Kenya’s Trust Administration Act, 2026: What Changes on 25 September, and What Every Trustee Must Do Within Two Years

In brief

• The Trust Administration Act, 2026 (Act No. 28 of 2026) received assent on 8 September 2026, was published in Kenya Gazette Supplement No. 223 on 11 September 2026, and commences on 25 September 2026. It repeals the Trustee Act (Cap. 167) and the Trustees (Perpetual Succession) Act (Cap. 164) and places every trust under a new Registrar of Trusts within the Business Registration Service.
• Every written trust must now be registered or incorporated to be enforceable, every trust must compile and lodge a register of its beneficial owners, and every change of trustee, enforcer or trust agent must reach the Registrar within twenty-one days. Default carries administrative penalties, and the more serious breaches are criminal offences with fines of up to KES 20 million.
• Trusts incorporated under the old Act, or created by registering a deed under the Registration of Documents Act, are deemed trusts under the new Act and have twenty-four months, to 25 September 2028, to comply and to lodge their beneficial ownership registers. The Regulations that will carry the fees, forms and beneficial ownership particulars have not yet been published.

If you have settled a family trust to hold your land and shares for your children, if you sit as a trustee of a school, a church, a foundation or a staff welfare fund, or if you are planning your estate and have been told that a trust is the answer, the law under which that trust lives changes this week. For a century Kenyan trusts were governed by two statutes older than the Republic, the Trustees (Perpetual Succession) Act of 1923 and the Trustee Act of 1929. Parliament patched them in 2021 to admit family trusts, purpose trusts and enforcers, but never rebuilt them. The Trust Administration Act, 2026 does the rebuilding. It gathers the creation, registration, incorporation, management and regulation of trusts into one statute, creates a dedicated Registrar of Trusts, and for the first time treats a trust as a vehicle whose ultimate human owners must be known to the State. This guide explains what changed, what it means for the trust you already have, and what you must do before September 2028.

Why Kenya rewrote its trust law

The honest starting point is that this is an anti-money-laundering statute as much as a private wealth statute, and it should be read that way. Kenya was placed on the Financial Action Task Force grey list in February 2024, and the transparency of trusts was one of the identified weaknesses. The Act answers that finding. Its definition of a competent authority takes in the Attorney-General, the criminal investigation and law enforcement agencies and every supervisor of the financial sector, and names the Central Bank of Kenya, the Financial Reporting Centre and the Kenya Revenue Authority. Its definitions of financial institution, reporting institution and designated non-financial businesses are lifted from the Proceeds of Crime and Anti-Money Laundering Act. And under section 78(8) the Registrar may disclose what the register holds to competent authorities, to anti-money-laundering supervisors and to reporting institutions, which means your bank. A family trust remains a private arrangement as against the public. It is no longer private as against the State or the financial system, and structuring advice that assumes otherwise is out of date.

What the Act replaces, and what it leaves alone

Section 99 repeals the Trustees (Perpetual Succession) Act and the Trustee Act on commencement. Section 3 applies the new Act to every trust registered or incorporated under it, every trust created by a court order and every trust created by or under another written law. Three things survive untouched. Under section 3(2), nothing in the Act limits or invalidates a trust or fiduciary obligation arising under customary law, equity, a will or a court order, and the court keeps its jurisdiction to recognise, enforce, vary and supervise such trusts. The Public Trustee Act stands, and the court may still appoint the Public Trustee where no trustee is capable of acting and the deed provides no mechanism for appointing one. And the Law of Succession Act is not amended, so a will remains a will and probate remains probate.

One tension in the text deserves an early flag. Section 10 describes a family trust as one that is living or testamentary, and section 5 requires every written trust to be registered or incorporated, yet section 3(2) preserves trusts arising under a will. Whether a trust created by will must be registered once the estate is administered is a question the Regulations or the courts will have to settle. Until they do, the safe course for executors holding property on the trusts of a will is to register the trust once the grant is confirmed, because registration costs little and the alternative is an argument about enforceability at the worst possible moment.

