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BANKING AND FINANCE

INDEx

1 Dynamic and independent – An overview of Deneys Reitz 2

2 An undisputed reputation for competence and integrity – Meet the Banking and Finance Team 6

3 Complex and diverse – A selection of our major transactions and work highlights 10

4 Providing an international pan-African service – Africa Division, Africa Legal 21

5 Talented and tenacious –

Detailed profiles on each of our team members 25

6 Contact details 62

2 BANKING AND FINANCE

DYNAMIC AND INDEPENDENT –An overview of Deneys Reitz

Deneys Reitz was established in the early 1920’s. Today, it is one of the largest law firms in South Africa, serving a corporate client base. As a dynamic, national, commercial, incorporated firm, Deneys Reitz provides specialist services in the full spectrum of legal disciplines. The firm is one of the largest independent commercial law firms in South Africa, employing over 500 people at its offices in Sandton, Durban and Cape Town.

A truly national organisation, the firm also has global reach through its established working relationships with international leading law firms in the United Kingdom, United States of America, Australia and the Far East.

The firm’s clients include financial institutions, major industrial and commercial corporations, mining

houses, parastatals and government departments. Deneys Reitz subsidiary Africa Legal is an Africa-specialised commercial legal service, which provides expert legal advice to corporates, investment funds and financial institutions doing business in Africa. Deneys Reitz was named the African Law Firm of the Year at the Chambers Global Awards held in London in November 2006 (and re-nominated for this award in November 2007), and voted “runner up” in PLC’s Law Firm Awards for 2008 in the category “Africa”. These awards recognise the firm’s commit-ment to providing Africa with a quality inter national legal service.

In addition, the firm has a dedicated tax division, Deneys Reitz Tax Services, which provides expert services on all commercial tax aspects.


Areas of Specialisation

The firm offers legal services in all areas of law affecting corporates, including:

n Administrative Law

n Admiralty, Shipping and Marine Insurance

n Antitrust / Competition

n Aviation

n Banking

n Commercial and Company Law

n Constitutional Law

n Construction Law

n Corporate Governance

n Dispute Resolution

n E-Commerce

n Energy Law

n Environmental and Water Law

n Exchange Control

n Expropriation

n Finance

n Financial Services

n Fore closure

n Information Technology

n Infrastructure Development

n Insurance

n Intellectual Property

n Joint Ventures

n Labour and Employment Law

n Land Rights

n Law of Contract and Delict

n Liquidation Applications

n Litigation

n Local Government Law

n Managed Health Care

n Mergers and Acquisitions

n Mining and Minerals

n Occupational, Mine Health and Safety

n Pension and Retirement Funding

n Property and Conveyancing

n Public Private Partnerships and Privatisations

n Restructuring

n Tax Law

n Telecommunications

n Urgent Applications

Further details of these areas of practice can be found on our website, www.deneysreitz.co.za

Transformation and Economic Empowerment

Deneys Reitz is classified as a Level Four contributor with 14 black directors, representing approximately 16 percent black-ownership. The firm is also well ahead of its employment equity goals with 45 percent of its professional staff and 49 percent of its non-professional staff coming from previously disadvantaged backgrounds.

In addition, the firm provides training and work opportunities for a continuous stream of law graduates from previously disadvantaged communities.

Skills development is paramount at Deneys Reitz and the firm provides a comprehensive training programme for all its young and upcoming lawyers. This includes weekly lectures and training sessions by internal and external lecturers.

Corporate Social Investment

As a concerned corporate citizen, Deneys Reitz spends about one percent of post-tax operating profit on a broad spectrum of social upliftment projects and programmes. Deneys Reitz has long recognised the need for social intervention by professionals to provide legal and other assistance to those with out access to legal r epresentation. The firm has an established formal Public Interest Law Department for this purpose.

Value Added Services

Deneys Reitz produces a number of Legal Updates, Booklets and Electronic Bulletins as an added service to its clients and other interested parties. The updates, certain of the booklets and the electronic bulletins also appear on the firm’s website, www.deneysreitz.co.za


AN UNDISPUTED REPUTATION FOR COMPETENCE AND INTEGRITY –Meet the Banking and Finance Team

Deneys Reitz has one of the largest and most dynamic groups of banking specialists in South Africa offering clients access to the best legal minds and resources South Africa has to offer. We have earned an undisputed reputation for our independence, c ompetence and integrity.

A team of 20 directors and 16 associates specialises in high value, sophisticated banking and finance transactions, including acquisition finance, project finance, structured finance and capital markets matters. We are particularly renowned for our derivatives and capital markets work.

The team also specialises in financial services, including banking and financial markets regulatory advice, liaison with regulators, advice on structuring and marketing financial products, credit law, collective investment schemes, hedge funds and exchange control.

The team has a depth of experience to enable them to advise clients on the technical aspects of transactions, while taking into account their commercial realities.

Our focus is on giving practical solutions to assist our clients with the complexities of transacting in the ever increasingly demanding business environment.

Our banking and finance clients include the five largest banks in South Africa (Absa Bank Limited, The Standard Bank of South Africa Limited, Nedbank Limited, FirstRand Bank Limited and Investec Bank Limited), a host of other leading financial institutions including Barclays, Citigroup, Deutsche Bank, JP Morgan, Goldman Sachs, The Royal Bank of Scotland, as well as a number of other international banks.

We also advise some of the major multi nationals, including Anglo Platinum, corporates and government agencies. Lenders, sponsors, and borrowers have come to rely on our expert advice and sound commercial experience.


Awards and Accolades

Our expertise has been consistently recognised by numerous prestigious international organisations. The Chambers and Partners Global Guide to the World’s Leading Lawyers describes our Banking and Finance team as “world class” – ranking us in the highest possible tier and noting our ability to impress clients with our “commercial astuteness and ability to avoid being lost in the detail”.

Clients quoted in the guide described the team as “flexible, commercial and conscientious”, “proficient and efficient”, “intellectually rigorous” and “extremely thorough”. According to other client commentators the firm’s banking and finance team offers “superb efficiency and great depth in the very largest transactions”.

Legal 500 recognises the team as having “outstanding business acumen and industry knowledge” and states that “Deneys Reitz fully merits its place as a top finance firm, boasting an enviable client base and first-class finance lawyers”.

The Practical Law Company (PLC) likewise describes us as “an outstanding firm in this area”.

Deneys Reitz has been ranked No. 1 in South Africa in Finance and Project Finance and Development by Best Lawyers International.

According to International Financial Law Review 2010, “Deneys Reitz boasts one of the largest and strongest finance teams in the country“. The firm “is recognised by all commentators as a top-tier firm in finance matters” and according to peers “the firm is really in a tier on its own in project finance“.

Our Approach

We are solution-driven, commercially astute, proactive, and committed to service excellence. We get to know our clients’ business, challenges, procedures and documents. We are committed to adding value through the delivery of pragmatic unique solutions to the complex legal issues that so often arise in banking and finance transactions.

Services

The Banking and Finance Team provides the full range of regulatory and trans actional banking and finance services:

n Acquisition and Leveraged Finance

n Asset Finance

n Banking and Finance Tax

n Banking Regulation

n Credit Law (National Credit Act)

n Cross-Border Finance

n Debt Capital Markets

n Debt Factoring

n Debt Restructuring and Insolvency

n Derivatives and OTC Trading

n ECIC Export Credit Finance

n Equity Capital Markets

n Exchange Control

n Financial Services

n Hedge Funds

n High Yield Debt

n Islamic Finance

n Lending and Syndicated Lending

n Mining and Resource Finance

n Preference Shares

n Project Finance, Infrastructure Finance and Public Private Partnerships

n Property Finance

n Securitisations

n Structured Finance

n Structured Products

n Trade and Commodity Finance


COMPLEx AND DIVERSE –A selection of our major transactions and work highlights

Absa Bank Limited Acted for Absa Bank Limited in relation to the financing provided to Woolworths Financial Services (Proprietary) Limited, a joint venture between Absa Group Limited and Woolworths (Proprietary) Limited.

Absa Capital, a division of Absa Bank Limited and Barclays Capital Acted as legal advisors to the Lenders (Barclays Capital and Absa Capital) to the private equity consortium led by Bain Capital in its acquisition of the listed Edgars Consolidated Stores Limited valued at ZAR25 billion, being one of the largest leveraged buy-outs in South Africa to date. Deneys Reitz also advised members of the competing bidders, by way of Chinese wall arrangements.

Absa Capital, a division of Absa Bank Limited and Barclays Capital Advised Absa Capital as Arranger and Lender with Nedbank and Momentum of a ZAR4.1 billion term loan facility to Telkom. Also Advised Absa Capital as Arranger and Lender of a ZAR3 billion facility to Vodacom Group.

Absa Capital, a division of Absa Bank Limited, Barclays Capital and Nedbank Limited Acted as legal advisors to Absa Capital and Nedbank Limited with regards to a ZAR6.45 billion Syndicated Loan Facility for Vodacom.

Absa Capital, a division of Absa Bank Limited, and Growthpoint Properties Limited Advised Absa Capital (as Arranger and Dealer) and Growthpoint Properties Limited (as Issuer) in relation to the establishment of Growthpoint Properties Limited’s ZAR5 000 000 000 Domestic Medium Term Note Programme and the inaugural issue thereunder of ZAR360 000 000 7.704% Senior Unsecured Fixed Rate Notes due 12 February 2010 and ZAR140 000 000 Senior Unsecured Floating Rate Notes due 12 May 2010.

