Recent Developments in Kenyan Commercial Law

Recent Developments in Kenyan Commercial Law

Covering Legislation, Case Law, Regulatory Reform and Commercial Practice

✍Simon Kahiga Karagu— Advocate of the High Court of Kenya🗓May 2026

Abstract

This paper presents a comprehensive analysis of recent developments in Kenyan commercial law, covering the period from 2024 to mid-2026. It examines landmark legislative reforms, significant judicial decisions, and evolving regulatory frameworks across key areas including banking and finance law, contract law, competition law, virtual assets regulation, corporate insolvency, data protection, and regional trade. The analysis draws on primary legislative sources, case law from the Kenya Law Reports, and commentary from leading law firms and academic institutions. The paper concludes that Kenya is undergoing a significant modernisation of its commercial law framework, moving toward greater consumer protection, tighter financial regulation, and alignment with international standards — with profound implications for businesses operating in or entering the Kenyan market.

Table of Contents

1. Introduction
2. Banking and Financial Services Law
1. The Business Laws (Amendment) Act, 2024
2. Core Capital Requirements and Regulatory Penalties
3. Regulation of Non-Deposit-Taking Credit Providers
4. Credit Guarantee Business Regulations, 2025
3. Contract Law Reform
1. The Law of Contract Amendment Bill, 2025
2. Prohibition on Exclusion of Liability
3. Unfair Contract Terms and Reasonableness
4. Implications for Commercial Contracts
4. Virtual Assets and Fintech Regulation
1. The Virtual Assets Service Providers (VASP) Act, 2025
2. Regulatory Architecture and Licensing
3. AML/CFT Obligations
4. Commercial and Investment Implications
5. Competition Law Developments
1. EAC Competition Authority Merger Regime
2. COMESA Regulatory Overhaul
3. Notable Competition Cases
6. Corporate and Insolvency Law
1. Insolvency Act, 2015 — Judicial Developments
2. Corporate Rescue Mechanisms in Practice
3. Privatisation Act, 2025
7. Data Protection and Commercial Privacy
1. Data Protection Act, 2019 — Enforcement Trends
2. Commercial Implications of Data Protection
8. Judicial Developments in Commercial Litigation
1. Foreign Company Capacity to Sue
2. Binding Effect of Email Correspondence
3. Buyer Power and Supplier Contracts
9. Regional Trade and Investment Law
1. African Continental Free Trade Area (AfCFTA)
2. Special Economic Zones
10. Conclusion and Outlook
11. References

Section 01

Introduction

Kenya occupies a unique and consequential position in the East African commercial law landscape. As the largest economy in the East African Community, home to a fast-growing fintech sector, and a regional hub for multinational businesses, Kenya's commercial law framework shapes the operating environment for hundreds of thousands of enterprises. In recent years, the country has embarked on a sweeping programme of legislative reform aimed at modernising its legal infrastructure, enhancing investor confidence, and aligning domestic law with international standards.

The period from 2024 to mid-2026 has been marked by a series of landmark legislative enactments and judicial decisions that have materially altered the commercial law landscape. The Business Laws (Amendment) Act, 2024 introduced far-reaching changes to banking regulation, capital requirements, and financial penalties. The Law of Contract Amendment Bill, 2025 — described by commentators as the most significant proposed overhaul of Kenyan contract law in decades — introduced statutory controls on contractual freedom that will reshape how businesses draft and enforce commercial agreements. Meanwhile, the Virtual Assets Service Providers Act, 2025 transformed Kenya's stance on cryptocurrency and digital finance from one of institutional caution to structured regulation.

These legislative changes have been complemented by significant judicial developments. Kenyan courts have addressed questions ranging from the capacity of unregistered foreign companies to sue, to the binding force of email correspondence, to the proper application of competition law in supplier-retailer relationships. At the regional level, the activation of the EAC Competition Authority's merger notification regime from November 2025 introduced an additional layer of compliance for cross-border transactions involving Kenya.