Every written trust must now be registered or incorporated

Section 4 restates the classic three elements. A trust exists where identifiable property is transferred to, vested in or placed under the control of a trustee, or the owner declares that the property is held in trust, where the property is held for beneficiaries or for a lawful purpose, and where the trustee is appointed to administer it. Section 5 then makes the change that matters most. A trust may be written or implied, but a written trust shall be registered or incorporated under the Act, and a written trust that is not registered or incorporated is not enforceable. Section 6(1)(f) adds non-registration to the list of grounds on which a trust may be declared invalid, alongside illegality, uncertainty, duress, fraud and lack of capacity.

The practical meaning is this. A trust deed sitting in a safe, executed before an advocate and never taken to any registry, was a working private trust under the old law. From 25 September 2026 it is a document whose beneficiaries must go to court under section 5(4) and ask for recognition before they can enforce it. Nobody who has settled a trust for the protection of a family should leave them in that position. Section 7 keeps the 2021 rule that a trust is irrevocable unless the deed expressly reserves a power of revocation, and a revocable trust becomes irrevocable if the power is not exercised in the settlor’s lifetime, so the drafting of that clause continues to matter.

Registered trust or incorporated trust, and which one you need

The Act offers two doors, and choosing the right one at the outset saves a second application later.

Registration under Part III produces a certificate naming the trust with the words Registered Trust. Section 22 lists what goes in with the application, namely the trust deed, the prescribed fee, a copy of the register of beneficial owners, a statement of the initial trust property, a statement of any enforcers with their written acceptance, any court order creating the trust, and the details of the settlor, the beneficiaries, the initial trustees and the registered address. Section 23 prescribes what the deed must contain and requires it to be executed by the settlor and the trustees before a witness who records an occupation and postal address. Section 27 is the limit of the exercise. The certificate is conclusive evidence that the trust is registered as an unincorporated trust, and it confers no legal personality, so the property stays vested in the trustees and every change of trustee means a transfer of title.

Incorporation under Part IV is the successor to the old Cap. 164 certificate, and it is the door most families and every landholding charity should use. The name is reserved under section 28, the application under section 29 carries the same information as a registration, and under section 32 the trust becomes a body corporate from the date of incorporation, with perpetual succession, capacity to sue and be sued, and capacity to acquire, hold, develop and dispose of property in its own name. Trustees come and go without any conveyance, and a bank, a land registry or a counterparty deals with one legal person. Section 33 lets a registered trust convert to an incorporated one.

A trust that will own land, borrow, hold shares in operating companies or outlive its first generation of trustees should incorporate. Registration is adequate for a modest, short-lived arrangement holding cash or a single asset where the trustees are unlikely to change, and even then the saving is small.

Family trusts, charities and purpose trusts

Sections 8, 9 and 10 carry the three trust types created in 2021 into the new Act largely unchanged. A charitable trust is formed for the exclusive purpose of relieving poverty, advancing education, religion, human rights and fundamental freedoms, protecting the environment or any other purpose beneficial to the general public. A non-charitable purpose trust may exist without any beneficiary provided its purpose is specific, capable of fulfilment and lawful, and its terms deal with surplus assets on termination. A family trust, living or testamentary, is one registered or incorporated by a person or persons for planning or managing their personal estate. It must be made in contemplation of beneficiaries, whether or not related to the settlor, for the preservation or creation of wealth across generations, and it must be a non-trading entity. Section 10(3) confirms that a settlor may also be a beneficiary of the family trust, while section 12(3) draws the line at the settlor being the sole beneficiary.

Section 11 fixes the numbers. A charitable trust and a non-charitable purpose trust must have at least three natural persons as trustees or one corporate trustee. A family trust needs at least one trustee. Where the trustees are natural persons, at least one must be a Kenyan citizen or a resident of Kenya, as the Regulations will prescribe. Families living abroad who have appointed only overseas trustees will need a Kenyan trustee or a licensed corporate trustee before they register. Section 19 requires beneficiaries to be identifiable by name or ascertainable by class or relationship, section 20 closes a class when nobody else can join it, and section 21 lets a beneficiary disclaim in writing. A charitable trust that finds the regime ill-fitting may apply to the Attorney-General under section 95 for exemption from any provision of the Act, subject to the approval of the National Assembly committee on delegated legislation.

