Introduction

For decades, trusts have occupied a distinctive place in Kenya’s legal landscape. They have provided a means of preserving wealth, facilitating succession planning and managing assets for families, businesses, charitable organisations and other beneficiaries. Their flexibility has allowed settlors to establish arrangements suited to their objectives, while their private nature has traditionally offered a degree of confidentiality in the management of trust affairs.

That position is now changing.

The Trust Administration Act 2026 Kenya introduces a consolidated legal framework for the registration, incorporation, administration and oversight of trusts. It repeals the Trustees (Perpetual Succession) Act, Cap. 164, and the Trustee Act, Cap. 167, replacing the previous framework with more formal requirements for registration, beneficial ownership disclosure, record-keeping, statutory reporting and regulatory oversight.

The significance of this reform extends beyond the consolidation of existing legislation. It reflects a shift towards more structured trust administration, where trustees must demonstrate not only that they are acting in accordance with the trust deed, but also that they are meeting their statutory obligations.

This does not mean that trusts have lost their private character or that every detail of every trust is automatically available to the public. Rather, trusts are now subject to a framework that requires greater visibility of their structure, beneficial ownership and administration, within the limits established by law.

The central question for trustees, settlors, beneficiaries and organisations that use trusts is therefore no longer simply what the new law says. It is what the law requires them to do differently.

1. Why Kenya Is Rewriting Its Trust Laws

The reform of Kenya’s trust regime must be understood within the broader effort to strengthen the country’s regulatory framework, particularly in relation to anti-money laundering and counter-terrorism financing.

In February 2024, Kenya made a high-level political commitment to work with the Financial Action Task Force (FATF) and the Eastern and Southern Africa Anti-Money Laundering Group (ESAAMLG) to address strategic deficiencies in its anti-money laundering and counter-terrorism financing framework.

Among the issues identified was the need to ensure that appropriate authorities could regulate trusts, obtain accurate and up-to-date beneficial ownership information, and apply effective measures where transparency requirements were not met.

Trusts serve legitimate purposes in wealth preservation, succession planning, charitable activities and asset management. However, like other legal arrangements, they may be misused where ownership, control or the origin of assets cannot be adequately established.

FATF guidance consequently emphasises the importance of obtaining and maintaining adequate, accurate and current beneficial ownership information concerning trusts.

The new legislation responds to this wider regulatory direction by establishing a more formal system for identifying trusts, maintaining information about their structures and ensuring that trustees meet their continuing legal obligations.

For individuals and organisations using trusts for legitimate purposes, the implication is not that trusts are no longer appropriate. Rather, their establishment and administration now require greater attention to governance, transparency and compliance.

2. From the Private Trust Deed to the Regulatory Register: What Has Changed?

Under the previous framework, different aspects of trust administration were principally addressed through separate statutes.

The Trustees (Perpetual Succession) Act, Cap. 164, primarily provided for the incorporation of trustees, perpetual succession and the holding and administration of trust property by incorporated trustees. The Trustee Act, Cap. 167, provided a statutory framework concerning trustees’ powers and administration.

The Trust Administration Act brings these areas into one framework while extending the requirements governing the administration of trusts.

The new regime establishes a Registrar of Trusts within the Business Registration Service (BRS) and provides for a Register of Trusts. It also introduces more explicit requirements concerning the information that must be maintained and submitted in relation to a trust.

An application for registration or incorporation may require documents and particulars relating to the trust deed, settlor, trustees, beneficiaries, enforcers where applicable, beneficial owners and initial trust property.

The Registrar is also empowered to maintain information relating to trusts and disclose information in the circumstances permitted by the Act.

These developments represent an important change in the relationship between trusts and regulatory oversight. The trust deed remains central to the arrangement, but it is no longer the only document trustees need to consider when assessing their legal responsibilities.

Trustees must also be able to demonstrate compliance with the statutory requirements governing the registration, administration and reporting of their trusts.

3. Beneficial Ownership: Greater Transparency, but Not the End of Privacy

One of the most consequential features of the Trust Administration Act 2026 Kenya is its treatment of beneficial ownership.

The new framework requires every trust to compile and maintain a register of its beneficial owners and lodge a copy with the Registrar.

