Esq Nigerian Legal Awards edition 2014 by Lere Fashola

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THE GLOBAL IN-HOUSE LAWYER WITH A HEART OF GOLD

SANDIE OKORO

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ESQ INTERNATIONAL ARBITRATION SCHOOL

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Date: 28th - 30th October, 2015 venue: City of Lagos. Time: 9am daily

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inside CAN A NON-FINANCIAL FOREIGNER LENDER TAKE SECURITY FROM A MAURITIAN COMPANY I10I ISLAMIC BOND SUKUK IN AFRICA I11I ESQ LEGAL NEWS

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boma ozobia Boma Ozobia is a dual qualified lawyer with 20 years experience. She holds a Masters degree in Maritime law from King's College, University of London and is an accredited Civil and Commercial Mediator. She is principal partner at Sterling Partnership. Boma as chairwoman (2005) of the Association of Women Solicitors was the first person of minority ethnic origin to serve in that capacity in England and Wales. She currently serves as the President of the Commonwealth Lawyers Association and as a trustee of the Royal Commonwealth Society and is on the executive committee of the British Nigeria Law Forum. An accomplished public speaker, Boma has written articles for many respected publications and is a co-author of the book, “Sisters- in -Law”, a career guide for Nigerian women lawyers.

EsQ Editor

seun abimbola He is the Senior Partner of Prime Solicitors, Ibadan. He holds a masters degree (LLM) in law and has distinguished himself in Litigation, Arbitration, Intellectual Property, Oil and Gas Law Practices. A prolific writer and strategist, Seun is the current Chairman of NBA, Ibadan branch. He is a certified mediator with CEDR (UK), a Neutral of the multi door court houses in Nigeria, and a member of the International Bar Association.

Lere Fashola Business Director

Funmi Ekibolaji Advisory Board

Olurotimi Akeredolu SAN Gbenga Oyebode MFR Kayode Sofola SAN Prof Mrs Yinka Omorogbe Kofo Dosekun Soji Awogbade Dr. Bayo Adaralegbe Editorial Consultant

Seun Abimbola

sola adepetun Sola Adepetun is the Managing Partner of Adepetun, CaxtonMartins, Agbor & Segun. He is also a Partner in the Energy and Project Finance Group of the Firm, specializing in energy and project finance law issues and particularly in relation to oil and gas development project negotiations and the acquisition and disposal of petroleum exploration and production companies and interests. With 28 (twenty-eight) years of legal experience, Sola is responsible for advising many international companies on foreign investment laws, corporate establishments and accreditation issues, the Nigerian licensing regime and generally on strategic alliances in the Nigerian Oil & Gas Industry. He advises on petroleum taxation, industry and general business compliance and commercial matters ancillary to oil and gas corporate activities. He is a graduate of the University of Lagos and has an LLM from the London School of Economics. He is a member of the Nigerian Bar Association, the International Bar Association Section on Energy & Natural Resources Law, and the News Section Editorial Board of the International Energy Law and Taxation Review. He has also been a member of the Oil and Gas Sector Reform Implementation Committee (“OGIC”) of the National Council of Privatisation and the pioneer board of the African Institute of Petroleum.

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abimbola ojenike Abimbola holds a LL.B from the University of Ibadan. A prolific writer, Abimbola is a regular contributor in newspapers and other local and international magazines. He is presently serving as an Associate in a reputable law firm in Lagos.

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What is your firm giving clients this Chrismas To most successful lawyers, client satisfaction above all else is the key to success in legal practice. However, resistance to change in the way legal services is priced or delivered has led to loss of business by many in recent times. Increasing number of General Counsel, are asking for a more commercially friendly and transparent approach to legal services delivery. A Managing Partner once said, “Business innovations have been pushed through at some purportedly forward-thinking law firms. These

range from process improvements to flexible resourcing to value-based matter pricing. But, look closely and you'll see that they are often the result of a forward thinking leadership vested with the authority to act in the best interests of the firm, with caveats.” This year's ESQ Nigerian Legal Awards clearly focused on client's satisfaction bringing together over thirty two senior General Counsel and business leaders from across Nigeria and UK to review over seventy deals submitted by some of the leading Nigerian law Firms. The criteria were clearly set out and based on nominations received which conclusively addressed some of the issues albeit to the judges' satisfaction, winners were decided through votes and the winning deals were rewarded. The biggest lesson from this year's award is the need for lawyers to up their game and to ensure that client's satisfaction is at the core of their businesses. This edition is a celebration of all that is noble and worthwhile about the Nigerian legal Awards. From the high achievers who are blazing the trail to a brighter future for the profession, notables like Funke Adekoya SAN, Funke Aboyade SAN and Joe-Kyari Gadzama SAN – our outstanding achievers as we like to call them – to the innovative leadership of the Nigerian Bar Association's Section on Business Law, paying a nod to exemplary governance in Lagos State under the amiable Governor, Babatunde Fashola SAN, to the ageless, timeless hero who helped make the dream of many Nigerian legal

giants even possible – Chief Afe Babalola SAN, father of many legal icons. We have a special spotlight on the Awards ceremony itself, where the best talent, teams, regulators and innovators in the legal profession in 2014 were given due credit. It was a tough act to pull off our inaugural awards season, and judging by the excellence and quality of the nominations and submissions we got this year – we cannot wait for 2015 to arrive. Also included in a star-studded edition is a proper examination on the lesser known but fast growing world of Islamic financing and Africa's efforts to tap into this multi-billion dollar bonanza. A sit-down with the Chief Legal Officer of Oando Plc.; an emerging powerhouse in Nigeria's oil and gas industry and the poster child of the government's local content drive, examining the emerging issues in this industry; an in-depth examination of the Capital Gains Tax regime in Kenya and a riveting look into the life and career of a Nigerian shining the light brightly in the top-notch, tight lipped, first rate world of corporate practice in London's hallowed corridors. It has been an “eventful” season at ESQ Legal Practice. From our regular legal trainings, especially the headline and widely recognised Arbitration and Oil & Gas Agreement Schools, to the glitz and glamour which trailed what is fast shaping to be one of the key highlights in the Nigerian Legal Calendar, our ESQ Nigerian Legal Awards. It has been a year full of insight, instruction, introspection and inspiration for which we are eternally grateful to you for your support. We do hope that you enjoy our offering to you and on behalf of the ESQ family; we wish you the best of this festive season.

EsQlegal practice 09

CAN A NON-FINANCIAL FOREIGNER LENDER TAKE SECURITY FROM A MAURITIAN COMPANY? Many businesses in Africa are structured using a holding company in Mauritius due to the tax advantages available there. However, Mauritius' allure as a useful jurisdiction for tax structuring might face a setback in light of the recent judgement of the Commercial Division of the Supreme Court of Mauritius in the case of Atelier Etude Limousin & Ors vs BPCE International Et Outre Mer & Anor 2014 SCJ 166.

ne of the issues addressed by the court was whether nonfinancial foreign entities are entitled to take fixed and/or floating charges from Mauritian entities as security for financing. The background of the case is that, Atelier Etude Limousin & others, who were unsecured creditors, (the Applicants) filed an interlocutory application seeking to restrain BPCE International Et Outre Mer & Anor, secured foreign lenders (the Respondents) from appointing a receiver and realising assets secured under fixed and floating charges for sums due to the Respondents in priority to other lenders. The Respondents had been granted the fixed and floating charges on the basis of the Mauritian Institutions Agréées Regulations 1998 (the Regulations). The prevailing notion was that under the Regulations, a 10

EsQ legal practice

body corporate not registered or having a place of business in Mauritius was qualified to be an institution agréée (“authorised institution”) and as such was eligible to take fixed and/or floating charges from Mauritian entities as security for financing.

Mauritius, all insurance companies, the Development Bank of Mauritius, the Cooperative Bank of Mauritius, the Housing Corporation of Mauritius and any other foreign financial institutions duly authorised by the Minister of Finance (emphasis ours).

purpose vehicles (SPVs) and other non-financial foreign corporate entities that are engaged in cross-border financing in quite a spot because their securities may not confer the benefits that they would otherwise do if they were a financial institution.

The Applicant's argument was that the charges were null and void as the provision in the Regulations specifying that an “authorised institution” can be “any body corporate” (emphasis ours) not registered in Mauritius and having no place of business in Mauritius was ultra vires Article 2222-01 and 2202-02 of the Civil Code. Article 2202-1 of the Civil Code provides that only “authorised institutions” may secure loans by creating fixed and/or floating charges and “authorised institutions” include: the Government of Mauritius, all banks duly licensed under the Banking Act of

The Supreme Court held that the reference to “any body corporate” in the Regulations did not mean that every entity qualified as an “authorised institution” and that for a foreign entity to qualify as an “authorised institution” it has to be a financial institution or a foreign bank.

An appeal from the decision of the Supreme Court is scheduled for September 2015.

Notwithstanding the above, the Supreme Court held that a fixed and/or floating charge created by a Mauritian entity in favour of a non-financial foreign company will still be valid as between the parties only and not third parties. The judgement leaves special

Should you need any assistance or want any queries answered please feel free to get in touch with Sonal Sejpal at ss@africalegalnetwork.com or any member of the finance team at A&K.

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Islamic Bond Sukuk in Africa Africa is for the first time embracing large-scale Islamic financing as countries seek to tap cash-rich Middle Eastern investors to fund their large infrastructure programs. The latest wave of finance to reach African corporations and governments is primarily coming from the Middle East, with an increasingly significant Shariacompliant component. The economies that comprise the Gulf Cooperation Council are enjoying a period of strong economic performance at the moment, and they want to invest their money.

he global issuance of sukuk - an Islamapproved bond that does not pay interest - hit an all-time high of almost $140 billion last year, up 60 per cent from 2011, with Malaysia, Indonesia and Saudi Arabia dominating. According to the Global Islamic Finance Report 2012, $1.34 trillion in assets are being managed according to Islamic investment principles. Sukuk is the Arabic name for

financial certificates, but commonly refers to the Islamic equivalent of bonds. Since fixed income, interest bearing bonds are not permissible in Islam, sukuk securities are structured to comply with the Islamic law and its investment principles, which prohibits the charging, or paying of interest.

