | | 24 3.2.8 Clause By Clause Submissiom | | 24 | | CHAPTERFOUR .103 | | 4.COMMITTEEOBSERVATIONS 103 CHAPTERFIVE | | 105 5.COMMITTEERECOMMENDATION 105 |

ReportoftheDepartmental CommitteeonFinanceandNationalPlarmingon theConsideratio ofTheNationalInfrastructureFundBill,2026(NationalAssemblyBillNo.1of2026)

LISTOFABBREVIATIONSANDACRONYMS

CDH

Cliffe Decker Hofmeyr

CEO

Chief Executive Officer

CMA

Capital Markets Authority

COB

Controller of Budget

COK

Constitution of Kenya

IAS

International AccountingStandards

ICPAK

InstituteofCertifiedPublicAccountantsofKenya

IEA

InstituteofEconomicAffairs

IFRS

International Financial Reporting Standards

IPF

InstituteofPublicFinance

IPSAS

International PublicSectorAccountingStandards

KAM

Kenya Association of Manufacturers

MP

MemberofParliament

NSE

Nairobi Securities Exchange

OAG

OfficeoftheAuditor-General

OCOB

OfficeoftheControllerofBudget

ODM

Orange Democratic Movement

PWC

PricewaterHouseCoopers Limited

UDA

UnitedDemocraticAlliance

ReportcftheDepartmental CommitteeonFinance andNafiamalFanningon the Consideration oTheNtionalInfrastructureFundBill2026(NationalAasammbyBillNo.1of2026)

ANNEXURES

AnnexureI:AdoptionSchedule

Annexure2:Minutes

Annexure 3: The National Infrastructure Fund Bill, 2026(National Assembly Bills No.1 of2026)

Annexure 4: Advertisement inviting the public to submit memoranda on the Bill

Annexure 5:LetterfromtheClerk of theNationalAssemblyinviting relevant stakeholderstoattend thepublicparticipationforum

Annexure6:MemorandabyStakeholders

CHAIRPERSON'SFOREWORD

This report contains the proceedings of the Departmental Committee on Finance and National Planning onits consideration of the National Infrastructure Fund Bill,2026 (National AssemblyBillsNo.Iof2026).Itwaspublished intheKenyaGazetteSupplement No.8of23rdJanuary,2026and itwasread for afirst timeon12hFebruary,2026.The Billwas committed to theCommitteefor consideration and tabling of thereport to the House pursuant to Standing Order 127.

The principal object of the Bill is to provide a legal framework for the establishment and the management of the National Infrastructure Fund. The Fund is proposed to achieve several purposes: to scale up and accelerate development of catalytic national infrastructure including, national highway and railway networks, air and sea ports, clectricity generation, transmission and distribution, water reservoirs, irrigation and agribusiness infrastructure.Tomobilize private capital andnon-traditional sources of infrastructure finance including domestic pension funds and collective investment schemes,sovereignwealthfunds,climate finance;and toreduce the reliance of public debt for thefinancing of commerciallyviable infrastructure.

In compliance with Article I18 (1) (b) of the Constitution and Standing Order 127(3), the Clerk of the National Assembly placed an adivertisement in the print media on 16th February, 2026 inviting the public to submit memoranda by way of written statements on the Bill.In addition,the Clerk of the National Assembly vide letter Ref. No. NA/DDC/F&NP/042/043/041/044dated18thFebruary2026invitedkeystakeholdersto submit views on the Bill and attend a public participation forum on 24th February 2026. The memoranca were to be received on or before 2ah February 2026 at 5.00 pm (East African Time).

The Committee is grateful to the Offices of the Speaker and Clerk of the National Assernbly for the logistical and technical support accorded to it during its consideration Committee and the CommitteeSecretariatwhomadeinvaluablecontributionstowards the preparation and production of this report.

On behalf of the Departmental Committee on Finance and National Planning and pursuant to the prcvisions of Standing Order 199(6), it is my pleasure to report that the Committee has considered theNational InfrastructureFundBill,2026(National AssemblyBillsNo.1 of 2026) and wish to report to this August House/with the recomimendation that the House Approves theBill.

Hon. FCPA. Kuria Kimani, CBS, M.P.

Chairperson, Departmental Committee on Finance and National Planning

ReportaftheDepartmental CommitteeonFinanceand NafiomalPlanningonthe Cossideration oTheNationelInfrastructureFundBill,2026(NationalAssmnblyBill No.1 of 2026)

IPREFACE

I.IESTABLISHMENTANDMANDATOFTHECOMMITTEE

  • 1.The Departmental Committee on Finance and National Planning is one of twenty departmentalcommittees of theNationalAssemblyestablishedunderStanding rder 216 whose mandate pursuant to the Standing Order 216(5) is as follows:
  • a)To investigate,inquire into,and report on allrmatters relating to the mandate, management,activities,administration,operatiorsndestimatesoftheassigned ministriesanddepartments;
  • b)To study the programme and policy objectives of ministries and departments andtheeffectivenessoftheimplementation;
  • To, on a quarterly basis,monitor and report on the implementation of the national budgetinrespectofitsmandate;
  • Tostudyandreviewalllegislationreferredtoit;
  • To study, assess and analyse the relative siiccess of the ministries and departments as measured by the results obtained as compared with their stated objectives;
  • Toinvestigate andinquireinto all mattersrelatingto theassignedministries and departments as they may deem necessary, and as maybe referred to them by the House;
  • the National Assembly to approve, except those unver Standing Order 204 (Committeeon Appointments);
  • h)To examine treaties,agreements andconventions;
  • i) TomakereportsandrecommendationstotheHouseasoftenaspossible, including recommendations of proposed legislation;
  • i To consider reports of Commissions and Indepenicnt Offices submitted to the Housepursuantto theprovisionsfArticle254oftheConstitution;and
  • k)To examine any questions raised by Members on a matter within its mandate.
  • 2.The Second Schedule to the National Assembly Standing Orders assigns the Committee the mandate to consider matters in relation to public finance, public audit policies, monetary policies, financial institutions, economy, investment policies, competition, banking, insurance, national statistics, population, revenue policies including taxation, national planning and ievelopment, digital finance, including digital currency.

CIAPTERONE

  • 3.In executingits mandate, the Committee oversees the following Ministries/Departments:
  • a) The National Treasury.
  • c) TheCommissiononRevenueAllocation(CRA)
  • b) StateDepatrnentforEconomicPlanning.
  • d)OfficeoftheControllerofBudget

I.2COMMITTEEMEMBERSHIP

1. The Departmental Committee on Finance and National Planning was constituted by the Houseon27thOctober2022andcomprisesof thefollowingMembers:

Chairperson

Hon.CPAKuriaKimani,CES,MP Molo Constituency UpA Party

Vice-Chairperson

Hon.(Amb.) CPA Langat Benjamin Kipkirui, CBS, MP Ainamoi Constituency URAParty Mermbers

Hon.Peter Kaluma,CBS,MP oma Bay Town Constituency ODM Party

on.CPAOyula,JosephH.Maero,MP

Butula Constituency

ODM Party

on. Mboni, David Mwalika, MP Kitui Rural Constituency WDM Party

Hon. Okucme Adipo Andrew, MP Karachuonyo Constituency ODM Party

Hon.Chiforomodo, Munga, MP Lunga Lunga Constituency UDM Party

Hon. CPA Rutto Julius Kipletting, MP Kesses Constituency UDA. Party Hon. Sunkuyia, R. George, MP Kajiado West Constituency UDA Party Hon.Betty N.Maina, MP Murang'a County UDA Party ion.SheikhUmul Sheikh,MP Mandera County UDM Party Hon. (r.) Shadrack Mwiti, MP South menti Constituency ubilee Party Hon.(Dr.)Ariko John Namoit,MP Turkana South Constituency ODM Party Hon.Machele M.Soud,MP Mvita Constituency ODM Farty

ReportoftheDepartmental CommitteeonFinarnceandNationalPlanningontheConsideration ofTheNationalInfrastructureFundBill,2026(NationalAssemblyBillNo.of2026)

I.3COMMITTEESECRETARIAT

4.The Committee is facilitated by the following staff:

Mr. Benjamin Magut Principal ClerkAssistantIl/Head ofSecretariat

| Ms.Jennifer Ndeto Deputy Director Legal Services | Mr. Benson Kamande Clerk Assistant IlI | |------------------------------------------------------|-------------------------------------------| | Mr. Salem Lorot Senior Legal Counsel | Ms.Winfred Kambua Clerk Assistant III | | Mr. George Ndenjeshe Fiscal Analyst II | Mr. James Macharia MediaRelationsOffice | | Mr.AndrewJumanneShangarai Principal Serjeant-At-Arms | Ms. Joyce Wachera Hansard Reporter II | | Mr. Benson Muthuri Assistant Serjeant-At-Arms | Ms. Nelly W. Ondieki Research Officer Ill | | Mr. Mwangi Muchiri AudioOfficer | Mr. Allan Ngugi Committee Intern | | Ms. Penninah Simiren | Mr. Steve Jeremy Kamau | | | Cormittee Intern | | Legal Counsel | |

CHAPTERTWO

2.0OVERVWOFTHENATIONALINFRASTRUCTUREFUNDBILL,2026 (NATIONALASSEMBLYBILLSNO.IOF2026)

2.1Background

  • 5.TheNational Infrastructure Fund Bill,2026(National AssemblyBills No.Iof 2026) is aNationalAssemblyBill sponsoredby theLeaderof MiajorityPartyof theNational Assemly. It was published on 23rd January, 2026 and it was read for a first time on 12th February, 2026. It was then committed to the Departmental Committee on Finance and National Planning forits consideration and tabling of report.

2.2SummaryofLegalProvisions

  • 6.The principal object of the Bill is to provide a legal fraework for the establishment achieveseveralpurposes:
  • toscaleupandacceleratedevelopmentofcatalyticnationalinfrastructure including,nationalhighwayandrailwaynefworks;airandseaports; electricity generation, transmission andistribution;water reservoirs;irrigation and agribusinessinfrastructure
  • tomobilizeprivatecapital andnon-traditionalsourcesofinfrastructurefinance includingdomesticpensionfundsandcollectiveinvestmentschemes,sovereign wealthfunds,climatefinance
  • toreduce therelianceofpublicdebtfor the financingofcommerciallyviable strucxuringandexecutionoflarge andcomplexinfrastructureprojects

PanoramicviewoftheBill

7. The Bill covtains 6 parts and 37 clauses majorly providing for the establishment of the National Infrastructure Fund, its oversight by Board of Directors, performance implementation and reporting and disclosure, and financial provisions.

EstablishmentoftheFundandBoardcomposition

  • 8.Clause 5 of the Bill provides for the National Infrastructure Fund which shallbe a body corporatewithitsattendantattributes.
  • 9.Clause6oftheBillprovidesthat theFundshallberanagedbyaBoardofDirectors consistingofeight(8)persons (including the chairperson).They will be as follows:
  • ·a chairperson (an independent director)
  • ·the Cabinet Secretary to the National Treasury or a representative designated inwriting
  • fourpersons(independentdirectors)

ReportoftheDeparmental CommitteeonFinanceandNationalPiaruingCnWheConsideration ofTheNation&lEmfrsiructureFundBill,2026(NationalAssemblyBillNo.1of2026)

  • developmentbanking
  • 10.The Independent Directors shall be recruited competitively in accordance with section13oftheGovernmentOwnedEnterprisesActwhichprovidesforthe appointment of an independent search and selection panel by the CabinetSecretary. Thesearch and selection panel shall conduct a structured,transparent and competitive process of search and selection of persons suitable as independent Directors.
  • I1. The eligibility for appointment as a chairperson or member of the Board under clause 7of theBill is three-fold:provenbusinessleadershipor relevantprofessional experience; having served in a senior management or leadership position for a period of at least fifteen years; and meeting the requirements of Chapter six of the Constitution.

12. Clause 8 of the Bill provides for the disqualification of a person from being appointed asanindependentdirectorof theFund.These are if theperson:

  • was employed by a Government Owned Enterprise or itsrelatedparties, includingitsmajorshareholders,intheprecedingfiveyears
  • wasanemployeeoftheNationalGovernmentfortheprecedingfiveyears
  • is an advisor or consultant to theFund or itsrelatedparties and is affiliatedwith a company that is an advisor or consultant to the Fund or its relatedparties
  • &is affiliated with a significant customer or supplier of the Fund or its related parties, including banks or other financial institutions owned by the Governmentor anyof itsmajor shareholders
  • has personal service contracts with the Fund,its relatedparties,or its senior management
  • ·is affiliated with any organisation, that receives significant funding from the Fund oritsrelatedparties
  • s executivesserveonthatcompany'sboardofdirectors
  • is a member of the immediate family of an individual who is, cr has been during the immediately preceding five years, employed by a Government Owned Enterpriseoritsrelatedparties as anexecutiveofficer
  • is, or has in the immediately preceding five years has been, affliated with or employed by a present or former auditor of the Fund or of a related party
  • ·has been affiliated with a political party in the immediately preceding five years

RoleoftheBoard

  • 13.ClauseIlof the:Bill providesfor therole of theBoard.Below is the categorisation of the roles.

| Strategic policy role | pue | Fundraising role | Recruitmert and Healch and human rsource syswern checkes overgivtrole | |-----------------------------------------------------------------------------------------------------------------------------------------|-------------------------------------------------------------------------------|---------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------|-----------------------------------------------------------------------------------------------------------------------------------------------------------------------------------| | Settingofthe Fund strategic direction and approval of strategic plans Approving of ammual budgets and che related unding for Fund level | Mobilizing resources for theFund Entering into contracts uo behalfof the Fund | Appointment and removal of the Chief Executive Officer; Determination of theterms and condirions of employment of thestaffofthe Fund Setting key performance indicators for the Chief Executive Officer Performance evaluation of the Chief Executive Officer | Establishment of risk governance and risk management systems and processes Establishing and overseeing internal control systems Establishing the succession management frarnework |

PowersoftheEoard

  • I4.Clause 12 of the Bill provides for the powers of the Board. In this respect, the Board has the power to--
  • invest in projects, including by way of equity investment, or debt based on the bankability of the project, or any other project finance mechanism
  • acquire and hold security or a securityinterest,incluing,a right in a security,of anykindandin anyformfortheduedischargeofobligationsunderaninvestment oragreementthatitmakes

ReportoftheDymentalCommitteeonFinanceandNationalPiansingontheConsideration ofTheNation&1mfrastructureFundBill,2026(NationalAssemblyBillNo.1of2026)

  • hold, in exchange, security or a security interest, including, a right in a security, of anykindandinanyorm
  • byitontheinvestmentoragreement
  • ·exchange, sell, assign, convey or otherwise dispose of, or lease, the investment, agreement,security,securityinterestorrightinasecurity
  • enter into arrangements or agreements with, and act as agent or mandatory for, any department or agency of the government of Kenya, or any other body or arrangementoragreement
  • immovableormovablesassecurityforthedueperformanceofanyarrangement or agreementwith theFund
  • determinetheformofcompensationforservicesprovidedbytheFundinthe exerciseofitspowersortheperformanceofitsfunctionsunderthisAct
  • acquire and dispose of any interest or right in any entity by any means
  • acquire, hold, exchange, sell or otherwise dispose of, or lease, any interest or rights inreal property

Audit Committee

15. Clause I4 of the Bill provides for the establishment of an audit comwmittee whose membership will consist of independent directors being the majority.The functions of thecommitteewill betooversightof theinternal auditfunctionandotherassurance safeguard the assets of Fund's assets; review all reports and communication with external auditors;amongothers.

ChiefExecutiveOfficer

  • 16.ClauseI5of theBillprovidesfor aChiefExecutiveOfficeroftheFundwhoshall be competitively recruited and appointed by the Board on such terms and conditions as maybespecifiedin theinstrumentof appointment.

| catification requirements | Disqualification | |------------------------------------------------------------------------|-------------------------------------------| | Hold a degree in therelevant field from auniversityrecognized in Kenya | ·isamemberof Parliamentor County Assembly |

Report oheDepartmental CowinceonFinance and NationalPlanning onthe Consideration ofTheNatiomalInfrastructureFundBill,2026(NationalAssemblyBillNo.1of202e)

| aveatleast tenyears work experienceinarelevantfield Servedinapositionofsenior managementforaperiodofat least five years meets the requirements of ChapterSix of the Constitution. | is a member of a governing body of a political party is an undischarged banikrut has been convicted of a felony hasbeenremovedfrompublic affice for contravening che provisions of the Constitution or any other written law. | |-------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------|---------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------|

AdministratoroftheFund

  • 17.Cluse I6 provides that the Cabinet Secretary may designate a person to be the Adninistratorof the Fund in accordancewith section24(5)of thePublicFinance Managarrent Act. Section 24(5) of PFMA provides that the Cabinet: Secretary shall designate: a person to administer every national public fund.

Stuffof theFund

  • I8.Clause I7 of the Bill provides that the Board may appoint such officers may be necessary for the proper discharge of the functions ofthefune and upon such terms and conditions as theBoard may determine,subject tosuchguidelines as theCabinet Secretary may issue.

Performance evaluation

19. Clauses 18, 19, and 20 set out the requirements of adopting an investmient plan, entering into performance contracts, conducting performance evaluaticn, and determination of the performance incentive system for the Board,CEOand staff of the Fund.

| inyestmentPlan | Perforrramce Camraues | Perforinance Evaluatior | Perormance incentive system | |-----------------------------------------------------------------------------------------------------------------|------------------------------------------------------------------------------------------------------------|-------------------------------------------------------------------------------------------------------------------------|---------------------------------------------------------------------------------------------| | Board to adopt aninvestment plan Effective on Ist Kep of the financial year Basisofannual performance contracts | Board to enter performance contract with the Cabinet Secretary Geared towards propelling Fund's commercial | CS given role of Fund's performance evaluation CS has discretion to co- opt relevant externalexperts Fund's performance | CS to determine Board's a periormance incentive system Board to determine CEO's pue staff's |

ReportoftheDepartmental ConumitteeonFinanceandNations1FlanningntheConsiiereiicn ofTheNationalInfrastructureFundBill,2026(NationalAssemblyBillNo.of2026)

| performance, make commensurate rates and minimise risks | evaluationmay bebasedon auditedfinancial statements 。 Boardevaluates CEO's performance | performance incentive system | |-----------------------------------------------------------|-------------------------------------------------------------------------------------------|--------------------------------|

Project: preparation and implementation

  • 20.PartIVof theBill provides directivesonthe stepstobeundertaken to ensure that the projects intended tobeimplemented are executedwell.Further,itprovidesfor the Government support measures for the projects.

21. Clause 2l of the Bill assigns the Board the role of developing an Investment Policy for approval by Cabinetprovidingpertinent details on incomplete and proposed projects. The Investment Policy shall specify priority sectors proposed for development; policy; expected rate of return on investment on specificprojects; assetallocation and portfolio distribution; and exposure limits per sector and project. The Investment Policywill bevalid for aperiodof five years.

  • 22.Clause22 of the Billprovides that the Fund shalldevelop sufficientcapacity to undertake the structuring and implementation project phases inciuding overseeing the investment agreements for the projects. Further, the Fund will be at liboarty to engage development finance institutions, which Kenya is a member, to leverage on their benecessaryfortheimplementationoftheAct.
  • 23.Clause 23of theBillprovides that the Fund shall undertake feasibility studies on investmentprojectstodetermine thecommercialviabilityof theproject.TheFund willbe required to consider the following matters when undertaking the feasibility pns
  • . the technical requirements of the investmentproject
  • the legal requirements to be met by the parties to the investment project
  • ·the social, economic and environmental impact of the project
  • 0 the affordability and value for money proposition in the project
  • the project's land requirements and required site preparatory activities necessary for effective and efficient project initiation
  • 24.Underclauses24and25of theBill,theCabinetSecretaryasbeenassigned therole to:
  • prescribethestandardsandproceduresfor theidetificationandselectionof investment projects under this Act. This will be on tie recommendation of the Board.
  • ·issue Caovernment support measures to investmcnt projects of the Fund, including a binding undertaking; a letter of supporc; a letter of credit; among others.

