Victor Wambua

Principal Associate

+254 20 271 3977

victor.wambua@koassociates.co.ke

Victor is a Principal Associate in the firm’s Corporate & Commercial Department. He has a strong practice focus on Commercial Law, Corporate Governance, Mergers and Acquisitions, Capital Markets, and Private Equity transactions. His expertise also spans Competition and Consumer Protection, Intellectual Property, Employment Law, as well as Land Law and Conveyancing.

Victor is a solutions-oriented legal practitioner with a demonstrated ability to understand complex client needs and deliver practical, commercially sound outcomes. He brings extensive experience in legal research, transaction structuring, regulatory compliance, and the drafting and review of sophisticated legal documentation across a broad range of commercial transactions. His practice is complemented by strong communication, organizational, and stakeholder management skills, enabling him to effectively support clients in high-value and multi-jurisdictional matters.

Transaction Highlights

Victor has advised and supported local, regional, and multinational clients across diverse sectors, including finance, infrastructure, technology, energy, healthcare, and agribusiness. His recent experience includes:

• Private Equity, Growth Capital & Infrastructure Investments: Advised Poa Internet Kenya Limited on a landmark private equity and growth capital raise involving Africa50, BIO, and the U.S. International Development Finance Corporation (DFC). The transaction involved equity and debt financing to support affordable broadband expansion across Kenya and other African markets. His role covered investor due diligence, share capital and governance restructuring, regulatory and competition approvals, and negotiation and review of transaction documentation.
• Development Finance and Donor-Funded Transactions: Acted as legal counsel to TradeMark Africa in connection with securing EUR 86 million in European Union financing, including the legal review of a bank financial guarantee to mitigate risk exposure and ensure compliance, thereby supporting large-scale trade facilitation and economic development initiatives across Africa.
• Mergers, Acquisitions, and Strategic Buy-Outs: Provided advisory and transactional support on multiple acquisitions, including a management buy-out involving the acquisition of Tawi Fresh Kenya Limited, and the acquisition of the business and assets of HackerSploit by Cyber Ranges Ltd (Cyprus). His role encompassed legal due diligence, drafting and negotiation of transaction documents, regulatory compliance, risk assessment, and deal execution.
• Pension Fund & Institutional Investments: Advised the National Social Security Fund (NSSF) on major investment transactions, including (i) legal due diligence for its investment in the KES 10 billion Property Fund and (ii) participation in a private equity capital raise by the Africa Finance Corporation (AFC). His work focused on governance reviews, regulatory compliance, structuring considerations, and risk mitigation to support informed, long-term investment decisions.
• Technology, Infrastructure, and Growth Capital Transactions: Supported technology and digital infrastructure companies through legal due diligence processes and satisfaction of conditions precedent for equity and debt financing, facilitating growth capital investments by international development finance institutions.
• Data Protection and Regulatory Compliance: Led the provision of data protection advisory services to a leading state-owned energy company, including data protection impact assessments, data mapping and classification, third-party due diligence frameworks, and compliance audits under applicable data protection laws.
• Fund Formation and Investment Structuring: Played a key role in the structuring, establishment, and regulatory compliance of a USD 25 million climate impact investment fund targeting renewable energy, agriculture, and technology sectors. His work included fund structuring advice, preparation of core investment and governance documents, private placement materials, and ensuring compliance with Capital Markets Authority requirements.
• Public Sector & Transport Infrastructure Projects: Supported the Nairobi Metropolitan Area Transport Authority (NaMATA) on the corporate structuring and establishment of a Bus Operating Company for Nairobi’s Bus Rapid Transit (BRT) system. The project involved structuring a mass transit operator expected to deploy over 1,000 electric buses and serve up to 160,000 passengers daily, including legal due diligence, stakeholder engagements, and incorporation of the operating entity.
• Corporate Secretarial and Governance Advisory: Provides ongoing company secretarial and board advisory services to major institutional clients, including healthcare providers, supporting board operations, statutory compliance, governance best practices, and regulatory reporting obligations.
• Banking, Property, and Security Documentation: Regularly advises on the preparation and perfection of security documents for leading financial institutions and handles complex conveyancing transactions involving residential, commercial, and industrial property.

Education

• Master of Laws (LLM) – Ongoing, University of Nairobi
• Master of Business Administration (MBA) – Ongoing, University of East London
• Post Graduate Diploma in Law, Kenya School of Law (2023)
• Bachelor of Laws (LLB), Kenyatta University (2022)

Languages

• English
• Kiswahili

Countries of Work Experience

• Kenya

Citizenship

• Kenyan