Solicitors governing body: Uganda Law Society
Financial regulator: Capital Markets Authority (CMA)
IFLR1000 ranking categories:
Financial and corporate (published October) - Financial and corporate
Energy and infrastructure (published June) - Energy and infrastructure
Uganda was a protectorate of the British Empire until 1962. The country is a member state of the Commonwealth of Nations, and alongside Swahili, English is an official language. The Republic of Uganda’s legal system is based on English Common Law, and is also influenced by African customary law.
The Uganda Law Society is a member of the East Africa Law Society, which allows for advocates of the courts of Kenya, Tanzania, Rwanda or Burundi to practice in Uganda. The nations are considering the adoption of a common legal system in the near future, as well as a shared currency.
There are currently no other agreements that allow foreign nationals to practice in Uganda, however foreign firms are allowed to practice as long as they have local lawyers. Rather than establish their own offices in Kampala, the capital and legal hub, international firms and networks have so far been inclined to establish connections with local firms.
The most notable associations are AF Mpanga of the Bowman Gilfillan Africa Group, MMAKS of the Africa Legal Network and Sebalu & Lule of the DLA Piper Africa Group. A recent development saw Shonubi Musoke & Co form an official alliance with Norton Rose Fulbright.
Following the recent discovery of oil, and recent agreements to begin its removal, there is a lot of work due to come into the East African jurisdiction in the coming years and a lot of large projects in the pipeline. Most of the work for these projects is likely to be handled by large English firms with an African presence, while local teams are contracted for the local aspects.
John Crabb - Journalist - EMEA
AF Mpanga - the Ugandan member of both the Bowmans and Lex Mundi - is particularly active in financing, tending to work on the lender side.
In early 2016, the firm lost active partner Julius Musoke, who left to establish his own firm, Mukumbya Musoke Advocates, an energy and infrastructure projects boutique.
A client from the energy sector, which the firm assisted with a power purchase agreement, was satisfied with the level of service provided: “The partners handled the project in a professional manner, they were prompt in responding to our queries and drafting the legal documents.” Another client, again working with the firm in project finance, was pleased with its ability to handle the cross border elements of its case; both clients recommended partner William Kasozi.
Recent work for the firm in the energy and infrastructure sectors has included advising on financing small hydro power projects under the country’s GET FiT (feed-in tariff) programme. Advising the banks, the firm worked on Muvumbe Hydro Power Station, Karuma Hydro Power Station, Mahoma Mini Hydro Power Station and Achwa Hydro Power.
The Ugandan arm of pan-African firm ENSafrica continues to grow in size and stature this year, presenting several impressive energy and infrastructure mandates. In a jurisdiction where firms do not tend to over-specialise, the team is active in energy, mining, oil and gas, transport, utilities and social infrastructure. The firm was particularly active in the last year working with the government on the redevelopment of the country’s road network.
One project finance client working in the oil and gas sector endorses the team. “High level of professionalism, quick turnaround of results and very knowledgeable team, displaying a high level of innovation,” they say.
Notable work from the last year includes advice given to the Government of Uganda in connection with the review of all ongoing contracts for work, services and land acquisition in the road sector. The firm’s other notable work is confidential.
Sebalu & Lule, DLA Piper’s associate firm in Uganda, is prominent inenergy and infrastructure, working on some of the largest projects - both active and planned - in the country. The firm is involved in the GET FiT (feed-in tariff) program, advising on the development of several renewable power plants.
One client, which the firm advised on a power purchase agreement, says: “They are very grounded in their ability to provide comprehensive advice that touches on all aspects of a transaction. They are highly accessible, have depth of talent and through their network can handle cross border elements.” Practice head Nicholas Ecimu, is described as, “very knowledgeable in this area, and is very responsive”.
A particularly interesting project that the firm is working on sees them advising China Harbour Engineering Company in its negotiations with the government in relation to the development of a standard gauge railway line; Uganda’s largest infrastructure project to date. Other work includes advising project developers and sponsors with the development of several photovoltaic power stations around the country.
Shonubi Musoke & Co, which recently entered into a formal association with Norton Rose Fulbright, has one of the most revered energy and infrastructure offerings in Uganda. Following the local trend, the firm worked on several renewable power projects over the last year, and was also active in the mining, telecoms, infrastructure and oil and gas sectors.
The firm worked on some impressive mandates by local standards. The most notable was advising the China Export & Import Bank on financing the development of the 183MW Isimba hydro power project. Another large hydro-project that the firm worked on was the 600MW Karuma hydro power project, where it advised Umeme Uganda. Other notable projects include the Sikulu phosphates and steel project, and work relating to expanding the capital’s international airport.