This paper provides a detailed, multi-thematic analysis of these developments, drawing on primary legislative sources, Kenya Law Reports decisions, regulatory guidance, and commentary from leading commercial law firms. Section 2 examines changes in banking and financial services law. Section 3 analyses the contract law reforms. Sections 4 and 5 address virtual assets regulation and competition law respectively. Sections 6 through 9 cover corporate law, data protection, commercial litigation, and regional trade. The paper concludes with a forward-looking assessment of the trajectory of Kenyan commercial law.

Section 02

Banking and Financial Services Law

2.1 The Business Laws (Amendment) Act, 2024

The Business Laws (Amendment) Act, No. 20 of 2024 was enacted on 11 December 2024 and came into force on 27 December 2024. It constitutes the most comprehensive reform of Kenya's banking and financial services legislation in recent years, amending three principal statutes: the Banking Act (Cap. 488), the Central Bank of Kenya Act (Cap. 491), and the Microfinance Act (Cap. 493C).

The Act was introduced following a Cabinet Secretary announcement in November 2024, signalling the government's intention to incentivise and de-risk private investment, enhance consumer protection, and align Kenya's financial sector with international regulatory standards.

2.2 Core Capital Requirements and Regulatory Penalties

One of the most consequential provisions of the Act concerns capital adequacy. The Act mandates a phased increase in the minimum core capital requirement for banks and mortgage finance companies, rising from KES 1 billion to KES 10 billion by 2029. This tenfold increase over five years is designed to strengthen the resilience of the banking sector and align it with international Basel Accord standards.

The implications for the market are significant. Smaller financial institutions may find it difficult to meet the new thresholds and may be compelled to seek additional capital, enter into mergers, or be acquired by larger banks. Legal practitioners and financial advisers have begun advising clients on strategic options in anticipation of the phased compliance timeline.

In parallel, the Act substantially increased penalties for non-compliance. The maximum penalty for financial institutions and credit reference bureaus that fail to comply with the Banking Act, CBK Prudential Guidelines, or CBK directions has been raised from KES 5 million to KES 20 million — or three times the gross amount of any monetary gain made or loss avoided through the non-compliance — whichever is higher.

2.3 Regulation of Non-Deposit-Taking Credit Providers

Prior to the Act, a significant regulatory gap existed: non-deposit-taking credit providers — entities that extend loans and credit facilities without taking deposits — operated largely outside the formal regulatory perimeter of the Central Bank of Kenya. The Act addresses this gap by extending CBK's licensing and supervisory authority to cover such providers.

The expanded definition of 'non-deposit-taking credit business' encompasses granting loans and credit facilities to the public, whether with or without interest and whether secured or unsecured. This is particularly significant given the growth of digital lending platforms in Kenya, many of which have operated without formal CBK oversight and have faced widespread consumer complaints regarding high interest rates, aggressive debt collection, and data privacy violations.

2.4 Credit Guarantee Business Regulations, 2025

Following the enactment of the Business Laws (Amendment) Act, 2024, the Central Bank of Kenya published the Draft Central Bank of Kenya Credit Guarantee Business Regulations, 2025 for public comment in October 2025. These draft regulations provide detailed procedural and prudential requirements for credit guarantee schemes, and are of particular interest to entities participating in government-backed schemes aimed at supporting SME access to finance.

Section 03

Contract Law Reform

3.1 The Law of Contract Amendment Bill, 2025

The Law of Contract Amendment Bill, 2025 represents the most ambitious proposed reform of Kenyan contract law since independence. Published on 2 December 2025 and gazetted by the National Assembly in February 2026, the Bill proposes fundamental changes to the freedom of contract doctrine that has historically governed commercial relationships in Kenya. Commentators have described it as a decisive shift toward a fairness-based framework.

