24

1. VUSI NDLOVU ATTORNEYS...1. VUSI NDLOVU ATTORNEYS 1.1. OVERVIEW Vusi Ndlovu Attorneys is a corporate and commercial law firm situated in the heart of Sandton, Johannesburg, Gauteng

  • Upload
    others

  • View
    32

  • Download
    0

Embed Size (px)

Citation preview

Page 1: 1. VUSI NDLOVU ATTORNEYS...1. VUSI NDLOVU ATTORNEYS 1.1. OVERVIEW Vusi Ndlovu Attorneys is a corporate and commercial law firm situated in the heart of Sandton, Johannesburg, Gauteng
Page 2: 1. VUSI NDLOVU ATTORNEYS...1. VUSI NDLOVU ATTORNEYS 1.1. OVERVIEW Vusi Ndlovu Attorneys is a corporate and commercial law firm situated in the heart of Sandton, Johannesburg, Gauteng

1. VUSI NDLOVU ATTORNEYS

1.1. OVERVIEW

Vusi Ndlovu Attorneys is a corporate and commercial law firm situated in the heart of Sandton, Johannesburg, Gauteng.

The core areas of expertise at Vusi Ndlovu Attorneys include, but are not limited

to, infrastructure development and project finance, banking and finance, mergers

and acquisitions and corporate and commercial, for both the public and private

sectors.

Since its establishment in 2010, Vusi Ndlovu Attorneys has succeeded to be

recognized as one of the prominent law firms which provide wide-ranging

commercial law and regulatory advice in infrastructure, energy, transport, finance,

entertainment and media sectors.

Vusi Ndlovu Attorneys is a 100% black-owned business and is capacitated by a

dedicated team of experienced professionals with over 20 years of significant

corporate and commercial law experience.

1.2. VISION AND MISSION Our vision is to become a reliable and well-known legal services provider in the

infrastructure development and project finance sphere, including interrelated

finance transactions.

Our vision extends to providing quality, value added legal solutions which are

tailor-made for unique requirements of our clients. This is achieved by placing

extensive attention to detail and understanding the market in which clients operate

and keeping abreast with the legal developments affecting the market in which our

clients operate.

1.3. DIFFERENTIATOR The firm is founded and headed by an experienced attorney whom specialises in

infrastructure finance and development transactions, mergers and acquisitions

and lending transactions. This sets the basis of the fundamental skill set required

in the market, for which the firm strives to operate within.

The skill base of the firm is versatile in the sense that financial partners,

operational and maintenance partners and the public sector, are all able to gain

remarkably from the firm’s advisory capability.

Page 3: 1. VUSI NDLOVU ATTORNEYS...1. VUSI NDLOVU ATTORNEYS 1.1. OVERVIEW Vusi Ndlovu Attorneys is a corporate and commercial law firm situated in the heart of Sandton, Johannesburg, Gauteng

1.4. APPROACH The firm has strategic key relationships with participants in the infrastructure

finance and development sector which includes persons that the founding director

has worked with or interacted with throughout the years

The firm has a hybrid pricing strategy that is based on various affordable fee

arrangements, tailor made for individual clients and their respective needs, as

opposed to the traditional hourly charge-out rates which turn to be above market

related figures.

Our pricing strategy has proven to strengthen relationships with clients as they

view our firm as their partner and not merely advisors.

1.5. RISKS

Vusi Ndlovu Attorneys possesses a strong understanding of the risks associated in conducting business with various clients. We have incorporated an appropriate pro-active tools and approach to manage any conflict of interest that may be prejudicial to our clients and the firm as a business.

We further possess a focused approach that ensures that we remain ahead and abreast with new business leads so as to avoid any clashes of interest, amongst our clients.

1.6. CLIENTS Our clients include private and public entities, and multilateral agencies, including

but not limited to: Rand Merchant Bank Holdings, Rand Merchant Investments

Holdings, Deutsche Bank, Strategic Partners Group, SASOL South Africa (Pty)

Ltd, Ningjian International (HK), United Nations Development Programme, INCA

Portfolio Managers, Thesele Group and the Bus Rapid Transit operating

companies in the City of Johannesburg and the City of Ekurhuleni.

1.7. TEAM Vusi Ndlovu Attorneys operates on the basis of a horizontal professional team of

attorneys and are structured strategically to assist clients. Depending on the

required legal expertise and logistical support required with every instruction

received from clients, the firm will assign the most appropriate attorney to the

instruction and/or matter.

The professional team is available on a continuous basis, with much emphasis

placed on the identification, prioritization and mitigation of regulatory and legal

risks from an entity specific perspective, and places a strong focus on the

contributions made by every individual in the team.

