LIEDEKERKE AFRICA

www.liedekerkeafrica.com

WHY LIEDEKERKE?

• A thorough knowledge of the legal systems, the African markets and local cultures, particularly in the DRC, Rwanda and Burundi

• Unique local capabilities and practical know-how supported by a Belgian law firm renowned for its vast experience and longstanding reputation for legal excellence

• A genuine commitment to Africa and contribution to local development through our participation in corporate social responsibility programmes

• High quality legal services in English, French or Dutch and a knowledge of Kinyarwanda, Kirundi and Lingala

• Longstanding relationship with “best friend” firms and our membership of several networks of renowned international law firms, including Lex Mundi and ELG Group, which allows our firm to tap into vast experience and expertise of tens of thousands of lawyers in the countries where we are not present

Sub-Saharan Africa is a booming market. Chosen by many investors, the region is developing in numerous and various sectors such as agribusiness, digital, energy, financial services, transport, industry, telecoms and even retail.

With regional governance consolidated notably through the OHADA and tax system becoming more and more attractive, the region presents an increasingly favorable environment for investment. However, in order to access the commercial potential of Africa, it is essential to be able to rely on experimented partners with an in-depth local knowledge.

Thanks to its specialized teams based in Brussels and its Congolese (DRC) and Rwandan subsidiaries as well as their offices in Kinshasa et Kigali, Liedekerke offers its clients unparalled support in Central Africa, commensurate with the opportunities and challenges of the African market.

LIEDEKERKEAFRICA

AREAS OFCAPABILITIES

Banking and Finance

Corporate and Commercial

Labour and Employment

International Dispute Resolution

SECTORS OF EXPERTISE

Energy

Real Estate & Construction

Industry

ExtractiveIndustries

Telecoms

Transport

CORPORATE & COMMERCIAL

• Mergers& Acquisitions• Private equity• Corporate (re)structuring• Joint ventures• Corporate governance• Commercial operations• OHADA Law

BANKING & FINANCE

• Project financing• Asset financing• Loan and convertible debt instruments• Credit transactions• Secured transactions• Private placements• Capital markets

EXTRACTIVE INDUSTRIES

• Extractive process (exploration, exploitation, transformation, distribution)• Exploration/exploitation permits• Shares and assets acquisition• Joint ventures• Contrats (commercialisation, custom work, supply, ...)

ENERGY

• Regulatory issues• Procurement in the energy sector• Project development and acquisition• Operational issues (including permitting, building, relocation, expropriation, safety and liability issues)

LABOUR & EMPLOYMENT

• Recruitment• Individual and collective dismissals• Collective actions• Social security• Compensation and benefits

INTERNATIONAL DISPUTE RESOLUTION

• Arbitral proceedings• Representing private and public companies, as well as governments before international bodies

AREAS OFEXPERTISE

CORPORATE & COMMERCIAL

• Assisting a foreign company in the acquisition of 100% the share capital of a DRC company active in the gaming industry.

• Assisting a Luxembourg based holding company in the context of the first demerger under OHADA law in the DRC and the ensuing sale of 100% of the shares of its three resulting subsidiaries.

• Assisting the majority owners of a financial conglomerate in the sale of an 85% controlling interest in two Rwandan insurance and reinsurance companies.

• Assisting a French sport and leisure manufacturing and retail company with the setting up of its operations in the DRC.

• Assisting US and Belgian companies with corporate and tax advice in connection with the double taxation treaty entered into between DRC and Belgium and the tax regime applicable to DRC companies.

BANKING & FINANCE

• Assisting a client with finance documentation in relation to a potential acquisition and the project financing of 2 acid plants in the DRC.

• Assisting a Pan-African financial institution with the Congolese law aspects of a credit facility for the Central Bank of the Congo.

• Advising with an unsecured credit line of USD 6,000,000 to Access Bank (Rwanda) Limited.

• Assisting a Chinese bank in relation to the Burundi law aspects of a USD 30,000,000 acquisition finance transaction.

• Advising a client in relation to its USD 15,000,000 unsecured credit facility to Bank of Kigali for the financing of renewable and energy efficiency projects implemented by clients of Bank of Kigali.

"The highly skilled lawyers frequently assist clients seeking advice in the mining and energy sectors, notably advising on a number of re-newable energy projects. (…) It remains a popular choice for interna-tional and domestic companies requiring commercial, employment and tax support. It is also highly regarded for its dispute resolution work."

Chambers & Partners Global, 2019

* A non exhaustive list of our references can be consulted on our website www.liedekerkeafrica.com.