The Bill's scope is wide — it will affect every form of commercial agreement, from standard supplier contracts and service agreements to customer terms and conditions, employment contracts, and bespoke commercial arrangements. Legal advisers have strongly urged businesses to conduct compliance audits of existing contract portfolios and prepare for systematic re-papering before the Bill's commencement.

3.2 Prohibition on Exclusion of Liability

The most consequential single provision in the Bill is an absolute prohibition on contractual terms that seek to exclude or restrict liability for death or personal injury resulting from negligence. This prohibition is stated in unequivocal terms and admits no exceptions based on the nature of the parties, the commercial context, or the sophistication of the contracting parties. No amount of clear and explicit drafting can overcome this prohibition — it is a mandatory rule of law.

For Kenyan businesses in sectors carrying physical risk — construction, manufacturing, transport, hospitality, and healthcare — the implications are profound. Standard liability exclusion clauses must be reviewed and, to the extent they purport to exclude liability for personal injury or death caused by negligence, must be removed or amended.

3.3 Unfair Contract Terms and Reasonableness

Beyond the absolute prohibition, the Bill introduces a statutory test for unfair and unconscionable contract terms. This test will apply to a wide range of limitation of liability clauses and other provisions that courts determine to be unreasonable given the circumstances of the contracting parties and the commercial context of the agreement.

The Bill codifies a reasonableness standard requiring courts to assess factors such as the relative bargaining power of the parties, the availability of alternative commercial options, whether the relevant limitation was drawn to the attention of the affected party, and whether the clause was part of a standard form contract. This approach mirrors the Unfair Contract Terms Act 1977 in England and Wales.

3.4 Implications for Commercial Contracts

The practical implications of the Bill are extensive. Standard terms and conditions across all sectors will require review. Indemnity clauses, force majeure provisions, and limitation of liability caps previously considered robust may now be subject to challenge. Businesses contracting with consumers will face the greatest exposure.

Legal practitioners have advised businesses to: undertake a structured programme of contract review and re-papering prior to commencement; develop internal training for procurement and commercial teams; and engage counterparties early to negotiate updated contractual terms before the Bill creates tactical leverage for the other side.

Section 04

Virtual Assets and Fintech Regulation

4.1 The Virtual Assets Service Providers (VASP) Act, 2025

The enactment of the Virtual Assets Service Providers Act, No. 20 of 2025 marks one of the most significant policy shifts in Kenyan financial law in recent years. The Act was passed by Parliament on 7 October 2025, assented to by the President on 15 October 2025, gazetted on 21 October 2025, and came into force on 4 November 2025.

The passage of VASPA represents a fundamental change in Kenya's regulatory stance toward virtual assets. For a decade preceding the Act, the Central Bank of Kenya maintained an expressly cautious position, issuing public notices in 2015 and 2020 warning members of the public against the use of virtual currencies. The transition from this posture of institutional caution to a comprehensive statutory licensing framework positions Kenya among the more advanced African jurisdictions in digital finance regulation.

4.2 Regulatory Architecture and Licensing

The Act establishes a dual-regulator structure. The Central Bank of Kenya is designated as the regulator for VASPs engaged in payment service activities and crypto-related financial transactions. The Capital Markets Authority has oversight over virtual asset trading platforms and activities that fall within the capital markets sphere.

To qualify for licensing, VASPs must be companies limited by shares registered under the Companies Act (Cap. 486), or foreign companies limited by shares registered in Kenya. As at November 2025, no VASPs had yet been formally licensed, as the detailed licensing regulations remained pending publication. However, existing crypto exchanges, wallet providers, payment gateways, stablecoin issuers, token issuers, and other VASPs were placed on notice to apply for licensing once regulations were issued or face ceasing operations.

4.3 AML/CFT Obligations

A core purpose of VASPA is to bring virtual asset service providers within Kenya's Anti-Money Laundering and Combating the Financing of Terrorism (AML/CFT) regime, in alignment with FATF recommendations. The Act imposes on VASPs obligations equivalent to those applicable to banks under the Proceeds of Crime and Anti-Money Laundering Act.