Page 4: 1. VUSI NDLOVU ATTORNEYS...1. VUSI NDLOVU ATTORNEYS 1.1. OVERVIEW Vusi Ndlovu Attorneys is a corporate and commercial law firm situated in the heart of Sandton, Johannesburg, Gauteng

1. OUR CREDENTIALS

COMMERCIAL ADVISORY TRANSACTIONS

Vusi Ndlovu Attorney’s team members have over the years participated in and continue

to advise on various commercial law advisory experience.

Relevant experience includes:

▪ Name of Assignment

: The design, supply, management and maintenance of outdoor advertising billboards within the jurisdiction of the City of Polokwane Municipality

Location : Polokwane, Limpopo Province, Republic of South Africa

Client : Strategic Partners Group and SPG Shuhams Joint Venture

Main Project Features

: Reviewing and drafting the Outdoor Service Level Agreement on behalf of SPG Shuhams to be concluded with the City of Polokwane. Structuring and finalizing the involvement of JCDecaux as advertising services provider

Activities Performed

: The review and drafting of the Outdoor Service Level Agreement on behalf of SPG Shuhams to be concluded with the City of Polokwane. Our mandate was extended to negotiate on behalf of SPG Shuhams on the said Outdoor Advertising Service Level Agreement with the City of Polokwane and further, to conclude various Sub-Contractor Service Level Agreement(s) with third parties, in this instance JCDecaux, to assist bring the project to fruition.

▪ Name of Assignment

: Phase 1 of the City of Ekurhuleni Integrated Rapid Public Transport Network (IRPTN)

Location : City of Ekurhuleni, Gauteng Province, Republic of South Africa

Client : Ekurhuleni Public Transport Industry (EPTI) minibus taxi operators

Main Project Features

: The integration of the public transport service system in the city of Ekurhuleni, which is close to the OR Tambo International Airport

Activities Performed

: Advising the affected parties and minibus taxi operators on the implementation of the Ekurhuleni Metropolitan Municipality IRPTN Bus Rapid Transit Project, which our mandate extends to assisting same with subsequent negotiations.

Page 5: 1. VUSI NDLOVU ATTORNEYS...1. VUSI NDLOVU ATTORNEYS 1.1. OVERVIEW Vusi Ndlovu Attorneys is a corporate and commercial law firm situated in the heart of Sandton, Johannesburg, Gauteng

▪ Name of Assignment

: Advising Strategic Partners Group with regards to its joint venture with JCDecaux South Africa Holdings and advertising services on the Gautrain Rapid Rail Link

Location : Republic of South Africa

Client : Strategic Partners Group (Pty) Ltd

Main Project Features

: Advising Strategic Partners Group on the finalization of the shareholders’ agreement and memorandum of incorporation of the JCDecaux SPG Joint Venture, and advising Strategic Partners Group on the various advertising services agreements and support service agreements

Activities Performed

: Advising on the finalisation of legal documentation.

▪ Name of Assignment

: Advising Strategic Partners Group with regards to the project to introduce and implement a narrowcast commercial radio service on the Gautrain Rapid Rail Link

Location : Republic of South Africa

Client : Strategic Partners Group (Pty) Ltd

Main Project Features

: Advising Strategic Partners Group on the request for proposal for radio services, and the draft agreements for radio services and support services with Kagiso Media

Activities Performed

: Advising on the finalisation of legal documentation.

▪ Name of Assignment

: Provision of Information Communications and Technology on the Gautrain Rapid Rail Link

Location : Republic of South Africa

Client : Strategic Partners Group (Pty) Ltd

Main Project Features

: The Gautrain Rapid Rail Link developed and implemented a value added ICT network for the provision of cellular coverage on the trains and stations. SPG are a shareholder in the Bombela Concession Company which is the concessionaire for the Gautrain Rapid Rail Link. SPG are also the implementing agent for this ICT project.

Activities Performed

: Advising SPG on the legal and regulatory aspects of undertaking the project. Advising SPG on the agreements involving SPG, Bombela Concession Company and the Government of the Province of Gauteng.

Page 6: 1. VUSI NDLOVU ATTORNEYS...1. VUSI NDLOVU ATTORNEYS 1.1. OVERVIEW Vusi Ndlovu Attorneys is a corporate and commercial law firm situated in the heart of Sandton, Johannesburg, Gauteng

▪ Name of Assignment

: RMI TreasuryCo and RMI AssetCo

Location : Republic of South Africa

Client : RMI

Main Project Features

: Advising RMI on its asset for share transaction in the establishment of RMI TreasuryCo and RMI AssetCo

Activities Performed

: Advising on legal documentation.

▪ Name of Assignment

: Standardization of PPP documentation for the Southern African Development Community (“SADC”)

Location : Republic of South Africa

Client : Genesis Analytics

Main Project Features

: The Standardization of PPP documentation for the SADC.

Activities Performed

: Advising on the standardization of and creating a draft RFQ and draft PPP Agreement.