The register must contain the information required by law, and trustees must ensure that the information remains accurate and up to date.

Changes in beneficial ownership must be updated and lodged within 21 days. The Act also requires beneficial ownership information to be retained for at least seven years after a person ceases to be a beneficial owner.

These requirements make beneficial ownership an ongoing compliance responsibility rather than a one-time registration exercise.

What does this mean in practice?

Trustees must understand the ownership and control arrangements associated with the trust and maintain records that accurately reflect the relevant individuals.

Where a change occurs, trustees must determine whether the change affects the beneficial ownership information and ensure that the appropriate records and filings are updated within the applicable period.

This requires clear internal procedures for identifying changes, updating records and submitting the required information to the Registrar.

Does the new register make every trust a matter of public record?

Not necessarily.

The Act does not establish beneficial ownership information as an unrestricted public database. Instead, it provides for access and disclosure in specified circumstances, including to competent authorities, regulatory bodies, reporting institutions and other persons authorised by law.

The distinction is important. Trustees must understand when information is required to be disclosed, who may lawfully access it and what protections continue to apply.

The new framework therefore creates a balance between regulatory transparency and the legitimate confidentiality interests associated with trust arrangements.

For trustees, the challenge is to meet their disclosure obligations without disregarding the legal requirements governing the handling and protection of personal information.

4. Statutory Fiduciary Duties: The Trustee’s Role Becomes More Demanding

The Act places trusteeship on a more explicit statutory footing by setting out duties that govern the exercise of trustee powers and the administration of trust property.

Trustees are required to exercise reasonable care, skill and diligence, understand and comply with the terms of the trust deed, and act honestly and in good faith.

They must exercise their powers for the benefit of beneficiaries or in furtherance of the permitted purpose of the trust, avoid conflicts of interest and treat beneficiaries impartially where required by the trust instrument and applicable law.

These duties require trustees to approach their responsibilities with care and accountability.

Preserving trust property

Trustees must take appropriate steps to preserve trust property and ensure that it is properly identified and administered.

Trust property must be kept separate from the personal property of trustees, while trust assets and accounts should remain clearly identifiable.

This is particularly important where the trust holds land, shares, investments, bank deposits or other assets that require formal documentation and continuing oversight.

Proper separation and documentation help demonstrate that the property is being administered for the purposes of the trust rather than treated as the personal property of individual trustees.

Documenting decisions and actions

A trustee’s responsibilities extend beyond making decisions that appear reasonable. Trustees should also maintain appropriate evidence of the decisions they make and the actions taken in administering the trust.

This may include trustee resolutions, meeting minutes, financial records, contracts, investment decisions and documentation relating to the acquisition or disposal of trust assets.

Where a dispute arises or a regulatory authority requests information, accurate records can help demonstrate how the trust has been administered and whether the trustees have discharged their responsibilities.

The practical implication is clear: trustees should establish governance procedures that support responsible decision-making and create a reliable record of the administration of the trust.

5. A New Compliance Calendar: Records, Returns and Notifications

The obligations introduced by the Trust Administration Act 2026 Kenya do not end when a trust has been registered or incorporated.

Trustees must maintain adequate, accurate and up-to-date records concerning the trust and its administration.

These records extend beyond the trust deed and may include:

• Information relating to the settlor, trustees, beneficiaries, enforcers and beneficial owners.
• Details of trust property and liabilities.
• Records of income, expenditure and transactions.
• Contracts and other relevant legal documents.
• Trustee resolutions and management records.
• Documents relating to the appointment, resignation, removal or replacement of trustees.
• Other records required under the Act.

The Act also establishes record-retention requirements, including a minimum seven-year retention period for specified trust records.

Accounting records and financial statements

Trustees must maintain accounting records that adequately explain transactions, accurately disclose the financial position of the trust and enable the preparation of financial statements reflecting its state of affairs.

This requires appropriate systems for recording income, expenditure, assets, liabilities and other relevant financial transactions.

For trusts holding multiple assets or undertaking regular transactions, organised accounting records can improve oversight, support decision-making and help trustees demonstrate accountability in the management of trust property.