These obligations include robust Know Your Customer (KYC) and customer due diligence procedures, ongoing transaction monitoring systems capable of handling blockchain-specific patterns (chain analysis and clustering), suspicious transaction reporting to the Financial Reporting Centre, and comprehensive record-keeping. VASPs must also screen customers against beneficial ownership registers, politically exposed persons lists, and international sanctions lists.

AMG Advocates, Virtual Asset Service Providers Act 2025 (December 2025); Dentons Hamilton Harrison & Mathews, Kenya's Crypto Leap (November 2025).

4.4 Commercial and Investment Implications

The regulatory clarity provided by VASPA opens significant commercial opportunities for banks, payment service providers, digital lenders, fintechs, telecoms operators, and global VASPs seeking to develop products and services involving virtual assets. The legal framework enables businesses to plan products with confidence in the regulatory parameters governing their activities.

From an investment perspective, VASPA positions Kenya as a potential hub for compliant digital finance in Africa. The country already has one of the highest rates of cryptocurrency adoption on the continent, with significant volumes of peer-to-peer trading, remittance activity, and merchant acceptance experiments. Formalising this activity within a licensing framework provides the legal infrastructure for institutional participation and foreign investment.

Afriwise, Kenya Now Has a Crypto Law — VASP Bill 2025 (2025).

Section 05

Competition Law Developments

5.1 EAC Competition Authority Merger Regime

One of the most significant developments in Kenyan competition law has been the activation of the East African Community Competition Authority's (EACCA) mandatory cross-border merger notification regime, which commenced on 1 November 2025. This development, nearly two decades in the making since the EAC Competition Act was first passed in 2006, introduces a new layer of compliance for businesses involved in cross-border M&A across the eight EAC Partner States: Burundi, the Democratic Republic of Congo, Kenya, Rwanda, Somalia, South Sudan, Tanzania, and Uganda.

Mergers require notification where: (i) the merging parties operate in at least two EAC Partner States; (ii) combined turnover or assets in the EAC equal or exceed USD 35 million; and (iii) at least two merging parties each have combined turnover or assets of USD 20 million in the EAC, unless each party achieves at least two-thirds of its aggregate EAC turnover or assets within a single Partner State (the 'domestic filter'). The EACCA operates as a one-stop shop, removing the need for dual filing with the Competition Authority of Kenya (CAK) in qualifying cross-border transactions. Mandatory filing fees can reach up to USD 100,000.

Bowmans Law, East Africa — Mandatory Merger Notification Regime Comes Into Effect (November 2025); Mondaq, East African Community Announces Start of Enforcement (December 2025).

5.2 COMESA Regulatory Overhaul

The activation of the EAC merger notification regime creates significant complexity for businesses operating across multiple overlapping regional bodies. Six of the eight EAC Partner States — Burundi, the DRC, Kenya, Rwanda, South Sudan, and Uganda — are also members of COMESA, which has its own merger notification regime administered by the COMESA Competition Commission (CCC).

In 2025, COMESA undertook a significant regulatory overhaul, including an increase in the merger filing fee from 0.01% of combined turnover or assets (capped at USD 200,000) to 0.1% (capped at USD 300,000). In June 2025, the CCC and the EACCA signed a Memorandum of Understanding to coordinate jurisdictions, though OECD peer reviewers noted the MoU's terms remained too general to resolve jurisdictional overlaps definitively. The practical implication for Kenyan businesses is the potential need to file with both the EACCA and the CCC, incurring significant filing fees and compliance costs.

Cliffe Dekker Hofmeyr, Key Merger Control Changes in COMESA's 2025 Competition Regulatory Overhaul (January 2026); OECD Peer Review of Competition Law and Policy: Kenya, Mergers Chapter.