Absa Capital, a division of Absa Bank Limited, Rand Merchant Bank, a division of FirstRand Bank Limited, The Standard Bank of South Africa Limited and Nedbank Limited Acted as legal advisor to Absa Capital, Rand Merchant Bank, The Standard Bank of South Africa Limited and Nedbank Limited in connection with a ZAR6 billion Facility provided to MTN Group Limited and its subsidiaries.

Absa Group Limited Advised Absa Group Limited in relation to the acquisition of its majority stake in Woolworths Financial Services (Proprietary) Limited, valued at approximately ZAR800 million. We also advised Absa Bank Limited in relation to certain funding requirements required by Woolworths Financial Services (Proprietary) Limited.


Actis Private Equity Acted as legal advisors to Actis Private Equity in connection with the financing of the leveraged buyout of Alexander Forbes Limited valued at approximately ZAR8 billion.

Afrox Healthcare Limited Advised the Senior Lenders (Rand Merchant Bank, Investec Bank, Old Mutual, Sanlam Capital Markets and The Standard Bank of South Africa Limited) and the Mezzanine Lenders (Rand Merchant Bank, Investec Bank, Old Mutual, Sanlam Capital Markets and The Standard Bank of South Africa Limited) in relation to acquisition finance facilities provided in connection with the black economic empowerment LBO of Afrox Health-care Limited (then renamed Life Healthcare (Proprietary) Limited), valued at ZAR4.2 billion.

Alexander Forbes Preference Share Investments Limited Advised Alexander Forbes Preference Share Investments Limited in relation to its Rights Offer of linked units to raise funding to allow Alexander Forbes Preference Share Investments Limited to purchase certain assets, including a portion of a high yield loan made to Alexander Forbes Funding (Proprietary) Limited. The Rights Offer was not underwritten and 99.86% of the linked units offered in terms of the Rights Offer were taken up.

Barclays Plc Advised Barclays Plc in relation to its acquisition of a 56% stake in Absa Corporate Group, valued at approximately ZAR33 billion.

Barclays Bank Plc Advised Barclays Bank Plc in relation to the sale of its African businesses to Absa Bank Limited, valued in excess of ZAR12.9 billion.

BNP Paribas and BNP Paribas Arbitrage Issuance B.V. Acted for BNP Paribas and BNP Paribas Arbitrage Issuance B.V. (as Issuers) in relation to the inward listing of the BNP Paribas Warrant and Certificate Programme on the Bond Market of the JSE Limited and the issue of the following inward listed instruments: (i) 20 000 Certificates linked to the BNP Paribas COMAC Long Short Total Return Index due 1 September 2016 (ZA001); (ii) 500 000 000 Certificates linked to the Cadiz Dynamic Global Opportunities Total Return Index EUR due 16 August 2016 (ZA002); and (iii) 20 000 Certificates linked to the BNP Paribas COMAC Long Only Total Return Index due 1 September 2016 (ZA003). This it is the first inward listed warrant and certificate programme in the South African market and also the first inward listed programme to be approved by the Bond Market of the JSE Limited.

Calgro M3 Developments (Proprietary) Limited Acted as legal advisor for Calgro M3 Developments (Proprietary) Limited and Nedbank Capital, a division of Nedbank Limited, in respect of the first listing of debt securities on the Yield-x Board of the JSE Limited.

Calyon SA Branch Advised Calyon’s South African branch in relation to the establishment of a ZAR4 billion Domestic Medium Term Note Programme and the debut issue under this programme of ZAR1.3 billion.

Cell C Advised Cell C (Proprietary) Limited in relation to the issue of €200 million Senior Subordinated Notes and €400 million First Priority Senior Secured Notes which were listed on the Luxembourg exchange.

Citibank, N.A. Advised Citigroup in relation to the first inward listing of a bond on the South African Bond Exchange by a foreign bank (the Mauritius Commercial Bank Limited).

Denel (Pty) Limited Advised Denel (Pty) Limited in connec-tion with the issue of ZAR440 000 000 12,92591% Senior Unsecured Zero Coupon Notes under the Denel (Pty) Ltd ZAR2 000 000 000 Domestic Medium Term Note Programme.

Department of Foreign Affairs of the Government of the Republic of South Africa Advised the Department of Foreign Affairs in respect of the procurement of a new head office accommodation project being procured by way of a public private partnership (including the financing, design, construction, operation and maintenance thereof), valued at ZAR1.2 billion.

Department of Minerals and Energy of the Government of the Republic of South Africa Advised the Department of Minerals and Energy in respect of the first ever IPP procurement by the Republic through a competitive tendering pro cess of about 1 000 MW of new peaking generation capacity, to be commissioned by early 2009, valued at US$450 million.

Depfin Investments (Proprietary) Limited Acted for Depfin Investments (Proprietary) Limited, a wholly owned subsidiary of Nedbank Limited, in relation to the subscription for ZAR245 million preference shares issued by Reldann Investments No 12 (Proprietary) Limited.

Deutsche Bank Advised Deutsche Bank (as arranger and dealer) in connection with Mobile Telephone Networks Holdings (Proprietary) Limited ZAR10 billion


(US$1.4 billion) domestic medium term note programme and the issue of ZAR6 300 000 unsecured fixed ratio notes under the programme.

Eskom Holdings Limited Acted for Eskom Holdings Limited (as issuer, arranger and dealer) in connection with the ZAR65 billion (US$8.8 billion) domestic medium term note programme and the issue of ZAR2 500 000 000 7,5% unsecured fixed rate notes under the programme.

FirstRand Limited Advised FirstRand Limited (the listed holding company of FirstRand Bank Limited) in relation to its black econo mic empowerment transaction and the financing of that transaction, valued at approximately ZAR7.2 billion.

FirstRand Bank Limited, Standard Bank of South Africa Limited and Investec Bank Limited Advised financial institutions (including FirstRand Bank Limited) lending to the Maputo Corridor N4 Toll Road project, a public private partnership. Advised the Standard Bank of South Africa Limited and Investec Bank Limited on the refinancing of the Maputo Corridor N4 Toll Road Project, valued at ZAR2.981 billion. Advised financial institutions lending to the N3 Toll Road concession project, valued at ZAR2.435 billion.

Goldman Sachs and Nedbank Limited Acted as legal advisors to Goldman Sachs and Nedbank Limited (as Underwriters) in connection with the financing of the leveraged buyout of Gold Reef Resorts Limited valued at approximately ZAR10 billion.

Imperial Bank Limited Acted for Imperial Bank Limited (as Issuer) in relation to their issue of ZAR100 000 000 Subordinated Unsecured Callable Floating Rate Notes due 16 September 2020.

Incwala Platinum (Pty) Ltd Funders Acted as legal advisors to the funders to Incwala Platinum (Pty) Ltd (Rand Merchant Bank, a division of FirstRand Bank Limited; The Standard Bank of South Africa Limited; Investec Bank Limited; Absa Bank Limited; and Standard Chartered Bank, Johannesburg Branch) in connection with the refinancing by way of a preference share facility of the black economic empowerment transaction of Lonmin’s South African operations. The trans-action was valued at ZAR900 million.

International Capital Market Association Advised the International Capital Market Association in relation to the validity under the laws of South Africa of certain master agreements under the securities lending arrangements.

International Swaps and Derivatives Association Advised the International Swaps and Derivatives Association on the implications of South African counter-party arrangements under derivative transactions.

Investec Bank Limited Acted as legal advisors to Investec Bank Limited in connection with the financing of the acquisition by Stella Group of the Protea Hotels Group. The value of the financing was approximately ZAR730 million.

Nedbank Capital, a division of Nedbank Limited Advised Nedbank Capital, a division of Nedbank Limited (as Dealer) in respect of the following commercial paper issues: ZAR214 000 000 Senior Unsecured Floating Rate Notes and ZAR536 000 000 Zero Coupon Notes issued by Clindeb Investments (Proprietary) Limited, a subsidiary of Netcare Limited, under the Clindeb Investments (Proprie-tary) Limited ZAR2 500 000 000 Domestic Medium Term Note Programme; ZAR450 000 000 Senior Unsecured Zero Coupon Notes issued by Barloworld Limited under its ZAR3 500 000 000 Commercial Paper Programme; and ZAR105 000 000 Senior Unsecured Zero Coupon Notes issued by Toyota Financial Services (South Africa) (Proprietary) Limited under its ZAR5 000 000 Domestic Medium Term Note Programme.

Nedbank Capital, a division of Nedbank Limited Acted for Nedbank Capital, a division of Nedbank Limited, as lender in respect of a ZAR150 million Bridging Loan and ZAR90 million Guarantee Facility for an International Mining Company to enable it to repay its existing indebtedness in connection with the development of a nickel mine in Mpumalanga Province and to provide a guarantee to Eskom in respect of electricity to be provided to the mine.

Nedbank Limited Advised Nedbank Limited, acting through its Nedbank Capital division, in connection with a trade receivables securitisation scheme and establish-ment of a ZAR1 000 000 000 Asset Backed Domestic Medium Term Note Programme for MBT Channel Capital (Proprietary) Limited.