Reporting and disclosure

  • 25.Clauses 26,27,an28 of the Billprovidesfor thereporing and disclosure on the operations of the Fund. The Fund will be required towake quarterly and annual reports to the Cabinet Secretary in such manner as may be prescribed. The Cabinet Secretarywill alsomakehalf-yearlyreports on theFundto theCabinet andannually to the National Assembly.
  • 26.TheCabinetSecrecaryshall publish andpublicizeon theFatioal Treasuywebsiteor suchotherinfoationplatformsasmaybeaccessibletothepublicauditedarual reports of the Fund; annual performance evaluation resuits of tie Fund; and reports on appointrentofindependentdirectors of theFund an& theproceduresfollowed in arriving atsuchappointments.
  • 27.The Fundshall publish,on their individual websites or on such otherplatforms as may be accessicle to thepublicaudited annual reports;annualperformance evaluation reslts; and annual report on anti-corruption activities completed.
  • 28.Further,theBoardshall ensure thatthe Fundkeeps financial records thatcorrectly record andcxpiin its transactions and financialpositionandperformance;enable financial statements tobeprepared andbeaudited;andclearlyidentify and disclose any transactionsundertakenby theFundwith anydirectoror theircloserelatives, through a company or other business established by such director.

heundsoftheFund

29. Clause 29 of the Bill provides for the funds of the Fund which shall include— 2. ·proceeds from privatization and disposal of government assets 3. ·suchmoniesasaybe appropriated into theFund byParliament

  • such fees, monies or assets as may accrue to or vest in the Fund in the course of theexerciseof itspowersor theperformanceof itsfunctionsunderthisAct donatedorlenttotheFund

CHAPTERTHREE

3.PUBLICPARTICIPATIONANDSTAKEHOLDERENGAGEMENTON THEBILL

  • 3.ILEGALFRAMEWORKONPUBLICPARTICIPATION
  • 30.Article I18 (1)(b) of the Constitution provides that:

"Pariament shuallfacilitate public participation and involvement in the legislative and other businessofPaiamentanditsCommittees."

31. The National Assembly Standing Order I27 (3) and (3A) suipulates that: 2. "(3)TheDeportmentalCommitteetowhichaBill iscormittedshallfacilitatepxblic 3. (a)initing submissionofmemoranda; 4. (b) hoiding public hearings; 5. (c)corsultingrelevantstakeholdersinasector;and 6. (d)consuingexpertsontechnicalsubjects. 7. (3A)TheDcportinentalCommiteeshalltakeintoaccounttheyiewsand recommenderions of the public under paragraph (3) in its report to the House."

3.2MEMORANDARECEIVEDONTHEBILL

32. Pursuant to the aforementioned provisions of law, the Clerk of the National Assembly placedanadvortisementin theprintmediaon16thFebruary,202.6invitingtheulic tosubmitmemorandaontheBill.Further,theClerkofthetionalAssemblyide letterRef.No.NADDC/F&NP/042/043/041/044dated18thFebruary2026invicd keystakeholderstosubmitviewsontheBill andattendapublicparticipationforum on 24th February, 2026 respectively. 2. 33.TheCommitteereceivedmemorandumfromthestakeholdr'sasAnnexed.

GeneralSubmissions

3.2.I The NationaTreasury

  • The National Treasury appeared before the Committee and susmitted as follows; 34.The National Treasury requested the Committee to consider and approve the National Infrastructure Fund (NiF) Bill in order to facilicate cstablishment ad operationalizationof theFund as an innovativefinancingmechanismforcommercially viable infrastructure investments inKenya.Initspresentation,the Cabinet Secretary, emphasizedthat theNiFseeks toshiftKenyafromtraditionaldebt-heavypublic financing models toward blended,investment-led financing framcworkscapable o

ReportoftheDepavimentalCommitteeonFirriceandNationalPlanningontheConsideration TheNationalnrastrucureFundBill202G(NationalAssemblyBillNo.1of2026)

crowdinginprivatecapitalwhilereducingrelianceontaxationandsovereign borrowing.

  • 35.TheMinistrynoted thatglobalbenchmarksdemonstrate theviabilityof infrastructure fundsas catalyticinvestmentvehicles.ReferencewasmadetoSouthAfrica's Infrastructure Fund operating under the Development Bank of South Africa as a ringfenced blended finance unit;India's National Investmentand Infrastructure Fund (NllF), whichmobilizesgovernmentandglobalinstitutionalcapitalunder a structured governance framework; Canada's long-term infrastructure financing programs supporting housing and critical minerals; Saudi Arabia's National Infrastructure Fund finance ecosystem promotingcapital mobilization and infrastructure bankability.These internationalprecedentswerecitedtodemonstratethatwell-governedinfrastructure funds can attract pension funds, sovereign wealth funds, private equity, and multilateral development financing while maintaining structured oversight.
  • 36.WithrespecttoKenya,theNational Treasurysubmitted thattheBill establishes a legal frameworkfor thecreation and managementof theNational InfrastructureFund tomobilize up toKsh5trillionin capital throughassetmonetization,capitalmarket deployment,and crowding-in of domesticand international institutional investors.The strategy aims to ring-fence privatization proceeds for reinvestment, democratize estirnated ratioof ten-to-one for every shillinginvested byGovernment,thereby accelerating development ofhighways,railways,air and seaports,electricity generation and transmission, irrigation systems, and agribusiness infrastructure.

37. The Ministry submitted that the Bill further outlines governance structures including a Board ofDirectorswith independentmembersrecruitedunder the Government approve strategic pians and budgets. It also provides for performance evaluation frameworkslinkedtonationalstrategicobjectives,feasibilitystudiesandstructured projectpreparation,and adoption of investmentplans forming theasis of annual performance contracts.TheNational Treasury emphasized that theproposals are informe&byinternationalbestpracticeandareintendedtoestablishaprofessionally long.termdevelopment objectives.

3.2.2OfficeoftheControllerofBudget(OCoB)

  • 38.The OCOB noted that the Bill provides for parliamentary appropriations to the Fund withdrawals of funds,as required underArticle 206(4) of theConstitution.They stated that the Bill should expressly provide that all withdrawals cf appropriated funs shall besubject toauthorisationbytheController ofBudgetinaccordancewiththe ConstitutionandthePFMA.
  • guarantees,letters of credit,partial riskguarantees,political risk insurance and oher nationalgoverrwnent.UnderArticles 2lIand 214of theConsticution andPartiVof the PFrMA, public debt and guarantees are subject to strict approval, reporting and sustainabilityanalysis.
  • 40.They subicrel that the Bill does not expressly provide for parliamentary aproval before the issuance of guarantees, the recording and disclosure of contingent liabilities infiscal risk statements,or their integration into the public debt management framework. CGiven the scale of infrastructure financing transactions, failure to embed these safeguarcis may expose the Exchequer to unmanaged fiscal risks. They proposed statutorycet:tmanagementprovisions.
  • 41.Further, OCOB noted that although the Bill provides that annual estinat.es shall be prepared inaccordancewith thePFMA,it does notclearly articulate thelinkage between tie annual budget process under Articles 220-22l of the Constiution, parliamentary appropriation, release of funds and expenditure control mechanisms. COB proposed the Bill to expressly provide that allocations to the Fund shall forin plans, expeneliture shall conform to approved programme-based budgets, and that the clarificationwillnsurecompliancewithArticle20lonopenness,accountability,and theprudentuseofpublicrescurces.

3.2.3 Liberal Democratic Party (LDP)

Introduction

42. Reject the Bill in its current form due to structural, fiscal, and governance risks. While governance deficits, not a lack of funds. Creating a new fund risks compounding these structural failuresratherthanaddressing them.

Constitutional Concerns

  • a) Violation of Public Finance Principles

43. Ensure that all public funds remain within the Consolidated Fund under parliamentary oversight.TheBill createsaparallel financial structureoutsideestablishedsafeguards, of the Constitution governing public finance and debt management. Public assets guardrails. 3. b)Asset Disposal without Adequate Sovereign Safeguards 4. 44.Prohibit monetization or privatization of strategic national assets to finance Fund projects.Selling stakes in telecommunications,pipelines,energy,and logistics trades long-term dividends for short-term iiquidity,reduces state control,risks levers andcannotbeused asmerefinancingtools.

GovernanceandMisuseRisks

  • 45.Reject creation of a semi-autonomous fund with broad discretionary powers.Kenya already has Treasury, State corporatiors, PPP frameworks,bonds, and sovereign structures.Without strict safeguards, the Fund could become a politically controlled vehicle for asset stripping, creating fiscal copacity. Public trust deficits further amplify systemicrisk;credibilitycannotbelegislatedbutmustbeearned.

Prioritization of National Development

46. Focus government efforts on high-impact, lcw-cost infrastructure and social priorities. Infrastructure is a tool,not an end.Urgentpriorities includeyouth employment, education,healthcare,food security, and household purchasing power. Large institutional vehicles cannot substitute for execution-focused governance that addressesthesefundamentalneeds.

Alternative Solutions to Infrastructure Financing

  • i.

Strengthen and optimize existing mechanisms rather than create a new fund to:

  • ii. insurance capital.
  • ili. Improvefiscal discipline,rationalizeexpenditure,andrenegotiatehigh-costdebt.
  • iv. Reform andstreamlinePPPsinsteadofduplicatingstructures.
  • V. Improve project execution by &ddressing procurement inefficiencies, corruption, contract mismanagement, and political interference.
  • vi. Targeted interventionsyield highier returns than establishinga newfundwithout addressing root execution issues.

ConstitutionalRedFlags-Article206

  • 47.Ensure all revenue flows through the Consolidated Fund, with parliamentary Fund bypasses parliamentary control, potentially violating Articles 206, 20l, and 212. Centralization of fiscal power in a semi-autonomous corporate vehicle risks cyfbalance-sheet financing, shadow budgeting, and concentration of authority outsicie constitutionaloversight.

PublicTrustand Credibility

  • 48.Do not enact the Bill until public trust is restored and oversight mechanisms are Current deficits in transparency, independence, political neutrality, and accountabilicy make thecreationofa powerfilfundrisky.Publicconfidencemustprecce institutionaltransformation.

Conclusion

  • 49.Reject the National Infrastructure Fund Bill, 2026, in its current form. TheBill:
  • i. Risksviolatingconstitutional provisions,especiallyArticle206
  • ii. Enablesdisposalofstrategicnationalassets.
  • ii. Duplicates existing financial mechanisms.
  • iv. Increases governance and misuse risks.
  • v. Ignores more urgent national pricrities.
  • vi. Failstoaddressrootcausesoffiscaldistress.
  • 50.Kenya needs disciplined governance, prioritization, and execution, not additional financial vehicles.Under LDPadministration,if theBill is enacted,reversingitwill bea priority executive action to restore constitutional and fiscal safeguards.

3.2.4 Institute of Economic Affairs (IEA)

51. The Institute of Econornic Affairs submitted that it does not support the establishment of the National Infrastructure Fund as proposed. They stated that given Kenya's tight fiscal position,characterised byhighpublic debt,rising debt-servicing costs,liquidity constraints, and mounting pending bills, the creation of a standalone fund with

ReportoftheDepartmentalCommitteeonFinance&ndNaficnalPlarningontheConsideration ofTheNationalInfrastructureFundBill,2026(NaiomaiAsemblyBilINo.1of2026)

independent borrowing powers is fiscally imprudent. By shiftirg infrastructure financing outside the Consolidated Fund, the Bill weakensbudget transparency,turning the Fund into a mechanism for obscuring debt rather than strengthening fiscal discipline. However, should the Fund nonetheless proceed, the following proposals are advanced tomitigatethe attendantfiscal,governance,and accountabilityrisks.

3.2.5OkoaUchumi

  • 52.Ensure that the Bill establishes clear mandate precision, robust governance arrangements,and fiscal safeguards in alignment with international best practice.Kenya maybenefit from awell-structured infrastructure financingvehicle ifit is firmly anchored within constitutional publicfinance frameworks.As currently drafted,the constraints, potentially resulting in a costly and complex experiment without commensuratebenefits.

3.2.6BungelaMwananchi

53. The stakeholder, expressed conditional support for the National Infrastructure Fund Bill, 2026 since infrastructure development is essential for economic growth, job strengthening governance safeguards because weak oversight structures, political interference,and constitutional non-compliance may expose public resources to misuse and financial risk. The stakeholder proposed amending governance framework to clearly define ultimatefinancial oversight and align theFund strictlywithParliament, the Auditor-General, and the Controller of Budget since explicit constitutional anchoringwould enhance accountabilityandpreventtheFundfromoperatingoutside PublicFinance Managementcontrols. 2. 54.Additionally, they recommended that all major borrowings and guarantees be withChapterI2of theConstitution;additionally,strictring-fencingprovisionswere proposedtoensure that Fundresources areusedexclusivelyfor approved infrastructure projects, with diversion attracting criminal liability, because fiscal discipline and public trust depend on clear legal safeguards.The stakeholder also recommended thatprojecteligibilitybe subjectedtorigorous economicviability and social impact assessments,togetherwith independent technical review,performancebased disbursement, and transparent procurement through open competitive tendering and a publicly accessible digital disclosure portal, since professional evaluation and real-time transparency would reduce corruption risks and ensure valuefor-money.

  • 55.Bunge la Mwananchi further urged mandatory oversight by tie Controller of Budget priortowithdrawals,annualandspecialforensicauditsbytheAuditor-General,and regular reporting to parliamentary committees since constitutional fiscal contrcis institutionalinvestmentsthroughriskdiversificationrequireimentsandindependent investmentcommittees,because excessive exposuretohig-risk ventures rnay encanger retirment savings.Finally,the stakeholder recommended insertion of strong anti-corruptionprovisionsincluding automaticinvestigation triggers for unexplained cost overruns, personal liability for Board mmemers and accounting officers, lifestyle audit provisions, structured public participation, county government consultation where devolvedfunctions are affected,andwhistieblower protection, since sustainabie infrastructure financing must be anchored on transparency, accountability,professionalism,and constitutional compliance in order to seve wananchi effectively.

3.2.7 EdwinNyakwara

56. The stakehoicer Opposed the establishment of the National Isfrastructure Fund Bill in its entirety. -le stated that while infrastructure development is important, he is the Fund. in particular, the creation of an additional board risks unnecessarily expanding government bureaucracy and increasing administrative costs at a time whhen publicexpenditure:shouldberationalised. 2. 57.He urged the Commitee to ensure full constitutional compliance, meaningful public duplication of existinginstitutional mandates shouldbe avoided.

3.2.8ClausebyClauseSubmission

Long Title

Katibanstitute

  • 58.Amend thelongtitletospecificallyciteArticle206(l)(a)of theConstitutionasthe basisfortheBili'senactment.

CommitteeObservation

The Committee agreed to provide for the definition of "national infrastructure'.

Clause 2

ICPAK

  • 59.The stakeholder proposed amendments to the clause by introducing additional definitions intended to enhance lega! clarity, minimise ambiguity in implementation, and reinforcetheoperationalframeworkoftheFund.

"Development Fund"means a sovereign development ond infrastructure investmentfundwhoseprimaryobjectiveistogeneraierisk-adjustedcommercial returnswhilecatalysingprivatecapitalfornational infrastwucture.

guarantees, letters of support, undertakings, or other Government support measures.

Netionol InfrastructurePipeline"means the Cabinet-approved list ofpriority infrastructure projects aligned to national development plans.

CommitteeObservation

The Connmittee noted the stakeholder's proposal but was not persuaded to include the new definitions as a consequent of not agreeing with the stakeholder on substantiveprovisions in which the definitions have been applied.

IPF

60. The stakeholder proposed amending the clause by inserting a new clear definition of whatconstitutesNational Infrastructure.Theystated thatfor avoidanceof thefund being employed to other infrastructural projects apart from those mentioned in the mentioningwhatitentails.

CommitteeObservation

The Committee agreed to provide for the definition of "national infrastructure".

KENYAASSOCIATIONOF MANUFACTURERS(KAM)

  • 61.The stakeholder proposed amending Clause 2 by inserting a definition of "infrastructure" to expressly include: roads, rail, maritime, electricity, airports, water, andirrigation.TheBilldoesnotdefineinfrastructure,creatingambiguityinscope ane application. The Feurth Medium-Term Plan (MTP IV) identifies key infrastructurerelated sub-sectors, including roads and transport, energy and petroleum, ICT and

ReportoftheDepwrtuemalConmitteeonFinanceandNationalPlanningon theConsideration of The National Infrstruchure Fund Bill, 2026 (National Assembly Bill No. 1 of 2026)

digital economy, land and urban development, and water and irrigation. Clearly defining infrastructure will limittiescopeoftheFunc,align it withnationalpriorities,and promotetheoptimal usecfscarcefinancial resources.

CommitteeObservation

The Committee agreed to provideforthe definition of"national infrastructure'.

Okoa Uchumi

  • 62.Insert a definition of "irfrastructure"to clearly outline the scope of projects the Fund may finance. The Bill does not currently specify which categories of infrastructure are covered, creating uncertainty about the Fund's mandate. Clear definitions align the Fund with national planning priorities and prevent duplication or misallocation of resources.

CommitteeObservation

The Committee agreed to provide for the lefinition of "natioal infrastructure".

Clause3

ICPAK

  • 63.The stakeholderproposed the insertion of anewsub-clause in order to align teFund withinternationalbestpraccicesrelating toclimateconsiderations,mobilisationof private capital, and fiscal sustainability.

"(c)to ensure thothfund operates withoperational independence,comercicl discipline,and trensparency consistent with international best prectice for sovereign developvmentfunds."

CommitteeObservation

TheCommitteenotedtlrestakeholder'sproposal butwas of theview that as conceptualized intheBill,cheFundwilhaveseveral playersperforring certainroles:the CabinetSccretaryfor theNational Treasury,tieBonrd, the Cabinet,among otlers.Therefore, theproposal for the indepencence oftheFundmaynotbefeasible.Further,clause3providesforthejects of the Act and for which theproposal doesnot neatly fit in.

Clause4

Cliffe Dekker Hofmeyr(cD)

64. The stakeholder proposed an amendment by inserting the following sub-clause to strengthensafeguardsforinstitutional investorsandprotectcontributors'fundswhen mobilising capital from institutional investment sources. 2. "(2)Where theFund mobilises capital from institutional investors, includingpension funds orcollectiveinvestmentschemes,itshall: 3. (a)conduct due diligence and risk assessment to ensure that investments are consistentwith the trustees'fiduciary duties; 4. (b)adopt a formal risk management framework for each project, including limits on leverage,guarantees,andcontingentliabilities; 5. liquidity;and 6. (d) s cepital."

Committee Observation

The Committee agreed with the stakeholder butnoted thatsince clause 4 of the Bill provides for the purposes of the Fumd, the proposed amendment might not fit in the clause. The Committee therefore recommended that the safeguards proposed be included as fumctions of theBoardunderclauseIloftheBill.

PWC

  • 65.The stakeholder proposed inserting a new clause requiring consultation with affected County Governments during project identification, feasibility studies and implementation phases.

Committee Observation

TheCommitteenotedthattheBillrelatestoNationalInfrastructureand further this is not a Bill concerning county governments and therefore there innoneed torequire consultation.

ICPAK

  • 66.Thestakeholderrecommendedtheintroductionofadditionalsub-clausestoalign the Fund with global standards on climate action, private capital mobilization and fiscal sustainability.
  • "(e)to mobilize private capital through co-investment structures with pension funds, sovereignwealthfunds and institutional investors."
  • "(f)tosupportclimate-resilient andsustainableinfrastructureinlinewithnational climate commitments."
  • "(g) to ensure long-term financial sustainability and avoid undue fiscal risks."

ReportoftheDepartmental CommitteeonFinanceandNationalPlanningon theConsideration of The Naicwnal Infrastructure Fund Bill, 2026 (National Assembly Bill No. 1 of 2026)

CommitteeCbservation

The Corninittee agreedwith thestakeholderexceytontheproposalunder paragraph (f) vhich has already been addressed in tie Bill.

KNCCI

67. The stakeholder recommended amendment of the cizuse through insertion of the therefore risks crowding out private capital.

"The Fund shall mobilize private capital through a prescribed minimum leverage ratio of private-to-publicinvestment,"

Committeebservation

The Comwittee observed that clause 4 of theBil sets out the purpose of theFund.TheConmitteenotedthestakeholder'sproposalbutwasofthe view tha.t it was prescriptive and that the same rray be provided for in the investment: policy.

KAM

68. The stakeholder proposed amending Clause 4 by inserting a new sub-cluse (e) to provide thattheFund shallfacilitatethedevelopmentofindustrialparks,Special Industrial TransformationProgramme.Manufacturingisgioballyrecognized asakey driver of economic growth, productivity, exports and cuality employment. Kenya's manufacturingsectorhas declined to approximately7.3%GDP,underscoringthe need for deliberate intervention. Explicitly including inclustrial parks and SiZs will strengthen domesticproduction capacity,enhance integration into global value chains andsupportlong-termindustrialtransformation.

CommitteeCiservation

The Committee appreciated the important role played by the Inanufacturing sector however, the proposal wouldnduly expard the purposes uf the Fund.

OkoaUchumi

69. Amend Clause 4 to clarify that the Fund is intended to support log-term development and economic transformation through strategic infrastructure projects.While the Bil establishestheFundprocedurally,itdoesnotclarifyitsdevelopnentalobjectivesO precision,ensurescoherencewiththenationaldevelopmentagcntiaandsafeguards public interest.

ReportoftheDeparimntalCommitteeonFinanceandNationalPlanmingCheConsideration ofTheNationalInfrasiruchreFundBill,2026(NationalAssemblyBillNo.1o2026)

Committee Observation

The Committee noted thestakeholder'sproposalbutnotedtiatthebroad Object of theBill was sufficient for legislation.

