Is the share offer by Promitto truly legal? Promitto Selling Shares!

Описание: Have you seen the adverts on social media and heard people talking about the share offer by Promitto Home Ownership Ltd? But what are the legal rules behind public share offers in Kenya — and are they being followed in this case? In this video we break it down in clear, everyday Kikuyu + English so you’re not left guessing.

In Kenya, when a company issues shares to the public or invites the public to subscribe for shares, there are strict rules under the law — including the Companies Act, 2015 and regulations by the Capital Markets Authority (CMA). Among the rules:

A company must be duly registered, and if it is a “public company” then it must comply with disclosure, shareholder rights and takeover rules.

Shares must not be issued at a discount to their nominal value (see section 336 of the Companies Act.

Minority shareholders have legal protections — they must receive notice of meetings, have rights to participate, and can take action if they are oppressed or prejudiced.
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If the company is issuing shares widely (public offer), there may be additional rules, including approvals, prospectus, etc.

The rules also govern how shares get transferred, how security interests over shares work, and how directors must act in the best interests of the company (corporate governance).
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So, when we look at Promitto’s advert:

They claim to be selling (public) shares to raise funds — is this a proper public offer or is it a private deal being marketed like a public offer?

Have they filed a prospectus (or equivalent) with the CMA or complied with the public-company rules?

Are the terms of the offer clearly stated (what you get, what your rights will be, whether you’ll have voting rights, what happens if the company fails)?

What are the risks — e.g., dilution of shares, lack of disclosure, no exit route, unregistered share transfers?

What legal protections do you as a buyer have — if things go wrong, who do you hold accountable?

We’ll walk through five key questions:

What kind of share offer is this? (Public vs private)

Has the legal procedure been followed? (Disclosure, regulatory approval)

What rights will you have as a shareholder? (Voting, attending meetings, dividends, access to information)

What are the red flags? (Unclear terms, promises of guaranteed returns, no share-register transparency)

What can you do if you suspect something is off? (Legal remedies for minority shareholders, complaints to CMA, watching for unfair prejudice)

In this video we’ll explain in Kikuyu: “Wīhīa kīrīa kīrīa thogora na matigari mūkīrīa gūciīra kīrīa kīrīa, ũhoro wa gūtigana na ũhoro wa mūno” — so you understand what you’re signing up for.

Whether you’re thinking of buying these shares, you already have, or you just want to protect yourself and your friends — this video is for you.
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Leave a comment with your questions below — we’ll try to answer the most asked ones in a follow-up.
🇰🇪 Ngwenda tukūhūrūrū kīrīa kīrīa gūciīra wendo wakwa – tūrī mūno!


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