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Corporate Governance

Corporate Governance

We provide corporate governance legal services, solutions, and advice in Kenya. This means that we will provide you with strategies for managing risk, complying with legal requirements, communicating with shareholders, and preparing for known uncertainties evolve constantly.

Our team will grasp your issues quickly, and chart a course of action and navigate your company to a successful outcome.

If you would like to find out more about what Corporate Governance legal services can be offered by our law firm to you or your business, please contact us on +254 20 2100 999 or email us at solutions@clay-law.com for a free initial chat about any Corporate Governance legal issue.

Corporate Governance

Board Best Practices

Our Law Firm is able to advise your Board on various issues including committee composition, board diversity, leadership structures, and oversight of risk management.

As well as board functions and duties including reviewing bylaws and guidelines, committee charters, codes of ethics and other governance-related materials designed to comply with legal and regulatory requirements and best practices in relation to corporate governance.

Regulatory Liaison

Our deep bench of securities and corporate governance practitioners,includes advocates who formerly held positions at the Capital Markets Authority (CMA) and other global regulatory agencies, routinely partner with clients to develop forward-thinking governance programs.

In-House Counsel Outsourcing

We are able to act as outside in-house/general counsel to both private companies and publicly traded companies and provide ongoing legal advisory services in connection with disclosure requirements and regulatory filings, public offerings and capital markets activities, fiduciary duties and the shareholder relations policies.

Transactional Advice

Our team is ready to represent public companies and their directors on devising governance programs designed to facilitate collaborative relationships with shareholders and for takeover preparedness.

Ethics & Sustainability

Effective corporate governance is key to establishing and maintaining an ethical, sustainable, quality business.

Our law firm will work with you to implement the foundations of consistently up-to-date corporate governance and compliance which match your company and meet the interests of all stakeholders.

Count On Us

We all share the same common goals – to deliver legal advice of the highest quality that is clear and easy-to-understand for our clients and meets their specific needs at competitive rates (including fixed fees wherever possible to deliver value for money and budget certainty).

Our Corporate Governance Services

Regulatory Compliance

Our team of specialist corporate governance lawyers can assist in compliance with:

Our lawyers will counsel your company on all aspects of corporate governance, including day-to-day CMA and Nairobi Securities Exchange compliance issues related to both listed companies and market participants, shareholder communications, regulatory compliance and investigations, risk management, executive compensation, crisis management, and contextual benchmarking of board practices.

Risk Management

Organisations are facing a maze of ever-increasing rules and overlapping regulations impacting a growing number of areas within their businesses.

As governments and public opinion have pushed for increasing amounts of legislation regulators have responded. They are reaching further to bring organisations to task for failing to comply with their obligations and foresee risk. Regulatory violations are increasingly no longer tolerated by customers and other key stakeholders who now see such failings squarely as a threat to a company’s reputation and value.

Having a culture and system that embeds and reinforces the importance of compliance with international and local regulatory requirements has become business-critical. Our approach goes beyond ensuring legal and regulatory compliance and mitigating identified risks.

Our people are experts in constant dialogue and engagement with wide cross section of key stakeholders across industry, supranationals, government, agencies, think-tanks and academics. We advise on best practice, policies, culture and ethics, in the boardroom or throughout an entire organisation.

In-House Counsel Outsourcing

Clay & Associates Advocates can provide a full range of company secretarial services from company formations to the registered office addresses.

We can also be appointed to act as your company secretary. In particular, our Company Secretarial team can deal with annual filings, updates to the statutory registers and recording changes to directors and shareholders, therefore reducing the administrative burden on our company clients.

Corporate Governance Advisory Services

With corporate governance at the forefront of discussion in the boardroom and a key factor in decision-making by proxy voters, proactive, informed and practical corporate governance advice is critical. We regularly advise public companies, their boards and board committees on all aspects of corporate governance including:

  • Board effectiveness, board self-assessment and best practices in board structure
  • Board and committee composition, including hot topics such as diversity and tenure
  • Fiduciary duties
  • Board and management succession planning
  • Governance requirements of relevant securities exchanges
  • Hot-button issues in executive compensation
  • Balancing anti-takeover protections with shareholder rights
  • Perspectives of institutional investors on current and emerging corporate governance trends
  • The impact of governance decisions on potential voting recommendations from proxy advisory firms
  • Preparation and response to shareholder proposals and activist campaigns
  • Proxy contests
  • Directors and officers indemnification and insurance
  • Crisis management
  • Board and board committee investigations

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Rattansi Educational Trust Building, Nairobi.

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Clay & Associates Advocates is registered as a law firm under the Laws of Kenya. Our professional indemnity insurer is Britam General Insurance Company Limited and is in respect of the firm’s practice. Calls may be recorded for quality and training purposes.

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