Nedbank Limited Acted as legal advisors to Nedbank Limited in connection with the financing of the corporatisation of the Scaw Metals division of Anglo American and a simultaneous black economic empower ment transaction. The value of the financing was ZAR3.8 billion.

Nedbank Limited Advised Nedbank Limited in relation to the funding of the acquisition by a black economic empowerment trust of 14% of the share capital of African


Rainbow Minerals Limited from Harmony Gold Mining Company Limited, valued at approximately ZAR900 million.

Nedbank Limited Acted for Nedbank Limited (as arranger and dealer) in connection with the Sappi Manufacturing ( Proprietary) Limited ZAR3 billion (US$405 million) domestic medium term note programme and the issue of ZAR1 000 000 000 9,34% senior unsecured fixed rate notes under the programme.

Nedbank Limited Advised Nedbank Limited in relation to the establishment of its US$2 000 000 000 Euro Medium Term Note Programme. Also advised on the issue of ZAR285 000 000 Hybrid-debt Tier 1 Notes under the Nedbank Limited ZAR15 000 000 000 Domestic Medium Term Note Programme.

Nedbank Limited Acted for Nedbank Limited (as Issuer) in relation to the issue of four Tranches of Notes amounting to ZAR4 billion under the Nedbank Limited ZAR20 billion Domestic Medium Term Note Programme.

Nedbank Limited Advised Nedbank Limited in relation to various facilities provided by Nedbank to UTi in an amount of up to ZAR800 million.

Nedbank Limited Acted for Nedbank Limited as Lender in connection with a ZAR1.5 billion five year Revolving Credit Facility for Gold Fields Limited.

Neotel Advised Neotel as Borrower in long term project finance facilities made available by Nedbank Capital, Investec, DBSA, IDC and IFC in an amount of a ZAR4.4 billion.

Powercom (Pty) Ltd Acted as legal advisors to the Borrower, Powercom (Pty) Limited in a limited recourse project finance transaction in an amount of ZAR360 million fi-nanced by Investec Bank Limited and Nedbank Limited for the roll out, operation and maintenance in the Republic of Namibia of a nationwide GSM and 3G cellular mobile radio telephony service.

Public Investment Corporation Limited Acted for the Public Investment Corporation Limited in their equity funding of AfriSam Consortium (Proprietary) Limited in order to refinance the original BEE transaction in respect of the AfriSam Group. The transaction value was ZAR4.4 billion.

Rand Merchant Bank, a division of FirstRand Bank Limited Acted as legal advisors to Rand Merchant Bank in connection with the

financing of the acquisition of Global Forest Products (Pty) Ltd by York Timbers. The value of the financing was approximately ZAR1.3 billion.

Rand Merchant Bank, a division of FirstRand Bank Limited Acted as legal advisors to Rand Merchant Bank (as Arranger and Underwriter) in connection with the financing of the leveraged buyout of Primedia Limited valued at approximately ZAR8 billion.

Rand Merchant Bank, a division of FirstRand Bank Limited Acted as legal advisors to Rand Merchant Bank in connection with a ZAR1.65 billion facility to Pelawan Investments (Pty) Ltd for the acquisition of additional shares in Anooraq Resources Corporation.

Rand Merchant Bank, a division of FirstRand Bank Limited Acted as legal advisors to Rand Merchant Bank in connection with the financing of the acquisition of The Fuel Group by a private equity consortium led by Actis Private Equity. The value of the financing was ZAR1.439 billion.

Rand Merchant Bank, a division of FirstRand Bank Limited and Nedbank Limited Advised Rand Merchant Bank, a division of FirstRand Bank Limited, and Nedbank Limited in connection with the ZAR8 billion funding provided for the imple-

mentation of the Kumba Resources Limited black economic empowerment transaction. This transaction was voted as BEE trans action of 2006 in the Ernst & Young E&Y Review, November 2006.

Rand Merchant Bank, a division of FirstRand Bank Limited Advised Rand Merchant Bank, a division of FirstRand Bank Limited, and RMB International (Dublin) Limited in connection with ZAR1.5 billion funding provided to Virgin Active in connection with the acquisition by Virgin Active of Holmes Place.

Rand Merchant Bank, a division of FirstRand Bank Limited Advised Rand Merchant Bank (as Arrangers) in relation to the issue of various tranches of Notes by On the Cards Limited (a securitisation vehicle established for Edcon Limited), valued at ZAR2.77 billion.

Rand Merchant Bank, a division of FirstRand Bank Limited Advised Rand Merchant Bank as Arranger of a ZAR1.5 billion Domestic Medium Term Note Programme established for Unitrans and in respect of the first issue of ZAR400 million under that Programme.

Rand Merchant Bank, a division of FirstRand Bank Limited Acted for Rand Merchant Bank as Manager and Underwriter of the first ever Convertible Bond issued in South Africa and listed on the JSE – Aquarius


Platinum Limited ZAR650 million Convertible Bond.

Rand Merchant Bank, a division of FirstRand Bank Limited Advised Rand Merchant Bank in its capacity as arranger of the funding of the GautengOnLine Project. The funding will be provided to SMMT Online (Proprietary) Limited, the company awarded the tender by the Gauteng Provincial Government to provide internet access to all govern-ment schools in Gauteng.

Rio Tinto Plc, Rio Tinto Limited, BHP Billiton Plc and Richards Bay Minerals Acted as legal advisors to Rio Tinto Plc, Rio Tinto Limited, BHP Billiton Plc and Richards Bay Minerals in connec-tion with the implementation of a black economic empowerment transaction together with the simulta-neous corporate restructuring of the existing Richards Bay Minerals group of companies and advised Rio Tinto Plc, Rio Tinto Limited and Richards Bay Minerals in connection with the funding provided for the implementa-tion of the Richards Bay Minerals Black Economic Empowerment transaction. The value of transaction was ZAR15,7 billion.

Savcio Holdings (Proprietary) Limited Advised Savcio Holdings (Proprietary) Limited in relation to the establishment

of its Savcio Holdings (Proprietary) Limited ZAR2 000 000 000 Domestic Medium Term Note Programme and the issuance of high yield notes thereunder to fund the repurchase of high yield notes issued by Savcio under a New York Indenture and listed on the Irish Stock Exchange. This is the first issue of high yield notes under a Domestic Medium Term Note Pro-gramme listed on the JSE Limited in South Africa.

Securities Lending and Repo CommitteeAdvised the Securities Lending and Repo Committee on the enforceability of the 2009 Global Master Securities Lending Agreement (GMSLA) and the updated schedule to the GMSLA, as published by the South African Securities Lending Association, in South Africa.

Standard Chartered Bank Advised Standard Chartered Bank (as Arranger, Bookrunner and Agent) in relation to the acquisition by Anooraq Resources Corporation of a 51% stake in Lebowa Platinum Mine from Rustenburg Platinum Mines Limited for a consideration of ZAR2.6 billion.

The Standard Bank of South Africa Limited Advised The Standard Bank of South Africa Limited in relation to the ZAR3 billion capital raising and capital and debt restructuring of Metorex

Limited involving a specific issue of shares for cash and a clawback offer in respect of unissued shares and a debt restructuring.

The Standard Bank of South Africa Limited and First National Bank Limited Advised both The Standard Bank of South Africa Limited and First National Bank Limited on numerous aspects of the National Credit Act, 2005, as well as redrafting the bank retail agree-ments to ensure compliance with the National Credit Act.

The Standard Bank of South Africa Limited and Rand Merchant Bank, a division of FirstRand Bank Limited Advised Standard Bank and Rand Merchant Bank in connection with a ZAR2.5 billion term loan to Vodacom Group Limited.

The Standard Bank of South Africa Limited and Standard Bank Plc Advised Standard Bank Plc and The Standard Bank of South Africa Limited in the funding of the construction of a solvent extraction and electrowinning plant in the Democratic Republic of Congo, for Ruashi Mining sprl, valued at US$170 million.

The Standard Bank of South Africa Limited Acted as legal advisors to The Standard Bank of South Africa Limited

in connection with a ZAR2 billion facility provided to Mondi Limited in connection with the listing of Mondi Limited and Mondi Plc.

The Standard Bank of South Africa Limited Acted as legal advisors to The Standard Bank of South Africa Limited in connection with a ZAR1 billion facility provided to Woolworths.

The Standard Bank of South Africa Limited Advised The Standard Bank of South Africa Limited as Arrangers of a ZAR2 billion bond issue for DaimlerChrysler South Africa (Proprietary) Limited.

Toyota Financial Services Acted for Toyota Financial Services in relation to the issue of ZAR300 000 000 Senior Unsecured Zero Coupon Notes under the Toyota Financial Services (South Africa) (Proprietary) Limited ZAR3 000 000 000 Domestic Medium Term Note Programme. Also advised on the issue of ZAR400 000 000 Senior Unsecured Zero Notes under the Toyota Financial Services (South Africa) (Proprietary) Limited ZAR3 000 000 000 Domestic Medium Term Note Programme and on the issue of ZAR295 000 000 Senior Unsecured Notes under the Toyota Financial Services (South Africa) (Proprietary) Limited ZAR3 000 000 000 Domestic Medium Term Note Programme.


