A LAW FIRM IN DRC SINCE 2018

DALDEWOLF is renowned for its knowledge and practice, for over 20 years, in the African market of law and business. Initially without a permanent office in Africa, and then with a permanent office in Kinshasa since 2018, DALDEWOLF's scope extends continentally, with a particularly strong expertise in the Great Lakes region (DRC, Rwanda, Burundi) and West Africa.

DALDEWOLF has opened an office in Kinshasa, which has quickly become an essential reference in the DRC. The opening of the Kinshasa office in 2018 is the culmination of decades of experience and expertise that some of the firm’s lawyers have of the market and the legal and business culture in the DRC. In particular, these lawyers were pioneers in the DRC’s accession to OHADA. This internationally recognized experience is combined with the firm’s arbitration practice.

The Kinshasa office provides legal assistance to a wide range of clients (multinationals, SMEs, start-ups, NGOs, international institutions, public and para-public entities, investment funds, African diaspora in Europe and European diaspora in Africa).

The team of the Kinshasa office is multidisciplinary (OHADA law, corporate law, taxation, mining law, competition, PPP and public procurement, IP/IT, litigation & MARD). As far as OHADA law is concerned, the lawyers of our Kinshasa office are also part of our OHADA Desk (composed of lawyers based both in Brussels and in Kinshasa).

Its areas of activity are essentially related to business and corporate life in the firm’s traditional areas of intervention, including obtaining licenses and permits for certain activities (mining, hydrocarbons, energy, banking and financial services, telecoms, agriculture) and managing judicial disputes or through arbitration (CCJA, ICC, UNCITRAL) and mediation.

In addition, DALDEWOLF regularly carries out consulting missions for States or donors in Africa, for example in the areas of auditing and revision of laws and regulations, debt renegotiation, and support for major projects, etc.

Finally, the Kinshasa office has developed a policy of pro bono services, on a selective basis, for the benefit of certain NGOs, non-profit associations and foundations, particularly in the areas of health, the environment, sustainable development and entrepreneurship.

In order to provide pragmatic and field-based services to their clients, DALDEWOLF relies, in Africa, not only on its Kinshasa office but also on a network of law firms (notably the ABLE Network | Club 54, present in more than 40 African countries), number professionals and sectoral consultants (mining, agriculture, environment, finance, etc.), woven over the years.

A 1-STOP-SHOP FOR CORPORATE & PROJECT FINANCE

DALDEWOLF and its Kinshasa office provide clients with advice and assistance with respect to corporate finance, as well as in the structuring of project finance, particularly in the mining, energy and infrastructure sectors in the Democratic Republic of Congo.

DALDEWOLF offers its clients a service based on the concept of “one-stop shopping”. In other words, we take care of the project management, including the supervision and coordination of the various parties involved in the transaction (accountants, consultants, financiers, valuers, etc.). In addition to greater convenience for the client, the concept of “one-stop shopping” allows for greater efficiency in the implementation of a project.

DALDEWOLF has also established a pool of experts (including both its own specialist lawyers and external consultants) to provide professional services (consultants, lawyers, accountants, patent agents, valuers, investment banks, – involved in a corporate or project finance transaction -, vis-à-vis buyers/sellers/licensees, regulators and other authorities).

DALDEWOLF’s added value in corporate finance or project finance projects consists of a unique combination of :

• In-depth knowledge of the mining, energy and infrastructure sectors in the Democratic Republic of Congo;
• Our legal and tax expertise, including OHADA law;
• A strategic vision;
• Creativity (by adopting an out-of-the-box approach); and
• An extensive network of contacts at the highest level in the Democratic Republic of Congo;
• Pursuing a value creation objective.

CORPORATE FINANCE

DALDEWOLF assists and advises its clients with respect to corporate finance, namely for transactions in which existing capital is utilised and new capital raised in order to create, develop and grow new projects and ventures, and to acquire other businesses. Corporate finance transactions often lead to the creation of new capital structures and/or change of ownership.

