Kenyan legislation

The Competition Act - Exclusion

Edition: 2024-01-01 · In force

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In exercise of the powers conferred by section 42(1) of the Competition Act (Cap. 504) the Competition Authority of Kenya excludes the following:1. The proposed acquisitions of Control of Amrod Investment Proprietary Limited by Alchemy Promotions Holdings Limited from the provisions of Part IV of the Act due to the following reasons—

(a)the merger will not affect competition negatively;

(b)although the combined value of assets, which is higher than the turnover, was above KSh. 1 billion for the preceding year, 2021, the target's value of assets was KSh. 63,300,000 which is less than KSh. 500 million; and

(c)the transaction meets the threshold for exclusion provided under the Competition (General) Rules, 2019 (sub. leg).

[L.N. 5 of 2023]2. Sole control of AG Land Holdings SI Limited by Evergreen Avocados Limited from the provisions of Part IV of the Act due to the following reasons—

(a)the merger will not affect competition negatively;

(b)the value of the assets, which is higher than the turnover, of the acquirer was KSh. 477, 574, 120 for the preceding year, 2021 while that of the target was KSh. 287, 732, 185; and

(c)the combined value of assets of KSh. 765,306,305 meets the threshold for exclusion provided under the Competition (General) Rules, 2019.

[L.N. 6 of 2023]3. Sole control of Real People Kenya Limited by Chike Africa Limited from the provisions of Part IV of the Act due to the following reasons—

(a)the merger will not affect competition negatively;

(b)the combined value of assets, which is higher than the turnover, for the preceding year, 2021 was KSh. 579,951,000; and

(c)the transaction meets the threshold for exclusion provided under the Competition (General) Rules, 2019 (sub. leg).

[L.N. 7 of 2023]4. The proposed sale and purchase of certain assets of Carltons Chemists Limited by Goodlife Pharmacy Limited from the provisions of Part IV of the Act due to the following reasons—

(a)the merger will not affect competition negatively;

(b)although the combined turnover of the parties, which is higher than the assets, was above KSh. 1 billion for the preceding year, 2021, the target’s turnover was KSh. 95,140,100 which is less than KES 500 million; and

(c)the transaction meets the thresholds for exclusion provided under the Competition (General) Rules, 2019.

[L.N. 61 of 2023]5. The proposed acquisition of 60.52% of the issued share capital of Karibu Homes Parktel Limited by BHI KHL LLC from the provisions of Part IV of the Act due to the following reasons—

(a)the merger will not affect competition negatively;

(b)the parties combined value of assets for the preceding year, 2021, which is higher than the turnover, was KSh. 849,393,731 which is below KSh. 1 billion; and

(c)the transaction meets the thresholds for exclusion provided under the Competition (General) Rules, 2019.

[L.N. 62 of 2023]6. The proposed purchase of all the assets of Tahir Sheikh Said Grain Milers limited (under receivership) (TSS) by Ustawi Grain Millers Limited (UGML) from the provisions of Part IV of the Act due to the following reasons—

(a)the transaction will not affect competition negatively;

(b)although the combined turnover of the parties for the preceding year, 2021, which is higher than assets, was above one billion shillings, the target had no turnover;

(c)the transaction meets the threshold for exclusion provided under the Competition (General) Rules, 2019.

[L.N. 69 of 2023]7. The proposed purchase and sale of certain assets of Eagle Pharm Chemists Limited by Goodlife Pharmacy Limited from Part IV of Act due to the following reasons —

(a)the transaction will not affect competition negatively;

(b)although the combined turnover of the parties, which is higher than the assets, was more than KSh. 1,000,000,000, for the preceding year of 2021, the turnover of the target undertaking was at KSh. 72,794,425 which is below KSh. 500,000,000; and

(c)the transaction meets the threshold for exclusion under the Competition (General) Rules, 2019.

[L.N. 70 of 2023]8. The proposed acquisition of sole control of, the Global Engineering Solutions Business of S & P Global Inc. by Allium Buyer LLC from Part IV of the Act due to the following reasons—

(a)the transaction will not affect competition negatively;

(b)although the combined value of the assets, which was higher than turnover, was more than KSh. 1,000,000,000 the assets of the target undertaking were valued at KSh. 635,062 which is below KSh. 500,000,000; and

(c)the transaction meets the threshold for exclusion under the Competition (General) Rules, 2019.

