Legal Glossary
A comprehensive reference of over 146 legal terms commonly used in Kenyan law. Understand key terminology across property, corporate, litigation, and other practice areas.
146 terms found
Absolute Title
The highest form of land ownership in Kenya, indicating that the registered proprietor holds an indefeasible title to the property. Under the Land Registration Act 2012, absolute title provides the greatest security of tenure and is virtually immune to challenge except in cases of fraud.
Acquittal
A judicial determination that a person charged with a criminal offence is not guilty. In Kenya, an acquittal may be entered by the trial court after the prosecution fails to prove its case beyond reasonable doubt, as required under the Evidence Act.
Adjudication
The legal process of resolving a dispute through a formal judicial or quasi-judicial determination. In Kenyan land law, adjudication refers specifically to the process under the Land Adjudication Act (Cap 284) by which customary land rights are ascertained and recorded.
Advocate
A person admitted to practise law in Kenya under the Advocates Act (Cap 16). Advocates are officers of the High Court and are authorised to represent clients in all courts and tribunals. The Law Society of Kenya regulates the profession and maintains the Roll of Advocates.
Affidavit
A written statement of facts made under oath or affirmation, used as evidence in judicial proceedings. In Kenya, affidavits are governed by the Oaths and Statutory Declarations Act and must be sworn before a Commissioner for Oaths or a Magistrate.
Allotment Letter
A document issued by the Commissioner of Lands or a county government granting an individual the right to occupy and develop a parcel of public land. The allotment letter is the first step towards obtaining a formal lease or title deed in Kenya.
Alternative Dispute Resolution (ADR)
Methods of resolving disputes outside the traditional court system, including mediation, arbitration, and negotiation. Article 159(2)(c) of the Constitution of Kenya 2010 expressly promotes the use of ADR in the administration of justice.
Amicus Curiae
A 'friend of the court' — a person or organisation not party to a case who offers information or expertise to assist the court in reaching a decision. Kenyan courts, particularly the Supreme Court and High Court, regularly admit amicus curiae briefs in matters of public interest.
Arbitration
A private, binding method of dispute resolution where parties submit their dispute to one or more arbitrators. In Kenya, arbitration is governed by the Arbitration Act 1995 and the Nairobi Centre for International Arbitration Act 2013, making Nairobi a regional hub for commercial arbitration.
Articles of Association
A document that defines the internal rules governing the management and operation of a company. Under the Companies Act 2015, every company registered in Kenya must have articles of association that regulate the relationship between the company, its shareholders, and its directors.
Bail
The temporary release of an accused person awaiting trial, sometimes subject to conditions such as the payment of a security deposit. Article 49(1)(h) of the Constitution of Kenya guarantees every arrested person the right to be released on bail or bond on reasonable conditions.
Beneficial Owner
The natural person who ultimately owns or controls a legal entity or arrangement, or on whose behalf a transaction is conducted. The Companies Act 2015 and anti-money laundering regulations in Kenya require disclosure of beneficial ownership to promote transparency.
Bill of Lading
A legal document issued by a carrier to a shipper acknowledging receipt of goods for transport. In Kenyan trade law, the bill of lading serves as a receipt, a contract of carriage, and a document of title to the goods, and is essential in import/export transactions through the Port of Mombasa.
Bond
A written instrument under seal by which a person binds themselves to perform or refrain from performing certain acts. In Kenyan criminal law, bond refers to the undertaking given by an accused person to appear in court, while in property law it refers to a mortgage instrument.
Capital Gains Tax
A tax levied on the profit realised from the sale or transfer of property. In Kenya, capital gains tax was reintroduced in 2015 under the Income Tax Act and is currently charged at 15% on the net gain from the transfer of property situated in Kenya.
Cause of Action
The set of facts or circumstances that give rise to a legal right to seek a remedy in court. A cause of action must be established before a suit can be filed in Kenyan courts, and time limits for filing are prescribed under the Limitation of Actions Act.
Caveat
A formal notice entered on a land register to prevent any dealings with the property without the caveator's knowledge. Under the Land Registration Act 2012, a caveat protects a claimed interest in land and must be supported by a reasonable claim to an interest in that property.