5.3 Notable Competition Cases

In May 2024, the High Court of Kenya set aside a decision of the Competition Tribunal that had ordered Majid Al Futtaim Hypermarkets Limited (trading as Carrefour) to amend all its supplier contracts on grounds of abuse of buyer power. The underlying dispute arose from a complaint by one of Carrefour's suppliers alleging unfair application of rebates, refusal to accept deliveries, transfer of labour costs, and shifting of commercial risk.

During the financial year 2023/24, the CAK handled 107 merger-related matters, of which 22 met the statutory threshold for full review under the Competition Act, underscoring the active enforcement posture of the CAK and the importance of competition law compliance for businesses engaged in M&A activity in Kenya.

Section 06

Corporate and Insolvency Law

6.1 Insolvency Act, 2015 — Judicial Developments

The Insolvency Act, 2015 marked a paradigm shift in Kenyan corporate law, moving away from a liquidation-first philosophy toward a more sophisticated culture of corporate rescue. Recent judicial developments have begun to define the practical limits and application of the Act's rescue mechanisms, with significant implications for creditors, shareholders, and insolvency practitioners.

A significant case involves Cytonn High Yield Solutions Limited [2024] KEHC 14726, subject to an appeal to the Court of Appeal with a ruling anticipated in late 2025. The case is expected to set an important precedent on the balance between business rescue objectives and the rights of individual creditors. In February 2025, the High Court also extended an insolvent company's administration period by six months, emphasising that individual creditor suits — including proceedings by Prime Bank — would jeopardise the collective restructuring effort.

6.2 Corporate Rescue Mechanisms in Practice

Despite the modern framework provided by the Insolvency Act, 2015, practical challenges continue to limit the effectiveness of corporate rescue in Kenya. Commentators and insolvency practitioners have identified several structural weaknesses: delayed intervention by directors; limited utilisation of Company Voluntary Arrangements (CVAs); weak coordination among creditor groups; and a relative scarcity of specialist turnaround expertise in the Kenyan market.

The case of Mastermind Tobacco is illustrative — by December 2024, assets including the company's head office and factory in Syokimau were scheduled for auction in January 2025, demonstrating the consequences of insufficient and delayed engagement with the Act's rescue mechanisms. Recommendations include earlier mandatory engagement with insolvency practitioners and greater use of CVAs as a flexible restructuring tool.

6.3 Privatisation Act, 2025

The Privatisation Act, 2025 replaced the Privatisation Act, 2005 and established a new institutional architecture for the privatisation of state-owned enterprises in Kenya. The new law established a Privatisation Authority to oversee state divestiture processes, with provisions requiring parliamentary approval, public participation, and independent valuations. This represents a significant strengthening of the governance and accountability framework for the sale of state assets — a development of considerable importance for commercial lawyers advising on privatisation transactions and for private investors evaluating opportunities in parastatal sectors.

Section 07

Data Protection and Commercial Privacy

7.1 Data Protection Act, 2019 — Enforcement Trends

The Data Protection Act, 2019 and the establishment of the Office of the Data Protection Commissioner (ODPC) have introduced a binding data protection regime with direct implications for commercial practice. By early 2025, the ODPC had received over 7,000 complaints, issued multiple financial penalties, and ordered compensation in numerous cases — demonstrating an active and increasingly assertive regulatory posture.

Penalties for data protection violations include fines of up to KES 5 million, suspension of data processing licences, and in serious cases, criminal charges against responsible officers. Courts have additionally ordered compensation to data subjects whose rights have been infringed, adding a private law dimension to regulatory exposure. This is illustrated by Thakrar v WPP PLC & 8 Others (Commercial Case E147 of 2024) [2025] KEHC 7382 (KLR), which addressed issues arising from alleged commercial and data protection breaches in a high-profile corporate dispute.

7.2 Commercial Implications of Data Protection

For businesses operating in Kenya, the Data Protection Act creates concrete compliance obligations that intersect with everyday commercial activities. The processing of personal data in the context of commercial contracts, customer databases, employee records, and marketing activities is subject to requirements for lawful basis, purpose limitation, data subject rights, and cross-border transfer restrictions.

