John W Ffooks & Co - Strategy | Investment | Law > Africa
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Guinea - Overview

We now cover Guinea.

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Guinea - Experience

Major downstream asset acquisition

We are acting in Guinea for Vitol and Helios who have acquired the downstream assets of Shell throughout Africa. We have reviewed all aspects of the deal, including corporate, tax, environmental, real estate and sector specific advice. Our team is working closely with the client and has developed a fluent working knowledge of the sector and is able to respond to urgent detailed queries within the very short timescales dictated by the transaction.

Major Mining Investment – Japanese Mining House

We are acting for a major Japanese mining house in its on-going investment process in Guinea. We reviewed all the laws concerning mining investment, including the investment code, the mining law, tax, employment and real estate. We have summarised these in a paper which has been presented to the board and we are waiting for the next phase.

Junior Mining – ASX

We are acting for a London-listed junior in respect of their activities in Guinea. We conducted a full due diligence review of the target asset, exploration permits for Bauxite and Iron Ore. We have further advised on the structure through which Guinean exploration permits can be acquired/held. We are giving on-going advice in relation to corporate and fiscal matters in-country.

Junior Mining – TSX

We are acting for a Toronto-listed junior in respect of its assets in Guinea. We have prepared a detailed legal opinion on the underlying asset, both in respect of the asset itself as well as the way in which the asset was acquired and maintained to date. We are working with the client to manage their e-room to supply investors with the correct paperwork demonstrating ownership and good standing.

Port Maintenance Services

Working with this world-leading port maintenance/dredging company, we have advised on several aspects of their preliminary investment in Guinea. We commented on their shareholders agreement for compliance with Guinean law, and advised on various structures available to them for incorporation and operating in Guinea.

Aircraft Finance and Registration

Acting for the aircraft finance division of this major industrial company, we advised on the basic regulatory framework for operating aircraft in Guinea. We further advised on specific aspects of the register, including taking and releasing mortgages and the obtaining and maintaining of AOCs.

Share Schemes

We have advised on the establishment and maintenance of a share scheme in Guinea for a multi- national with operations in-country. Issues included exchange control, withholding tax and compliance with Central Bank regulations.

Heavy Plant Leasing

We are acting for this London based equipment leasing company on its expansion into Guinea. We are providing advice in relation to local structure as well as reviewing their current financing documents for compliance with Guinean law. We are further advising on the giving of security as well as the method for its release once the loan is repaid.

E-Global Drilling

We have incorporated a local subsidiary for this TSX-listed mining services provider. We are continuing to provide corporate advice and advice concerning tax structuring as their project develops.

Banking Regulation - Major International Merchant Bank

We have assisted a major US Merchant Bank in determining its in-country rules for opening bank accounts and offering financial services.

International NGO – set up and registration

We have assisted a major US-based international NGO in determining the rules and procedures for establishing in Guinea, hiring staff and opening an office. In addition we have researched the tax benefits and employment laws.

Banking Opinion – Major US Financial Institution

We were asked to provide an opinion to this major US finance house on taking and exercising security, as well as how to deal with any funds which were realised.

Mining Permit Research – Mining Major

We conducted due diligence on mining permits for this Mining Major looking to acquire mining assets in Guinea.

Aviation Regulation – Mining Major

We researched and provided an opinion on the rules for import and operation of helicopters in Guinea together with the rules and regulations for certification of foreign pilots.

Telecommunications – US equipment provider

We advised on the regulatory environment for the rollout of new product and service lines for this US- based equipment provider. We reviewed the process for licencing as well as the administrative framework within the country in general.

Power Sector – Overview

The Firm has conducted a major review of the power generation sector from the viewpoint of an international independent power producer (“IPP”). This has been published in conjunction with Trinity LLP at

Environmental Legislation – Magic Circle law firm

We have reviewed and analysed all the environmental legislation in Togo, especially that relevant to large scale projects and infrastructure development. In particular we studied sponsor liability, transfer and assignment of liability, indemnities and end of project-life cleanup obligations.