Certificate of Incorporation
A document issued by the Registrar of Companies upon the successful registration of a company, confirming its existence as a separate legal entity. In Kenya, the Business Registration Service issues certificates of incorporation under the Companies Act 2015.
Charge (Land)
A form of security interest created over land to secure the repayment of a debt or obligation. Under the Land Act 2012 and Land Registration Act 2012, a charge must be registered against the title to be valid and gives the chargee the right to sell the land if the chargor defaults.
Chattels
Movable property as distinguished from immovable property (land and buildings). In Kenya, the Chattels Transfer Act governs the transfer and mortgaging of chattels, which include goods, vehicles, equipment, and other personal property that can be physically moved.
Citizen by Birth
A person who acquires Kenyan citizenship automatically by virtue of being born to a Kenyan parent. Chapter Three of the Constitution of Kenya 2010 provides that a person is a citizen by birth if on the day of their birth, either parent was a Kenyan citizen.
Class of Permit
The categorisation of work permits under the Kenya Citizenship and Immigration Act 2011. There are several classes (A through M) of work permits, each corresponding to a specific type of employment or investment activity that a foreign national may undertake in Kenya.
Collateral
An asset pledged by a borrower to a lender as security for a loan. In Kenya, collateral may include land, buildings, vehicles, shares, or other assets, and is governed by various statutes including the Land Act, Chattels Transfer Act, and the Movable Property Security Rights Act 2017.
Commissioner for Oaths
A person authorised under the Commissioner for Oaths (Advocates) Act to administer oaths and take affidavits. In Kenya, every advocate holding a current practising certificate automatically qualifies as a Commissioner for Oaths.
Compulsory Acquisition
The power of the national or county government to take private land for public purposes upon payment of just compensation. Article 40 of the Constitution of Kenya and the Land Act 2012 set out the procedure and safeguards for compulsory acquisition of land.
Consent to Transfer
Approval required from the Land Control Board before agricultural land in Kenya can be sold, leased, mortgaged, or otherwise dealt with. The Land Control Act (Cap 302) requires that all transactions involving agricultural land receive prior consent.
Consideration
Something of value exchanged between parties to a contract, which makes the agreement legally binding. Under Kenyan contract law (based on English common law), a valid contract requires offer, acceptance, consideration, and the intention to create legal relations.
Conveyancing
The legal process of transferring ownership of property from one person to another. In Kenya, conveyancing is regulated by the Land Registration Act 2012, the Land Act 2012, and the Stamp Duty Act, and must be conducted by a qualified advocate.
Corporate Social Responsibility (CSR)
The voluntary commitment by companies to contribute to social, environmental, and economic development. While not yet mandatory in Kenya, the Companies Act 2015 and the Capital Markets Authority guidelines encourage listed companies to report on CSR activities.
Counterclaim
A claim made by a defendant in response to the plaintiff's original claim, asserting an independent cause of action against the plaintiff. Under the Civil Procedure Rules of Kenya, a defendant may file a counterclaim in the same suit rather than instituting separate proceedings.
Customs Duty
A tax imposed on goods imported into or exported from Kenya. Customs duties are levied under the East African Community Customs Management Act 2004 and administered by the Kenya Revenue Authority. Rates are determined by the East African Community Common External Tariff.
Debenture
A written instrument acknowledging a debt, typically issued by a company and secured by a charge over the company's assets. In Kenya, debentures are governed by the Companies Act 2015 and must be registered with the Registrar of Companies within 30 days of creation.
Decree
The formal expression of a court's adjudication upon any matter in dispute. In Kenyan civil procedure, a decree follows a judgment and conclusively determines the rights of the parties. It is the enforceable order that arises from the court's judgment.
Deed of Assignment
A legal document used to transfer rights, title, or interest in property from one party (the assignor) to another (the assignee). In Kenyan property transactions, deeds of assignment are commonly used for the transfer of leasehold interests.
Defamation
The publication of a false statement that injures another person's reputation. In Kenya, defamation is actionable under both civil law (the Defamation Act, Cap 36) and may constitute a criminal offence. The Constitution's protection of free expression must be balanced against the right to reputation.
Dependent Pass
A permit issued to the spouse, child, or other dependent of a foreign national who holds a valid work permit or residence permit in Kenya. The dependent pass is issued under the Kenya Citizenship and Immigration Act 2011 and allows the holder to reside in Kenya.
