Esther is experienced in M&As, capital markets and projects. Esther was part of the team that advised on the sale of the 25% stake held by the Government of Kenya in Safaricom to the public and the subsequent listing of the company on the then Nairobi Stock Exchange. She was involved in advising the Privatization Commission on the privatization of five (5) Government-owned sugar companies. She advised National Oil Corporation in the acquisition of BP Kenya’s Limited’s retails service stations. She was also part of a team that advised in a USD 10 Million acquisition of certain assets of Total –Chevron Kenya. Esther has been ranked by Chambers Global as a leading lawyer in Kenya. She has also been ranked by IFLR1000 as “Highly Regarded” in mergers and acquisitions. Esther has served and continues to serve on several boards as Company Secretary. She is also a Notary Public.

Areas of Specialization

  • Mergers and Acquisitions
  • Capital Markets
  • Projects
  • Energy, Oil and Gas
  • Corporate Governance
  • Telecoms
  • Intellectual Property
  • Fintech
  • Regulatory Work
  • Labour and Employment

Publications and media appearances

  • She has appeared on mainstream media where she discussed the topic of REITS.

Languages

  • English
  • Swahili

Countries of Work Experience

  • Kenya
  • Rwanda
  • Tanzania
  • Burundi
  • DR Congo

Education

  • Leadership in Law Firms, Harvard Law School
  • Bachelor of Laws Degree, University of Nairobi
  • Diploma in Law, Kenya School of Law
  • Diploma in Project Finance, The 12th African School for International Financial Law Cape Town, South Africa
  • Certified Public Secretary, The Institute of Certified Public Secretaries
  • ACCA, Level 1
  • Corporate Governance training by Institute of Directors and the Capital Markets Authority

Mergers & Acquisitions

  • Advising on the KES 574 million acquisition of business and assets of the former Kenya Co-operative Creameries (KCC) by the Government of Kenya and the subsequent transfer to New KCC.
  • Advising the Privatization Commission on the privatization of the Government-owned Muhoroni Sugar Company.
  • Advising the Privatization Commission on the privatization of the Government-owned Sony Sugar Company.
  • Advising the Privatization Commission on the privatization of the Government-owned Nzoia Sugar Company.
  • Advising the Privatization Commission on the privatization of the Government-owned Miwani Sugar Company.
  • Advising the Privatization Commission on the privatization of the Government-owned Chemilil Sugar Company.
  • Advising the Privatization Commission on the privatization and the sale of a 25% stake in East Africa Portland Cement Limited by the Government of Kenya.
  • Advising National Oil Corporation of Kenya in the USD 10 million acquisition transaction of part of BP Kenya Limited’s retail service stations located across Kenya.
  • Advising Kingdom Zephyr, a New York based private equity fund, on the structure of a proposed USD 202 million securitization of a corporate debt in Kenya, the first transaction of such nature in Sub Saharan Africa.
  • Advising on the structure of the proposed merger and acquisition of Universal Pharmacy Limited by Universal Corporation Limited.
  • Advising Universal Corporation Limited, a local pharmaceutical manufacturer in two rounds of equity and debt fundraising from FINNFUND: the first, a USD 8 million investment structured as part ordinary equity and part preference shares; and the second, a € 10 million investment structures as part preference shares, part share purchase and part debt.
  • Advising Saracen Media Limited, a local media planning and buying company, in its search for a strategic partner and in its subsequent merger with a global media and digital communications group.
  • Advising Arcpro Logistics Limited, a local clearing and forwarding company, in the acquisition of a stake in the company by Intraspeed SA (Pty) Limited, a South African logistics company.
  • Advising an independent power producer in a USD 16.8 million syndicated loan facility which was issued by a consortium of five banks.
  • Advising Three-mice Interactive, a leading web design company in its acquisition by Africa Online.

Capital Markets

  • Currently advising on the securitization of the assets of a power generating state corporation, which if successful, will be the first Asset Backed Security (ABS) transaction to be undertaken in Kenya.
  • Advising Safaricom Limited in the sale of the 25% stake held by the Government of Kenya in the company to the public and the subsequent listing of Safaricom Limited on the then Nairobi Stock Exchange. This was one of the largest initial public offerings in Sub Saharan Africa.
  • Currently structuring a D-REIT so as to create a bankable project that will be transferred to the REIT trustee.

