Practice Areas

Practice Areas

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Banking And Finance

We are legal advisers to banks, financial institutions, lenders, credit enhancers, borrowers and other participants in the global banking and finance arena.

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Due to our presence in Africa and our relationships with firms across the globe, we are able to offer top-tier legal advice from simple domestic transactions to the most complex cross-border banking and financing transactions for our clients. Moreover, because we work in tandem with other firms, it enables us to provide both local and global perspectives to structure financing transactions across the full spectrum of the industry anywhere in the world.

Our expertise includes but is not limited to:

  • Asset finance
  • Islamic finance
  • Structured finance
  • Banking and financial markets
  • Hedge fund structuring
  • Property finance
  • Public sector funding
  • Fintech
  • Capital markets
  • Funds and asset management, including collective investment schemes and alternative investments
  • Simple and syndicated loans

We leverage our knowledge, commercial insight and experience in the industry to provide you with first class advice to ensure the success of all your financing deals.

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Competition And Anti-Trust Law

Epena Law has handled precedent-setting, industry-transforming competition matters recently. We bring an innovative and unified solution to competition issues in African jurisdiction, focusing on merger clearance, foreign direct investment and compliance.

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We handle competition matters relating to :

  • Cross-border mergers and acquisitions, joint ventures, licensing and distribution arrangements;
  • Defending clients subject to cartel, abuse of dominance and other competition investigations.
  • Advising and defending clients operating in regulated sectors in relation to competition matters.
  • Advising clients on the application of competition law to commercial agreements, joint ventures, strategic alliances, business strategies and conduct.
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Corporate Governance

Epena Law supports its clients in complying with governmental rules and policies. We provide professional corporate management consultancy services to companies and ensure their compliance with the applicable rules in its day-to-day operations.

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We assist companies with:

  • Grievance Mechanisms: We prepare the company’s policy documents and code of conduct. In this framework, the focus is on reducing the risks to managers. Necessary grievance and adjustment mechanisms are established to prevent the emergence of further liability and address any negative behavior in the company.
  • Notifications: We make notifications to the relevant authorities about corporates changes such as the appointment of the board of directors, capital increase, or change in the company structure. We equally provide support in transactions such as the registration of the minutes and resolutions prepared by the company bodies with the relevant trade registry, obtaining the necessary permits, and making the necessary notifications to the public authorities.
  • Services for Foreigners: We provide services such as establishing companies in African jurisdictions, company secretarial services, keeping corporate books in accordance with the law to foreign clients. Further, we provide support in matters such as convening the ordinary general assembly once every financial year, notifications to the relevant authorities, and making proper and regular statements.
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Dispute Resolution

Our dispute resolution approach is client facing,  we accompany you, study your claim and help you choose the best path to pursue or resolve your dispute.

We have the experience to escalate your claim and take or defend proceedings if required to protect your interests.

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Our team members and local law firm partners would act in courts and tribunals and guide you through the process.

We also have extensive experience in:

  • Litigation funding
  • Intellectual Property Litigation
  • Real Estate Litigation and Dispute Resolution
  • Regulatory and Administrative Tribunals
  • Sales Practices
  • Securities and Shareholder Litigation
  • Commercial Litigation
  • Competition and Antitrust Litigation
  • Dispute Risk Management
  • Employment Disputes
  • Energy Litigation
  • Financial Markets Litigation and Regulation
  • Recovery
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Energy Law

Energy, whether derived from fossil fuels or renewable sources, plays a crucial role in shaping life around the world, and it holds particular significance for Africa. Over the past decade, Africa has made impressive strides in transitioning to renewable energies.

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As countries in the region actively seek to enhance their energy capacity, they are creating promising opportunities for interested investors. At Epena Law, we specialize in providing advisory and legal services to international clients who wish to explore the African energy market. With our comprehensive understanding of the energy sector across Africa and the inherent challenges it poses, we assist our clients in various ways. Not only do we help them identify viable projects and stay abreast of market trends, but we also guide them through the often-complex regulatory landscape. Furthermore, we facilitate the establishment of valuable partnerships between our clients and governments, local companies, and other stakeholders within the sector.