Director
A person appointed to the board of a company to manage its affairs and make strategic decisions. Under the Companies Act 2015, every Kenyan company must have at least one director who is a natural person and at least 18 years of age.
Disbursements
Expenses incurred by an advocate on behalf of a client during the course of legal proceedings, such as filing fees, stamp duty, and search fees. In Kenya, disbursements are separate from the advocate's professional fees and are recoverable from the client.
Dissolution
The formal termination of a company's existence as a legal entity. In Kenya, dissolution may occur voluntarily by shareholders' resolution or compulsorily by court order under the Companies Act 2015 or the Insolvency Act 2015.
Dividend
A distribution of a company's profits to its shareholders in proportion to their shareholding. Under the Companies Act 2015, dividends in Kenya may only be paid out of distributable profits, and withholding tax of 5% (for residents) applies under the Income Tax Act.
Due Diligence
A comprehensive investigation or audit of a business, property, or person undertaken before entering into a transaction. In Kenya, due diligence is standard practice in mergers and acquisitions, property transactions, and banking, encompassing legal, financial, and regulatory assessments.
Duty of Care
A legal obligation requiring a person to exercise a reasonable standard of care to avoid causing harm to others. In Kenyan tort law, breach of a duty of care is a fundamental element in establishing liability for negligence.
Easement
A right attached to a parcel of land that allows the owner to use another person's land for a specific purpose, such as access or drainage. In Kenya, easements are created by agreement, prescription, or necessity and are registered under the Land Registration Act 2012.
Emoluments
The total compensation received by an employee, including salary, allowances, and benefits in kind. Under the Kenya Income Tax Act, all emoluments from employment are subject to Pay As You Earn (PAYE) tax, which employers must deduct and remit to KRA.
Encumbrance
A claim, lien, charge, or liability attached to property that may diminish its value or restrict its transfer. In Kenya, encumbrances on land are noted on the title register and must be disclosed during property transactions. A land search at the registry reveals existing encumbrances.
Environmental Impact Assessment (EIA)
A mandatory study conducted to evaluate the potential environmental effects of a proposed development project. Under Kenya's Environmental Management and Co-ordination Act 1999, all projects listed in the Second Schedule require an EIA before being granted a licence by NEMA.
Escrow
An arrangement where a third party holds funds or documents on behalf of two transacting parties until specified conditions are met. In Kenyan property and commercial transactions, escrow accounts held by advocates are commonly used to safeguard purchase funds pending completion.
Estate
The total property, rights, and obligations left by a deceased person. In Kenya, the administration of estates is governed by the Law of Succession Act (Cap 160), and the High Court has jurisdiction over succession matters through the Family Division.
Excise Duty
A tax levied on specific goods manufactured in or imported into Kenya, such as alcohol, tobacco, and petroleum products. Excise duty is governed by the Excise Duty Act 2015 and collected by the Kenya Revenue Authority.
Executor
A person named in a will to carry out the testator's wishes and administer the estate after death. In Kenya, an executor must apply to the High Court for a grant of probate under the Law of Succession Act before they can deal with the estate's assets.
Force Majeure
An unforeseeable event beyond the control of the parties that prevents the fulfilment of contractual obligations, such as natural disasters, war, or pandemics. In Kenyan contract law, force majeure clauses excuse performance and must be expressly included in the contract to be enforceable.
Foreclosure
The legal process by which a lender takes possession of and sells mortgaged property when the borrower defaults on loan repayments. In Kenya, foreclosure proceedings are governed by the Land Act 2012 and require a statutory notice period before the property can be sold.
Foreign Investment Certificate
A certificate issued under the Kenya Investment Authority (KenInvest) framework to foreign investors, granting them certain protections and benefits. The Investment Promotion Act facilitates and protects foreign direct investment in Kenya.
Freehold
A form of land ownership in Kenya where the proprietor holds the land indefinitely without any time limitation. Freehold titles grant the most extensive interest in land, though under the Constitution of Kenya 2010, non-citizens may only hold leasehold interests not exceeding 99 years.
Garnishee Order
A court order directing a third party (the garnishee) who owes money to a judgment debtor to pay the money directly to the judgment creditor. In Kenya, garnishee proceedings are governed by Order 22 of the Civil Procedure Rules and are commonly used to attach bank accounts.
