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- Acquisition of shares in a listed mining company.
Client : Group of UK companies operating in the mining sector (confidential).
Activities :
- Legal assistance / Due diligence on the target company’s mining interests; verification of legal compliance for the transfer transaction.
- Acquisition of a Spanish company with subsidiaries in Senegal.
Client : Spanish multinational operating in the mining sector (confidential).
Activities :
- Due diligence – legal review of the target company’s existence, assets, corporate documents, signed commercial contracts, intellectual property rights; review of transfer agreements, shareholders’ agreement; verification of legal compliance for the transfer transaction.
- Acquisition of two subsidiaries of Australian companies.
Client : Australian company operating in the mining sector (confidential).
Activities :
- Legal assistance / Due diligence – verification of legal compliance for the target company – Legal review of corporate documents, mining titles, risk assessment of the transaction ; verification of legal compliance for the transfer transaction.
- Share transfer by a shareholder in Senegal with a French group.
Client : French group operating in the financial sector (confidential).
Activities : Legal assistance and advice – completion of formalities related to the drafting of the transfer deed; verification of legal compliance for the transfer transaction.
- Acquisition of a Senegalese industrial company.
Client : North African multinational operating in the agri-food sector (confidential).
Activities :
- Due diligence – legal review of the Senegalese company, review of corporate documents and permits, commercial contracts, labor law, litigation; verification of legal compliance for the transfer transaction.
- Transfer of shares issued by a Senegalese telecommunications company, between two foreign companies, linked to the signing of a credit agreement in favor of a banking pool.
Client : Banking pool (confidential).
Activities :
- Drafting and negotiating pledge agreements on Senegalese companies’ shares; drafting and negotiating intercompany loan guarantee agreements; review of the corporate authorizations of Senegalese companies; issuing a legal opinion on the validity of pledges and securities.
- Financing the acquisition of shares in a company by LBO (Leverage Buyout).
Client : Local bank (confidential).
Activities :
- Drafting a due diligence report for the borrower: review of corporate documents and incorporation acts, review of permits, commercial contracts, labor law, disputes; verification of legal compliance for the transfer transaction; advising the local bank on financing structure and guarantees; drafting the share transfer deed considering financing specifics.
- Acquisition of shares in a company specializing in industrial painting.
Client : French company specializing in supplying paints and coatings for the oil industry (confidential).
Activities :
- Due diligence on the seller ; drafting the memorandum of understanding; drafting the share transfer agreement; reviewing warranties and liabilities; reviewing the shareholders’ agreement; drafting a cross-purchase agreement; assisting in negotiations.
- Acquisition of shares in hotel companies in Senegal and Côte d’Ivoire.
Client : Investment company specializing in the hotel industry (confidential).
Activities :
- Due diligence on hotel companies; review of the transfer deed; review of hotel service contracts; drafting all legal documents for the transaction; reviewing financing documents related to the acquisition.
- Equity participation through a capital increase in a company specializing in IT.
Client : Senegalese IT company (confidential).
Activities :
- Review of the capital increase deed; review of the shareholders’ agreement.
- Acquisition of shares in two Senegalese mining companies.
Client : Multinational company operating in the mining sector (confidential).
Activities :
- Due diligence – verification of legal compliance for the target company – Legal review of corporate documents, mining titles, commercial contracts, employment contracts.
- Joint-Venture between a multinational company and a Malian company.
Client : Multinational company (confidential).
Activities :
- Verification of legal compliance for the transaction.
- Legal assistance for a JV between the Senegalese subsidiary of a UK company and a local business for compliance with the Mixed Regime.
Client : UK company providing technical services including non-destructive testing, lifting inspections, and OCTG (confidential).
Activities :
- Due diligence on the local company (compliance with local content requirements), drafting the share transfer deed, registration, drafting an extrastatutory shareholders’ agreement, drafting the minutes of the General Assembly, and modifying the articles of association.
- Legal assistance for a JV between the Senegalese subsidiary of a French company and a local business for compliance with the Mixed Regime.
Client : French company providing services in the construction, operation, and maintenance of industrial equipment (confidential).
Activities :
- Due diligence on the local company (compliance with local content requirements), drafting the share transfer deed, registration, drafting an extrastatutory shareholders’ agreement, drafting the minutes of the General Assembly, and modifying the articles of association.
- Acquisition of shares in a Senegalese customs brokerage company.
Client : International maritime and air transport and logistics company (confidential).
