PORTS, TERMINALS AND LOGISTICS CORRIDORS 2 Ports, Terminals and Logistics Corridors

Contents

04 Our Firm

05 Our Footprint in Africa

06 Our Ports, Terminals and Logistics Corridors Sector

07 Our Specialist Services

09 Our Signature Matters

10 Accolades

12 Key Contacts

3 BOWMANS

Our Firm

Bowmans is a leading Pan-African law firm. Our track record of providing specialist legal services, both domestic and cross-border, in the fields of corporate law, banking and finance law and dispute resolution, spans over a century.

ith six offices in four African countries Our expertise is frequently recognised by Wand over 400 specialised lawyers, we independent research organisations. We have been are differentiated by our geographical reach, named Africa Legal Adviser by DealMakers for independence and the quality of legal services the last two consecutive years (2014 and 2015). we provide. Most recently our South African office was named South African Law Firm of the Year for 2016 by the We draw on our unique knowledge of the Who’s Who Legal. We also won the Competition African business environment and in-depth and Regulatory Team of the Year and the IP Team understanding of the socio-political climate to of the Year Awards at the prestigious African Legal advise clients on a wide range of legal issues. Awards hosted by Legal Week and the Corporate Our aim is to assist our clients in achieving their Lawyers Association in 2015. objectives as smoothly and efficiently as possible while minimising the legal and regulatory risks.

Our clients include corporates, multinationals and state-owned enterprises across a range of industry sectors as well as financial institutions and governments.

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4 Ports, Terminals and Logistics Corridors

Our Footprint in Africa

e provide integrated legal services Wthroughout Africa from six offices (Antananarivo, Cape Town, Durban, Johannesburg, Kampala and Nairobi) in four countries (Kenya, Madagascar, South Africa and Uganda).

We work closely with leading Nigerian firm, Udo Udoma & Belo-Osagie, which has offices in Abuja, Lagos and Port Harcourt, and have strong relationships with other leading law firms across the rest of Africa.

We provide coverage of francophone OHADA jurisdictions across the continent (including Benin, Burkina Faso, Burundi, Cameroon, Central African Republic, Chad, Congo Republic, Democratic Republic of Congo, Gabon, Guinea, Ivory Coast, Mali, Mauritania, Niger, Rwanda, Senegal and Togo) from our office in Madagascar.

We are representatives of Lex Mundi, a global association, with more than 160 independent law firms in all the major centres across the globe. This association gives us access to the best firms in each jurisdiction represented.

Bowmans offices

Relationship firm

Francophone Africa coverage

Significant transaction or advisory experience

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5 BOWMANS

Our Ports, Terminals and Logistics Corridors Sector

Millions of tons of import and export cargoes We are also the listed legal correspondent in the move along the logistics corridors of Africa every ports of Cape Town and Port Elizabeth for most of day, using road, rail and pipelines for carriage the International Group of P&I Clubs. from the hinterland to ports and liquid and dry cargo storage facilities for shipment or discharge We have worked on a number of major projects, through the terminals which populate those ports. including the proposed Durban Dig-out Port and full rail, terminal and port developments We have extensive expertise in the ports, terminals in a number of countries in Africa including and logistics corridors sector across numerous Mozambique, Tanzania, Ghana and Namibia. countries on the African continent and deliver a comprehensive service facilitating relationships Our clients include various government between land and sea users and owners of ports, departments, international logistics infrastructure terminals and equipment. We have advised on well developers and operators, shipping lines, national over 100 related infrastructure projects, many of port authorities, financiers and insurers. which have ports, terminals and logistics corridors facets to them. Our specialist port-related services include:

