Angela Ogang

 

Position: Associate

Email: angela@oraro.co.ke

Telephone: 020 – 271 3 636/271 1 480

 

Background

Angela is a bilingual (English/French) international lawyer with an understanding of complex legal issues and the ability to frame effectively for clients and executive teams. She has a wealth of experience structuring, drafting and negotiating a wide range of agreements for business partners locally and abroad and was involved in M&A, Risk Management and Compliance activities while engaged in the financial services sector. Angela specialises in real estate and conveyancing, banking and commercial law and is a member of the firm’s newsletter editorial committee.

Membership in Professional Societies

  • East African Law Society
  • Law Society of Kenya

Professional Qualifications

  • Advocate of the High Court of Kenya
  • (LL.B.), Riara University
  • (LL.B.), Federation of Law Societies of Canada
  • (LL.M.), Queen Mary, University of London
  • (LL.B.), University of Essex

Employment

  • Oraro & Co. Advocates
  • Belladonna Pharmacy Ltd
  • XPRESSe Professional Services Inc, Toronto
  • B2B Bank (formerly B2B Trust), Toronto
  • The Salvation Army, Booth Industries, Toronto
  • Mullinger Banks Solicitors, London
  • Thornton & Co. Solicitors, London
  • Continental Research, London

Top matters

  • Conducted an independent legal audit of about seven hundred (700) cases for a leading sugar processing company. This involved a physical review of the files in respect of all seven hundred (700) cases with a view of establishing the nature of the cases, the exposure they posed to the company and if so, the monetary value of the claim or liability
  • Acted for Umati Capital Limited in the preparation and perfection of security documentation (all asset fixed and floating debenture, joint and several directors guarantees and the relevant board resolutions) in respect of an invoice discounting and supply chain finance by way of approved payables financing to a company engaged in the Kenyan Macadamia Industry
  • Acted for Umati Capital Limited in the preparation and perfection of security documentation (all asset fixed and floating debenture, directors guarantees and the relevant board resolutions) in respect to an invoice financing facility for invoices issued by a global agribusiness company in Kenya and the East African region to pre-approved buyers for the supply of humus
  • Acted for Umati Capital Limited in the preparation and perfection of security documentation (all assets fixed and gloating debenture and joint and several directors’ guarantee and the relevant board resolutions) in respect to an invoice financing facility for invoices issued by an exporter of fresh vegetables to pre-approved buyers for the supply of goods and services
  • Advised Ecobank on the effect of bankruptcy and insolvency on banking securities and relevant provisions of the Insolvency Act
  • Acted for Citibank in the creation and perfection of a charge in connection to banking facilities to a leading manufacturer of flat and long steel products in Africa to secure the sum of KES 410.3 million (USD 4.1 million)
  • Assisted the Executors of an estate in making an application to the Registrar of Lands for the reconstruction of a GLA Folio in respect to a residential property, including preparing a Deed of Indemnity and Statutory Declarations
  • Currently acting as local counsel for a market leader in financial data in respect of the lease of office premises in Nairobi. Reviewed and revised the Offer Letter, Lease and Parking License and negotiated the lease and license terms
  • Assisted Ecobank in the preparation and securitisation of charges to secure banking facilities to a Borrower, and coordinated the stamping and registration of the discharge of charge in favour of a commercial bank in Kenya
  • Part of a team that advised a Kenyan real estate development company seeking to partner with a local construction company for the development of high-end residential apartments in the Upper Hill area of Nairobi by way of a joint venture agreement
  • Reviewed a KCB Bank Kenya Limited’s facility letters, security documents and general terms and conditions in respect to banking facilities totalling KES 149.5 million (USD 1.5 million) to a Borrower secured by way of a charge over the Borrower’s property, and provided an opinion to the Bank on the possible impact of a debenture issued by the said Borrower to the East African Development Bank and the legal options available to the Bank of Africa under the charge and at law against the Borrower
  • Currently acting for the registered proprietor of a one of a kind mall in Nairobi’s metropolis. The scope of work entails reviewing the Heads of Terms and KYC documentation for each new tenant, drafting and reviewing lease agreements and licenses, and advising on day to day legal matters
  • Provided legal input on several agreements for the sale/purchase of residential property in Nairobi, prepared, reviewed and registered all appropriate legal documentation
  • Currently acting for a leading real estate investment firm in the preparation and review of sale agreements and conveyance in respect to large residential property development projects
  • Part of a team that acted for a leading Kenyan investment firm dealing in real estate in relation to the purchase of a 10.4 acre residential property in Karen through an SVP for the sum of KES 650 million (USD 6.5 million). Prepared a Declaration of Trust and Affidavit confirming that the shares of an SVP will be held in trust for the investment firm
  • Prepared powers of attorney for the Kenya Deposit Insurance Company (KDIC) to enable its attorneys to, inter alia, represent KDIC in any institution under liquidation and execute documents