Activities :
- Due diligence on the Senegalese company, reviewing transfer documents, registration formalities for the share transfer, review of legal documents relating to the share transfer, updating the register of nominative shares.
- Share transfer in hotel companies in Saly (Senegal).
Client : Two French entrepreneurs in the hotel industry (confidential).
Activities :
- Due diligence on hotel companies; assisting in negotiations; reviewing the transfer deed; reviewing the hotel service contract; drafting all legal documents for the transaction; reviewing financing documents related to the acquisition; closing follow-up.
- Project for the sale of mining assets of a Canadian mining group located in Senegal, Mali, and Guinea.
Client : Canadian mining group (confidential).
Activities :
- Drafting a legal and tax memo to determine the most optimal purchase option between the transfer of mining titles or the transfer of shares in companies holding the mining titles; drafting the share transfer deed; reviewing a debt transfer agreement and the resignation letter of legal representatives; drafting letters to the Ministers of Mines for prior authorizations and assembling the file; post-closing corporate operations (AGM, amendments to the articles of association, updating registers, etc.).
- Acquisition of shares in a Senegalese company specializing in oil storages
Client : A French investor and a Senegalese investor (confidential).
Activities :
- Reviewing the bilateral share transfer agreement.
- Establishment of a customs brokerage and logistics company.
Client : French independent transport group (confidential).
Activities :
- Creation of the Senegalese subsidiary, assistance for compliance with local regulations, drafting a shareholders’ agreement, assistance with share transfer to the parent company located in Dubai (change of control): drafting the transfer deed, AGM, statutory amendments, follow-up with the notary; assistance with the change of the local partner: drafting the transfer deed and the shareholders’ agreement.
- Majority share transfer in a local bank.
Client : French bank (confidential).
Activities :
- Preparatory research, regulations applicable to share transfers in banks, review of share transfer agreements, assistance with regulatory approval.
- Share transfer as part of a conciliation procedure for a Senegalese agri-food company.
Client : Senegalese agri-food company, mainly owned by a French company (confidential).
Activities :
- Due diligence on the company, drafting share and debt transfer agreements, assisting with tax authority procedures, assisting with the conciliation procedure.
- Share transfer in a Senegalese company as part of an internal reorganization with a name change.
Client : French company in the renewable energy sector (confidential).
Activities :
- Share transfer deed, AGM minutes, statutory amendments, follow-up with the notary.
- Share transfer within a Senegalese company.
Client : Cross-border payment services company (confidential).
Activities :
- Share transfer between the founding partner and a new corporate partner: share transfer deed, AGM minutes, statutory amendments, follow-up with the notary.
- Legal assistance to a pharmaceutical distributor in Senegal.
Client : Pharmaceutical distributor with wholesalers (confidential).
Activities :
- Legal memorandum offering solutions to maintain the company’s shareholding for pharmacists and ensuring they continue to source exclusively from internal suppliers.
- Legal assistance to VTC and delivery company in Senegal for internal changes.
Client : US-based VTC and delivery company (confidential).
Activities :
- Drafting the SPA to integrate a minority partner in the capital, change of company name, transfer of headquarters, and extension of business activities, AGM minutes, statutory amendments, follow-up with the notary.
- Assistance in the acquisition of a company specializing in the marketing, production, and distribution of food products.
Client : One of the largest private equity funds in the Pan-African scene.
Activities :
- Assistance in negotiations; reviewing the transfer deed; reviewing related contracts (shareholders’ agreement, current account agreement, pledge agreement); drafting all legal documents for the transaction; reviewing financing documents related to the acquisition; closing and post-closing formalities.
- Assistance in the acquisition of a Franco-Senegalese company specializing in poultry feed production.
Client : A leading agri-food company listed on the stock exchange.
Activities :
- Due diligence of the target company, assistance in negotiating and concluding a binding term sheet; drafting the SPA; reviewing related contracts (demand guarantee, termination protocol for employment contracts, etc.); drafting all legal documents for the transaction; closing and post-closing follow-up.
- Assistance in the acquisition of an audiovisual production company.
Client : French audiovisual group
Activities :
- Due diligence of the target company; risk analysis and assistance in structuring the deal by drafting a legal note (corporate and tax) on the pros and cons of choosing a share transfer versus a business asset transfer; drafting the SPA; reviewing related contracts (shareholders’ agreement, transfer of certain isolated assets to a new company); drafting all legal documents for the transaction including acts of incorporation for the new company; closing and post-closing formalities.