▪ Name of Assignment

: Pioneer Transport, the concession company for the City of Johannesburg Rea Vaya Bus Rapid Transit (“BRT”) System

Location : Republic of South Africa

Client : Pioneer Transport

Main Project Features

: Advising Pioneer Transport on internal corporate governance issues and the finalisation of their shareholders’ agreement and their memorandum of incorporation. Advising Pioneer Transport on their share issues and the implication thereof on their funding structure.

Activities Performed

: Advising Pioneer Transport on internal corporate governance issues and the finalisation of their shareholders’ agreement and their memorandum of incorporation. Advising Pioneer Transport on their share issues and the implication thereof on their funding structure.

Page 7: 1. VUSI NDLOVU ATTORNEYS...1. VUSI NDLOVU ATTORNEYS 1.1. OVERVIEW Vusi Ndlovu Attorneys is a corporate and commercial law firm situated in the heart of Sandton, Johannesburg, Gauteng

▪ Name of Assignment

: Establishment of Tata Consultancy Services South Africa (Pty) Limited

Location : Republic of South Africa

Client : Jay & Jayendra (Pty) Limited (the “J&J Group”)

Main Project Features

: The J&J Group were investing with Tata Consultancy Services Africa (Pty) Limited in Tata Consultancy Services South Africa (Pty) Limited.

Activities Performed

: Advised the J&J Group on the subscription agreement for shares in Tata Consultancy Services South Africa (Pty) Limited.

▪ Name of Assignment

: The Gautrain Rapid Rail Link Property Development Project

Location : Republic of South Africa

Client : Strategic Partners Group (Pty) Ltd

Main Project Features

: Our client partnered with a private party property developer with regards to property development opportunities on certain Gautrain stations.

Activities Performed

: Currently advising our client on the legal and regulatory aspects of undertaking the project and drafting and concluding commercial agreements for the project to be undertaken to fruition

▪ Name of Assignment

: The 10th World Choir Games 2018 between The African

Location : Republic of South Africa

Client : The African Cultural Development Foundation

Main Project Features

: Advising the Foundation on the execution of the 10th Annual World Choir Games.

Activities Performed

: Currently assisting to draft and review various agreements to be concluded between The African Cultural Development Foundation and various stakeholders. Our mandate is extended to advising the Local Organising Committee and the Foundation, regarding matters relating execution of the 10th Annual World Choir Games.

Page 8: 1. VUSI NDLOVU ATTORNEYS...1. VUSI NDLOVU ATTORNEYS 1.1. OVERVIEW Vusi Ndlovu Attorneys is a corporate and commercial law firm situated in the heart of Sandton, Johannesburg, Gauteng

FINANCIAL SERVICES

Vusi Ndlovu Attorney’s team members have over the years participated in and continue

to advise on various financial services experience:

Relevant experience includes:

▪ Name of Assignment

: RMH TreasuryCo R15bn Domestic Medium Term Note and Preference Share Programme

Location : Republic of South Africa

Client : Rand Merchant Bank Holdings (Pty) Ltd

Main Project Features

: Advising RMH on its R15bn Domestic Medium Term Note and Preference Share Programme

Activities Performed

: Advising on legal documentation

▪ Name of Assignment

: RMI TreasuryCo R15bn Domestic Medium Term Note and Preference Share Programme

Location : Republic of South Africa

Client : Rand Merchant Investment Holdings (Pty) Ltd

Main Project Features

: Advising RMI on its R15bn Domestic Medium Term Note and Preference Share Programme

Activities Performed

: Advising on legal documentation

▪ Name of Assignment

: Transnet Limited (State Owned Company) ZAR 6 bn Global Medium Term Note Programme

Location : Republic of South Africa

Client : Deutsche Bank (Johannesburg and London offices)

Main Project Features

: The firm was involved as local South African counsel to Deutsche Bank, together with another local South African law firm. Deutsche Bank were the arranger working with Transnet who were issuing a ZAR 6 bn Global Medium Term Note Programme

Activities Performed

: Conducted the legal due diligence investigation into Transnet. Advised on the legal opinion with regards to the creation of the Global Medium Term Note Programme and the legal opinion with regards to the issue of the notes.

▪ Name of Assignment

: INCA Infrastructure Debt Fund

Page 9: 1. VUSI NDLOVU ATTORNEYS...1. VUSI NDLOVU ATTORNEYS 1.1. OVERVIEW Vusi Ndlovu Attorneys is a corporate and commercial law firm situated in the heart of Sandton, Johannesburg, Gauteng

Location : Republic of South Africa

Client : INCA Portfolio Managers (“IPM”)

Main Project Features

: Advising IPM on the establishment of the ZAR1.5bn INCA Infrastructure Debt Fund with Agence Francaise de Developpment, and on the role of IPM as general partner of the fund

Activities Performed

: Advising on the term sheet, limited partnership agreement, private placement memorandum, advisory agreement, general partner memorandum of incorporation and standard loan agreement.