The register of beneficial owners

Part IX is the heart of the reform. A beneficial owner is the natural person who ultimately owns or controls the trust or on whose behalf a transaction is conducted, and includes anyone exercising ultimate effective control. In a trust that will ordinarily mean the settlor, the trustees, the beneficiaries, any enforcer or protector and anyone else who can direct the trustees, though the particulars to be recorded are left to the Regulations. Under section 65 every trust must compile and keep a register of its beneficial owners with the particulars the Regulations will prescribe. Under section 66 the trust lodges a copy with the Registrar, and a trust incorporated before commencement has twenty-four months to do so, a period the Registrar may extend. Under section 67 every change must be lodged within twenty-one days. Under section 68 the records are kept for at least seven years after a person ceases to be a beneficial owner. The administrative penalties for these sections are modest, KES 10,000 for an individual trustee and KES 20,000 for a corporate one, but section 69 gives the Registrar a sharper tool. After a directive, a thirty-day notice and a Gazette notice, the Registrar may disqualify non-compliant trustees from acting as trustees of that trust for up to three years and publish their names, subject to an appeal to court.

Section 49 completes the picture from the other side. Trustees may not use or disclose trust information except on the written request of an enforcer, a beneficiary subject to the deed, or a settlor who has reserved the power, or where the Proceeds of Crime and Anti-Money Laundering Act, the Prevention of Terrorism Act, a court order or another written law requires it. A request must be answered fully within fourteen days, and a trustee who fails commits an offence carrying a fine of up to KES 1 million or two years’ imprisonment, or KES 3 million for a body corporate. Confidentiality within the family is preserved. Confidentiality against the regulator is not.

Trustees: who qualifies, and what the Registrar must be told

Section 36 sets the qualifications. A trustee must be over eighteen and not disqualified under any other law. A person is disqualified if barred from acting as a company director or secretary under the Companies Act, barred as a liquidator or administrator under the Insolvency Act, declared mentally incapacitated under the Mental Health Act, convicted of an offence carrying more than six months’ imprisonment, convicted of corruption or an economic crime, or an undischarged bankrupt. A corporate trustee must be a Kenyan company whose main object is corporate trustee services, licensed to act as such, and it must have a local contact person who is a natural person resident in Kenya. The Act is not tidy on where that licence comes from, since section 36 points to other written law while section 96 leaves the licensing of corporate trustees to Regulations the Attorney-General has yet to make, so anyone planning to offer professional trustee services should watch for them.

The Act then imposes a filing discipline that Kenyan trusts have never had. Section 37 requires a trustee to notify the Registrar of his or her appointment within twenty-one days with a written consent to act. The same twenty-one day clock runs on the appointment of a new or additional trustee under section 38, a resignation under section 39, a removal under section 40, a replacement on death or dissolution under section 41, the appointment or cessation of an enforcer under sections 14 and 17, the appointment of a trust agent under section 76, a corporate trustee’s nomination of an officer to act for it under section 44, an amendment to the deed or the list of assets under section 48, and a power of attorney granted by a trustee under section 58. Section 75 adds an annual return within thirty days of the anniversary of registration or incorporation. The table sets out the consequences of missing each one.