Gazette Notice
An official publication in the Kenya Gazette, which is the government's official journal for legal and administrative notices. Many legal actions in Kenya, including company name changes, appointments, and statutory notices, require publication in the Gazette to be legally effective.
Good Faith
The honest intention to act without taking unfair advantage of another party. In Kenyan contract and commercial law, the duty of good faith requires parties to deal honestly and fairly, and its breach may give rise to claims of misrepresentation or fraud.
Grant of Representation
A court order authorising a person to administer the estate of a deceased person. In Kenya under the Law of Succession Act, grants of representation include probate (where there is a will) and letters of administration (in intestacy), issued by the High Court.
Green Card
In the Kenyan insurance context, a motor vehicle insurance card issued under the COMESA Yellow Card scheme that provides third-party insurance coverage across member states. This facilitates cross-border movement of vehicles within the Common Market for Eastern and Southern Africa.
Ground Rent
An annual payment made by the holder of a leasehold interest to the landlord (typically the government) for the use of land. In Kenya, ground rent for government leases is payable to the National Land Commission and failure to pay may result in forfeiture of the lease.
Guarantee
A promise by one party (the guarantor) to be responsible for the debt or obligation of another party if that party defaults. In Kenya, guarantees are commonly required by banks as additional security for loans and must generally be in writing to be enforceable.
Habeas Corpus
A constitutional remedy requiring that a detained person be brought before a court to determine whether their detention is lawful. Article 51 of the Constitution of Kenya 2010 guarantees this right, and applications are made to the High Court by way of a habeas corpus petition.
Huduma Number
Kenya's National Integrated Identity Management System (NIIMS), intended to provide a single unique identifier for all Kenyan citizens and residents. The system consolidates identification documents and is managed under the relevant data protection and registration laws.
Immovable Property
Land and anything permanently attached to or forming part of the land, including buildings and fixtures. In Kenyan law, immovable property is distinguished from movable property (chattels) and is governed primarily by the Land Act 2012 and Land Registration Act 2012.
Indemnity
A contractual obligation by one party to compensate another for loss, damage, or liability arising from a specified event. In Kenyan commercial practice, indemnity clauses are standard in contracts, insurance policies, and professional engagement letters.
Injunction
A court order requiring a party to do or refrain from doing a specific act. In Kenya, injunctions may be temporary (interlocutory) or permanent, and the High Court grants them under its inherent jurisdiction and the Civil Procedure Act when damages would be an inadequate remedy.
Insolvency
The financial state of being unable to pay debts as they fall due or having liabilities that exceed assets. In Kenya, the Insolvency Act 2015 provides for the administration, receivership, liquidation, and bankruptcy of insolvent companies and individuals.
Intellectual Property
Creations of the mind protected by law, including patents, trademarks, copyrights, and industrial designs. In Kenya, intellectual property is protected under the Industrial Property Act 2001, the Trade Marks Act (Cap 506), and the Copyright Act 2001, administered by KIPI and KECOBO.
Interlocutory Application
An application made during the course of ongoing court proceedings, before the final determination of the case. In Kenya, interlocutory applications are used to seek interim orders such as injunctions, stays of execution, or orders for discovery of documents.
Intestate
Dying without having made a valid will. In Kenya, intestate succession is governed by the Law of Succession Act (Cap 160), which prescribes how the deceased's estate is to be distributed among surviving dependants and relatives according to a statutory hierarchy.
Joint Venture
A business arrangement in which two or more parties agree to pool resources for a specific project while maintaining their separate identities. In Kenya, joint ventures are common in construction, mining, and infrastructure projects and may be structured contractually or through a special purpose vehicle.
Judicial Review
The process by which the High Court examines the legality of decisions made by public bodies, tribunals, or government officials. Article 47 of the Constitution of Kenya and the Fair Administrative Action Act 2015 provide the framework for judicial review in Kenya.
Jurisprudence
The body of court decisions and legal principles developed through the interpretation of law. Kenyan jurisprudence draws from the Constitution, Acts of Parliament, English common law and equity, African customary law, and international law, forming a rich hybrid legal system.