▪ Name of Assignment

: Phuhliso Enterprise and Supplier Fund in Partnership with Transnet ZAR50m

Location : Republic of South Africa

Client : Mamepe Capital

Main Project Features

: Advised on the fund structure, fund manager mandate and reviewed various legal agreements on the establishment of the Fund

Activities Performed

: Assisted with legal advice on fund documentation.

▪ Name of Assignment

: Financing of the ZAR 1.5 bn KwaZulu Natal Growth Fund

Location : Republic of South Africa

Client : Infrastructure Finance Corporation

Main Project Features

: This was an infrastructure fund set up by the provincial treasury of the government of the Province of KwaZulu Natal in South Africa and private sector financiers. The fund was created to spur local economic development

Activities Performed

: This entailed setting up the fund, reviewing and advising on the various senior and mezzanine funding agreements and securities documentation, and also advising on the regulatory aspects of a public-private infrastructure fund

Page 10: 1. VUSI NDLOVU ATTORNEYS...1. VUSI NDLOVU ATTORNEYS 1.1. OVERVIEW Vusi Ndlovu Attorneys is a corporate and commercial law firm situated in the heart of Sandton, Johannesburg, Gauteng

FUNDING AND STRUCTURING

Vusi Ndlovu Attorney’s team members have over the years participated in and continue

to advise on various funding and structuring experience:

Relevant experience includes:

▪ Name of

Assignment

: Loan Agreement

Location : Republic of South Africa

Client : Abbott Laboratories

Main Project

Features

: Drafting a Loan Agreement between Abbott Laboratories

(Lender) and a Subsidiary (Borrower) of Abbott Laboratories

Activities

Performed

: The drafting of a Loan Agreement between Abbott

Laboratories (Lender) and a Subsidiary (Borrower) of Abbott

Laboratories.

▪ Name of Assignment

: Financing of the Gauteng Provincial Health Department Health Information Systems

Location : Republic of South Africa

Client : INCA Portfolio Managers (“IPM”)

Main Project Features

: Advising IPM on the ZAR2.6 bn finance structure for the Gauteng Project Fund Office for the Gauteng Provincial Health Department Health Information Systems

Activities Performed

: Providing a legal opinion on the movement of funds from an organ of state to a private sector party, and other legal aspects

▪ Name of Assignment

: Funding for Sky Rink Studios

Location : Republic of South Africa

Client : Sky Rink Studios (Pty) Ltd

Main Project Features

: Advising Sky Rink Studios in its ZAR102m Senior Loan and ZAR56m mezzanine loan from the Industrial Development Corporation

Activities Performed

: Advising on financing and security documentation

Page 11: 1. VUSI NDLOVU ATTORNEYS...1. VUSI NDLOVU ATTORNEYS 1.1. OVERVIEW Vusi Ndlovu Attorneys is a corporate and commercial law firm situated in the heart of Sandton, Johannesburg, Gauteng

▪ Name of Assignment

: Thesele Group Preference Shares

Location : Republic of South Africa

Client : Thesele Group (Pty) Ltd

Main Project Features

: Advising Thesele Group in its subscription for ZAR25m preference shares in Trodera

Activities Performed

: Advising on the subscription agreement, memorandum of incorporation, preference share terms, bridge facility agreement and security documentation

▪ Name of Assignment

: RMH Property Holdings notional vendor financed shares

Location : Republic of South Africa

Client : RMB Holdings (Pty) Ltd

Main Project Features

: Advising on the allotment of notional vendor finance shares to an executive member of RMH Property Holdings

Activities Performed

: Advising on share allotment letter.

▪ Name of Assignment

: Rand Merchant Insurance GBP142m bridge facility loan

Location : Republic of South Africa

Client : RMI Holdings (Pty) Ltd

Main Project Features

: Advising RMI on its GBP142m bridge loan facility from Rand Merchant Bank

Activities Performed

: Advising on legal documentation.

Page 12: 1. VUSI NDLOVU ATTORNEYS...1. VUSI NDLOVU ATTORNEYS 1.1. OVERVIEW Vusi Ndlovu Attorneys is a corporate and commercial law firm situated in the heart of Sandton, Johannesburg, Gauteng

▪ Name of Assignment

: RMI Investment Managers Affiliates 2 guarantee

Location : Republic of South Africa

Client : RMI Investment Managers

Main Project Features

: Advising RMI Investment Managers Affiliates 2 in its granting of a guarantee in favour of Grindrod Bank covering an overdraft facility of up to ZAR100m

Activities Performed

: Advising on legal documentation.

▪ Name of Assignment

: Rand Merchant Insurance GBP500m bridge facility loan

Location : Republic of South Africa

Client : RMI (Pty) Ltd

Main Project Features

: Advising RMI on its GBP500m bridge loan facility from Rand Merchant Bank

Activities Performed

: Advising on legal documentation.