Obligation	Section	Time limit	Consequence of default
Notify appointment of a trustee, resignation, removal or replacement on death	37, 39, 40, 41	21 days	Administrative penalty of KES 7,000 (individual) or KES 14,000 (body corporate)
Notify appointment of a new or additional trustee	38(8)	21 days	Administrative penalty not exceeding KES 30,000
Notify cessation or change of an enforcer	17(2), 17(3)	21 days	Administrative sanction of KES 5,000 (individual) or KES 10,000 (body corporate)
Lodge any amendment to the trust deed or the list of assets	48(4)	21 days	Administrative penalty of KES 7,000 (individual) or KES 14,000 (body corporate)
Corporate trustee to notify officer appointed to act for it	44(5)	21 days	Administrative penalty of KES 50,000
Notify power of attorney granted by a trustee	58(4)	21 days	Offence. Fine up to KES 500,000 or two years’ imprisonment, or KES 2 million for a body corporate
Lodge register of beneficial owners and lodge every change	66, 67	24 months for existing trusts, 21 days for changes	Administrative penalty of KES 10,000 or KES 20,000, then disqualification of trustees for up to three years under section 69
File annual return	75	30 days after anniversary	Administrative penalty of KES 3,000 for each year of default
Answer an information request from an enforcer, beneficiary or settlor	49	14 days	Offence. Fine up to KES 1 million or two years’ imprisonment, or KES 3 million for a body corporate
Hand over title documents, accounts and records on ceasing to be a trustee	39(5)	On cessation	Offence. Fine up to KES 500,000 or one year’s imprisonment, or both
Keep the statutory registers and records for seven years	63	Continuing	Offence. Fine up to KES 500,000, or KES 2 million for a body corporate
Keep proper accounting records for seven years	64	Continuing	Offence. Fine up to KES 100,000, or KES 500,000 for a body corporate
Dispose of trust property so as to frustrate the trust	46(3)	Prohibited	Offence. Fine up to KES 5 million or five years’ imprisonment, or KES 20 million for a body corporate
Lodge a false or misleading document with the Registrar	92	Prohibited	Offence. Fine up to KES 1 million or two years’ imprisonment, or both

Duties, powers and the new price of getting it wrong

Part VII codifies what equity always required and adds statutory teeth. Section 43 imposes a duty of reasonable care, skill and diligence, measured against the knowledge and experience the trustee has or holds out, and against the professional standard where the trustee acts in the course of a business. The trustee must know the deed, act within it, act honestly and in good faith, avoid conflicts, treat beneficiaries impartially and take no reward beyond what section 60 allows. Section 45 restates the rule against profiting from the office. Section 47 requires trust property to be kept separate and identifiable, including in bank and investment accounts. Section 48 lists the records a trustee must keep, which now extend to every financial institution the trust deals with and to every foreign trust the trustee administers, with its beneficial owners, its Kenyan property and its transactions connected with Kenya, and section 48(4) requires any amendment to the deed or to the list of assets to be lodged with the Registrar within twenty-one days.

The powers are generous. Section 51 permits any investment authorised by the deed, provided the trustee undertakes due diligence, takes advice, invests prudently and reviews the portfolio for diversification and risk. Section 52 allows delegation to a competent manager or investment manager, sections 54 and 55 give powers of sale, lease, mortgage and borrowing where capital may be applied, though section 54(4) withholds the power to raise capital by sale or mortgage from trustees of charitable property, and section 58 permits delegation by power of attorney for up to three years, renewable for a further three, on notice to the co-trustees, to anyone with power to appoint new trustees and to the Registrar.

Three provisions on liability deserve every trustee’s attention. Under section 60 a trustee may be paid only where the deed, the written consent of every beneficiary or an enforcer, a court order or another law authorises it. Under section 61 a trustee in breach is liable for the loss and for the profit the trust would have made, and in addition faces an administrative penalty of up to KES 1 million, or KES 5 million for a corporate trustee, with trustees jointly and severally liable and no set-off of a gain from one breach against a loss from another. Under section 62 a deed may no longer exclude or indemnify a trustee against liability for dishonesty, wilful misconduct or gross negligence, and section 62(2) applies that rule to every trust whenever created. A wide exoneration clause in an existing deed is cut down to that extent from 25 September 2026, whatever the deed says.

Enforcers, settlor powers and trust agents

The Act preserves the flexibility that made the 2021 amendments attractive to families. Under section 13 a settlor may reserve powers to revoke, vary or amend the trust, to direct or approve distributions, to give directions on the management and disposal of trust property, to appoint and remove trustees, enforcers, beneficiaries and the trust agent, and to restrict the trustees’ discretions, though section 13(2) is careful to say that reserved powers do not make the settlor a trustee. Under sections 14 to 18 a settlor, or in the settlor’s absence a beneficiary, may appoint one or more enforcers to police the trust, demand remedial action, report breaches and sue the trustees. An enforcer may not also be a trustee, may not profit from the office, and is protected from personal liability save for fraud, dishonesty or wilful misconduct.