Also, the Central Banks of Nigeria and Mauritius are shareholders in the Malaysia-based International Islamic Liquidity Management Corp, which has started to issue sukuk to help Islamic banks manage their finances. Analysts believe that African countries are keen to tap into Islamic finance partly South Africa launched its because the cost of borrowfirst sovereign sukuk this ing can be cheaper, espeyear valued at about $700m, cially since we are experiencbecoming the first African ing a period of high demand, country to issue a Sukuk particularly from the Middle bond in a non-Islamic East. country after the United Money from the Middle East Kingdom and Hong Kong to Africa comes primarily in blazed the international trail the form of development earlier in the year. In July finance. The Islamic 2014, the Senegalese Development Bank said in government closed a June that it is devoting 100billion CFA franc ($208m) $180million to renewable sukuk bond. Kenya, energy projects across the Morocco and Tunisia are continent and plans to laying the legal groundwork provide $7billion in finance to be able to issue their own to African countries by 2019. sukuk instruments. While not through strictly

Islamic financial channels, the Gulf States (Bahrain, the United Arab Emirates and Kuwait) as well as Saudi Arabia had pledged $20billionn in aid to Egypt by May of this year. â&#x20AC;&#x153;People are looking for alternative and safe finance," says Adnan Halawi, an Islamic finance expert at Zawya, an online Reuters' news portal dedicated to sharia-compliant finance. "Islamic finance is safer than conventional finance, it is asset backed and it's not making unjustifiable levels of interest because that is not Islamic," he explains. Until recently, Islamic finance in Africa had held more promise than progress, but that is changing. Banks are also targeting their services at individual clients, offering all sorts of Islamic finance services, from savings accounts to takaful insurance. NORTH AFRICAN

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Africa is home to roughly 500m Muslims – about a quarter of the world's total – but until now only Gambia and Sudan have issued any sukuk, and they were for tiny sums on a short-term basis. Analysts said the Nigerian sharia-compliant bond issued by Osun state in the southwest of the country, while relatively small at $64m, or N10 billion naira of Sukuk; becoming the first state in Nigeria to explore this alternative form of financing and signaled the start of a trend. UPTAKE About 500 million Muslims call Africa home, but until recently, only Gambia and Sudan had issued any sukuk, and those were for tiny sums on a short-term basis. Of the more than 600 Islamic financial institutions operating globally, Africa is estimated to have only 45, with sub-Saharan African countries rapidly catching up with their northern counterparts. Despite hosting large Muslim populations, North African countries have been slow to develop regulatory frameworks for Islamic banking. However, postArab spring governments appear keen on proving their Islamic credentials, hence the latest surge in Islamic financing. In 2013, Tunisia and Egypt implemented new Islamic banking laws, while in June, Morocco's national assembly approved legislation to allow local and foreign banking institutions to set up Islamic banking

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branches. Zawya's Halawi admits that "progress has been slow" on expanding Islamic finance in Africa. Nonetheless, he says: "summits are taking place, mutual agreements are being signed and Islamic finance institutions are playing a key role in encouraging the governments there to regulate, and improve where needed, so we hope we will start to see movement." According to the Malaysia International Islamic Financial Centre (MIFC) – developed 30 years ago as an international marketplace for Islamic finance – Mauritania, Morocco, Tunisia and Egypt may follow Dakar's lead by launching sovereign sukuk before year's end. Banking sources also say Kenya could follow suit in 2015.

last year, Nigeria's Osun State raised $62million with a sukuk” an analyst recounted. "Sharia-compliant instruments can play a major role in connecting shariacompliant liquidity inflows from the liquidity-abundant, oil-rich Muslim economies and other major Islamic international trade economies," the Malaysian institution noted in a May 14 report about Islamic finance opportunities in Africa. Also Halawi stated that: "The Gulf Cooperation Council (GCC) economies are very strong at the moment, and they want to invest their money. One of the options is Islamic investment. Demand continues to outstrip supply." This Sukuk buzz comes as Islamic banking is enjoying an African growth “Sudan, where shariaspurt, as banks tap into the compliant banking is growing needs of the obligatory, has been using continent's estimated 500 Islamic bonds for years. The million Muslims. Gambian government makes regular but small issues, and In March, London-listed

Standard Chartered launched its first African sharia-compliant bank offering in Kenya. Barclays Africa Group already operates Islamic banking windows in South Africa, Kenya and Tanzania. It is preparing to set up similar services in Mozambique and Zambia. NOT A NICHE PRODUCT "Governments and regulators in Africa no longer view Islamic banking as a niche industry but actively seek to encourage its development," explains Kariuki Ngari, head of Standard Chartered's retail banking for Africa. "By the end of this decade, it is quite possible that banking complying with sharia law could account for up to 10% of banking assets in five or six sub-Saharan African countries," he adds. Uwaiz Jassat, head of Islamic banking at Absa, says Islamic banking is not just about offering Muslimfriendly products to

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economically active populations, but it is also a way to reach out to the unbanked and to drive development. "Most of our customers in Kenya and Tanzania had never banked before, but now they are banking because there is an Islamic option," he says. "We are seeing a whole new market opening up, so this is definitely an exciting time." PETRODOLLARS Jassat says that that South Africa's Sukuk is a way to attract "Middle Eastern petrodollars" to the continent. Middle Eastern investors "are trying to diversify their investments, so Africa is the next big opportunity for them," he says. Not everyone is so bullish. One major problem faced by all GCC countries investing in Africa, be they shariacompliant or not, is the problem of transaction size. Tarik Senhaji, director of the Fonds Marocain de Développement Touristique, explains: "They would rather do one $500m deal than 10 [at] $50m. Otherwise, they spend 10 times the money on their due diligence." Amadou Sy of the Washington DC-based Brookings Institution says that Ssukuk are well suited for infrastructure projects because they require cash flows to be generated from assets like toll roads or real estate. But, for that reason, they also take time to set up. "For first-time issuers, delays are to be expected in structuring a sukuk," he explains, referring to the need for new legal documentation and the creation of special-purpose vehicles, the entities used for asset acquisition. "The legal documentation, in particular, can take time to iron out. At the moment there is more traction for issuing Eurobonds." Simon Stevens, a Dubaibased Associate at law firm Chadbourne & Parke, also warns that the tenures for Sukuk are generally shorter than for conventional bonds. That makes them less wellsuited to infrastructure

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financing now, "but the tenures have been slowly increasing," he says, which holds promise for the expansion of Islamic finance activities in Africa. ●

Islamic banking have been issued by relevant Nigerian authorities. Among these are the guidelines issued by the Central Bank of Nigeria (CBN) in December 2010 for the establishment of Islamic windows or branches by REGULATORY conventional banks and FRAMEWORK FOR other financial institutions SUKUK IN NIGERIA. and the guidelines issued in Sukuk will be a part of June of the following year Nigeria's strategic framefor the regulation and work through 2017, market supervision of institutions development director offering non-interest Patience Oniha of the Debt financial services in the Management Office declared country. There are now in an interview with financial institutions in Bloomberg. Nigeria that have been licensed by the apex bank Analysts say the Nigerian either to operate as a nonsharia-compliant bond interest financial institution issued by Osun state in the (Jaiz Bank, for example, is southwest of the country, the republic's first fullywhile relatively small at fledged Islamic bank) or to $64million, or N10 billion operate a non-interest naira of Sukuk; becoming window ( for example, the first state in Nigeria to explore this alternative form Stanbic IBTC Bank). of financing, signalled the start of a trend. A national Shari'ah advisory board has also been According to the prospectus, established by the CBN with it is a seven-year Sukuk a remit to ensure that all denominated in local Islamic financial activity in currency, which, it is Nigeria is consistent with reported, will pay investors Shari'ah principles. a fixed return of between 14.25% and 14.75% at N Also, the Securities and 1,000 per unit, and was Exchange Commission successfully subscribed to by approved the Rules on domestic investors with the Sukuk Issuance in Nigeria price set through a book (the 'Sukuk Rules') on the building process that lasted 28th February 2013 to for 10 days. regulate Sukuk that (a) are offered by SEC-regulated The net proceeds of the local or foreign entities; (b) issuance will go towards are denominated in Nigerian funding the construction of naira or in foreign currenschools in Osun state, cies; and (c) are listed, demonstrating the potential convertible, exchangeable, for Sukuk to be a viable redeemable or otherwise. finance option for subThe Sukuk Rules also detail Saharan government Shari'ah rulings and institutions to fund infraprinciples that must be structure and social projects applied by all issuers of at the state and national Sukuk. The following are level. The Osun Sukuk has some noteworthy provisions been assigned an 'A' rating in the Sukuk Rules: by Agusto & Co, a local credit rating agency, and is •Any public company listed on the Nigerian Stock (including special purpose Exchange. vehicles), state government, local government, governFrom an historical context, ment agency, multilateral Islamic banking in Nigeria agency is eligible to issue, was established under the offer or make an invitation Banks and Other Financial for Sukuk with the approval Institutions Act (BOFIA) of the SEC; 1991 (as amended). •Any issuer of Sukuk must Following on from BOFIA, comply with the same various rules and regularegistration requirements in tions specifically relating to the SEC Rules and

Regulations that are applicable to other conventional securities issued or offered for sale in Nigeria. If the issuer is a public company and the Sukuk is capable of being converted or exchanged into equity with the intention of being listed, the issuer must also comply with the listing requirements of the relevant securities exchange in Nigeria; •Issuers must appoint a Shari'ah adviser that is registered and recognized by the SEC. The Shari'ah adviser will be responsible for (i) advising on all aspects of the Sukuk issuance (including documentation and structuring), (ii) issuing a Shari'ah certification that outlines the basis and rationale of the structure and the Shariah principles used and (iii) ensuring that all aspects relating to the Sukuk issuance comply with Shari'ah principles. The SEC will recognize as a Shari'ah adviser any Islamic development bank, a bank licensed by the CBN to operate as a non-interest bank or a fund manager licensed by the SEC to manage a Shari'ah compliant fund; •The Shariah principles that must be observed for all Sukuk. The principles in the Sukuk Rules are the same general principles that underpin all other Islamic finance structures. Accordingly, in relation to the assets that will underpin a Sukuk, such assets must comply with the requirements of Shariah (which, for example, prohibit dealings or businesses involving alcohol, pork or pornography) and must be established and certain. In terms of the consideration to be paid by an issuer to acquire the underlying assets from the originator, the Sukuk Rules go on to specify that the purchase price must not exceed 1.51 times the market value of the assets; •All Sukuk must be rated and the rating made available throughout the tenure of the issue; •Sukuk programs must meet specified additional criteria, including with respect to the disclosure material and the tenure for the programs

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According to the International Monetary Fund (IMF) policy discussion paper on Islamic bond issuance released in July 2008, there are+ serious legal and regulatory challenges that confront the issuance of Sukuk in nonIslamic countries: "In Sukuk, the underlying reference asset and the transaction structure need to satisfy both commercial and Shari'ah laws which can generate inconsistencies concerning assets control and bankruptcy resolution. "Islamic jurisprudence in neither definite nor bound by precedent and rulings in one jurisdiction may not be uniformly enforced in others. Similarly, regulatory standards pertaining to Shari'ah compliance vary considerably.

(which must not exceed two years); •If approval is granted by the SEC for a Sukuk, the approval must be implemented within three months of the date of the approval, except if it is a Sukuk program or a Sukuk under a shelf registration, in which case the initial issuance must be made within two years of the date of the approval; •All issuers must appoint a Sukuk trustee that is registered with the SEC; and •The disclosure and other documents to be submitted with any application THE SOUTH AFRICAN SUKUK EXPERIENCE The National Treasury of South Africa had announced plans for a debut sovereign Sukuk in 2012. It was to be a US dollar denominated fiveyear Sukuk of between US$500-700 million. The Sukuk was delayed to allow the government sufficient time to review those aspects of South Africa's regulatory and tax regime that could result in adverse tax consequences for a sovereign Sukuk that do not affect conventional government bonds. With the exception of certain provisions in the Income Tax Act 58 of 1962, as amended,

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there are no laws, rules or regulations that specifically regulate Islamic banking and finance in South Africa. The Income Tax Act previously recognized three forms of Shari'ah arrangements, which are described in the legislation as “arrangements that are open for participation by members of the general public”. These forms are the diminishing Musharakah, the Mudarabah and the Murabahah. The Income Tax Act seeks, for income tax purposes; to treat any returns attributable to these Shari'ah arrangements in a similar way to equivalent interest-bearing financial products.

to reacquire on a future date from that trust the interest in the asset disposed of at a cost equal to the cost paid by the trust to the government to obtain the asset.” The government of South Africa has been working towards developing a model for its debut issuance that fits within the new regulatory framework. The structure that is expected to be used by the government is a Sukuk Ijarah, a structure commonly used by sovereign issuers which is based on leases and rents of underlying assets.