▪ Name of Assignment

: Rand Merchant Insurance ZAR300m loan facility

Location : Republic of South Africa

Client : RMI (Pty) Ltd

Main Project Features

: Advising RMI on its ZAR300m loan facility from Rand Merchant Bank

Position Held : External legal counsel

Activities Performed

: Advising on legal documentation.

Page 13: 1. VUSI NDLOVU ATTORNEYS...1. VUSI NDLOVU ATTORNEYS 1.1. OVERVIEW Vusi Ndlovu Attorneys is a corporate and commercial law firm situated in the heart of Sandton, Johannesburg, Gauteng

▪ Name of Assignment

: Restatement of the subscription by Rand Merchant Bank of ZAR 1. 45bn worth of preference shares in the issued share capital of Rand Merchant Insurance Holdings

Location : Republic of South Africa

Client : Rand Merchant Insurance Holdings

Main Project Features

: The firm provided legal advice to the client

Activities Performed

: Advising on various legal documentation.

▪ Name of Assignment

: Restatement of the subscription by Rand Merchant Bank of ZAR 1. 2bn worth of preference shares in the issued share capital of RMB Holdings

Location : Republic of South Africa

Client : Rand Merchant Insurance Holdings

Main Project Features

: The firm provided legal advice to the client

Activities Performed

: Advising on various legal documentation.

▪ Name of Assignment

: Financing by ABSA through a preference share structure of the acquisition by Strategic Partners Group of a combined 12.87% in ordinary shares for ZAR307m in the issued share capital of the Bombela Concession Company from Bombardier Transport UK and Bouygues Travaux Publics

Location : Republic of South Africa

Client : Strategic Partners Group

Main Project Features

: Advising Strategic Partners Group in the finalization of the preference share documentation and the security documentation

Activities Performed

: Advising on the finalisation of legal documents.

Page 14: 1. VUSI NDLOVU ATTORNEYS...1. VUSI NDLOVU ATTORNEYS 1.1. OVERVIEW Vusi Ndlovu Attorneys is a corporate and commercial law firm situated in the heart of Sandton, Johannesburg, Gauteng

▪ Name of Assignment

: Financing by the DBSA of a fleet of bus rapid transit (“BRT”) buses for KTVR Bus Service (the bus operator in the City of Ekurhuleni BRT) for ZAR842m

Location : Republic of South Africa

Client : KTVR Bus Service

Main Project Features

: Advising KTVR Bus Service on the finance documents, project documents and transaction security documents

Activities Performed

: Advising on the finalisation of legal documents.

▪ Name of Assignment

: Upington Airport Renewable Energy Independent Power Producer (“IPP”) solar photovoltaic project

Location : Republic of South Africa

Client : Solar photo voltaic Community Trust of Upington

Main Project Features

: Represented the Solar Photo Voltaic Community Trust of Upington, a shareholder in the project company Sublunary (Pty) Ltd (Ring Fenced Company), whereby Sublunary and its shareholders including ENEL SHARP of Italy were raising financing for the project

Activities Performed

: Advising on the financing and security agreements

▪ Name of Assignment

: Financing of the PPP for the SADC head office in Gaborone

Location : Republic of South Africa

Client : The Bongwe Consortium (“concessionaire led by the then Stocks & Stocks construction company”)

Main Project Features

: The financing by INCA of the preferred private party bidder for the SADC Gaborone, Botswana head office public private partnership project.

Activities Performed

: This entailed reviewing and advising on the financing and securities agreements, reviewing and advising on the subcontracting arrangements between the private party, reviewing and advising on the agreements with technical partners and interacting with the financial and technical advisors, interacting with the public sector transaction advisor, interacting with the SADC officials and their advisors and corporate tax.

Page 15: 1. VUSI NDLOVU ATTORNEYS...1. VUSI NDLOVU ATTORNEYS 1.1. OVERVIEW Vusi Ndlovu Attorneys is a corporate and commercial law firm situated in the heart of Sandton, Johannesburg, Gauteng

▪ Name of Assignment

: Financing of the concessionaire for the Netcare Hospital Group Port Alfred & Settlers hospital PPP

Location : Republic of South Africa

Client : Concessionaire

Main Project Features

: The financing by INCA of the preferred private party bidder, Netcare Hospital Group, for the Port Alfred & Settlers hospital public private partnership project in the Eastern Cape province in South Africa

Activities Performed

: This entailed reviewing and advising on the financing and securities agreements, reviewing and advising on the subcontracting arrangements between the private party, review and advise on the agreements with technical partners and interacting with the financial and technical advisors, interacting with the public sector transaction advisor.

▪ Name of Assignment

: Acquisition by INCA of South African Airways’ junior loan debt from Investec Bank and Standard Bank

Location : Republic of South Africa

Client : INCA

Main Project Features

: The acquisition by INCA of South African Airways junior loan debt from Investec Bank and Standard Bank

Activities Performed

: This entailed reviewing and advising on the financing and securities agreements on behalf of INCA.