KRA PIN
A unique Personal Identification Number issued by the Kenya Revenue Authority to every taxpayer. The KRA PIN is mandatory for filing tax returns, conducting property transactions, registering companies, and engaging in various business and legal transactions in Kenya.
Laches
An equitable doctrine that bars a claim where the claimant has unreasonably delayed in asserting their rights, causing prejudice to the other party. In Kenyan courts, the defence of laches is raised in equity proceedings where statutory limitation periods may not strictly apply.
Land Control Board
A statutory body established under the Land Control Act (Cap 302) to regulate transactions involving agricultural land in Kenya. The Board must grant consent before agricultural land can be sold, leased, subdivided, or charged, ensuring that such transactions serve the public interest.
Land Rates
Annual levies charged by county governments on landowners within their jurisdiction. In Kenya, land rates are assessed based on the unimproved site value of the land and are payable to the relevant county government. A land rates clearance certificate is required for property transfers.
Land Rent
An annual fee payable to the national government by holders of leasehold interests in government land. Failure to pay land rent in Kenya may attract penalties and, in extreme cases, may lead to the revocation of the lease by the National Land Commission.
Lease
A contractual arrangement granting the right to use and occupy land or property for a specified period in return for payment of rent. In Kenya, leases exceeding two years must be in writing and registered under the Land Registration Act 2012 to be legally enforceable.
Legal Aid
Free or subsidised legal services provided to persons who cannot afford legal representation. The Legal Aid Act 2016 establishes the National Legal Aid Service in Kenya, which provides legal assistance in both civil and criminal matters to indigent persons.
Letter of Credit
A financial instrument issued by a bank guaranteeing payment to a seller on behalf of a buyer, provided specified conditions are met. Letters of credit are widely used in Kenya's international trade, particularly for imports through the Port of Mombasa, and are governed by international banking customs (UCP 600).
Lien
The right to retain possession of another person's property until a debt owed by the property owner is settled. In Kenya, liens arise by operation of law or by contract, and are commonly exercised by advocates over client files, mechanics over vehicles, and bankers over securities.
Limitation Period
The maximum time period within which a legal action must be commenced. The Limitation of Actions Act (Cap 22) prescribes various periods in Kenya: six years for contract and tort claims, twelve years for land recovery, and specific periods for other categories of claims.
Liquidation
The process of winding up a company's affairs by realising its assets, paying its debts, and distributing any surplus to shareholders. In Kenya, liquidation may be voluntary or compulsory (by court order) under the Insolvency Act 2015.
Lis Pendens
A notice that a lawsuit is pending which involves a claim to property. In Kenya, a lis pendens may be registered against a land title to alert prospective purchasers that the property is the subject of ongoing litigation, preventing dealings that could prejudice the claimant.
Mandate
Written authority given by a client to an advocate or bank to act on their behalf. In Kenyan banking law, a mandate authorises the bank to operate an account according to the customer's instructions, while in legal practice, it refers to the retainer between advocate and client.
Mediation
A voluntary, non-binding process in which a neutral third party assists disputing parties in reaching a mutually acceptable settlement. The Constitution of Kenya 2010 encourages mediation, and the courts frequently refer matters for mediation before trial.
Memorandum of Association
The charter document of a company that sets out its name, registered office, objects, and share capital structure. Under the Companies Act 2015, the memorandum is filed with the Registrar of Companies upon incorporation and is a public document.
Mortgage
A legal arrangement in which property is used as security for a loan, giving the lender the right to take possession if the borrower defaults. In Kenya, mortgages over land are created as charges under the Land Act 2012 and must be registered to be enforceable against third parties.
Mutual Legal Assistance
Cooperation between countries in the investigation and prosecution of criminal offences. Kenya has entered into mutual legal assistance treaties with several countries and enacted the Mutual Legal Assistance Act to facilitate cross-border evidence gathering and extradition.
National Environment Management Authority (NEMA)
The principal government agency responsible for environmental management and regulation in Kenya. Established under the Environmental Management and Co-ordination Act 1999, NEMA oversees environmental impact assessments, pollution control, and natural resource conservation.
Naturalisation
The process by which a foreign national acquires Kenyan citizenship after meeting specified residency and other requirements. Under the Kenya Citizenship and Immigration Act 2011, a person may apply for naturalisation after lawfully residing in Kenya for at least seven continuous years.
