.Acting for a foreign Foundation in connection with the creation of a call option (and its subsequent novation by the initial purchaser to a corporate trustee acting on behalf of a conservation trust) for the sale of a Panamanian target company which had a wholly owned Kenyan subsidiary that was the proprietor of an extensive ranch in Kenya on which livestock operations were run.
.Part of the team advising a UK company, a publicly funded developer of infrastructure projects, in connection with their investment in a Kenyan mini-grid solutions provider to support the scale up of their business in the energy sector. The transaction involved the acquisition of a minority stake in the target by the UK company through a capital injection and the restructuring of an existing shareholder loan. The transaction involved cross-border parties, significant investment amounts and had different legal teams advising the parties on various aspects on the transaction. We were involved in the review of documents for purposes of compliance with Kenyan laws and the seeking of regulatory approvals from the Competition Authority of Kenya and the Energy and Petroleum Regulatory Authority.
.Acting for the shareholders of a group of companies engaged in the manufacture of paint in a complex multi-jurisdictional sale of their collective (100%) shareholding in various companies in the group structure to a single purchaser.
.Advising private clients, in their capacity as vendors, in connection with the sale of a target company which owned a large ranch in Kenya and other subsidiary companies as well as the retention of leasehold rights by the vendors – the latter was achieved by way of a carve out of the portions of land owned by the target company to several of its wholly owned subsidiaries and the eventual transfer of the said subsidiaries by way of declaration of an in-specie dividend to the vendors. The transaction was complicated and involved requiring corporate structuring, the excisions of long-term leases and asset reallocations.
.Advising a company in respect of the purchase and contemporaneous re-sale of 100% of the issued share capital of a holding company whose wholly owned trading subsidiary owned a large complex mixed-use shopping mall (including serviced apartments) in the heart of Nairobi, Kenya. Special considerations had to be given to tax implications, extensive indemnities and warranties in respect of the trading subsidiary as well as the subsidiary’s overall cash position as at closing of the transaction.
.Advising non-Kenyan resident shareholders of a target company – a family-owned company owning property that had been excised from a large family-owned ranch – in respect of the disposal of their 100% shareholding in Target Company to a Kenyan special purpose vehicle held by a Swiss-based parent company.
.Advising a digital financial services company in connection with its proposed issue of fixed rate loan notes.
.Advising prospective individual investors with respect to a shareholders’ agreement in connection with their prospective investment in a company engaged in the construction, marketing and sale of affordable residential apartments.
.Advising a private client in connection with the preparation of a licence for the use of a private airstrip as well as roaming rights across a conservation area.
.Advising private clients in respect of the sale (and subsequent creation of a security over the sale shares to secure the payment of the balance of the purchase price by the purchaser) of a Kenyan land holding company which strategically owned a portion of land earmarked for conservation purposes by way of a long-term sub-lease that had been primarily granted for purposes of facilitating the limited development of a conservation area in an environmentally sensitive manner and the eventual sale of underleases over plots of land within the sub-leased premises to high net-worth individuals.
.Acting for various local and international organisations in connection with share purchases, business transfers, convertible debt arrangements, joint ventures and business restructuring, including in respect of: advising on transaction structure; supporting the due diligence exercise; negotiating, drafting and reviewing transaction documents; advising on and seeking relevant regulatory approvals and other consents required to implement transactions; and, client management.
.Advising various non-governmental organisations on compliance and governance matters.
.Assisting in a wide range of commercial advisory matters, including, in relation to business restructuring, capital markets and company law.
Social Media cookies collect information about you sharing information from our website via social media tools, or analytics to understand your browsing between social media tools or our Social Media campaigns and our own websites. We do this to optimise the mix of channels to provide you with our content. Details concerning the tools in use are in our privacy policy.