Additionally, we offer support throughout the entire lifecycle of energy projects. Whether our clients require assistance with financing, obtaining approvals from relevant authorities, or restructuring projects, including mergers and acquisitions, we help them achieve their specific goals. Our expertise allows us to navigate through the intricacies of the energy sector, ensuring our clients’ success in this dynamic and evolving industry.

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Fund Structuring

We have seasoned legal advisors that specialize in structuring and forming investment funds across different jurisdictions in the world.

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Depending on various drivers such as tax incentives, the location of the investment or the team, we devise bespoke fund structures in the appropriate jurisdiction that meet the needs of investors while taking into account their objectives and industries in which the fund will invest. We equally assist in the appointment of fund managers, drafting and negotiating fund agreements, and the structuring of carried interest schemes in jurisdictions such as Delaware, UK, France, Luxembourg, Ireland, Mauritius and beyond. We cover all asset classes including but not limited to real estate funds, infrastructure funds, private equity funds and VC funds.

Our team is very knowledgeable in terms of fund regulation in different jurisdictions. We’ve assisted some regulators in the shaping and drafting of their fund regulations in certain zones of Africa such as West Africa. This puts us in a prime position to advise and assist fund managers in setting up their vehicles.

In addition to structuring the funds, we also assist at implementation level as we help the funds and fund managers obtain the requisite regulatory licences and approvals. Our expertise therefore covers the whole spectrum of the investment fund sector.

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Insurance

Immersed in insurance and reinsurance, Epena frequently advises all operators in this sector on a vast range of issues including but not limited to M&A’s, restructuring, financings, new product development, regulatory and compliance investigations or even sanction advice.

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Our team assists clients in all their transactional issues but also with their litigation issues in front of civil, criminal, arbitration courts or in administrative proceedings. Because we understand the regulatory pressure on our clients as well as the challenges they face with the ever-changing regulatory environment in this sector, we strive to provide our clients with strategic regulatory insight and leverage our relationships with relevant government bodies across Africa.

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Intellectual Property (IP)

Intellectual property is the most valuable asset of a wide range of businesses having a technology component, and for other businesses it is used to protect the company, commercialize its invention and attract funding and partnerships.

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Our team understands how essential it is for every business to act decisively to safeguard this valuable, albeit intangible, corporate asset.

We apply best practice thinking to a wide range of IP and related issues, generating distinctive and commercially minded solutions. Acting for multinationals, large local companies, and individuals, we cross borders in Africa to register and protect clients’ trademarks, patents, designs, copyright, and domain names.

We negotiate and prepare agreements on the IP aspects of commercial transactions, such as those involving licensees and franchisees.

Our practice includes the registration of IP rights both locally and internationally, the purchase, transfer and licensing of all IP rights including copyrights, trademarks and patents.

Additionally, we assist with restraints of trade, e-commerce and IT law, litigation, and dispute resolution in relation to a diversity of IP issues, and due diligence investigations.

Our mergers and acquisitions expertise includes providing guidance to clients on:

  • Copyright
  • Design Rights
  • Domain Name Litigation and UDRPs
  • Privacy
  • Trademark Counseling and Prosecution
  • Trademark Litigation
  • Trademark Oppositions and Cancellations
  • Patent Reissues
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Loan And Securitization Practice

Our loan and Securitization practice includes advising on Africa-focused financing transactions, and collateral securitization such as immovable property securitization and floating charges. We are regularly engaged in loan and securitization transactions involving:

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  • trade receivables
  • commercial equipment loans
  • commercial loans
  • mortgage servicing rights
  • other real estate-related a ssets
  • collateral registration (both movable and immovable properties)

We develop disruptive and constructive solutions to your issues. With our various offices and wide network of partner law firms throughout the continent, we provide seamless security registration on the African continent.

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Merger And Acquisition

We have deep experience in M&A across West and Central Africa, and we regularly work with local partners having industry and regulatory experience that assist us in evaluating structures, provide practical insights and guidance.

