BANKING AND FINANCIAL SERVICES REGULATORY
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BANKING AND FINANCIAL SERVICES REGULATORY
BOWMANS Banking and Financial Services Regulatory
Contents
04 Our Firm
05 Our Footprint in Africa
06 Our Banking and Financial Services
Regulatory Practice
08 Our Specialist Services
11 Our Signature Matters
14 Accolades
16 Key Contacts
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BOWMANS Banking and Financial Services Regulatory
Our Firm Our Footprint
in Africa
We help our clients overcome legal complexity W e are present in six countries in Africa:
Kenya (Nairobi), Mauritius (Moka), South
and unlock opportunity in Africa. Africa (Cape Town, Durban, Johannesburg),
Tanzania (Dar es Salaam), Uganda (Kampala)
and Zambia (Lusaka).
O ur track record of providing specialist legal
services in the fields of corporate law,
banking and finance law and dispute resolution,
At the inaugural IFLR1000 Awards for Sub-
Saharan Africa (2020), we received 10 awards
across four jurisdictions confirming our leadership
We work closely with our alliance firms in
Ethiopia (Aman Assefa & Associates Law
Office) and Nigeria (Udo Udoma & Belo-
spans over a century. when it comes to advising on multijurisdictional Osagie). These are two of the leading Uganda
mergers and acquisitions in Africa. At the African corporate and commercial law firms in their
With eight offices in six African countries and Legal Awards (2020), we won awards in three jurisdictions. Ethiopia
over 400 specialist lawyers, we draw on our categories and were highly commended in a
unique knowledge of the business and socio- further four categories including African Law We have developed best friends relationships
political environment to advise clients on a wide Firm of the Year – Large Practice. with PFI Partnerships in Malawi and Taciana
range of legal issues. Peão Lopes & Advogados Associados in
We received awards in three out of four Mozambique, and regularly work with leading
Nigeria Kenya
Everywhere we work, we offer clients a categories at the Dealmakers East Africa Awards law firms in other countries such as Angola,
service that uniquely blends expertise in the (2019): top legal adviser in the M&A Category for Botswana, Ghana, Ivory Coast, Namibia, Tanzania
law, knowledge of the local market, and an both deal flow and deal value and advised on the Rwanda, South Sudan and Zimbabwe.
understanding of their businesses. Our aim Deal of the Year. In the Dealmakers South Africa Malawi
is to assist them to achieve their objectives Awards (2020), we were placed third for both We have a comprehensive database of all the Zambia
as smoothly and efficiently as possible while transaction value and transaction volume in the law firms we work with in the rest of Africa
minimising the legal and regulatory risks. General Corporate Finance Category and fourth covering such countries as Algeria, Egypt,
for both deal value and deal volume in the M&A Morocco and French-speaking West Africa.
Our clients include corporates, multinationals Category. Mauritius
South Africa
and state-owned enterprises across a range of We are representatives of Lex Mundi, a global
industry sectors as well as financial institutions association with more than 160 independent Mozambique
and governments. law firms in all the major centres across
the globe. Lex Mundi gives us the ability to
Our expertise is frequently recognised by connect our clients with the best law firms in
independent research organisations. Most each of the countries represented.
recently, Mergermarket identified us as the Bowmans offices
number one legal adviser for Africa by number of
completed deals in 2020.
Alliance firms
Best friends
Significant transaction
or advisory experience
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BOWMANS Banking and Financial Services Regulatory
Our Banking and Financial
Services Regulatory Practice
Our Banking and Financial Services Regulatory Our multi-talented lawyers are highly regarded
practice provides high quality legal advice for their excellence, broad experience and
and support on legal and regulatory aspects versatility. We work on difficult, demanding
of banking regulation, financial services, and innovative local and international deals
investment management, investment funds, and provide the highest quality of service
insurance law, pensions and medical aid to to all types of clients including leading
international and domestic financial institutions local and international financial institutions,
and the financial services sector generally. corporate and investment banks, corporates,
state-owned entities, regulatory bodies
We also provide specialist advice on and governments. We offer legal advice in
structured products, derivatives (including relation to all aspects of banking and financial
‘over-the-counter’ derivative products). institutions regulation and financial services.
