Consumer Products

Anjarwalla & Khanna has acted for some of the largest producers, importers and distributors of consumer products on various operational aspects of their businesses, ranging from commercial to employee related matters, including compliance. Our lawyers understand how to navigate the intricate and complex consumer protection laws and are up to speed with East Africa’s very dynamic legal market. We are well placed to defend our clients in disputes emanating from consumer products, including tax disputes.

Matters in this sector include:

  • Advising Unilever Kenya, a subsidiary of one of the largest consumer goods manufacturing and distribution groups in the world, on the restructuring of Unilever’s operations in Kenya, Tanzania, Malawi and Zambia, including advising on corporate restructuring, commercial arrangements, real estate and labour law.
  • Acting for a Kenyan company on its acquisition of Menengai Oil Refineries, the largest manufacturer of edible oils, soaps and detergents in Kenya, including conducting due diligence and advising on the LMA governed transaction financing and security package with a syndicate of banks and other lenders, both local and offshore, as well as on the structuring of the transaction to achieve the best tax efficiencies for the client.
  • Acting for a client having diverse operations in Kenya, Uganda, Tanzania and Mauritius in the Fast Moving Consumer Goods (FMCG) category in connection with a share subscription agreement, followed by a shareholders agreement, entered into with an Indian manufacturer of biscuits and confectionary based in Gujarat, in the amount of USD 500,000, using an SPV incorporated in Mauritius, including negotiating the terms of investment, carrying out a due diligence on the target company, reviewing the applicable Indian licensing and regulatory regimes, reviewing the financial due diligence reports and advising our client on the provisions of the share subscription and shareholders agreements.
  • Acting for Crown Beverages, a blue chip beverage manufacturing company that was acquired by SABMiller, in connection with filing and prosecution of various trade mark and national industrial applications.
  • Acting for Godrej East Africa Holdings, a Mauritius subsidiary of Godrej Consumer Products, an Indian public company listed on the Bombay Stock Exchange and the National Stock Exchange of India and globally manufactures and distributes fast moving consumer goods (FMCG), in connection with its purchase (in two phases) of 100% of the share capital of Canon Chemicals, a Kenyan company involved in manufacturing and distribution of well-known brands in the personal, home and industrial care FMCG sub-sectors, including conducting due diligence in Kenya, drafting the share purchase agreement and shareholders agreement, and obtaining regulatory approval from the Competition Authority of Kenya.
  • Advising Hotpoint Appliances, one of the largest importers and suppliers of white and brown goods in Kenya, including preparing standard terms and conditions for sale as well as registering (or coordinating the registry of) Hotpoint’s trademarks in Kenya, Uganda, Tanzania, the United Arabs Emirates and China.
  • Acting for Diageo on its roll-out of a compliance and anti-corruption programme in Nigeria, Gabon, and East Africa for Diageo’s importers and distributors of Johnnie Walker whisky products.
  • Advising Satya Capital, a London based private equity fund, on its proposed acquisition of a stake in the largest FMCG company in Kenya, with operations in Kenya, Uganda, Tanzania and Rwanda, including providing detailed legal due diligence on the group, the drafting of share subscription agreement, share purchase agreement, shareholders agreement, working with financial advisers on the corporate restructuring of the group and advising on remedial measures to be taken by the company in relation to matters arising from the due diligence exercise.
  • Acting for Africinvest, one of the leading private equity houses in North and sub-Saharan Africa with USD 1 billion under management, on its investment in Kiboko, a Mauritian pharmaceutical and FMCG company with subsidiaries in Uganda, Tanzania, Rwanda and Burundi.
  • Acting for the shareholders of Zylog, a large importer, wholesaler and retailer of white goods, on their shareholders’ agreement, including advising and drafting the same.