Our offering includes advising on port and • port and terminal regulatory advice and terminal regulations and legislation, terminal facilitation of relationships between port throughput agreements, ISPS, port economic and terminal users and operators, including regulation, terminal operating procedures concessioning and licensing; (including rail and stockyard interfaces and management processes), storage contracts, • economic regulation; establishment of all infrastructure pertaining to ports, terminals, storage facilities, inland terminals • port, terminal and logistics corridor and logistics corridors such as rail and pipelines. throughput agreements; Our expertise integrates all of the contractual and regulatory aspects of ports, terminals and • litigation between parties to port or logistics corridors with the physical establishment terminal operations, including the ship/ and financing of the infrastructure. In this context, terminal interface; we also advise our clients on establishing logistics infrastructure, relationships between land and • port and terminal accident and sea users, building contracts from source to casualty investigation; sea and equipment and other procurement contracts, as well as project finance and public- • port, terminal and logistics corridor (road, private partnerships. rail and pipeline) infrastructure financing, construction, procurement and Our service extends to undertaking risk establishment; and management assessments as well as all litigation between parties to port or terminal operations. • logistics advice including warehousing and storage agreements, distribution We serve all of the ports in South Africa, agreements, credit agreements, standard including Cape Town, Durban, Ngqura/ Coega, trading conditions, ships agency, clearing and Port Elizabeth, Richards Bay and Saldanha and forwarding, customs advice and the like for all numerous ports in Sub-Saharan Africa including all logistics projects and businesses. Mozambique, Tanzanian and Kenyan ports as well CONTENTS PAGE as Namibia, Angola, Madagascar and Mauritius.

6 Ports, Terminals and Logistics Corridors

Our Specialist Services

CONTAINER DEPOTS BREAK BULK AND CONTAINER LOGISTICS CORRIDOR AND • Regulations and standard trading conditions PORT PROJECTS • Credit applications • Leases We regularly advise on the following workstreams • Service level agreements in the sector: • Equipment handling

MANUFACTURER/ TERMINAL OPERATIONS RETAILER/ BANK • Terminal concession agreements • Supply/ sales contracts for • Equipment financing and international sales procurement • Standard trading terms • Project finance • Letters of credit • Public Private Partnerships • Trade finance • Terminal regulations • Environmental advice • Labour INLAND TERMINAL/ • Construction contracts DRY PORT • Storage agreements • ISPS protocols • Concessions • Usage agreements • Distribution agreements PORT OPERATIONS • Warehousing and storage • Port concession agreements • Port transaction finance advice ROAD/ RAIL LINK • Port promulgation • Operational advice • Rail building/ operation • Port usage agreements concession • Environmental advice • Engineering/ construction • Port regulations contracts • Port economic regulation • Rail transport contracts • Road transport contracts and standard trading conditions

CLEARING AND FORWARDING AT PORT

• Customs • Documentation • Customs structuring and advice

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DRY BULK LOGISTICS TERMINAL OPERATIONS CORRIDOR AND PORT • Terminal concession agreements PROJECTS • Terminal throughput/ take or pay/ usage agreements • Environmental advice • Equipment financing and procurement MINE • Terminal regulations • Labour • Mining concession • Terminal operator handbook • Supply/ sales contracts for • ISPS protocols international sales • Project finance • Environmental advice • Cargo declarations to vessels • Engineering/ construction • Construction contracts contracts • Sampling protocols • Letters of credit • Public Private Partnerships • Finance agreements • Container depot regulations and STCs • Storage agreements (liquid bulk) INLAND STOCKPILE/ INLAND DRY BULK TERMINAL PORT OPERATIONS

• Owner/ Operator SLAs • Port concession agreements • Sampling protocols • Port regulations • Usage agreements • Port usage agreements • Holding certificates • Operational advice • Stockpile and storage • Port transaction finance advice regulations • Port economic regulation • Environmental advice • Port promulgation ROAD/ RAIL LINK

• Rail building/ operation RISK MANAGEMENT concession • Engineering/ construction • Project risk management contracts • Enterprise wide risk • Rail transport contracts • Risk identification • Road transport contracts and • Risk assessment standard trading conditions • Risk mitigation and management