Office of the Attorney General

70. The AG noted that although Clause 4 provides for a multi-sectoral mandate of the Fund,the Board composition is limited to CabinetSecretary for the Nationa! Treasury andindependentdirectors.Theynotedthatunderclause6oftheBill,theBoardhas norepresentation for the sectors specified under clause 4.

Committee Observation

The Committee noted the stakeholder's proposal hut was of the view that incorporating additional representatives for dfferent ministries as contemplated by the purposes of the Fundl under clause 4(a) of the Bill wouid unduly expand the Board composition. In any case, as conceptualized, the Fund will not be the implementer but the existing government institutions and other entities.

We Care

71. Insert a new paragraph (e): 2. (e)to ensure that infrastructure financed under the Fund promotes environmental sustainability,affordabilityofessential services,youth employment creationandequitableaccesstopublicgoods.

CommitteeObservation

The Committee observed that the purpose of the Fund as provided for in the clause was adequate.

PPRA

72. Insert a new sub clause "(f) promote sustainable, resilient, and inclusive infrastructural investmentanddevelopment."Thisisaimedatensuring theincorporationof sustainability in the planning, designing and constructing of infrastructural systems that areenvironmentallyfriendly,economicallyviableandsociallyinclusiveovertheirentire life cycle.

CommitteeObservation

The Committee observed that the purpose of the Fund as provided for in the clause was adequate.

Clause 4(a) IPF

  • 73.The stakeholder proposed providing a clear definition of "Catalytic National Infrastructure". IPF stated that for purposes of transparency and accountability to the public,the Bill should provide a clear and operational distinction between "infrastructure" ad "catalytic infrastructure," specifying the criteria that differentiate the two categories.

Committeeobservation

The Committee agreed to delete the word "catalytic" to eliminate any ambiguity.

Katiba Institute

  • 74.Amend to inciute County Governments in the definition of 'Government' under Clause 2 and provide mechanisms to ensure county governments' participation in the operationalisationoftheFundincludingintheidentificationandimplementationof infrastructureprojects acrossthe47counties.
  • 75.AmendtheMemorandumofObjectsandReasons tore-classifytheBillasaBill concerningCountiesunderArticlello(l)(a)hencerequiringtheconcurrence ofthe Senate.

CommitteeCservation

TheCommittoenotedthattheBillisnotintendedtoaffectthefunctions andpowersofcountygovernments assetoutintheFourthSchedule to theConstitutian.Therefore,theCommitteerecommendedthatthe definition"nationalinfrastructure"beinsertedinciause2ofteBillto provide clarity.

PPRA

  • 76.Amend theclausetoincludeICT infrastructure andresearchinnovation.They stated that theWorld is transitioning to the provision and consumption of electronic services (e-services),thus ITis aviable sector.It is mainly through innovation that a country can prosper.

Committeebservation

TheCommittewasofadifferentviewthatthestakeholder'sproposal would undulyexpan thepurposes of theFund andwhittle down the min objectoftheFund.

ReportoftheDeparroweniaI CommitteeonFinaucsadNationalPlanningontheConsideration ofTheNationalInfiwstrcureFundBill,2026(VsfiomalAssemblyBillNo.1of2026)

Clause 4(c)

Katiba Institute

77. Amend to reclassify the Bill as a one concerning county governments hence requiring the Senate's concurrence. Alternatively, amend to remove all references to borrowing and theissuanceofgovernmentsupportmeasures.

Committee Observation

The Cornmittee noted that the Bill is not intendied to affect the functions and powers of county governments as set out in the Fourth Schedule to the Constitution.Therefore, the Committee recommencied that the definition "national infrastructure' be inserted in clause 2 of the Bill to provide clarity.

Clause 4(b) IPF

  • 78.The stakeholder noted thatwith the requirement of the sectionI5(2),of thePFM Act, there oughtto bean addition mentioning thatit aims to mobilize funds in the most prudent manner that ensures fiscal sustainability, ensuring that such financing mechanisms minimize adverse impacts on the budget. They proposed amending the clauseby inserting the following statement; -

"In the most prudent manner and in accordance with the Privatization Act and PFMAct."

Committee Observation

The Committee agreed with the stakeholder but to the extent that the clause couid be amended to reference it to Article 206(l)(a) of the Constitution and the Public Finance Management Act, Cap. 412A.

Clause5

IEA

79. The stakeholder proposed amending the clause by requiring all bond-related cashflows

CommitteeObservation

The Committee observed that the Committee's proposed amendment to clause 4for theBill tobe carriedoutin accordancewiththeprovisions of the Public Finance Management Act would address the stakeholder's concerns.

OfficeoftheAuditorGeneral

80. OAG noted that while the Fund can borrow money,the lack of explicit alignment with Article206oftheContiutionandthePublicFinanceManagementActCap412Amay leadtoloopholes inthe management andoversightofpublicfunds.Theyalsonoted that the Bill needed to align with the provisions of the Investment Promotion Act Cap. 485Bnmattersrelatingtoinvestmentpolicy.

CommitteeQbservation

TheCommitteenotedthestakeholder'sproposal andhasrecorwnended ananiendmenttoclause4oftheBilltocross-referencetheActoArticle 206(l)(a)of the Constitution and the Public Finance Maragement Act, Cap.4l2A.TheComnitteefurthernoted thattheBilldoesotconflict with the provisionseInvestmentPromotionAct,Cap.5.

PWVC

  • 81.Thestakeholder proposedprovidingclarity onwhiciicorporate governance/regulatory frarmework applies to the Fund (for example, speciiying that the Fund'sgovernance shall texclusivelygoverned by Government OwnedEnterprises does not fit neatly into any caregory as provided under the PublicFinance LManagement Act, Cap 412A.

CommitteeObservation

TheCommitteenotedthestakeholder'sproposalandtoacdressthe concern,ithasrecomrnendedanamendmenttoclause4togiveclarity thatthelegalfrancworkoftheFundwillbeinaccordancewiththe provisionsof theulicFinanceManagementAct,Cap.4I2A.

ICPAK

82. The stakeholder suggested the addition of a new sub-clause aimed at safeguarding operational independence and reducing the risk ofpolitically influenced investrment decisions. 2. "(3)TheFund shall beoperationally independent and shall not be subject to under this Act."

CornmitteeObservation

Thecornmitteenotedthestakeholder'sproposalbutwasoftheviewthat asconceptualizedintheBill,theFundwillhaveseveralplayersperorming

ReportoftheDepartmental CommireeonFinance andNationalPlanningontheConsickeralion ofTheNetiorsllnfrastructureFuncBill,2026(NationalAssemblyBillNo.1of2026)

certain roles:the Cabinet Secretary for the National Treasury,the Board, the Cabinet, among others. Therefore, the praposal for the independence of the Fund may notbefeasible.Further,clause 3providesfortheobjects of the Act and for which the proposal does not neatly fit in.

KAM

  • 83.ThestakeholderproposedamendingClause5 toestablishatwo-tiergovernance separate from the Board of Directors. A Board of Trustees would provide fiduciary oversight, safeguard assets, and ring-fence resources from diversion. Separating checks and balances,minimizes conflicts of interest,and enhances public confidence in governance.

Committee Observation

The Conmittee noted the stakeholder's propasal but was of the view that theproposalwouldaddanotherlayerofuureaucracyandcarrieswithit additionalfinancialcosts.

OkoaUchumi

  • 84.ClarifytheinstitutionalrelationshipbetweentheFundandexistingpublicinvestment rather than aparallel entity.The Bill does not define how the Fund integrates with existinginstitutions,creatingriskoffragmented accountability,duplicationofmandates and misalignmentwith broader public finance objectives.A clearly definedi institutional role ensures coherence, effective oversight and prudent use of public resources.

Committee Observation

The Committee noted the stakeholder's concerns and observed that the Fund does not seek to create parallel entity but to utilize the existing institutions to carry out the infrastructure projects. The Committee will propose amendments to the Bill to bring out this clarity.

Officeof theAttorneyGeneral

  • 85.Thestakeholder stated that thebillestablishes theFund asabodycorporatewith in its own name. This implies the Fund is perpetual in nature and has under clause I5 appointed a Chief Executive Officer,whilst under clause I6of the Bill the Cabinet

Administrator of theFund in accordancewith section24(5)of thePublicFinance Management Act.

86. They noted that the responsibilities of the Chief Executive Officer specified untier clause I5 (5) (a) which is to inter alia includes to manage the ciay-to-day affairs of tiie Fund may overlay with that of the proposed Administrator of the Fund. Therefoe, theproposedaneedforclaritywhethertheBill isanationalpuilicfundestablished establishedbystatute.

CommitteeObservation

The Corrrnittee agreed with the stakeholder and to Fesolve the matter, recommendeotihat:theCEobealsotheAdministretorotheFund designatedbythteCabinetSecretaryfortheNationa!Trensuryunder section 24(4)c thePublicFinanceManagement Act,Cap.4i2A.

Clause 5(2) Kituo cha Sheria

  • 87.The stakeholder submitted that the Fund be converted into a statutory public fund under thePublicFinanceManagementActsince a corporatestructure may circurnvent Articles 20l and 206 of the Constitution on public finance accountability. The Fund should operate as a statutory fund so as to strengthen parliamertary oversight and fiscal responsibility.

CommitteeCbservation

The Corneittee aced with the stakeholder's concerns and to clarify this, ithasrecorrenciedthatclause4oftheBillbeamendedtolinktheFund to Article 20(l() ofhe Constitution and section 24(4) of the Puiic FinanceManagenmentAct,Cap.4I2A.

Clause5(2)(c)

Kituo chaSheria

88. The stakeholder proposed that the clause be amended to require prior parliamertary unsustainable (lebt exposure; therefore,any borrowing sliould be subject to FinanceManagementAct.

CommitteeObservation

The Committee noted the stakeholder's concerns andrecommended to delete paragraph (c) in clause 5(2) of the Bill which provides for one of the powers of the Fund as borrowing money.

Federation of Kenya Employers

89. Amend Clause 5(2)(c) by inserting after the word "borrowing": "The Fund moy borrow moneyonlyinGccordancewithArticle206oftheConstitutionand theprovisionsofthePublic Finonce Management Act, 2012. The Fund's borrowing may create liabilities for the National Government." This amendment is necessary because, without statutory controls, borrowing could occur outside the established public debt management framework, creating fiscal and contingent liability risks for the National Government.

CommitteeObservation

The Committce noted the stakeholder's concerns and recomended to powers of the Fund as borrowing money.

Clause 5(2) (c)

Katiba institute

  • 90.Amend to clearly detail the horrowing powers of the Fund, the forms of borrowing permitted and the pre-conditions for any borrowing including making the obtaining of a national government guarantee a prerequisite for any borrowirg.A financial thresholdshouldalsobesetforwhentheapprovalofbothHousesofParliamentwill be required in order the Fund to borrow.

ComrritteeObservation

TheComrnitteenoted thestakeholder'sconcernsandrecommended to powers of the Fund as borrowing money.

Part II Section 5(2)

Federation of Kenya Employers

  • the exercise of its powers relating to investment and asset management, the Fund shall not under this Act."Operational independence iscritical to alignwithglobal bestpractice, investor confidence.

ReportoftheDeparmental CommitteeomnanceandNationalPianningontheConsideration of TheNationunrastructureFundBill, 202G(National Assembly Bill No.1 of 2026)

Committee:Chsorvation

The Committee roted the stalkelolder's proposal but was of the view that as conceptualizedintheBill,thendwillhaveseveralplayersperforming certainroles:theCabinetSecretaryfor theNational Treasury,theMoard, the Cabinet,anongothers.Therefore,theproposalfor theindependence of theFundmyutbefeasible.urther,clause3providesfortheobjccts of the Act andfor which the proposal does not neatly fit in.

Clause6

OfficeoftheAuditorGeneral

92. OAG noted that there may be need to have some non-independent irectors, with knowledge ofmatters on national infrastructuredevelopment,in aidition tothe Principal Secretary to the National Treasury.

CommitteeCbservation

TheCommitteearecdwiththestakeholdertoprovidefortherelevant skills necessary in theinfrastructure and funding ecosystem.

KNCCI

  • 93.The stakeholder noted that since directors are currently appointed solely by the CabinetSecretarywithoutstructuredprivatesectorrepresentation,thismayexpose independence and enhance investor confidence.Accordingly,the stakehold proposed thattherebeaprovisionto:-
  • i. providefor at least one director nominatedby a recognizednational private sectorboywithcountrywidereach;
  • ii. require National Assembly approval for the Chairperson; and
  • ii. prescribe mandatory expertise in infrastructure finance, capital markets, PPPs,andriskmanagement,

CommitteeObservation

The Committeeagreedwith thestakeholder toprovide fortherelevant skillsnecessary in the infrastructured funding ecosystem.

ICPAK

  • 94.Thestakeholderrecommendedtheinsertionof anew sub-clausetostrengthen fiduciary oversight,enfance financial inegrity and risk management,and bolster investorconfidence.

RcportoftheDepartmental CoumwnitteeonFinsacEaNionalPlanningontheConsideration ofTheNationalInfrastructureFmdBill,2026(Nstiow!AssemblyBillNo.1of2026)

  • "(4)TheBoardshall reflecta skillsmatrixincluding expertiseinproject finance, ESG."

CommitteeObservation

The Committeeagreedwiththestakeholder toprovide for therelevant skills necessary in the infrastructure and funding ecosystem.

KAM

95. The stakeholder proposed amending Clause 6 to include two Directors representing Representation on tie Board enhances collaboration, ensures market-informed decision-making, and strengthens public-private alignment.

CommitteeObservation

TheCommitteewasoftheviewthattheproposedrepresentationinthe Board was adequate.

OkoaUchumi

  • 96.Strengthengovernance safeguards by:
  • i. Clearly defining the roles and responsibilities of the Board and CabinetSecretary; and
  • ii.Ensuring parliamentary oversight in line with constitutional principles.

97. Current provisions concentrate authority in the executive, which may undermine institutional imbalance, reduce risks of misuse,and ensure decisions reflect public interest rather than political priorities.

Committee Observation

The Committee noted the stakehoicier's concerns and recommended that parliamentary oversight be imbedded in the investment plan and investment policy in ciauses I8 and 2l respectively. The Committee noted that the Bill clearly spells out the functions of different actors.

Federation of Kenya Employers

  • 98.Amend Section 6 by inserting a new paragraph: "(f) Three persons nominated by recognizednational privatesectorumbrellabodies,including theFederationofKenya Employers, KEPSA, and the Kenya Bankers Association."This ensures meaningful private

ReportoftheDepartmenta!CowmmiieeonFinanceandNationalPlanningontheConsideration ofTheNational InfrastructureFandBill, 2026(Nuticma!Assembly Bill No.1 of2026)

sector representation on the Board,aligns the Fund's investment strategy with employer andinvestor priorities,and facilitates effective mobilization of private capital for infrastructure projects.

CommitteeObservation

TheCommitteewasof theview thattheproposudrepresentation in the Board was adequate.

KatibaInstitute

  • 99.Amendto expresslyrequire that thecompositionof theBoard complieswith thetwothirdsgenderprinciple andprovidefor therepresentation ofpersonswith disabilities.

CommitteeObservation

The Gommittee noted tiestakeholder's proposal and agreed to provide

Newlause-AdministrativeCosts KAM

  • I00.Insert a new clause providing that the administrarive costs of the Fund shall not exceed 0.5% of the Fund. Capping administrative expenditcure ensures that the bulk of operational costs.Without a cap,administrative scring may gradually erode capital available for development, undermining the Fund's impact and efficiency.

CommitteeObservation

The Committee agreed inprinciple thattie auninistrative costs of the Fundbe shouldbecappedbutwaswaryosutlingoutapercentage since theamountsmightbeexcessive.TheCommitceethereforeagreed tohave theprovisioninamodifiedform.

NGEC

  • 10l.The Stakeholder proposed amending the clause by including a second director representing the Cabinet Secretary in charge of Roads and Transport,indicate the Chairperson will be appointed by the President, provicie for gender balance and fair disabilityrepresentation and includeprovisions on theorporation secretary.They noted that the Roads and Transport Ministry (Infrastructure) is a major stakeholder in infrastructure and its additions as a directorwill bringthetotal Membership to9 secondgovernmentrepresentativewill createfairbalancebetweenthetwocategories of directorship.

Report oftlieEepartmental Committee onFhnanceand NafiorrlFevningontheConsideration ofTheNationalInfrastructureFundBill,2O26(NationalAssemblyBillNo.1of2026)

CommitteeObservation

The Committee noted the stakeholder's pruposal and agreed to provide for gender balance, disability representation and regional cdiversity. However, on the proposed amendment to add an additional member from the Roads and Transport Ministry, the Cornmittee was of the view that there will be a corresponding need to also include additional ministries' representatives as contemplated under clause 4(a) of the Bill thereby overshootingthecornpositionoftheBoard.TheCommitteetherefore recommended thatclause6(l)(c)oftheBil beamendedtoincreasean additional oneindependantdirector.

Office the Attorney General

  • 102.The stakeholder stated that the inclusion of the CabinetSecretary for the National Treasury Secretary as a Board member under Clause 6(l)(b) undermines the Boards' independence,as theCabinetSecretaryfor theNational Treasuryisalsoresponsible for performance evaluation under clause 20, signing performance contracts under participation in governance on the Cabinet Secretary for the National Treasury creates

CorrrnitteeObservation

The Committeeobservedthatthepresenceof the CabinetSecretary for the National Treasury in the Boardwould notnecessarily undermine the Board's independence sinceBoard's decisions are voted upon.Further, the Cammitteehasrecomnenciedamendmentofclause2lof theBill to provide for the National Assembly's approval of the investment policy thus addressing the stakeholder's concerns.

Nairobi International Financial Centre Authority (NiFCA)

  • 103.Thestakeholderproposed amending theclausebyinserting thefollowingnew

"(ca)theChiefExecutiveOfficerof theNairobi International Financial Centre Authority established under the Nairobi International Financial Centre Act, (Cap495),or a representativedesignated inwriting;

Committee Observation

The Committee was ofa differentview that theprovision in the Bill is adeguate.

Clause 6(1) ICPAK

  • 104.Thestakeholderobservedthatawell-composedBoardisbetterpositionedto oversee management performance, evaluate risks, ensure "gulatory compliance, and uphold fiduciary duties. Consequently, the stakeholder proposed the addition of the following sub-clauses:
  • "(f)onepersonwith expertise in climitefinance orESGriskmanagement."

CommitteeObservation

The Committee agreed with the stalkeholder to tfre extert of providing for therelevant skills andcompetenciesonintrastructure andfunding ccosystemwithinheboard.

Nakuru County Public Opinion Consuiltative Initiative

  • 105.The stakeholder proposed amending tie clause to provide for a lean governance structureof seven(7)Board members sinceasmallerboardwould enhance efficiency andcecision-making effectiveness;consequently,itwas recommended that independentdirectorsbereduced fromfour to twosincereciucednumberswould

CommitteeOtiservation

The Committee noted the stakelhrlders proposal anciwas of the view that boart composition is guided by che Mwongozo Ccode o Governance on State Corporations.

IPF

  • 106.The stakeholder noted that the bill should explicitly ensure at least one third of eithergenderisrepresentedontheboarciinaccordancewitharticle27ofthe constitution. Kenya has progressively incorporated the two-thirls gender rule into variouspiecesof legislationestablishingpulicbodies.Omittingitfrom thisBillwould oposed amending the clause.

ommitteeObservation

The Committee agreed with the stakeholder.

Clause 6(1)(c)

We Care

  • 107.Amend Clause 6(l) (c) to read:
  • "(c) four persons, who are independent directors, at least one of whom shall have expertise in youth employment, social infrastructure planning, or labour market development."

Committee Observation

The Committce noted the stakeholder's proposal and recommended tht the clause he amended to provide for the relevant skills necessary in the infrastructure and funding ecosystem within the Board. PPRA

  • 108.Amend 6(l), on the composition to include the Cabinet Secretary in charge of Roads and transport, and the Attorney General. They noted that the Cabinet andprojects. The AG is to ensure that in all the operations of the Fund, the Government is not legally exposed.

Committee Observation

The Committee noted the stakeholder's proposal but was of the view that adopting the praposal would in turn require additional members based on the different imfrastructural projects encapsulated in clause 4(a) of the B!l. This would unriuly expand the Board's composition. In any case, as conceptualized,the Fund will not be the implementer but the existing government institutions.

Clause 6 (2) & (3)

PWC

  • 109.PWC proposed amending the clause to require that the appointment of directors be subject tovetting bythe relevant committee of the National Assembly,and approval byParliament.Giventhe significantpublicfunds andstrategicnational infrastructure at transparency,and public confidence in the Fund's governance. This aligns with constitutionalprincipies ofchecksandbalancesandmirrorspractices forother significantstateappointmentsinKenya.