Annual returns and statutory notifications

The Act introduces a continuing filing obligation. A trust must file annual returns with the Registrar within 30 days of the anniversary of its registration or incorporation.

Trustees must also notify the Registrar of prescribed changes, including relevant changes in trustee appointments, resignations, removals and replacements. Amendments to the trust deed and changes to trust assets are similarly subject to the applicable notification requirements.

The relevant deadlines depend on the type of change and the applicable statutory provision. Trustees should therefore establish a compliance calendar that captures the specific filing and notification periods applicable to their trust.

Missing a deadline may expose the trust or responsible persons to administrative or other legal consequences.

A structured compliance calendar, supported by clear responsibility assignments and proper record-keeping, can help trustees monitor their obligations and reduce the risk of avoidable non-compliance.

6. The Data Protection Dimension: Privacy Does Not Disappear

The new trust regime introduces important considerations at the intersection of trust administration and data protection.

The Data Protection Act, 2019, is not itself new. What is significant is that the Trust Administration Act expressly requires persons processing personal data under it to comply with the Data Protection Act.

This matters because the new framework requires the collection and maintenance of information relating to settlors, trustees, beneficiaries, beneficial owners and enforcers.

Trust records may also contain financial information, transaction histories and other personal information that requires appropriate safeguards.

Trustees and trust service providers must therefore consider how personal information is collected, stored, accessed, shared and retained.

Questions trustees should consider

• Who has access to the trust’s records?
• Where is beneficiary and beneficial ownership information stored?
• How is sensitive information transmitted to the Registrar, banks, accountants, advocates and other professional advisers?
• How long is personal information retained, and on what legal basis?
• What procedures apply when trustees or professional service providers change?
• What measures are in place to respond to a personal data breach?

These are no longer merely questions of good administration. They are relevant to the trust’s obligations under both trust law and data protection law.

The Act creates channels through which trust information may lawfully be disclosed. Trustees must therefore understand both their duty to provide information where required and their responsibility to ensure that personal data is processed within the framework of the Data Protection Act.

Trustees should also assess their applicable obligations concerning registration with the Office of the Data Protection Commissioner, taking account of the nature of their activities and the relevant legal requirements.

The objective is to ensure that regulatory compliance and data protection operate together rather than treating transparency as a reason to disregard confidentiality safeguards.

7. Establishing a New Trust: What Rules Have Changed?

For those considering establishing a trust, the new law makes it important to address registration, governance and continuing compliance obligations at the outset.

The Act recognises that a trust may be written or implied. Section 5 provides that a written trust must be registered or incorporated under the Act and that a written trust is not enforceable unless registered or incorporated, subject to the statutory mechanism under which a person claiming an interest may seek recognition or enforcement from the court.

It would therefore be inaccurate to conclude that every unregistered arrangement has automatically ceased to exist or that courts have no jurisdiction in relation to such arrangements.

The key change is that registration or incorporation has become central to the statutory enforceability and administration of written trusts.

Anyone establishing a trust should consequently consider its intended purpose, beneficiaries, governance arrangements, trustees, assets, beneficial ownership and continuing reporting obligations before proceeding.

Registration or incorporation?

The Act distinguishes between registration and incorporation.

A registered trust receives a certificate of registration but does not acquire legal personality merely by virtue of registration.

An incorporated trust, by contrast, becomes a body corporate with perpetual succession and the capacity to sue and be sued and to acquire, hold, develop and dispose of property in its own name, subject to the Act.

The choice between the two should be informed by the legal and operational requirements of the trust.

For a family considering wealth preservation and succession planning, the question may be how assets should be held and administered across generations.

For a charitable or purpose-driven structure, governance, property ownership and continuity may assume greater importance.

The appropriate structure should therefore be selected based on the trust’s intended purpose and circumstances rather than administrative convenience alone.

Who can be appointed as a trustee?

The Act establishes qualification and disqualification criteria and prescribes different minimum trustee requirements depending on the nature of the trust.

Type of trust	Minimum trustee requirement
Charitable and non-charitable purpose trusts	Three natural persons or one corporate trustee, subject to the Act
Family trust	One trustee or more

Where natural persons act as trustees, the applicable requirements concerning Kenyan citizenship or residency must also be considered.

