Summary
Overview
Work History
Education
Skills
Certification
Work Availability
Timeline
Transactional Experience
Publications
Transactional Experience
Generic

NELSON KARUMBA

Nairobi

Summary

Nelson is a dynamic and motivated corporate lawyer, admitted and qualified to practice in Kenya. Advises on various corporate finance matters including debt, equity and capital markets transactions. He also has significant experience in dispute resolution, corporate governance, corporate services and regulatory compliance. Nelson writes in his spare time and has published many articles on various platforms.

Overview

4
4
years of professional experience
1
1
Certificate

Work History

Legal Associate

Ashitiva Advocates LLP
02.2023 - Current
  • Conducted legal research and provided legal opinions on various transactional, corporate and commercial matters;
  • Successfully advised on various transactions (including structured debt, corporate mergers and acquisitions, and project financing) from negotiation to closing on behalf of various financiers and entrepreneurs;
  • Drafted transactional documents such as loan agreements, finance agreements, revenue share agreements, convertible notes and ancillary documents such as resolutions, shareholders' agreements, warrants and guarantees;
  • Drafted security documents such as charges and debentures and ensured registration and perfection at relevant government registries;
  • Successfully executed share transfers, incorporation, change in directorship and statutory compliance updates on behalf of clients;
  • Advised on intellectual property matters such as registration of trademarks and patents within both local and international contexts; and
  • Participated in business development such as writing articles, concept notes, tenders and pitch decks.

Corporate Services Associate

Bowmans
10.2021 - 03.2022
  • Managed a client portfolio of over 100 clients, provided advisory services to clients on matters such as registration of entities, share transfers, allotment of shares, capitalization, striking off/de-registration and change in directorship;
  • Attended board and committee meetings on behalf of public listed companies as well as private companies and drafted reports and minutes for review and approval by boards;
  • Ensured that client companies were compliant with provisions of Companies Act 2015 by preparing and filing shareholders resolutions approving Annual General Meeting (AGM) matters, members' AGM resolutions and annual returns; and
  • Took part in governance audits of listed companies by examining records and preparing a draft report thus ensuring compliance with Capital Markets Authority (CMA) code of corporate governance.

Corporate Services Associate

Scribe Services Registrars Limited
01.2021 - 09.2021
  • Ensured compliance on behalf of client companies by filing company annual returns and maintaining registers within prescribed time limits;
  • Assisted in convening of meetings of shareholders and directors by drafting annual general meeting and board meeting notices and agenda and chairman's aide memoire;
  • Successfully registered various entities such as company limited by shares, companies limited by guarantee, foreign companies and business names;
  • Successfully executed company restructures including changes in directors, share transfers and allotment of shares; and
  • Undertook corporate governance audits on over 5 public listed companies, undertook board evaluations for various companies and took part in board trainings.

Trainee Lawyer

Issa & Company Advocates
01.2020 - 01.2021
  • Accompanied, advocates and managing partner to courts/tribunals for case management conferences, mentions, hearings, rulings and judgments;
  • Updated clients on court and tribunal attendances and diarized important dates to ensure efficient bring-ups for future actions;
  • Received instructions to prepare suits for hearing including drafting demand letters, drafting pleadings, perusing documents and compiling list and bundle of documents, preparing witness statements and fixing hearing dates;
  • Diligently and effectively undertook legal research, wrote submissions and gave legal opinions and general legal advice to clients; and
  • Drafted transfers of interest in land, drafted sale agreements and reviewed various completion documents.

Education

Certified Secretaries (CS) - Foundation Level

Kenya Accountants And Secretaries Examination Board (KASNEB)
Nairobi
2021

Post Graduate Diploma in Law -

Kenya School of Law
Nairobi
2019

Bachelor of Laws -

Kenyatta University School of Law
Nairobi
2018

Secondary School Certificate -

Utumishi Boys Academy
Nakuru
2013

Primary School Certificate -

Little Friends Junior Academy
Nakuru
2009

Skills

  • Legal research and drafting;
  • Contract review and negotiation;
  • Corporate law;
  • Commercial transactions,
  • Intellectual property law;
  • Litigation & arbitration,
  • Corporate services, corporate governance and regulatory compliance;

Certification

  • Data protection training convened by Lawyers Hub and Africa Digital Policy Institute- September, 2023


  • Latham & Watkins - Mergers and Acquisitions virtual experience programme on Forage - January, 2023


  • Allen & Overy - Technology and M&A virtual experience programme on Forage - February, 2023




Work Availability

monday
tuesday
wednesday
thursday
friday
saturday
sunday
morning
afternoon
evening
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Timeline