Kenyan courts have grappled with the tension between contractual freedom and data protection rights. In cases involving the use of personal images, the courts have held that where a contract expressly permits indefinite use of a person's image, the constitutional right to privacy may be deemed waived, and such disputes are primarily governed by commercial law rather than constitutional jurisdiction. Key compliance challenges include the interpretation of complex regulations in multi-jurisdictional commercial operations, valid capture of consent in digital environments, and the handling of penalties for unsolicited commercial communications.

Section 08

Judicial Developments in Commercial Litigation

8.1 Foreign Company Capacity to Sue

One of the most practically significant developments in 2025 was a clarification by the High Court of Kenya regarding the capacity of unregistered foreign companies to institute proceedings in Kenyan courts. In a decision delivered in August 2025, the High Court confirmed that foreign companies can sue in Kenya without local registration, resolving a persistent and commercially significant area of uncertainty.

Prior to this decision, certain High Court decisions — notably Stichting Rabo Bank Foundation v Ava Chem Limited and Another [2024] KEHC 9931 (KLR) and Root Capital Incorporated v Tekangu Farmers Co-operative Society Ltd and Another [2016] KEHC 3735 (KLR) — had taken a strict position that unregistered foreign companies carrying on business in Kenya lacked the legal capacity to sue. The August 2025 decision is likely to be welcomed by foreign investors, lenders, and multinationals with commercial interests in Kenya, as it reduces the risk that failure to comply with local registration requirements will deprive a foreign company of access to judicial remedies.

8.2 Binding Effect of Email Correspondence

The case of UBA Kenya Bank Limited v Top Image Africa Limited addressed an increasingly common question in commercial litigation: whether email correspondence can constitute a binding contractual agreement. The decision affirmed that email exchanges can create legally enforceable obligations in appropriate circumstances, a finding with broad implications for businesses that conduct negotiations and reach agreements through digital channels.

This serves as an important reminder that businesses should exercise caution in their email correspondence, as communications intended to be preliminary or exploratory may, in certain circumstances, constitute binding contractual terms. In the earlier Commercial Case E031 of 2024, the High Court applied the established test from Mrao Ltd v First American Bank of Kenya Limited and 2 Others [2003] eKLR for interlocutory relief, confirming the continuing relevance of this foundational authority in commercial contract disputes.

8.3 Buyer Power and Supplier Contracts

The Carrefour case also has significant implications for commercial litigation practice. The High Court's setting aside of the Competition Tribunal's order in May 2024 illustrates the willingness of the courts to scrutinise competition law decisions carefully and to impose substantive standards on the exercise of regulatory and quasi-judicial power. For businesses subject to competition enforcement action, the decision underscores the importance of pursuing judicial review and appeal rights where the legal basis for a regulatory decision is questionable.

More broadly, the Carrefour litigation highlights the increasingly complex legal environment facing large retailers and their supplier networks in Kenya. The Competition Authority of Kenya's willingness to investigate and penalise buyer power abuses, combined with the courts' active scrutiny of such decisions, creates a dual layer of legal risk and opportunity that commercial practitioners must navigate carefully.

Section 09

Regional Trade and Investment Law

9.1 African Continental Free Trade Area (AfCFTA)

Kenya's participation in the African Continental Free Trade Area (AfCFTA) advanced materially in 2025, as the AfCFTA's implementation moved from planning toward actual commercial usage under the AfCFTA Guided Trade Initiative. Kenya emerged as a key partner in pilot trading, with Ethiopia beginning to export goods to Kenya under the AfCFTA framework — marking one of the first concrete instances of intra-African trade movement under the agreement.

For Kenyan businesses, the practical significance of AfCFTA lies in improved market access across 54 African countries, reduced tariffs, and the gradual harmonisation of trade rules. From a commercial law perspective, the key practical implications relate to contract drafting for cross-border supply agreements, choice of governing law and dispute resolution mechanisms for pan-African commercial relationships, and the application of competition and regulatory requirements across multiple jurisdictions.

