Real Estate & Construction
Anjarwalla & Khanna is known for its real estate practice expertise, and advises on some of the largest real estate developments in East Africa and the largest developments in Kenya, including projects such as the Two Rivers, a 100-acre, fully-integrated mixed-use development, the largest of its kind in Kenya and Garden City, a USD 250 million integrated mixed-use property that includes a 500,000 square feet retail mall, offices, hotel, 600 residential units, businesses and a recreational area. We are the only firm in the market that can deliver the full range of advisory services necessary to handle large development projects from start to finish including advice relating to tax and equity structuring, construction, debt financing, conveyancing, operation and management. The firm has the largest dedicated real estate and construction legal practice in Kenya, consisting of nineteen lawyers as well as trainees and support staff.
Representative matters include:
- Acting for Centum, a leading East African investment and real estate development company listed on the Nairobi Securities Exchange and the Uganda Securities Exchange, on all legal matters in connection with Two Rivers, its five-year, 100 acre fully-integrated mixed use development, on 62,000 square meters, currently valued at USD 166 million, the largest of its kind in Kenya, comprising of a retail mall as well as a commercial and residential development. The development has several financiers (debt and equity) such as AVIC International, Industrial & Commercial Development Corporation of Kenya (ICDC) and the Co-operative Bank of Kenya. Our scope of work includes advising, drafting and negotiating complex corporate, equity and management structures and agreements, land acquisition and dispositions, leasing, tax and regulatory compliance.
- Acting for Actis, a leading private equity investor with over USD 5 billion managed to date, in connection with its Garden City development, a USD 250 million integrated mixed-use property that comprises of a 500,000 square feet retail mall, offices, hotel and 600 residential units, including preparing all agreements relating to the land acquisition, project construction, residential unit sales and retail shop leases, advising on the overall corporate and management structure to ensure effective intergration in view of the mixed-use nature of the project and construction contract with Sinohydro, handling all regulatory and licensing matters and acting for Actis in relation to the construction and purchase of a solar facility to power the Garden City development, including negotiating the power purchase agreement.
- Acting for a consortium led by Kiewa Group in a joint venture with the Nairobi County Council for the redevelopment of the Old Ngara Estate within Nairobi City County at an approximate cost of USD 70 million, including undertaking a regulatory review for the project, due diligence on the title for the land, setting up a special purpose vehicle (SPV) for the consortium, drafting a shareholders agreement in relation to the SPV and reviewing the joint venture agreement between the SPV and the Nairobi City County.
- Acting for Dutch East African Group, a Kenyan private equity firm on its proposed acquisition of two companies controlling 1100 hectares of land in Kilifi, Kenya for the development of a USD 1.7 billion luxury, mixed use residential, commercial and recreational development, including conducting due diligence, drafting and negotiating all acquisition documentation, a turn-key construction agreement with an Indonesian project manager as well as all documentation for the debt financing by a UK private equity firm.
- Acting for Vipingo Ridge on its development of a five-star residential and golfing resort with two 18-hole Championship Golf Courses on 1,500 acres in Kilifi, on the coast of Kenya, including advising on power purchase arrangements for the development, liaising with the Energy Regulatory Commission and Kenya Power and Lighting Company for the relevant permits and contracts required for such power supply and distribution arrangements, negotiating and preparing contractual documentation for residential unit sales.
- Acting for Paramount Chief Estate on its greenfield development of a medium-cost housing estate in the Nairobi, Kenya suburb of Kiambu, including advising on the 62 hectares land purchase, overall project and management structure, the debt and equity financing (including bridge financing), the advance performance guarantee and performance security required of the EPC contractor, construction matters, drafting and negotiating all corporate and shareholder agreements and the project and syndication management agreement, as well as advising on foreign buyer requirements and drafting and negotiating all unit sale and lease agreements for buyers and tenants of over 300 units.
- Acting for Maiyan Holdings in connection with its 24 hectare, integrated, mixed-use development consisting of a hotel, recreational facilities, residential homes and development plots in Kenya, including advising on overall project structure, management structure, legal and regulatory issues and compliance, legal risks and tax efficiencies, negotiating and drafting the subscription and shareholders agreement and management contracts as well as drafting the form letter of offer, lease agreements and sales agreements for the development plots. Once completed, the development will be the largest of its kind in Nanyuki, Kenya.
- Acting for Vishwa Developers, in connection with its proposed 368 unit, affordable residential housing project and supporting shopping complex, nursery school and recreational facilities in the South C area of Nairobi, including advising on overall project structure, drafting all tender documents including form construction, consultant and contractor agreements, preparing and negotiating all the legal documentation required for the sale of units as well as handling all conveyance matters.
- Acting for Sheheena Enterprises on its proposed development of an integrated mixed-use project comprised of sixty-two high end residential apartments, a boutique hotel, recreational facilities and a marina overlooking Nyali Bridge in Mombasa, Kenya, including advising on and implementing organizational and management structures based on a thorough legal analysis of the project, advising on all regulatory approvals as well as drafting the form letter of offer, sales and lease agreements for the residential units.
- Acting on an on-going basis for Centum Investment Company, in connection with its proposed development of an economic zone situated in Vipingo, which is being constructed on 10,500 acres of land and once completed will be the largest economic hub in Kenya. The development will include an industrial park, retail mall, commercial offices and a residential development. The development will be undertaken in phases, the first of which involves developing infrastructure on 900 acres of land at a cost of over KES. 790 million. Centum bought 10,500 acres from Rea Vipingo earlier in the year for KES 2 billion.
- Advising Azalea Holdings on its USD 25 Million LMA governed loan from Eastern and Southern African Trade & Development Bank (PTA Bank) for financing of the construction of a class A shopping mall in Nairobi, including reviewing the facility documentation, negotiating all material terms including the security documentation which comprised a charge over land, an all asset debenture, corporate guarantees, assignment of rental receivables and a lien over debt service accounts.
For more information on Anjarwalla & Khanna’s real estate, property and construction expertise, please contact KARIM S. ANJARWALLA and AMYN MUSSA in Nairobi and MONA K. DOSHI in Mombasa.