Corporate Profile.cdr

S I N C O N R P O R C A T E D LAWYERS & BUSINESS ADVISORS.

SNC Incorporated is a full-service Energy, Natural Resources, Commercial and Dispute Resolution law firm with offices in Windhoek, Namibia. Equipped with international exposure and with local knowledge of the laws in Namibia, Southern Africa and the rest of Africa, we are uniquely placed to advise our clients. We advise International Corporations, Private Companies, Governments, Indigenous African Companies, State Owned Enterprises and Non-Governmental Organizations doing business in Africa across a range of industry sectors. With our comprehensive experience as a firm, combined with proven skills of our Lawyers and Consultants in key sectors such Energy, Natural Resources and Commercial, we are positioned to provide valuable legal and business advisory to our clients in Namibia and the rest of Africa. We also provide legal services to clients in Infrastructure, Telecommunications, Environment & Climate Change, Legal & Regulatory Compliance, Mergers & Acquisitions and Labour & Employment. We are client-centric, committed to excellence and our aim is to help those businesses doing business in Africa to grow, transform and excel. We always strive to exceed the expectations of our clients by providing them with practical solutions to the legal and regulatory challenges facing their businesses..

A Global View Our lawyers have an international exposure and a global overview of the energy, natural resources sector and commercial transactions. Expert Lawyers Our Lawyers are specialized in Energy, Natural Resources, and Commercial Transactions. They are also experts in various areas such as Corporate Commercial, Mergers & Acquisitions, Dispute Resolution, Labour & Employment. Client Focus We focus on the needs of our clients to ensure they get maximum value from our services. Local Knowledge Equipped with local knowledge and laws of the Namibia, Southern Africa and the rest of Africa, we are well positioned to advise our clients..

OUR TEAM. Atto r n e ys. 3. Shafimana Shimakeleni SENIOR ASSOCIATE LLB (Honours) (Namibia) LLM (Oil & Gas with Professional Skills) (United Kingdom) shafimana@sncl a w g r ou p .com.

Esther Kiangi ATTORNEY (CA) LLB (Honours) LLM (Oil Gas & Mining Law) (United Kingdom) esther@snclawgroup.com.

Mercy Nasilele ATTORNEY (CA) Dipl. (Arbitration & Dispute Reselution), LLB (Honours) (Namibia) mercy@snclawgroup.com.

Marcello Wakudumo LABOUR AND EMPLOYMENT ADVISOR B Ed, B Juris, LLB (Honours) (Namibia) marcello@snclawgroup.com.

OUR FOCUS AREAS. ENERGY The energy industry is a big and growing industry undergoing a rapid transformation in response to the new trends that are shaping the industry..

ENER G Y. Energy The energy industry is a big and growing industry undergoing a rapid transformation in response to new trends that are shaping the industry. The most compound and challenging decisions facing governments and companies globally is the growing energy demand, security of supply and of emphasis lately is the need to reduce greenhouse gas emissions. In Sub-Saharan Africa the challenge is energy access and it is estimated that 633 million people lack access to electricity. All these challenges make it a vital industry to service and one that requires advisers with sector knowledge. SNC Incorporated advises on the entire value chain of these assets, from licensing, construction, financing, operation, maintenance and eventually their disposal Power According to the ExxonMobil 2018 Outlook for Energy, Global energy demand will likely increase nearly by 25% in 2040 and Global electricity demand will rise by 60% between 2016 and 2040. All these developments will require industry experts to provide legal and business advisory. We advise governments, national electricity companies, corporates, suppliers and manufactures on: Power Purchase Agreements (PPA) Energy, emissions and carbon trading Carbon capture and storage Energy markets components such as generation, transmission, distribution and retail Electricity market regulation and liberalisation Power sector reforms Energy networks Energy trading Energy legislations and regulations Transactions before the Electricity/Energy Regulatory Authorities License transactions Drafting and negotiations of agreements related to energy Arrangement of energy investments Renewables And Clean Energy The reduction of carbon emissions is a target for many countries globally and this has led to renewable energy sources such as solar, offshore wind, hydro biomass, and biofuels becoming essential for the transition to clean energy.According to the ExxonMobil 2018 Outlook for Energy, among the most rapidly expanding energy supplies will be electricity from solar and wind, together growing by about 400%. All these factors will require legal and business advisers with knowledge of the industry. We advise on the entire value chain of these projects, from licensing, contracting, construction, financing, operation, maintenance and eventually their disposal. 5.

