Khan Corporate Law

Khan Corporate Law (KCL) is a niche corporate law firm in Gaborone, Botswana with a focus on M&A, mining, energy and infrastructure, finance and capital markets mandates. The firm is known for its detailed and knowledge-driven approach to matters, with a focus on driving transactions to a successful conclusion. KCL is led by Shakila Khan, recognised as leading lawyer by Chambers Global Guide since 2013. The Lead Attorney is typically assisted by between 2 and 4 Associate Attorneys and a team of support staff. KCL is a wholly citizen-owned and 100% citizen staffed and 75% of our firm are women.

KCL prides itself on being a small, specialised team, that delivers big results.

KEY SPECIALISMS - CORPORATE AND M&A, BANKING AND FINANCE AND CAPITAL MARKETS

The firm is a niche corporate law firm. We have particular expertise and extensive experience with Corporate and M&A transactions, Banking and Finance, Financial Regulation and Capital Markets in Botswana. The firm is an African associate member of the Loan Market Association. KCL is a market leader in terms of debt capital market mandates in Botswana. The firm acts for major corporates in their financing transactions. The firm has acted for major fund managers in Botswana in respect of both fund structuring and ongoing asset management issues and has established collective investment undertakings in Botswana.

Some notable transactions in these sectors include:

• Botswana legal counsel, alongside ENS South Africa to Greenpoint Specialised Lending Proprietary Limited in respect of the cancellation of previous security taken over a Borrower’s Botswana subsidiary and the provision of new security, post a Borrower Group restructure, to Greenpoint (2023-2024).
• Local legal counsel, alongside Webber Wentzel South Africa, as counsel to Absa Bank Botswana Limited and Stanbic Bank Botswana Limited as Lenders and Joint Sustainability Coordinators to Norsad Capital Limited in terms of a Sustainability-Linked Term Facilities of ZAR 680 million (2023).
• Legal Counsel to Strides of Success Proprietary Limited in negotiating and settling a ZAR 88 million loan facility agreement with the Industrial Development Corporation of South Africa and providing advice on security and the enforceability closing legal opinion (2023).
• Legal Advisor to the Arranger and Issuer on the Establishment of Botswana Savings Bank's BWP 1 Billion Note Programme and the inaugural Notes issuances thereunder (2022).
• Legal Advisor to the Arranger and Issuer in respect of the Amendment and Restatement of First National Bank of Botswana’s Floating Rate Notes as a result of the change in main Bank of Botswana reference rate to the Monetary Policy Rate (2022).
• Botswana Legal Advisor to MCB Investment Management Co Ltd in respect of the Secondary Listing of the Participating Shares in the African Domestic Bond Fund (ADBF) on the Exchange Traded Funds Board of the Botswana Stock Exchange (BSE) (2022).
• Legal Advisor to the Arranger and Issuer in respect of the Amendment and Restatement of Botswana Housing Corporation’s Floating Rate Notes as a result of the change in main Bank of Botswana reference rate to the Monetary Policy Rate (2022).
• Botswana legal advisor in terms of local law compliance to NewGold Issuer (RF) Limited (“NewGold”) regarding the secondary listing of the NewPalladium ETF (2021).
• Confidential Client - Legal Counsel to an independent sub-committee of a listed entity advising on takeover law and the board’s obligations in the face of a potential takeover bid and leading discussions on behalf of the sub-committee with the Botswana Stock Exchange (2015-2016).

The firm believes that being sector-specific allows it to keep abreast of legal developments as they apply to developing markets and to provide the firm's clients with greater depth in these areas.

KEY SPECIALISMS - MINING, ENERGY AND INFRASTRUCTURE

This is a core practice area for the firm, KCL draws across its sector expertise in M&A, finance and regulatory practice areas in assisting clients in these industries.

Some notable transactions in these sectors include the USD 34.2 Million Sale of Mupane Gold Mine: Acting as Botswana legal counsel for the sale of the Australian companies that owned and operated Mupane Gold Mine (Botswana’s only gold mine) and providing the Botswana legal opinion on corporate and title matters. This opinion was relied on by the sellers, purchasers, the underwriters and the Toronto Stock Exchange Venture Exchange in the firm’s first year of operations (2011); Acting as legal lead and member of the core team of the consortium tasked with the design and establishment of a mining investment house for the Government of Botswana; and acting as Local Counsel to the Minerals Development Company Botswana (Proprietary) Limited (MDCB) in respectof the transfer from the Government of Botswana to the MDCB of Morupule Coal Mine Limited; BCL Limited and the 15% Botswana Government interest in De Beers.

The firm has also provided the legal and regulatory input into feasibility studies by providing legal and regulatory reports and regulatory matrices in respect of the anticipated project, from development up to the stage of power generation and cross border supply and assisted shortlisted bidders with tender preparations in respect of the engineering, design, procurement, construction, operation, and ultimate decommissioning of power plants and ancillary infrastructure.

In addition, the firm's experience includes drafting collaboration agreements and joint venture agreements in respect of mining and IPP projects and advising on aspects of coal supply agreements.

The firm’s experience offers clients the added advantage of working with a law firm that is able to seamlessly interface between the interests of the private sector and the requirements and perspective of the regulator through the governing ministry.