9.2 Special Economic Zones

The Business Laws (Amendment) Act, 2024 also introduced changes to the Special Economic Zones (SEZ) regime. Specifically, the Act introduced a time limit on the benefits available to SEZ developers, operators, and enterprises, capping the availability of incentives at 10 years from the date of licence issuance. Previously, certain incentives had been available without a defined time limit, creating open-ended fiscal benefits that the government has now decided to constrain.

This change reflects a broader policy direction of rationalising tax and investment incentives, limiting their duration, and increasing the productivity of SEZ-related investment. For businesses considering investing in or through Kenyan SEZs, the amendment underscores the importance of modelling long-term financial implications with careful attention to the defined incentive period.

Section 10

Conclusion and Outlook

The foregoing analysis demonstrates that Kenyan commercial law is in a period of dynamic and consequential transformation. The simultaneous pursuit of legislative reform across banking regulation, contract law, virtual assets, competition, insolvency, and data protection reflects a coherent policy direction: building a more robust, consumer-protective, and internationally competitive commercial law framework.

Several overarching themes emerge from this analysis. First, there is a clear movement toward greater financial regulation and consumer protection, visible in the increased banking penalties and capital requirements, the introduction of the VASP Act's licensing framework, and the proposed contract law reforms limiting exclusion of liability. Second, Kenya is actively aligning its commercial law framework with international standards — including FATF recommendations on AML/CFT, Basel standards on capital adequacy, and international competition law norms. Third, regional integration is imposing new compliance obligations on businesses operating across multiple jurisdictions, most notably through the EAC merger notification regime and the evolving COMESA regulatory framework.

The judicial branch has contributed to this transformation through landmark decisions clarifying the position of foreign companies in litigation, affirming the binding nature of email-based commercial communications, and scrutinising the exercise of competition regulatory powers. These decisions provide important guidance for commercial practitioners and their clients.

Looking ahead, several developments warrant close attention: the regulations to be issued under the VASP Act will determine the practical operating framework for Kenya's emerging virtual asset industry; the Law of Contract Amendment Bill's passage will reshape the drafting of commercial agreements; the interaction between the EAC, COMESA, and CAK merger control regimes remains a source of regulatory complexity; and the continued development of the data protection enforcement framework is likely to bring additional compliance obligations and litigation risk for data-intensive businesses.

For practitioners, in-house counsel, investors, and businesses operating in Kenya, staying abreast of these developments is not merely advisable — it is essential to sound commercial decision-making and effective risk management.

Section 11

References

Primary Legislation

• Business Laws (Amendment) Act, No. 20 of 2024, Laws of Kenya (enacted 11 December 2024, effective 27 December 2024)
• Virtual Assets Service Providers Act, No. 20 of 2025, Laws of Kenya (assented 15 October 2025, effective 4 November 2025)
• Law of Contract Amendment Bill, 2025 (gazetted by National Assembly, February 2026)
• Insolvency Act, No. 18 of 2015, Laws of Kenya
• Data Protection Act, No. 24 of 2019, Laws of Kenya
• Competition Act, No. 12 of 2010, Laws of Kenya (as amended)
• Privatisation Act, 2025, Laws of Kenya
• Banking Act, Chapter 488, Laws of Kenya (as amended)
• Central Bank of Kenya Act, Chapter 491, Laws of Kenya (as amended)
• Companies Act, No. 17 of 2015, Laws of Kenya
• East African Community Competition Act, 2006 (as amended by the EAC Competition (Amendment) Act, 2023)