NATURAL RE S OURCES. Oil And Gas We advise governments, National Oil Companies (NOC’s), International Oil Companies (IOC’s), Independent petroleum companies and service companies on the entire oil and gas value chain from exploration, production, storage, transportation, marketing and selling of fuels and lubricants. We also advise on local content legislating, fiscal and petroleum legal regimes. Upstream The upstream sector involves the exploration and production of oil and gas. It is a unique sector that requires an in-depth understanding of business, legal and regulatory considerations prevailing in the industry. We advise and provide the below legal and business advisory services: Legal and business advisory to companies active in the petroleum upstream sector Legal, regulatory and business aspects of obtaining exploration and production licenses Exploration and production of hydrocarbons Confidentiality agreements and Non-Disclosure Agreements Buying and selling participating interests in petroleum licenses Buying and selling oil and gas producing assets Due diligence buying and selling Exploration and Production companies (E&P) Joint Operating Agreements (JOA) Farm-in Agreements / Farm-out Agreements Drilling Agreements Areas of Mutual interest Agreements Joint Study Agreements Joint Bidding Agreements Seismic Acquisition & Interpretation Contracts Disposal and sale of hydrocarbons Data Exchange Agreements Accounting Procedures Well Services contracts Lifting Agreements Midstream Between the upstream (exploration and production) and the downstream (refining and marketing oil products) is the midstream which entails pipelines, transportation and storage. We advise and provide the below legal and business advisory services: Building, operating and leasing of natural gas pipelines Pipeline construction contracts Pipeline operation contracts Fuel transportation agreements Liquified Natural Gas (LNG) carriers 6.

Downstream The downstream sector entails the refining and marketing of petroleum and petrochemicals products. There is a lot of downstream activities in Africa where refined petroleum products are sold to various countries and that requires industry advisers. We advise and provide the below legal and business advisory services: Sale of petroleum products Fuel supply agreements Retailer dealer agreements Throughput agreements Sale of crude oil Liquified Natural Gas (LNG) Countries with plenty of natural gas liquefy it and ship it by sea to markets across the World. The demand for natural gas is high because gas fired electricity generation is low carbon and an alternative to other fossil fuels source of power generation. We advise throughout the entire LNG supply chain, from liquefication to transportation, shipping and through to regasification in respect of both onshore and offshore projects. In addition, we advise and provide the following services: LNG Sale and Purchase Agreements LNG Facility Use Agreements Mining And Metals We advise governments, international mining companies, local mining companies and metals companies throughout the value chain of mining operations from acquisition, financing, expansion and disposal. We provide the below legal and business advisory services: Legal and business advisory in respect of regulations and legal procedures regarding mining exploration Mining sector agreements Licensing and renewals Minerals trade Legal and regulatory requirements in the mining and metals sector Due diligence on behalf of investors Investment facilitation and trading of precious minerals Environment And Climate Change We advise governments, international bodies and companies on climate change and environmental regulatory compliance issues. The firm advises on broad areas of environmental law and represents both public and private entities as well as governments. In addition, we advise and provide the following services: Legal and business advisory on environmental law matters Environmental Impact Assessments (EIA) Reports Climate change policies and international instruments Environment, health and safety laws at national, regional and international level.