The amendment to the Income Tax Act is intended On the 1st January 2013, the to ease the greater tax Taxation Laws Amendment burden that otherwise Act 24 of 2011 came into would have affected a force. This amendment act sovereign Sukuk in several amended section 24JA of the ways. For one, any disposal Income Tax Act by introducof assets by the government ing similar taxation treatof South Africa in connection ment specifically for with a Sukuk offering, any sovereign Sukuk. Sukuk has acquisition by a trust vehicle now been defined within the of those assets and the Income Tax Act as: “…a reacquisition of those assets Shariah arrangement by the government at the whereby: (a) the government end of the lease period, now of [South Africa] will be disregarded for disposes of an interest in an income tax purposes. For asset to a trust; and (b) the another, any yield on the disposal of the interest in the underlying assets that asset to the trust by the accrues to the trust (which government is subject to an derives from the rental agreement in terms of which payments made by the the government undertakes government to the issuer on

underlying assets) now will be taxed and will receive the same treatment as interest for income tax purposes. Importantly, the income generated by the asset now flows through automatically to the Sukuk holders since the issuer/special purpose vehicle is a trust (if the issuer were a company, the income would be subject to dividend tax at a rate of 15%), while the trust will be deemed not to be an “enterprise” and, therefore, will not be subject to any potential VAT charges. All the hard work seems to have been worth it. In September this year, the National Treasury said it had concluded its debut 5.75year Islamic bond issuance in the international capital markets priced at a coupon rate of 3.90%, “representing a spread of 180 basis points above the corresponding benchmark rate”. The Treasury said the transaction was more than four times oversubscribed with an order book of $2.2 billion. The bond will be listed on the Luxembourg Stock Exchange, its lead arrangers being BNP Paribas, KFH Investment and South Africa's Standard Bank Group.

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Analysts believe that African countries are keen to tap into Islamic finance partly because the cost of borrowing can be cheaper, especially since we are experiencing a period of high demand, particularly from the Middle East. Money from the Middle East to Africa comes primarily in the form of development finance. The Islamic Development Bank said in June that it is devoting $180million to renewable energy projects across the continent and plans to provide $7billion in finance to African countries by 2019.

"Also political externalities need to be taken into consideration. Sukuk issuance entails obtaining a legal opinion from a panel of Shari'ah jurists or scholars (a Shari'ah board) - a feature that may breach the religious neutrality of government".

Add to that a relative shortage of qualified and Even more significantly, the Middle East, “Islamic Challenges skilled personnel in what is investor distribution of the finance is at the early stages still a sector which is sukuk transaction consisted of development” in Africa. scraping out of its infantile It is not all plain sailing of 59% from the Middle East stage on the Continent, though. and Asia, 25% from Europe, Sukuk's limited secondary If the development of the US 8% from the US and the trading capability in contrast dollar-denominated remainder from the rest of According to the with conventional governsovereign bond market is the world. International Monetary Fund ment bond issues – liquidity any guide, it could take at (IMF) policy discussion remains low in this asset least five years for Islamic paper on Islamic bond class due to the small THE AFRICAN OUTLOOK finance to win widespread issuance released in July volume of primary Sukuk acceptance. The Seychelles Africa's two biggest 2008, there are serious legal issuance, and the on-going and Ghana became the first economies are not alone in and regulatory challenges debate as to the underlying countries in the region the Sukuk joy ride. In 2012, that confront the issuance of assets backing most Sukuk outside South Africa to issue Tunisia's parliament passed Sukuk in non-Islamic issuance - should it be global bonds, in 2006 and a law that will allow the countries: strictly construed in terms of state to issue Sukuk and also 2007 respectively, but it was a lease/rent or Ijarah as well not until 2011-12 when announced that its draft as the often strict require"In Sukuk, the underlying others followed en masse. budget for 2013 will be ments of a typical Sukuk (the reference asset and the financed by Sukuk as part of transaction structure need to ownership or benethe development of a legal Amadou Sy, a fellow at the satisfy both commercial and fit/usufruct of the asset must framework to encourage Brookings Institution and be transferable to the issuer, Shari'ah laws which can Islamic finance. former official at the the asset must continue to generate inconsistencies International Monetary Fund exist throughout the term of concerning assets control who has studied the sector, By 2014, finance minister the Ijarah, and assets that are and bankruptcy resolution. says sukuk issuance could Hakim Ben Hammouda consumed in the process of help Africa to pay for announced plans to raise usage cannot be leased) and "Islamic jurisprudence in $500 million from the sale of multibillion-dollar infraa picture of relative uncerstructure programmes. “You neither definite nor bound sukuk by the end of tainty emerges. by precedent and rulings in have money from the Gulf November. Presently, the one jurisdiction may not be and then you have the newly elected government Nonetheless, the general uniformly enforced in Islamic Development Bank, Says some of the world's others. Similarly, regulatory consensus is that the Islamic and also Malaysia and leading financial institutions, finance opportunities in standards pertaining to Indonesia – there is money as well as Qatar-based Africa are significant. The Shari'ah compliance vary out there,” he said. QInvest have “expressed demand for infrastructure considerably. their willingness to cooperfinance, increasing interacate” and consultations are In addition to Islamic bonds, tion with the Middle East The paper goes further to on-going. African countries are and appetite from domestic state that, "The initial exploring other shariaand international investors structuring and issuance compliant instruments, seeking non-interest, profit In Morocco, a draft 2012 bill costs of Sukuk are likely to according to Neil Miller, sharing financing options setting out regulations for be higher than a standard head of Islamic finance at are among the key drivers. Islamic banks and Sukuk law firm Linklaters. “Sukuk security. Since Islamic African governments are was considered as part of finance principles require is the tip of the iceberg. beginning to address the wide ranging financial direct asset ownership by There is a lot more Islamic legal obstacles by putting in reform aimed at deepening creditors, for sovereign finance going on linked to place the necessary regulathe role of securitisation in infrastructure projects, trade issuers (like Osun for tory measures. In the face of funding the economy. That example), revenue (in Osun's and food security transacits massive financing needs, nation's House of case, proceeds for its pension tions,” he said. it has no alternative. Representatives issued a funds) may need to be ringfinal approval in November fenced, effectively limiting 2014. The Islamic Development fiscal flexibility. Hence, nonBank, for example, is lending Islamic sovereigns, in $150million through shariaparticular, would need to Bankers and lawyers caution compliant facilities for the consider the necessary that the industry is in its new Lekki port, near Lagos organisational changes infancy, and it will take in Nigeria. It also supported needed to administer the several years before Islamic the construction of the Shari'ah compliant structure. finance takes off across the Kenitra power plant in continent. Clement Fondufe, Morocco with a $200m loan. partner at law firm Latham & Watkins, said that compared with Asia and the

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Scenes at at the 4th ESQ Oil and Gas Agreements School 2014 held in Lagos, Nigeria.

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S F SEFTON FROSS SEFTON FROSS is a law firm with a reputation for deep understanding of commercial law and the issues impacting on the business of its clients. Our comprehensive range of legal services is designed to meet clients' needs and exceed their expectations. As a leading law firm in Nigeria, we are guided by global standard of law practice and the excellence of service in the quality of advisory work rendered to our clients.

t Sefton Fross, achieving our clients' objectives is at the epicenter of our universe, and our focus on our values and key areas of competence ensures we develop wellhoned business skills geared at delivering optimum value to our Clients. The firm is structured and equipped to lead the finest brains to tackle 21st century legal issues for the advancement of businesses for local and international clients. Practice Areas:

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encompassing electric power plants, pipelines and gathering systems, LNG facilities, gas processing plants, energy storage facilities, refineries and petrochemical plants. We also advise on the development, and rehabilitation of telecommunications, infrastructure, minerals & mining and construction.

tional perspective coupled with an understanding of local client needs. We have specialist skills in Corporate Finance, Project Finance, Infrastructure Finance, Structured Finance, Asset Finance, Securitization, Capital Markets, Real Estate Finance and Private Equity.

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We support our clients Banking & Finance through each stage of their Our lawyers have extensive corporate growth by experience advising on all providing experience and aspects of deal structuring, pragmatic advice on both preliminary and comprehen- day-to-day business issues sive advice, negotiation and and long-term strategic documentation. We leverage initiatives. Clients seek our on our profound knowledge advice from front-end of financial, commercial and strategic planning and tax laws in delivering structuring for transactions cutting–edge services to to managing the deal process clients. We have advised on through successful execution some of the largest and most and closing. Clients are thus sophisticated financing able to act decisively and transactions in the Nigerian with confidence aided by energy and natural resources our navigation of legal sector and our multicomplexities, anticipation of jurisdictional capacity and challenges, and provision of technical expertise enables practical solutions. We us to provide an internaadvise spans through

Sefton Fross' dispute resolution team acts in highvalue commercial litigation, arbitration, mediation and negotiation with a view to protecting our clients' investments and interests. The firm regularly represents domestic and international in their commercial disputes. Block 11, Plot 24, Dr. S. Ezukuse Close Off Kayode Otitoju Street Admiralty Road, Lekki Scheme 1 Lagos, Nigeria. + 234 (1) 2770762 – 3 info@seftonfross.com www.seftonfross.com Olayemi Anyanechi

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LEADERSHIP AND GOOD GOVERNANCE IN AFRICA

CHAT WITH BABATUNDE FASHOLA SAN EXECUTIVE GOVERNOR, LAGOS STATE In spite of Africa's seemingly depressing socio-economic situation, there is an incredible potential for regional prosperity and active participation in the global social, economic and political affairs. In this interview with ESQ, Babatunde Fashola, SAN, Governor of Lagos State shares his deep convictions on how Africa can unlock its economic potentials to grow out of aid and identifies the unique role of Lagos State as the commercial nerve centre of Africa's largest economy. Improve regional cooperation and relationships among African countries

North Africa. South Africa is building 100 kilometres of road and rail network I don't profess to have all the solutions; connecting one another. I believe that I just believe that we can have a better the more we sit down at these kind of Conferences to take decisions or take world. To me, I would like to see a resolutions based on well thought out planet that is more peaceful, where ideas, people can go back and realize opportunities are more equitably that it is really the case that Africa has distributed, where everybody has a more resources within her than the relative fighting chance and survival amount of aid she can ever receive from chance in his own place of location. It across the world. How we unlock these then becomes easy to establish resources matters because they won't continental or cross continental unlock themselves. If you don't build partnership. I can't be your partner in roads, goods won't move. That's one of any relationship if I don't bring the decisions we took as a government. anything to the table. I cannot bring If you look at the West Africa Subdependence and it is that dependence region, you will discover that almost all that I want us to reduce or eliminate the road networks from Ghana down to gradually. Therefore, I think that this kind of platform will raise some of the Lagos are established. We are the missing link that is why we have best from across the Africa and some undertaken the expansion of Badagry other parts of the world to come and Expressway to link us to the Republic discuss how, hearing from Africans of Benin and give our people the themselves what we plan to do so it will provoke for example debate about opportunity to crisscross and to move goods, people and services across. This how to finance the infrastructure that is important to boost sub-regional would release the energy of Africans' economy and promote the economic opportu nities. You would see that integration policy of ECOWAS. If you there are very few parts of Europe or can't move people and goods across the America that you cannot travel across sub-region then there won't be either by water, by rail, by road or by economic prosperity. From West Africa, air. That is not the story yet in Africa! we can connect Central Africa all the Now we are seeing developments way to the Indian Ocean on the path of across Central Africa, and parts of 18

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East Africa, and we can connect down south and up north.