Case Law

• Commercial Case E031 of 2024 [2024] KEHC (High Court of Kenya, September 2024)
• Thakrar v WPP PLC & 8 Others (Commercial Case E147 of 2024) [2025] KEHC 7382 (KLR)
• Cytonn High Yield Solutions Limited [2024] KEHC 14726 (High Court of Kenya, 2024)
• Stichting Rabo Bank Foundation v Ava Chem Limited and Another [2024] KEHC 9931 (KLR)
• Root Capital Incorporated v Tekangu Farmers Co-operative Society Ltd and Another [2016] KEHC 3735 (KLR)
• Mrao Ltd v First American Bank of Kenya Limited and 2 Others [2003] eKLR (Court of Appeal of Kenya)
• Majid Al Futtaim Hypermarkets Limited v Competition Authority of Kenya (High Court, May 2024)
• Resma Commercial Agencies v Ngattah [2025] KECA 2214 (KLR) (Court of Appeal of Kenya)
• Erastus Ngura Odhiambo v State Law Office & Others (Constitutional Petition No. E290 of 2024) [2026] KEHC
• UBA Kenya Bank Limited v Top Image Africa Limited (High Court, 2024/2025)

Regulatory Guidance and Secondary Sources

• Bowmans Law, 'Kenya: The Business Laws (Amendment) Act, 2024' (March 2025)
• Cliffe Dekker Hofmeyr, 'Banking and Finance Amendments Introduced by the Business Laws (Amendment) Act 20 of 2024' (January 2025)
• EY, 'Kenya Enacts Business Laws (Amendment) Act, 2024' (January 2025)
• Spencer West, 'Kenya Business Laws (Amendment) Bill 2024: Key Provisions Explained' (September 2025)
• Global Law Experts / Mahida & Maina Company Advocates, 'Kenya Law of Contract Amendment Bill 2025' (May 2026)
• LexAfrica, 'Kenya Tables Law of Contract Amendment Bill 2025' (April 2026)
• Cliffe Dekker Hofmeyr, 'Kenya VASP Act 2025: A New Era for Virtual Asset Regulation' (January 2026)
• Dentons Hamilton Harrison & Mathews, 'Kenya's Crypto Leap: The Virtual Asset Service Providers Act, 2025' (November 2025)
• CM Advocates, 'Kenya's Virtual Assets Service Providers Act, 2025 Is Now In Force' (November 2025)
• Njaga & Co Advocates LLP, 'The Virtual Asset Service Providers Act, 2025 Is Now Law' (January 2026)
• AMG Advocates, 'The Virtual Asset Service Providers Act 2025' (December 2025)
• Bowmans Law, 'East Africa: Mandatory Merger Notification Regime Comes Into Effect on 1 November 2025' (November 2025)
• Cliffe Dekker Hofmeyr, 'Key Merger Control Changes in COMESA's 2025 Competition Regulatory Overhaul' (January 2026)
• Manwa Advocates, 'Update on the EACCA Merger Notification Regime 2025' (August 2025)
• OECD, 'Peer Reviews of Competition Law and Policy: Kenya — Mergers Chapter' (2025)
• African Law & Business, 'East African Community Competition Authority to Begin Assessing Mergers' (August 2025)
• Cytonn Investments, 'Review of Restructuring and Insolvency in Kenya' (November 2025)
• Chambers & Partners, 'Insolvency 2025 — Kenya: Trends and Developments' (November 2025)
• AMG Advocates, 'Data Protection in Kenya: Law, Cases, Compliance & Best Practices' (2025)
• Cliffe Dekker Hofmeyr, 'Kenyan High Court Confirms That Foreign Companies Can Sue in Kenya Without Local Registration' (August 2025)
• KN Law LLP, 'Kenya Corporate & Commercial Legal Landscape' (February 2026)
• GLI, 'Litigation & Dispute Resolution Laws & Regulations: Kenya' (August 2024)
• Wamae & Allen LLP, Legal Updates (various, 2025–2026)
• The Kenya Times, 'New Cryptocurrency Rules Take Effect As Kenya Prepares for Licensing of Virtual Asset Providers' (November 2025)