Independent project development specialist ABMAK is a growing presence in the Ugandan legal market, and is actively involved in some of the country’s most important projects; including a significant role in the well publicised $4 billion Ugandan oil refinery project. The firm tends to focus on transactional and regulatory matters, largely in the oil and gas, mining, energy and infrastructure sectors, and is particularly adept in tax. Within the scope of financial and corporate law, the firm works on due diligence, securitisation, corporate set up and M&A.
The team is not linked to any international networks instead choosing to remain independent, and boasts partners qualified in Tanzania and New York among its ranks. The firm recruited UK trained commercial lawyer Aisha Naiga Kiwola from cross town rival Kampala Associated Advocates to further bolster the partnership.
Transactional evidence includes work for Guangzhou DongSong Energy Group Company in connection with the land access and acquisition strategy for the Sukulu Carbonatite Polymetallic Mineral Development project, including the financing agreements. The firm also represented Africa Renewable Energy Fund and Pac as sponsors of the Achwa Hydro Power Projects 1 & 2, assisting with all project documents including the power purchase agreement (PPA).
In M&A the firm acted as legal adviser to a Lebanese telecom company, Africell Holdings, with its acquisition of Orange’s Ugandan subsidiary, Orange Uganda.
AF Mpanga is the Ugandan affiliate member of pan-African firm Bowmans, a network of firms active in Madagascar and Kenya, headquartered in South Africa, and also maintaining a number of close relationship firms elsewhere in Sub-Saharan Africa. As with all networks the firm has access to a number of benefits including referrals, technology and secondment programmes, and AF Mpanga also has close ties with numerous international firms across the globe. The team is strong in banking and finance and corporate commercial law, working for local and international financial institutions, private equity funds, manufacturers and industrialists, oil companies, investors and NGOs.
The firm suffered a setback in March 2016 as partner Julius Musoke left the team to establish his own firm in Kampala. A specialist in banking and project finance, particularly in the energy and infrastructure sectors, Musoke was an integral part of the team and led on many of the firm’s most important transactions over the last four years. The firm has not appointed a direct replacement, but did hire Jacqueline Lule, a barrister who will serve as counsel for banking and corporate commercial among other practice areas, from 1MCB Chamber in London.
Banking and finance highlights include working with Sri Lanka based banks Hatton National Bank and the Bank of Ceylon as lenders for a loan facility extended to Muvumbe Hydro Uganda to finance all aspects of a 6.5MW power generation facility. The firm also advised Eaton Towers Uganda as borrowers in connection with a loan facility extended by the IFC and Stanbic Bank Uganda to finance the acquisition of Uganda Towers.
In M&A the team represented Cipla in its acquisition of a majority stake in Quality Chemicals, helping with due diligence, tax and transactional documentation. Another transaction saw the firm act for African Queen in connection to an investment into the company by private equity investor Ascent Capital.
Since merging with Synergy Solicitors in 2014, ENSafrica has become a significant member of the Ugandan legal community and has been involved in a number of important transactions over the last two years. The four partner team is active in banking and project finance, capital markets, corporate and M&A, restructuring and insolvency law, and boasts a number of impressive clients across the country, and the wider region. As a fully-fledged member of ENSafrica, the team has access to its seamless one firm approach across 15 offices in seven countries in Sub-Saharan Africa, including a new premises in Ghana that opened in 2016.
This year the firm was involved in helping to develop the regulatory and supervisory framework for Islamic banking and microfinance in the jurisdiction, working for the Central Bank of Uganda on all aspects of the first phase of implementation, and continued work on the second phase.
Working for Nedbank the firm advised on a multi-currency revolving loan facility extended to the ETG Group, guaranteed by the Export Trading Company.
The firm also advised Standard Chartered restructure an existing $30 million loan facility that was previously advanced to construction company the Spencon Group, and guaranteed by GuarantCo, as well as the structuring and application of additional project financing for various projects in Tanzania.
Corporate and commercial law firm Kigozi Ssempala Mukasa Obonyo (KSMO Advocates) is an active firm in the Ugandan market that focusses on servicing businesses looking to operate in the region. The firm has recently moved to develop its banking and practice department, including project, structured and real estate finance, to complement its expertise in the areas of corporate M&A, private equity, capital markets, securitisation, financial services regulatory and restructuring and insolvency.
Bolstering the banking and finance team is Kefa Kuteesa Nsubuga, who was recruited to the partnership from Ecobank Uganda. Commercial lawyer Charlotte Kukundakwe was also promoted to partner in 2016.
A client, a general counsel at a regional bank, says that the firm “provides timeous, reliable, professional and sound legal advice, that adds value to our business”, and praises Richard Caesar Obonyo’s “attention to detail”.
Transactional highlights include assisting Chime Inc with the establishment of its e-money remittance business, working on the regulatory and legal framework in what is the first arrangement of its kind in Uganda.
The firm worked for KCB Bank Uganda in connection with its securitisation lending, and also DFCU Bank with its securitisation, extended to an industrial client.