Strategic approaches for tackling corruption as the bane of development in Africa First, I agree that corruption is a cause for concern- I don't agree with your conclusion that it's the bane of development. I don't agree at all. Corruption for me is the symptom of a bigger problem. Corruption exists undoubtedly but it is a symptom. It is like when you have malaria and it manifests in fever. If you don't treat malaria and you are simply bringing down temperature, the malaria parasite is still inside. Now the position that I take is to understand that there's no society that is free of corruption, not one! Because I don't know of any society that

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problem? The problem is what I call the desperate economic situations in which Africans have to operate. Once you have those desperate situations people will cut corners. But that doesn't excuse corruption. The fact that you are poor is has dismantled its police and not defence to the charge of judicial system and say that stealing. Those of us we are corruption free. It privileged to lead must depends on what view of understand the problem and corruption you want to take. therefore intervene in a way If you want to monitor that reduces desperation by corruption only from the doing some of the things I pecuniary corruption of have referred to. By cash, that would be wrong. reducing the infrastructure Every time you break the deficit so people can prosper, law you have acted corso that businesses can grow, ruptly. If we understand so that jobs and opportunithat, what then is the

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ties can pay. People that have jobs and an income will then appreciate that they would lose their jobs, income and home if they act corruptly at work. Having said that let me now attempt to answer your question although I have already done so. First is to do a couple of things together, provide opportunities for people to legitimately aspire and work towards their dreams. That would come in education where we provide skills. When people have skills they can get jobs, when they get jobs, they can earn an income, provide the infrastructure that allows

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business to strive, power, roads and potable water. After you have done that as a government, you will now have the moral high ground to punish people who break the law. To do that, you must make regulations that are consistent with the development of the day. Like our amendment of the Traffic Law. It is not that there hasn't been a Traffic Law but we have now raised the threshold of compliance and sanctions. We must also empower the judicial system and the law enforcement system to be able to demonstrate that the government can respond when people act in a noncompliant way. In the 19th century, America and many parts of Europe were assailed by corruption of the highest order. Don't take my word for it just go and look at the story of the Mafia in America. But they used the

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judiciar y and law enforcement to break the back of organised crime and corruption. That's exactly what we are doing here; building new court rooms, exposing our judges and magistrates to the highest possible level of trainings and skills acquisition, providing for their welfare, securing them against vulnerability by providing homes for Judges that they know is theirs when they leave work. Judges are able to dispassionately and courageously determine cases that come to them. We have also provided ADR mechanisms that enable cases that shouldn't be in a regular court to be resolved

expediously. Commercial cases move on much more expeditiously through arbitration, mediation and conciliation. In my view, it is in that way that you can really deal with the problems that manifest themselves in the high indices of corruption.

Lagos and the Idea of Kuramo Conference Perhaps the place to start is not the location but really the idea. For me, I always believed that the African has not probably expressed himself sufficiently on the global space. Because the opportunities have thinned down so to speak locally, if you look at what you

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see across the world, everywhere you find an African, you will find that he's in a position where he is competing and holding his/her own amongst the best from across the world. Therefore, it seemed to me continuously that what was required was an increasing space of opportunity for Africans to express themselves. This idea has sat with me for quite a while and I thought that when I took this office it was important to use the privilege of this office to provoke the idea on a larger scale. I think the turning point was a speech I gave at the IBA conference in Madrid, Spain about 2 or 3 years ago. It was based on my belief that Africa will be the continent that might save or help the rest of the planet to rebuild and fight this opposition given the challenges we have been seeing across Europe and many other parts of the world. That was because it is not only growth that was taking place in Africa. There is an undeniable economic growth, faster than other regions, and a very vast store of resources: human and mineral resources. These are resources that many other parts of the world require to continue to sustain their citizen.

thereabout of that population are distributed between Asia, Middle East and Africa and small part are allocated to what is currently known as the West today. It's a risk even to the West that there should be so much poverty in other regions. Now Lagos has played a very important role in the global affairs from around the 16th century establishing trading relations with Europe and it has a multi-ethnic, multi-religion and multi-cultural population. It's been home to not only all of the people of Nigeria but also to people of West Africa, South Africa, I thought that it was and Central Africa. People important for Africans to come to the consciousness of from the Middle East, the Syria, the India and the the role that they play. Greece have been here for Leadership role indeed that many generations. The they have played maybe from the backseat in helping Mandillas, the Leventis and other economies to continue; the Kumaties have lived here from generation to generaproviding power for other tion. So it's a cultural and regions through the export economic melting pot that of their gas and oil, providing food through the export will provide the platform for of their beverages, providing discussion. infrastructure through the export of their human capital What is the strategy to sustain to other regions and that if Lagos's recent ranking as one we could redirect this back of the most innovative cities in locally we would in a way the world? bring ourselves to a parity I think we should go back to with other continents in the 13 years ago. I had a world. That is why I think predecessor who started the the idea of the global commonwealth which is the work and we continued from where he stopped. The theme of this year's conferidea is that there is nothing ence fits very appropriately esoteric about the idea of because if you have a population of about 7 billion institutions. Institutions represent the stories of people in the whole world human beings. It is human and more than two-third or beings that define how

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institutions perform. If institutions work, it is good men and women who have excelled. If institutions fail, it is men and women who have not performed, so what are we doing? That's why we are training young people, re-training the middle aged and the elderly to a new consciousness of responsibility to continue to improve on what we have achieved. We also also keep our feet on the ground as a major reality check that we are on a journey whose destination still lies far ahead. We prevent ourselves from indulging in any selfadulation that any work has been done. The work is still a distance away. I am happy to say that most of the work we have done here has been achieved by team work rather than any individual or unique skill that I have. I have only been privileged to be the captain of the team and also the people of Lagos themselves have been a bastion of support and change against all the myths. They exploded many myths here: the myths that they won't pay tax, they are paying, that they won't clean, they are cleaning up, that Lagos is ungovernable, governance is happening. We have committed to a selfservice charter imposed by us on ourselves. We communicate with our citizens that we would do certain things within a certain framework and that

has raised the awareness level of the need to respond on our path. We have taken a few pilot agencies land, works, health, education, fiscal planning and so on; those agencies that have regular interface with the citizens on a more regular basis. Each ministry designed its own services charter knowing that we would hold them accountable. As a government we hold a 100 day accounting process with our citizens. What that means is that every ministry must give me something to report back to the citizen and we can't repeat what we did the last time. That means that everyone is on his/her toes. In terms of traffic management for example, the traffic radio apart from providing citizens with information about congestion and making choices about which way to go or not to go has put all of our field operatives on their toes because once we hear that there is a problem in a particular place, we call you, we know what district you are and you must give feedback otherwise you must explain why you didn't respond and for me you will see the linkages between people and institutions clearly.

How true is it that government or team is about the leader? That's a debate that would go on forever, for example when a football team does

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badly they blame the Coach. When the team does well, the Coach takes the credit but he didn't score the goal. I play soccer and that momentous goal 2 minutes to the end of the match, no coach can teach that. It's a matter of self-inspiration and the desire to be different. You can saw we are going to play 4-4-2 but the players have to be fit really at the end of the day. It's everybody in the team that plays his part. When a good institution is run down by a bad CEO, members in the team have to bear the blame too because along the line everyone has a fault. The truth is everyone in the team has a part to play.

bore the cost. At that time, the argument we always had was who are the people Understanding the Public managing this thing. Are Private Partnership model in they reporting back all the Lagos State money they collect? But I think in some parts, the there was no serious process is not sufficiently argument that a part of those well understood. Let me give proceeds were going into you the example of the maintaining the roads. If you recent power privatisation travel on that road, as I did process. At the bid opening then, you would always see ceremony, some people had some repair work going on, drawn the conclusion that and immediately we certain statements that were removed the toll, the road made meant that 'Mr A or B' has become a shadow of had won the bid. That is not itself. The clear distance my understanding. The between light and day is the process still requires that a toll road on Lekki-Epe preferred bidder and a expressway now where reserved bidder should be journey time has reduced announced, and then and costs are shared. Lives negotiations will start with are saved as against the the preferred bidder. If it helplessness we have on the succeeds then there's a final Lagos- Ibadan express road What is unique about Fashola's concession agreement. If where a forty minute leadership style? negotiations fail, you call on journey can take six hours. Is the reserved bidder. These Well, you see, I don't think that cheaper? So those are there's anything about me. I are some of the things that I the kind of expositions that I would like to see more think you must ask the hope that people will have, a understanding about. I hope better understanding that if people who have allowed there would be a better me to lead them. For me, it you pay for something understanding of the need has been a tremendous gradually overtime, it's for shared responsibility in privilege. The only thing I better than paying for it at the development of public can say is that I take myself once. It enriches the infrastructure. What do I very seriously. If there is a economy. It's the similitude mean by this? If you have a (if you like that word) of the job to be done, you do it system where only a few with all your heart, all your way we should finance people pay taxes, it means might, your passion. Once houses. That is why we are that it is only the few that you have given your best driving a policy called Lagos will carry the rest. Some in and your conscience is Homes, so that people can discharged, I am always able fact are obliged to pay taxes pay for their homes graduto move on, that I have given because they earn income ally over the course of their but they hide beneath the it my best. It's possible that working life instead of radar and therefore it's not my best just wasn't good trying to buy a house once. sustainable. For example enough and somebody else Once you are under only one person cannot bear obligation to buy a house may come with less effort the burden of sustaining all and do it better than I did once, you are a desperate the members of the family and improve on my result. person and if you are a nuclear and extended. But if desperate person, you These things are always after you have done your bit, become vulnerable; if you relative. As to criticism, every Nigerian who wants to everyone else plays their are vulnerable, your part it will be easier. For be honest with himself threshold to resist corrupexample, it is proper to toll knows that at the heart of it tion is lowered. That's why I all, our people want progress roads whether you pay taxes said corruption is the fever or not. I have heard that and some of the questions that comes from infection argument that there should that they can't ask openly, with the malaria parasite, they identify with it when it be no toll roads because we rather than the malaria pay taxes. That is not what is parasite itself. is asked publicly. They happening in other parts of connect with it because it the world that we want to be represents their hidden values. They connect with it like. So everyone contributes CBN'S Monetary policy and the reluctance of Nigerian Banks a little by use. If you don't because it represents what to grant long term finance use the road, you don't pay. they expect. Sometimes we If you use the road you pay. Well, CBN's policy is not a are in situations where we It is more equitable, as it policy that is cast in stone. It don't think it is politically is not a policy that lasts right to say what is right. But distributes the cost of that forever. We have seen for me, it is very clear to me road over time in a fairer interest rate come down at that if law and order reigns, way. Even look at what has times to 10% or 11%, it many more people will have happened to some of our major roads, Lagos-Ibadan moved at one time to 15%. a chance to progress, and We also had a policy where that if lawlessness prevails, it express road, Benin-Ore. There used to be toll plazas there was no lending beyond will benefit a few but many on those roads and we all 180 days before. Today as a more people will be short-

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changed.

government, we have a 7year loan. So we are moving on. At one time it was impossible for any bank to lend you money for more than 180 days or at most 360 days. They now do 3 years, 5 years and 7 years. Indeed, there will be reservations about the CBN policy. As with every policy, even mine, people would disagree that we have not chosen the best method and that is subjective. But the question is: is the CBN responding? Yes, and that is very important. It is government responding to realities that it sees. It sees excess liquidity, inflation and it decides to target A, hoping to get B. It may well have been that it should have tried C. So, those policies will never be cast in stone. Clearly, the policy that reduces the lending rate and increases the amount you get for saving money in my view will be much more productive for this country. If am getting 10% for depositing money in the bank, there's no incentive to me to open a factory, if I can get 10% return for depositing in the bank.

His role model Honestly speaking, it's impossible to say it's one person, but I would first of all say my parents because I learnt so much from them: being self -reliant, being able to do things you ask other people to do, never being afraid to work hard against the odds. Of course, I have passed through so many people too, my teachers, friends and my former employers who moulded my character. In many ways, I am a product of many models.