Notary Public
An advocate appointed by the Chief Justice to authenticate documents for use internationally, including attesting signatures, certifying copies, and administering oaths. In Kenya, notarial services are essential for documents intended for use in foreign jurisdictions under the Notaries Public Act.
Novation
The substitution of a new contract, party, or obligation for an existing one, with the consent of all parties involved. In Kenyan contract law, novation extinguishes the original agreement and replaces it entirely, distinguishing it from assignment which only transfers rights.
Obiter Dictum
A remark or observation made by a judge in a court decision that is not essential to the resolution of the case and therefore not binding as precedent. In Kenyan courts, obiter dicta may be persuasive in future cases but do not have the force of law.
Objection Proceedings
Formal proceedings to challenge a decision made by an administrative body, tax authority, or tribunal. In Kenya, taxpayers may lodge objections with the Commissioner of Domestic Taxes against tax assessments within 30 days under the Tax Procedures Act 2015.
Occupancy Certificate
A certificate issued by a county government confirming that a building has been completed in accordance with approved plans and is fit for occupation. In Kenya, it is an offence to occupy a building without a valid occupancy certificate under the county planning legislation.
Partition
The division of jointly owned property among the co-owners so that each receives a separate and distinct portion. In Kenya, partition of land may be effected by agreement or by court order under the Land Act 2012, and requires the registration of new titles for each resulting parcel.
Pay As You Earn (PAYE)
A system of tax collection in which employers deduct income tax from employees' salaries and remit it directly to the Kenya Revenue Authority. PAYE is governed by the Income Tax Act and the Employment Act 2007, and rates are determined by the annual Finance Act.
Penalty Clause
A contractual provision that imposes a disproportionate payment obligation on a party who breaches the contract. Under Kenyan law, penalty clauses that are extravagant or unconscionable may be struck down by the courts, which will instead award damages reflecting the actual loss suffered.
Petition
A formal written application to a court requesting judicial action on a particular matter. In Kenya, constitutional petitions are filed in the High Court under Article 22 of the Constitution, while election petitions and winding-up petitions have their own procedural rules.
Power of Attorney
A legal document authorising one person to act on behalf of another in legal or financial matters. In Kenya, powers of attorney are governed by the Powers of Attorney Act (Cap 15) and must be registered at the relevant lands registry if used for property transactions.
Pre-emption Right
A contractual or statutory right that gives a party the first opportunity to purchase property before it is offered to others. In Kenyan company law, articles of association commonly include pre-emption rights requiring shareholders to offer their shares to existing shareholders first.
Precedent
A court decision that establishes a principle of law to be followed by lower courts in subsequent similar cases. Kenya's judicial system follows the doctrine of stare decisis, where decisions of the Supreme Court bind the Court of Appeal, which in turn binds the High Court.
Pro Bono
Legal services provided voluntarily and without charge to individuals or organisations unable to afford legal representation. The Law Society of Kenya encourages pro bono work among advocates, and many Kenyan law firms maintain active pro bono programmes serving disadvantaged communities.
Probate
The legal process of confirming the validity of a deceased person's will and granting authority to the named executor to administer the estate. In Kenya, probate is granted by the High Court under the Law of Succession Act (Cap 160) and is required before the executor can deal with the estate.
Promissory Note
A written, unconditional promise by one party to pay a specified sum to another party at a determined future date or on demand. In Kenya, promissory notes are negotiable instruments governed by the Bills of Exchange Act (Cap 27) and are commonly used in commercial lending.
Public-Private Partnership (PPP)
A contractual arrangement between a government entity and a private sector party for the provision of public infrastructure or services. In Kenya, PPPs are governed by the Public Private Partnerships Act 2013 and have been used for major projects including the Nairobi Expressway.
Quorum
The minimum number of members who must be present at a meeting for it to be validly conducted. Under the Companies Act 2015, the quorum for a general meeting of a Kenyan company is typically two members present in person or by proxy, unless the articles provide otherwise.
Ratification
The formal confirmation or approval of an act that was previously unauthorised. In Kenyan law, ratification may occur in agency relationships where a principal approves an agent's unauthorised acts, or in treaty law where Parliament approves international agreements under Article 2(6) of the Constitution.
