Editorial
Recent developments in the domestic legal market include Solola & Akpana’s move into Lagos with an office led by Tope Solola, and the strategic alliance between Abdulai Taiwo & Co and TJ Onomigbo Okopoko. The market continues to be relatively stable, populated largely by small firms either specialising in corporate or dispute resolution work.
International firms play a large part in the Nigerian legal landscape, though none has established an office in the country. Firms such as Allen & Overy LLP and Clifford Chance are seen frequently on headline deals, while White & Case LLP and Fulbright & Jaworski International LLP are regular features in oil and gas projects.
Linklaters LLP’s Charles Jacobs led the team advising MCT/Celtel on its acquisition of a 65% stake in Vmobile, while James Douglass led the team advising BNP Paribas as mandated lead arranger on a $200m borrowing base facility to finance the development of the Okoro Setu oil project in Nigeria.
Latham & Watkins is active in Nigeria - the firm represented Chevron and NNPC on the structuring and proposed financing for a natural gas pipeline connecting Nigeria, Togo, Benin and Ghana.
Norton Rose LLP’s Nigerian experience includes advising a syndicate of banks, led by Standard Chartered, on the largest asset refinancing in LNG shipping to date. The group is best known for its work in advising foreign investors entering Nigeria.
Herbert Smith LLP has an impressive track record, most recently advising ONGC Mittal Energy on its acquisition of petroleum interests in various deepwater blocks offshore Nigeria.
Cleary Gottlieb Steen & Hamilton LLP’s London and Paris offices have significant experience in handling Africa transactions. The group’s recent work in Nigeria includes advising Renaissance Capital on its 24.99% investment in Ecobank Transnational.
South African firms have a growing presence in the Nigerian market, with Bowman Gilfillan appearing as a regular feature and Edward Nathan Sonnenbergs Inc operating through an affiliation with Abdulai Taiwo & Co. Werksmans, The Attorneys has a referral relationship with Giwa-Osagie & Co.
Law developments worldwide
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The Implications of Substance over Form and the Re- Characterisation of a Floating Charge
The purpose of this Article is to consider the implications of the recent English case of The Russell Cooke Trust Company Limited and Elliott1. Following this case, insolvency practitioners, preferential creditors, and third parties dealing with a company in the belief that its assets are subject to a floating charge (rather than a fixed charge) will need to examine the substance of the charge before dealing with those assets. -
Finance Bill 2008
The Finance Bill 2008 (as initiated) was released yesterday 31st January 2008 and there have been some welcome amendments included to assist the funds industry in administering the 8 year deemed disposal rules. -
Ireland: A gateway to China and Japan
Ireland's favourable tax treaties with China and Japan, regarding capital gains, mean that it is increasingly seen as a jurisdiction of choice for making equity investments in those countries. While there are a number of tax efficient Irish structures available for making such investments, we have concentrated solely for the purposes of this article on Ireland's holding company regime. -
D&I Quarterly 2008: NEW CORPORATE GOVERNANCE CODE
A new Corporate Governance Code (the "Code") for companies listed on the Helsinki Stock Exchange (the "Helsinki exchange") has been published by the Finnish Securities Market Association. The Code will enter into force on 1 January 2009 and companies should, if necessary, amend their Articles of Association at their annual general meeting in 2009 in order to meet the new requirements. -
D&I Quarterly 2008: ISSUER AGENT MANDATORY AS OF 1 DECEMBER
The issuer agent, a representative appointed by the issuer, is in charge of the execution of an issue or a corporate action together with the Central Securities Depository (the "CSD") and the account operators. The concept of "issuer agent" was first introduced in Finland in the beginning of 2008 and is widely used in other European countries. -
D&I Quarterly 2008: COURT OF APPEAL CONVICTS STONESOFT OF SECURITIES MARKET OFFENCE
On November 15, 2008 Helsinki Court of Appeal (the "Court") handed down its decision in a criminal case concerning the alleged security markets information offence by a software company, Stonesoft Oyj, and three members of its management team. The Court held that two members of the company's board of directors and a former CEO through gross negligence had failed to give a profit warning in due time. All defendants were fined. The Helsinki District Court had acquitted the defendants one year earlier. -
D&I Quarterly 2008: REPORT ON COMPLIANCE WITH THE TAKEOVER
The Takeover Panel has issued a Report on the compliance with the Takeover Code recommendations in connection with tender offers (the "Report"), based on an examination of Finnish tender offers launched between 1 January 2007 and 30 June 2008. The examination was conducted based on public information relating to tender offers, i.e., the offer document and stock exchange notices. -
D&I Quarterly 2008: Court Adjustment of Rent
The ongoing financial crisis and the looming economic depression will not leave the real estate and rental markets unaffected. The experiences from the early 1990's clearly demonstrate that during times of recession many tenants are likely to grow dissatisfied with their rents and may even resort to legal action to try to correct the situation. As discussed below, Finnish law includes a provision enabling tenants to present claims of this kind against landlords, but the chances of success in court are very modest. -
New Memorandum of Understanding with Ukraine on Banking Supervision
30.12.2008 - The Central Bank of Cyprus (“CBC”) is responsible for the licensing and supervision of banks and for safeguarding the stability of the financial system in Cyprus. In this connection it pursues an active policy of signing Memoranda of Understanding for cooperation in the field of banking supervision and exchange of information with competent overseas authorities, particularly those whose banks operate in Cyprus. -
Change in tax rate for Cyprus semi-governmental agencies
29.12.2008 - A draft bill has been submitted to the Cyprus parliament reducing the rate of corporation tax paid by semi-governmental agencies such as the Electricity Authority of Cyprus, the Cyprus Telecommunications Authority and the Cyprus Ports Authority with effect from 1 January 2009.