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PROFILE OF BABATUNDE FASHOLA SAN EXECUTIVE GOVERNOR, LAGOS STATE

or the mandatory National Youth Service Corps [NYSC] programme [1988-1989], he served in Benin, Edo State. He then embarked on a flourishing fifteen-year private legal practice which saw him acquire appreciable expertise and vast experience in such areas as Litigation, Intellectual Property [registration of trademarks], Commercial Law, as well as Mergers, Acquisitions, Right of Issues, Ownership of Shares and Equity of Corporation. In the course of his distinguished legal career at Sofunde, Osakwe, Ogundipe and Belgore; the law firm of K.O.Tinubu & Company and as Managing Partner and Lead Counsel, Babatunde Raji Fashola successfully pleaded many cases at High Courts, the Court of Appeal and the Supreme Court. He was elevated to the class of Nigeriaâ&#x20AC;&#x2122;s Elite Lawyers in August 2004 when he was conferred with the rank of Senior Advocate of Nigeria [SAN], the nation's highest legal distinction and honour for lawyers. He was appointed Chief of Staff by the former Lagos Governor, Asiwaju Bola Ahmed Tinubu whom he later succeeded in office and served from August 16, 2002 to November 6, 2006, during which time he was an

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integral part of that governmentâ&#x20AC;&#x2122;s leadership structure. With the experiences he garnered, he resigned voluntarily to contest for the highest office in Lagos State under the platform of the Action Congress [AC] Party, later the Action Congress of Nigeria, which later in union with two other prominent parties, formed the grand All Progressives Congress (APC) party. Since his election to the office of Governor of Lagos State in 2007, Mr. Babatunde Raji Fashola, SAN has demonstrated a commitment to excellence in public service and uncommon commitment to his avowed pledge to lead the change that would transform Lagos into Africa's model megacity. In an unequivocal acceptance of his style of governance and the positive impact it has had on their lives, Lagosians overwhelmingly re-elected him for another term of 4 (four) years with 82% of the total votes cast and the highest votes ever cast for any individual in a State in the electoral history of Nigeria. Both nationally and internationally, he is acclaimed as one of the bright hopes for the future of Nigeria; one of the very progressive Governors determined to reclaim Nigeria's past glories through competent and

transparent leadership. He has served in various Ad-hoc Committees of the Federal Government. He was a member of the Presidential Committee on the Review of Tariffs charged with the responsibilities of reviewing the current tariff structure and fiscal incentives in Nigeria, as well as the Chairman of the Governor's Forum Committees set up to formulate the Rules and Regulations guiding succession to leadership of the Forum and to review the Revenue Allocation Formula for Nigeria and make appropriate recommendations by which the State Governments will engage critical stakeholders towards finding an equitable revenue formula for the country. Governor Fashola is an ardent sportsman who loves playing and watching football. He also enjoys swimming, billiards, snooker, lawn tennis and squash. He belongs to a number of social clubs, notably the Eko and Ikoyi clubs, while he is the Patron of the Lagos Country Club by virtue of his position as the Governor. Mr Babatunde Fashola (SAN) is the recipient of the 2009 Yitzhak Rabin Centre for African Development Governor of the Decade for Peace Award as well as the 2010 Award of Excellence in Leadership of the Martin

Luther King Jnr. Foundation. He also bagged the 2009 Good Governance Award from the United Kingdombased African Business Magazine. Here in Nigeria, he is The Guardian, The Vanguard and The Sun newspapers' Man of The Year for 2009 among many other national accolades. Mr. Babatunde Raji Fashola (SAN) is married to Her Excellency, the First Lady of Lagos State, Dame Abimbola Emmanuella Fashola and they are blessed with children. The ESQ Award for Leadership & Governance in Africa is in honour of Mr Fashola's meritorious public service to Lagos State as well as her citizens and in recognition of his many contributions to the legal profession. He is without a doubt, a role model and a proper definition of what leadership in Africa should be. His invaluable contributions to the justice sector through innovative reforms and the development of court managed alternative dispute mechanisms is also well appreciated. To this magazine and the Committee, Lagos is leading the way in aligning Nigerian dispute resolution with global commercial realities, a major incentive for the commercial and industrial revolution which this state, and the country desperately

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Scenes at at the ESQ Nigerian Legal Awards 2014 held in Lagos, Nigeria and sponsored by MTN, Forte Oil Plc, Law Pavillion, Clean Bubble Laundry & Dry Cleaning, ĘťMo Dee and Asiri Ewa

TOLU ADEREMI: A YOUNG LAWYER WHO MADE PARTNER IN A BIG FIRM

N what analysts believe is a positive move towards revamping the quality of legal services in Nigeria and bringing a culture of work satisfaction and security in the mind of young lawyers, the major commercial law firms have in recent times admitted more young but deserving associates into partnerships. In a recent chat with the media, the Board of Partners of Perchstone & Graeys announced the admission of Tolulope Aderemi into its ranks. According to the spokesperson for the firm and the Managing Partner, Mr Osaro Eghiobamien SAN, the choice of Tolu was the result of a rigorous and transparent exercise and it continues a trend in the firm to pursue organic growth.

He commenced his career in commercial litigation in 2007 and has since been engaged in a number of landmark domestic and international energy transactions, litigations as well as energy/construction arbitration matters. He is a regular speaker at both local and international law and commercial conferences where he has delivered papers at the Section on Business Law (SBL) of the Nigerian Bar Association, International Chambers of Commerce (ICCYAF) Conference, London (2012), the 2013 Global Oil & Gas Professional Forum in Netherlands among others.

between a Nigerian entity and a South African investor; a $3.5million commercial arbitration between a State party and oil contractors; the construction of an Independent Power Project (IPP) 350KVA combined circle power plant located in Ogun State; the construction of a 450KVA of a gas circle power plant in the Calabar, Cross-Rivers State. Tolulope is an Associate member of the Chartered Institute of Arbitrators United Kingdom, and a Member of the Nigerian Bar Association, Young African Arbitrators, ICDR Young & International, and the Young Lawyers forum.

In his new role as partner, Tolu will continue as a key member of the firm's Dispute Resolution and Energy & Infrastructure Groups. “For its part, the Board of Partners is pleased to have Tolu join it at this promising time for Perchstone & Graeys.” “We are in no doubt that he is a valuable addition in this new leadership role and will be able to assist the firm build on its reputation and deepen its service delivery” the firm stated.

As an author, Tolu is a CoAuthor of “An Adroit and Quintessential Jurist”, Biography of Hon. Justice Pius Olayiwola Aderemi JSC CON, Legal Blitz, 2009. He also has several published Tolu, a budding Oil and Gas works in both Local and International Industry lawyer and International Arbitrator had his LLB at the Journals. Tolulope's recent work University of Ibadan (2005) experience includes: a Multiand was called to the billion dollar Oil acquisition Nigerian Bar in 2006 after of interests in an Oil Mining completing his mandatory Lease between a Nigerian one year programme at the Nigerian Law School, Abuja entity and a French investor; a $5.5billion commercial Campus. He had his postarbitration between a state graduate degree in Oil & party and an international Gas Law from the prestioil company; a $21million gious University of Aberdeen, Scotland in 2010. acquisition of interests in an Oil Prospecting License

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news

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SHELL CONCLUDES $600M NIGERIAN OIL FIELD DEAL

oyal Dutch Shell says it has completed the sale of its 30 per cent stake in Nigeria's onshore Oil Mining Lease 24 in the Eastern Niger Delta to Newcross Exploration and Production for $600m. French partner Total and Italy's Eni also sold their respective 10 per cent and five per cent stakes in OML 24 to Newcross, Shell said in a statement on Thursday. The Nigeria-based oil and gas exploration and Production Company will hold a total of 45 per cent in the field. Shell in October, said it had signed sales agreements for

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all the Nigerian oil assets it had put up for sale as part of a broad global cost-cutting drive. OML 24 produced on average of around 13,000 barrels of oil equivalent per day during the first half of 2014, the company explained.

40,000 barrels of oil equivalent per day through the existing Bonga floating production, storage and offloading facility. “This programme – on top of the ongoing Phase 2 drilling and after the start-up of Bonga North-West barely two months ago – further underlines our commitment to Nigeria and leadership in deep-water production,” Shell's Vice President Nigeria and Gabon, Mr. Markus Droll, said.

Early this month, Shell Nigeria Exploration and Production Company Limited announced plans to drill eight more wells in the Bonga field to help maximise deep-water production off Phase 3 is an expansion of the coast of Nigeria. the existing Bonga Main development and will involve drilling four oil This third phase of the producing and four water Bonga Main development is injection wells and the expected to add around drilling is expected to start

in 2015, according to the firm, adding that output from the new wells will be transported through existing pipelines to the FPSO facility. The facility has the capacity to produce more than 200,000 barrels of oil and 150 million standard cubic feet of gas a day. The Phase 3 work, according to the oil major, will be executed by several contractors including Nigerian companies that have developed deep-water expertise through the provision of similar services for SNEPCo.

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TAX ATTORNEY WILL ACCEPT BITCOIN PAYMENTS, BUT WON'T TAKE DIGITAL CURRENCY ON RETAINER

A NAIRA FALLS TO RECORD

LOW AS NIGERIA STOCKS DECLINE

he naira slumped to a record low and stocks retreated the most in the world before Nigeria's central bank meeting to review interest rates in Africa's biggest oil producer.

given the seeming futility of trying to keep the naira from depreciating,” Gareth Brickman, a Johannesburgbased Africa analyst at ETM, said in a note to clients.

Macro Picture The bank will give its The currency fell 1.2 percent decision on Nov. 25. Policy to 176 per dollar by 4:11 p.m. makers have left the Nov. 20, in Lagos, the benchmark rate unchanged commercial capital, a fourth since October 2011. Inflation day of declines. The slowed to 8.1 percent in Nigerian Stock Exchange All October from 8.3 percent the Share index (NGSEINDX) previous month. lost 2.1 percent to 33,428.76 in the worst performance “I don't think anything they among 93 primary indexes can do at this point would tracked by Bloomberg. significantly affect the naira,” Seun Olanipekun, an The Nigerian selloff came as analyst in Lagos at investors weighed potential Investment One Financial outcomes of an Organization Services Ltd., said by phone. of Petroleum Exporting “Everything hinges on oil Countries meeting next prices.” week, with Morgan Stanley saying a production cut The NSE all-share gauge looks increasingly likely. Nigeria is an OPEC member dropped 5.5 percent this week, the worst African and crude oil exports account for about 70 percent performer among global indexes tracked by of government revenue. Bloomberg. That almost erases last week's 6.5 percent Foreign reserves dropped 2 gain. percent this month as the Central Bank of Nigeria sold dollars to lenders to stem the “People have been taking profits based on their gains naira's slide. The regulator last week,” Ayodeji Ebo, may increase its key rate head of research at Afrinvest from 12 percent next week to West Africa Ltd. in Lagos, support the currency, according to ETM Analytics. said by phone. “What's responsible is the weak macro picture.” “Expectations are rising that the bank will throw in the towel and hike policy rates

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Michigan business and tax lawyer has announced that he will take Bitcoin payments from clients, but will not accept the digital currency on retainer.

market value on the day it was received. Then, when the Bitcoin payment is spent, “it's either a capital gain or a capital loss,” depending on the market value at that point.

The reason for the distinction is that Bitcoin is more like property than money, Donald Katz explains to MLive.com. He operates his own law firm in the Detroit metropolitan area.

Since the trading price of bitcoins can fluctuate considerably, Katz said he will not hold the digital currency as a retainer payment.

“It's like they pay you in property, not currency,” he said, explaining that the Bitcoin payment is valued, for tax purposes, at its fair-

A single bitcoin has traded for between $300 and $1,000 in recent years. As of Wednesday, its market price was about $375, the article notes.

FLORIDA STATE GUNMAN WAS A FORMER BIGLAW ASSOCIATE

he gunman who shot three people Nov. 20, at Florida State University in the United States has been identified as a lawyer who attended the school as an undergraduate, police told the Associated Press.

gunman as Myron May, who graduated from Florida State, according t the AP story. He graduated from Texas Tech University School of Law in 2009, TTU's office of communications and marketing confirmed to Texas Lawyer (sub. req.)

The gunman was shot and killed by campus police after shooting three people at the university's library. Tallahassee Police Chief Michael DeLeo identified the

May was a former associate at Andrews Kurth, the Houston Chronicle reports in a story noted by Above the Law. Andrews Kurth confirmed to the Chronicle

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Mexico, AP says. Abigail Taunton told AP that May had been staying at a guest house she owned and was planning to take the Florida bar exam in February.