[L.N. 71 of 2023]9. The proposed acquisition of shares in Interxion Holding N.V (succeeded by Interxion II B.V) by digital really trust INC (through its subsidiary Digital Inrepid Holding B.V (formerly known as DN 39J 7A B.V) from Part IV of the Act due to the following reasons—

(a)the transaction will not affect competition negatively;

(b)the combined value of assets for the preceding year 2021, which was higher than turnover, was KSh. 982,648,520; and

(c)the transaction meets the threshold for exclusion provided under the Competition (General) Rules, 2019.

[L.N. 72 of 2023]10. The acquisition of TNT Express N.V. by Fedex Acquisition B.V. from the provisions of Part IV of the Act due to the following reasons—

(a)the merger will not affect competition negatively;

(b)the parties combined turnover, which is higher than the value of the assets, was KSh. 508,093,648.96 for the preceding year; and

(c)the transaction meets the threshold for exclusion as provided under the Competition (General) Rules, 2019.

[L.N. 92 of 2023]11. The proposed acquisition of control of the LSG Group by Aurelius Investment LUX One S.A.R.L from the provisions of Part IV of the Act due to the following reasons—

(a)the merger will not affect competition negatively;

(b)the acquirer had no assets in Kenya for the preceding year 2021, while the assets of the target were valued at KSh. 595,380,314;

(c)the combined value of assets of the parties which is higher than the turnover was 595,380,314 which is above KSh. 500 million but less than KSh. 1 billion; and

(d)the transaction meets the threshold for exclusion as provided under the Competition (General) Rules, 2019.

[L.N. 93 of 2023]12. The proposed acquisition of 70% of the issued share capital of the Valley Hospital Limited by Ascent Capital Holdings Africa II Limited from the provisions of Part IV of the Act due to the following reasons—

(a)the merger will not affect competition negatively;

(b)although the combined value of assets for the preceding year ended 31st December, 2021, which was higher than the turnover, was KSh. 356,458,405, it is below 500 million shillings; and

(c)the transaction meets the threshold for exclusion provided under the Competition (General) Rules, 2019.

[L.N. 97 of 2023]13. The proposed sale and purchase of certain assets of Allmed Healthcare Limited, Kahawa Sukari Branch by Goodlife Pharmacy Limited from the provisions of Part IV of the Act to the following reasons—

(a)the transaction will not affect competition negatively;

(b)although the combined turnover of the parties, which is higher than the value of the assets for the preceding year, 2021 was above one billion shillings, the target’s turnover was 38,634,863 shillings which is below five hundred million shillings; and

(c)the transaction meets the threshold for exclusion provided under the Competition (General) Rules, 2019.

[L.N. 114 of 2023]14. The proposed acquisition of joint control in Mawingu Network Limited (Mauritius by Infraco Africa Investment Limited from the provisions of Part IV of the Act due to the following reasonss—

(a)the transaction will not affect competition negatively;

(b)although the combined value of the merging parties for the preceding year, 2021 was above one billion shillings, the value of assets of target was 325, 584, 315 which is less than five hundred thousand shilling; and

(c)the transaction meets the threshold for exclusion provided under the Competition (General) Rules, 2019.

[L.N. 115 of 2023]15. The proposed acquisition of the proposed acquisition of minority stake in Konvergenz Holding Company Limited by Commtech Consortium Limited and Galva Investment Limited from the provisions of Part IV of the Act due to the following reasons —

(a)the transaction will not affect competition negatively;

(b)although the combined gross annual turnover of the merging parties for the preceding year 2022, which was higher than the value of assets was KSh. 922,983,362, this value is less one billion shillings; and

(c)the transaction meets the threshold for exclusion provided under the Competition (General) Rules, 2019.

[L.N. 124 of 2023]16. The proposed acquisition of 100% of the issued share capital of Mugie Ranch Limited by WBH Conservancies LLC from the provisions of Part IV of the Act due to the following reasons—

(a)the transaction will not affect competition negatively; and

(b)the acquirer had no assets for the preceding year, 2021 while the value of the target’s assets was Ksh. 602,305,916;

therefore, the transaction meets the thresholds for exclusion as provided in the Competition (General) Rules, 2019.[L.N. 125 of 2023]17. The proposed acquisition of Indirect Control in AHN Kenya Limited by Healthcare Holdco 1 from the provisions of part IV of the Act due to the following reasons—

(a)the transaction will not affect competition negatively;

(b)although the combined value of assets of the merging parties for the preceding year 2022, which is higher than the turnover was above one billion shillings, the value of assets of target was KSh. 419, 736, 816 which is less than five hundred thousand shilling; and

(c)the transaction meets the threshold for exclusion provided under the Competition (General) Rules, 2019.[L.N. 179 of 2023]