The types of corporate finance activity for which DALDEWOLF can assist its clients in the DRC are as follows:

• Mergers and acquisitions (M&A), and demergers involving private companies;
• Mergers, demergers and takeovers of public companies, including public-to-private deals;
• Refinancings;
• Management buy-outs, buy-ins or similar of companies, divisions or subsidiaries – typically backed by private equity;
• Raising capital via the issuance of equity, debt, hybrids of the two, and related securities for the refinancing and restructuring of businesses;
• Listing of companies on a recognised stock exchange by way of an initial public offering (IPO);
• Financing and structuring joint ventures ;
• Structuring infrastructure finance;
• Advising on public-private partnerships and privatisations;
• Structuring of capital raising for specialist corporate investment funds, such as private equity, venture capital, debt, real estate and infrastructure funds;
• Secondary equity issuance, whether by means of private placing or further issues on a stock market, especially where linked to one of the transactions listed above;
• Raising and restructuring private corporate debt or debt funds.

The pool of experts gathered by DALDEWOLF can provide the following professional services:

• Project management, i.e. the direction, coordination and supervision of the various service providers;
• Assessment of the local regulatory environment for foreign investments;
• Assistance in drafting the financial plan;
• All legal, accounting and tax aspects;
• Assistance in obtaining all necessary permits, authorisations and licences from the authorities (investment, antitrust, etc);
• Negotiations with banks and investors;
• Drafting of all contracts, letters of intent, deeds and other contractual documents.

PROJECT FINANCE

Project Finance is the financing of infrastructure, industrial or utility projects through a non-recourse or limited recourse financial structure. The debt and equity used to finance the project is repaid from the cash flows generated by the project. The assets, rights and interests in the project secure the debt. The Project Finance technique is particularly interesting for the private sector, as companies can finance large off-balance sheet projects.

DALDEWOLF’s clients can be any party involved in a project financing, be it the project owner itself, the concession authority, an offtaker, an investor, a bank, a leasing company or any other actor in the project.

The pool of experts gathered by DALDEWOLF can provide the following professional services:

• Project management, i.e. the direction, coordination and supervision of the various service providers (consultants, lawyers, accountants, patent agents, valuers, investment banks, – involved in a corporate or project finance transaction -, vis-à-vis buyers/sellers/licensees, regulators and other authorities);
• All legal, tax and accounting aspects related to the project;
• Drafting of all contracts, letters of intent and other contractual documents;
• Assessment of the local regulatory environment for foreign investments;
• Assistance in obtaining all necessary permits, authorisations and licences from the authorities (investment, antitrust, construction, zoning, etc);
• Negotiations with offtakers, leasing companies, banks and investors;
• Assistance in drafting the business and financial plan;
• Assistance in the negotiations in view of obtaining a concession;
• Technology assessment and validation;
• Financial evaluation of technologies at the request of their owners;
• Risk management (identification, allocation and coverage of residual risks);
• Project finance advice (including all legal and tax aspects);
• All other project finance advice.

SPECIALISTS IN MINING AND QUARRY LAW

The firm’s Kinshasa lawyers assist and advise investors in their mining projects (mainly copper, cobalt, gold and diamonds) and mining transactions in Africa, mainly in the Democratic Republic of Congo (DRC). The firm assists mining operators at all stages of their activities (exploration, exploitation, marketing, transport, farm-out, disposal, remediation). The firm also assists mining subcontracting companies to comply with the Congolese legal framework for subcontracting.

This assistance also covers the day-to-day legal management of taxation and parafiscal matters, compliance with international and national standards (UN, EU, OECD, EITI, ICGLR, etc.) and in the classic areas of business law such as labour law, contract law, company law and security law.

RANKINGS

Global Chambers – General Business Law – Band 2 – Congo Democratic Republic of Congo – Global 2023
‘What the team is known for
DALDEWOLF has significant expertise in the DRC, with considerable knowledge of OHADA law. Its expertise also extends to project development and financing in the energy and natural resources and infrastructure sectors. The team further possesses experience in corporate transactional matters, drawing on resources from its Brussels office as needed.

Notable practitioners
Brussels-based Patrick De Wolf possesses expertise in OHADA, corporate law, and arbitration. He has a strong track record in renewable energy, investment projects and construction, and a longstanding reputation for his involvement in the DRC.’

OFFICES

DALDEWOLF
4972 Avenue de la Vallée
Résidence “Prestige”
Kinshasa/Gombe R.D. Congo

E-MAIL ADDRESS

info.rdc@daldewolf.com

Phone/WhatsApp

Patrick De Wolf, Managing Partner
Téléphone & WhatsApp: +32 475 42 07 08

Daniel Djedi Djongambolo Ohongé, Counsel
Phone+WhatsApp: + 243 891 592 628

Laetitia De Smet, Partner
Phone+WhatsApp: +32 496 06 47 53