FASHOLA APPROVES 4 APPOINTMENTS TO THE LAGOS JUDICIARY

Governor Babatunde Fashola of Lagos State, Nov. 19 May also worked at Kennard approved the appointment of four high court judges for Law in Houston, the the state. Houston Chronicle says. A The gunman was shot and Linkedin profile for a person killed by campus police after named Myron May lists This is contained in a shooting three people at the employment at Andrews statement issued by the university's library. Kurth from 2009 to 2011 and spokesperson for the Lagos Tallahassee Police Chief at Kennard Law from 2011 State Judiciary, Grace Alo. Michael DeLeo identified the to 2013. gunman as Myron May, who Ms. Alo said the newly graduated from Florida Taunton, who runs a foster appointed judges are Iyabo State, according t the AP home with her husband, Akinkugbe, Serifat Sonaike, story. He graduated from David, said she had known Abdulfattah Lawal and Texas Tech University School May since he was a teen and Abisoye Bashua. of Law in 2009, TTU's office “we're all just astounded.” of communications and marketing confirmed to Ms. Alo said that the Texas Lawyer (sub. req.) “He was well-liked, real approval followed the smart. He was having some recommendation of the financial issues and moved National Judicial Council May was a former associate back home and decided he'd headed by the Chief Justice at Andrews Kurth, the come back to Florida to of Nigeria, Justice Aloma Houston Chronicle reports work,” Taunton told AP. Mukhtar. in a story noted by Above “My heart's broken. In a the Law. Andrews Kurth million years I wouldn't confirmed to the Chronicle have thought he'd do that May had worked at the something like this. He was firm and was no longer struggling, having decided working there, but could not that what he was doing out release when his tenure there was not good. He had there began and ended. some issues and just decided he'd come home. He was One of the individuals shot struggling, like we all do, early Thursday was financially and otherwise.” hospitalized in critical condition and the other was David Taunton told Fox in fair condition, the Miami News that May seemed to be Herald reports. The third himself until he disappeared person was grazed by a of China Law Society, made Friday night after having bullet and treated at the the opening speech. Experts, dinner with his grandscene. mother. May did respond to legal professionals and frontline legal workers from Taunton's email, however, the Ministry of Commerce, May was licensed to practice saying that he was alright. Beijing Foreign Studies law in Texas and New University, Tsinghua University, China Petroleum & Chemical Corporation and several law firms discussed the topics of frontier problems of foreign direct investments (FDIs) in Africa, investment risks in Africa and opportunities and xperts from, China prosecutors and attorneys challenges in Sino-African Law Society and from more than 20 countries economic co-operation. the African Legal discussed practical experiAffairs Center of ences with a focus on Guo Qing, senior partner of King & Capital recently coAfrican law. King & Capital, conducted a hosted a seminar on Chinaspeech on how to identify Africa investment and trade Bao Shaokun, vice-president reliable partners, and law in Beijing. Judges,

KING & CAPITAL AND CHINA LAW SOCIETY HOST SEMINAR ON CHINA-AFRICA INVESTMENT & TRADE

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It said that the judges would be sworn-in on November 21. The News Agency of Nigeria (NAN) reports that the appointment brings to 54, the number of judges in the state judiciary. touched upon the research achievements and practical experiences of King & Capital's African Legal Affairs Center. While Sino-Africa economic co-operation is growing rapidly, it prevails that Chinese enterprises suffered great losses due to legal disputes in Africa. The serious shortage of Chinese legal professionals engaging in African legal affairs and practices triggers the conflict of high demand for legal service in Sino-African economic co-operation. The legal issues in SinoAfrican economic cooperation were discussed in the seminar, providing intelligence and practical support on promoting the development of Sino-African economic co-operation and implementation of the 461 Framework, which complies with the development trade of Sino-African economic cooperation and meets with the current legal needs of Sino-African economic co-

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“ACQUIRE MORE SUBJECT MATTER EXPERTISE”: KEY HIGHLIGHTS OF THE 2014 ESQ OIL AND GAS AGREEMENTS SCHOOL

t was four days of instruction, interaction, sharing and a hands-on experience as the final event on the 2014 ESQ Training Calendar, the Oil and Gas Agreements School took centre stage at the Civic Centre, Victoria Island in downtown Lagos from the 11th to the 14th of November. It brought together captains of industry, seasoned legal practitioners with wide industry practice in drafting, negotiating and closing oil and gas deals.

afforded an opportunity to learn, network as well as examine emerging trends in Nigeria's oil and gas sector and see first-hand how some of the nation's best lawyers are expanding the boundaries of our jurisprudence in order to ensure that their clients are assured maximum satisfaction and are empowered to develop the infrastructure crucial to securing the continued flow of the nation's lifeblood, placing the entire economy on a continued solid footing.

acquire more subject matter expertise – not expertise about the O & G law but about the O & G business itself. He concluded the session with an examination of key industry speak – from such basics as hydrocarbons and oil and gas itself to more complex concepts like STOIP and GIPP. One piece of advice from Mr Aye, park liability with the party who can bear the most risk.

Mr Aye also anchored the Tea Session where he examined Evolving Oil & Keynote speakers included Gas Fiscal Systems. Under Israel Aye, Managing Partner Israel Aye, a veteran of many this, he explained how at Sterling Partnership LP; oil and gas deals, kicked off conventionally, petroleum Nike Olafimihan, Head of proceedings on Tuesday exploration occurs on the morning with a general, Legal at Shell Nigeria; basis of concessions, leases insightful and at times witty or contracts granted by Donna Obaseki-Ogunaike, Senior Associate, Energy and Overview of Nigeria's government. TIP: Petroleum Industry. It was a Concessions have dropped Project Finance at Adepetu, crash course distilled and Caxton Martins Agbor & down the preference order simplified to aid even the Segun; Yemi Akisanya, for industry regulators most innocent of novices Principal, Adeyemiglobally. He emphasised the gets up to speed with the Akisanya Associates and a importance of keeping your inner workings, logic and veteran at Exxon Mobil eye on the ball when it where he was Head of Legal; register employed in this pertains to ring-fencing and often cloistered industry. Tunde Mayaki, Deputy consolidation – two common Three key takeaways from Managing Directorof Legal, practices among industry this course for lawyers are: – professionals. Supply & Chain i) historically, the bulk of Management & Regulatory dispute resolution in Nigeria Affairs at Addax Petroleum Dr Adeoye Adefulu in his has been about 'litigating the Nigeria; Aderemi session on Ownership of Oil matters' – arguments as to Ogunbanjo, Senior & Gas in Nigeria Associate, Energy Practice at form, type and technicalities. expounded on some of the ii) Oil and gas (O & G) Odunjinrin & Adefulu and most basic concepts of legal Dr. Adeoye Adefulu, also of contracts are hardly ruled by ownership under Nigerian Odujinrin & Adefulu where forms and precedents law. For example, do you he heads the Energy Practice because every transaction is know that the norm in different. Working from a Team, and doubled as the Nigeria where the template is usually an illcourse coordinator. government vests legal advised route to acquiring O ownership of land (state) & G drafting competence, For everyone involved, it and natural resources and; iii) lawyers need to

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(federal) in itself for the benefit of the nation generally runs against the tide of international trends? In some nations (for example, Argentina and Russia), the federating units exercise sole or joint ownership of natural resources within their jurisdictions. On the effect of international law, particularly the United Nations Convention on the Law of the Sea 1982 on offshore O & G exploration and production, the strict logic of such multilateral statutes have been overridden by political compromises enunciated as statutes (Australia in 1970) and judicial pronouncements (Nigeria in 2004). Also, the vexing questions of O & G fields that cross internationally recognised sea borders, which spun the evolution of joint development zones was examined as well as transfer in equity in Nigerian O & G firms, the Moni Pulo decision and the issue of acquiring the minister's consent were also examined. Nike Olafimihan kicked off Wednesday's sessions with an abridged examination of Petroleum Development Arrangements. Key highlights include the rarity of an Oil Mining Lease (OML) being held by one party due to the cost as well

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ALOMA MUKHTAR TAKES A BOW AS MAHMUD MOHAMMED STEPS IN AS NIGERIA'S NEW CHIEF JUSTICE Gifford, former Lord Mayor of the City of London, now the Chairman of the United Kingdom's (UK) Foreign & Commonwealth Office's Nigeria Emerging Capital Markets Task Force as well as senior executives at the Nigerian Stock Exchange. The exchange noted that the pact was a multi-year process with an initial operating period of two years. Speaking at a networking event at the British Residence in Ikoyi, Sir Gifford said that the effort, which is solely to the end of fostering continued trade and capital flows between the two countries, will be jointly coordinated by Britain and Nigeria, with him coordinating the London angle while former Chief Executive Officer of Access Bank and President of the National Council of The Nigerian Stock Exchange, Aigboje AIgImoukhuede will coordinate the Nigerian end. For his part, AigImoukhuede said he was glad to be part of the process of developing increased capital flows into the Nigerian capital market and that the agreement signalled Britain's vision of seeing Nigeria as a “value market” and “beyond fluctuating oil prices”. He also said the process will be private sector led, have

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growth targets and KPIs and that both exchanges will be forming select committees to aid the actualisation of their shared goals. The LSEG is “excited” about the opportunities that abound in Nigeria, said Mr Rathi. He opined that there were fewer exciting growth market stories globally than Nigeria, and the nation stood at the crossroads of becoming an international gateway to the wider African market.

The Senate on Tuesday confirmed the nomination of Justice Mahmud Mohammed as the Chief Justice of Nigeria (CJN). Earlier Senate Leader, Sen. Victor Ndoma-Egba, had activated Rule 40 of the Senate Standing Rule to commence the screening of the new Chief Justice. Mohammed was nominated by President Goodluck Jonathan last week in accordance with the recommendation of the National Judicial Council and will take over from the outgoing CJN Justice Aloma Mukhtar who retires tomorrow. Speaking during the screening, Justice Mohammed expressed opposition to the creation of special courts to try corruption cases.

and there is no reason why cases should last more than three months if the prosecutors do their job well.” On the agitation for the creation of constitutional courts, Justice Mohammed also said it is being practiced in French speaking countries of Africa because of their legal background which is entirely different from Nigeria's.

He said the Supreme Court has been discharging its responsibility effectively inspite of the additional responsibility of determining Mr Onyema said the governorship election agreement “provides an petitions saying, “let cases opportunity for the NSE to be decided in good time. It is go out and make more about discharging responsicompanies, especially large bility effectively. corporates, dual list on both On the prevalence of exchanges”. conflicting judgements by the courts, the new CJN also The Head of International blamed members of the Policy at the Law Society of “bench and the bar” saying: England and Wales, “The problem is with us. We He said prosecuting Nankunda Katangaza, said don't want cases to finish corruption cases does not the project was a “great” quickly. We don't tell our have anything to do with the one, and her organisation clients the truth even if they kinds of courts but the was looking forward to have a good case.” personnel manning them providing legal advice, and legal practitioners. expertise and policy He said judges too “are not guidance in conjunction with infallible, they can make its Nigerian partners. “I do not support the mistakes which can be creation of special corrupcured,” and also expressed tion courts. It is human The agreement follows the implementation, earlier this beings that manage the courts and no matter who year, of a new settlement process between the UK and you put there… It is the actual personnel that handle Nigeria, which made the cases,” he said. significantly more efficient the listing and trading of ordinary shares of Nigerian According to him, determincompanies listed in London, ing corruption cases as well as those of UK “depends on the prosecutors companies on the Nigerian and not the courts. I was a market. prosecutor for many years

