Investment Fund and Private equity Practice

From structuring private equity funds for groups of investors to the operation of listed investment funds and collective investment schemes, managing assets for clients has become a complicated business. It demands savvy commercial sense and raises ever more intricate tax and regulatory issues.

Whether the underlying assets are private equity investments, listed securities, infrastructure projects or property, and whether the client is establishing, investing in or operating a fund, there are Tax, Regulatory and Commercial issues that need to be managed.

Managing these diverse issues requires increasingly specialized legal skills that a specialist firm like Kimathi and Kimathi Advocates can offer. The members of the firm’s dedicated investment fund practice are able to bring together commercial, tax, private equity, regulatory and finance lawyers to meet the unique requirements of asset managers, investment advisors and investors.

Kimathi and Kimathi services extend from advising clients on operating their local and offshore funds to advising foreign investment management businesses in relation to the distribution of their funds in Kenya.

The firm has established relationships with the Kenyan industry regulator.

• Structuring, setting up and operating open-ended and closed-ended funds in Kenya and offshore
• Setting up private equity, real estate and infrastructure funds with a special focus on funds investing into Africa
• Setting up hedge funds, umbrella funds, funds of funds, feeder funds, derivative and mezzanine funds
• Structuring the individual investment managers’ holding in investment management and advisory businesses
• Licensing and regulation of investment funds
• Licensing of investment management companies and regulatory issues relating to their operation
• Advising on financial services legislation affecting investment management companies and funds including distribution and marketing issues
• Negotiating and drafting investment advisory / management mandates, custody agreements, administration agreements, brokerage agreements, co-investment agreements and rebate agreements
• Listing investment funds
• Fund migrations
• Liquidity and investor management issues
• Creating structured products such as guaranteed funds
• Investing in fund products or appointing managers to manage accounts
• General matters of interest to investment management businesses including employment issues, acquisitions, outsourcing, tax, legal due diligence, intellectual property and corporate commercial issues

Kimathi and Kimathi Advocates is a full service practice in Kenya with a truly dedicated team that works seamlessly, as an integrated unit, with skilled corporate, finance and tax lawyers within the firm’s various practice areas.

As a full service law firm, we cover all stages of the private equity process from advising on fund structuring and formation, to providing transactional advice, offering solutions to regulatory and tax issues, and structuring and restructuring investment acquisitions and disposals.
The team is well versed in the regulatory framework, competition legislation with expertise in governmental affairs and public sector work. The aim is to work in partnership with you, combining our legal skills with an understanding of your business needs and goals to deliver constructive, relevant and accurate advice with commercial and practical solutions.
Members of the team routinely draw on the knowledge of specialists in other fields such as agriculture, environmental, infrastructure, mining, real estate, technology and telecoms law.

• The structuring of private equity funds, general partners and investment managers
• The formation of private equity funds both in Kenya and offshore
• Private equity investment transactions including leveraged buy-outs and buy-ins, management buy-outs and buy-ins, Secondary investments and capital raising
• Exits from private equity investments including listings, initial public offerings, buy-backs and trade sales
• Tax issues relating to acquisition and investment structures
• Regulatory issues including licensing requirements for funds and private equity managers
• Venture capital investments including non-equity investments
• Co-investment arrangements including parallel fund arrangements
• Investor’s interests in private equity funds
• Private equity financing including senior, mezzanine and high yield debt transactions, security arrangements and convertible instruments.