▪ Name of Assignment

: Financing of the University of KwaZulu Natal student accommodation project PPP

Location : Republic of South Africa

Client : INCA

Main Project Features

: The financing by INCA of the developer who was providing student accommodation for the University of KwaZulu Natal in Durban, South Africa

Activities Performed

: This involved reviewing and advising on the suite of agreements for the financing and securities aspect of this project. It also involved advising and reviewing the technical and development agreement framework.

Page 16: 1. VUSI NDLOVU ATTORNEYS...1. VUSI NDLOVU ATTORNEYS 1.1. OVERVIEW Vusi Ndlovu Attorneys is a corporate and commercial law firm situated in the heart of Sandton, Johannesburg, Gauteng

MERGERS AND ACQUISITIONS

Vusi Ndlovu Attorney’s team members have over the years participated in and continue

to advise on various mergers and acquisition experience.

Relevant experience includes:

▪ Name of Assignment

: Acquisition by RMB Holdings of shareholding in Property Development Pty Ltd

Location : Republic of South Africa

Client : RMB Holdings Limited

Activities Performed

: Providing legal advice on various agreements and documentation. Advising RMB Holdings on the bridge facility agreement with regards to the funding required from Rand Merchant Bank for the acquisition. Advising RMB Holdings with regards to the bridge facility guarantee required by Rand Merchant Bank for the acquisition. Advising RMB Holdings with regards to its share subscription in Atterbury Property Holdings. Advising RMB Holdings with regards to the Property shareholders’ agreement and memorandum of incorporation.

▪ Name of Assignment

: Acquisition by RMB Holdings Ltd of shareholding in Atterbury Property Holdings Pty Ltd

Location : Republic of South Africa

Client : RMB Holdings Limited

Activities Performed

: Providing legal advice on various agreements and documentation. Advising RMB Holdings on the facility agreement with regards to the funding required from Rand Merchant Bank for the acquisition. Advising RMB Holdings with regards to the bridge facility guarantee required by Rand Merchant Bank for the acquisition. Advising RMB Holdings with regards to its share subscription in Atterbury Property Holdings.

Page 17: 1. VUSI NDLOVU ATTORNEYS...1. VUSI NDLOVU ATTORNEYS 1.1. OVERVIEW Vusi Ndlovu Attorneys is a corporate and commercial law firm situated in the heart of Sandton, Johannesburg, Gauteng

▪ Name of Assignment

: Acquisition of Free State Petroleum Distributors

Location : Republic of South Africa

Client : Sereli Holdings

Main Project Features

: Advising Sereli Holdings in the ZAR150m acquisition of 100% of the ordinary shares in the issued share capital in Free State Petroleum Distributors

Activities Performed

: Negotiated and drafted a Purchase and Sale Agreement between Seleri Holdings, the sellers and Chevron South Africa, which our mandate includes negotiating and drafting agreements with third parties, affected to the transaction, which included vetting and amending Right of First Refusal Agreement and Brand Marketer Franchise Agreement.

▪ Name of Assignment

: Acquisition by Strategic Partners Group of a combined 12.87% in ordinary shares for ZAR307m in the issued share capital of the Bombela Concession Company from Bombardier Transport UK and Bouygues Travaux Publics

Location : Republic of South Africa

Client : Strategic Partners Group

Main Project Features

: Advising Strategic Partners Group in the finalization of the sale and purchase of shares agreement

Activities Performed

: Reviewed and negotiated the finalisation of the legal agreements on behalf of Strategic Partners Group for the acquisition of shares in the Bombela Concession Company.

Page 18: 1. VUSI NDLOVU ATTORNEYS...1. VUSI NDLOVU ATTORNEYS 1.1. OVERVIEW Vusi Ndlovu Attorneys is a corporate and commercial law firm situated in the heart of Sandton, Johannesburg, Gauteng

CROSS-BORDER EXPERIENCE

Vusi Ndlovu Attorney’s team members have over the years participated in and continue

to advise on various cross-border experience.

Relevant experience includes:

▪ Name of Assignment

: Review of Commercial Agreements for Abbott Laboratories in specific African Countries identified by Abbott Laboratories

Location : Djibouti | Eritrea | Ethiopia | Kenya | Rwanda | Somalia | South Sudan | Sudan | Tanzania | Uganda Ghana | Gambia | Liberia | Nigeria | Sierra Leone | Botswana | Lesotho | Mauritius | Namibia | Seychelles | South Africa | Swaziland Angola | Malawi | Mozambique | Zambia | Zimbabwe

Client : Abbott Laboratories

Main Project Features

: Review of Commercial Agreements in specified African Countries

Activities Performed

: To undertake the exercise of vetting various commercial agreements on behalf of Abbott Laboratories in specific African Countries identified.