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Israel Aye, a veteran of many oil and gas deals, kicked off proceedings on Tuesday morning with a general, insightful and at times witty Overview of Nigeria's Petroleum Industry. It was a crash course distilled and simplified to aid even the most innocent of novices gets up to speed with the inner workings, logic and register employed in this often cloistered industry. Three key takeaways from this course for lawyers are: – i) historically, the bulk of dispute resolution in Nigeria has been about 'litigating the Keynote speakers included matters' – arguments as to Israel Aye, Managing Partner form, type and technicalities. at Sterling Partnership LP; ii) Oil and gas (O & G) Nike Olafimihan, Head of contracts are hardly ruled by Legal at Shell Nigeria; forms and precedents Donna Obaseki-Ogunaike, because every transaction is Senior Associate, Energy and different. Working from a Project Finance at Adepetu, template is usually an illCaxton Martins Agbor & advised route to acquiring O Segun; Yemi Akisanya, & G drafting competence, Principal, Adeyemiand; iii) lawyers need to Akisanya Associates and a acquire more subject matter veteran at Exxon Mobil expertise – not expertise where he was Head of Legal; about the O & G law but Tunde Mayaki, Deputy about the O & G business Managing Directorof Legal, itself. He concluded the Supply & Chain session with an examination Management & Regulatory of key industry speak – from Affairs at Addax Petroleum such basics as hydrocarbons Nigeria; Aderemi and oil and gas itself to more Ogunbanjo, Senior complex concepts like STOIP Associate, Energy Practice at and GIPP. One piece of Odunjinrin & Adefulu and advice from Mr Aye, park Dr. Adeoye Adefulu, also of liability with the party who Odujinrin & Adefulu where can bear the most risk. he heads the Energy Practice Team, and doubled as the Mr Aye also anchored the course coordinator. Tea Session where he examined Evolving Oil & For everyone involved, it Gas Fiscal Systems. Under afforded an opportunity to this, he explained how learn, network as well as conventionally, petroleum examine emerging trends in exploration occurs on the Nigeria's oil and gas sector basis of concessions, leases and see first-hand how some or contracts granted by of the nation's best lawyers government. TIP: are expanding the Concessions have dropped boundaries of our down the preference order jurisprudence in order to for industry regulators ensure that their clients are globally. He emphasised the assured maximum importance of keeping your satisfaction and are eye on the ball when it empowered to develop the pertains to ring-fencing and infrastructure crucial to consolidation – two common securing the continued flow practices among industry of the nation's lifeblood, professionals. placing the entire economy on a continued solid footing. Dr Adeoye Adefulu in his t was four days of instruction, interaction, sharing and a hands-on experience as the final event on the 2014 ESQ Training Calendar, the Oil and Gas Agreements School took centre stage at the Civic Centre, Victoria Island in downtown Lagos from the 11th to the 14th of November. It brought together captains of industry, seasoned legal practitioners with wide industry practice in drafting, negotiating and closing oil and gas deals.

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session on Ownership of Oil & Gas in Nigeria expounded on some of the most basic concepts of legal ownership under Nigerian law. For example, do you know that the norm in Nigeria where the government vests legal ownership of land (state) and natural resources (federal) in itself for the benefit of the nation generally runs against the tide of international trends? In some nations (for example, Argentina and Russia), the federating units exercise sole or joint ownership of natural resources within their

jurisdictions. On the effect of international law, particularly the United Nations Convention on the Law of the Sea 1982 on offshore O & G exploration and production, the strict logic of such multilateral statutes have been overridden by political compromises enunciated as statutes (Australia in 1970) and judicial pronouncements (Nigeria in 2004). Also, the vexing questions of O & G fields that cross internationally recognised sea borders, which spun the evolution of joint

LAW SOCIETY HAILS NEW AGREEMENT BETWEEN LONDON AND NIGERIAN STOCK EXCHANGES

he Nigerian Stock Exchange (NSE) and the London Stock Exchange Group (LSEG) signed a capital market agreement at the United Kingdom Office on Trade and Investment's Emerging Capital event held at the Nigerian Stock Exchange, yesterday. According to an NSE statement, the objective of the agreement is to strengthen cooperation and promote mutual development between the two exchanges.

The agreement supports African companies seeking dual listings on the London and Lagos bourses. NSE's Chief Executive Officer (CEO), Oscar Onyema, as well as LSEG's Chief Of Staff and Head of International Development, Nikhil Rathi and Ibukun Adebayo, Co-Head of Emerging Markets and Head of Primary Markets at the LSEG were present and signatories at the signing ceremony. The agreement was also witnessed by Sir Roger

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opposition to the creation of special courts to try corruption cases. He said prosecuting corruption cases does not have anything to do with the kinds of courts but the personnel manning them and legal practitioners. “I do not support the creation of special corruption courts. It is human beings that manage the courts and no matter who you put there… It is the actual personnel that handle the cases,” he said. According to him, determining corruption cases “depends on the prosecutors and not the courts. I was a prosecutor for many years

AFRICAN PRIVATE EQUITY DEALS DOUBLE IN VALUE

HE VALUE of African private equity deals doubled during the first six months of 2014 to its highest level since the financial crisis, law firm Freshfields says. The poll by Freshfields Bruckhaus Deringer shows 15 deals worth $1.5bn (£931,000) were completed across the continent between New Year's Day and 30 June. Although the value is much lower than in other parts of the world – and smaller compared to its 2007 peak of $7.6bn – it

represents a 137 per cent increase on the $621m worth of deals clinched in the first half of 2013. Freshfields co-head of the global financial investors group David Higgins said: “There will be a few bumps in the road, like there always are in emerging markets. But while political risk in Africa remains, the situation gets easier as more deals are

SWEDISH COURT REFUSES TO REVOKE JULIAN ASSANGE'S ARREST WARRANT intrusion or other detriment entailed by the detention order," appellate judges wrote in Thursday's ruling. Assange rocketed to international fame when WikiLeaks began publishing secret government documents online. In August 2010, Swedish prosecutors issued an arrest warrant for Assange over the allegations of sexual assault from two female WikiLeaks volunteers. A Swedish appeals court Nov 20, denied WikiLeaks founder Julian Assange's latest request to dismiss an arrest warrant for alleged rape and molestation -- cases that he says are false and politically motivated. Assange, 43, has been living in London's Ecuadorian Embassy for more than two years to avoid extradition to Sweden, where prosecutors want to question him about 2010 allegations that he raped one woman and sexually molested another. Assange, who has not been charged, denies the allegations and says he fears

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Sweden would extradite him to the United States, where he could face the death penalty if he is charged and convicted of publishing government secrets through WikiLeaks. The Australia native has argued the warrant should be dismissed because, in part, Swedish authorities refuse to interview him at the Ecuadorian Embassy, thereby prolonging a preliminary investigation that he says should have concluded long ago. The appellate court on Thursday nodded to this argument,

agreeing that "the failure of the prosecutors to examine alternative avenues is not in line with their obligation ... to move the preliminary investigation forward." But it concluded that in balance, the arrest warrant must remain in effect because the crimes alleged are serious and because "there is a great risk that he will flee and thereby evade legal proceedings if the detention order is set aside." "In the view of the court of appeal, these circumstances mean that the reasons for detention still outweigh the

He turned himself in to London authorities the same year, and was remanded in custody.At the time, a judge ruled that he should be extradited to Sweden, and Assange launched a series of appeals that went all the way to the British Supreme Court. It denied his appeal. In June 2012, Assange fled to the Ecuadorian Embassy to seek asylum, which was granted in August of the same year. He's been living at the embassy in London since then.

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FOREIGN INVESTOR CALLS FOR PROBE INTO MINING LICENSES

SEC URGES ENTERTAINMENT INDUSTRY TO SEEK FUNDING FROM CAPITAL MARKET

foreign investor says there is a need for a forensic probe into the operations of the Geologial Survey Department and Mines Cadaster to root out possible corruption and wrong-doing in the awarding of prospecting licences.

“There is definitely something wrong in the Geological Survey Department because a lot of things are so irregular. Both local and foreign investors have had their prospecting licences cancelled for no justifiable reason. There is need for a thorough audit to ensure that awarding of licences is done transparSpeaking with Zambia ently and accountability. Reports before the news of the president's passing, Peter This would restore public and investor confidence,” he De Bode, a South African investor, said he applied for said. a prospecting licence early this year and he met all the De Bode said there were a lot application requirements, of scandals in the mining but his request has been sector and many of these pending. were as a result of corruption and irregularities in the awarding of prospecting De Bode said there were licences at the Geological some applications for Survey Department. Chinese companies that were lodged after his but these had been awarded prospecting licences. He said there must be no favouritism among foreign investors when awarding prospecting licences, adding that all foreign applicants must be treated the same unlike the status quo where the Chinese had dominated.

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Fragomen has opened an office in Kenya Global immigration law firm Fragomen has opened

capable of solving the nation's unemployment problems.

According to Oteh, “Our plan is to continue to leverage on the industry to teach our children the importance of savings. Since independence Nigeria has had world renowned entertainers. Nigeria is a Oteh made this known while nation that is grossly speaking at the 18th annual misunderstood but the conference of the Chartered entertainment industry has Institute of Stockbrokers continued to project a (CIS) with the theme, the positive image for the Capital Market: “The Key country. At the moment, the Catalyst to the Development entertainment industry of the Entertainment contributes 4.1 per cent to Industry in Nigeria.” the nation's gross domestic products (GDP), this tell you the potential of the industry She said the SEC has been if it is well funded. However, collaborating with the the industry faces a lot of Nigerian entertainment challenges.” industry to sensitise Nigerians on the importance of savings and investment. One of such challenges, she added, is the absence of regulation, which has If well-funded, she said, the resulted in a lot of selfindustry is capable providregulation in the sector. ing lots of jobs and is

He said the government must put in place a transparent but stringent system of monitoring the issuance of prospeting licences adding that corruption had blossomed at the Geological Survey Department because the director was abusing and a regional office in Kenya. 'Like other Fragomen offices, manipulating current procedures to his advantage. the Nairobi-based team is focused on providing quality, cost-effective immigration services to our clients and their needs in Kenya and across Africa,' Austin Fragopmen, chairman of the executive committee said.

OPENS IN KENYA mmigration law firm Fragomen has opened its latest office in Africa.

irector General of the Securities and Exchange Commission, Ms. Arunma Oteh, has stated that the funding challenge being faced by the entertainment industry in Nigeria can be resolved with long term capital from the stock market.

footprint,” said Pauline Mathewson, EMEA Managing Partner. “Following our soft opening in June, our local team is now fully integrated into Fragomen's robust immigration solutions and many of our worldwide clients are already enjoying on-the-ground services from Nairobi.”

“We opened the office in Kenya The firm operates in 19 for many reasons, most countries with more than 45 significantly to support our offices globally. clients already in the region and those adding this important location to their international

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ompanies looking to embrace the benefits of modern technology including computers, smart phones and tablets should implement employment policies that clearly regulate what employees may and may not do with the work tools provided to them.

Bowman Gilfillan: “Given the potential for abuse and confusion, the increasing use of technology in the workplace has necessitated that employers implement policies which clearly regulate behaviour.

that they should not have an expectation of privacy, and that the employer has the right to monitor their use of the work tools provided to them, including accessing communications.

working hours.”