Our expertise includes the establishment Our practice regularly advises a broad
of banks, financial services providers and range of clients on all aspects of South
various financial institutions and the carrying African regulatory work as it pertains to
out of lending and investment banking banking regulation and financial services,
activities within Sub-Saharan Africa. including advising domestic and foreign
banks, fund managers, portfolio managers,
We have well-established relationships credit providers, pension funds, pension fund
with the South African Reserve Bank administrators, medical aid schemes and
Prudential Authority, the Financial Sector medical aid administrators, stock brokers
Conduct Authority (FSCA) and National and more recently, digital platform financial
Credit Regulator, among others, and we service providers (FINTECH Firms).
often interact with them on a wide range
of matters for the benefit of our clients.
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BOWMANS Banking and Financial Services Regulatory
Our Specialist Services
Financial Sector Laws Fund Formation and Registration Insurance • advising on on-going regulatory and
prudential requirements applicable to
We have specialist knowledge of the We have expertise in the formation and We advise on a broad range of matters banking institutions; acquisitions and
following financial sector laws: registration of various types of investment concerning long–term and short–term disposal of interests in a bank; and
funds (such as collective investment schemes insurance legislation, including the new • cash management services.
• Banks Act and hedge funds) in Sub-Saharan Africa. Insurance Act. Our service offering includes:
• Collective Investment Schemes Control Act Our service offering includes: More specifically we are involved in:
• Financial Advisory and • advising on formation and restructuring of
Intermediary Services Act • advising on the applicability of the insurance companies: this includes advising • drafting, reviewing and negotiating
• Financial Institutions (Protection relevant legislation to fund managers and and assisting clients with setting up a local agreements with services and product
of Funds) Act their funds in general and specific issues presence and obtaining relevant licences providers. These often include the
• Financial Markets Act relating to the marketing and sale of to conduct the business of an insurer. From review of product development
• Financial Intelligence Centre Act funds; registration and ongoing regulatory a restructuring perspective, we advise agreements; distribution agreements;
• Financial Sector Regulation Act requirements; regulatory changes; and assist clients with the acquisition product administration agreements
• Insurance Act and acceptance of client mandates and disposal of shares in insurance and other ancillary agreements;
• National Credit Act on a reverse-solicitation basis; and companies (and ancillary matters); • drafting or reviewing policy and
• Consumer Protection Act • preparing, reviewing and filing applications • preparing, reviewing and filing necessary other governance documents; and
• National Payment Systems Act for registration of fund managers notifications and applications for approval • preparing, reviewing and filing applications
• Pension Funds Act (including their funds) and applications where notification or approval thresholds and representations to the Prudential
for approval of foreign funds. are triggered regarding the acquisition and Authority regarding the formation and
Financial Services • advising on the structuring of funds. disposal of shares in insurance companies; restructuring of banks, branches and
• assisting with the formation of cell representative offices of foreign banks.
Our service offering includes: Capital Markets captives, captive insurers and third-party
arrangements: in particular this includes Lending Services
• advising on the applicability of relevant Our capital markets related advice on the fundamental structures for
legislation to our clients’ business activities service offering includes: providing insurance business through We advise on complex and vanilla credit
in general, and specific issues relating these arrangements, drafting the necessary arrangements and assist clients to set
to selling financial products; marketing • advising on brokerage/ trading agreements and engaging with the up a local presence and obtain licences
financial services; registration and ongoing arrangements (including the regulatory regulators to obtain approvals; and to provide regulated lending services.