STOCKPILE AT PORT

• Rail/ stockpile interface • Stockpile and storage regulations

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8 Ports, Terminals and Logistics Corridors

Our Signature Matters

We have advised/ acted for: • PetroSA on their gas to oil projects in Mossel Bay and Iran in joint venture with Statoil and • Aeolus Kenya Ltd BVI in respect of the National Iranian Oil Corporation. conclusion of a framework agreement • PetroSA on the sale of the OMEGA oil rig. between Aeolus Kenya Ltd BVI and the • Puma Energy in respect of the acquisition of Kenyan Government for a six phase project an LPG terminal in the port of Cotonou, Benin. in the LAPSSET Corridor, which will include • Skytanking (an oiltanking subsidiary) in a port, LNG plant, destination plant, pipeline relation to its contract with Airports Company and airport. South Africa for the provision of refuelling • APM Terminals (APMT), in connection with services at King Shaka International Airport. the development of a terminal in the port of • Various clients in relation to offshore Mombasa. This involved the acquisition and supplying process engineering, plant development of a container freight station. equipment and services for platforms, • Cutler Management Board NPC, security and subsea, pipelines for both offshore and fire management collective for all oil and onshore eg Saudi Aramco, Shell, BP, liquid bulk installations in Durban. Qatar Gas. • ENRC (through consulting firm A-Cubed • TCM Bulk Terminal in Matola, Mozambique, Consulting (Pty) Ltd), in respect of the including drafting terminal regulations, development of a 1 200km transport system standard terms and conditions and take to carry coal by rail from Tete Province, or pay agreements. Mozambique and ship it through a terminal • Total Egina Project in Nigeria and PetroSA at Nacala, including all regulatory and FPSO in relation to the floating production, contractual documentation for the project. storage and offloading (FPSO) unit. • Ferromarine Africa (Saldanha) and • Trafigura Beheer, in connection with an Ferromarine Cape (Cape Town) in relation to integrated port and rail project for a the creation of oil and gas manufacturing and concession for the BOT of new terminal repair facilities. facilities at the Port of Dar Es Salaam and • An international logistics company on its the upgrade of the TAZARA rail network concession agreement with the Government and track access arrangements for of Tanzania in relation to an integrated port outbound copper freight. and rail project in Tanzania. • Transnet Ltd, as transaction adviser in • The lenders in the Walvis Bay Gas to connection with the proposed new Durban Power Project on the financing of facilities Dig-out port in which the old airport will be comprising an LNG floating storage dug-out and converted into a multi-terminal regasification unit, offshore pipeline and additional port for Durban. port receiving facilities, and open cycle gas turbine power plant. • Oiltanking Grindrod Calulo (an oiltanking subsidiary) in relation to its proposed BOOT agreement for an oil storage facility at the Port of Ngqura.

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9 BOWMANS

Accolades

AFRICAN LEGAL AWARDS 2015

We received the awards for Competition and Regulatory Team of the Year and IP Team of the Year.

DEALMAKERS AWARDS 2016

We have been identified as the leading legal adviser in Africa by both deal value and number of transactions. We were also ranked third in South Africa for mergers and acquisitions by deal value.

INTERNATIONAL LAW OFFICE CLIENT CHOICE AWARDS

We won the award for South Africa for 2005, 2006, 2008, 2011 and again in 2015.

WHO’S WHO LEGAL AWARDS 2016

We were named South African Law Firm of the Year.

