Mergers, Acquisitions, Joint Ventures & Private and Public Equity
Strategic Transactions: Structuring Deals and Securing Investment for Exponential Growth.
In a competitive market, strategic consolidation and partnership are key to scaling. Our firm provides expert legal guidance to individuals and institutional investors in planning, negotiating, and executing high-value corporate transactions, ensuring seamless compliance with all regulatory frameworks.
Key Aspects of Our Transactional Practice:
We manage the legal process from initial structuring to post-acquisition integration:
- Mergers and Acquisitions (M&A): We advise on all facets of M&A, whether it’s a full takeover, an asset acquisition, or a share purchase. Our role ensures compliance with the Competition Act, 2010, including determining the mandatory notification thresholds to the Competition Authority of Kenya (CAK).
- Public Companies: For listed entities, we manage compliance with the Capital Markets Act and the Capital Markets (Takeovers and Mergers) Regulations, 2002, ensuring transparency and investor protection.
- Joint Ventures (JVs) and Partnerships: We specialize in undertaking the formation and legal structuring of JVs, enabling partners to pool resources, technology, or market access for specific projects (often in real estate or infrastructure) while clearly defining governance, risk, and exit mechanisms.
- Private and Public Equity: We advise investors and companies seeking capital through private equity, venture capital financing, or public listings. This involves legal due diligence, drafting subscription agreements, and ensuring compliance for equity investments.
- Comprehensive Due Diligence: We conduct meticulous legal and commercial due diligence on target companies to uncover hidden liabilities (e.g., litigation, unperfected titles, regulatory breaches) before any deal is finalized.
Our Value Proposition: Integrated Legal and Commercial Strategy
| Commitment | Our Approach |
| Regulatory Clearance | We manage the complex CAK and CMA approval processes required for M&A, minimizing delays and mitigating the risk of transactions being declared null and void. |
| Risk-Adjusted Structuring | We advise on the optimal legal structure—whether an asset purchase, share acquisition, or new JV entity—to achieve the commercial goals while optimizing tax and liability exposure. |
| Seamless Integration | We coordinate closely with our Employment and Corporate Law teams to ensure legal risks related to employee transitioning and contractual change of control are managed during post-deal integration. |
Need Help? Common M&A and JV Inquiries
- When does a Joint Venture require CAK approval?
- Ans: A JV requires approval if it performs all the functions of an autonomous economic entity (full-function JV) and meets the CAK’s specified asset or turnover thresholds for merger notification.
- What is the minimum stake required to trigger a public takeover in Kenya?
- Ans: Under the Capital Markets Regulations, a person is generally required to make a takeover offer for a listed company if their acquisition gives them effective control, typically defined as reaching 25% or more of the voting shares.
- How long does the M&A regulatory approval process take?
- Ans: The CAK process typically takes 60 to 90 days once the application is filed, though complex cases or those requiring sector-specific approvals (like CBK for banking) may take longer.
- Do you advise on shareholder disputes in private equity firms?
- Ans: Yes. We draft comprehensive Shareholders’ Agreements and represent clients in disputes, using mediation or arbitration to resolve governance or valuation conflicts.