Receivership
A legal process in which a receiver is appointed to manage the assets and affairs of a company for the benefit of its creditors. Under the Insolvency Act 2015, a debenture holder may appoint a receiver over a Kenyan company's charged assets upon default.
Refugee Status
Legal recognition granted to a person who has fled their country owing to a well-founded fear of persecution. Kenya's Refugees Act 2006 and the UNHCR provide a framework for determining refugee status, granting rights to refugees including the right to work and access education.
Rescission
The cancellation or setting aside of a contract, restoring the parties to their pre-contractual positions. In Kenyan law, rescission may be granted for misrepresentation, fraud, undue influence, or mistake, and is an equitable remedy available at the court's discretion.
Residence Permit
An authorisation granted to a foreign national allowing them to reside in Kenya for a specified period. Residence permits are issued by the Department of Immigration Services under the Kenya Citizenship and Immigration Act 2011 and are distinct from work permits.
Sale Agreement
A legally binding contract between a buyer and seller setting out the terms and conditions for the sale of property or goods. In Kenya, sale agreements for land must be in writing and signed by both parties, and are governed by the Law of Contract Act and the Land Act 2012.
Seal
A device or embossed impression used by a company or individual to authenticate documents. Under the Companies Act 2015, Kenyan companies are no longer required to have a common seal, though many continue to use one. Documents may now be executed by directors' signatures.
Shareholder
A person who holds shares in a company and is thereby a part-owner of the company. Under the Companies Act 2015, shareholders have rights including voting at general meetings, receiving dividends, and inspecting company records. They may be individuals or corporate entities.
Special Economic Zone (SEZ)
A designated geographic area in Kenya offering tax incentives, streamlined regulations, and other benefits to attract investment. The Special Economic Zones Act 2015 establishes the framework for SEZs, with zones in Nairobi, Mombasa, Kisumu, and Lamu among others.
Specific Performance
An equitable remedy ordering a party to fulfil their contractual obligations as agreed, rather than paying damages. Kenyan courts grant specific performance particularly in land sale agreements where each parcel of land is considered unique and damages would be inadequate.
Stamp Duty
A tax levied on legal documents, particularly those relating to the transfer of property. In Kenya, stamp duty is governed by the Stamp Duty Act (Cap 480) and is charged at 4% on properties in urban areas and 2% in rural areas, payable to the Kenya Revenue Authority.
Statutory Declaration
A written statement of facts solemnly declared before a Commissioner for Oaths or Magistrate, made under the Oaths and Statutory Declarations Act. In Kenya, statutory declarations are used for various purposes including confirming identity, marital status, or ownership claims.
Sub-division
The division of a single parcel of land into two or more separate parcels, each with its own title. In Kenya, sub-division of land is regulated by the county government's planning authority and requires approval from the relevant Land Control Board for agricultural land.
Subpoena
A court order compelling a person to appear as a witness in legal proceedings or to produce documents. In Kenya, subpoenas are issued under the Civil Procedure Act and the Criminal Procedure Code, and failure to comply constitutes contempt of court.
Surety
A person who guarantees the performance of another person's obligation, such as appearing in court or repaying a debt. In Kenya, sureties are commonly required in bail applications and loan transactions, and may be held personally liable if the principal obligor defaults.
Tenancy
The right to occupy and use land or premises under a lease or rental agreement for a specified period. In Kenya, tenancies are governed by the Land Act 2012, the Rent Restriction Act (for controlled tenancies), and the Landlord and Tenant (Shops, Hotels and Catering Establishments) Act.
Tender
A formal invitation to submit bids or proposals for the supply of goods, works, or services. In Kenya, public procurement is regulated by the Public Procurement and Asset Disposal Act 2015, which mandates competitive tendering and establishes the Public Procurement Regulatory Authority.
Title Deed
The official document issued by the Land Registrar as evidence of ownership of land. In Kenya, title deeds are issued under the Land Registration Act 2012 and contain details of the proprietor, the parcel size, encumbrances, and any conditions attached to the title.
Tort
A civil wrong, other than a breach of contract, that causes harm or loss and gives rise to a legal claim for damages. In Kenya, the law of torts (including negligence, nuisance, trespass, and defamation) is based on English common law principles adapted to the local context.