“One of the ways of ensuring that work tools are only used for work-related This was the view by Shelley purposes is to include a clause in employees' Wilson, Partner at pancontracts informing them African corporate law firm

Although section 2 of the Regulation of Interception of Communication Related Information Act of 2002, South African Law, provides that an employer may not “In the knowledge that their intentionally intercept an employer may at any time employee's e-mail, excepmonitor their usage of work tions to the general prohibitools and intercept electronic tion are contained in sections communications, employees 5 and 6 of the Act. may be less likely to conduct personal activities during

Mrs Toyosi Alabi appointed Partner at Olaniwun Ajayi LP

Mrs Adekoya appointed as a member of the AILA advisory board

Introducing Our New Partner Olaniwun Ajayi LP Olaniwun Ajayi LP recently announced the admission of Toyosi Alabi into the partnership of the firm. Toyosi joined Olaniwun Ajayi LP as head of our Enterprise Practice in 2008 from a leading commercial law firm in Lagos where she specialised in intellectual property enforcement. Since joining the Firm, Toyosi has steered Olaniwun Ajayi LP's IP portfolio management and enforcement team, bringing to bear, her years of experience in defending proprietary interests. She also deploys her commercial experience in the management of interests in the Firm's entertainment law practice and private wealth. Toyosi had a stint as head of the strategic and operational

Banwo & Ighodalo walked away with the prestigious LAWIGS Law Firm of the Year Award at the Maiden Edition of the LAWIGS Awards 2014, held on Wednesday, 26th November 2014 at the NICON Luxury Hotel Abuja. Banwo & Ighodalo was ranked as: 'Exceptional' and the award not only recognizes the Firm's contribution to the advancement of the legal education in Nigeria, but also its outstanding

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unit of the Firm, during which period, she was instrumental to the reengineering of the Firm's operations and long range strategy. As Partner, Toyosi will combine her experience in the contentious and noncontentious areas of legal practice in IP, entertainment and leisure law and private wealth management. Toyosi graduated in Law, from the London School of Economics and Political Science, and in Arts, from Kings College, London. She is married with three children. With pride and pleasure, we introduce to you, Olatoyosi Alabi, our newest partner.

work in helping bright and motivated law students maximise their university opportunities by enhancing their academic achievements, confidence and career aspirations - through its Internship and specialty “B&I Suits” programmes. The Award was based on an extensive poll of in-house counsel, law students, and senior executives, who were asked to nominate the top law firms in Nigeria with which they are familiar.

LOG ON TO WWW.ESQLAW.NET FOR MORE LEGAL AND LAW FIRM NEWS

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American University, GCC Business Council, partners for the 2015 ESQ International Legal and Business School in Dubai and Abu Dhabi “Fostering Economic Development between Africa and the UAE”

The GCC Business Council is pleased to announce its strategic partnership with Legal Blitz Limited to host the ESQ International Legal and Business School in Dubai from the 25th of January till the 2nd of February 2015. The GCC Business Council is also strategically partnered with the American University in Dubai, which will serve as the host location for the workshops, lectures, and training. The GCC Business Council is the Middle East's premier professional networking organization that connects enterprises to export and grow their business in the Middle East with like-minded organizations worldwide. The ESQ Legal and training seminars has hosted many successful events in Nigeria, UK and US. The organisation also hosts the annual Nigerian Legal Awards and so many other events. "This historic event is part of our event portfolio known as the Dubai Investment Business Summit (DIBS). This event will introduce the ESQ International Legal and Business Training Series participants to the economic center of the Middle East, which is Dubai. It will present attendees the unique opportunity to explore the growing opportunities that the Middle East offers

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to African businesses. The training series will be specifically targeted and designed for the attendees who are interested in international business, economic, legal trends and developments within the Gulf Region and the Middle East" said Muhammed Abu Ali, Dean of the School of Management and Business at the American University. The ESQ International Legal and Business Training Series will consist of some, but not limited to the following: Media and Cultural Management in the Middle East Arabic Language Dubai Expo 2020 Presentation Logistics, Aviation, and Hospitality in the Middle East Presentations Dubai World Central/Al Maktoum International Airport Presentation Finance Training Workshop & Presentations o Dubai: Commercial and financial Hub in the Middle East o Banking in the Middle East and Introduction to Islamic Financing Legal Training ·Exploring the opportunities in the Middle East for African Investment Start-Up in the Middle East and Corporate Law ·Dispute Resolution in the Middle East Management in the Middle East ·Commercial Law/ Intellectual Property

Topics that will be covered will include but not limited to: ·Latest Trends in Cross Border Mergers and Acquisition ·Due Diligence in Cross Border M&A ·Special Management Training with the American University in Dubai ·Trends in Real Estate development and financing: Dubai as a case study ·Media and New age technology to advance contemporary businesses ·Latest advancement in sustainable technology and renewable energy with Masdar Institute ·Drafting International Commercial Agreements ·International Corporate law and Start-Up in the Middle East ·Arbitration and Alternative Dispute Resolution: The UAE as a case study ·Skills of a High Flying Business Manager and other management tips ·Shipping and Maritime Industry today ·International Real Estate Financing: Where is the money coming from and how can African governments/businesses tap into it? ·Managing Project Risks in the Oil and Gas Industry ·Advanced Hotel Investment and Asset Management ·Renewables' Place in a Technologically Changing Global Marketplace ·Renewable Energy Finance: Trends and Innovations There will be Presentations and Roundtable Discussions led by leading CEOs, Business Leaders in the UAE and AUD Professors on the following industry sectors: ·Energy/Power, Oil/Gas, Real Estate/Infrastructure, Maritime The school is uniquely designed to foster networking opportunities between and among professionals in the same industry and across

other industries, enabling participants to feel the pulse of what is happening in other relevant industries in conjunction with theirs equipping them with tools, practices, technologies, and processes, and ideas they probably were not aware of. The school is packed with informative lectures on legal trends, business, economics, and management. There will be visits to local and international companies, law firms, and institutions, and enjoyable excursions to landmarks in both cities. The programme will include technical sessions which will merge on-site training with strategic excursions to landmark industry facilities. The technical aspect of the training will focus on key issues surrounding Commercial Law, Maritime, Aviation and Logistics, Tourism and Hospitality, Arbitration, Intellectual Property, Real Estate, IT, Oil and Gas, Banking/International Financial Centers, and Consulates with practical tours of key establishments and case studies from across these key sectors of the Gulf region "We are excited at the opportunity to partner with the GCC Business Council and the American University in Dubai for this training. The entire package is sure to create an intellectual yet interesting balance of knowledge and fun. It will provide participants with a memorable and beneficial experience of real networking opportunities and insight into the working practices of various industries and enterprises in the Middle East. We look forward to an exciting two weeks of fun and learning in the UAE come January 2015" concluded Lere Fashola, CEO of Legal Blitz Limited.

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HIGHLIGHTS OF THE NOVEMBER UYO COMMUNIQUE OF THE NBA NATIONAL EXECUTIVE COMMITTEE

ising from a meeting of its National Executive Committee in Uyo, the Akwa Ibom state capital on Thursday the 13th of November, the Nigerian Bar Association touched on many hot button issues currently driving the political and legal discourse in the country at the moment. Here are the key highlights from the communiqué released to pressmen after the meeting. The Rivers' Judiciary The nation is going through several crises in some state judiciaries, chief among which is Rivers, where the current impasse over the appointment of a head of that state's bench is now approaching the one year mark. The NEC expressed “displeasure” over “the continued closure of all Courts in the Rivers State judiciary and the negative effect on members of the Nigerian Bar Association and the entire people of Rivers State.” It called for a speedy expedition of the issues affecting the contending parties – who have taken their quarrels to the courts.

as the attacks on two state judges. It said it would ensure that the NBA would ensure that all those arrested in connection with the attacks are promptly charged to Court and tried, while advising all politicians to desist from engaging or allowing their supporters to engage in any acts capable of adversely affecting the justice delivery system. Juducial Staff Strike The NEC said the NBA President would meet with the leadership of the Judiciary Staff Union of Nigeria [JUSUN], which suspended its industrial action in respect of constitutional breaches in respect of financial autonomy for the judiciary and has threatened to resume the strike action today, 19th November, 2014, in order to forestall a recurrence of the industrial action.

State of Legal Education in Nigeria In part, as a result of the public outcry that trailed the publication of the October 2014 Bar Final Examination by the Nigerian Law School, Ekiti the NEC called the 45% failure rate at the examinaEkiti is also going through tion “worrisome” and a its own judicial pangs. The NEC reviewed the report of validation of the “falling standard of legal education the Akintokunbo Oluwole in Nigeria.” The body said [3rd Vice President] fact the NBA would convene a finding committee on the legal education summit in attacks on judicial officers and property that resulted in 2015 to address what it perceives as “the issues of the eventual closure of all decline in the standard of courts in the state. It legal education in Nigeria condemned in strong terms and proffer solutions”. the attack on the Ado Ekiti High Court Complex as well 38 EsQlegal practice

In what may be viewed as a slight backtracking from their earlier comments, the NEC did request that the authorities at the Nigerian Law School “design the program in a manner that ensures feedback of student's appreciation of the program before the examinations”.

called on all political parties to apply due process and internal democracy to ensure a dispute free primary election process. It also charged the judiciary to determine any cases arising out of party primaries promptly, in accordance with the party bye laws and placing reliance on previous cases to ensure judicial certainty. It expressed its On national security, the reservations at the gaff filled NEC commented on the process surrounding the escalating Boko Haram distribution of the insurgency which has spun a Permanent Voters Cards worrying humanitarian (PVC) by the Independent crisis in the Wukari and National Electoral Mubi – in Admaamwa and Commission [INEC], calling Taraba – branches of the on the electoral body to Association, the Chibok girls ensure that voters are not – who have still not been disenfranchised. found and rescued by our security agencies and “alarming reports of It announced that the NBA desertion by Nigerians Committee on Voter security forces at a time Education and Mobilisation when the whole country is would be inaugurated to waiting hear positive results enable the Committee from the Nigerian Security commence work on forces”. It condemned the educating and mobilizing alleged ceasefire deal with voters for the forthcoming Boko Haram announced by national elections, and reiterated the NBA's the Federal Government, commitment to upholding which it called 'a mere the sanctity of the ballot box publicity stunt”. and the essence of Nigerian democracy. The NEC also had a word for the increasing spate of Finally, on the constitutional kidnapping incidents in the review process, the commitcountry, saying it had tee noted that the reached “an unacceptable level” in Nigeria. It would be Constitution of the Federal recalled that the profession Republic of Nigeria, is only just recovering from currently being reviewed the harrowing experience of and amended by the the recent kidnap and National Assembly, prerelease of the immediate past sented an opportunity for President of the NBA, Okey the NBA to engage the Wali SAN. National Assembly with a view to ensuring the inclusion of the views of The 2015 General Elections NBA in the proposed On the election process amendments to the already underway, the NEC Constitution. www.esqlaw.net

TRAINING CALENDAR FOR 2015 Date*

Seminar

Cost

Venue*

Segment

5 – 6 March

Loan Documentation School

150,000

Lagos

FINANCE/DRAFTING

24 –26 March

Mediation Advocacy School

150,000

Lagos

ADR

April

Power Contract Documentation School

150,000

Lagos

POWER/DRAFTING

5-7may

Mergers & Acquisition School

250,000

Lagos

FINANCE/DRAFTING

19-20 May

Oil & Gas Agreements School

150,000

Lagos

OIL & GAS/DRAFTING

23-26 June

Company Secretary/in-house School

250,000

Lagos

COMPANY SECREATRY

22-23 July

Negotiation & Dispute Resolution In Oil & Gas Sector

150,000

Port-harcourt

DISPUTE RESOLUTION

7- 9 October

Mediation Advocacy School

150,000

Abuja

ADR

11-12 October

Power Project Financing School

150,000

Abuja

PROJECT FINANCE

28-30 October

International Arbitration School

150,000

Esq Office

ADR

12-13 November

Advanced Loan Documentation School

150,000

Lagos

FINANCE

17-18 November

In-house School

150,000

Abuja

COMPLIANCE/ MGT

CONFERENCE CALENDAR FOR 2015 Date*

Conferences

Cost

Venue*

Segment

JUNE

Intellectual Property Conference

60,000

Lagos

APRIL

Energy/oil & Gas Summit

60,000

Lagos

ENERGY/OIL&GAS

11 AUGUST

Corporate Counsel Strategy Summit

60,000

Lagos

COMPLIANCE/MGT

ESQ NIGERIAN LEGAL AWARDS 2015 Date*

Award

Cost

Venue*

Segment

18 SEPTEMBER

ESQ NIGERIAN LEGAL AWARDS 2015

500,000 (Regular Table of 10)

Lagos

Awards

750,000 (Premium Table of 10) 75,000 (single Seat)

IN-HOUSE TRAINING FOR ORGANISATIONS* Date*

Seminar

Cost

Venue*

Segment

As requested

Advanced Negotiating Skills

To be discussed