regulatory requirements; regulatory environment of exchanges and brokers) • drafting, reviewing and negotiating Our service offering includes:
changes; and acceptance of client and custodial arrangements (including service level agreements, binder
mandates on a reverse-solicitation basis; the regulatory environment of central agreements, outsourcing agreements • advising on the applicability of the relevant
• preparing, reviewing and submitting securities depositories and central and intermediary agreements. legislation to lending arrangements;
applications for licences to operate as securities depository participants); • registering credit providers, debt
financial service providers, and notifying • negotiating relationships with brokers, Banking Services counsellors and credit bureaus;
the relevant regulators about any custodians, and nominees; • restructuring, acquisitions and disposals
changes occurring post licensing; • establishing and registering brokers, Our service offering includes: of interests in credit providers;
• reviewing and filing applicable custodians and nominees; and • advising on on-going compliance
annual reports (such as compliance • drafting, reviewing and negotiating • advising and assisting with formation obligations for credit providers, debt
reports and financial statements) brokerage agreements and custodial and restructuring of banks, branches counsellors and credit bureaux; and
with the relevant regulators; and agreements, among others. of foreign banks and representative • drafting, reviewing and negotiating
• drafting, reviewing and negotiating offices of foreign banks; credit arrangements, services level
discretionary investment mandates, foreign agreements and white label agreements.
exchange investment mandates and
other investment related agreements.
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BOWMANS Banking and Financial Services Regulatory
Our Signature Matters
Payment Services Sustainable Investment We have vast experience in our specialist Banking Services
services, a few highlights would include:
We are well versed in the national payment We offer advice on the range of alternative Clients: Standard Bank of South Africa Limited;
systems space. We advise clients on a broad investment approaches and structures Financial Services Capitec Bank Limited; SMBC; and BNP Paribas.
range of payment platform and service within the fields of sustainable investing, Work Highlight: Assisted and advised
matters. Our service offering includes responsible investing and impact investing, Clients: Credit Suisse; Morgan Stanley; Capitec from a banking regulatory
providing legal advice and guidance on to issuers of listed shares and bonds, private T. Rowe Price; Nomura; IG Markets; perspective in respect of Capitec’s
registrations of payment system operators equity investors, institutional investors and MOTUS Financial Services. acquisition of Mercantile Bank Holdings.
and third party payment providers. including pension funds, insurers and Work Highlight: Extensive advice to numerous
medical schemes, as well as other industry global and domestic asset managers Lending Services
Exchange Control participants such as fund managers, asset and other financial services providers on
consultants and consultancies. Our advice all aspects of the application of South Clients: ClearScore; Intelligent Debt
Our service offering includes: covers Regulation 28 of the SA Pension African financial services legislation. Management (DebtBusters); Caterpillar South
Funds Act, the King Code, the various JSE Africa; Avis Rent-A-Car; and Bank of America.
• advising on the applicability of exchange Rules, the UN Principles for Responsible Fund Formation and Registration Work Highlight: “Assisted ClearScore
control laws to cross-border transactions, Investment, and various applicable or relevant on their entry into and establishment
such as in-ward loans; cross-border international instruments such as the EU Clients: T. Rowe Price; Janus Henderson; Credit in the South African market as a re-
transfer of interests; cross-border cash Sustainable Finance Directive and Taxonomy. Suisse; The Carlyle Group; and Discovery. seller credit bureau under the NCA”.
pooling and notional pooling arrangements; Work Highlight: Assisted T. Rowe
cross-border remittance/ transfer of Price to successfully register multiple Payment Services
money; and foreign investments; Luxembourg-domiciled funds for
• drafting, reviewing and filing active promotion in South Africa. Clients: Stripe; GoCardless; Mastercard;
applications for approval regarding Wigroup; and Virgin Money.
cross-border transactions; and Capital Markets Work Highlight: Advised Virgin Money
• advising and assisting with formation on the application of payment and
of ‘authorised dealers in foreign Clients: Link Market Services; other regulatory instruments to their
exchange with limited authority’. BNP Paribas; and Liquidnet product, Virgin Money Spot.
