Real Estate, Banking & Finance

Mboya Wangong’u & Waiyaki is a leading law firm with a dedicated team of legal practitioners in the real estate banking and finance practice. Our team is knowledgeable and well equipped to handle complex transactions in the real estate sector. We provide legal & strategic solutions to our diverse clientele ranging from developers, purchasers and sellers, landlords and tenants, investors and financial institutions.

Real Estate Developments

Our team understands the complex legal factors surrounding real estate developments and offers our clients support from conception to completion of the projects. We perform comprehensive due diligence, advise on the most efficient tax and financing structures, ensure that all regulatory requirements are met, and prepare the necessary contracts.

Whether you are a landowner, a developer, an investor or financier, we are committed to providing you with the best legal advice to suit your needs.

Banking & Finance

We offer comprehensive legal services in the banking and finance sector. From drafting of loan agreements and security documents, to structuring finance arrangements and advising on the regulatory landscape. We deal with complex finance transactions such as loan syndication, asset backed securities (ABS), project management and all areas of structured finance arrangements. We provide guidance to financial institutions, borrowers and lenders, developers and investors and offer tailored and strategic solutions to ensure that our clients’ objectives are met.

Construction

We provide legal services to various stakeholders in the construction industry. We offer our expertise in negotiation and drafting of construction contracts, project finance, risk management and dispute resolution. We strive to provide strategic guidance to enable our clients navigate the complexities of construction projects. Our clients range from landowners, developers, contractors, and architects to financiers and investors.

Real Estate Investment Trusts (REITs)

As the first law firm in the market to advise on real estate investments trusts (REITs) under the CMA Regulations, our team has the know-how and expertise to advise clients in this specialized and dynamic area. We assist our clients from conceptualization of the REIT and structuring of the same to listing on the Nairobi Securities Exchange. We ensure that comprehensive due diligence is done on the properties, and advise on the financing and tax structure, be it an Income – REIT (I-REIT) or a Development- REIT (D-REIT).

We consistently provide ongoing legal counsel to REITS to facilitate their acquisition , disposition and leasing of properties. Our in-depth knowledge of the securities regulations ensures that our team can assist our clients to maximize value in their investments.

Joint Ventures

We offer guidance and expertise in the structuring of real estate joint ventures and understand the complexities of the legal and financial structures involved. We tailor the joint venture agreements to suit our clients’ needs and circumstances by negotiating the terms of the agreements, from profit- sharing and governance structures to the best-suited legal entities to be used. We give comprehensive legal advice at all stages of the joint venture project and offer inventive resolutions, whether it is a residential project, a commercial project, or a mixed-use venture. Our range of clients include landowners, developers, investors, and financiers.

Public-Private Partnerships (PPPs)

We provide support to our clients in the structuring of PPP agreements between public bodies and private investors. Our team is knowledgeable at navigating the intricate legal, financial, and regulatory landscape inherent in PPP projects. We have provided counsel to stakeholders involved in PPP projects in the educational sector, affordable housing initiatives and infrastructure projects. We offer innovative solutions to assist our clients achieve sustainable and positive impacts for our communities.

Leasing of Commercial Properties

We offer comprehensive services to landlords, tenants, developers, estate agents and investors in the leasing of commercial properties. From preparation and negotiation of lease agreements to enforcement and dispute resolution, our team ensures that the clients’ interests are well protected. We advise on various types of leasing spaces including office spaces, retails spaces, industrial and warehousing facilities, restaurant spaces, co-working spaces and shopping malls/complexes.

We have been involved in the following transactions

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A large-scale residential development comprising approx. 500 apartment units in the middle income Komarock area in Nairobi – we were involved from conception of the project valued at USD 43.8 million (KES 5.7 billion) and prepared the agreements for sale, management agreements and handled registration of the sectional titles.
Four Mountains View - a mixed use development on a 40-acre parcel of land in Kasarani, Kiambu county - we advised in the structuring and establishment of the proposed project, prepared, and negotiated the legal documentation including the consortium agreement, the consultancy agreements, the loan and finance documents, the feasibility and market study and the building contracts. The project has an estimated value of USD 61.5 million (KES 8 billion).
Kentmere Homes – A gated community in the scenic Tigoni area, Kiambu county occupying an area of 18.99 acres of land – we were involved from inception of the project, and advised on the structuring of the development, and prepared the legal documentation (agreement for lease and sub-leases) for the sale of the fully serviced plots for the construction of pre-approved high-end town houses. We are currently handling registration of the sub-leases for every plot. The project is valued at an estimated figure of USD 8.4 million (KES 1 billion)
Sale and Leaseback – we are engaged in the sale and leaseback of properties owned by a schools operating group. The schools’ operator wishes to unlock capital tied up in the property(ies) while retaining use of the schools’ facilities. We assisted the client in structuring the transaction and executing the same, including drafting and negotiating the sale agreements, the leaseback agreements and conducting comprehensive due diligence on the properties. The value of the transaction is USD 19.2 million (KES 2.5 billion)
Construction of a cardiothoracic hospital – we are acting for the financier in the construction of a state-of-the-art USD 28 million (KES 3.65 billion) cardiothoracic hospital in the Rift Valley region of Kenya. We advised on the construction agreements, the suppliers’ agreements and the finance agreements. Our team provided tax advice and continues to offer appropriate legal counsel to protect our client’s interest(s).
Construction Dispute Resolution - we are representing the owner of a residential development in an up-market area in a dispute with the contractor over time extension, interest, and liquidated damages. The arbitration dispute is for USD 3.84 million (KES 500 million) and is ongoing.
Real Estate Investments Trusts (REITs) – we pioneered the establishment and listing of the first real estate investment trust (REIT) in Kenya, now called ILAM Fahari I-REIT. Following the initial acquisition of properties and listing on the NSE, we represented the REIT in the acquisition of an additional commercial property which was domiciled in a Limited Liability Partnership (LLP) with a value of USD 27 million (KES 3.5 billion)
Real Estate Joint Ventures: Oyster Springs - we negotiated a joint venture agreement between a developer and a private entity for the acquisition and redevelopment of a property into luxury apartments and duplexes in the upmarket General Mathenge Road in Nairobi. The value of the property is at an estimated USD 13.8 million (KES 1.8 billion)
Private -Public Partnerships (PPPs) - Africa Integras Kenya LLC – we advised on the design, construction, financing , operation and maintenance of a multibillion shilling student hostels on the main campus of a large public university to accommodate a minimum of 10,000 students through a PPP on a build operate and transfer (BOT) basis. The transaction was worth about USD 50 million (KES. 6.75 billion).
Kenya Mortgage Refinancing Company (KMRC): we provided legal advisory in the establishment and structuring of the first ever mortgage refinance company in Kenya. KMRC is owned by the Government of Kenya, international Finance Corporation (IFC), Shelter Afrique and a host of various top banks and Saccos in Kenya. With debt from the World Bank and other development finance institutions, the total capital raised at inception was USD 350 million (KES 45.5 billion)
Securitization for KMRC: we were involved in the securitization for KMRC; refinancing transactions to primary mortgage lenders including top banks and saccos in Kenya to the tune of USD 7.86 million (KES 1 billion)