18. The proposed acquisition of certain business and assets of Tender Care Junior Academy Limited by Pharo Schools Kenya LLP from the provisions of Part IV of the Act due to the following reasons—(a) the merger will not affect competition negatively;(b) although the combined value of assets of the merging parties for the preceding year 2022, which was higher than the turnover, was above one billion shillings, the value of assets of target was KSh. 173,197,156 which is less than five hundred thousand shillings; and(c) the transaction meets the threshold for exclusion provided under the Competition (General) Rules, 2019.[L.N. 180 of 2023]19. The proposed acquisition of the entire issued share capital in Muthu Naivasha Hotels Limited by Muthu MGM Holdings East Africa Limited (the nominee of Muthu Africa Holdings Limited) from the provisions of Part IV of the Act due to the following reasons—(a) the transaction will not affect competition negatively;(b) the combined value of assets of the merging parties for the preceding year 2021, which was higher than the turnover, was KSh. 819,432,369; and(c) the transaction meets the threshold for exclusion provided under the Competition (General) Rules, 2019.[L.N. 181 of 2023]20. The proposed acquisition of 70% of the issued share capital of Valley Hospital Limited by Ascent Capital Holdings Africa II Limited from the provisions of Part IV of the Act due to the following reasons—

(a)the merger will not affect competition negatively;

(b)although the combined value of assets, which was higher than the turnover, for the preceding year ended 31st December, 2021 was above KSh. 1 billion, the target’s turnover, KSh. 356,458,405.00 (which was higher than the value of assets) was below KSh. 500 million; and

(c)the transaction meets the threshold for exclusion provided under the Competition (General) Rules, 2019.

The proposed acquisition of 70% of the issued share capital of the Valley Hospital Limited by Ascent Capital Holdings Africa II Limited is revoked.**L.N. No. 97 of 2022.[L.N. 182 of 2023]21. The proposed acquisition of indirect acquisition of indirect sole control of Simon & Schuster INC. by Century De Topco LLC from the provisions of Part IV of the Act due to the following reasons:—

(a)the merger will not affect competition negatively;

(b)the value of assets of the acquirer, which is higher than the turnover, for the preceding year, 2022 was KSh. 11,632,940,952 while the target did not have any assets in Kenya; and

(c)although the acquirer’s assets are above ten billion shillings, the merging parties are not in the same market and cannot be vertically integrated as provided for in 4(b) of part B of the Merger Threshold Guidelines.[L.N. 207 of 2023]

22. The proposed acquisition of 100% of the shares in Medpages International Proprietary Limited by Iqvia Solutions Proprietary Limited from the provisions of Part IV of the Act due to the following reasons:—

(a)the merger will not affect competition negatively;

(b)the combined turnover for the preceding year, 2022 of KSh. 744,965,769.41 is higher than the value of the assets which is less than one billion shillings; and

(c)the transaction meets the threshold for exclusion as provided in the Competition (General) Rules, 2019.[L.N. 208 of 2023]

23. The proposed merger between Beta Healthcare International Limited and Eli Lilly Export S.A. from the provisions of Part IV of the Act due to the following reasons:—

(a)the merger will not affect competition negatively;

(b)although the combined value of assets, which is higher than the turnover, was KSh. 3,500,000,000 and is above one billion shillings, the target had a turnover of KSh. 97,600,000 and no assets for the preceding year, 2022; and

(c)the transaction meets the threshold for exclusion as provided in the Competition (General) Rules, 2019.[L.N. 209 of 2023]

24. The proposed sale and purchase of certain assets of Pharmart Chemists Limited by Goodlife Pharmacy Limited from the provisions of Part IV of the Act due to the following reasons—

(a)

the transaction will not affect competition negatively;

(b)

although the combined turnover of the parties, which is higher than the value of the assets, for the preceding year 2022 was above KSh. 1 billion, the targets turnover was KSh. 95,957,867 which is below 500 million; and

(c)

the transaction meets the threshold for exclusion as provided under the Competition (General) Rules, 2019.[L.N. 213 of 2023]25. The proposed acquisition of 100% of the issued share capital of or Power Twenty-Two Limited by Kaishan Renewable Energy Development Pte. Limited from the provisions of Part IV of the Act due to the following reasons —

(a)

the transaction will not affect competition negatively;

(b)

the acquirer had assets valued at KSh. 658,817,123.00 while the target’s assets were valued at KSh. 151,832,029.17 for the preceding year, 2022, thus the combined value of assets, which is higher than the combined gross annual turnover, is KSh. 810,649,152.17 which is below KSh. 1 billion; and

(c)

the transaction meets the thresholds for exclusion provided under the Competition (General) Rules, 2019.{*[L.N. 217 of 2023]}}

Source: Kenya Law · Imported 4 October 2026