Legal Associate

Ashitiva Advocates LLP
02.2023 - Current

Corporate Services Associate

Bowmans
10.2021 - 03.2022

Corporate Services Associate

Scribe Services Registrars Limited
01.2021 - 09.2021

Trainee Lawyer

Issa & Company Advocates
01.2020 - 01.2021

Certified Secretaries (CS) - Foundation Level

Kenya Accountants And Secretaries Examination Board (KASNEB)

Post Graduate Diploma in Law -

Kenya School of Law

Bachelor of Laws -

Kenyatta University School of Law

Secondary School Certificate -

Utumishi Boys Academy

Primary School Certificate -

Little Friends Junior Academy

Transactional Experience

  • Part of the litigation teams that represented two (2) pension schemes in recovery actions for funds invested in the collapsed Chase Bank and Imperial Bank corporate bonds of KES 10 Billion (approx. USD 70 Million) and KES 2 Billion (approx. USD 13 Million);
  • Part of the governance audit teams conducting corporate governance audits on over five (5) Nairobi Securities Exchange (NSE) listed companies including Britam, WPP Scangroup, Safaricom, Absa, Flame Tree Group & Unga Group in accordance with Kenya's capital markets regulatory provisions;
  • Part of the legal team that successfully represented Kentegra Pyrethrum Company Limited ( as the Borrower) in a lending transaction of USD 10,000,000 by U.S. International Development Finance Corporation;
  • Successfully advised Talanton Advisors LLP (an impact fund) in a USD 1,862,197 lending transaction to a local commercial grower, packer, and exporter of premium organic and conventional fresh fruits;
  • Advising Talanton Advisors LLP in a blended equity and debt financing transaction in the sum of USD 1,500,000 in a local automotive parts distributor;
  • Advising Ambatana Venture Capital Limited on setting up of a private equity fund in Kenya;
  • Advised Kua Ventures Limited in respect of multiple debt investments with a combined value, in excess of USD 1 Million, in various small and medium enterprises (SMEs) in Kenya; and
  • Representing an agro-processing company based in Kenya in a USD 300,000 share acquisition transaction by Acumen Capital Partners.

Publications

  • Spac Mergers in Kenya: A Review of the Cma's Proposed Spac Framework – Published on SSRN; Accessible via: https://papers.ssrn.com/sol3/papers.cfm?abstract_id=4163835;
  • The hits, misses of written resolutions – Published on Business Daily; Accessible via: https://www.businessdailyafrica.com/bd/opinion-analysis/ideas-debate/the-hits-misses-of-written-resolutions-3828642;
  • How compliance, governance can help enhance NSE investor confidence – Published on Business Daily; Accessible via: https://www.businessdailyafrica.com/bd/opinion-analysis/ideas-debate/how-compliance-governance-nse-investor-confidence-3479014;
  • Pension funds & asset management in Kenya; What is the asset manager’s duty of care? - Published on Medium ; Accessible via https://medium.com/@nkarumba-nk/pension-funds-asset-management-in-kenya-what-is-the-asset-managers-duty-of-care-6c15eb20beba;
  • The Concept of Private equity and Venture Capital in the Kenyan Legal Framework – Published on Medium; Accessible via - https://medium.com/@nkarumba-nk/the-concept-of-private-equity-and-venture-capital-in-the-kenyan-legal-framework-791e11b4ff58; and
  • The Resignation Paradox: Understanding Constructive dismissal - Published on Medium; Accessible via: https://medium.com/@nkarumba-nk/the-resignation-paradox-understanding-constructive-dismissal-767b1b863670.

Transactional Experience

  • Part of the litigation teams that represented two (2) pension schemes in recovery actions for funds invested in the collapsed Chase Bank and Imperial Bank corporate bonds of KES 10 Billion (approx. USD 70 Million) and KES 2 Billion (approx. USD 13 Million);
  • Part of the governance audit teams conducting corporate governance audits on over five (5) Nairobi Securities Exchange (NSE) listed companies including Britam, WPP Scangroup, Safaricom, Absa, Flame Tree Group & Unga Group in accordance with Kenya's capital markets regulatory provisions;
  • Part of the legal team that successfully represented Kentegra Pyrethrum Company Limited ( as the Borrower) in a lending transaction of USD 10,000,000 by U.S. International Development Finance Corporation;
  • Successfully advised Talanton Advisors LLP (an impact fund) in a USD 1,862,197 lending transaction to a local commercial grower, packer, and exporter of premium organic and conventional fresh fruits;
  • Advising Talanton Advisors LLP in a blended equity and debt financing transaction in the sum of USD 1,500,000 in a local automotive parts distributor;
  • Advising Ambatana Venture Capital Limited on setting up of a private equity fund in Kenya;
  • Advised Kua Ventures Limited in respect of multiple debt investments with a combined value, in excess of USD 1 Million, in various small and medium enterprises (SMEs) in Kenya; and
  • Representing an agro-processing company based in Kenya in a USD 300,000 share acquisition transaction by Acumen Capital Partners.


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