With an eight strong corporate team, and six in the banking and finance department, MMAKS Advocates is arguably the largest firm in Uganda for financial and corporate work. The firm is the local member of the continent spanning African Legal Network (ALN), allowing it access to a wide range of resources. An area of expertise is large scale financings and the firm was involved in a number over the last 12 months, syndicated financing is a particular strength. Hydro and solar power projects are a particularly active sector for the team.
The firm’s transactional highlight is in the banking and finance sector, advising the Standard Bank of South Africa and Stanbic Bank Uganda as global coordinators in connection with a multi-currency syndicated financing facility extended to MTN Uganda. The transaction saw the firm carry out due diligence on the borrower, assist with English law and review the finance documentation in what has been described as the third largest financing by Ugandan banks.
Elsewhere in financing the firm represented Nederlandse Financierings-Maatschappij Voor Ontwikkelingslanden and the Finnish Fund for International Cooperation as lenders in respect of the financing extended to The New Forests Company, a Ugandan forestry enterprise, to fund the expansion of its forestry operations, for working capital support and for its capital expenditure.
In M&A the firm acted for TBH Holdings, a local telecoms company, in connection with the proposed sale of a majority stake to Dentsu Aegis Network, a multinational media and digital marketing communications based out of London.
Onyango & Co Advocates has a notable team in the financial and corporate space.
In the corporate and M&A area the firm advised the Kenya High Commission with its purchase of a chancery in Uganda, as well as assisting with the restructuring of its operations and third party agreements with private companies in the country.
In the financial regulatory space the firm provided legal counsel to Freedom House in relation to all of the relevant regulatory and compliance issues under Ugandan law.
OSH Advocates is making significant gains in the areas of corporate finance and with banking transactions, the sectors that the firm covers include manufacturing, oil and gas, environmental, renewable energy, power and real estate.
In projects the firm worked for Transroad Uganda and Resident Plaza, where it negotiated with several financiers, both long and short term, and assisted with the final structure of the financial transaction for a real estate development in Kampala.
In the corporate and M&A space the firm advised on a joint venture bid for a legacy oils solid waste treatment and site acquisition, and provided legal counsel in relation to an acquisition of over 25,000 acres in Northern Uganda.
In the restructuring and insolvency space the firm represented and advised a bank on contentious insolvency work, by enforcing the sale of securities in order to recover outstanding loans.
Sebalu & Lule is the Ugandan member law firm of the DLA Piper Africa Group, and as such has all of the benefits that an association with a firm of its size and stature allows. The firm has taken advantage of the network and worked on a number of cross border transactions with several of the firm’s international offices.
The firm recently moved in to its own custom built office, showing its ambition and willingness to expand into the market, and recently won the right to exclusively represent Uganda Breweries and the Bank of Uganda.
“The firm is very knowledgeable. They provide timely and relevant advisory support and best of all, even give complimentary training seminars.” According to one client working with the team on a bond note issuance, from a local bank.
In banking and finance the team acted for a Japanese financial institution and export credit agency on a multi-million dollar loan facility extended to the borrower.
A project finance deal saw the firm represent a development bank in connection with a run of the river hydropower plant.
On the capital markets side the firm worked on a stock exchange de-mutualisation deal that remains confidential
In M&A the firm acted for a downstream petroleum company in connection with its proposed acquisition of a Mauritian based holding company with subsidiaries in various countries, including Uganda.
Top ranked full service firm Shonubi Musoke & Co is one of the largest firms in Uganda, and one of its best in the financial and corporate area. The core of the 24 strong team practices corporate and commercial law, banking and finance and energy and infrastructure, as well as litigation and dispute resolution. Regular clients include multiple major airlines, local banks, international lenders and development financiers.
The firm has a working association with global player Norton Rose Fulbright, and takes full advantage of the benefits that its network has to offer, including a secondment programme that will see as many as ten junior lawyers posted abroad during 2016. As well as this affiliation, the firm has a working relationship with Zimbabwean firm Godlonton & Gerrans and a branch office in Burundi, although tension in the country has led to reduced activity.
An area of growth for the firm is for the banking and finance practice, where they foresee growth opportunities in project and infrastructure finance. An example of this is work for telecommunications company MTN Uganda in connection with the multi-currency loan facility extended by Standard Chartered Bank, Stanbic Bank Uganda and Citibank Europe. This loan was significant in that it was very large in terms of the market, and shows renewed confidence in the Ugandan financial services sector.
In M&A the firm represented the Exim Bank Tanzania in connection with its acquisition of a majority stake in Imperial Bank Uganda, and the related sale of the Imperial Bank Kenya, its parent company, to avoid liquidation as a result of the transaction.
In the energy sector the firm represented Elgon Hydro Siti as borrower, and DI Frontier Market Energy & Carbon Fund as sponsor, in respect of a facility loan from Dutch development bank FMO for the construction of a hydro power project.