  • Drafted a settlement agreement for Sunshine Beach Hotels Limited in respect to a project for the development of modern ocean front business and leisure residence in Mombasa, which the parties agreed to discontinue thus releasing each other from all claims and demands arising out of the project
  • Acted for Alliance Concrete Limited in the negotiation and preparation of a commercial lease of agricultural land to operate a batch plant for the manufacture of cement and advised the client on the procedure for obtaining a change of user
  • Conducted a review of security templates for Ecobank, including a facility letter, a corrigendum to the letter of offer and supplemental letter of offer, general terms and conditions applicable to facilities, corporate deed of guarantee and indemnity, individual guarantee and indemnity form, guarantee agreement and risk sharing agreement
  • Prepared an opinion for a sugar miller in the Western province of Kenya on the legal mechanisms that would allow it to secure the sugarcane supplied by growers and further on whether the client’s AFFA Farming Agreement can be used to create a security interest in the sugarcane. Reviewed and amended the security agreement in accordance with the provisions of the Movable Property Security Rights Act
  • Acted for OIC International, an American company engaged in global workforce development, in the review and amendment of a Warehouse License Agreement. Provided an opinion on the parties’ rights and obligations, revocability and assignment of contractual licenses, and implications of various other provisions of the License Agreement
  • Provided a second legal opinion to Big Dutchman, a producer of equipment for the egg and poultry industry selling goods in Africa, on the legal implications of a proposed lending scheme. Reviewed the contractual documentation and provided advice on the law relating to registration and enforcement of security interests. Amended the client’s standard delivery contract in accordance with the Consumer Protection Act and the new Movable Property Security Rights Act
  • Part of a team that conducted an extensive legal audit of a leading Kenyan bank with national coverage
  • Acted for the Trade & Development Bank (commonly known as “PTA Bank”) in the review and amendment of several agreements for the provision of consulting services in connection to a proposed office development in Nairobi
  • Part of a team that is currently advising a leading investment firm in a joint venture with landowners for the development of a multi-million dollar mixed use project
  • Acted for a landlord in the preparation and review of a lease of residential premises to Care International in Kenya, an international non-profit organization with offices in Nairobi
  • Prepared a letter of indemnity to be used as a template for clients entering into Supply Finance Agreements with Umati Capital pursuant to which credit facilities will be provided against discounted invoices uploaded to Umati’s system or sent via electronic means
  • Advised a client on the transfer of properties into a family company and the process of applying for stamp duty exemption
  • Advised an international client on legal implications of buying land as a foreigner in Kenya and associated costs
  • Acted for the Landlord of a high-end shopping mall in the preparation and issuance of notices of forfeiture to a prominent chain of stores with national and regional coverage on grounds of insolvency
  • Part of a team that advised a foreign company on the corporate debt recovery process in Kenya
  • Drafted a Deed of Variation in relation to a Development and Management Agreement to reflect the new terms agreed upon by the parties following the withdrawal of development
management services by one of the parties
  • Drafted a Joint Venture Agreement between a company in the business of importing, supplying
and manufacturing various printed materials and artwork and a photographer who agreed to create an online gallery for the said company
  • Drafted a Consultancy Agreement between an importer/supplier/manufacturer of artwork and a local artist who will be advising the company on marketing strategy and technical aspects of setting up an online gallery
  • Assisted a client in responding to damaging allegations contained in a confidential audit
report highlighting ongoing procurement issues affecting a leading mobile network operator
  • Provided advice on the procedure to incorporate a wholly owned subsidiary of a foreign company in Kenya
  • Drafted a legal opinion advising on the competition law implications of a proposed
transaction involving the syndication of sales data between pharmaceutical companies in Kenya
  • Reviewed and amended a client’s existing memorandum and articles of association to bring them in line with the new Companies Act
  • Advised an international client on recent regulatory developments affecting doing business in Kenya
  • Part of a team that appeared before the HIV & AIDS Tribunal in relation to a claim for unfair dismissal
  • Drafted a Petition in a matter involving the Principal Secretary of the National Treasury’s refusal to grant corporation tax exemptions status to the Law Society of Kenya
  • Drafted a legal opinion on whether the Kenya Revenue Authority can issue an assessment for reverse VAT outside the timeframe stipulated in the VAT Act, 2013 to recover tax due and payable under the repealed VAT Act, Cap 476
  • Assisted a client in filing an application to have a change of ownership of copyright
  • Reviewed and amended an Advertising, Design and Film Production Agreement
  • Drafted an Assignment Agreement assigning the copyright in artists’ music to a company licensed by the Music Copyrights Society of Kenya as a publisher for a period of five (5) years

Practice Areas