Corporate Governance

  • Advising Naivas Limited, one of the largest retailers in Kenya, on the comprehensive revision of its corporate governance structure in adherence to corporate, statutory and regulatory requirements.
  • Provision of corporate governance advice to Creditinfo Credit Reference Bureau Kenya Limited, one of the three licensed credit reference bureaus in Kenya and solely owned by Creditinfo International, through preparation and comprehensive of a Corporate Governance framework for the Company designed to ensure ethical board leadership and strategic management and further, transparency and disclosure towards increasing stakeholder confidence.
  • Advising Superior Homes Kenya PLC, estate development company on establishing a Corporate Governance framework by making reference to The Code of Governance for Private Organisations in Kenya and the Code of Corporate Governance for Issuers of Securities to the Public.
  • Undertaking a Corporate Governance and Legal Audit on Kenya Shell Limited (now trading through Vivo Energy) which entailed a comprehensive review of the statutes and regulations impacting Kenya Shell, undertaking a financial, operational, legal review on Kenya Shell and preparing a compliance manual based on the findings.
  • Advised Home Afrika Limited, a leading real estate company based in Kenya offering strategically located properties for sale on establishing a Corporate Governance framework.
  • Undertaking Corporate Governance and Legal Audit and compilation of a compliance manual for Total Kenya Limited which involved reviewing the legal and regulatory framework on the oil industry and reviewing all contracts by Total Kenya Limited and advising on their compliance with all applicable laws.
  • Provision of legal and corporate governance advice to Omaera Pharmaceuticals Limited including but not limited to maintenance of required statutory registers, filing of returns and resolutions and other required documents, and provision of advice regarding compliance with applicable corporate, statutory and regulatory requirements.
  • Providing corporate governance and company secretarial services to Sanofi – Aventis Kenya Limited which included preparing and filing of annual returns, resolutions and other statutory documents at the Companies Registry, maintenance of records of minutes of general meetings and board meetings, relevant statutory books including Register of Members, Register of Directors and Secretaries, Register of Debentures among others, facilitating appropriate convening and holding of general meetings and meetings of the Board of Directors and reviewing the letters of resignation for the resigning directors and undertaking the requisite filings at the Companies Registry.

Infrastructure Projects and PPPs

  • Advising on the setting up of a 300-bed private hospital under the PPP model by Kenyatta National Hospital.
  • Advising the Public Private Partnerships Unit of the Kenyan National Treasury, as part of the Genesis Analytics Pty-led consortium, on the development, operation and maintenance of students’ hostels under a public private partnership (PPP) model to be undertaken by five public universities across Kenya.
  • Advising Kenya Railways in the Development of a master plan for the Nairobi Metropolitan Region Commuter Train.
  • Advising LANTech (Africa) Limited which has won a tender to redevelop one of the estates in Mombasa, Buxton Estate to construct a minimum of 2,500 modern and affordable housing units, a commercial centre, office blocks and other social amenities.
  • Advising the University of Nairobi Enterprises and Services Limited, the commercial arm of the University of Nairobi, in structuring the development of a hotel, conference centre, mall and serviced apartments within Nairobi under a PPP model.
  • Acted as the legal adviser to a consortium that includes one of the largest banks in Kenya, KCB Bank Kenya Limited, that has won a tender from the County Government of Nairobi City to redevelop one of its estates in Nairobi (the New Ngara Estate).
  • Advising a consortium in the negotiation of option agreements for a proposed mixed use development on approximately 3,000 acres in Arusha, Tanzania with elements of a public private partnership in the development of a ring road for the greater Arusha area and the development of a power plant to run on natural gas.
  • Advising Amboseli Golf Resort Hotel and Spa Limited on mixed used development structuring in Kenya that will incorporate a luxurious golf resort, time share units and holiday cottages.
  • Advising Tatu City Limited, one of the largest property developers in East Africa, on the structuring of an entire city in the outskirts of Nairobi. This involved developing a master declaration of covenants and restrictions which shall act as the constitution of the city and which shall protect the viability of the city in perpetuity.
  • Giving legal advice and structuring 2 multi-billion property development deals that involves the redevelopment and regeneration of old housing estates in both Nairobi County and Mombasa County in Kenya.
  • Advising Tilisi Developments Limited on mixed used development structuring in Kenya.
  • Advising Beulah City Limited on mixed used development structuring in Kenya.
  • Currently structuring the setting up of an exclusive members club based at the North Coast which shall own extensive world class luxury hotel apartments together with restaurants, conference facilities, state of art recreational facilities and grounds.
  • Advising on land use planning and partnering with professional urban planners to advice our clients on obtaining of approvals relating to change of use, amalgamation, subdivision and extension of leases both at the County Government level and the National Government level.
  • Involved in the setting up of a comprehensive sustainable multigenerational community centre having a mixed use which shall be set up on approximately 350 acres of land in Kiambu County. The investors shall be allowed to pay for their houses for a period of 20 years and shall also be entitled to other benefits which include education for 2 children and medical insurance.