Trustees should be capable of administering the trust, maintaining records, complying with statutory obligations, managing conflicts of interest and making decisions consistent with the trust deed and the law.

The appointment process should therefore consider the competence, integrity and capacity of the proposed trustees, alongside the statutory requirements applicable to the particular trust.

8. Consequences of Non-Compliance

The Trust Administration Act 2026 Kenya introduces a stronger compliance and enforcement framework.

Administrative penalties apply to various failures to comply with statutory requirements, including specified failures relating to trustee notifications, beneficial ownership information and annual returns.

The Act also creates offences in specified circumstances.

For example, under section 49, a trustee who fails to provide information lawfully requested may, upon conviction, face a fine of up to KSh 1 million, imprisonment for up to two years, or both. A body corporate may face a fine of up to KSh 3 million in the circumstances specified by the provision.

The Registrar may also issue directives requiring existing trusts to provide information that should be available under the Act. Continued failure to comply may lead to further action, including a process that may ultimately result in the disqualification of trustees for a period of up to three years.

The consequences depend on the nature of the breach and the applicable statutory provision. Trustees should therefore avoid assuming that every compliance failure attracts the same penalty.

A proactive approach is preferable. Trustees should identify the obligations applicable to their trust, monitor deadlines, maintain appropriate records and seek professional advice where the legal position is unclear.

Where a compliance gap is identified, it should be assessed and addressed promptly in accordance with the law.

9. Existing Trusts Are Not Being Left Behind

The transition to the new legal framework is particularly important for trusts established under the previous legislation.

The transitional provisions preserve continuity for qualifying existing trusts and provide for the continuation of specified rights, powers, liabilities and duties under the new framework. Existing settlors, trustees, beneficiaries and enforcers are also deemed to continue in their respective capacities, subject to the Act.

Existing trusts are required to comply with the new law within 24 months of its commencement, or within such other period as the Registrar may direct.

Since the Act commenced on 25 September 2026, the general 24-month transition period runs to 25 September 2028, subject to any applicable direction by the Registrar.

This transition period should be used to assess the trust’s current position and identify the changes necessary to meet the new requirements.

What should existing trusts do?

Review the trust deed and legal structure. Confirm that the governing documents and existing arrangements are properly documented and identify any amendments that may be necessary.

Review trustee appointments. Assess whether the existing trustees meet the applicable requirements and ensure that appointment, resignation and removal records are complete.

Prepare and maintain beneficial ownership information. Identify the relevant beneficial owners, establish the required register and implement procedures for updating information when changes occur.

Review accounting and administrative records. Ensure that information concerning trust assets, liabilities, income, expenditure and transactions is properly maintained.

Establish a compliance calendar. Identify annual return deadlines, notification requirements and applicable record-retention periods.

Review data protection arrangements. Assess how personal information is handled and determine the safeguards and compliance measures required under the Data Protection Act.

Seek appropriate professional advice. Where gaps are identified, obtain legal, accounting, tax or data protection advice relevant to the trust’s circumstances.

A structured transition review can help trustees move towards a more reliable and sustainable approach to trust administration.

10. What the New Regime Demands in Practice

Taken together, the changes introduced by the Trust Administration Act 2026 Kenya point to a more structured approach to trust governance and compliance.

Modern trust administration requires more than a trust deed and a bank account.

It requires:

Proper governance: Trustee decisions should be appropriately authorised, consistent with the trust deed and adequately documented.

Proper records: The trust should maintain reliable information about its structure, assets, transactions and decisions.

Accurate beneficial ownership information: Relevant individuals must be identified and the required information kept current.

Timely regulatory filings: Registration, annual returns, notifications and amendments must be monitored and completed within the applicable periods.

Appropriate data protection: Personal information must be processed and protected in accordance with the Data Protection Act and other applicable requirements.

Professional oversight: Trustees should understand when legal, accounting, tax, investment or other specialist advice is necessary.

These measures support accountability and help trustees discharge their responsibilities more effectively.

They also enable trustees to identify weaknesses before those weaknesses develop into more serious compliance problems.

11. How Ronalds LLP and Selego Africa LLP Can Help

The new legal framework creates a need for trustees and organisations to review how their trusts are structured, documented and administered.