CommitteeObservation

TheCommitteenoted the stakeholder'sproposalbutwasof theviewthat enhancing the conpetencies of the Board members will address the concerns of the stakeholder.Further,National Assembly oversight of the Fund would be a continuous obligation thus fostering publicconfidence in theFund.

KituochaSheria

  • I10.Thestakeholder recommended thatrecruitmentofBoardmembersbeconducted through merit-basedcompetitiverecruitmentthroughthePublicServiceCommission since thiswouldstrengthen institutional accountability andreducepoliticizationrisks; therefore,appointments shouldbeprofessionally and transparently conducted.

CommitteeObservation

The Committee noted the stakeholder's proposal and agreed with the Stakeholder.However,the Committeerecommerteathat the recruitmentofthefirstBoardbedonebythePublicServiceConmission than the subsequent ones bedoneby as&arch and selecticnprel.Thus, choCommitteerecommendedtheamendmentofclause6(2)oheBill to reflectthis.

OfficeoftheAttorneyGeneral

  • Ill.TheAGnoted thatSectionI3of theGoverrimentOwnedEnterorisesAct prescribes a competitive recruitment process for independent directors of Government Owned Enterprises. However, the National Infrastructure Fund is not a 'overnment Owned Enterprise by virtue of section 2 of that Act, since a Government wned Enterprise is defined as a self-financing and self-sustaining company engaged in comrnercial activities,whereas theFundisapublicfundestablishedbystatutewith brcc development objectives.

ommitteeObservation

TieCommitteeagreedwiththestakehallerandrecommnentedthatthe clausebeamendedtoprovidethattheinauguralBoardberecruitedbythe Pulic Service Cammission then the subsequentrecruitments be done throughasearchandselectionpanel.

Cmuse 6(3) MIZANI254

  • I12.The stakeholder proposed amending Clause 6(3) to provide that the appointment Concentrating appointment powers solely in tise Cabinet Secretary creates an institusionalimbalanceandweakensoversightmechnisms.

ReportcfheDeparrmental Cowumifiee onFinanceandNaticualPlanningontheConsideration ofTheNtiomalInfrastructureFumBill,2026(NationalAscablyBillNo.1 of2026)

CommitteeObservation

The Committee noted the stakeholder's proposal butwasof the view that enhancing the comipetencies of the Board members will address the concerns ofche stakeholder.Further, the National Assembly oversight of the Fund would be a continuous obligation thus fostering public confidence in the Fund.

Clause 7

Cliffe Dekker Hofmeyr (CDH)

113. The stakeholder proposed an additional paragraph to refine and strengthen governancewithoutexcluding experiencedleaders,reducing the riskofpcorly informed decision-making,andalign theFund with internationalbestpractice for infrastructureandsovereigninvestmentfunds. 2. "(d) possesses demonstrable expertise relevant to the financing, development, management, or regulation of large-scale infrastructure projects."

Committee Obsorvation

TheCommittoeagrcedwith thestakeholder.

ICPAK

  • I14. The stakeholder proposed expanding the qualification criteria by inserting an additional sub-clause to ensure that Board members demonstrate the necessary competence, integrity, experience, and professional judgment.
  • "(d) mects the fit-and-proper criteria prescribed in regulations,including integrity, competence, and financial soundness."

Committee Observation

The Committce was of the view that prescribing the fit and proper criteria inregulationswould delay the constitution oftheBoardofDirectors and theimplementatianoftheFund. PPRA

  • I15.Amend clause 7(a) to read as follows:-"possesses a degree in finance,commerce, the chairperson must be sufficiently qualified inacademic professional and entrepreneurial skills.Thisis tostewardshipandleadershipoftheFund.

CommitteeCbservation

The Committce agreed with the stakeholder to provide for the relevant skills necessary in the infrastructure and funding ecosystem within the Board.

ReportoftheDepartmental CommitteeonFnanceandNationalPlanningontheConsideration ofTheNationalInfrastructureFundBill,202G(NationalAssemblyBillNo.1of2026)

iause 7(a)

Cliffe Dekker Hofmeyr (CDH)

  • I16.CDH proposed deleting the clause to strengthen the qualification requirements by
  • "()has proven business leadership and demonstrable professional <xperience in conomics,engineering,riskmanagement,orarelatedfield;"

Committee Observation

The Committee agreed with the stakeholder.

Officeof theAttorneyGeneral

  • I17.TheAGnoted that thattheclause has omitteddetails onthe academic qualficationsoftheindependentBoardmembersascomparedtotheacademic qvaificationprovidedforth:ChiefExecutiveOfficerspecifiedunderclause15(2)of the Bill. Additionally, they proposed that the bill should provide the grounds for remcval for the chairperson and Board members since such grounds have been provicied for the Chief Executive Officer under clause I5 (6) of the Bill.

CommitteeObservation

TheCorrmitteeagreewiththestakeholder.

Clause 7(b)

Nakuru CountyPublicOpinion ConsultativeInitiative

  • I18.The stakeholder proposed an amendment of the clause to increase ti required work experience from fiftecn (15) years to twenty (20) years since ranagement of

CommitteeObservation

The Committee noted that the fifteenyears'experiencewasalready orerousenoughandthattherewasneedtoreduceittotenyearsinorder totapintotlepool ofyouthfulprofessionals.

Federation ofKenyaEmployers

  • I19. Amend Section 7 by inserting a new subsection: "7(d) holds a degree from a university

ReporoftheDepartmentalCommitteeonFinanceandNationalPlanningontheConsideration ofTheNationalInfrastructureFundBill,2026(NationalAssemblyBillNo.1of2026)

educational qualifications and strategic oversight credibility.While the Board does not engage in daily management, these qualifications safeguard fund performance, strengthengovernance,and enhancestakeholder confidence.

CommitteeObservation

The Committoe agreed with the stakeholder.

Clause8

CliffeDekkerHofmeyr(CDH)

  • 120.The stakeholder observed that this provision does not sufficiently address conflicts ofinterest thatmayariseduringa director's tenure.Thestakeholderproposed retainingtheprovisionasdraftedbutrecommended insertinganewsub-sectionto provide additional safeguards as follows: -
  • "(3) An independent director who has a direct or indirect personal, financial, or other interestinanymatterundercorsiderationbytheBoardshall
  • (a) disclose the mauture of that interest to the Board as soon as it arises; and
  • (b)notparticipote in any deliberation or decisionof theBoardrelatingto thatmatter.
  • (4)Each independentdirectorshallsubmit an annual declaration of interests to theBoard, includinganydirectorindirectfinancial,professional,orfamilialrelationshipsthatcould createaconflictofinterest.
  • (5)Anindependentdirectorshell notacquireamaterial interestinanyentity thatprovides services toorreceivesfundingfrom theFundwithoutfirstobtainingBoardapproval and disclosingtheinteresttotheBoard.
  • s with any entity that is a significant counterparty to the Fund within one year of leaving the Board.
  • (7)TheBoardshallestablishaConflictofInterestandEthicsCommittee toreview shareholdings, advisory roles, related-party transactions, or changes in personal circumstances.
  • (8)Abreachofthedisclosureorrecusalobligationsunder thissectionmayresultin removalfromtheBoardinaccordancewithClauseIo(2),orreferraltotherelevantethics authority."

CommitteeObservation

The Committee agreed with the stakeholder but recommended that the proposal should not be overly prescriptive.

FederationofKenyaEmployers

121. Amend Section 8 by inserting a new subsection: "8(k) serves on not more than three othepublicorstatecorporationboardsat the timeofappointment.Limiting thenumber ofboards ensures that directors can dedicate sufficient time and attention to Fund oversight, attend meetings,and participate effectively in committee work.

CommitteeObservatio

The Committee agreed with the stakeholder butrecorrrended that restriction on service in other public or state corporation oards be two and above.

Clause 8(1)(c)(i)

Nakuwu CountyPublicOpinion Consultative Initiative

  • 122.The stakeholder supported these provisions since they adequately sa'guard the Fundfromconflictsofinterestandpotentialabuseofofficebyensurichical governance standards a.re maintained.

Clause 8(1)(f)

OCOB

  • 123.The stakeholder noted that there is a need to clarify what affiliation means and the level of significance of the financing. COB also proposed the affiliation to a political party be amended to require it to be in an official capacity.

CommitteeObservation

The Committee agreed with the stakeholder.

Clause 8() & (g)

Federation ofKenyaEmployers

  • 124.AmendSection 8 tocarifyconflict-of-interest provisions forinviependent organizationthatreceivesanyfindingfromtheFundoritsrelatedparties."Insubsection 8(g),replace"as an executive of"with "in":"(g) is employed in another company where any of the Fund's executives serve on that company's board of directors."Thes changes remove ambiguity, close potential loopholes,and protect the impartiality and credibility of theFund's Board.

CommitteeObservation

The Committee agreed with the stakeholder.

Clause 8(1)

ICPAK

125. The stakeholder proposed the inclusion of additional sub-ciauses to reinforce integrity standards and strengthen conflict-of-interestsafeguards. 2. "(k) has been found culpable of corruption or unethical conduct by a competent authority." 3. unlesssuch interest isfullydisclosed andmanaged under a conflict-of-interest framework."

CommitteeObservation

The Committee agreed with the stakeholder

Clause 9

ICPAK

126. The stakeholder recommended strengthening corporate governance practices through the insertion of the following sub-clause: 2. "(6) The Board shall adopt and pullish Board charters and committee charters."

CommitteeObservation

The Committee noted the stakeholder's proposal and noted that these are general best practices for Boards, however the same need not be set out in legislation.

Clause 9(2)

Nakuru County Public Opinion Consultative Initiative

  • 127.The stakeholder proposed amending the clause to require automatic resignation of any Director who misses three (3) consecutive meetings since persistent absenteeism undermines governance effectiveness and public interest accountability.

CommitteeObservation

The Committee agreed with the stakeholder.

Clause Io

KNCCI

Report of theDepartmental Committee onFinance anlNionalPlanningon the Consideration ofTheNationalInfrastructureFundBill,2026(Naticwa!AssemblyBill No.1 of2026)

  • 128.The stakeholderraised aconcern thatremoval safeguards arenot sufficiently insulatedfromexecutivediscretion,whichmayundermineinstitutional stability;itwas thereforerecommended that aprovisionbeinserted requiringdueprocess and tabling of removal reasons before Parliament so as to protect board independence and strengthen accountability.

CommitteeObservation

The Committee recommended inclusion of ground for removal of Board memberstosafeguardagainstarbitraryremoval.

NakuruCountyPulicOpinionConsultativeInitiative

  • 129.The stakeholder proposed amending the clause to provide for a single nonrenewable term of five (5) years since a single term would provide sufficient time for delivery of mandate while preventing governance stagnation and entrenchent.

ComrnitteeObservation

TheConmitteenoterithatthetenureprovidedforcniiepetdent directorunder clauseIo(i)of theBill was in line with theMwongozoCode ofGcvernanceofStateCorporation.

Clause Il

ICPAK

  • 130.The stakeholder proposed broadening the Board's mandate and oversight responsibilitiesby addingtiefoliowingsub-clauses:
  • "()approveaninnualfiscal riskassessmentforall projects involvingGovernment supportmeasures."

"(m) ensure compliance with ESG, climate, and integrity standards."

"(n) approve ex-post evaluations of completed projects."

CommitteeObservation

TheCornmittee agreedwiththe stakeholder.

IPF

  • 131.The stakeholder proposed amending the clause to include an explicit cbligation on theBoardtoconsiderequitableregionaldistributionofinfrastructureinvestimentsas part of itsstrategicdirection-settingfunction.Theysubmitted that thiswouldalign the Fund with the equitable development principles in the Constitution, whic.h speaks to reducingregionaldisparitiesandensuringbalanceddevelopmentacrossKeny

CommitteeObservation

The Committeenoted thatclauseII of theBill providesforthepowers of theBoard.The Committee further noted thatclause 4oftheillgives guidance on the purpose of the Fund and direction on how it will be carried out.

Nairobi International Financial Centre Authority (NiFCA)

  • 132.The stakeholder proposed amending the clause by inserting the following new
  • "(aa)mobilizing domesticandInternationalcapital for theFudthrough structured engagement with capital markets, institutional investors, and development financeInstitutions,in consultation with theNairobi international Financial Centre Authority.

CommitteeObservation

The Committee noted the stakeholder's proposal but was of the view that the clause was adequate.

Clause II

We Care

  • 133.To prevent projects from raising tariffs or creating contingent liabilities without socialsafeguards.

Insert new paragraph (l):

  • and fiscal risk assessmentsbefore approval."

Committee Observation

The Committee noted the stakeholder's proposal and noted that the provisions o the PPP framework address the stakeholder's concerns.

PPRA

134. Amend the clause by adding. "(a) to read, mobilizing resources for the Fund in line withtheInvestmentPolicy andPlanwithnationalinfrastructurepriorities.The investment Plan shall be accompanied by the procurement strategy for the identified projects."

CommitteeObservation

The Committee observed that the provision was adequate.

ClauseI2

Cliffe Dekker Hofmeyr (CDH)

ReportoftheDeprmental CommitteeonFinanceandNationalPlanningon theConsideration ofTheNationallmifratructureFundBill,2026(NationalAssemblyBillNo.1of2026)

  • 135.The stakeholder proposed inserting the following provisions to intro duce oversight limits andformal riskmanagementrequirements.

"(3)Anyinvestment,borrowing,guarantee,financial commitment,r arrangement entered into by the Fund, including where the Fund acts as agent or provides financial obligations exceedingen(lo)years, shall require prior approval by the National Assembly.

  • (4)TheFundshallestablishaformalriskmanagementframework,cprovedby the Nutional Treasury,to identify,measure,monitor,and manage financicl nd contingent liobilities,andensurecllinvestmentsandcommitmentscomplywiththePublicFinance Management Act, the Privatisation Act, and any other applicable law."

CommitteeObservatior

The Committee rioted the stakeholder'sproposal butwas cf yeview that the fundprojectswere ikely to exceed theproposedonebilionssillings per projects and tirerefore the proposal would lead to umecessary the Fund, the Comrrittee recommended for approval of the irvesiavrent plan and investmentpolicyby theNational Assembly.

OfficeoftheAuditorGieneral

  • 136.OAG submitted that Clause12 fails tobe specific onproceduralsafeguards, of the Public Procurement and Asset Disposal Act, Cap. 412C, potentially enabling inherent governance risks upon implementation.

Committee Observation

The Committee obsaryed that as conceptualized in the Bill, the Fund is not envisaged tobe the irnyiementer of the infrastructural projectsbutexisting institutions.The Comnittee noted that section 4of thePublicPrivate Partnerships Act, Cap. 430, addresses the concerns raised y the stakeholder.

ICPAK

  • 137.The stakeholder proposad the insertion of a new sub-clause intended to institutionalisechecksandbalancesandpromoteinformedandtimelyinvestment decisions.
  • "(3)TheBoard shall establish the following committees: (a)InvestmentCommittee;

ReportoftheDepartmentalCommitteeonFinanceandMaioralPlanningontheCoisideriion ofTheNationalInfrastructureFundBill,2026(NationalAsxwblyBillNo.1of2026)

  • (b)Riskand ComplianceCommittee;
  • (c)Nomination andRemunerationCommittee;
  • (d)AuditCommittee."

CommitteeObservation

The Committee noted the stakeholder's proposal but was of the view that clause I4 of the Bill be deleted, noting that Boards have powers to establish suchcomrnitteesasarenecessary.

Kituo cha Sheria

138. The stakeholder suggested that Clause 12 be amended to require that all investmentsbytheBoardbeconducedinaccordancewiththePublicProcurement andAssetDisposalAct since theBillfailstoprovideproceduralsafeguardsfor competitive bidding, whereas aciherence to procurement law would enhance transparency, accountability, and fairness in project selection.

CommitteeObservation

The Committee observed that as conceptualized in the Bill, the Fund is not envisaged to be the implementer of the infrastructural projects butexisting institutions.The Commictee noted that section 4 of the Public Private Partnerships Act, Cap. 430, addresses the concerns raised by the stakeholder.

Nairobi International Financial Centre Authority (NlFCA)

  • 139.The stakeholder proposed amending the clause by inserting the following new
  • "(fa) establish special purpose vehicles, pooled investment vehicles, infrastructure funds or other capital market instruments for purposes of mobilizing private capital,Including vehicles domiciled within the Nairobi International Financial Centre."

CommitteeObservation

The Committee agreed with the stakeholder butrecommended that the referencestotheNairobi InternationalFinancialCentrebedeleted.

Clause I2(1)

PWC

  • I40.Insert a new subsection requiring the Board to observe prudential investment limits, including:
  • oftotalFund assets);
  • (b)Maximumsectoral concentrationlimits;
  • (t) A requirement that investment lismits be specified in the investment policy under clause2Iandreviewedannuallybytheauditcommittee.
  • 141.They noted that whilst clause 2.(2)(f) references "exposure limits par sector and embeddedintheEiilitself.ThisleavestheFundvulnerabletoexcessiveconcertration risk and potential pressure toinvestdisproportionately in favoured projects.Statutory guardrailswoule enhance fiscal discipline andprotectpublicfunds.]

CommitteeOlservation

TheCommiteewasofadifferentviewthatclause2l(2)(f)oftheBillwas adequate.

  • 142.Further, insart: a new subsection requiring that the exercise of powers under clause 12(1)(b) to () be subject. to prior apprcval by the relevant Committee of the National Assembly ard Pariament,where
  • (a) The trans?ctio value exceeds a prescribed threshold (to be specified in the Bill or regulations);
  • (b) The transaction involves the acquisition or disposal of a controlling interest in 2ny entity;
  • (c) The transaction involves acting as agent for, or delivering financial assistance on behalf of, any private person or body;
  • (d)Thetransactioninvolvesthedisposalofstrategicnationalinfrastructureassets;or
  • (e) The transaction involves the acquisition or disposal of real property above a prescribed value.

CommitteeObservation

The Committee noted the staikeholder's proposal and was of the view that National Assembly oversightcouldbe imbedded in the investmentplans andinvestmentpoliciestobedevelopedasproposedintheBill.

Clause I2(1) (a)

PWC

  • I43.Thestakeholernoted thatthebill doesnotspecifywhatproportionof theFund maybedeployedl as concessionalor loss capital to supportthe de-riskingofcapital projects. They submitted that de-risking mechanisms, including first-loss capital, are essential to mobilizing private investment in infrastructure, particularly for projects withdevelopmental bu:tuncertaincommercial returns.

ReportoftheDepcmialCommitteeonFmaviceandNationalPlanningontheConsideration ofTheNationalInfrsirrcureFundBill2026(NationalAssemblyBillNo.1of2026)

CommitteeObservation

The Committee noted the stakeholder's pnoposal butwas of the view that Che safeguards will beimbedded intheinvestmentplan and investment policy which the Committee recommends National Assembly's approval. The oversight mechanism will address thestakeholder's concern.

KAM

  • I44. Amend Clause I2 by renumbering to inclucie subclause (l) and introducing a cap on the equity share the Fundmayhold inanypublicinfrastructureprojectwhere projects to utilize the cheapest available capital aligned to the riskprofile.Where affordable commercial debt is available, excessive equity participation by the Fund is financially suboptimal and crowds out private capital. A cap ensures capital leveraging, maximizes the number of projects supported, and prevents politically motivated overequitization.

CommitteeObservation

The Committee noted the stakehoider's proposal but was of the view that the proposal is too prescriptive and that this could be addressed in the a investment policy.

New Clause -Ring-Fencing the Fund

KAM

145. Insert a clause providing that the assets and cash of the Fund shall be strictly ringfenced and not diverted to expenditures outside defined infrastructure projects. Ringfencing safeguards theFund'smandateandpreventsdiversiontorecurrent expenditure or politically driven projects. It enhances credibility and attracts coinvestment from development partners, pension funds, and institutional investors who require assurance of proper use of funds.

CommitteeObservation

The Committee noted the stakeholder's proposal, appreciated the concernsraisedandwasoftheviewthatestablishmentofapublicfund constitutesringfencingoffunds.

Clause12(1)

PWC

  • 146.The stakeholder noted that long-term sustainability requires the Fund to recycle capital by exiting mature investments and reinvesting proceeds. The absence of statutory guidance on exits creates a risk that the Fund willhold investments indefinitely,educing capital efficiency,or that exit proceedswillbe diverted for other purposes.Clezr exit andreinvestmentprovisionswouldensuretheFundoperates as arevolvingvehicleforinfrastructuredevelopment.

147. The proposed inserting a new clause requiring:

  • (a) The Fund to develop exit strategies for all investments at the time of initial investment approval;
  • (b) The investment policy to specify irnvestment horizons and conditions for exit, includingtargetholdingperiods anltriggersfordivestment.
  • (c)Alproceeds from investment exits to be reinvested into the Fund,unless ctverwisedirectedbyParliament;
  • andreinvestmentdecisions;and
  • (e)TheCabinetSecretary tomakeregulationsprscribingetailed criteria for investment horizons, exit conditions, and reinvestent procedures.