Section 76 creates the trust agent, who must be an advocate of the High Court of Kenya, a certified secretary or a certified accountant, and who handles formation, provides the registered office address for a family trust and lodges statutory documents. The section preserves the Advocates Act rule that only an advocate may draw the documents an advocate must draw.

The Registrar, dissolution and disputes

Section 77 establishes the Registrar of Trusts as an office within the Business Registration Service, the same service that runs the companies registry, so the practical expectation is an online module of the kind companies already use. Section 84 replaces the informal death of trusts with a formal procedure. A trust is dissolved on application once its purpose is fulfilled or impossible, or by court order, but only after a three-month Gazette notice inviting objections, and trustees’ liabilities survive dissolution. Section 94 sends disputes to the mechanism in the deed and, where the deed is silent, to the High Court, which makes a well-drafted dispute resolution clause a matter of family policy rather than boilerplate.

What existing trusts must do before 25 September 2028

Section 99(2) deems every trust incorporated under the repealed Act, and every trust created by registering a deed under the Registration of Documents Act, to be a trust under the new Act, transfers its rights and liabilities across, and gives all existing trusts twenty-four months to comply with the new requirements or any such time as the Registrar directs. The Registrar may issue new certificates and recall the old ones. The prudent reading is that the twenty-four months cover the structural requirements, while the twenty-one day notice obligations bite on any change made after commencement. Taken in order, the work is this.

1. Find the deed and the certificate and establish which category the trust falls in. A trust incorporated under Cap. 164 and a deed registered under the Registration of Documents Act are both deemed trusts under the new Act. A written deed that was never registered anywhere is not, and should be registered or incorporated now, before any transaction depends on it.
2. Compile the register of beneficial owners covering the settlor, every trustee, every beneficiary or class, any enforcer or protector and anyone who can direct the trustees, and be ready to lodge it with the Registrar within the window. Collect identity and residence details now, because the Regulations will prescribe the particulars and families scattered across three continents take time to document.
3. Test the trustee bench against sections 11 and 36. Confirm the minimum numbers, the Kenyan citizen or resident trustee, the absence of any disqualification, and the licensing position of any corporate trustee.
4. Review the deed against the Act. Exoneration and indemnity clauses are cut down by section 62. Remuneration must satisfy section 60. Dispute resolution should be addressed for section 94. Reserved settlor powers should be stated in the language of section 13. An enforcer should be appointed if the family wants one, and the deed should say who may lodge documents as trust agent.
5. Set up the registers and accounting records that sections 63 and 64 require, diarise the annual return for thirty days after the anniversary, and adopt a standing rule that every change of trustee, enforcer, agent or beneficial owner goes to the Registrar within twenty-one days.
6. For a charitable trust, decide whether to seek an exemption under section 95 and whether the trustee bench of three natural persons or one corporate trustee is in place.
7. For a new trust, register or incorporate before property is transferred in, because section 5 makes the unregistered written trust unenforceable and section 6 makes it liable to be declared invalid.

What happens next

Three developments will shape how the Act works in practice. The first is the Regulations, which the Attorney-General makes under section 96 and which will carry the fees, the forms, the manner of electronic lodgment, the beneficial ownership particulars, the residency requirement for trustees and the licensing of corporate trustees. Nothing can be filed until they exist, and the twenty-four month window makes sense only once they do. The second is the registry itself, which the Business Registration Service must build and which will determine whether registration is a morning’s work online or a year’s correspondence. The third is tax. The exemptions the Income Tax Act extends to registered family trusts were drafted by reference to the repealed Trustees (Perpetual Succession) Act, and although the Interpretation and General Provisions Act ordinarily carries such references across to a re-enacting statute, a consequential amendment or a Kenya Revenue Authority notice confirming that a family trust registered under the new Act continues to qualify would remove any doubt. I will analyse each development as it lands.

