Investment Adviser Licensing Across East Africa Compared

Advisory firms that raise capital or advise investors across East Africa often assume that one licence model works everywhere. It does not. Kenya, Uganda, Tanzania and Rwanda each license investment advice under their own capital markets laws, and the differences on who can hold a licence, whether individuals need their own licences, and how deal-specific advisory work is treated are significant. This article compares the four regimes from their primary texts.

Kenya

Section 23(1) of the Capital Markets Act (Cap. 485A) prohibits carrying on business as an investment adviser, or holding out as one, without a Capital Markets Authority (CMA) licence. The Act defines an investment adviser as a person who, for remuneration, carries on the business of advising others concerning securities, or regularly issues analyses or reports on securities. Under regulation 13(a) of the Capital Markets (Licensing Requirements) (General) Regulations, 2025, the licensee must be a company or limited liability partnership incorporated or registered in Kenya. The Regulations set no fixed minimum capital for advisers, but require adequate financial resources and professional indemnity cover of at least KES 500,000.

Kenya adds a second, professional layer. The Investment and Financial Analysts Act (Cap. 542) regulates individual investment and financial analysts through the Institute of Certified Investment and Financial Analysts (ICIFA). See our guides to the CMA investment adviser licence and ICIFA registration.

Uganda

Uganda’s Capital Markets Authority (Licensing and Approval) Regulations, 2025 (Statutory Instrument No. 5 of 2025) govern licensing of market participants. Three features stand out.

• Individuals can be licensed. Regulation 22 requires applications for an investment adviser licence on Form 2, and regulation 23(3) provides that an individual applicant must show the qualifications, expertise and experience needed to act as an investment adviser. Directors, chief executives and managers of an investment adviser must be fit and proper under regulation 23(2).
• Transaction advisers are approved deal by deal. Under regulation 40(1), a person may not carry on the business of a transaction adviser unless approved by the Capital Markets Authority, and under regulation 40(3) the applicant must write to the Authority with the details of the transaction for which approval is sought. A “transaction adviser” is defined as a company approved by the Authority for that role. A separate market advisor role requires approval by a stock exchange under regulation 40(2).
• Every licensee needs a licensed representative. Regulation 58(1) prevents an approved or licensed person from carrying on its activity without at least one licensed representative in its employment.

Tanzania

Tanzania’s Capital Markets and Securities Act, Cap. 79 (Revised Edition 2023) defines an investment adviser to include a person who carries on the business of advising others concerning securities, who regularly issues securities analyses or reports, or who manages a securities portfolio for a client under contract. Section 3 excludes, among others, banks, insurers, and advocates and accountants whose advice is incidental to their profession.

Section 34 prohibits acting as a dealer, dealer’s representative, investment adviser or investment adviser’s representative without a licence under Part IV. Under section 39(1), an investment adviser’s licence may be granted to a body corporate or any other person, and under section 40(1) a representative’s licence may be granted only to an individual. Section 39(3) lists grounds on which the Capital Markets and Securities Authority must refuse an application, including bankruptcy, fraud or dishonesty convictions, and lack of qualifications, experience or good character. The representative licence matters in practice: individuals who give advice on the firm’s behalf need their own licence.

Rwanda

Rwanda regulates capital market business under Law N°01/2011 of 10 February 2011 regulating capital market in Rwanda. Article 6 prohibits carrying out or purporting to carry out capital market business in Rwanda without a licence, approval or exemption from the Capital Market Authority, although a foreign person may operate if the Authority is satisfied that it is licensed by an equivalent foreign regulator. Annex II defines capital market business widely. It includes giving advice on the merits of buying, selling, subscribing for or underwriting capital market instruments, and also arranging deals, including inviting another person to take part in a subscription. Article 64 makes unlicensed capital market business an offence punishable by six months to two years’ imprisonment, a fine of RWF 15 million to 50 million, or one of these penalties.

Two caveats apply. Law N°01/2011 was amended by Law N°45/2018 of 13 August 2018, whose text we have not reviewed for this article, and a draft replacement law has been published for public comment. Anyone planning Rwandan activity should check the current consolidated position with the Capital Market Authority.

What the comparison means in practice

• Vehicle. Kenya requires a Kenyan company or limited liability partnership. Uganda and Tanzania allow individuals as well as companies, and Rwanda’s licensing regulations also contemplate individual applicants.
• People. Tanzania and Uganda license representatives individually. Kenya instead relies on ICIFA registration for analysts, CMA certification for client-facing staff, and fit and proper checks on key personnel.
• Deal-based work. Uganda’s transaction adviser approval and Rwanda’s “arranging deals” category reach capital-raising work more directly than Kenya’s investment adviser definition. Firms that introduce investors should map that work country by country.
• Cross-border marketing. Kenya’s regulation 55 prohibits marketing securities to the Kenyan public unless licensed under its Regulations. Equivalent restrictions in each country should be checked before regional campaigns.

Frequently asked questions

This article is general information on Kenyan law as at its publication date, not legal advice. Reading it does not create an advocate and client relationship.