▪ Name of Assignment

: UNDP Malawi mission on the feasibility of Biometric Voter Registration

Location : The Republic of Malawi

Client : United Nations Development Programme

Main Project Features

: The project involved legislative scoping of the Malawi framework applicable to voter registration, elections and Civic Registration bodies. This involved meeting with various multi-lateral agencies in Malawi and government departments and ministries in Malawi

Activities Performed

: Advised on the relevant aspects of Malawi legislation and regulations with respect to the feasibility of implementing Biometric Voter Registration in Malawi.

Page 19: 1. VUSI NDLOVU ATTORNEYS...1. VUSI NDLOVU ATTORNEYS 1.1. OVERVIEW Vusi Ndlovu Attorneys is a corporate and commercial law firm situated in the heart of Sandton, Johannesburg, Gauteng

Name of Assignment

: LIPAM and the Broadcasting Complex PPP

Location : The Kingdom of Lesotho

Client : Lesotho Ministry of Finance

Main Project Features

: This was a project by the Lesotho government for the establishment and development of the LIPAM premises and a Broadcasting Complex for the Ministry of Communications, Science and Technology. We worked together with the Mumbai based Indian urban infrastructure advisory team from CRISIL (a Standard & Poor company).

Activities Performed

: Advised on the legal aspects of the pre-feasibility report and the final feasibility report. Advised on comparative aspects of other PPP legislative frameworks. Drafted the RFQ and RFP. Advisable on the different options, being a PPP or EPC option.

▪ Name of Assignment

: UNDP Sierra Leone scoping mission on Civil Registrations and Vital Statistics (“CRVS”)

Location : The Republic of Sierra Leone

Client : United Nations Development Programme

Main Project Features

: The project involved legislative scoping of the Sierra Leonean framework applicable to CRVS. This involved meeting with various multi-lateral agencies in Sierra Leone and government departments and ministries in Sierra Leone

Activities Performed

: Advised on the relevant aspects of Sierra Leonean legislation and regulations with respect to the readiness of Sierra Leone to advance its CRVS initiative.

▪ Name of Assignment

: Commercialization of the Afritel CDMA telecommunications licence

Location : The Republic of Mozambique and South Africa

Client : Afritel LDA and its South African partner

Main Project Features

: Afritel LDA was issued with a CDMA telecommunications licence by the Mozambican government. Afritel, and their South African partner, have been engaged in the early stages process of commercializing the licence

Activities Performed

: Advising Afritel and their South African partner on the legal arrangements between them, and also on the legal arrangements involving their various potential partners from China, Europe and South Africa.

Page 20: 1. VUSI NDLOVU ATTORNEYS...1. VUSI NDLOVU ATTORNEYS 1.1. OVERVIEW Vusi Ndlovu Attorneys is a corporate and commercial law firm situated in the heart of Sandton, Johannesburg, Gauteng

COMPANY SECRETARIAL MATTERS

Vusi Ndlovu Attorney’s team members have over the years participated in and

continue to advise on various company secretarial experience:

Relevant experience includes:

▪ Name of Assignment

: Amendment and restatement of the shareholders’ agreement and memorandum of incorporation for the Bombela Construction Joint Venture company, on behalf of Strategic Partners Group as shareholder

Location : Republic of South Africa

Client : Strategic Partners Group

Main Project Features

: Advising Strategic Partners Group on the finalization of the shareholders’ agreement and memorandum of incorporation.

Activities Performed

: Advising on the finalisation of legal documents.

▪ Name of Assignment

: Amendment and restatement of the shareholders’ agreement and memorandum of incorporation for the Bombela Operating Company, on behalf of Strategic Partners Group as shareholder

Location : Republic of South Africa

Client : Strategic Partners Group

Main Project Features

: Advising Strategic Partners Group on the finalization of the shareholders’ agreement and memorandum of incorporation.

Activities Performed

: Advising on the finalisation of legal documents.

Page 21: 1. VUSI NDLOVU ATTORNEYS...1. VUSI NDLOVU ATTORNEYS 1.1. OVERVIEW Vusi Ndlovu Attorneys is a corporate and commercial law firm situated in the heart of Sandton, Johannesburg, Gauteng

▪ Name of Assignment

: Amendment and restatement of the shareholders’ agreement and memorandum of incorporation for Bombela Electrical & Mechanical Works, on behalf of Strategic Partners Group as shareholder

Location : Republic of South Africa

Client : Strategic Partners Group

Main Project Features

: Advising Strategic Partners Group on the finalization of the shareholders’ agreement and memorandum of incorporation.

Activities Performed

: Advising on the finalisation of legal documents.

▪ Name of Assignment

: Amendment and restatement of the shareholders’ agreement and memorandum of incorporation for the Bombela Turnkey Contractor Joint Venture, on behalf of Strategic Partners Group as shareholder

Location : Republic of South Africa

Client : Strategic Partners Group

Main Project Features

: Advising Strategic Partners Group on the finalization of the shareholders’ agreement and memorandum of incorporation.

Activities Performed

: Advising on the finalisation of legal documents.