At Ronalds LLP and Selego Africa LLP, the focus is on supporting appropriate trust governance, administration and compliance across the trust lifecycle, subject to the agreed scope of professional engagement.

Trust structuring and establishment

Professional support can help assess whether registration or incorporation is appropriate, review governance arrangements and ensure that the trust deed and supporting documentation address the requirements applicable to the trust.

For existing trusts, a compliance review can help identify gaps in documentation and establish a roadmap for meeting the new statutory requirements.

Beneficial ownership compliance

Trustees must maintain accurate beneficial ownership information and meet the applicable filing deadlines.

Support in this area may include identifying and documenting relevant beneficial owners, establishing the required register, reviewing the information maintained and implementing procedures for recording and filing changes within the prescribed periods.

Custodial services

Trusts may hold title deeds, share certificates, trust deeds, corporate seals and other important legal instruments.

Appropriate custodial arrangements can help safeguard these documents, maintain reliable records and support the effective administration of trust property.

Trust secretarial and compliance management

Trust secretarial support can assist with maintaining statutory registers, preparing trustee resolutions and meeting minutes, monitoring filing deadlines and coordinating required notifications.

A compliance calendar can help trustees track annual returns, changes in trustee appointments, beneficial ownership updates and amendments to trust documentation.

Data protection compliance

Trustees should assess their personal data processing activities and determine the measures required under the Data Protection Act, 2019.

Depending on the engagement, support may include data audits, data mapping, data protection policies, retention and disposal procedures, breach response plans, data processing agreements and training for trustees and trust administrators.

Enforcer services

The Act provides for the role of an enforcer in applicable trust arrangements. An enforcer must meet the statutory requirements for that role, including the applicable independence requirements.

Relevant professional support may include advice on enforcer appointments, duties and liabilities, preparation of appointment documentation and training.

Legal advisory services

Trusts may raise legal questions relating to contracts, employment, intellectual property, property ownership and other areas of law.

Appropriate legal advice can help trustees understand these issues and ensure that decisions are consistent with the trust’s governing documents and applicable legal requirements.

Dispute resolution and regulatory representation

Disputes may arise between trustees, beneficiaries and settlors, or in connection with the administration of trust property.

Depending on the engagement, relevant support may include dispute resolution, mediation, arbitration, litigation and representation before the appropriate regulatory authorities.

Annual trust compliance reviews

Periodic reviews can help assess the completeness and accuracy of trust records, the status of beneficial ownership information, the timeliness of statutory filings and the effectiveness of existing administrative procedures.

The objective is to identify gaps, recommend corrective action and strengthen the systems supporting ongoing compliance.

At Ronalds LLP and Selego Africa LLP, the broader objective is to support the proper structuring, documentation and administration of trusts within the applicable regulatory framework.

Whether establishing a new trust or reviewing an existing arrangement, obtaining appropriate professional advice can help trustees understand their obligations and plan for effective compliance.

Conclusion: Trusts Remain Valuable, but Compliance Must Evolve

The Trust Administration Act 2026 Kenya represents a significant development in the administration of trusts in the country.

The new framework strengthens the emphasis on registration, beneficial ownership disclosure, trustee duties, record-keeping, regulatory reporting and data protection.

It does not eliminate the legitimate role of trusts in succession planning, wealth preservation, charitable activities or asset management. Instead, it establishes a more structured environment in which these arrangements must be administered.

For trustees, the responsibility is to understand the applicable obligations, maintain accurate information, safeguard trust property and ensure that statutory requirements are met.

For families and organisations considering the establishment of a trust, the new framework makes early planning and appropriate professional advice particularly important.

For existing trusts, the transition period provides an opportunity to review current arrangements, identify gaps and prepare for compliance.

Ultimately, a well-administered trust requires more than a properly drafted trust deed. It requires sound governance, reliable records, responsible stewardship of assets and a continuing commitment to compliance.

Ronalds LLP remains committed to promoting sound governance, accountability and effective financial management that support the long-term objectives of individuals, families and organisations. Trustees and organisations reviewing their trust arrangements should seek appropriate professional guidance to understand their obligations and determine the steps required under Kenya’s new trust law.

Written by Zainab Ali