CommitteeObservation

TheConritteeagreedwithchestakeholderandrecommended thatthe Billbearlended toprovidethatallproceedsfrominvestmentexitstobe reinvestedinto theFund.

Clause 12(2)(a)

KNCCI

  • 148.The stakeholder proposed deletion of the clause and insert a new subclause to enable blended finance,co-investment structures,and capital market instruments while maintaining fiscal safeguards. The new provision should read as follows; -

"TheBoordmayborrow subject to compliancewith thePublicFinance ManagementAct andparlicmentary approval aboveprescribed thresholds,"

ComnitteeObservation

The Committee noted that stakceholder's proposal and noted that the proposeddeletion ofparagraph(c) in clause5(2) oftheBill addresses thestakeholder'sconcern.

ICPAK

149. The stakeholder observed that requiring parliamentary approval would reinforce checks and balances by ensuring that any borrowing or leverage is subjected to appropriate scrutiny, justification, and compliance with national legal frameworks. Accordingly, the stakeholder proposed inserting the followingwords:

"not borrow or take credit against its balance sheet except as expressly approved byParliamentunderthePublicFinanceManogementAct.

ConimitteeObservation

The Committee observed that the proposed anendment to clause 4 of the Bill providing that the provisions of the Public Finance Management Act, Cap. 412A, would apply addresses the stakehalder's concerns.

Katiba Institute

  • 150.Amend to clearly detail the borrowing powers of the Fund, the forms of borrowing permitted and the pre-conditions for any borrowing including making the obtaining of a national government guarantee a prerequisite for any borrowing. A financial threshold should also be set for when the approval of both Houses of Parliament will be required in order theFund toborrow.

CornrnitteeObservation

The Committee noted that the concerns raised by the stakeholderwill be atidressed through amendments to the Bill that cross-reference contingent liabilities safeguards under thePPP framework.

Clause 13

OfficoftheAuditorGeneral

  • I5l.TheOAGnoted that theBillveststhemandateofremunerationof theDirectors to theCabinetSecretary,TheNational Treasuryanddoesnotmention theneedfor consultation with the Salaries and Remuneration Commission(SRC),and or upon receivingadvisoriesfromSRCasprovided underArticle230(4)of theConstitution.

OCOB

  • 152.The stakeholder noted that the remuneration in thebill shall be as determined by theCabinetSecretaryin theGuideines.However,thesettingofremunerationand benefits of public officers is the purview of the Salaries and Remuneration Commission.

Kituo cha Sheria

  • 153.Thestakeholersubmittedthattheclausebeamane(itorequirethat determinationof remuneration,allowances,andbenefits of Bormembersbe done inconsultationwiththeSalariesandRemunerationComrnissio1sinceArticle230of theConstitutionvests SRCwithauthorityover remunerationof state officers, whereassuchconsultationwouldensureconstitutional complianice.

FederationofKenya Employers

154. Amend Clause I3 by inserting a new subsection: "(13)(i) The remuneration and benefitspayabletoteChairpersonandmembersoftheBoardshall bedeterminedbythe CabinetSecretary in consultation with andupon the Cdvice of theSofaries and Remuneration CommissionestablishedunderArticle230oftheConstitution."Thisamendmentensures Fund.

CommitteeObservation

he Committee agreedwith the stakeholders.

Clause 13

Katiba lnstitute

  • 155.Provide an amenlment providing that the remuneration and allowances of the Directors be determined byorbasedon theadlvice of theSRC inaccordancewith Article230oftheConstitution.

CommitteeObservation

The Committee agreedwith the stakeholder.

NGEC

156. The stakeholder proposed amending the clause for remuneration be in corsultation with the Salaries and Renumeration Commission (SRC).

Office of theAttorney General

  • 157.The stakeholder noted the remuneration and benefits of the directors are required tobedeterminedbythePublicServiceCommissiononthe adviceoftheSalaries and Remuneration Commission.

CommitteeObservation

The Cormmittee agreedwith the stakeholder.

Clause14

Katiba Institute

ReportleDepartmenta!CommitteeonFinanceaiidNasionalPlanningontheConsideration ofTheNsfionalInfrastructureFundBill,2026(NaticsruAssemblyBillNo.1of2026)

  • 158.Amend to ensure clarity and consistency on the fact that all audits relating to the Fund must be conducted by the Auditor-General in accordance with Article 229(4)(b) oftheConstitution.

Committee Observation

The Comnittee recommended deletion of clauseI4.

Clause 15(4)

OCOB

  • 159.OCOB noted that the clause provides that the tenure of the Chief Executive Officer shall be 4 years. To align with the prevailing best practice, they proposed amendingtheClausetoprovideforatermoffive(5)years.Additionally,the stakeholder noted that the governance structure mirrors that of a state corporation, however,theBill doesnotexpressly state whether theFund is subject to theState ambiguity.

Committee Observation

The Committee was of a different view of amending ciause I5(4) of the Bill toprovideforthe tenureof theCEOas3years inlinewiththeMwongozo Code of Governance onState Corporations.

Clause15&16

OfficeoftheAuditorGeneral

  • I60.The stakeholder noted that the National Infrastructure Fund as proposed to be establishedunderClause5oftheBill,doesnotmakereferencetoSection24(4)of the PFM Act, 2012. They proposed creating two (2) parallel executive lines; a Chief Executive Officer appointed by the Board and an "Administrator of the Fund" designated by theCabinetSecretaryunderSecticn24(5)of thePFMAct,2012.

Committee Observation

The Committee agreed with the stakeholder and resolved that the CEO shall be the Administrator of the Fund designated by the Cabinet Secretary for theNationalTreasuryundersection24(4) of thePublic Finance Management Act, Cap. 412A.

Clause 15

ICPAK

  • 16l. The stakeholder proposed the addition of a sub-clause to promote professional and merit-based appointmentof theChiefExecutiveOificer.
  • "(8)TheCEOshallbe appointed throughCtrcnsparent,covpetitiveprocess conductedby theBoard."

ComnitteeObservation

TheCommitteeagreedwiththestakeholder.

ClauseI6

OCOB

  • 162.CCOB noted that the clause provides that the Cabinet Secretary may designate a person as an Administrator of the Fund.However,Section 24(5)of thePMA is couched in mandatory terms, requiring the Cabinet Secretary to designate an administratorforapublicfund.

CornnitteeObservation

The C mittee agreed with the stakeholder.

Nakuru County Public Opinion Consultative Initiative

  • mandatcrycompliancebytheCabinetSecretarysincediscretionarylanguageweakens policy enforcement; therefore, the clause should read with binding oligation.

IPF

  • I64.The st.akeholder stated that the use of the word 'may' suggests the appointment of clause by changing the word 'may' to 'shall. Additionally, there is no specified qualification criteriaforadministratorin thebillasis thecaseforChiefExecutive Officer and the board members. The bill should specify minimum qualifications for the person delegated as the fund's administrator.Thiswill ensure the fund has a clear identified administratorwith explicit definedroles to avoidduplicationofroleswith theCEOand theboard.

ComrnitteeObservation

TheCorrrritteeagreodwiththestakeholder.

PWC

  • 165.The stakeholder noted that the structural ambiguity created may impede effective

the Fund is designed to attract.TheBill should adoptonemodel or the other,with appropriateconsequential amendmants throughout.

166.The Bill should either—

  • (a)remove thereference tosection24(5)ofthePFMAandestablishabespoke administrator role appropriate for a corporate entity (even if National Treasury is a shareholder),or
  • (b) restructure the Fund as a Treasury-administered national fund without corporate status.

CommitteeObservation

TheCommittee observed thatthe fundis establishedunderArticle 206(l)(a) of the Constitution an& section 24(4) of the Public Finance Management Act, Cap. 4l2A. The Committee wns of the opinion that there was no structural ambiguity.

ICPAK

167. The stakeholder proposed inserting additional wording to clearly define the respectiveroles andresponsibilities.

"The Administrator shall be the accounting officer for purposes of the Public FinanceManagementActbutshallnotinterferewithinvestmentdecisions,which remain theresponsibilityoftheBoard."

CommitteeObservation

The Committeenoted the stakeholder'sproposaland toresolve the potential overlap and conflicts,recommended that the CEo be the administrator of the Fund designated by the Cabinet Secretary under section 24(5) of the Public Finance Management Act, Cap. 412A.

NGEC

  • 168.The stakeholder proposed the deletion of the clause in its entirety and amending clauseI5(5)toindicatethattheChiefExecutiveOfficershallbetheAdministrator. Theynotedthatthebillclearlystatesthedutiesof theAdministrator.Thedutiesof the administrator which include clause 3l-opening of bank accounts, Clause 32expenditureof thefund andclause 36-keepingbooksofrecords are ordinarily the conventional dutiesoftheChiefExecutiveOfficer.

CommitteeObservation

TheCommitteeagreedwiththestakeholder.

Clause17

Cliffe[ekkerHofmeyr(CDH)

  • I69.The stakeholder proposed an insertion of a new subsection to strengthen public sectorrecruitmentgovernance.
  • "(2)TherecruitmentofofficersandstaffoftheFundshallbeunciertakenthroughthe PublicServiceCommission inaccordancewith theConstitution andapplicablewrittenlaw.

CommitteeObservation

TheCommitteewasofadifferentviewandrecommenccthattheBoard retainstheroleofrecruitmentofitsstaff.

lause18

KNCCI

  • 170."Tle stakeholder submitted that the Billfasno requirement for stakeholder consultationindevelopmentofinvestmentplanthcreforeanadditionofaprovision matingstructuredstakeholderprivatesectorconsultationforeapproval,was

CommitteeObservation

"The Committee noted the stakeholder'sprcposal andwasoftheview that thoCommittee'sproposedamendmenttoclausesI8and2!oftheBill providing for the investment plan and investment policy respectively being approvedbytheNationalAssemblywouftiaddressstakeholder requirementsinconsiclerationofbusinessesheforeit.

ICPAK

  • 17l.The stakeholderrecommended the inclusionofa sub-clause to enhancepublic participation and ensure alignment with national infrastructure planning.
  • "(4)TheInvestmentPlanshallbesubjecttopulicconsultationand shelbealigned totheNational InfrastructurePipeline."

CormmitteeObservation

TheCommitteenoted thestakeholder'spropsalandwasoftiviewthat the Committee'sproposed amendmenttoclauses 18 and 2of the Bill approvedbytheNationalAssemblywouldaddresstakeholder

RepoztofieDepartmental CommitteeonFinanceandNatiomeIFamringontheCovusideration ofTieAsfiona!InfrastructureFundBill,2026(NationalAssemblyBillNo.1of2026)

requirements in consideration ofbusinesses before it.

IPF

172. The stakeholder proposed including mandatory minimum contents for the investmentplanlikeprioritizationcriteria.Moreover,theclauseshouldalsoinclude a s transparency but also promotes accountability and public trust in the investment plan. Additionally, ensuring that Parliament approves the plan promotes oversight and ensurescfiective participation in the utilisation of funds.

CommitteeObservation

The Committee was of the view that the provisions in the clause were adequate.

ClauseI8

We Care

173. Inserting new subsections: 2. "(4) The InvestmentPlanshali be submitted to theNational Assemblyfor approval before implementation.

  • (5) The Investment Plan shall be subjected to public participation, including targeted youth consultationforums."

CommitteeObservation

TheCommitteeagreedwiththestakeholder.

PPRA

174. Insert newsub clauses 2. (g)the life cycle assessment and costing of the infrastructural project(s)

CommitteeObservation

The Committee was of the view that the provision was adequate in light of the proposed amendments by the Committee to cross-reference the Bill to the Public Private Partnerships Act, Cap. 430.

Clause I8(1)

KAM

  • 175.Amend Clause I8(l) to require that the Board adopt an investment plan based on the Medium-Term Plan (MTP). Aligning the Fund's investment plan with the MediumTerm Plan ensures coherence with national development priorities, prevents the proliferation of uncoordinated projects, and strengthens strategic planning.

ommitteeObservation

TheCommitteeohserved thatthestakeholder'sconcernsarealready takencare of.In arycase, theNational Assembly oversighttobe imbedded in theprocesswould address the concernsraised.

Clause 19

KMCCI

  • 176.The stakeholder observed that Performance metrics arenot clearlylinked to dvelopmentimpact.Aprovisiontoprovide thatperformancecontractsincludeboth finarcial return metrics and development impact metrics (jobs, MsME participation, cXpotgrowth,regionalintegration)was recommendedtoalignstheFund periormancewithnational economictransformationgoals.

ComrnitteeObservation

TiCommittee observed that the provision was adequate.

Cliffe Dekker Hofmeyr (CDH)

177. The stakeholder proposed safeguarding operativna! independence while 2. "(4)Performance contracts entered into under this section shall be based on the InvestmentPolicyapprovedunderSection2Iandtheinvestmentplanidoptedunder SectionI8,shallbelimitedtostrategic,financialandriskmanagenentbjectives,and shallnot interfere with or override the Board's statutory powers or independence in makirginvestmentandoperational decisionsunder thisAct."

CommitteeObservation

TheComimitteeobserved thattheprovisionwasadequate.

ICPAK

  • 178.The stakeholder proposei inserting a sub-clause to ensure that performance
  • evaluations reflect national development priorities and long-term economic cbjectives. (4)PerformanceCntractsshall includefinancialdevelopmental,ESG,andprivate

capital mobilization targ&ts."

ReportoftieDepartmentalComiceouFinanceandNatiomalFanningontheConsideration ofTheNrlionalInfrastructureFumdi2O26(NationalAssemlyBillNo.1of2026)

CommitteeObservation

The Committee observed that the provision was adequate.

Nakuru County Public Opinion Consultative Initiative

179. The stakeholder proposed amending the clause by addition of a subsection to provide that performance contract signing be conducted in public forums accessible the Controller of Budget shouldexercise oversightover Fund utilization since constitutional fiscal oversight mechanisms must be strengthened.

CommitteeObservation

The Committee observed that the provision was adequate.

Clause 19(3)(c)

MIZANI254

  • contracts be structured to minimize fiscal costs, contingent liabilities, and risks to the National Exchequer,and that Parliament be provided with an annual statement detailing all outstanding guarantees and associated fiscal risks. Regular parliamentary Government support measures. Without structured fiscal safeguards and clear disclosure requirements, exposure may remain uncapped, thereby undermining debt sustainability and increasing long-termfiscalvulnerability.

CommitteeObservation

The Committee observed that the provision was adequate.

Clause20

IEA

181. The stakeholder proposed amending the clauses to require that the investment plan,performance management framework and performance evaluations include indicators that measure project timeline adherence, cost performance,milestone progress and the projected effect of these factors on the Fund's capacity to meet its bond-repayment commitments. They noted that without KPls linked to repayment capacity,the Fund may fail to detect emerging cost pressures,schedule delays or underperformancethatweakenthecashflowsrequiredfortimelydebtservicing.This

ReportoftheDepartmental CommitteeonFinanceandNationalPlanningontheConsideration ofTheNationalInfrastructureFundBill,2026(NationalAssemblyBillNo.1of2026)

exposestheFundtoliquiditystress,increasesthelikelihcdofrepaymentshortfalls and undermines financial credibility.

CommitteeObservation

TheCommiteeeobservedthattheprovisionwasadequate.

Clause20

KNCCI

  • 182.The stakeholder observed that performance evaluationis cerrtralized under the Cabinet Secretary and therefore may limit independent Cversight,hence it was proposedthattheclausebe amendedtorequiresubmissionannualperformance and accountability.

ICPAK

  • 183.To strengthen legislative oversight and accountability, tse stakeholder proposed adding the followingsub-clause:
  • "(6)TheCabinetSecretaryshall tabletheannual performanceevaluationreport beforetheNationalAssemblywithin90daysofcompletion."

CommitteeCbservation

The Committaeroted the stakeholders'proposal tutwas of the view that theNational Asembly approval mechanismsforthreirvestmentplanand investmentpolicyrecommendedbytheCommittcewiladdresssomeof theconcernsothestakeholder.

Clause 21

KNCCI

  • 184.Thestakeholderraisedconcern that theclause doesnotprovidecapsonsector Xposure,leverage frameworks,Environmental, Social, and Governance (EsG) requirements, or public consultation mechanisms, which may expose the Fund to concentration and sustainabilityrisks.Therefore,to strengthen investor confidence and promote pruderrt portfolio management, the stakeholder recoimmended that the provisionbeamenddtoprovidefor:
  • i. sectorexposurelimits;
  • ii. project exposure caps;
  • ili. minimumleverageratios;
  • iv. ESGandcirnatesustainabilitystandards;and
  • V. mancatorypublicconsultationpriortoadoption.

ReportoftheDepartmezislCowmitteeonFinanceandNationalPlanningonfheConsideration oTheNationalInfrasfruchureFaundBill,2026(NatioralAssemblyBillNo.1of2026)

CommitteeObservation

The Committee noted the stakeholder'sproposal and agreed to adopt the minimum leverageratios tobeprovided for under clause 2I(2) of theBill.

KAM

185. Insert a new subclause requiring that at least 40% of construction materials for projects funded by the Fund be sourced locally, with preference for local firms, domestic manufacturing, enhances value addition, creates employment, and markets.

CommitteeObservation

The Committee agreed with the stakeholder but did not agree to specify a specific percentage.

Okoa Uchumi

186. Includerequirements that theFund's investment policy:

  • i. Aligns with principles of transparency, accountability, and prudent use of public resources;
  • ii. Establishes clear mechanisms for monitoring fiscal risk and contingent liabilities.

4. 187.Although the Bill provides a statutory foundation,it does not fully ensure constitutional compliance on substantive principles of public finance.Clear fiscal safeguards prevent the accumulation of hidden obligations and protect long-term sustainability.

CommitteeObservation

TheCommitteeobservedthattheNationalAssemblyapproval mechanisms recommended by the Committee will address the stakeholder'sconcerns.

Federation ofKenyaEmployers

  • 188.Amend Section 2I by inserting a new subsection 2lA as follows:

"21A(i)IndevelopingtheInvestmentPolicyandenteringintoormonitoringinvestment agreements under thisAct,theBoardshall ensurecompliancewiththeprovisions of the Investment Promotion Act and any other writtenlaw relating toinvestment and

ReportoftheDepartmental CommitteeonFinanceadNationalPlanningon theConsideration ofTheNationalInfrastructureFundBill2026(NaticwuAsscmblyBillNo.1 of2026)

infrastructuredevelopment.(i)TheBoardshallconsultrelevantregulatoryauthorities andnational agenciesresponsibleforinvestmentpromoticn,infrastructureplanning, andpublic-privatepartnerships.(ii)TheInvestmentPolicydevelopedunderthissection shall be alignedwith national infrastructure plans and shall be published in the Gazette andontheofficialwebsiteoftheFund."

189. Structured coordination ensures technical soundness, policy alignment, prevents duplicationofmandates,andenhancesthecredibilityandtransparencyoftheFund's investment operations.

ComritteeObservation

TheommitteeobservedthattheNationalAssemblyapproval mecimrisms recommended by the Cormittee willaddress the stakeholtler'sconcerns.

Clause21

Wefare

190. There are no sustainability or lifecycle cost requirements. Insert new paragraph (g): 2. "(g) life cycle costing analysis,climateresilience assessment,andprojected maintenance obligations for each proposed project."

ConmitteeObservation

Thenmitteewasof theviewthat theprcvisionasadequatein lightof theproposedamendmentsfytheCommiteetocoss-referencetheBill to thePublicPrivatePartnershipsAct,Cap.430.

Nairobi International Financial CentreAuthority(NiFCA)

  • 191.The stakeholder proposed amending the clause by inserting the following three newsub-clauses2A,2Band2Cimmediatelyaftersub-clause2-

"(2A)IndevelopingtheInvestmentPolicy,theardshallconsulttheNairobi International Financial Centre Authorityonmactersrelating to capital mobilization strategy, structuring of investment vehicles, international investor participation, and market access mechanisms.

  • (2B)TheFundshall leveragetheNairobi InternationalFinancialCentreasa platformfor-
  • a)international investoroutreach;
  • b)structuringand domiciliation of investmentvehicles;

ReportoftheDepartmentalCommitteeonFinanceandNationulFamingontheConsideration ofTheNationalInfrastructureFundBill,2026(NationalAssemylyBillNo.1of2026)

  • c) engagement with institutional investors; and

2. d)facilitation ofcross-border capital flows.

(2C) Nothingin thissection shall derogate from thefiduciaryresponsibility of the Board of the Fund or its accountability under this Act and other applicable public finance laws."

CommitteeObservation

T'he Committee did not agree with the staleholder and was of the view that the provisions of the Bill were adequate.

Cluse 2l(1)

Nakuru County Public Opinion Consultative Initiative

  • 192.The stakeholder proposed amending the clause to require mandatory nationwide public participation in development of the investment policy since public infrastructure accountability.