RECENTEXPERIENCE

• Assisting a client with several disputes taken to ICC international arbitration respectively in 2016, end of 2017 and beginning of 2019, in the context of confl icts between shareholders in mining joint-ventures, amount at stake in excess of 150M USD, 120 million USD and 40 million USD respectively, opposing the minority shareholder of a mining joint venture established in the DRC to a foreign investor.

• Assisting variois clients with several commercial disputes (ICC arbitration proceedings usually) with a DRC group concerning sales of mining products proceeding from DRC; assisting also in related injunction proceedings before Belgian courts or emergency arbitration proceedings.

• Assisting a DRC mining company against a USD 155m claim for compensation brought by a subsidiary of a major Canadian mining group.

• Assisting the DRC State in various ICC arbitration proceedings, including against claims in excess of USD 750M and 150M); also assisting in the annulment proceedings before the Paris Court of Appeal.

• Acting as lead counsel in a major dispute opposing a state-owned DRC mining company to a vulture fund before UK courts, in which the vulture fund claimed that the stateowned company had to be considered an “organ of the State” so that its assets could secure a debt owned by the DRC. The matter was eventually brought to the UK Privy Council which handed down a landmark decision ruling against the vulture fund.

• Acting as lead counsel in a similar dispute opposing a state-owned DRC mining company to another vulture fund. The vulture fund eventually waived its claim.

INTERNATIONAL DISPUTE RESOLUTION

• Assisting in the framework of a complex collective labour law dispute opposing a European multinational corporation and its DRC subsidiary to a group of nearly 170 former DRC employees who claimed to have been illegally dismissed in the years of 1999 through 2002.

• Assisting in the framework of a collective labour law dispute opposing a multinational corporation and its DRC subsidiary to a group of 19 former DRC workers who claimed to have been illegally dismissed in the years 1996-1997.

• Assisting a DRC subsidiary of a South African energy company on labour law, advising on employer’s social, labour and reporting obligations under DRC law and providing the client with DRC law compliant model employment contracts.

LABOUR AND EMPLOYMENT

• Assisting a company specialising in the supply of quality mining, earthmoving, agriculture, forestry and road construction, with the acquisition of assets in the DRC.

• Assisting a foreign company active in the mining industry in relation to a business transfer agreement and a shareholders’ agreement.

• Assisting a Swiss company in incorporating a gold purchase desk (comptoir d’achat d’or) in Maniema (Kindu - DRC) and in structuring its operations in light of the New Mining Code local content requirements.

• Assisting a DRC company active in the mining industry with the drafting and negotiation of a copper/cobalt distribution agreement.

EXTRACTIVE INDUSTRIES

• Assisting an African law firm and its client with the acquisition of 25% stake in a company active in the energy sector.

• Assisting a foreign investor candidate with the acquisition of a Congolese company entrusted with the implementation of a project to import electricity from Zambia, with the transport of electricity on a distance of 150km and the supply to two Congolese mining operators located in Katanga.

• In the context of a hydroelectric plant development in the eastern part of the DRC, assisting with advice on the most appropriate vehicle and structuring of the contemplated investment in the DRC, including tax optimisation and a description of the ANAPI benefits and procedures.

• Assisting a DRC energy stakeholder in the context of structuring a hydropower project in the DRC (including negotiations and implementation of a PPA and investment and shareholders’ agreements). The project includes the entire power chain from generation to final consumption and consists in its first phase, of building two hydropower stations on Congo rivers, in establishing a transmission line, and in distributing/supplying the power to the inhabitants of two cities in the province of North Kivu.

ENERGY

• Assisting with the merger between two Rwandan mobile telecommunications companies.

• Assisting a client with the negotiation of “partnership documentation” to be entered between a South Africa telecom company and the Congolese National Electricity Company (SNEL).

• Advising on the framework and regulatory applications regarding the roll out in Rwanda, including remote/rural areas, by an internet service provider in partnership with mobile telecommunication companies and the largest online social media.

TELECOMS

CORPORATE SOCIALRESPONSIBILITY

Liedekerke and its lawyers use their legal skills and experience to actively support for free non-profit organizations who promote the greater good in Africa. Our knowledge of the Central African market and the sensitivities of its stakeholders is furthermore strenghtened by our strong commitment to our clients' Corporate Social Responsibility programs and by our own efforts to contribute to the development of the region.

