John W Ffooks & Co is led by its Senior Partner with 20 years of experience. John advises on everything from broad strategy to detailed transactions. Our system of client care means there is always a second opinion available.
John Ffooks - Senior Partner
John specializes in corporate and commercial law, mergers and acquisitions, mining resources, energy and environmental law and real estate development and conveyancing. He is familiar with the legal and business cultures across francophone Africa and has extensive experience of French-based legal systems. John has handled large finance transactions on natural resource and project finance projects, including the due diligence. He acts for listed companies in Australia, London, New York and Toronto and has considerable experience helping take companies to market.
John lived and worked as a lawyer in Madagascar for almost ten years from 2001, and has travelled and worked extensively across Francophone Africa. He is familiar with the specific legal and business cultures across Francophone Africa (including OHADA countries). John has extensive experience of French-based legal systems as well as the ability to communicate any issues arising simply and clearly to English speaking clients. He speaks and writes fluent French.
John has handled finance transactions in excess of USD 6 billion in relation to natural resource and project finance projects, with all the requisite due diligence such complex transactions require. John also acts for exchange listed companies in London, Toronto, New York and Australia and has considerable experience helping take companies to market. He has also been involved in acquisitions and disposals of assets in natural resources and telecommunications fields.
Previous highlights include advising the Ambatovy Nickel Project on its USD 46 billion nickel/cobalt mining and processing project which recently reached financial close on USD 2.2 billion of debt finance where he was also responsible for obtaining a significant number of local permits and authorizations. As part of his natural resources experience, John has particular experience in Real Estate matters. He has handled the acquisition, registration and mortgaging to lenders of over 100 long-term leases; he has conducted due diligence over massive areas which were poorly documented and with considerable title issues. He is familiar with many of the difficulties surrounding land title in Francophone Africa (both “legal” and “socio-environmental”) and has a proven track record of successfully documenting large and difficult real estate transactions.
Before moving to Madagascar, John was the sole advisor on English law to a South African investment bank on its infrastructure portfolio in the sub- Saharan region. These included the USD 2 billion Mozal Aluminium Smelter, the Kariba Dam financing and the Maputo Port privatization.
John is ranked as leading lawyer by IFLR1000 2016 and is ranked by Chambers and Partners for Madagascar, Chad and Guinea.
Richard Glass – Managing Partner
Richard is the Managing Partner in John W. Ffooks & Co’s office in Mauritius. He has a broad corporate practice which includes M&A, oil & gas, mining and finance. He has advised on wide range of corporate transactions across Francophone Africa including high-yield bonds, acquisitions, and negotiation of PSCs, listings, securitization as well as the various regulatory frameworks in place across the region.
Recent transactions Richard has worked on include advising Tullow Oil Plc on multiple high yield bond issues in Gabon, advising on issues involved in physical trading of oil cargoes in and out of Gabon, Cameroon and Congo, including taking security over cargoes, liens over vessels and local bank accounts, the acquisition by Vitol SA and Helios Investors Genpar II LP of 80% of Shell's downstream assets in Madagascar and Guinea and the acquisition by Helios Towers Africa of certain mobile phone masts across 6 jurisdictions in Francophone Africa. Richard is an English law qualified solicitor and dual English/French national. Before joining the firm Richard worked at a leading City law firm for a number of years.
Adrien Rangira – Practice Partner
Adrien is a Rwandan qualified avocat and former member of the Rwandan Parliament. He is a graduate of the University of Ottawa in Canada (Bachelor in Public Law), of the CEDS in Paris (Masters in Diplomatic and Strategic Studies) and has recently gained his Masters in the OHADA legal system from the University of Abidjan, Ivory Coast. In 2011, he completed his doctorate in International Relations at the University of the Sorbonne in Paris. Adrien is the head of our OHADA practice and is also a Member of the American Bar Association since September 2016.
Adrien has considerable experience in all aspects of commercial and business law across the Francophone world, especially in the OHADA countries. Since joining the firm he has led teams issuing opinions on many different aspects of OHADA law and practice. He has also led the research team for the OHADA chapter of Aspatore's Bankruptcy Strategies publication. In addition to his client work, Adrien has created the most comprehensive database of OHADA-country knowledge, both on a supra-national treaty level, and on a country-by-country basis.
Vanja Ramanandraitsiory - Partner
Vanja is a partner in our Antananarivo office. His broad experience covers corporate finance, mergers and acquisitions and banking law. Vanja specializes in upstream oil and gas matters and acts for a number of international oil and gas companies. He is a Malagasy qualified lawyer with over 8 years of experience.
Vanja advised Vitol SA and Helios Investors Genpar II LP in connection with their acquisition of 80% of Shell's downstream assets in Madagascar and Guinea. He reviewed the transaction documents, drafted all corporate authorisations and advised on the registration formalities. He has also advised Ophir in Madagascar since their original farm-in to licences in the country. In addition to reviewing the PSC, he advised on specific requirements of operation including notifications to the relevant authorities, specialist tax treatments and termination provisions and penalties. He also advised Tullow Oil on its successful issue of a US$650m high yield bond. He provided the local law opinion for the offering circular which involved reviewing all of Tullow’s operations and structure in Gabon; reviewing the licences which they held and the way in which their interest was maintained (operator, carried etc). He reviewed several PSCs in detail and commented on how these might be affected by any forthcoming changes in the petroleum law in Gabon.
Vannissa Rakotonirina - Partner
Vannissa is a Partner and is based in our office in Senegal. She has a broad corporate practice encompassing oil & gas, mining and telecommunications within the OHADA jurisdictions and Madagascar. She is a Malagasy qualified lawyer and has practiced in Madagascar, in South Africa and Senegal for over 9 years. She joined the firm in 2008, and has been seconded for over 2 years at a reputed South African law firm. She advised clients in various Francophone jurisdictions in relation to the petroleum, telecommunication, mining, renewable energy and mining sectors.
Vannissa has recently advised one of the lenders in relation to the construction and operation of a 90MW thermal power plant near the city of Kayes in Mali. She briefly provided a ‘red flag’ summary of each project agreement & finance agreement highlighting from a lender’s perspective specific risks; reviewing all of the security agreements and providing an explanation on the taking, perfection and enforcement of security under Malian/OHADA law, as well as highlighting the main considerations relating to Shari’a law transactions generally and available. She issued the listing opinion for an Australian company with assets in Burkina Faso and Mauritania on its listing on the London Stock Exchange. She conducted extensive due diligence into the mineral assets of the project companies, and prepared a detailed report for inclusion in the listing prospectus. In addition, she advised a social platform on the implementation of a free basic internet in some Francophone African countries. She provided advice on the telecoms law within those jurisdictions. The advice include among other things, express wi-fi services requirement, licensing and permitting generally, partnership agreement, data roll over, fees and competitions law in relation to roaming services, deployment of satellite.Her other experiences includes training on Project Finance provided by Euromoney EMEA in South Africa and interning with the Office des Mines Nationales et des Industries Stratégiques, a state-owned agency and commissioned to manage, to develop and to promote the national petroleum and mineral resources in Madagascar.