CommitteeObservation

The Committeeobserved thatthe Commitee'srecommendation thatthe clause be amended to provide for the National Assembly's approval would address the stakeholder'sconcerns.

IPF

  • 193.The stakeholder proposed amending the clause by inserting requirements for long-term direction and promoting accountability.

MIZANI254

194. The stakeholder proposed amending Clause 2l(l) to require that the Investment PolicybetabledbeforetheNationalAssemblyforreviewbeforeCabinetapproval. TablingtheInvestmentPolicybeforeParliamentensuresthat thestrategicdirectionof the Fund is aligned with national priorities and subject to representative oversight. Parliamentary involvement guarantees that the voices and interests of the public are reflected in the Fund's operations, rather than decisions being driven solely by executiveorpoliticalpriorities.

CommitteeObservation The Commi:teeobserved thattheCommittee'srecommendation thatthe clausebe2rrendedtoprovidefor theNationalAssorbly'sapprovalwould addresst:hestakeholder'sconcerns.

Clause 21(2)

ICPAK

195. The stakeholder proposed introducing additional sub-clauses to reinforce sustainable investment decision-making. 2. "(g)ESGand climate-risk integration standards." 3. projects."

CommitteeObservation

  • The Cormmittue agreed with the stakeholder.

KAM

196. Amend Clause 2l(2) to provide that priority sectors and proposed projects shall beguidedcxclusivelybytheMedium-TermPlans.TheMediun-TermPlansprovidea nationally approved development blueprint.Ensuring exclusive alignment promotes coherence, avoids duplication,and anchors the Fund within established national planningframeworks.

CommitteeQbservation

TheCommitteeobserved thattheCommittee'srecorrmenclationthatthe clausebeanerdedtoprovidefor theNational Assenly'sapproval would addressthiestalkeholder'sconcerns.

Clause 21(2)(f)

MIZANI254

197. The stakeholder proposed amending Clause 2l(2)(f) by inserting a requirement that the Investment Policy shall provide for exposure limits on Government guarantees, including defined limits per sector and per project; establish a national issuanceisalignedwithdebt sustainability thresholdsunder thePublicFinance

ReportoftheDepartmental CommitteeonFinaeadNationalPlanningCntheConsideration ofTheNationalInfrastructureFundBill,2026(iwmalAssemblyBillNo.o2026)

or a clear linkage to debt sustainability thresholds.Without clearly defined limits, the finances to elevated fiscal risk and potential long-termfiscal pressure.

CommitteeObservation

The Committee observed that the provision was adequate.

Clause 21(3)

Cliffe Dekker Hofmeyr (CDH)

198. The stakeholder proposed extending the investment policy cycle to accommodate long-term infrastructure financing by delecing the proposal and replacing therefor with:-

"An InvestmentPolicy shall be valid for a period of ten years and may provide for longterm projects whose investment horizon and recovery period extend beyond the policy period,subjecttoperiodicreview."

CommitteeObservation

The Conmittee observed that the validity period proposed in the Bill was reasonable as it is in line with the medium-term plan.

OfficeoftheAuditorGeneral

  • 199.The stakeholder noted that the Bill provides a wicie mandate to the Board on developing an investment policy and monitoring the investment agreements, without making reference to theInvestment Promotion Act(Cap 485B),which through Section27,providessimilarpowers totheNational InvestmentCouncil.Additionally, they stated that the functions of the Board as proposed under Clause 2l undermine oroverlaponthemandateandfunctionsoftheNationalTreasuryunderthe Directorate of Public Investment andPortfolioManagement.

Committee Observation

The Committee observed that there was no overlapbetween themandate oftheBoardandtheInvestmentPromotionAct.

PWC

  • 200.The stakeholder proposed amending the clause by inserting a new sub-clause requiring the investment policy to specify—-
  • (a) maximum proportion of Fund assets that may be allocated as loss capital or first-loss capital to de-risk projects;
  • (b) the criteria a approval process for deploying loss capital, inclucirg Board approvalanddisclosurerequirements;and
  • (c) reporting obligations on the utilisation and performance of loss capital in the Fund'sannual roport.

CommitteeObservation

The Committee observed that the provisiun was adequate.

Clause 22

KNCCI

  • 201.The stakeholder recommended that this provision requires publication of feasibility studies and project preparation summaries (subject to commerciaily sensitive redactions)so as to enhance investor confidence and accelerate financingprocesses.

PWC

202. PWC proposed amending the clause by establishing a Project Preparation Facility (PF") as a distinct allocation within the Fund; and require the Brd to develop guiclelines,subject to Cabinet Secretary approval,for recoveringF costs from project developers upon financial close or project commencement."hey noted that project preparationisacriticalbut oftenunderfunccd phase ofiirastructure development. Without a ring- fenced allocation and recovery mechanism, there is a riskthatpreparationcostswillerodetheFund'scapitalbaseorthattheFundwill

KAM

  • 203.Irsert a subclause establishing a mandatory Asset Transfer Framework and clear exit clauses for allprojects. The Bill is silent onasset lifecyclemaragement and transitionprocedures.Adefinedexitandtransferframeworkensurecrderlyhandover ofrnture assets to relevant Government Ministries,Departmients,or Agencies, safeguarding public interest and operational continuity.

koaUchumi

204. Mandate that all Fund projects be integrated within the national panning and bucigeting framework to ensure alignment with the Medium-Term Plan (MTP) and other public investment processes. International experience shows that infrastructure funds are most effective when fully integrated with existing planning systems. Without such integration, accountability may be fragmented, and off-budget contingent liabilities coule arise.

CormnitteeObservation

ReportoftheDepartmental CcwmmitteeonFinance andNatiavalPlanningontheCousideration ofTieNationalInfrastructureFundBill,2026(NationalAuswblyBillNo.1of2026)

The Committee noted the stakeholders'concerns and noted that there was needto cross-reference section 3l(l) of thePublic Private Partnerships Act since clause 22 replicates the provision. The Committee observed that the Fund will not be an implementer but will use the existing institutions to carry out the purpose of the Fund. Therefore, the administrative proposals would be acdressed during implementation in tandem with the existing Acts, for instance the Public Private Partnerships Act.

Clause 22(1)

ICPAK

  • 205.Thestakeholderrecommended the insertionofanewsub-clause toimprove
  • "(3) TheFund shallmaintain aPraject PreparationFacility to ensure high-quality feasibility studies and structuring

CommitteeOhservation

The Committee noted that this is adrministrative and will be addressed during implementation.

Clause 22

OfficeoftheAuditorGeneral

  • 206.The stakeholder proposed that the bill should make explicit cross-references to the Public Private Partnership Act, Cap.430,on value-for-money,affordability and multi-year commitments.Thiswill ensureviable,ankable projectsthatpassKenya's fiscal guardrails.

Committee Observation

TheCommitteeagreedwiththestakeholder.

Clause23

Cliffe Dekkker Hofmeyr (CDH)

  • 207.The stakeholder proposed an insertion of a new sub-clause to strengthen public sectorrecruitmentgovernance
  • "(3)In undertaking feasibility studies, the Fund shall assess the publicinterest in the project,including the social,economic,anddevelopmental impacts on communities, counties, and the nation, and shall conduct public participation in accordance with the

Corstiutionandconsultrelevantcountygovernments to ensurealignmentwithpublic policiesar:dcountydevelopmentplans."

ConmitteeObservation

Theowritteenoted thatclauseisareplicaofsection3l(2)oftlePublic Privateartnerships Act, thus it proposed the deletion of clause 23of the Bill.Thestakeholder'sconcernsareaddressedinthePpPframework.

PW

  • 208.PWC proposed amending the Clause to include mandatory consideration of impact couinty jurisdictions. Excluding county governments risks duplication of efforts, conflictwitdevolvedfunctions,andunderminestheconstitutional frameworkof devolution.

CornnitteeObservation

Theowrmiitteenoted thatclauseisareplicaofsection3l(2)oftheualic

Private Paenerships Act, thus it proposed the dleletion of clause 23 of the

Bill.Thostakeholder's concerns are addressed inthepPramework.

KNCCI

  • 209.The stakeholder observed that commercial viability assessments are netexplicitly linked to fiscal risk management. Accordingly, the stakeholder recommsncied an additionalorovisionthatrequiresthat all feasibilitystudiestoincludevalue-or-money, fiscal risk, and affordability assessments to protect public finances ard enhance project discipline.

Comrnicteebservation

The Committee observed that the provision, together with che Committee'sproposedamendments,would addressthe stakehoiuier's concerns.

Nakuru CountyPublic Opinion Consultative Initiative

  • 210.The stakehoider proposed amending the clause to require feasibility studies to inclucc project completion tirvelines and analysis of economic shocks including inflationary pressure and currency depreciation since financial sustainability requires riskforecasting;further,land acquisitionshouldbeundertakenby theNationaLand Commission since its constitutionalmandate ensurespromptand fair compensation toaffectedpersons.

IPF

ReportoftheDepartmental CommitteeonFinanceandNationalanningontheConsideration ofTheNationalInfrastructureFundBill,2026(NationalAssemblyMillNo.1of2026)

  • 211.IPF proposed deleting the proposal in its entirety. They noted that the Fund's role mandate of the Public Investment Management Unit (PiMU). Such duplication not only crcates institutional ambiguity but also threatens to dilute accountability by dispersing responsibility across multiple bodies with substantially similar functions.

MIZANI 254

212. The stakeholder proposed amending Clause 23 to require that all feasibility studies and value-for-money analyses conducted under this Clause be published on a publicly accessible platform before final investment approval, including key findings on technical,legal,environmental,affordability,andvalue-for-money assessments. 213. Infrastructure projects are long-term and capital-intensive, often creating significant promotesinformedpublicscrutiny,andreducestheriskofeconomicallyunviable or politically driven "white elephant" projects. Public access to feasibility studies strengthensinvestorconfidence.

CommitteeObservation

The Committee agrecd with the stakeholders to delete the clause.

Clause 23(2)

ICPAK

  • 214.The stakeholder proposed additional sub-clauses to promote fiscally prudent and economicallysoundinvestmentdecisions.
  • "(f)a value-for-money assessment comparingdelivery options includingPPPs, concessions,andpublicprocurement.

"(g)a fiscal risk assessment consistent with the PublicFinance Management Act."

CommitteeObservation

The Cornmittee agreed to delete the clause because it is a replica of section 31(2)ofthePublicPrivatePartnershipsAct.Therecommendationis to retain thePPPDirectorate and the attendant safeguards under the Act.

Clause 23 (2)

We Care

  • 215.The clause mentions environmental and economic impacts, but not fiscal exposure ortariffaffordability.AmendClause23(2)toaddnewparagraphs:

ReportoftheDepartmental CommitteeonFinanceandNationalPanningontheConsideration ofTheNationalInfrastructureFundBill,2026(NationalAssenblyBillNo.1of2026)

  • (f)assessmentofcontingentfiscal liabilitiestothenationalgovernment;
  • (g)projected tariff or service costimpactson households;
  • (h) expected youth employment creation and skills transfer outcomes."

Committe:Observation

The Comritree agreed to delete the clausebecause it is areplica of section 31(2) of the)ublicPrivate Partnerships Act.The recominendation is to retaintheDirectorateandtheattendantsafeguards&ndertheAct.

Clause 23 (2)

WeCare

  • 216.The clause mentions environmental and economic impacts,but not fiscal expxosue or tariff afforinbiiy.AmendClause23(2) toaddnewparagraphs:
  • "(f) assessient of contingent fiscal liabilities to the national government;
  • (g) projected tariff or service cost impacts on households;
  • (h) expected youth employment creation and skills transfer cutcomes."

Committeeobservation

The Commitoegreed to delete the clause because it is areplica of section 31(2)of thePubiicPrivatePartnerships Act.The recommendation is to retainthePirectorate and the attendantsafeguardsunder theAct.

Clause24

IEA

  • 217.The stakeholver proposed amending the clause by inserting a new sub-clause independentexpertandbepublishedontheFund'swebsite,published andpublicized and submitted to Parliament within thirty days of completion for review and apprcval. They notedthat theabsenceofsucha requirement hasinthepastenabled theapproval safeguardtheFundl'scapitalbase.

OfficeoftheAuditorGeneral

  • 218.The stakeholder noted that the clause should align with the provisions of thePublic Procurement and Asset Disposal Act (PPADA),2015 and its 2020 Regulations,

Reportof theDeparrumcniI Cosmmiflee onFinance andNational PlanningonfieConsideration ofTheNationalInfrasfrvcureFund!Bill,2026(NationalAssemblyBillNo.1o2026)

including mandatory e-GP usage; and, where a transaction is structured as a Public Private Partnership, the Public Private Partnerships Act, 2021 must prevail.

PWC

  • the Fund comply with thePublicProcurement and AssetDisposal Act Cap. 412Cwith any sector-specific modifications beingmade through regulations issued under PPADA, ratherthanundertheBill.

KNCCI

  • 220.The stakeholder submitted that procurement safeguards are currently depencient on subsidiary regulations, which may create risks of opaque project allocation; therefore,itwasrecommended that the clause be amended to require all projects to be procured through open, competitive, and transparent processes consistent with applicable procurement and PPP laws so as to enhance integrity and investor confidence.

IPF

221. The stakeholder proposed amending the proposal to inclucie Farliament oversight intheapprovalofthestandards.Theynotedthereisneedsetboundarieson the powers of theCabinet Secretary and require allprocedures to be consistentwith existingprocurement,PPP andPFM frameworksnotunder eiscretionof thecabinet secretary.

CommitteeObservation

TheCommitteenoted thestakeholder'sconcernsandrocommended the deletion ofthe clause and to provide for the CabinetSecretary for the National T'reasury to prescribe standards and procedures on practice matter.The Committeewas oftheview thatas currentlycouched,there is need tohave substantive provisions prescribed and for the operational rolestobeefttothePPPframework.

Clause24(e)

Nakuru County PublicOpinion Consultative Initiative

  • Participation Act, 2025 since structured engagement enhances consistency and legal compliance.

Committee Observation

The Committee noted the stakeholder's concerns and recommended the deletion oftheclause and to provide for the Cabinetecretary for the National Treasury to prescribe standards and procedures on practice

ReportoftheDeparmentalCommitteeonFinanceandNationalPlanningontieConsideration ofTheNationaIImfastructureFundBill,2026(NationalAssemblyBillNo.1of2026)

elementsin thedevelopmentof theinvestmentplan and anyotherrelevant matter.TheCommitteewasoftheviewthatascurrentlycouchd,there isneedtohavesubstantiveprovisionsprescribed andfor theorational rolestobelefttothePPPframework.

Clause 24 (2) PWC

  • public participation at the project iclentification and feasibility stages, and all matters in clause 24 with clear timelines and mechanisms forpublic input.

ICPAK

224. The stakeholder prposed the insertion of a new sub-clause to enhance transparencyandaccountability.

"(mandatorypublicationofprojectsummaries,feasibilitystudyfindings,and nationalsecurityorcommercialconfidentiality."

KenyaFederation ofEmployers

  • 225.Amend Section 24(2) to reatl:"The Cabinet Secretary may issue general policy guidelinestotheFund,butsuchguicelinesshallnotextendtospecificinvestmentdecisions, asset allocation,or project approvals." This amendment maintains operational independence at the board level while allowing strategic alignment with national development objectives. Insulating investment and project decisions from cirect governmentinterventionpreserves financial integrity andpreventspoliticizationof Fund operations.

CommitteeObservation

TheCommitteenoteitnestakeholder'sconcernsandrecommerledthe deletion of the clause and to provide for the Cabinet Secretary for the National Treasury to prescribe standards and procedures Or practice elementsinthedeveloprnentofthe investrnentplan and anyotherrelevant matter.The Committeewasof theviewthatascurrentlycouehe,there is need tohave substartiveprovisions prcscribed and for theOyerational rolestobelefttothepPframework.

Clause 24 (2)

Katiba Institute

226. Amend to provide that the Cabinet Secretary prescribes general standards and of a project, inciuding planning, development, implementation, monitoring and evaluation.This ensures active and meaningful involvement of the people throughout a project cycle.

CommitteeObservation

The Committee noted the stakeholder's concerns and recommended the deletion of the clause and to provide for the Cabinet Secretary for the National Treasury to prescribe standards and procedures on practice elements in thedevelcpment of the investment plan and any other relevant matter.The Committee was of the view that as currently couched, there is need tohave substantive provisionsprescribed and for the operational roles to be left to the PPP framework.The public consultation concerns willbeaddressedunder thePPPregime.

We Care

  • 227.Public participation is mentioned but not defined or enforceable. Insert a new subsection:
  • "(3) Regulations made uncler this section shall prescribe minimum public disclosure standards, including publication of feasibility studies, projected project costs, financing structure, and expected fiscal exposure."

CommitteeObservation

The Committee noted the stakeholder's concerns and recommended the deletion of the clause and to provide for the Cabinet Secretary for the National Treasury to prescribe standards and procedures on practice elements in the development of the investment plan and any other relevant matter. The Cornrnittee was of the view that as currently couched, there is need to have substantive provisions prescribed and for the operational roles tobelefttothePpPframework.Thepublicconsultationconcerns will beaddressedunder thePPP regime.

Clause 24(2)(c) MIZANI254

228. The stakeholder proposed amending Clause 24(2)(c) to require the Cabinet Secretary to prescribe mandatory disclosure requirements, including timelines, formats,and minimum public disclosure periods for feasibility studies and project rate of returnprepared under Clause 2l(2)(d) be tabled beforeParliament andmade

ReportoftheDepartmental Conmittee onFinanceandNationalPlanningontheConsideration ofTheNationalInfrastructureFundBill2026(NationalAssemblyBillNo.1of2026)

publicbeforeapproval.Noprojectaboveaprescribedfinancial thresholdshall be approved unless feasibility findings have undergone a minimum public disclosure period.

229. Additionally, structured disclosure requirements and parliamentary tabling enhance disclosureperiod ensures thatlarge-scaleprojects are subjected toadequate scrutiny before bindingfinancial commitments are made.These safeguards promote value for money, improve decision-making, and strengthen protection of the National Exchequer. helps prevent inflated project costs anai protects taxpayers from unsustainablefinancialobligations.

CommitteeObservation

TheCommitteenotedthestakeholcer'sconcernsandrecommentetie deletionoftheclausealndtoprovieiefortheCabinetSecretaryfortli@ NationalTreasurytorescribestandardsandproceduresonpractie elementsinthedeveloprnentcftheinvestmentplanandanyotherruevat matter.TheCommitteewasotheviewthatascurrentlycouched,the isneed tohavesubstantiveprovisionsprescribedandfor theoperaticrial rolestobelefttothePppfrawrework.

Clause25

OCOB

  • 230.OCOBnoted that theclausegives theCabinetSecretary thepower toissue Government support measures, inciuding guarantees, letters of credit, partial risk guarantees, and political risk insurance. However, these instruments have fiscal implicationsandmaycreatecontintliabilitiesfortheGovernmentastheBilles notexpresslyprovidefor:
  • a.Parliamentary approval of guarantees asrequired underArticle 2llof the ConstitutionandthePFMA;and
  • b. Recording and reporting of contingent liabilities.

231. COB proposed aligning the Bill with section 50 of the PFMA on public debt and issuanceofguarantees.

CommitteeObservation

TheCommitteenotedthatclause25oftheBillprovidesforGovernren SupportMeasures.TheCommitteerecommenrledthat theprovisitn needed to be aligned to the Public Private Partnerships Act,inclucing section 36,on the limitationofcontingent liabilities and thenecessary safeguardstoaddressthestakeholiers'concerns.

ReportoftheDepartmental CommitteeonFinanceandNationalPlanningOntheConsideration ofTheNationalInfrastructureFundBill,2026(NationalAssemblyBillNo.1of2026)

OfficeoftheAuditorGeneral

  • 232.The stakeholder noted that to prevent generation of off-balance-sheet liabilities and hidden debt.Theyproposed that the bill should make issuance of debt instruments conditional on the National Treasury's ex-ante fiscal-risk clearance and the annual Debt Management Strategy under the PFM Act, 2012. Additionally, it should also requirefull compliancewiththePublicPrivatePartnershipsAct202l,tests onvaluefor-money, affordability and contingent-liability limits before any support is granted and mandate annual disclosures toParliament of all outstanding support. This will sustainability.

CommitteeObservation

The Committeenoted thatclause 25 of theBill provides for Government Support Measures. The Committee recommended that the provision needed to be aligned to the Public Private Partnerships Act, including section 36, on the lianikation of contingent liabilities and the necessary safeguards toaddress thestakeholders'concerns.

