Nicholas Owino

Nicholas began his career at Equity Bank Kenya Limited and supported the commercial side of business in August 2022. He later joined Cliffe Dekker Hofmeyr as a Trainee Advocate in February 2024. Nicholas was retained as an Associate in December 2024 in the Corporate & Commercial practice.

• Acting for Vodacom Group (VGL), through its subsidiary Vodafone Kenya (VKL), on a multi-jurisdictional acquisition of a further interest in Safaricom, a company of critical strategic and economic importance to Kenya and the Nairobi Stock Exchange, that will result in VGL acquiring control of Safaricom. We acted as lead legal advisors to VGL and VKL on this complex, listed transaction in a highly regulated environment. The transaction involved negotiating directly with the Government of Kenya, the major counterparty, and coordinating multi-jurisdictional regulatory approvals as well as parliamentary and governmental approval of the transaction.
• Advising a British company participating in an international infrastructure development and investment initiative supporting infrastructure projects across Africa and South-East Asia on a debt conversion transaction involving a renewable energy company with operations in East Africa.
• Advising a British company participating in an international infrastructure development and investment initiative supporting infrastructure projects across Africa and South-East Asia on due diligence for a proposed step-up transaction involving a renewable energy company with operations in East Africa, enabling the client to achieve 100% shareholding.
• Member of a team that advised a leading private university in Kenya on a KES 1.3 billion debt and institutional restructuring.
• Member of a team that advised a leading Luxembourg based Private Equity Fund on transaction and tax structuring regarding its investment in Kenya, Uganda and Tanzania.
• Member of a team that advised an Australian call centre company regarding the liquidation of its Kenyan subsidiary.
• Part of the legal team that advised a prominent French mobility company on the dissolution of its Kenyan subsidiary.
• Advised a leading Dubai-based logistics company on establishing operations within one of Kenya’s Export Processing Zones (EPZs).
• Advised a confidential client on the development of a 5MW solar PV project in Kenya, to be held through a newly incorporated SPV. The engagement included reviewing and settling the share pledge over the SPV shares, reviewing the lease, EPC, side letter and shareholders agreement term sheet for material risks, and incorporating the SPV.
• Advised a Singapore-based company operating a blockchain-based mobility ecosystem on a loan agreement with a Kenyan company for the acquisition of a bus, involving the creation of an SPV to receive electronically paid bus fares.
• Advised a confidential Netherlands-based lender on a EUR 3 million facility extended to a German company, secured by a charge over property and equipment owned by the borrower’s Kenyan affiliates.
• Advised a global industrial company providing equipment, tools and services for manufacturing, construction, mining and infrastructure sectors on an urgent direct public procurement in Kenya, including advising on the binding nature of a letter of award that required it to commence mobilisation prior to formal agreement, and later reviewed the formal contract with a public body for onerous terms.
• Advised a Kenyan company engaged in regenerative agricultural practice and carbon market activities on obtaining a shareholder loan and participating in carbon projects with co-operative societies in Kericho County, Kenya.
• Supporting a Kenyan engineering and technology consultancy firm engaged by the Ministry of Energy and Petroleum in developing a Resettlement and Livelihood Restoration Framework for the Government of Kenya’s petroleum upstream and midstream activities, including oil exploration in Turkana County and transport infrastructure to a coastal refinery.
• Advised a Kenyan company engaged in large-scale wind power generation on the proposed USD 12.7 million sale of its carbon credits to a Norwegian electricity trading company, including reviewing the Emissions Reduction Purchase Agreement, conducting legal due diligence on the buyer, advising on KYC requirements, and reviewing the termination agreement with the previous buyer and advising on post-termination risks.
• Advised a German company engaged in mangrove restoration and nature-based projects across Africa and Asia on drafting and negotiating a benefit-sharing agreement with a Kenyan state agency, advising on legal mechanisms to mitigate delays, assessing permanent establishment risk in Kenya, and advising on optimal local incorporation vehicles.
• Advised a Luxembourg-based fund and its beneficiaries on the structuring of carbon rights transfers and related security arrangements arising from biogas carbon projects in Kenya, including conducting legal due diligence on the validity of carbon rights transfers from end users to a local operating company and onwards to an internationally domiciled securitisation fund, and advising on the creation and enforcement of security over carbon rights to secure financing from non-resident lenders.
• Advised a South African technology services company on the termination for convenience of an agreement proposed by a Kenyan state agency.
• Advised a Mauritius-based investment banking group on incorporating a wholly-owned Kenyan SPV to issue KES commercial papers on a private offer basis to knowledgeable investors, including advising on securities law classification, regulatory and licensing requirements, taxation, foreign exchange controls, special economic zone incentives, and security interests for corporate bond investments.
• Advised a Kenyan association of commercial banks on setting up a training institution and obtaining accreditation with various regulatory bodies.
• Advised a leading American university based in Morocco on setting up a Kenyan office to provide artificial intelligence training to corporates.