Heat the butter and oil in a large pot over medium low heat. Add the onions and garlic, then sprinkle with sea salt and pepper. Stir to coat. Cook, stirring occasionally, for 5 minutes, or until the onion is softened but not brown.
Add the carrots, celery, tomato, water, parsley, basil, and bay leaves. Raise the heat to high, cover, and bring to a boil. Lower the heat to medium-low and cook, covered, at a medium-low boil for abut 20 minutes, stirring occasionally. Add the kale, and stir well to combine. Cover and continue cooking, stirring occasionally, for another 30 minutes or until the celery is crisp-tender. Add the potatoes and zucchini. Cover and continue cooking, stirring frequently, for about 15 minutes, or until the potatoes are barely tender. Stir in the pasta bits, cover, and continue cooking, stirring frequently, for about 8 minutes or until the pasta is tender. Taste for seasonings.