PWC

  • 233.The stakeholder proposed amending the clause by:
  • (l) Inserting a new subosection requiring that all contingent liabilities arising from governmentsupportmeasuresbe-
  • (a) Disclosed in the Fund's annual reports,with details of the nature,value, beneficiary, and risk profile of each guarantee or support instrument; and
  • (b) Reported in the National Treasury's annual debt management report to Parliament.
  • (2) Inserting a new subsection specifying that the aggregate value of contingent liabilities arising from government support measures shall be subject to the national debtceilingestablishedunder thePublicFinanceManagementAct;
  • (3) RequiringtheCabinetSecretary tomakeregulationsprescribing:
  • (b) The form and content of disclosures;
  • (c) The methodology for valuing and reporting contingent liabilities.

CommitteeObservation

TheCommitteenoted thatclaus2oftheBillprovidesforGovernment SupportMeasures.TheComnitteerecommendedthattheprovision needed to be aligned to the Public rivate Partnerships Act,including section 36, on the limitation of contingent liabilities and the necessary safeguardstoaddressthestakehoicir's'concerns.

KNCCI

  • 234.The stakeholder raised a concern that there is no cap on contingent liabilities or mandatorydisclosureframework.Toprotect fiscalsustainabilityandenhance transparency,itwasrecommended thatheclausebeamendedto:
  • i. introduce ceilings on contingent liabilitics subject to parliamentary approval;
  • ii. requireindependentrisk assessmentpriortoissuance;and
  • ii. mandateannualpublicdisclosureofguaranteesissued,

ommitteeObservation

TheCommitteenotedthatclause25otheBillproviclesforGovernment SupportMeasures.The Comnittcercomrnerced that the provision nceded to be aligned to the PuiiicPrivate Partnerships Act, including section36,onthelimitationofcantingentliabilitiesandthenecessary safeguardstoaddressthestakehyoidiars'concerns.

ICPAK

  • 235.The stakeholder recommended insertion of new sub-clauses to strengthen fiscal riskmanagementandtransparencyasfoliows:-
  • "(4) All Government support measures shall be recorded, disclosed, and managed withinnationalcontingentliabilityceilings."
  • "(5)TheCabinetSecretaryshallpublishanannual statementoffiscalrisksarising fromGovernmentsupportmeasures."

CommitteeObservation

TheCommitteenotecl thatclause25oftieBillprovidesforGovernment upportMeasures.The Committee recomrnended that the provision needed to be aligned to the Public PrivatePartnerships Act,including section 36,on the limitation of contingent liahilities and the necessary safeguardstoaddressthestakeholders'concerns.

MIZANI254

ReyortoftheDepartmental CommitteeonFinanceandNiamalPlanningonthicConsideration OTheNationalInfrastructureFundBill,2026(NationalAsscrnblyBillNo.1of2026)

  • support measures, including guarantees issued by the Cabinet Secretary, shall be subject to the exposure limits and risk management framework established under the Investment Policy; that the Act shall prescribe an explicit aggregate ceiling on the total Government support measures that may be issued under this Clause; and that all guarantees issued shall be incorporated into theMedium-TermDebtStrategy and reported as contingent liabilities.They stated that in the absence of an aggregate cap, contingent liabilities may crystallize into direct public debt, thereby creating hidden fiscal pressures for future taxpayers. Integrating guarantees into the Medium-Term Debt Strategy enhances transparency and ensures that exposure is assessed within the broader public debt rmanagementframework,consistent with the principles of fiscal responsibilityunder thePublicFinance ManagementAct.

237. Additionally, the stakeholder proposed the amendment to require that any above a prescribed financial threshold shall receive prior approval of the National Assembly before issuance. The Fund may issue guarantees that create future debt obligations. Parliamentary approval for high-value contingent liabilities strengthens fiscaloversightand ensures that significantfinancialcommitments are subjected to democratic scrutiny,consistentwith Article 20l of the Constitution of Kenya,which

CommitteeObservation

The Committee noted thatclause25oftheBillprovidesforGovernment Support Measures. The Committee recommended that the provision needed to be aligned to the Pulic Private Partnerships Act, including section 36, on the limitation of contingert liabilities and the necessary safeguards to address the stakeholders'concerns.

Okoa Uchumi

238. Introduceprovisionsto:

  • i. Limit exposure to contingent fiscal liabilities;

3. ii.

  • ili. Incorporate riskmanagement frameworks in the Fund's operations.

239. The Bill does not currently address long-term fiscal risks. Without limits and oversight,theFundcouldgenerateoff-balance-sheetobligationsthatcreatehidden and accountabilityinlinewithconstitutional publicfinanceprinciples.

CommitteeObservation

TheCommitteenoted thatclause25oftheBillprovidesforGovernment SupportMeasures.The Committee recommended thattheprovision neeaed to be aligned to the Public Private Partnerships Act,including section 36 on the limitation of contingernt liabilities and the necessary safeguardsto address thestakeholders'coricerns.

Cluse25

We Care

  • 240.Insertnew subsections:
  • "(4) Government support measures issued under this section shall not exceed I.5 percent of Gross DemesticProduct in any financial year.
  • (5) Any guarantee exceeding KShsl0 billion shall require prior &pproval of the National Assembly."

CorrnitteeObservation

Theommitteenoted thatclause25otheilprovides for Government SupportMeasures.TheCommitteerecomrendedthat theprovision neered to be aligned to the PublicPrivate Partnerships Act,including section 36,on the limitation ofcontingentiabilities and the necessary safeguercls to address thestakeholders'concern5.

Clause 25(l)-Government Support Measures

KAM

241. Delete paragraph (a) of subclause (l) relating to binding undertakings. Binding undertakings may crystallize intopublic debt and obscure the Government's true fiscal exposureifnot transparentlyrecorded.Deletionsafeguards fiscalsustainability, preserves parliamentary oversight, and protects public resources from unintended contingentliabilities.

CornmitteeObservation

TheCommitteenotedthatclause25oftheBillprovidesforGovernment Support Measures.The Committee recommerced that the provision needed to bealigned to the PublicPrivate Partnerships Act,including section36on thelimitationofcontingent liabilitiesandthenecessary safeguardsto address thestakeholders'concerns.

NewProvision

CliffeDekkerHofmeyr(CDH)

ReportoftierepartmentalCommitteeonFinanceandNatior&lFingontheConsideration ofTheNrficomalInfrastructureFundBill,2026(NationalAssenlyBilNo.1of2026)

  • 242.The stakeholder proposed insertion of a new clause immediately after Clause 25 as follows: -

"25A. (l) The Fund shall undertake all procurement of goods, works, and services through the Government e-Government Procurement system in accordance with applicable procurementregulations.

  • (2)TheFundshall ensurethatall projectsuncerkenunderitsapprovedworkplan are procuredandimplemented inaccordancewiththePublicProcurementandAssetDisposal Act (Cap. 412C) and any other applicable written lew."

CommitteeObservation

TheCommitteenotedthestakeholder'sproposalandnoted thatthe provisions of the PPP framework address the stakeholder's concerns.

Clause 25 (2)

Katiba Institute

  • 243.Amend to provide that any Government Support Measures issued by the Cabinet development provided for under Article I0 of the Constitution.

ComnitteeObservation

The Committee noted thatclause 25 of theBillprovides for Government Support Measures. The Committee recommended that the provision needed to be aligned to the Public Private Partnerships Act, including section 36, on the limitation of contingent liabilities and the necessary Safeguardstoaddress thestakeholders'concerns.

Clause 26

OCOB

  • 244.OCOB noted that the Bill does not expressly provide for the submission of quarterly and annual reports to theController of Budgetgiven the constitutional the clause toprovidefor theFundAdministrator to submitquarterlyreports to the ControllerofBudget.

CommitteeObservation

The Committee noted the stakeholder's proposal.

CliffeDekkerHofmeyr(CDH)

  • "(4)TheFurdshall submitquarterlyfinancialandperformancereportsdirectly tothe NationalAssemblywithinthirty(30)daysoftheendofeachquarter."
  • 245.The stakehiolder proposed an amendment to the provision by inserting new subsections so as to strengthen direct parliamentary oversight and transparency.
  • "(5)TheannualreportoftheFundshallbesubmittedtotieNationalAssemblywithin three(3)monthsaftertheendofeachfinancialyearandshulbelaidbeforetheNational Assembly by the Cabinet Secretary within fourteen(14) cys of receipt."
  • "(6)Reportssubmittedunderthissectionshall includeinformationontheimplementation financia position, risk exposure,and contingent liabilities of the Fund."

CommittceObservation

TheComrreenotedthattheclausewasadequate.

KNCCI

246. The stakcholder recommended that project-level dashboards be published showing financial performance, implementation prcogress, cos: coverruns, and return metricssoastostrengthenpublicaccountabilityandrmarketconidence.

ICPAK

The stakeholder proposed an addition of a new subclause to the clause to promote openness and stakeholder accesstofirrancial infomation.

  • "(4)TheFund shall publishquarterlyinvestmentperformance reports onits website."

CommitteeCbservation

TheComritteenotedthattheclausewasdequate

WeCare

247.Insertanew subsection:

  • andpublishthemonitswebsite."

CommitteeObservation

The Comimittee agreed with the stakeholder to the extentofpublication othereportsn theNational Treasury'swebsite.

ReyortoftheDepartmentalCommitteeonFinance&ndNationalPlanningontheConsideration of1heNationalInfrastructureFundBill,2026(NulionalAssemblyBillNo.1of2026)

Clause 26(2)

OCOB

  • 248.The stakeholder submitted that Clause 26(2) of the Bill provides that the Cabinet Secretary may\_ make half-yearly reports to Cabinet and annually to the National Assembly.However,COB noted thatArticle 20l(a) & (e) specifically provide for fiscal reports to the Controller of Budget.This is a mandatory constitutional duty therefore, they proposed amending the clause to require the Cabinet Secretary to submit quarterlybudget implementation reports to the Controller of Budget.

CommitteeObservation

The Committee noted the stakeholder's proposal.

Katiba Institute

  • 249.Amend to have the word "may" replaced with "shall", to make the provision of the Bill concerning counties are eliminated.

CommitteeObservation

The Committee agreed with the stakeholder on the proposal to replace the word "may"with "shall.However, it disagreed with the stakeholder on the view that the Bill concerns county governments thus requiring reports to be submitted to both Houses of Parliament.

Clause 27

KNCCI

  • 250.Thestakeholderrecommended amendmentof the clausetorequirepublication of provisions are not sufficiently detailed, whereas publication would enhance investor predictability and public accountability.

Katiba Institute

251. Amend to require the publication and publicizing in not only the National 2. Treasury's Website but also in two newspapers of nation-wide circulation.

CommitteeObservation

The Committee agreed with the stakeholder.

We Care

  • 252.Disclosure requirements are limited to financia! statements.

Insert a new paragraph:

  • liabilitiestobeissuedunder theFund."

CommitteeObservation

Te Committeewasof a differentview that theproposal needed notbe previded for in the Bill.

Clause 27(1)

Ciiffe Dekker Hofmeyr (CDH)

  • 253.The stakeholder noted thata clear andpreciseeislative draftingis essential to avoidambiguityandensureeffectiveimplemention.Accordingly,thestakeholder and ease interpretationby deleting theword"rnak"so that it reads:-

"TheCabinetSecretaryshallpublishandpubiciseOntheNational Treasurywebsiteor suchotherinformationplatforms as maybeocessibleto thepublic."

ComnitteeObservation

TheCommitteeagreedwiththestakeholdr.

ICPAK

254. The stakeholder proposed introducing additional sub-clauses to strengthen sustainablefinancereportingstandards. 2. "(a)portfoliocompositionby sector and instrument; 3. (b)investmentperformance againstbenchmarks; 4. (c)project-level impact indicators; 5. (d)ESGandclimate-riskdisclosures."

ComnitteeObservation

TheCornmitteewasoftheviewthat theprovisionwasadequate.

Clause28

KNCCI

  • 255.The stakeholder recommended amendmentof theclause torequireannual indepcndentperformanceauditsinadditiontofinarcialauditssincefinancialaudits alone clo not assess operational efficiency or value-ior-money, whereas performance auditswould strengthen institutional accountability.

CommitteeObservation

ReportoftheDepartmentalCommitteeonFinanceandNations!PsmirgontheConsideration ofTheNaiowalInfrastructureFundBill,2026(NationalAssenlyMllNo.of2026)

The Committee noted the stakeholdersproposal butwas of theview that the Public Audit Act provides for the stakeholder's concermns.

ICPAK

256. The stakeholder recommended inserting a sub-clause to reinforce integrity and enhancegovernancetransparency.

interestdisclosures."

ConmitteeObservation

The Committee observed that the proposal fell outside the scope of the provision.

Clause 28(c)

Nakuru County PublicOpinion Consulcative Initiative

  • from using Fund resources to advance personal, family,or associated corporate interests since conflict of interestundermines integrity ofpublicfunds;accordingly, suchconductshouldbe expresslyprohibited.

CommitteeObservation

The Committee noted the stakeholder's concerns but was of the view that the provision was adequate.

Clause 29

OCOB

  • 258.OCOBstated thatClause 29provides thatthesources offundsincludeproceeds from privatisation and the disposal of government assets.However, the Bill does not explicitly provide for the exclusion of money from the Consolidated Fund. They proposed thattheseproceedsfirstbedeposited into theConsolidatedFundbefore being transferred to the Infrastructure Fund.Additionally,the COBnoted that the Fundisnotestablished asaFund underSection24ofthePublicFinanceManagement Act (CAP 412A), but as a corporate entity. Therefore, the exclusion under Article 206(I)(a) of theConstitution doesnot apply.
  • 259.Further, the COB noted that the provisions under clauses 5 & 29 of the Bill raise by the Controller of Budget (COB) and treatment of withdrawals and expenditure.

CommitteeObservation

Repowtof theDepartmental Committee onFinanceand NationalPlanningontheConsideration ofTheNationalInfrastructureFundBill,2026(NationalAssemhlyBillNo.1of2026)

TheConnrriiteenoted thestakeholder'sconcersand toprovideclarity recommencodthatclause4oftheBillbeamendd toclearlyprovidethat the Furd is established under Article 206(l)(a) of the Constitution and section24(4)of thePublicFinance ManagementAct,Cap.412A.

OfficeoftheAuditorGeneral

  • 260.The stakelitlder noted that the bill has not made provision for budget estimates of theFundandinparticular,failstoprovidethattheEstimatedshall besubmitted to the CabinetSecretaryforreviewandsubmittedtotheNationalAssemblyinaccordance willbedeermedi tobewithdrawnfromtheConsolidatedFund inaccordancewith Article 206of te Constitution andrequire approval of the Controller of Budget and auclitbytheAuditor-General.

CommittoeObservation

TheComriteeagreedwiththestakeholder.

PWC

  • as sd s s from privatisationsspecifically designated byParliamentfortheFundmaybe credited quantum ofprivatizationproceedsreceived.Without thisimiation,thereis a riskthat privatisation proceeds intended for other purposes(such as dleficit reduction or social programmes) could be diverted to the Fund without pa?liarnertary scrutiny. Clarity andreportingrequirementswould enhancefiscal transparencyand accountability.

Committeebservation

The Commitcee was of a different view not to adopt he roposal and that theprovisionintheBillwas adequate.

KNCCI

  • 262.Thestakeholderrecommendedamendmentof theclause throughinsertionof a and prohibiting use for recurrent expenditure since absence of statutory restrictions may allow diversion of funds, whereas ring-fencing would protect the infrastructure financingmandate.
  • 263.Additionally,thestakeholderrecommendedamendmentof theclause torequire allocation of ar: least I0% of annual funds to project preparation and feasibility

development since the Bill does not guarantee pipeline funding, whereas reserving such allocations would strengthen project bankability and readiness.

CommitteeObservation

The Committee was of a different view not to aaopt the proposal and that theprovisionintheBillwas adequate.

ICPAK

264. The stakeholder proposed inserting a sub-clause to ensure predictable capital inflowswhilebalancing debt management considerations.

"(e) a minimum of 70% of net privatization proceeds shallbe transferred to the Fund,withthebalanceappliedtopublicdebtreduction.

CommitteeObservation

The Committee was of a different view not to aciopt the proposal and that the provision in the Bill was adequate.

IPF

  • 265.The stakeholder proposed deleting the clause in its entirety.They noted that this proposal directly contradicts the framework estaslishied under section 54 of the Privatization Act2025,which provides thatproceedsfrom privatizationare to be channeled into the Consolidated Fund. Redirecting privatization proceeds to the NIF throughsubsidiarylegislationor anordinarystatutoryciausewouldcreatelegal conflictandunderminelegislativecoherence.In theabsenceofaformalamendment to the Privatization Act, such a provision would be legally untenable.

CommitteeObservation

The Conmittee agreed with the stakeholder.

We Care

  • 266.To prevent the Fund from becoming an unchecked fiscal drain.Insert new subsection:
  • "(2) Appropriations from public funds to the Fund shall not exceed 0.5 percent of National Assembly."

CommitteeObservation

The Committeenoted thestakeholder'sproposal butnoted thatadequate checksareintheBilltoaddressthestakeholder'sconcerns.

Katiba Institute

267. Re-classify the Bill as a Bill concerning county governments. Amend the Bill to make ofprojectsundertheund. 2. 268.Amend the Clause to specify that parliament appropriated funds for the Fund shall be drawn from the National Government's equitable share of revenue raised nationally.

ComnitteeObservation

TheCommitteenotedthattheBillisnotintendedtoffectthefunctions andpowersafcountygovernmentsassetoutintheFaurthScheduletothe Constitution.

arse 29 (b)

JudeMuthee

  • 26%. The stakeholder stated that clause 29 (b) is unconstitutional as the National

CommitteeObservation

ThComwitteewasofadifferentviewthatclause29(u)isnot uconstitutionalasitallswithinthemandateoftheMtivwalAssembly underArticle95(4)(b)ofthe Constitution.

Nakuru County Public Opinion Consultative Initiative

  • 270.The stakeholder proposed amending the clause to require Parliament to since predictable financing would ensure sustainable infrastructure development. Further,the stakehollerrecommended thatthreepercent(3%)ofFundresourcesbe allocated for administrative expenses since operationalsustainability requires reasonable administrative funding controls.

CommitteeObservation

TeCommitteewasofadifferentviewthattheprovisionwasadequate.

Clause31 KatibaInstitute Amend to expressly require that the Fund's bank accounts be opened and maintained at the Central Bank of Kenya. Require also that any and all accounts operated by the Fund be linked to theNational TreasurySingle Account.

Committee Observation

The Committee observed that the Public Finance Management Act, Cap. 4I2A, addresses the stakeholder's concerns.Section 28(l) of the PFM Act provides that, "The National Treasury shall authorise the opening, operating and closing of bank accounts and sub accounts for all national government entities in accordance with regulations made under [the] Act" whereas section 2a(2) provides that,"The National Treasury shall establish government entities shall be deposited and from which all payments of money to or on behalf of national government enticiesshail be made". The Committee's proposed amendment to clause 4 to provide that the PFM

KenyaFederation ofEmployers

  • 27l. Amend Section 31(3) by inserting a new subsection: "(3) The monies, assets, investments,andincomeoftheFundshallberingfenced andshall notbecommingledwith unrelated purposes, strengthens investor assurance, and ensures that capital

CommitteeObservation

The Committee was of a different view that the provision was adequate and that the stakeholder's concerns are rightfully addressed.

New sub clause 32 (b)

IEA

  • 272.The Institute proposed inserting Clause 32B requiring prompt payment within set timelines and quarterly reporting of pending bills. They noted that introducing promptexpectationsapplied toothernational funds.

CommitteeObservation

The Committee was of a different view that prompt payment is addressed in other legal regimes, for instance the Public Procurement and Asset Disposal Regulations, and that there was no need to provide for it in the Bll.

SunsetClause

RegortoftheDepartmewialCommitteeonFinanceandNationalPlanningontheComsideration C1heNationalInfrastrvctureFundBill,2026(NationalAssemblyBillNo.1 of2026)

  • 273.The institute submitted that the Bill contains no sunset, expiry or mandatory review clause. Without a sunset or mandatory review clause, the Fund may continue indefinitely even if it becornes financially unsustainable,accumulates contingent liabilitis, underperforms on investments or exhibits governance failures. This exposes the State to escalating fiscal risk, erosion of public value and long-term debt-servicing vulnerability.

274. They proposed inserting a new Clause 38 - Sunset and Mandatory Review, governance,contingent liabilities and bond-repayment capacity, with provisions for Parliamntary renewal, amendment or discontinuation and a structured six-month wind-down trigger.

CommitteeObservation

The Committee was of a diferent view that there was no neer to p"ovide for suncet or review claure in order to boost investor confidence inche Fund. In any case, there are safeguards in case the Fund fails to carry out its statutorymandate.

Clause32&33

OfficeoftheAuditorGneral

275. The stakcholder noted that the structure as proposed bypasses the Controller of Budget's mandate to authorize withdrawals from public funds. This creates a legal loophole where funds could be moved without the constitutional and PFM Act, 2012 thresholds.

CommitteeObservation

TheCommitteenoted thestakeholder'sproposal.