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Our team has in-depth experience on deals relating to regulated sectors and involving complex company structures. This knowledge is the outcome of years of practice in Europe and Africa. Our experience in the arena is unique.

Our mergers and acquisitions expertise includes providing guidance to clients on:

  • Asset and equity purchases
  • Corporate carve-outs
  • Cross-border transactions
  • Going private transactions
  • Joint ventures
  • Leverage buyouts
  • Mergers
  • Minority investments
  • Poison pill and merger defense
  • Restructurings and recapitalizations
  • Sales of controlling interests
  • Strategic alliances
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Private Equity And Venture Capital

We understand each fund is unique, each private equity client of ours receives a bespoke solution to their unique goals and portfolio. We know our private equity clients are likely to have a diverse spectrum of transactions and are immersed in deals which tend to be very financially sophisticated.

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As such, we provide a suite of services and a range of expertise that speaks not just to private equity but also to the complementary disciplines that feed into it and are adapted to the African context. We act as sounding boards in times of uncertainty and can be relied upon to provide ahead-of-the-curve advice, positioning the fund for the greatest possible success in its dealings.

Our lawyers have long advised private equity funds in Africa and beyond, our private equity law practice is dynamic in its approach, always looking to position the client for the best outcomes and creating value that cascades down the entire private equity chain.

Our expertise includes but is not limited to:

  • Advising on all aspects of fund formation, such as the structuring (e.g. suitability of limited partnerships, general partnerships, limited liability companies, or other corporate entities in the African and/or global market, master/feeder structures, parallel funds, blockers, alternative investment vehicles, co-investment vehicles etc.), capitalisation, organisation, fundraising, and all other legal, administrative and operational aspects;
  • Drafting fund documentation, including PPM, LPA, subscription documents, side letters and investment management agreements;
  • Negotiation between fund managers and drafting partners/shareholders agreements for general partners and management companies and services agreements for the fund managers;
  • Drafting, advising and negotiating investment, loan, sale and merger transactions for and opposite investment funds and advising on appropriate terms for each circumstance;
  • Assisting with the fund’s ongoing day to day activities, including writing legal opinions, amendments of the fund documentation, co-investments, agreements between the fund managers and negotiating the terms of borrowing from financial institutions (including capital call facilities);
  • Preparing exit strategies for private equity/growth investments, including providing, regulatory, and other related advice in this regard.
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Project Finance

Infrastructure development is a key driver for productivity and sustainable economic growth in Africa.

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Our firm understands the nuances of the African environment and takes an innovative approach to projects financing to find commercial and cost-effective solutions to manage risk and ensure the effective closing of the most complex project finance and related transactions in the continent.

Epena team assists lenders, contractors, developers, and government entities in both domestic and cross-border infrastructure projects in areas such as energy, oil and gas, transport and public private partnerships. More than just legal experts, we understand the project development industry and have the technical expertise to navigate the underlying issues impacting the sector as well as its complex regulatory regimes.

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Regulatory / Compliance

Members of our team have hands-on experience of implementing complex regulatory frameworks into business processes and frequently interact with regulators.

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We can provide you with the support you need as well as the flexibility and resources to support projects of all sizes.

Dealing with the increasing complexity and volume of regulation remains a significant challenge for companies within the financial services sector. The regulator expects organizations to understand their approach and agenda and conduct their business accordingly.

We are aware of this and offer a wide range of services, whether for larger scale change programmes or for more focused advice, including:

  • Interpretation of regulatory change – assisting companies in understanding relevant regulatory changes and their applicability to our clients;
  • Perimeter and permission analysis and advice – helping companies remain within the regulatory perimeter and mitigate the risk of breaching the general prohibition in industry sectors such as Fintech, banking and above;
  • Notification advice – helping companies interpret and apply the FCA’s notification requirements to reduce the inherent risk of regulatory intervention;
  • The creation and review of compliance policies and processes – ensuring that regulatory expectations are demonstrably met;
  • Product design support – to ensure clear identification of the defined target market and appropriate testing of customer needs against the regulators expectations; and

Ad-hoc or specific business practices advice across all regulatory matters.

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