LEAH MUCHIRI
PARTNER

Practice Areas:
Banking and Commercial Finance, Real Estate and Construction, Corporate Commercial.

Membership in professional societies:
Law Society of Kenya
East Africa Law Society

Email: wmuchiri@jkkibicho.co.ke

 

Credentials:
• Postgraduate Diploma in law, Kenya School of Law.
• Bachelor of Laws, LL.B (Hons), University of Nairobi.

Leah has a wealth of experience having practiced for many years in top tier law firms in Kenya. She in engaged in the Real Estate and Construction, Banking and Commercial Finance and the Corporate and Commercial departments of the firm and in addition has keen interest in data protection, immigration and insolvency. Leah has contributed to and co-authored many publications and issued numerous legal alerts to clients on current and developing legal issues.

Work Experience

• Contributed to the Latham & Watkins Comparative Guide to Investors on taking security in Africa.
• Contributed to the World Bank and World Trade Organisation Survey on Impediments to Services Integration in Kenya. 
• Co-authored publications including the Kenya Chapter, Getting the Deal Through – Loans & Secured Financing 2020 and the Afriwise – Kenya Lending and Security chapter.
• Contributed to the May 2017 Banker Africa issue on the trends and policies in the banking and finance industry in Kenya.
• Acting for a client in the issuance of senior secured notes for a US$ 550 million Bond by a UK finance subsidiary of the company, together with the entry into a pari passu revolving credit facility/term loan and intercreditor agreement. The scope of work involved reviewing the security documents to be created by the Kenyan subsidiary, giving opinions on certain questions related to enforceability under Kenyan law including any required consents, corporate formalities and Kenyan law limitations in respect of the security documents, drafting corporate authorisations for the parties incorporated in Kenya, advising on Kenyan law sections of the bundle of documents, including (but not limited to) risk factors and other sections that summarize Kenyan law, including, inter alia, insolvency law, service of process and enforcement of judgments (as applicable) which included drafting a short synopsis of applicable regulations governing the Kenyan subsidiaries, advising on Kenyan law sections of the transaction documentation, including the Indenture governing the Notes, the Purchase Agreement, the RCF/term loan and the Intercreditor Agreement, including in relation to agreed representations, undertakings and events of default, if applicable and reviewing the taxation sections of the Offering Memorandum, the RCF/term loan, and the Purchase Agreement and advising on taxation issues arising thereof.
• Conducting due diligence for an international client and providing high level legal review of the project risks associated with the proposed purchase of Verified Carbon Units in Kenya.
• Acting for the receivers of Karuturi after Karuturi was put under receivership and subsequently wound up for failing to pay its debts to creditors, its main (and secured) creditors being ICICI Bank, an Indian bank who had advanced USD 40 million to Karuturi and Stanbic Bank Kenya Limited from whom Karuturi had taken facilities amounting to KES. 227 million. Acted for the receivers and subsequent liquidators of Karuturi on various aspects of the matter. Advised on the powers of a receiver; receivership funding and payment of realizations in receivership; powers, rights and obligations of a liquidator post winding up of a company; and the scope of receivers’ powers following a winding up order and disposition of assets post winding up of a company.
• Acting for a client in connection with the acquisition of the entire share capital of a target and negotiating provision of financing facilities amounting to € 310,000,000.
• Advising Kakira Sugar, Uganda’s leading producer of sugar, in connection with its loan of USD 15.5 million and UGX 31.3 billion from three lenders, including Standard Chartered Bank, Stanbic Bank and Uganda Development Bank for financing of the construction of an Ethanol Distillery in Uganda.
• Acted in connection with a prior financing of USD 115 million where I was involved with restructuring of borrowings and arranging new facilities from Standard Chartered Bank, Stanbic Bank, Citibank and EADB, including negotiating a Common Terms Agreement and securities structure for Kakira Sugar. This was a bespoke structured finance deal involving the negotiation of a complex facility agreement and intercreditor agreement.
• Acting for a client incorporated in the UK in connection with a financing of USD.5,000,000 from Overseas Private Investment Corporation, an American lender. Negotiating the facility agreement in connection with the transaction and providing legal opinion on the enforcement of the security documents from a Kenyan law perspective.
• Advising a client on a creditors’ voluntary winding up of their three companies, giving comprehensive advice on the processes to be followed during the winding up, attending the creditors’ meetings and issuing a legal opinion on the matter.
• Acting for a developer in connection with its proposed phase 2 of a commercial development in Naivasha, Kenya. Providing legal structuring advice in connection with the project, provided the client with legal advice regarding implementation of the structure of the project and preparing transaction documents for the project.
• Preparing and reviewing of transaction documents for a client in the development and sale of about 230 commercial units along Waiyaki Way, Nairobi. This included drafting of the agreements for sale, leases and car park licenses, negotiating the agreement for sale with various purchasers and registering the Leases.
• Giving advice to a client on the inquiry by the Capital Markets Authority on the operations of their public company.
• Representing various banks in the preparation and perfection of documentation securing lending to their borrowers.
• Assisting in advising a renowned client on the various issues arising out of the construction of the sewerage system for their USD 250 million development in Nairobi.
• Acting on various sale and purchase transactions of properties including drafting and negotiating the agreements, transfers and leases to completion and routinely acting for both corporate and individual clients on diverse commercial and conveyancing transactions.