Work Highlight: Advised Link Market
Derivatives Services in relation to the obligations of a Sustainable Investment
central securities depository participant
We advise on the marketing and sale towards the treatment of unclaimed funds Clients: Public Investment Corporation,
of derivative products (listed and OTC) and interest accrued on unclaimed funds. Old Mutual Group, UNPRI, The Standard
and review and negotiate ISDA Master Bank Tutuwa Community Foundation,
Agreements, annexures and schedules. Insurance Tshikululu, Rise Foundation, the Green
Outcomes Fund, RMB, Bill & Melinda
We advise on the recently-introduced Clients: Alexander Forbes Group, Old Gates Foundation, Freshfields.
OTC derivatives regulatory regime Mutual Group and Sanlam Group. Work highlight: Producing the guidance
under the Financial Markets Act and Work Highlight: We advised Alexander Forbes note for UNPRI signatories on acting in
attend to applications for authorisation on the disposal of its South African short-term concert regulations in South Africa.
as an OTC Derivative Provider with the insurance business to Momentum Metropolitan
Financial Sector Conduct Authority. Holdings for approximately ZAR 2 billion.
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BOWMANS Banking and Financial Services Regulatory
Exchange Control
Clients: Ener-G System Joburg (RF) (Pty) Ltd;
Ascensia Diabates Care South Africa (Pty) Ltd;
Gold One South Africa SPV (RF) (Pty) Ltd.
Work Highlight: Advised various clients
(foreign and local) on exchange control
laws and assisted various clients to obtain
exchange control approvals from the Financial
Surveillance Department of the South African
Reserve Bank (FinSurv) and Authorised Dealers
in foreign exchange. For example, we assisted
Gold One South Africa SPV (RF) (Pty) Ltd in
getting FinSurv to regularise its inward loan.
Derivatives
Clients: Plus500; AxiCorp; and IG Markets.
Work Highlight: Advised on the need
for various product providers to become
registered as OTC Derivative Providers
under the Financial Markets Act, against a
complex and dynamic regulatory landscape.
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BOWMANS Banking and Financial Services Regulatory
Accolades
CHAMBERS & PARTNERS IFLR1000 2020 THE LEGAL 500 EMEA
IFLR1000 FINANCIAL AND CORPORATE
2021 RANKED US IN RANKED US IN THE 2021 RANKED US IN
GUIDE 2020 THE FOLLOWING AREAS FOLLOWING AREAS THE FOLLOWING AREAS
Eighteen of our practices across five jurisdictions are ranked
(eight in the top tier) and 37 of our lawyers are recognised. BAND 1 TIER 1 TIER 1
KENYA KENYA KENYA
MERGERMARKET’S AFRICAN AND Banking & Finance Financial & Corporate Banking, Finance & Capital Markets
Corporate/ M&A Commercial, Corporate & M&A
MIDDLE EAST LEAGUE TABLES 2020 Employment
Mining
Employment
FinTech Legal SOUTH AFRICA Real Estate & Construction
Bowmans is identified as the top ranked legal firm Intellectual Property Capital Markets: Debt
by number of completed deals in 2020. Real Estate Capital Markets: Equity SOUTH AFRICA
Energy & Power Commercial, Corporate & M&A
SOUTH AFRICA M&A Competition
AFRICAN LEGAL AWARDS 2020 Capital Markets: Debt Employment
Capital Markets: Equity Projects & Infrastructure
UGANDA
Competition/ Antitrust Shipping & Transport
We won three practice awards at the African Legal Awards hosted by Financial & Corporate
Corporate Investigations
Legal Week and the Corporate Counsel Association of South Africa: Project Development
Corporate/ M&A TANZANIA
Competition Team of the Year, Energy and Natural Resources Team Employment Leading Firm
of the Year, and Transportation and Infrastructure Team of the Year. Environment TIER 2
IT & Telecommunications UGANDA
Projects & Energy KENYA Leading Firm
DEALMAKERS EAST AFRICA AWARDS 2020 Public Procurement Energy & Power
Shipping Infrastructure TIER 2
We were among DealMakers East Africa’s leading dealmakers for 2020, Tax
SOUTH AFRICA
placing first for number of M&A transactions worked on in East Africa, KENYA
TANZANIA Banking
with more than 26% market share, and having advised on the deal Infrastructure Dispute Resolution
General Business Law
named Deal of the Year. Mining Privatisation & Projects
UGANDA Oil & Gas
SOUTH AFRICA
General Business Law Project Finance
Banking & Finance
IFLR1000 AWARDS FOR SUB-SAHARAN Dispute Resolution
BAND 2 TANZANIA Investment Funds
AFRICA, 2020 Financial & Corporate Tax
AFRICA WIDE
Bowmans is confirmed as the top multi-jurisdictional M&A adviser in TMT OTHER NOTABLE
Africa at IFLR’s inaugural awards for Sub-Saharan Africa. We received
KENYA
10 awards across four jurisdictions including being named Tanzania MAURITIUS
Private Wealth Law
Firm of the Year, Uganda Firm of the Year, and being recognised as the Projects & Energy Financial & Corporate
overall M&A Team of the Year.