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10 Ports, Terminals and Logistics Corridors

CHAMBERS & PARTNERS IFLR1000 2016 RANKED THE LEGAL 500 EMEA 2016 RANKED US IN US IN THE FOLLOWING 2016 RANKED US IN THE FOLLOWING AREAS AREAS THE FOLLOWING AREAS

BAND 1 TIER 1 BAND 1

KENYA KENYA KENYA Banking & Finance Mining Banking & Finance Corporate/ Commercial Commercial, Corporate & M&A MADAGASCAR Real Estate & Construction SOUTH AFRICA Energy & Infrastructure SOUTH AFRICA Capital Markets: Debt SOUTH AFRICA Commercial, Corporate & M&A Capital Markets: Equity Capital Markets Competition Competition Competition Construction Construction Energy Labour & Employment Corporate Investigations Mergers & Acquisitions Projects & Infrastructure Corporate/ M&A Shipping & Transport Employment UGANDA Environment Financial & Corporate IT/ Telecommunications Projects & Energy BAND 2 UGANDA TIER 2 General Business Law KENYA Dispute Resolution KENYA Projects & Energy Energy BAND 2 Financial & Corporate SOUTH AFRICA Infrastructure Banking & Finance

MADAGASCAR Dispute Resolution SOUTH AFRICA General Business Law Investment Funds Banking Real Estate SOUTH AFRICA Infrastructure Ta x Banking & Finance Mining Dispute Resolution Oil & Gas Media & Broadcasting Project Finance Ta x

Recognised Recognised Recognised 57 Lawyers 30 Lawyers 49 Lawyers

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Key Contacts

ANDREW PIKE Head of Ports, Terminals and Logistics Corridors Durban, South Africa

T: +27 31 265 0651 E: [email protected]

CRAIG CUNNINGHAM Head of Shipping Cape Town, South Africa

T: +27 21 480 7801 E: [email protected]

CRAIG KENNEDY Co-Head of Technology, Media and Telecommunications Johannesburg, South Africa

T: +27 11 669 9349 E: [email protected]

DARYN WEBB Head of Project Finance Johannesburg, South Africa

T: +27 11 669 9410 E: [email protected]

DEREK LOTTER Head of Competition Johannesburg, South Africa

T: +27 11 669 9357 CONTENTS PAGE E: [email protected]

12 Ports, Terminals and Logistics Corridors

PARAS SHAH Head of M&A and Projects Nairobi, Kenya

T: +254 20 289 9279 E: [email protected]

SHAMILAH GRIMWOOD Head of Infrastructure Cape Town, South Africa

T: +27 21 480 7855 E: [email protected]

ANTON BARNES-WEBB Partner Johannesburg, South Africa

T: +27 11 669 9303 E: [email protected]

DAVID MPANGA Partner Kampala, Uganda

T: +256 41 425 4540 E: [email protected]

JEREMY PRAIN Partner Cape Town, South Africa

T: +27 21 480 7811 E: [email protected]

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MARK VAN VELDEN Partner Durban, South Africa

T: +27 31 265 0651 E: [email protected]

NJAU MUKUHA Partner Nairobi, Kenya

T: +254 20 289 9308 E: [email protected]

PATRICK HIRSCH Partner Johannesburg, South Africa

T: +27 11 669 9344 E: [email protected]

TRUDIE NICHOLS Partner Durban, South Africa

T: +27 31 265 0651 To view profiles of our lawyers, E: [email protected] please visit www.bowmanslaw.com

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14 Ports, Terminals and Logistics Corridors

The Value of Knowing

We know Africa.

We acknowledge our vast potential. We understand that diversity is our strength. We embrace a collective future. We strive for the highest standards.

Because, we have walked the path of experience, We can leverage what we have learnt: To discover what lies obscure, To unlock unknown potential, To lay the path towards true prosperity.

We believe that in Africa, true value lies in knowing.

15 Antananarivo T: +261 20 224 3247 E: [email protected]

Cape Town T +27 21 480 7800 E: [email protected]

Durban T: +27 31 265 0651 E: [email protected]

Johannesburg T: +27 11 669 9000 E: [email protected]

Kampala T: +256 41 425 4540 E: [email protected]

Nairobi T: +254 20 289 9000 E: [email protected]

Follow us on Twitter: @Bowmans_Law

www.bowmanslaw.com

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