Energy, Oil & Gas

  • Advising the Ernst & Young-led consortium on all legal aspects relating to the establishment by an independent power producer of a 20-year wind power project in Marsabit County, Kenya modeled as a public private partnership with the County Government of Marsabit, and estimated to produce approximately 300MW of power once operational.
  • Advising a power producing company in the negotiation, preparation review and execution of a Power Purchase Agreement with KPLC for two of its power plants at Embakasi.
  • Advised a major global energy operator in the field of energy generation from renewable sources - with an annual production of 29 TW/h, mainly from water, the sun, wind and the earth’s heat with a USD 600 Million capital investment.
  • Advised GDC on the largest and the biggest geothermal arrangement in respect of the utilization, operation and maintenance of GDC’s 59 geothermal wells situated in the Olkaria basin with a production capacity of about 280 MW. This is the largest and the biggest geothermal arrangement of this kind in the region.
  • Provided legal advisory services to Enel Green Power in the design, development, financing, construction, commissioning, testing, ownership and operationalisation and maintenance of a 140 MW geothermal project in Kenya.
  • Advised the Regional Government of South Sudan in drafting procurement documents in connection with the design, tender, procurement and construction for a 30 MW thermal power plant at Juba, South Sudan as well as the associated electricity distribution network.
  • Advising a Kenyan company in its ongoing negotiations with potential investors intending to invest in the company’s intended implementation of a 70 MW Homa Hills Geothermal Project.
  • Currently advising a Kenyan energy company on all aspects relating to the intended development of a 160 MW Solar Power Project in Nanyuki County, Kenya.
  • Currently advising Astonfield Solesa Solar Kenya Limited, an energy company in a project financing transaction for its solar power projects for an amount of USD 2.5M in which Beyond the Grid Fund LLC is the lender and SunFunder LLC, a Delaware corporation, the Arranger.
  • Advised EP Global Energy on the Kenyan legal and regulatory framework relating to the development, construction and operationalization of a solar related power project and on carbon management including advising on the most appropriate corporate structure under Kenyan law for conducting promotion of independent power business.
  • Advised Iber Africa on various PPAs with the Kenya Power and Lighting Company for a 52.5 MW power plant at Embakasi in Phase I, its second 5.25 MW power plant in Embakasi in the project’s Phase II and in advising Union Fenosa during the negotiation, drafting, review and execution of the O&M Agreement between Iber Africa and Union Fenosa for the Embakasi power plant in Phase III.
  • Currently advising on the structuring and financial modelling stages of a 20 year wind power project in Marsabit County under a Public Private Partnership (PPP) model under the Feed-In-Tariff-System (FiT).
  • Undertaking a legal audit on Total Kenya Limited (Total) which entailed undertaking a comprehensive review of the statutes and regulations impacting on Total, undertaking a financial, operational and legal review on Total and preparing a report based on the findings.
  • Undertaking a legal audit on Kenya Shell Limited (Shell) which entailed undertaking a comprehensive review of the statutes and regulations impacting on Shell, undertaking a financial, operational and legal review on Shell and preparing a report based on the findings.
  • Undertook the legislative review and tracking of all national and county government laws and regulations relevant to the energy sector in Kenya that affect Tullow Oil BV Kenya Limited.

Awards and Accolades

  • Ranked by IFLR1000 as a “Highly Regarded” in Mergers and Acquisitions in 2017, 2018 and 2019.
  • Ranked by Chambers Global as a leading lawyer in Kenya.