An international holding company can be an important part of a serious group.

It can also be an expensive empty box between Kenyan founders and a Kenyan business.

A genuine requirement should justify the layer

“We plan to go international” is not, by itself, a holding-company requirement.

A holding company becomes relevant when there is a genuine ownership, investment, governance, acquisition, succession or exit requirement that it is intended to solve. Its role, cost and continuing obligations should be proportionate to that requirement.

The Kenyan operating company should be protected rather than treated as an inconvenient asset beneath a more fashionable parent. Restructuring may create company-law, tax, stamp-duty, competition, banking and investor consequences that require current specialist confirmation.

Investor preference needs precision

A prospective investor’s casual preference for a foreign parent is not the same as a documented transaction requirement. The founders should not undertake a consequential restructure unless the commercial need and terms are sufficiently clear.

If the holding company only makes the organisation chart more impressive, it is not yet doing enough work.

The premium structure is not the one with the most layers. It is the one in which every company has a defensible role and the group can meet the obligations created by that role.