Toyota Financial Services (South Africa) (Proprietary) Limited Acted for Toyota Financial Services (South Africa) (Proprietary) Limited, the issuer, in connection with the Toyota Financial Services (South Africa) (Proprietary) Limited ZAR3 billion (US$405 million) domestic medium term note programme and the issue of ZAR500 000 000 unsecured floating rate notes under the programme.

Transnet Limited Advised Transnet Limited in relation to the establishment of its Transnet Limited US$2 000 000 000 Global Medium Term Note Programme in order to facilitate the raising of debt finance to fund its capital expenditure investments in rail, ports and pipelines.

Various Offshore Banks We have advised and successfully procured the registration of branch and representative offices of various foreign banks in South Africa.

Victoria & Alfred Waterfront Acted for the Victoria & Alfred Waterfront and its shareholders in connection with the refinancing of the acquisition finance facilities borrowed to acquire the Victoria & Alfred Waterfront from Transnet.

Other Projects Advised a major South African air carrier in connection with the exten-sion of various aircraft leases relating to certain aircrafts leased from a Canadian company.

Advised a major international bank on the enforceability of the amended schedule to the Global Master Securities Lending Agreement which has recently been drafted by the South African Securities Lending Association.

PROVIDING AN INTERNATIONAL PAN-AFRICAN SERVICE –Africa Division, Africa Legal


Africa Legal is Deneys Reitz’s Africa-specialised division, providing an international pan-African legal service staffed by English solicitors and other practitioners with African deal experi-ence. Africa Legal’s finance lawyers include Julian Jackson (ex-Clifford Chance, London), Steven Gamble (ex-Norton Rose, London and Hong Kong) and Nicholas Zervos (ex-CMS Cameron McKenna, London).

Africa Legal recently opened an office in Dar es Salaam, Tanzania (by way of association with CRB-Africa Legal), with two senior solicitors (Adam Lovett and Nicholas Zervos) permanently seconded there. Africa Legal’s pan-African reach is further supplemented by an extensive network of relationships with leading African law firms throughout the region, including its Africa Legal Alliance, whose members are all leading firms in their respective countries: Angola, Ghana, Kenya, Mozambique, Namibia, Nigeria, Uganda and Zimbabwe. Regular contact is also maintained with leading firms in Botswana, Democratic Republic of Congo, Zambia, and Mauritius, among other countries.

Africa Legal has advised major inter-national and South African financial, corporate and private equity institutions (including Absa and Absa Capital, Actis Capital, AIG Global Emerging Markets Fund, Aureos Capital, Barclays Bank, CDC Group, Citibank, FirstRand Bank,

FMO, HSBC, Nedbank, Proparco, Rand Merchant Bank, Siemens, Standard Bank and Standard Chartered Bank) on transactions involving some 20 African jurisdictions.

Areas of expertise include banking, acquisition finance, project finance, debt and equity restructurings, privatisations/public-private-partnerships, acquisitions and disposals, private equity, funds (including via Cayman and Mauritian based funds), joint ventures and shareholder arrangements.

Major Transactions

Absa Capital Advised ABSA in relation to various trade financings in Africa, including in relation to petroleum products in Zambia and Tanzania; sugar supplies to Mali; financing maize, maize seed, fertilizer, various cereals and foodstuffs to government and parastatal corporations in Zambia and Malawi; telecommunica-tions equipment financing in Côte d´Ivoire; supplies of buses, spare parts and bus monitoring equipment to Côte d´Ivoire; acquisition of foodstuffs and food-processing equipment to Gabon.

Absa Capital and Standard Chartered Bank Euromoney Project Finance Deal of the Year (Africa TMT category) – Advised Absa Capital and Standard Chartered Bank as lead international counsel on a highly innovative US$100 000 000

equivalent multi-tranche local and foreign currency syndicated term loan and revolving facilities for telecoms company MTN Uganda Limited.

Aureos Capital Advised Aureos Capital in relation to various debt and equity investments throughout Africa. Recent transactions involve the debt and equity funding of the rapidly growing financial services group, Real People Investment Holdings, which is expanding into various African markets as well as the debt and equity funding of a Nigerian telecommunica-tions services provider and a South African catering equipment supplier.

FirstRand Group Advised FirstRand Bank Limited in connection with its participation in the US$400 000 000 syndicated debt facility made available to MTN Nigeria Communications Limited (Nigeria).

Advised FirstRand Bank Limited in relation to several commodity trade financings (East Africa).

Advised FirstRand Bank Limited as mandated lead arranger of US$250 000 000 facilities for upgrade to the activox metallurgical refinery plant of Botswana Metal Refinery (Pty) Ltd (Botswana).

Advised FirstRand Bank Limited as mandated lead arranger and under-writer of ZAR425 000 000 facility to Mozambican subsidiary of Tongaat Hulett Limited (Mozambique).

Advised FirstRand Bank Limited in its acquisition of an 90% interest in the Mozambican bank Banco de Desenvolvimento e Comércio (“BDC”). The acquisition included a minority stake in Interbancos, a card reading, automatic teller machines, cell phone banking and clearing company. The transaction involved four jurisdictions (Portugal, Mozambique, United Kingdom and South Africa).

Advised FirstRand Bank Limited on its acquisition of Celpay Holdings BV, a mobile payments operator with operations in Zambia and the Democratic Republic of Congo, from Celtel International and advised on the subsequent restructuring of Celpay.

Advised RMB International (Dublin) Limited in relation to English law financing and security documentation pertaining to acquisition by BCI Ireland C Limited of two Airbus aircraft leased to Air Namibia (Namibia).

FMO: Various Advised FMO in connection with the US$12 500 000 convertible debt financing of Houses for Africa (Delaware, Nigeria and Ghana); the US$25 000 000 debt financing of Access Bank plc (Nigeria); the US$25 000 000 debt financing of Zenith Bank plc (Nigeria); a US$10 000 000 asset finance debt facility (Nigeria); a ZAR130 000 000 secured debt facility (Mauritius and


South Africa); and a warrant backed multi-million dollar debt financing of a power transmission project (Zambia).

Nedbank Advised Nedbank in relation to several commodity trade financings (Ghana and East Africa).

Advised Nedbank as international legal counsel in connection with a US$5 500 000 trade finance trans action (East Africa).

Advised Nedbank in relation to a multi-million dollar collateralised trade finance transaction, including the review of warehouse and transport documentation (Ghana).

Proparco Advised Proparco (Groupe Agence Française de Développement) and FMO as international legal counsel in connection with a US$25 000 000 senior debt and US$10 000 000 subordinated debt financing (Zambia).

The Standard Bank of South Africa Limited Acted for Standard Bank of South Africa Limited and Standard Bank Plc as international legal counsel in connection with the US$170 million limited resource financing of Metorex Limited’s subsidiary, Ruashi Mining sprl in the DRC (including senior and subordinated debt arrangements). Also advised on the US$200 million debt restructuring, capital raising and

cross-border ZAR300 000 000 secured bridge financing made in connection with Metorex Limited (DRC, South Africa, UK and Zambia).

Multi-national bank Acted as legal advisors to a multi-national bank in connection with the financing of the purchase of a large South African mining company. The value of the financing was ZAR3.5 billion.

Other South African banks Advising a major South African Bank as international legal counsel in connection with secured liquidity funding support for US$76 000 000 cross-border group facilities made (Mauritius and certain other jurisdictions in Africa).

Advising a major South African bank as international legal counsel in connection with a proposed US$15 000 000 property development debt financing (Angola).

Other Projects Advising the lenders in regard to the N4 Toll Road project to Maputo and acting as lenders’ adviser in respect of the N3 Toll Road (Mozambique and South Africa).

Acting as lead legal advisors in the transaction adviser team advising the Uganda Police Force on its serviced accommodation PPP Project (Uganda).

TALENTED AND TENACIOUS –Detailed profiles on each of our team members


Stephen Boikanyo is a Director in the Johannesburg office. He is involved in a broad range of finance related work. Stephen has been involved in various transactions that have included general banking advice to major banks, acquisition finance in connection with black economic empowerment, asset based finance structured transactions, debt factoring and debt restructuring, capital markets transactions, in particular residential mortgage bond securitisations, commercial mortgage bond securitisations and asset based s ecuritisations, preference share funding structures, share incentive schemes for international corporates with subsidiaries based in South Africa, general company work and establishment of trusts.

Stephen joined Deneys Reitz in July 2001 and was appointed as a Director of the firm in October 2007. He spent a year on secondment at Clifford Chance in London from July 2006 to July 2007 where he was employed in the Clifford Chance corporate department for the first six months of his secondment and the second half was spent in the capital markets department.

Stephen holds a Bachelor of Juris-prudence and a Bachelor of Laws.

Stephen Boikanyo DIRECTOR

Areas of Expertise Acquisition and Leveraged Finance; Asset Finance; Debt Restructuring and Insolvency; Debt Factoring; Debt Capital Markets; Lending and Syndicated Lending; Preference Shares; Structured Finance

Since qualifying as an attorney at the age of 22 years, Patrick Bracher has been an insurance lawyer. His expertise includes highly specialised knowledge of the long-term, short-term and risk aspects of insurance law. As a senior director, his focus is general corporate and commercial work especially work related to insurance (the FAIS Act, National Credit Act, Medical Schemes Act, Pensions Act, Consumer Protection Act and other financial legislation as well as the Constitution). His involve-ment in the licence application and roll-out of South Africa’s third cellular telephone licence developed his skills in telecommunications, corporate funding and a wide variety of related commercial transactions. He is known for his clear opinions, practical advice and plain language.