Transfer Pricing
The pricing of transactions between related companies in different tax jurisdictions. The Kenya Revenue Authority enforces transfer pricing rules under the Income Tax Act and Transfer Pricing Rules 2006 to ensure that multinational enterprises do not shift profits out of Kenya.
Trust
A legal arrangement in which one party (the trustee) holds and manages property for the benefit of another (the beneficiary). In Kenya, trusts are governed by the Trustee Act (Cap 167) and are used for estate planning, charitable purposes, and commercial transactions.
Turnover Tax
A simplified tax regime for small businesses in Kenya with an annual turnover below a specified threshold. Turnover tax is levied at a fixed percentage of gross receipts under the Income Tax Act and is designed to ease compliance for micro and small enterprises.
Ultra Vires
An act performed beyond the legal authority or powers of a person, company, or public body. In Kenya, the doctrine of ultra vires limits the actions of companies to those authorised by their memorandum and articles of association, though the Companies Act 2015 has significantly relaxed this principle.
Undertaking
A solemn promise or commitment made by a party, often an advocate, to the court or another party. In Kenyan legal practice, an advocate's undertaking is binding and enforceable, and breach of an undertaking may result in disciplinary action by the Law Society of Kenya.
Unilateral Contract
A contract in which only one party makes a promise in exchange for an act by the other party. In Kenya, as in common law generally, unilateral contracts arise in situations such as reward offers, where the promisor is bound upon the other party's performance of the specified act.
Valuation
The process of determining the market value of property or assets by a qualified professional. In Kenya, property valuations are conducted by registered valuers under the Valuers Act and are required for mortgage applications, stamp duty assessments, and compulsory acquisition proceedings.
Value Added Tax (VAT)
A consumption tax levied on the supply of goods and services at each stage of production and distribution. In Kenya, VAT is governed by the Value Added Tax Act 2013 and is charged at 16% (standard rate), with certain goods and services zero-rated or exempt.
Visa
An endorsement on a passport authorising the holder to enter, transit through, or remain in Kenya for a specified period and purpose. Kenya issues various types of visas including tourist, business, transit, and courtesy visas, now largely processed through the eVisa system.
Void Contract
A contract that has no legal effect from the outset, as if it never existed. In Kenyan contract law, contracts may be void due to illegality, lack of capacity, or impossibility of performance. A void contract cannot be enforced by either party.
Voidable Contract
A contract that is valid and enforceable until one of the parties chooses to rescind it due to a defect such as misrepresentation, duress, or undue influence. In Kenya, the aggrieved party must act within a reasonable time to avoid the contract or it will be treated as binding.
Waiver
The voluntary relinquishment of a known right or privilege. In Kenyan law, a waiver may be express or implied from conduct, and courts will examine whether the party waiving the right did so with full knowledge of the facts and the legal consequences.
Winding Up
The process of bringing a company's existence to an end by settling its debts and distributing remaining assets to shareholders. In Kenya, winding up may be voluntary (by special resolution) or compulsory (by court order under the Insolvency Act 2015), and is overseen by a liquidator.
Withholding Tax
A tax deducted at source from payments such as dividends, interest, royalties, and management fees. In Kenya, withholding tax rates vary depending on the type of payment and whether the recipient is a resident or non-resident, as prescribed by the Income Tax Act.
Witness
A person who gives evidence in court proceedings or attests to the signing of a legal document. In Kenya, witnesses in court proceedings are governed by the Evidence Act (Cap 80), and documents such as wills, land transfers, and affidavits require attestation by witnesses.
Work Permit
An authorisation granted by the Department of Immigration Services allowing a foreign national to engage in employment or business in Kenya. Work permits are issued under the Kenya Citizenship and Immigration Act 2011, classified into various categories (Class A through M) based on the type of activity.
Wrongful Dismissal
The termination of an employee's contract of employment without following proper legal procedures or without just cause. Under the Employment Act 2007, wrongful dismissal in Kenya entitles the employee to remedies including reinstatement, compensation, or damages determined by the Employment and Labour Relations Court.
Zoning
The classification of land into different categories (residential, commercial, industrial, agricultural) that regulate how it may be used. In Kenya, zoning is controlled by county governments under the Physical and Land Use Planning Act 2019, and any change of use requires approval from the relevant authority.
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