Experience
- Cliffe Dekker Hofmeyr (Kenya) represented N22 Africa Fund (D) and N22 Africa Fund (E), the leading private equity fund established in Sweden. Our Kenya-based corporate/M&A team assisted Norrskken 22, a technology growth fund, in conducting a due diligence on Vee8 International Holdings, the target company, an automotive technology development company that builds solutions aimed at enabling and enhancing commerce within the automotive sector; and its subsidiaries in Kenya, Uganda, Nigeria and Ghana. We were further involved in negotiating and drafting two SAFEs and two side letters pertaining to two tranches of investments being made to the target. The due diligence required extensive expertise in connection with compliance requirements to the automobile industry. This transaction involved conducting a due diligence over five entities located in the US, Nigeria, Kenya, Ghana and Uganda over a short period of time. Due to the level of urgency, we conducted an innovative, partly limited due diligence over the areas that were considered high-risk and carried out a confirmatory due diligence over the low-risk areas. This allowed us to obtain warranties on the low-risk areas and indemnities over those areas considered high-risk, with minimal push back. Further, negotiating the rights in the SAFE proved challenging as the target company had existing SAFE agreements with investors and was looking to obtain additional investment from other investors. We therefore had to consider what existing investors have been granted based on their level of investment and negotiate the rights our client was requesting for, taking into consideration that other investors were quickly investing into the target. That we are so often called to advise on high-profile investments such as this both in Kenya and in a cross-border context is a further resounding endorsement of our market-leading skills in this field.
- Inlex MEA; and Inventa International both acting as local counsel and dealing with the local filings in the DRC/OAPI and Mozambique/Angola respectively; and Spoor & Fisher; and Jackson Etti & Edu dealing with the South African and Nigerian filings respectively.
- Cliffe Dekker Hofmeyr (Kenya) represented Atlas, a global leader in industrial solutions and services, offering products and services for various industries and applications. Our Kenya-based employment team advised Atlas on reviewing its human resources and employment handbook, including its analysis against Kenya employment law, and making recommendations to ensure Atlas’ internal policies are in line with international best practices.
- Cliffe Dekker Hofmeyr (Kenya) represented Founders Ventures, a South Africa-based non-profit company with subsidiary companies in Nigeria and Kenya. It is affiliated with Utopia Africa Fund 1, a Delaware limited partnership. Founders Ventures is also part of the larger operations of the Founders Factory, with hubs in London, New York, Milan, Berlin, Bratislava, Johannesburg, Singapore, Lagos and the Bahamas and over 300 portfolio ventures. Our Kenya-based tax team advised Founders Ventures on taxation on carried interest for local and expatriate employees based in Kenya. Our advice enabled the client to understand the implications of the carried interest, and in particular how that would be taxed from an employment benefit perspective. Here we further demonstrate our team's expertise advising global venture capital and private equity investors on the tax implications of employee incentives for local and expatriate employees. This is a key area of expertise for clients and a source of strong work flows for the firm.
- Cliffe Dekker Hofmeyr (Kenya) represented Atlas, a global leader in industrial solutions and services, offering products and services for various industries and applications. Our Kenya-based employment team advised Atlas on reviewing its human resources and employment handbook, including its analysis against Kenya employment law, and making recommendations to ensure Atlas’ internal policies are in line with international best practices. We also prepared a memorandum of advice regarding compliance with employment law, which included an analysis of how to conduct a disciplinary hearing in Kenya; conducted a disciplinary hearing for an Atlas senior employee, which involved drafting the required notices on behalf of Atlas, chairing the committee as well as advising on Kenyan employment law requirements for the committee; and reviewed an employment contract for a senior employee within Atlas’ Nigeria-based subsidiary. These matters required significant expertise in relation to international best practice for employment law and contracts. With our guidance, Atlas was able to carry out the disciplinary proceedings in a legally compliant manner, reducing its legal risk exposure. Our work on this matter is a clear confirmation of our status as go-to counsel for clients in sophisticated contractual and compliance matters in this field.