Patrick advises the South African Insurance Association, Lloyd’s of London in South Africa, National Credit Regulator and most South African insurers at one time or another, and is an external examiner for the University of South Africa LLM (Insurance Law) course. Patrick hosts a fortnightly radio programme on the Bill of Rights.

Patrick writes many and edits virtually all the publications issued by Deneys Reitz.

Patrick Bracher DIRECTOR

Areas of Expertise Finance and Financial Services; Insurance; Commercial; Tele-communications; Constitutional Law; Pensions and Medical Schemes


Deborah Carmichael is a director in the banking and finance unit. Deborah is a specialist banking and financial services lawyer and advises her clients on complex regulatory matters involving banking, financial services, exchange control, derivatives, securities lending and over-the-counter trading. Deborah and her team write the South African law legal opinion for the International Swaps and Derivatives Association dealing with the enforceability of the collateral arrangements executed under ISDA Master agreements and the legal opinion for the International Capital Market Association, the Securities Lending and Repo Commit-tee and the Capital Adequacy Working Group dealing with the enforceability under South African law of the various securities lending arrangements. Deborah has cross-border experience and during the economic downturn she advised various banks in relation to restructurings and refinancing of various financial products.

Deborah often publishes articles in leading financial journals and publications. In the area of Banking and Finance, according to IFLR1000 (2010), “Deborah Carmichael receives praise from banking clients as an up and comer”.

Deborah Carmichael DIRECTOR

Areas of Expertise Banking Regulation; Credit Law (National Credit Act and Consumer Protection Act); Derivatives, OTC Trading and Securities Lending; Exchange Control; Financial Services (Insurance Companies and Pension Funds); Stock Exchange Regulation

Kevin Cron (B.com, LLB, Master of Laws (Tax)) heads the commercial division of Deneys Reitz Inc. He is one of the most respected corporate lawyers in South Africa, having acted for well-known South African mining and industrial groups and for various South African and inter-national banks. He has specialised in general commercial work, banking and finance, tax, commercial and corporate work, mergers and acquisitions, and financial services generally, including securities laws.

Kevin has advised in numerous major transactions over the years, including advising on the financing aspects of the De Beers/ Ponahalo BEE transaction and assisting Absa in advising on the joint venture with Woolworths Financial Services. Kevin has represented financial institutions both locally and internationally including FirstRand, Standard Bank, Investec, Citigroup, Nedbank, Absa, J.P. Morgan Chase, Morgan Guaranty, Bank of America, Goldman Sachs, Deutsche Bank and others. He has extensive experience in financing structures locally and internationally.

He is a member of the Law Societies of the Northern Provinces, Natal, and Cape Provinces and is in addition a member of the company law committee of the council of the Law Society of the Northern Provinces.

Kevin Cron DIRECTOR

Areas of Expertise Banking & Finance; Project Finance; Commercial; Capital Markets; Exchange Control; Corporate; Mergers & Acquisitions; Tax


Robert Driman is a Director in the Banking and Finance Department and heads the firm’s Cape Town office. He regularly advises the majority of the major South African and inter national banks on all aspects of banking relating to financial services, financial markets, banking and banking regulation, stock exchanges, derivatives, finance and exchange control. He also practises in insolvency law and has been involved in a number of restructurings and work outs.

Robert joined Deneys Reitz in 1990 and holds a Bachelor of Journalism and Media Studies degree, a Bachelor of Laws degree, a Higher Diploma in Companies Law and a Master of Laws degree in Banking and Stock Exchanges Law.

Robert was recognised in the Chambers Global review for his work in contentious areas of banking as a “sound and respected” practitioner with clear insight and a commercial bent. “He does not get flustered easily and is able to take a complicated case from A to Z“.

Robert Driman DIRECTOR

Areas of Expertise Banking & Finance; Banking Regulation; Credit Law (National Credit Act); Debt Structuring and Insolvency; Derivatives and OTC Trading; Exchange Control; Financial Services; Hedge Funds; Securitisation

Sandanathi Gwina is a Director in the Johannesburg office. Prior to joining Deneys Reitz in September 2001, he gained experience in the areas of general practice, general commercial law and competition law. He advises on project financing, general equity and debt funding transactions, property finance and capital markets.

He has a B Proc Degree (University of the Transkei), a Higher Certificate in Financial Markets and Instruments (Academy of Financial Markets) as well as a Post Graduate Certificate in Banking and Finance (Wits).

Sandanathi Gwina DIRECTOR

Areas of Expertise Banking and Finance; Project Finance; Equity and Debt Funding; Property Finance; Capital Markets


Bradley Harber is a Director in the Johannesburg office. He advises local and international banks and financial institutions on various types of financing transactions. His emphasis is on secured lending and asset finance and he has advised lenders in a number of large leveraged buy outs and acquisition finance transactions. He also has experience in infrastruc-ture finance (in particular in relation to transactions where credit risk is taken on organs of state), property finance and preference share trans-actions.

Bradley holds a Bachelor of Commerce degree and a Bachelor of Laws degree.

Bradley Harber DIRECTOR

Areas of Expertise Acquisition and Leveraged Finance; Asset Finance; Lending and Syndicated Lending; Preference Shares; Property Finance; Infrastructure Finance

Robyn Holwill is a Director in the Cape Town office. She specialises in finance and M&A work, and advises on the financing aspects of M&A trans-actions. She has worked on numerous preference share funding issues in the M&A arena, as well as provided foreign lenders with opinions on the enforceability of their loans and security against South African residents, including advising on the exchange control implications in that regard. Robyn has also advised local asset managers and banks on various regulatory and product-related matters.

Robyn holds a Bachelor of Business Science degree, a Bachelor of Laws degree and a Master of Laws degree (Company Law).

Areas of Expertise Asset Finance (M&A context); Banking Regulation; Exchange Control; Financial Services; Preference Shares

Robyn Holwill DIRECTOR


Deseré Jordaan joined Deneys Reitz as a Director in 2004, practising in the Commercial Department at the firm’s Johannesburg office. She focuses on commercial property and mining transactions, acting pre-dominantly for financial institutions and mining companies. Her areas of expertise include banking and finance (with an emphasis on security arrangements), commercial property, mining, minerals, natural resources and energy.

Deseré was a partner at Webber Wentzel before joining Deneys Reitz. She is a notary, conveyancer and solicitor (England & Wales), and holds the following qualifications: B.Proc, M.Phil, Dip Human Rights, Dip Alternative Dispute Resolution. Deseré has received numerous awards, including the PU for CHE Rector’s Trophy and the Law Society of Transvaal’s prize for outstanding academic achievement.

Deseré Jordaan DIRECTOR

Areas of Expertise Banking and Finance; Mining, Minerals, Natural Resources & Energy; Property & Conveyancing

Jackie King (BA, LLB (cum laude)) was admitted as an attorney in 1991. She specialises in debt capital markets. She has acted for global investment banks and various local banks, insurers and other financial institutions and corporates.

Transactions she has been involved with include: Namibia Power Corporation (Proprietary) Limited ZAR3 billion (NAD3 billion) Medium Term Note Programme (dual listed on the Bond Market of the JSE and the Namibian Stock Exchange); Kagiso Sizanani Capital (Proprietary) Limited ZAR1 billion Domestic Note and Redeemable Preference Share Programme; Blue Inc Absolute (Proprietary) Limited ZAZ2 billion Fund-Linked Note Programme, Capitec Bank Limited ZAR2 000 000 000 Domestic Medium Term Note Programme; South African Securitisation Programme (Proprietary) Limited ZAR5 billion Multi-Seller Segregated Asset Backed Note Programme; MBT Channel Capital (Proprietary) Limited ZAR1 000 000 000 Asset Backed Domestic Medium Term Note Programme; Nedbank Limited ZAR15 000 000 000 Credit-Linked Note Programme; Nedbank Limited Warrant Programme; and Nedbank Limited ZAR30 000 000 000 Domestic Medium Term Note Programme.

Jackie King DIRECTOR

Areas of Expertise Debt Capital Markets


Mark Kyle is a Director in the Johannesburg office. He focuses primarily on acquisition finance and resource finance. He has acted for most of the major banks in South Africa and has also acted for some foreign banks such as JP Morgan. Mark spent a year at Linklaters, London in the banking group where he focused on acquisition finance.

Mark graduated with the BA LLB degrees in 1998 and was admitted as an attorney in 2001.

Mark Kyle DIRECTOR

Areas of Expertise Acquisition and Leveraged Finance; Lending and Syndicated Lending; Project Finance, Infrastructure Finance and Public Private Partnerships; Property Finance; Mining and Resource Finance

Jackie Midlane is a Director in the Johannesburg office. Prior to joining the firm, Jackie was Head: Specialised Finance Legal at Absa Capital, formerly Absa Corporate and Merchant Bank. Jackie gained invaluable experience whilst in house at Absa being involved and giving advice in a broad range of banking and finance transactions, including acquisition finance, asset finance, project finance, infrastructure finance, structured finance, inter national trade finance, commodity trade finance, syndications and preference share financing.

Jackie has been recognised as a leading lawyer in Chambers Global, 2008 and 2009 and Best Lawyers International, 2009.