Frequently asked questions

What is the Trust Administration Act, 2026?

It is Kenya’s new trust statute, Act No. 28 of 2026, assented to on 8 September 2026 and commencing on 25 September 2026. It consolidates the creation, registration, incorporation, management and regulation of trusts, repeals the Trustee Act and the Trustees (Perpetual Succession) Act, and creates a Registrar of Trusts within the Business Registration Service.

Does my existing family trust have to be registered again under the new Act?

A trust incorporated under the Trustees (Perpetual Succession) Act, or created by registering the deed under the Registration of Documents Act, is deemed a trust under the new Act by section 99(2). It does not start from scratch, but it must comply with the new requirements within twenty-four months of 25 September 2026, including lodging its register of beneficial owners, and a trust incorporated under the old Act may be issued a new certificate in place of the old one.

Is an unregistered trust valid in Kenya?

From 25 September 2026 a written trust that is neither registered nor incorporated is not enforceable under section 5(3) and may be declared invalid under section 6(1)(f). A person claiming under such a trust must apply to court for recognition under section 5(4). Trusts arising under customary law, equity, a will or a court order are preserved by section 3(2).

What is the difference between a registered trust and an incorporated trust in Kenya?

A registered trust under Part III is recorded by the Registrar and issued a certificate, but section 27 confers no legal personality, so the trustees hold the property and every change of trustee requires a transfer. An incorporated trust under Part IV becomes a body corporate under section 32 with perpetual succession and capacity to hold property and sue in its own name. A registered trust may convert to an incorporated trust under section 33.

Who is a beneficial owner of a trust in Kenya?

The natural person who ultimately owns or controls the trust or on whose behalf a transaction is conducted, including anyone exercising ultimate effective control. In practice that is the settlor, the trustees, the beneficiaries, any enforcer or protector and anyone with power to direct the trustees. Every trust must keep a register of them under section 65, lodge it under section 66 and update it within twenty-one days under section 67.

How many trustees does a trust need in Kenya?

Under section 11 a charitable trust or a non-charitable purpose trust needs at least three natural persons as trustees or one corporate trustee, and a family trust needs at least one trustee. Where the trustees are natural persons, at least one must be a Kenyan citizen or a resident of Kenya.

Can a trust hold land in Kenya?

Yes. A trust incorporated under Part IV of the Trust Administration Act, 2026 is a body corporate that may acquire, hold, develop and dispose of property in its own name under section 32. A registered trust holds land through its trustees. Constitutional limits on land ownership by non-citizens continue to apply to the trustees and the beneficial owners.

What are the penalties under the Trust Administration Act?

Late notices to the Registrar generally attract administrative penalties between KES 3,000 and KES 50,000, though a late notice of a power of attorney granted by a trustee is an offence. Breach of trust attracts an administrative penalty of up to KES 1 million, or KES 5 million for a corporate trustee, on top of liability for the loss. Disposing of trust property so as to frustrate the trust is an offence carrying up to KES 5 million or five years’ imprisonment, or KES 20 million for a body corporate. Lodging false documents carries up to KES 1 million or two years, and the general penalty for offences without a stated fine is up to KES 1 million.

How do I set up a family trust in Kenya under the new law?

Settle a written trust deed that meets section 23, appoint trustees who satisfy sections 11 and 36 including a Kenyan citizen or resident, compile the register of beneficial owners, and apply to the Registrar of Trusts for registration under section 22 or, for a trust that will hold land or outlast its first trustees, for incorporation under sections 28 and 29. Transfer property into the trust only after the certificate issues.

Peter Maina is a Partner of Peter Maina & Company Advocates in Nairobi, where he leads the firm’s private wealth, trusts and estate planning practice and advises settlors, trustees, families and charities on trust structuring, registration and succession. This article states the law as at 21 September 2026. It is general information, not legal advice.

For advice on your trust, or on bringing an existing trust into line with the new Act, write to peter@pmlaw.co.ke or WhatsApp +254 714 644 080.