▪ Name of Assignment

: Amendment and restatement of the shareholders’ agreement and memorandum of incorporation for Isithimela Rail Services, on behalf of Strategic Partners Group as shareholder

Location : Republic of South Africa

Client : Strategic Partners Group (Pty) Limited

Main Project Features

: Advising Strategic Partners Group on the finalization of the shareholders’ agreement and memorandum of incorporation.

Activities Performed

: Advising on the finalisation of legal documents.

Page 22: 1. VUSI NDLOVU ATTORNEYS...1. VUSI NDLOVU ATTORNEYS 1.1. OVERVIEW Vusi Ndlovu Attorneys is a corporate and commercial law firm situated in the heart of Sandton, Johannesburg, Gauteng

DUE DILIGENCE & REGULATORY COMPLIANCE

Vusi Ndlovu Attorney’s team members have over the years participated in and

continue to advise on various due diligence experience:

Relevant experience includes:

▪ Name of Assignment

: Vendor legal due diligence into SASOL South Africa, SASOL Oil and SASOL Gas

Location : Republic of South Africa

Client : SASOL South Africa (Pty) Ltd

Main Project Features

: Undertaking a legal due diligence investigation, together with a consortium of other South African law firms, into SASOL South Africa, SASOL Oil and SASOL Gas

Activities Performed

: Conducting a Legal Due Diligence Investigation.

▪ Name of Assignment

: Acquisition of Free State Petroleum Distributors

Location : Republic of South Africa

Client : Sereli Holdings (Pty) Ltd

Main Project Features

: Due Diligence on the Free State Petroleum Distributors (Pty) Ltd in relation to the concluded acquisition of 100% of the ordinary shares in the issued share capital.

Activities Performed

: To undertake and conclude a legal due diligence on the Free State Petroleum Distributors (Pty) Ltd on behalf of Sereli Holdings (Pty) Ltd in relation to the concluded acquisition of 100% of the ordinary shares in the issued share capital.

Page 23: 1. VUSI NDLOVU ATTORNEYS...1. VUSI NDLOVU ATTORNEYS 1.1. OVERVIEW Vusi Ndlovu Attorneys is a corporate and commercial law firm situated in the heart of Sandton, Johannesburg, Gauteng

▪ Name of Assignment

: Automative Industrial Development Centre (Automotive Supplier Park) legal due diligence investigation

Location : Republic of South Africa

Client : Lesiba Capital

Main Project Features

: Undertaking a legal due diligence investigation into the regulatory impact of various funding options as well as other regulatory matters impacting on the development of the Automative Industrial Development Centre situated in Rosslyn, north of Pretoria.

Activities Performed

: Conducting a Legal Due Diligence Investigation.

▪ Name of Assignment

: Anglorand Securities legal due diligence investigation

Location : Republic of South Africa

Client : Ningjian International (HK)

Main Project Features

: Conducting a legal due diligence investigation into Anglorand Securities.

Activities Performed

: Conducting a Legal Due Diligence Investigation.

▪ Name of Assignment

: Consolidation of social housing institutions in the Gauteng Province

Location : Republic of South Africa

Client : The Gauteng Partnership Fund

Main Project Features

: This was providing a status quo report on three social housing institutions in the Gauteng Province, and then consolidating them into one social housing institution or creating a new social housing institution.

Activities Performed

: Conducting a due diligence investigation into the affairs of the three social housing institutions. Compiling a report on the findings and advising on the legal, regulatory and financial (through a service provider) position of the three social housing institutions. Preparing a report on the establishment of a new social housing institution.

Page 24: 1. VUSI NDLOVU ATTORNEYS...1. VUSI NDLOVU ATTORNEYS 1.1. OVERVIEW Vusi Ndlovu Attorneys is a corporate and commercial law firm situated in the heart of Sandton, Johannesburg, Gauteng

▪ Name of Assignment

: Feasibility study for the Capricorn District Municipality new office headquarters

Location : Capricorn District Municipality, Northern Province, Republic of South Africa

Client : The Gauteng Partnership Fund

Main Project Features

: Feasibility study and associated public private partnership (“PPP”) advisory for the development of a new head office for the Capricorn District Municipality

Activities Performed

: Undertook a feasibility study which included a needs and optional analysis report and a due diligence report on the project.

▪ Name of Assignment

: Legal opinion on the Financial Services Provider licence category required in accordance with the Financial Advisory and Intermediary Services Act, 2002

Location : Republic of South Africa

Client : INCA Portfolio Managers

Main Project Features

: Legal opinion on whether IPM Portfolio Managers (Pty) Ltd requires a category I or Category II Licence as a financial services provider in accordance with the Financial Advisory and Intermediary Services Act, 2002

Activities Performed

: Drafted and concluded a legal opinion for the IPM Portfolio Managers (Pty) Ltd on the appropriate licence category as a financial services provider, in accordance with the Financial Advisory and Intermediary Services Act, 2002.