Jackie acts for most major banks in SA and has acted for lenders in a wide range of banking and finance matters. She also advises borrowers in banking and finance transactions: she has significant experience in project finance, in particular mining and resource finance, infrastructure matters, secured lending, syndications, structured finance and preference share funding transactions, and has advised on debt restructuring trans actions, acquisition finance, property finance, trade and commodity finance and a number of general corporate matters.

Jackie holds the degrees of B.Com, LLB, H.Dip Co law and H.Dip Tax law.

Areas of Expertise Acquisition and Leveraged Finance; Asset Finance; Cross Border Finance; Debt Restructuring and Insolvency; Lending and Syndicated Lending; Mining & Resource Finance; Project Finance; Infrastructure Finance; Preference Shares; Structured Finance; Trade and Commodity Finance

Jackie Midlane DIRECTOR


Riza Moosa is a Director in the Johannesburg office. He regularly advises domestic and international banking and finance clients on a range of finance and investment transactions. His emphasis is on secured lending and preference share funding transactions specifically in the area of acquisition finance and private equity transactions.

Riza has been involved in a number of debt restructurings and work outs. In the field of asset financing, he has significant experience in aircraft financing where he advises domestic and international airlines, aircraft manufacturers and banks on funding and security aspects related to aircraft transactions. Riza has developed a speciality in Islamic finance having assisted local and foreign banks in establishing Islamic finance products, investments and funding. His finance experience extends to capital markets issues and securitisations.

Riza holds a Bachelor of Arts degree, a Bachelor of Laws degree and a Master of Laws degree, the latter in mercantile law with an emphasis on international business transactions and the financing of international trade.

Riza Moosa DIRECTOR

Areas of Expertise Banking & Finance; Acquisition Finance; Asset Finance; Lending & Syndicated Lending; Preference Shares; Property Finance; Exchange Control; Structured Finance; Debt Restructuring and Insolvency; Islamic Finance; Leveraged Finance

Gavin Noeth is a Director in the Banking and Finance team in the Johannesburg office and leads the Project Finance group. He focuses on project and infrastructure finance, where he has acted for sponsors, the majority of the major South African banks and a number of international banks as well as the South African and other African governments. Gavin has extensive project finance experience, including toll road finance, energy, mining and resource finance, public private partner-ships and ECIC export credit finance.

Gavin holds Bachelor of Commerce, Bachelor of Laws and Master of Laws degrees, the latter in company law, income tax and environmental law.

Gavin was rated as “highly recommended” by PLC Which Lawyer? Yearbook 2007, 2008 and 2009. The project finance group was ranked under Band 1 in Chambers and Partners 2007, 2008, 2009 and 2010 and Gavin is described as “widely regarded as one of the most thorough lawyers in town”, “confidence-inspiring and detailed” and “impresses clients with his ‘understand-ing of all the elements of a deal and what is important to a client’”. He is ranked in IFLR1000 2010 edition in Tier 1 and as one of South Africa’s leading lawyers in the field of project finance.

Areas of Expertise Project Finance, including Lending & Syndicated Lending; Public Private Partnerships; ECIC Export Credit Finance; Cross-border Project Finance

Gavin Noeth DIRECTOR


Andrew Parsons is a Director in the Durban office, having joined Deneys Reitz in 1999 after having practised at another major Durban firm for 10 years. Andrew regularly advises banking, finance and corporate clients on a range of banking and finance trans actions and matters. These include acquisition and asset finance, securitisations, private equity, financial services, project finance, stock exchange, preference share, debenture and share incentive scheme transactions and matters. Andrew has also advised in relation to Islamic finance having assisted in establishing Islamic finance products and funding.

Andrew holds a Bachelor of Arts degree, a Bachelor of Laws degree and has completed the course work for a post-graduate diploma in tax.

Andrew Parsons DIRECTOR

Areas of Expertise Acquisition Finance; Asset Finance; Debentures; Islamic Finance; Mergers and Acquisitions; Preference Shares; Project Finance; Property Finance; Structured Finance

Nzame Qokweni is a Director in the Johannesburg office. He regularly advises domestic and international banking and finance clients on a range of finance and investment transactions. His emphasis is on secured lending and preference share funding transactions specifically in the area of acquisition finance transactions. His finance experience extends to capital markets issues and securitisations.

Nzame practised in the Commercial Department of Deneys Reitz’s Cape Town office for two years whereafter he was seconded to Shearman & Sterling LLP in New York for a period of six months and a further six months at Morgan Stanley’s Legal and Compliance Division at their head office in New York.

Nzame holds a Bachelor of Laws degree.

Areas of Expertise Acquisition and Leveraged Finance; Lending and Syndicated Lending; Preference Shares; Property Finance; Structured Finance; Exchange Control

Nzame Qokweni DIRECTOR


Julian Jackson (English solicitor) is a Director and co-founder of Africa Legal. His main expertise is interna-tional finance and he has significant experience advising on project finance, general banking and commodity trade finance. He has advised international development finance institutions, leading international and South African banks as well as international private equity funds on various African investment projects.

Before joining Africa Legal, Julian was a member of Clifford Chance’s International Project Finance Group in London where he advised on financing and commercial agreements for infrastructure projects in Europe and the emerging markets. He has acted for banks as well as sponsors.

Julian obtained his BA (Law) from the University of Cambridge in 1997, having previously obtained a BA (Honours) from the University of the Witwatersrand.

Julian has been ranked as a leading lawyer by Chambers Global in the areas of general business law, projects and energy, and banking and finance. His clients include ABSA Capital, ABSA, Actis Capital, CDC, Citigroup, FirstRand Bank, FMO, Nedbank, Seacom, Standard Bank and Talbot & Talbot.

Julian Jackson DIRECTOR – AFRICA LEGAL

Areas of Expertise International Finance; Project Finance; Commodity Trade Finance; Mergers and Acquisitions; Private Equity; Funds

Steven Gamble (English Solicitor) is a director of Africa Legal. He has a wealth of experience in banking, acquisition finance, structured finance, asset finance and general corporate/commercial transactions, with a particular focus on cross-border and emerging markets work. Before joining Africa Legal, Steven was part of Norton Rose’s international finance team and spent time in their London, Singapore and Hong Kong offices before heading up their English Law banking and finance practice in Bangkok. Steven is admitted to the law societies of England & Wales, Hong Kong and Scotland and is ranked as a leading lawyer for corporate/commercial work in Africa by Chambers & Partners 2008 and 2009.

His international clients have included Actis, AIG, Calyon, Deutsche Bank, ExxonMobil, FMO, GE Capital, HBOS, HSBC, JPMorgan Chase, Morgan Stanley, Proparco, SocGen, Siemens, Standard Chartered Bank, RBS and UBS. He has acted for the key domestic banks in Africa (including FNB, Investec Bank, Nedbank, Standard Bank and RMB) and major Asian corporates and financial institutions (including China Construction Bank, Citibank (Taipei), Digital China, Huwawei Technologies, ICBC, Lenovo, Mitsubishi Corporation, Singapore Power, Sinosure, Sumitomo Corporation, SMBC and UOB).

Areas of Expertise Banking and Finance

Steven Gamble DIRECTOR – AFRICA LEGAL


Gabriel Meyer (English Solicitor and South African Attorney) is a Director in the Johannesburg Office, where he specialises in international cross- border corporate, commercial and banking work. He also regularly advises on structuring and establish-ing Private Equity Funds and has considerable experience on trans-acting in West Africa.

Gabriel spent several years studying and working in Switzerland where he completed the Swiss higher education certificate (Matura). Gabriel has an LLB and is fluent in German and has basic French. He is admitted as a Solicitor in England and as an Attorney in South Africa.

Areas of Expertise International Trade and Business; Mergers and Acquisitions; Private Equity; Funds

Gabriel Meyer DIRECTOR – AFRICA LEGAL

Lance Roderick (English Solicitor and South African Attorney) joined Deneys Reitz in 2008 and is a Director in the firm’s Africa Legal division. Lance’s main area of expertise is in investment funds and he has extensive experience in the structuring and establishment of offshore hedge funds and private equity funds. He recently advised a West African fund manager in relation to the establishment of the world’s first ever francophone West Africa Private Equity Fund. He has also advised a number of South African and international fund managers in relation to both South African and offshore fund structures.

Before joining Africa Legal, Lance spent over eight years working in London. He was a member of the Simmons & Simmons Financial Markets Department, where he primarily advised on alternative fund structures. Lance subsequently joined The Royal Bank of Scotland Plc, where he was responsible for advising on the Bank’s investment funds, both alternative and traditional, including hedge funds, private equity funds, UCITS funds, liquidity funds and property funds.

Lance obtained a B.Comm in 1993 and an LLB in 1995, both from the University of Natal. He was admitted as an Attorney in South Africa in 1998 and as a Solicitor in England and Wales in 2002.

Lance Roderick DIRECTOR – AFRICA LEGAL

Areas of Expertise Corporate & Commercial; Private Equity; Funds; Mergers & Acquisitions


Anthony Colegrave (BA, LLB (cum laude)) is an Associate in the Johan-nesburg office. He regularly advises domestic and international banking and finance clients. His emphasis is on banking regulation, exchange control, financial services, prime broking and hedge funds. In the field of financial services, Anthony has significant experience in advising investment managers on the regulatory considerations when conducting business in South Africa. In the fund structuring field, Anthony’s particular focus is on the provisions of the Financial Advisory and Intermediary Services Act, 2002 and the Collective Investment Schemes Control Act, 2002. In this regard, Anthony has assisted local and international hedge fund clients with their structuring requirements. In the collective investment schemes space, Anthony has assisted local and international collective investment schemes with their registration and ongoing reporting and filing requirements.