SOUTH AFRICA
Administrative & Public Law
Banking & Finance
DEALMAKERS SOUTH AFRICA AWARDS Dispute Resolution
FinTech
2020 Media & Broadcasting
Restructuring/ Insolvency
We were among DealMakers South Africa’s leading dealmakers for
2020, placing third for both transaction value and transaction volume in
the General Corporate Finance Category and fourth for both deal value
Recognised Recognised Recognised
and deal volume in the M&A Category.
71 Lawyers 37 Lawyers 66 Lawyers
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BOWMANS Banking and Financial Services Regulatory
Key Contacts
DAVID GERAL CHRISTINE RODRIGUES
Head of Banking and Financial Services Regulatory Partner
Johannesburg, South Africa Johannesburg, South Africa
T: +27 11 669 9514 T: +27 11 669 9531
E: david.geral@bowmanslaw.com E: christine.rodrigues@bowmanslaw.com
FAZIL HOSSENKHAN DEIRDRE PHILLIPS
Managing Partner, Mauritius Partner
Moka, Mauritius Johannesburg, South Africa
T: +230 5421 3032 T: +27 11 669 9196
E: fazil.hossenkhan@bowmanslaw.com E: deirdre.phillips@bowmanslaw.coM
BRIAN KALULE KIRSTEN KERN
Partner Partner
Kampala, Uganda Johannesburg, South Africa
T: +27 11 669 9553
E: brian.kalule@bowmanslaw.com E: kirsten.kern@bowmanslaw.com
BRIGHT TIBANE
Partner
Johannesburg, South Africa
T: +27 11 669 9521
E: bright.tibane@bowmanslaw.com
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Cape Town, South Africa
T: +27 21 480 7800
E: info-cpt@bowmanslaw.com
Dar es Salaam, Tanzania
T: +255 76 898 8640
E: info-tz@bowmanslaw.com
Durban, South Africa
T: +27 31 109 1150
E: info-dbn@bowmanslaw.com
Johannesburg, South Africa
T: +27 11 669 9000
E: info-jhb@bowmanslaw.com
Kampala, Uganda
T: +256 41 425 4540
E: info-ug@bowmanslaw.com
Lusaka, Zambia
T: +260 211 356 638
E: info-zb@bowmanslaw.com
Moka, Mauritius
T: +230 52 98 01 00
E: info-ma@bowmanslaw.com
Nairobi, Kenya
T: +254 20 289 9000
E: info-ke@bowmanslaw.com
Follow us on Twitter:
@Bowmans_Law
www.bowmanslaw.com
Alliance Firms:
Aman Assefa & Associates Law Office, Addis Ababa, Ethiopia
T: +251 11 470 2868
E: info@aaclo.com
Udo Udoma & Belo-Osagie, Lagos, Nigeria
T: +234 1 2774920-2, +234 1 2719811-3
E: uubo@uubo.org
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