Liedekerke is proud to support these different projects from its Belgian and African offices:

MSH (Management Sciences for Health): building resilient and sustainable health systems. (www.msh.org)

The Dutch Red Cross: preventing and alleviating humanitarian crisis. (www.rodekruis.nl)

Fonds Ngangi: supporting the development of the city of Goma through employment, entrepreneurship and training. (www.fondsngangi.be)

En Avant les Enfants: helping the vulnerable and victims of war to build a life for themselves. (www.enavantlesenfants.com)

Liedekerke and Lex Mundi Pro Bono Foundation support the APOPO project which has for mission to train giant African pouched rats to use their keen sense of smell for humanitarian purposes - such as land mine detection and clearance as well as tuberculosis detection. (www.apopo.org )

Entrepreneurs pour entrepreneurs: promote sustainable economic growth in developing countries. (www.ondernemersvoorondernemers.be)

Humana People to People Congo: working together with communities to promote social and economic development. (www.hpp-congo.org)

Chirpa - ONG Chaîne de l'Espoir RDC: bringing together doctors and pediatric nurses on the Ngaliema clinic site or at the University Clinics of Kinshasa (CUK). (www.chirpa.org)

RESOLVE: forging sustainable solutions to critical social, health, and environmental challenges. (www.resolv.org)

KEY CONTACTS

Aimery de SchoutheetePartner Commercial & LitigationHead of Liedekerke AfricaPresident of Liedekerke DRC SASUT : +32 2 551 14 57E : a.deschoutheete@Iiedekerke.com

Thibaut HollandersPartner Corporate & M&AGeneral Manager of Liedekerke DRCSASUT : +234 854 854 854 E: t.hollanders@Iiedekerkeafrica.com

Liedekerke DRC SASU Immeuble TILAPIA, 3ème étage Avenue Batetela n° 70 Commune de la Gombe - Kinshasa Democratic Republic of the Congo T: + 243 854 854 854 Liedekerke Great Lakes Ltd Career Center Building6th floor KG 541 StKigali Rwanda T: + 250 786 041 479 Liedekerke Wolters Waelbroeck Kirkpatrick scscrl Boulevard de l’Empereur 3 1000 Brussels Belgium T: +32 2 55 15 15 Liedekerke London 33 Sun Street London EC2M 2PY United Kingdom T: +44 207 151 03 60 www.liedekerkeafrica.com

Martin LongompuluParalegal

T : +234 854 854 854

E: m.logompulu@Iiedekerke.com

Trésor BadibakeAssociate

T : +234 854 854 854

E: t.badibake@Iiedekerke.com

LOCAL TEAM

Joëlle ThambweAssociate

T : +32 2 551 14 87

E: j.thambwe@Iiedekerke.com

Our team collaborates closely with Maître Lisette Bewa (Bewa & Associates), a renowned Congolese business lawyer.

Kristien CarbonezPartnerHead of the London Office

T : +44 207 1510 360 E: k.carbonez@Iiedekerke.com

KEY CONTACTS

Aimery de SchoutheetePartner Commercial & LitigationChairman of Liedekerke Great Lakes LtdHead of Liedekerke AfricaT : +32 2 551 14 57E : a.deschoutheete@Iiedekerke.com

Liedekerke DRC SASU Immeuble TILAPIA, 3ème étage Avenue Batetela n° 70 Commune de la Gombe - Kinshasa Democratic Republic of the Congo T: + 243 854 854 854 Liedekerke Great Lakes Ltd Career Center Building6th floor KG 541 StKigali Rwanda T: + 250 786 041 479 Liedekerke Wolters Waelbroeck Kirkpatrick scscrl Boulevard de l’Empereur 3 1000 Brussels Belgium T: +32 2 55 15 15 Liedekerke London 33 Sun Street London EC2M 2PY United Kingdom T: +44 207 151 03 60 www.liedekerkeafrica.com

Jackie TumusiimeLegal Consultant

T : +250 789 055 921

E: j.tumusiime@Iiedekerkeafrica.com

Ismael Jr Amari SuedSenior Associate

T : +250 788 471 354 E: i.sued@Iiedekerkeafrica.com

LOCAL TEAM

Penina NgabireAssociate

T : +250 788 234 302

E: p.ngabire@Iiedekerkeafrica.com

Damien ConemPartner Corporate & M&AManaging Director of Liedekerke GreatLakes Ltd

T : +32 2 551 14 85 E: d.conem@Iiedekerke.com

Kristien CarbonezPartnerHead of the London Office

T : +44 207 1510 360 E: k.carbonez@Iiedekerke.com