Clause 33

CliffeDekkerHofmeyr(CD)

  • 276.The stakeholder recommentled deletion of the proposal and substitution therefor with:-

"Withdruwals from the Fund shall only be for the purposes for which the Fund is established under thisActandshall notbe usedtofinancesocial,political,or oternoncommercial initiativesunrelatedtotheFund'sinfrastructureinvestmentmandate."

ICPAK

ReportoftheDapaymental CommieeouVimzceandNationalPianuingontheConsidrrtion ofTheNationslLufastructureFundBili,2026(NationalAssemblyBillNo.1of2026)

  • proposal strengthensfiduciary accountability andfinancial discipline.
  • "(2)Withdrawals shall be guided by a withdrawal policy approved by theBoard andconsistentwithlong-termsustainability.'

Kituo chaSheria

  • 278.The Stakeholder proposed that the provision be amended to expressly require authorizationby theController ofBudget andauditverificationby theAuditorGeneral since unrestrictedwithdrawals may facilitate off-budget expenditure,whereas suchsafeguardswould upholdArticles228 and229of theConstitution.

CommitteeObservation

The Committee noted the stakeholders'concerns and agreed to amend theBlltoaddresstheissuesraised.

Clause3

IPF

  • 279.The stakeholder proposed amending the provision to cleariy ciefine what andimplementation.Withoutaclearstatutorydefinitiontied toactuarial assessments orliquidity thresholds,the provision may expose the Fund toinconsistent or Housing Levy.

KAM

280. Delete Clause 34. Given Kenya's significant infrastructure financing deficit, it is unlikely that the Fund will generate surplus resources. Removing this provision ensures focus rewmains on catalytic infrastructure delivery rather than surplus generation.

CommitteeObservation

The Conmittee noted the stakeholders' concerns but was of the view that the provision should be retained to cater for instances of surplus funds in the Fund.

Katiba Institute

  • 281.Amend to expressly provide that any investment of surplus funds by the Board shall be undertaken strictlyin accordancewith thePublicFinance ManagermentAct,its regulations, and the guidelines issued by the National Treasury.

CommitteeObservation

TheCommitteenoted thestakeholders'concernsbutwasoftheviewthat theprovisionshouldberetainedtocaterforinstancesofsurplusfundsin the Fund.

Clause35

OfficeoftheAuditorGeneral

  • 282.The stakeholder noted that Clause 35 should require granular disclosure ofthe Fund's operating and capital budgets,avisoryfees,performance-linked fees,platiorm costs, and transaction expenses, anci cross-reference PFM Act formats. Such transparency improves Parliamentary scrutiny and market confidence,while avoiding hidden costbuild-ups in complex transactions.

CommitteeOisorvation

TheCommitteenoted thestakeholder'sproposalbutwasoftheviewha theprovisionwasacequateancsinceitcross-references thePublicFivac Management Act,Cap.412A, the safeguards are imbedded in the stte.

Clause36

OfficeoftheAuditorGeneral

  • 283.Thestakeholder noted that toavoidaparallelregime andprotect auditquality there is need of identifying the Accounting Officer given the ambiguity created under Clause 15 and 16 on parallel executive lines. Additionally, they proposed adding explicitperformance-auditreachoverFundSpecialPurposeVehicle thatreceives public support.

CommitteeObservation

TheCommittee&greedwith thestakeholderon theneed toprovidecrity on the accounting officer.

KenyaFederationofEmployers

  • 284.Amend Section 36 by inserting new subsections 36A and 36B to address mismanagementandmisuseofFundresourcesasfollows:

"36A.Any person who

  • (i misappropriates,diverts,orsestheFundresourcesforpurposesotherth authorized infrastructureprojects commits an offence and is liable,on a termnotexceedingthreayearsandpaymentoffivetimesthevalueof the misappropriatedfunds;

ReportoftheDeparrncwa!CommitteeonFiramceanNationalPlanningontheConsideration ofTheNationalInfrastrucireFundBill,2026(siwaAssemblyBillNo.1of2026)

  • (i) negligentlymanagestheFundinamannerthatresultsinfinancialloss commits anoffence andis liable,on conviction,to imprisonmentfora term financial loss incurred;
  • (ii) Dreaches fiduciary duties or acts in conflict-of-interest contrary to the Fund's governancerulescommits anoffence andis liable,onconviction,toafineot exceedingone million shillings anddisqualificationfromholdingstateofficefor a period of five years."
  • 285.Providing for punitive penalties directly in the Bill ensures immediate enforceability, deters corrution and reckless management, and strengthens overall accountability and governance.

CommitteeObaervation

The Committoeagreedwith the stakeholder

Katiba Institute

  • 286.Amend theclausesof theActreferring to the use of any external auditor not directlyengagedbytheAuditorGeneral toensureharmonywiththeConstitutional roleof theAuditorGeneral.All external audit under theActshould be undertakenby theAuditorGeneralinlinewiththeConstitutionand thePublicAuditAct.

287. Additionally, the Bill should expressly provide for Parliament's oversight role, including in overseeing the implementation of audit recommendations and reporting on compliance.

Committee Observation

The Committee was of a different view that the provision was proper.

Clause 36(2)

OfficeoftheAuditorGeneral

  • 288.The stakeholder submitted that the clause requires submission of the Fund's financial statements to theAuditor-General within four months after the end of each financial year.This contravenes the provisions of Section 47(l) of the PublicAudit Act, Cap.412B,2015,thatrequiresthatAccountingOfficers tosubmit their accountso theAuditor-Generalwithin threemonthsafter theendof the financialyear,in the form and mannerprescribed under thePFM framework.

Committee Observation

The Committee agreed with the stakeholder.

Clause37

KNCCI

289. The stakeholder recommiended amendment of the clause to require that all regulationsundertheActbetabledandapprovedbytheNationalAssemblybefore taking effect since broad regulatory powers are granted to the Cabinet Secretary, whereas parliamentary approval would enhance democratic oversight and prevent regulatoryoverreach.

ICPAK

  • 290.The stakeholder submitted an amendment by adding the below sub-clauses to strengthengovernance architecture and sustainaleFund management.
  • (e)ESGandclimoe-rikstandards;
  • (g)conflict-of-interestand integrityframework."
  • (f) fiscal risk assessment methodology;

CommitteeObservations

TheCommitteenotothatthestarehoier'sconcernsonwhetherthe regulationswillbetabiedandapprovetbytheNationalAssemblyare addressed by the Statutory Instruments Act, 2013.

Clause37

We Care

  • 291.Delegates wide powers to the Cabinet Secretary without sufficient parliamentary safeguards.We thereforerecommend inserting a new subsection:
  • "(4)Regulationsmade under thisActshallbe tabled before the National Assembly within fourteen daysofpublication andshall nottake effectunless approved."

Katiba Institute

  • 292.Amend the clause to rcquire the approval of Parliament on any regulations.

CommitteeObservation

TheCommitteenotedthat thestakeholrler'sconcernsonwhether the regulations will be tabled and approved by the National Assernily are addressed by the Statutory Instruments At, 2013.

Memorandum of Objects and Reasons

ReportoftheDepartmental CorwitieeonFinanceanulicwaPanningontheConsideration ofTheNationalInfrastructureFundBill,2026(NationaAswemyBillNo.1of2026)

Katiba Institute

  • 293.Amend to re-classify the Bill as one concerning County Governments within the meaning of Article I lo(l) of the Constitution.The legislative process should therefore comply with the constitutional requirements for such Bills, including concurrence by theSenate.

CommitteeObservation

The Committee noted chat the Billis notintended to affect the functions and powersof countygovernmentsasset out in the FourthSchedule to the Constitution.In any case,the Committee observed that the memorandum doesnotformpartoftheBill.

Part Vll - Miscellaneous Provisions (Penalties)

KAM

294. Insert new clauses establishing offences and penalties for misappropriation of funds, including repayment, fines, imprisonment, and personal liability for losses. Strong safeguard the integrity and credibility of the Fund.

IPF

  • 295.The stakeholder moted that the NIF Bill must be strengthened to include clear, comprehensive,and enforceablecriminal andoffencesprovisionsinordertosafeguard the integrity, transparency, and accountability of the Fund. They proposed offences to extendto:
  • i. MisuseormisapplicationofFundresources.
  • ii. Authorization of unlawful investments or expenditures.
  • ili. Failuretodiscloseconflictsofinterest.
  • iv. Falsificationorconcealmentoffinancial records.
  • V. Obstruction of audits, investigations, or parliamentary oversight.
  • vi.

CommitteeObservation

The Committee agreod with the stakeholder.

Nakuru CountyPublicOpinion Consultative Initiative

  • torequire the Cabinet Secretary toprioritize formulation of regulations and subject

ReportoftheDepartmental CommitteeonFinanceandNationalPlanningontheConsideration of The National Infrastrucare FumdBill, 2026(NatiomalAssembly Bill No.1 of 2020)

them to mandatorynationwide public participation since delegated legislation must complywithconstitutionalprinciplesofpublicparticipation.

CommitteeObservation

The Committee noted that the stakeholder's concerns are already addressed in the Statutory Instruments Act,2013.

Kituo chaSheria

  • 297.The stakeholder recommended that the clause be amended torequire that all coming into force since delegated legislation must comply with constitutional democratic oversight principles,whereas parliamentary scrutiny would strengthen accountability.

MIZANI254

298. The stakeholder proposed amending Clause 37 to provide that Regulations made by theCabinetSecretaryshall be tabledbeforeParliamntfor approval in accordance under this Clause, parliamentary scrutiny is necessary to prevent excessive concentrationofpower and tomaintaininstitutionalchecks andbalances.

CommitteeObservation

The Committeenotedththe stakeholcler's concerns arealready addressed in the Statutory Insruments Act,2013.

KenyaFederationofEmployers

299. Amend Part Vl by inserting a new subsection: "(2) The Fund shall not guarantee liabilitiesunrelatedtoitsstatutorymandate."This aniendmentrestricts theFundfrom pledging or using its assets as security forpublic debt withoutprior approvalof Parliament and the Board.It preserves mandate ciscipline,protects the Fund's term capital sustainability.

CommitteeObservation

TheCommitteenoted thatthconcernsraisedbythestakeholderwill be addressed through amendnartsto theBill thatcross-referencecontingent liabilitiessafeguardsunderthe?PPframework.

NGEC

ReportoftheDepartmental CommitteeonFinanceandNatione!PiuringntheConsideration ofTheNationalInfrastructureFundBill,2026(NationalAssemrilyEillNo.1of2026)

  • 300.The stakeholder noted that the bill does not provide for offences and penalties. Theyproposed to provide forboth criminal sanctions and civil liability.These offences would include-;
  • i. Misappropriationordiversionoffunds
  • ii. Fraudulent reporting
  • ili. Breach of fiduciary duties
  • iv. Conflict of interests

301. Sanctions will boost investor confidence, promote transparency, protect public funds and determisconductby directorsandotherstaff.

CommitteeObservation

The Committee agreodwith che stakeholder.

New Proposals

PWC

  • 302.Amend theBill toinsertanewclause establishinga conflict-of-interestregime applicable to the Cabinct Secretary's exercise of powers under the Bill, including

CommitteeObservation

The Committee agreed with the stakeholder.

303. Insert a new part (or new clauses within Part IV or Part Vll) establishing an independent review and appeal mechanism, such as an internal review request by any project sponsor, contractor, investor, or other affected party aggrieved by a decision oftheBoard or theFund(including decisions relating toproject selection, procurement, investment terrns, or refusal of Government support).

Committee Observation

The Committee did not support the stakeholder'sproposaldue to the nature and functions of the Fund which does not anticipate disputes to arise.

304. Insert a Part on Transitional Provisions specifying: 2. (a) the process for transferring existing projects and assets to the Fund; 3. (b) the treatmentofpre-existingcontractual liabilities;and 4. (c) timelines for the Board to assume full operational control.

CommitteeObservation

ReportoftheDepartmental CommitteeonFinanceandNationalPlanningontheConsideration ofTheNationalInfrastructureFundBill,2026(National AssemblyBill No.1 of2026)

The Committee was of the view that the transitional provisions proposed arenotapplicabletotheBill.

KNCCI

  • 305.Thestakeholderfurtherrecommended:-
  • i. Coordinationclausewith thePPPDirectoratebecleared toavoidduplication.
  • ili.
  • ii. The Bill be aligned with Kenya's AFCFTA trade corricior strategy.
  • iv. Adoption of international blened finance best practices to attract pension and sovereignwealthcapital.

CormmitteeObservation

TheCommitteeagreedwiththestakeholderthatteillneedstobe amendedtoalignit tothePublicPrivatePartnershipsAct.

Kituo cha Sheria

  • 306.The stakeholder proposed a new cius3 on offences and pealties to be inserted to deter financial mismanagement since rotection of public resources is anchored uncer Articles 10, 73, 201, and 232 of cha Constitution. Accordingly, any person who misappropriates,diverts,authorizes irregular disbursement,or knowingly approves unlawful investment of Fund resources commits an offence; and upon conviction shall beliable to:
  • i.imprisonment for a term not less than ten (lo) years;
  • ii.a fine equivalent to twice the amount misappropriated or unlawfully authorized;and
  • ili.disqualification from holding public office or serving on the Board."

CormmitteeObservation

The Committee agreed with the stakeholder.

KituochaSheria

  • 307.The stakeholder recommended that whistleblower protection provisions be incorporatedsinceprotectionofinformantsenhancesearlydetectionoffinancial irregularities and prevents systemic loss,whereas protection mechanisms would

CommitteeObservation

"TheCommitteenoted thestakehoder'sconcernsbutwasof theviewthat this could be addressed in a separate legal regime.

SamsonNzevela

  • 308.He submitted that the Bill presents a historic opportunity to establish a sovereigntheFundbeyonditscurrentdesign.
  • 309.Mr.Nzevela submitted that Kenya's current model of infrastructure financing, which relies heavily on external debt and foreign currency borrowing, is unsustainable. Heproposed that theFundberedesigned toreducethisreliance,preserve andgrow across all counties, mobilise domestic and diaspora resources, and secure prosperity for future generations.
  • 310.Additionally, proposed the crcation of a National Resilience and Capital Authority (NRCA) to steward national assets, stabilisation reserves, intergenerational savings, and strategic investments,with the National Infrastructure Fund operating as a subfund under this authority.He further proposed that allnational revenues be consolidated into a Single National Income Aggregation Account, from which allocations to the Fund, the national government, and county governments would be made through a transparent, rules-lbased formula rather than on a discretionary basis.
  • 3ll. On capitalisation, Mr. Nzevela proposed that the Fund receive defined contributions from shares ofnational revenue,county contributions,State Business Unit revenues, investment returns, asset monetisation proceeds, and voluntary diaspora participation.He also proposed that all capital investment contracts for nationally significant infrastructure be denominated in Kenya Shillings to protect obligations on Kenya.
  • 312.Mr.Nzevela submitted that theFund'smandatebe expanded to include twosocial programmes: a compulsory one-year National Youth Skills Bridging and Service Programme, and a monthly support payment for Kenyan citizens aged 65 and above who have no pension coverage. He submitted that the latter gives effect to Article 57 of theConstitution.

313. He identified affordable housing, trade and logistics infrastructure (including Special Economic Zones, dry ports, and rail-aligned freight systems), and eco-tourism as priority sectors for investment under the Fund. He also proposed that the Government develop new sovereignrevenue streams including GIS and national addressing systems, airspace and maritime rights, blue economy development, data licensing, and livestock digitisation. 314. On public expenditure, Mr. Nzevela proposed that the Government lease rather than purchase vehicles, transition to hybrid and electric government fleets, adopt

transparent procurement, and eliminate wasteful spending, as measures to create fiscal spacetosupporttheFund.

  • 315.Mr.Nzevela presented a clause-by-clause amndment schedule to the Bill.He insertion of new definitions, designationof theFund as a sovereign-grade institution, expansionof theFund'sobjectstoincludewealthpreservation andresilience,rulesbtsed revenue transfers, strengthened governance and integrity vetting, a mandatory risk-managed investment policy, transparency and audit requirements, a Capital Preservation Rule, a Local Currency Rule requiring Kenya Shilling denomination for inrastructure contracts, integration into a sovereign wealth framework, and a
  • 316.lestakeholdernoted thatwithaVision2060frameworkbuilaroundseven pillars:Sovereign Capital Management,Infrastructure-Led Growth,Human Capital Excellence,Environmental Sustainability,Fiscal Staility,Innovation Economy,and Social Cohesion, describing this as a long-term aspiration for a resilient Kenya founded Onisciplinedstewardshipofnationalassets.

CommitteeObservation

"The Committee noted the stakeholder's proposals and noted that the

CHAPTERFOUR

4.COMMITTEEOBSERVATIONS

  • 317.TheCommittee made thefollowingohservations:

Principal object of the Bill

  • 3 13.The principal object of the Bill is to provide a legal framework for the establishment and the managementof theNational lnfrastructureFundwhosepurposeshall beto scale up and accelerate development of natianal infrastructure, among other objects.
  • 319.There is need to provide clarity on the object of the Bill to provide for projects withinthenationalgovernmentfunctionsin accordancewithPartIof theFourth ScheduletotheConstitution.

National Assembly oversightmechanisms

  • 320.Thereisneed to enhanceNational Assemblyover theFund,by amendingclauses 18 and 2lof the Billtoprovidefor the approval by the National Assemblyof the

Clarification on whether the fund is an inplementer of project or funding mechanism

  • 321.TheFundasconceptualized in theBillwillnotbetheimplementerof the infrastructural projects but will utilize the existing governmnent departments and institutions to carry out its objects. Therefore, the existing regimes, including the Public Private Partnerships Act, would be utilized to carry out the objects of the Fund.

Clarification on thenature of theFund

  • 322.There is need to anchor the Bill on Article206 of the Constitution and section 24 thePublicFinanceManagementonestablishmentofpublicfundsandtotakeinto account thelegal safeguards already set out in thePublicFinance ManagementAct.
  • 323.Being a publicfund under thePFM,thefund will be subject to existingPFM regulations including budgeting and submission of estimates, audit by the AuditorGeneral and reporting totheNational Assembly.

Innovative approaches to funding infrastructure projects

  • cure the dilemma of the need for infrastructure deviopments within the tight fiscal space.

Ringfencingoffundsforinfrastructureprojects

  • 325.The Bill is responsive to the views received by both the Departmental Committee on Finance and National Planning and the Select Committee during public participation on theSessionalPaperNo.3of 2025onPartialDivestitureinSafaricomPLCby Government of Kenya in which the members of the public proposed tliat the proceeds from thepartialdivestiturebering-fencedinapublicfunestablishedthrough anAct ofParliamentandusedspecificallyforinfrastructure development.

Offencesardpenallties

  • 326.There isneed toprovideforoffencesrelating tomisappropriationandoher economiccrimesrelatedtohandlingpublicfunds.

CHAPTERFIVE

5.COMMITTEERECOMMENDATION

327. The Committee, having considered the National Infrastructure Fund Bill, 2026 (National AssemblyBillsNo.Iof2026)recommendsthattheHouseapprovestheBill with amendments.

Mardh, 202

SIGNED..

.DATE...

DEPARTMENTALCOMMITTEEONFINANCEANDNATIONAL

HON.FCPA KURIA KImANI, CBS, MP CHAIRPERSON PLANNING

ADOPTION OF THE REPORTOFTHE DEPARTMENTALCOMMITTEE ON FINANCEANDNATIONALPLANNINGONTHECONSIDERATIONOFTHE NATIONAL INFRASTRUCTURE FUND,2026 (NATIONAL ASSEMBLY BILL NO.I OF 2026)

We,the undersigned Members of the Departmental Committee on Finance and National Planning hereby append our signatures to adopt this Report today, Monday, 2nd February 2026. ADCH

| | Name | Designation | Signature | |-----|----------------------------------------------------|-------------------|-------------| | 1. | Hon.FCPA.Kuria Kimani, CBS,MP | Chairperson | | | 2. | Hon. FCPA (Amb.) Benjamin Kipkirui Langat, CBS, MP | Vice- Chairperson | | | 3. | Hon. Peter Kaluma, CBS, MP | Member | | | 4. | Hon.CPA Dr. John Ariko Namoit,MP | Member | | | 5. | Hon.Andrew Adipo Okuome, MP | Member | | | 6. | Hon. FCPA. Joseph Maero Oyula, MP | Member | | | 7. | Hon.David Mwalika Mboni, MP | Member | | | 8. | Hon. Chiforomodo Munga Mangale, MP | Member | | | 9. | Hon. CPA. Julius K. Rutto, MP | Member | | | 10. | Hon.Umul Ker Sheikh Kassim,MP | Member | | | !1. | Hon. (Dr.) Shadrack Mwiti Ithinji, MP | Member | | | 12. | Hon.Paul Kibichiy Biego, MP | Member | | | 13. | Hon. Betty N. Maina, MP | Member | | | 14. | Hon. George Sunkuyia Risa, MP | Member | Amms | | | Hon.MohamedSoudMachele,MP | Member | |

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