Anthony also regularly advises on securities lending and hedging transactions for local and international clients and assists in the annual opinion update for the International Capital Markets Association and the Securities Lending and Repo Committee.

Areas of Expertise Banking & Finance; Exchange Control; Derivatives and OTC Trading; Financial Services; Hedge Funds

Anthony Colegrave ASSOCIATE

Ania Gorna joined Deneys Reitz in 2007 and practises as an Associate in the Commercial Department of the firm, specialising in finance, where she acts for the majority of the major South African banks. Ania has experience in public private partnerships, acting for the lenders, government and consortia.

Ania holds B.Com (Marketing Management), B.Com (Law) and LLB degrees, as well as Higher Diplomas in Interpretation and Drafting of Contracts and in Cyberlaw.

Ania is a member of the Law Society of the Northern Provinces. She is fluent in English and Polish.

Ania Gorna ASSOCIATE

Areas of Expertise Banking & Finance; Acquisition Finance; Lending & Syndicated Lending; Preference Share; Project Finance; Public Private Partnerships; Infrastructure Finance; Leveraged Finance


Nick Grootes is an Associate in the Johannesburg office. Nick has been involved in a number of major local acquisition finance transactions, as well as advising on local aspects of foreign transactions, and has experience in acting both for funders and borrowers. Within the Banking and Finance Team Nick has typically acted for most of the major South African banks, as well as foreign banks, on a broad range of banking and finance matters, including acquisition finance, asset finance, lending and syndication, property finance and leveraged finance.

Nick holds a Bachelor of Commerce degree and a Bachelor of Laws degree.

Areas of Expertise Banking & Finance; Acquisition Finance; Asset Finance; Lending & Syndicated Lending; Property Finance; Leveraged Finance

Nick Grootes ASSOCIATE

Bridget King (B.Com, LLB (cum laude) and RPE (Equities)) acts for both borrowers and lenders with regards to various credit facilities; Revolving Credit Facilities for Citibank; Dual Tranche and other facilities for Anglo Platinum and Anglo American SA Finance (Pty) Limited.

She assisted Deutsche Bank Australia with various facilities for Babcock & Brown and assisted in drafting the loan documents, Prime Brokerage Agreements, ISDA Schedules and Master Netting Agreements.

She also acts for the consortium that won the tender to construct a new electronic toll road in Gauteng for SANRAL, and she drafted and advised on the Joint Venture and Co-Opera-tions Agreements, the FIDIC Conditions of Contract, the Subcontracts and Interface Agreements and other matters.

Bridget advises ISDA Inc and HSBC Limited in respect of the enforceability of collateral arrangements under the ISDA Collateral Security Documents.

Bridget has presented numerous seminars on the new Companies Act for various retail and investment banks and other clients.

Areas of Expertise Banking & Finance; Financial Markets; Banking Regulation; Corporate & Commercial; Exchange Control; Credit Law (National Credit Act); Derivatives & OTC Trading; Financial Services

Bridget King ASSOCIATE


Muzi Kubeka rejoined the Banking and Finance Department of the firm’s Sandton Office in June 2009.

Prior to rejoining Deneys Reitz, Muzi spent three years working in a major law firm in London, where he primarily advised on project and infrustructure finance. Before his departure for London, Muzi spent two years as a legal adviser at Absa Capital (Specialised Finance Legal), formerly Absa Corporate and Merchant Bank. Muzi served his articles of clerkship with Deneys Reitz at its Durban office.

Muzi holds the degrees of Bachelor of Arts and Bachelor of Laws from the University of Natal and the degree of Master of Laws (International Business Law) from the Vrije Universiteit, Amsterdam.

Areas of Expertise Banking & Finance; Cross-Border Finance; Mining & Resource Finance; Project Finance; Infrastructure Finance; Public Private Partnerships; ECIC Export Credit Finance; Trade and Commodity Finance

Muzi Kubeka ASSOCIATE

Antony Lindon joined Deneys Reitz’s Cape Town office in 2006 and transferred to our Sandton office in 2007. Antony currently practises as an Associate in the Commercial Department of the firm, specialising in intellectual property, banking and finance law.

He qualified as an attorney in 2008 and is a member of the Law Society of the Cape of Good Hope and the Law Society of the Northern Provinces.

Antony obtained his LLB from the University of Cape Town in 2005 and has subsequently completed the South African Institute of Intellectual Property Law’s Trade Mark Practitioner’s Group 1 Examinations.

Antony Lindon ASSOCIATE

Areas of Expertise Banking Regulation; Exchange Control; Intellectual Property; Lending & Syndicated Lending; Project Finance; Public Private Partnerships


Mary-Ann was appointed as an Associate in Deneys Reitz’s Commercial Department in 2010. She specialises in banking and finance work, particularly in the debt capital markets area.

Mary-Ann has experience in various aspects of debt capital market transactions. She has assisted in the establishing and amendment and restatement of various domestic medium term note programmes (DMTN Programmes), including the amendment and restatement of the Eskom Limited (ZAR65 billion) DMTN.

Mary-Ann has previous experience in general litigation and in commercial mergers and acquisitions transactions.

Mary-Ann holds an LLB degree from the University of Cape Town.

Mary-Ann Mbewe ASSOCIATE

Areas of Expertise Banking & Finance; Debt Capital Markets

Katia Mengel joined Deneys Reitz in 2009 and currently practises as an Associate in the Commercial Depart-ment in the Cape Town office, specializing in banking and finance. Specifically, Katia is experienced in local and cross border finance work, including general banking, cross- border financing, structured lending, financial services, fund establishment, fund regulation and exchange control. Katia also has experience in mergers and acquisitions and general commer-cial work, particularly within the mining sphere.

Prior to joining Deneys Reitz, Katia spent over a year at Lovells LLP, London in the banking and finance team where she focused on general banking, lending and syndicated lending, and trade finance transac-tions, particularly within the emerging markets.

Katia graduated with the BA LLB degrees from the University of Cape Town in 2002 and was admitted as an attorney in March 2006. She is currently undertaking her Masters in Commercial Law at the University of Cape Town.

Katia Mengel ASSOCIATE

Areas of Expertise Banking & Finance; Mergers and Acquisitions; Commercial; Cross-border Transactional Work; Exchange Control; Fund establishment and Regulation


Lindani Mthembu joined Deneys Reitz as a candidate attorney in January 2006 and became an Associate in the Banking and Finance Department of Deneys Reitz in January 2008.

Lindani is currently participating in the South African Visiting Lawyer Program through which he will spend one year (from September 2009 to September 2010) in the New York office of Paul, Weiss, Rifkind, Wharton & Garrison LLP as a foreign lawyer in their Foreign Lawyer Program. The South African Visiting Lawyer Program is conducted by the New York based Cyrus R. Vance Center for International Justice of the New York City Bar and allows lawyers from previously disadvantaged backgrounds to practise and gain skills in major international law firms based in New York City. Lindani will return to Deneys Reitz at the end of his program year with the South African Visiting Lawyer Program in September 2010.

Lindani Mthembu ASSOCIATE

Areas of Expertise Structured Finance; Debt Restructuring and Insolvency; Project Finance; Infrastructure Finance and Public Private Partnerships; Lending and Syndicated Lending; Preference Shares

Mlungisi Ndzakana ASSOCIATE

Mlungisi joined Deneys Reitz as a candidate attorney in 2007. In January 2009 he was appointed as an Associate in the Banking and Finance Department of the firm’s Cape Town office, specializing in banking and finance, tax and general corporate and commercial matters.

Relevant experience includes acting for Frater Asset Management (Proprietary) Limited in the establishment of a hedge fund, and providing regulatory and tax advice to local and international banks and asset management divisions within those banks regarding tax laws and banking and financial services regulation in South Africa.

Mlungisi also served on secondment with Metropolitan Asset Management as their in-house legal adviser dealing with a wide range of financial services transactions and providing legal advice to their business team.

Mlungisi holds a Bachelor of Laws Degree from the University of the Western Cape.

Areas of Expertise Banking and Finance; Tax; Commercial


Riccardo is an associate practising in the Banking and Finance Division at Deneys Reitz, Johannesburg office. He joined the banking unit after spending two years gaining valuable experience in various commercially litigious matters.

He currently specialises in banking and financial services law with a focus on regulatory matters and has assisted in preparing the enforceabil-ity opinions for the International Swaps and Derivatives Association in the context of credit support. Ric-cardo’s other clients include major local and international banks.

He is a keen sportsman and played hockey at provincial level for four years.

Riccardo holds an LLB degree from the University of North West.

Areas of Expertise Banking & Finance; Banking Regula-tion; Exchange Control; Derivatives & OTC Trading; Financial Services; Funds

Riccardo Petersen ASSOCIATE

Pearl Rabali is an Associate in the Johannesburg office. She focuses on banking work. She advises both local and foreign clients on various aspects of banking from setting up representative offices, advising on various banking legislation to negotiating ISDAs. Pearl also acts for banks in debt capital market t rans actions.