CORPORATE & COMMERCIAL. CORPORATE COMMERCIAL We understand that the profitability, productivity and corporate risk of most companies is determined by the commercial agreements executed by those companies. We help our clients achieve their targets and strategic objectives by providing cost effective commercially sound legal and business advisory. We provide advice and legal solutions on all types of commercial transactions to private corporations, state corporations, governments as well as small and medium-sized businesses in areas such as: Drafting, negotiating and reviewing all forms of commercial and business contracts Business sales and purchases Due diligence investigations Joint Ventures and Takeovers Mergers & Acquisitions Trade Agreements Corporate formations, restructuring and regulation Commercial advisory in general Corporate governance and compliance Market entry Mergers & Acquisitions We advise on the full range of commercial and business transactions such as public acquisitions, private equity transactions, joint ventures, unbundling’s and other transactions including public and private mergers and acquisitions. We represent various parties in transactions such as purchasers, sellers, private equity investors, financiers, financial advisers, directors and shareholders. Infrastructure & Commercial Transactions Africa is on an industrialization drive with many infrastructure projects all over the continent. This development requires legal and business advisers with sector knowledge. We advise, draft and negotiate agreements in infrastructure developments such as buildings, communications networks and roads. We also advise on construction and other service contracts relating to oil and gas infrastructure using LOGIS, FIDIC and other common industry forms. We further advise on contractual matters relating to the decommissioning of offshore installations and pipelines..

Telecommunications We advise Governments, Regulatory Bodies, Telecommunications Operators, Non-profit and private clients throughout Namibia and the rest of Africa on telecommunication infrastructure transactions and regulatory matters. We provide the below legal and business advisory services: Evaluating and Negotiating proposed leases, license franchises and other agreements for public agencies and private clients such as; Tower Use Agreements Tower Sharing Agreements Ground leases Rooftop leases and Management Agreements Assignments and Subleases Pole Attachment Agreements Master licenses and Franchise Agreements Evaluating and Negotiating proposed leases, license franchises and other agreements for public agencies and private clients such as; Advise on regulatory matters such as access, interconnection, licensing and tariffs. Legal And Regulatory Compliance We have expertise and experience in providing advice to clients on legal and regulatory compliance. We advise on matters related to bribery, anti-corruption, due diligence, fraud and financial crimes. We extensively advise foreign companies or clients engaged in international transactions and conducting businesses in Namibia on the applicable laws and their compliance thereof..

DISPUTE RE S O L UTIONS. Dispute Resolution We advise local and state corporations, international corporations, financial institutions, regulatory bodies, individual entrepreneurs and partnerships in respect of a wide range of commercial and business disputes. We focus on helping clients to avoid disputes before taking action and to manage risk in their businesses. We represent and advise on all aspects of commercial litigation and dispute resolution, including: Drafting and advising on dispute resolution clauses in commercial agreements Representing clients in all aspects of local and international arbitrations Advising on the appointment of arbitrators, arbitral fora and arbitration rules Advising on alternative dispute resolution processes such as mediation, conciliation and arbitration Advising on and representing clients in settlement negotiations Furnishing legal and business opinions to clients on all aspects of dispute resolution Assisting clients with administrative appeals and reviews in relation to decisions from administrative and regulatory bodies Representing clients in courts, regulatory tribunals and hearings Labour & Employment We act in, and advise businesses in their labour and employment matters from hiring to advising on strategic and operational issues and to management and resolution of disputes. We are proactive when acting in and advising our clients to ensure we minimize risks and avoid potential employment matters liabilities. We advise across the full spectrum of labour and employment matters, including: Drafting and negotiating safe employment agreements and work place policies Labour disputes Employee benefits and compensation Immigration, including employment of expatriates and setting up contractual arrangements Industrial actions and dealing with trade unions Unfair labour practices, dismissals, litigation and regulatory compliance.

SOME OF OUR CURRENT & PREVIOUS CLIENTS.

snclawgroup.com. +264 61 303 111. info@snclawgroup.com.