Banking and Finance
We offer legal services to banks both in Nigeria and outside Nigeria. We prepare bank security documents to enable their customers obtain credit facilities. Examples of such security documents are Bridge Loan Agreements, Debenture Trust Deeds, All Assets Debentures and safe-custody agreements.
We also prepare and review, Consortium Loan Agreements, Warehousing Agreements, and Syndicated Loans Agreements.
We advise banks on off-shore loans, collaterals and letters of credit. We obtain state or Federal Government’s consent for security documents and file charges at the Lands Registries as well as the Corporate Affairs Commission.
Capital Market and Securities
Our Firm provides a full range of legal services in advising underwriters, issuers, financial institutions, trustees and subscribers in public and private securities offerings.
Our team has a good knowledge and developed expertise in this practice area particularly on debt capital arrangements such as the issuance of corporate bonds and Islamic Finance structure such as Sukuk. Presently, our firm is the solicitor to the issuer of a proposed N10 billion Sukuk bond to be issued by a State Government in Nigeria.
Our expertise covers legal and transactional issues arising from equity, debt, regulatory capital and equity linked (convertible and exchangeable) bond issues, debt programs, structured finance transactions. We are also registered with the Nigerian Securities and Exchange Commission (SEC) and our team members are registered solicitors with SEC.
Energy and Natural Resources
Giwa-Osagie & Co. has developed a major practice in this area which covers the whole range of the energy and natural resources sector. We advise on regulations, development, acquisitions and disposals in the industry.
We negotiate terms of Production Sharing Contracts, Joint Venture Contracts and also Review Gas Supply Contracts.
 
Our Senior Partner was appointed a member of the Legal and Regulatory Committee headed by Prof. Yinka Omorogbe and charged with the responsibility of drafting the Petroleum Industry Bill. We also worked on the Trans Sahara Gas Pipeline Project.
We advise clients both in the private and public sectors on Power Purchase Agreements (PPA), acquisition of equity interests in Independent Power Producer (IPP) projects and power generation projects.
In the mining sector, we advise on the exploration and exploitation of mineral resources and the establishment of mining interest in Nigeria. We review Exploration Agreements and Joint Venture Agreements on behalf of major mining companies. We advise both foreign and local operators on privatisation, regulation and tariff of electricity utilities. We have also advised foreign and local companies on the investment opportunities in the Power sector.
We advised a multinational cement manufacturing company on its $500 million expansion programme at Ewekoro Cement Plant. The project involved reviewing the Engineering Procurement and Construction Contract, reviewing the Operations and Management Agreement as well as the Power Purchase Agreement (PPA). The PPA involved negotiation of clauses on the sale and purchase of energy and capacity, delivery of the power plant, charge period and capacity and energy charges and payments.
We also advised on an Implementation Agreement between a State Government in Nigeria and corporate entities relating to the development, construction, ownership, operation and maintenance of a Hydroelectric Generating Dam Project. We also reviewed and advised on the Power Purchase Agreement between the parties and carried out due diligence on the various companies involved in the project.
Foreign Investments and Divestments
Our Firm provides legal advice to clients globally on Foreign Direct Investments (FDI) in Nigeria. We negotiate complex Joint Venture Agreements on their behalf on a regular basis.
We advise our clients on the legal, tax and regulatory requirements for setting up new investments in Nigeria and guide them through the various investment laws in Nigeria such as the Foreign Exchange (Monitoring and Miscellaneous Provisions) Act and the Nigerian Investment Promotions Commission Act amongst others. We have advised major cement manufacturing companies in England and France on structuring their investments in Nigeria. We also handle complex financing transactions regularly.
Mergers and Acquisitions
We represent all categories of clients in mergers and acquisitions, including buyers, sellers, major stockholders, lenders, financial advisers, individual investors, private equity funds and many others.
In addition to handling acquisitions of capital-backed corporations and other closely held entities, we regularly negotiate acquisitions involving large and publicly traded companies. We have advised major telecommunication companies and conglomerates on mergers and acquisition matters.
 
We have extensive transactional experience in the ever-changing regulatory, legal, tax and business issues impacting our clients in these transactions. We conduct legal due diligence exercises on the entities both on the buy-side and sell-side which help us with transaction negotiations and other post deal/acquisition support services.
Project Finance
The Firm also has vast experience in advising on legal matters relating to project structuring and development, financing, construction and other contract issues across every sector including power generation and transmission, telecommunications and public-private partnerships among others.
We represent multilateral and bilateral agencies, multinational companies in every type of transaction from complex international co-financings to capital markets-based projects. With extensive experience gathered from bringing projects to completion, we provide business and strategic advice tailored to suit each client’s specific needs.
Giwa-Osagie & Co. advises companies on the structuring of major projects in Nigeria. We also advise clients on asset based financing transactions involving storage terminals, aircrafts, ship and real estate.
Regulatory Enforcement and Compliance
We advise our clients on compliance with all laws existing in Nigeria. To achieve this, we advise them on legal issues to be considered before commencing operations in Nigeria such as registration of companies/businesses in accordance to Nigerian Companies law, and obtaining of relevant approvals/permits/and licenses for setting up of business in Nigeria. For example, our corporate immigration team advises on all the immigration laws and approvals and processes the requisite visas, business and residence permits for expatriates who wish to live and/or work in Nigeria.
Also, we advise companies on new laws which they need to comply with on a regular basis. Thus, at any stage of a transaction, or in the life of a company, it is important that clients are well informed of all new laws and regulations that affect their operations. This will also assist in preventing infractions.
We also have a team dedicated to advising and assisting companies/banks on compliance with the various Anti-money Laundering laws and regulations by preparing or reviewing compliance policies in line with the existing laws, rules and regulations of the regulatory bodies such as the Central Bank of Nigeria, Securities and Exchange Commission and the Nigerian Financial Intelligent Unit.
We ensure that we are up to date with regulatory provisions or legislations to advise our clients appropriately.
Aviation Law
We render legal services and give legal opinions to major local and international airlines in Nigeria. We also assist our clients in obtaining all requisite permits from the National Civil Aviation Authority (NCAA) and the Federal Airports Authority of Nigeria (FAAN) In addition to this, we handle debt recovery cases and aviation accidents that involve death, injury to passengers and loss of goods. We currently represent two international carriers and have worked for both for more than 17 years each.
Our in-depth knowledge on aviation regulations, aircraft finance and leasing ensure that we offer quality legal advice to our clients.
Property Law (Real Estate)
 
Our real estate department has extensive hands on experience in the sale and purchase of various types of properties. We advise our clients alongside our retained network of surveyors and estate agents to ensure that every aspect of a prospective deal is covered. We have worked for local and international banks on mortgages and property transactions for over 30 years.
 
We recently advised an International school in the sale of its multimillion dollar campus site and also advised a Foreign Embassy on its acquisition of a large expanse of land for consular purposes.
 
Telecommunications
We handle advisory and regulatory assignments in telecommunications. Our services include advising on the legal framework for operating in this sector and ensuring compliance with the relevant laws and regulations. We advise on financing agreements, joint venture contracts, memoranda of understanding and interconnectivity agreements. In advising our Clients, we consider carefully the tax implications of the proposed transactions and we work closely with other professional advisers to ensure that the Clients' objectives are achieved in a tax-efficient manner.
 
We published an article titled “Recent Developments in the Telecommunications Sector in Nigeria” by Traders Magazines, an African business journal, based in South Africa.