Pearl has a BSocSci (Political Studies & Governance) and a LLB and she is currently studying towards a Masters in Law (Commercial and Trade Law) at the Vrije Universiteit in Amsterdam. Pearl will be returning to Deneys Reitz after she has completed her studies.

Pearl Rabali ASSOCIATE

Areas of Expertise Banking; Debt Capital Markets; Exchange Control


Cynthia joined the Johannesburg (Sandton) office of Deneys Reitz in 2006 and practises as an Associate in the Commercial Department specialis-ing in banking and finance. Cynthia focuses on project finance, lending and syndicated lending, mining and resource finance, and debt capital markets and she has been involved in a number of major transactions.

Cynthia holds a Bachelor of Laws degree (cum laude).

Cynthia van der Merwe ASSOCIATE

Areas of Expertise Banking and Finance; Project Finance; Lending and Syndicated Lending; Mining and Resource Finance; Property Finance; Commercial; Debt Capital Markets

Gareth Weston is an Associate in the Cape Town office’s banking and finance unit. Gareth specialises in financial services and advises many large and intermediate sized asset managers and banks in relation to the South African regulatory environment, which in the ordinary course includes the Banks Act, the Collective Invest-ment Schemes Control Act, the Financial Advisory and Intermediary Services Act, the Pension Funds Act, the Long-term Insurance Act, the Securities Services Act and exchange control regulation.

Gareth has extensive experience in the establishment of alternative investment funds, having established a number of hedge funds, private equity funds, managed futures funds, fixed income funds and funds of hedge funds.

Gareth holds a Bachelor of Arts Degree and a Bachelor of Laws degree from the University of Cape Town and is currently reading for a Master of Commerce degree.

Areas of Expertise Banking Regulation; Credit Law; Financial Services; Hedge Funds

Gareth Weston ASSOCIATE


Jonathan is an Associate in Africa Legal and is also a member of the Deneys Reitz Corporate, Mergers and Acquisitions Department. He specialises in commercial and banking work. He regularly acts for various multi-national banks in relation to transactions throughout Africa. He has also provided advice to various companies and governmental development funds in respect of schemes of arrangement and compromise in South Africa.

Jonathan obtained a BA LLB (with distinction) from the University of the Witwatersrand in 2007.

Areas of Expertise Finance; Commercial; Mergers & Acquisitions

Jonathan Hoffman ASSOCIATE – AFRICA LEGAL/DENEYS REITZ

Maletsatsi joined Deneys Reitz in 2008 and practises as an Associate in Africa Legal. She regularly advises domestic and international banking and finance clients in relation to banking regula-tion, financial services, hedge funds and exchange control.

Maletsatsi is undertaking the Qualified Lawyer Transfer Test in 2010, with a view to being admitted as a Solicitor in England and Wales. She holds a BCom LLB degree from the University of the Witwatersrand.

Maletsatsi Phore ASSOCIATE – AFRICA LEGAL

Areas of Expertise Banking & Finance; Commercial; Private Equity; Derivatives & OTC Trading; Financial Services; Funds


Directors – Deneys Reitz

Stephen Boikanyo Tel: +27 11 685 8674 Cell: +27 83 676 7263 E-mail: [email protected] Fax: +27 11 535 5237

Patrick Bracher Tel: +27 11 685 8801 Cell: +27 84 452 5036 E-mail: [email protected] Fax: +27 11 535 5246

Deborah Carmichael Tel: +27 11 685 8546 Cell: +27 79 872 3777 E-mail: [email protected] Fax: +27 11 883 4000

Kevin Cron Tel: +27 11 685 8670 Cell: +27 83 251 6034 E-mail: [email protected] Fax: +27 11 535 5235

Robert Driman Tel: +27 21 405 1200 Cell: +27 83 441 4400 E-mail: [email protected] Fax: +27 21 418 6900

Sandanathi Gwina Tel: +27 11 685 8663 Cell: +27 83 296 6449 E-mail: [email protected] Fax: +27 11 722 9185

Bradley Harber Tel:+27 11 685 8902 Cell: +27 84 404 4553 E-mail: [email protected] Fax: +27 11 535 5237

Robyn Holwill Tel: +27 21 405 1251 Cell: +27 83 260 5781 E-mail: [email protected] Fax: +27 21 418 6900

Deseré Jordaan Tel: +27 11 685 8811 Cell: +27 79 882 5804 E-mail: [email protected] Fax: +27 11 535 5243

Jackie King Tel: +27 11 685 8990 Res: +27 11 643 1494 E-mail: [email protected] Fax: +27 11 535 5237

Mark Kyle Tel: +27 11 685 8874 Cell: +27 79 527 0660 E-mail: [email protected] Fax: +27 11 535 5203

Jackie Midlane Tel: +27 11 685 8678 Cell: +27 83 267 3267 E-mail: [email protected] Fax: +27 11 722 9182

Riza Moosa Tel:+27 11 685 8675 Cell: +27 83 675 3462 E-mail: [email protected] Fax: +27 11 535 5213

Gavin Noeth Tel: +27 11 685 8695 Cell: +27 83 296 1872 E-mail: [email protected] Fax: +27 11 535 5236

Andrew Parsons Tel: +27 31 582 5660 Cell: +27 83 441 3222 E-mail: [email protected] Fax: +27 31 582 5760

Nzame Qokweni Tel: +27 11 685 8530 Cell: +27 82 807 4384 E-mail: [email protected] Fax: +27 11 535 5237

Directors – Africa Legal

Julian Jackson Tel: +27 11 685 8583 Cell: +27 82 884 8677 E-mail: [email protected] Fax: +27 11 722 9181

Steven Gamble Tel: +27 11 685 8944 Cell: +27 82 330 5689 E-mail: [email protected] Fax: +27 11 722 9181

Gabriel Meyer Tel: +27 11 685 8858 Cell: +27 84 755 9033 E-mail: [email protected] Fax: +27 11 722 9181

Lance Roderick Tel: +27 11 685 8585 Cell: +27 82 807 4326 E-mail: [email protected] Fax: +27 11 722 9181

Associates – Deneys ReitzAnthony Colegrave Tel: +27 11 685 8828 Cell: +27 84 550 0271 E-mail: [email protected] Fax: +27 11 535 5238

Ania Gorna Tel: +27 11 685 8929 Cell: +27 79 522 3022 E-mail: [email protected] Fax: +27 11 535 5240

Nick Grootes Tel: +27 11 685 8904 Cell: +27 84 852 3904 E-mail: [email protected] Fax: +27 11 535 5237

Bridget King Tel: +27 11 685 8825 Cell: +27 82 334 0342 E-mail: [email protected] Fax: +27 11 535 5202

Muzi Kubeka Tel: +27 11 685 8699 Cell: +27 82 468 6171 E-mail: [email protected] Fax:+27 11 535 5240

Antony Lindon Tel: +27 11 685 8591 Cell: +27 82 807 4826 E-mail: [email protected] Fax: +27 11 535 5229

Mary-Ann Mbewe Tel: +27 11 685 8934 Cell: + 27 79 502 3116 E:mail: mab@deneysreitz,co,za Fax: +27 11 883 4000

Katia Mengel Tel: +27 21 405 1261 Cell: +27 82 807 5089 E-mail: [email protected] Fax: +27 21 418 6900

Lindani Mthembu Tel: +27 11 685 8940 Cell: +27 82 807 4327 E-mail: [email protected] Fax: +27 11 535 5240

Mlungisi Ndzakana Tel: +27 21 405 1304 Cell: +27 79 516 0122 E-mail: [email protected] Fax: +27 21 418 6900


Riccardo Petersen Tel: + 27 11 685 8985 Cell: +27 79 502 3543 E-mail: [email protected] Fax: +27 11 535 5202

Pearl Rabali Tel: +27 11 685 8934 Cell: +27 82 807 4320 E-mail: [email protected] Fax: +27 11 535 5238

Cynthia van der Merwe Tel: +27 11 685 8701 Cell: +27 82 807 4271 E-mail: [email protected] Fax: +27 11 535 5213

Gareth Weston Tel: +27 21 405 1309 Cell: +27 79 495 4472 E-maill: [email protected] Fax: +27 21 418 6900

Associates – Africa Legal

Jonathan HoffmanTel: +27 11 685 7205Cell: +27 79 502 3531E-mail: [email protected] +27 11 883 4000

Maletsatsi PhoreTel: +27 11 685 8982Cell: +27 79 502 3275E-mail: [email protected]: +27 11 883 4000

Deneys ReiTz inC

Reg No 1984/003385/21

sAnDTon (JohAnnesbuRg)

82 Maude Street Sandton 2196

PO Box 784903 Sandton 2146

Gauteng South Africa

Telephone +27 11 685 8500

Fax +27 11 883 4000

DuRbAn

3 Pencarrow Crescent

Pencarrow Park La Lucia Ridge 4051

PO Box 5003 Pencarrow Park 4019

KwaZulu-Natal South Africa

Telephone +27 31 582 5600

Fax +27 31 582 5700

CAPe Town

8th Floor Southern Life Centre

8 Riebeek Street Cape Town 8001

Private Bag x10 Roggebaai 8012

Western Cape South Africa

Telephone +27 21 405 1200

Fax +27 21 418 6900

www.deneysreitz.co.za