Corporate and Commercial Law in Kenya — Business Legal Services

At OLM Law, we specialise in comprehensive corporate and commercial law in Kenya, providing tailored legal solutions that empower businesses to navigate Kenya’s complex legal landscape. Our experienced corporate lawyers offer customised services that streamline operations while ensuring full compliance with Kenyan regulations.

Our services include:

• Company Registration and Incorporation in Kenya — Professional support for startups, foreign investors and established businesses.
• Strategic Joint Venture Partnerships and Corporate Structuring — Expert guidance for forming strategic alliances and optimising your organisational structure.
• Corporate and Management Structuring Advisory — Tailored advice on governance, efficiency and compliance.
• Share Issuance and Business Expansion — Comprehensive support to navigate share issuance, financing and stakeholder engagement.
• Licensing and Regulatory Compliance — Robust compliance strategies ensuring your business thrives within Kenyan law.

Our experienced team delivers proactive, practical legal strategies designed to help clients achieve their business objectives and excel in a competitive market.

Related Practice Areas: Business Registration Kenya | Mergers & Acquisitions Kenya | Banking & Finance Kenya | Company Secretarial Services

Our Corporate and Commercial Law Services in Kenya

Corporate Law in Kenya — Key Legal Framework

Corporate and commercial law in Kenya is governed principally by the Companies Act 2015, the Business Registration Service Act 2015, the Contract Act (Cap. 23), and sector-specific legislation. The Companies Act 2015 introduced significant reforms aligned with English company law, including a model articles framework, simplified incorporation procedures, and enhanced minority shareholder protections.

Key areas of corporate and commercial law practice in Kenya include:

• Shareholder agreements and joint ventures — drafting and negotiating shareholders’ agreements, joint venture agreements, and consortium agreements that govern the rights and obligations of co-investors in Kenyan businesses
• Commercial contracts — drafting, reviewing, and negotiating supply agreements, distribution agreements, franchise agreements, licensing agreements, and service contracts governed by Kenyan law
• Corporate restructuring — advising on mergers, demergers, asset transfers, and group reorganisations under the Companies Act 2015 and the Income Tax Act
• Corporate governance advisory — advising boards and management on their fiduciary duties under the Companies Act 2015 and the Code of Corporate Governance Practices for Issuers of Securities to the Public, 2015

Commercial Contracts and Dispute Avoidance in Kenya

A well-drafted commercial contract is the foundation of any sound business relationship in Kenya. OLM Law advises businesses on the structuring and drafting of commercial agreements to minimise exposure to dispute and ensure enforceability under Kenyan law.

Key considerations in commercial contracting in Kenya include:

• Choice of law and jurisdiction — Kenyan courts apply the Contract Act (Cap. 23) and common law principles; parties may also agree to arbitration under the Arbitration Act (Cap. 49)
• Force majeure and material adverse change clauses — drafting robust clauses to address unforeseen events that may prevent performance of contractual obligations
• Intellectual property provisions — protecting proprietary technology, trade secrets, and brand identifiers in commercial agreements
• Competition law compliance — ensuring commercial arrangements comply with the Competition Act 2010 and avoid provisions that may constitute anti-competitive agreements

Foreign Direct Investment and Cross-Border Transactions in Kenya

Kenya is a significant destination for foreign direct investment (FDI) in East Africa, with a stable legal system rooted in English common law, an independent judiciary, and a strong arbitration culture. OLM Law advises foreign investors and multinational corporations on:

• Entry strategy and corporate structuring for investment into Kenya
• Compliance with the Investment Promotion Act and Kenya Investment Authority (KenInvest) requirements
• Cross-border merger control filings under the Competition Act 2010
• Repatriation of profits and exchange control considerations under the Central Bank of Kenya Act