DOMINIC REBELO | PARTNER | ANJARWALLA & KHANNA
Dominic Rebelo is a partner at Anjarwalla & Khanna. He has wide-ranging experience in capital markets, corporate mergers and acquisitions, energy and natural resources and environmental law. Prior to joining Anjarwalla & Khanna, Dominic was a Partner at Daly & Figgis Advocates.
Dominic has advised domestic, regional and international private and publicly listed companies on a variety of commercial transactions including share acquisitions, privatizations, public listings and cross listings. He has also assisted a variety of foreign investors in the energy sector in setting up operations in Kenya.
MEMBERSHIP IN PROFESSIONAL SOCIETIES
2006: Postgraduate Diploma in Law, Kenya School of Law
2005: LL.B, Bachelor of Laws, the London School of Economics and Political Sciences, England
2000: BSc (Joint Hons) Philosophy and Economics, the London School of Economics and Political Sciences, England
2011 – DATE: Partner, Anjarwalla & Khanna, Advocates, Nairobi
2005 – 2010: Associate and Partner, Daly & Figgis Advocates
AWARDS AND ACCOLADES
- Dominic is noted for his experience in capital markets. – Chambers Global 2015.
- “He is commended for his responsiveness and succinct advice.” – Chambers Global 2011
- IFLR 2011 notes that Dominic ‘is rated highly by clients, with one describing him as “very out-of-the-box in terms of pragmatism and finding solutions. He has the depth of knowledge but also is very alive to some of the challenges we face from a commercial perspective. He can translate a legal point into a solution.”
AREAS OF EXPERTISE
- Capital Markets
- Corporate M&A
- Energy, Natural and Renewable Resources
TOP MATTERS – CAPITAL MARKETS
- Acting for one of the largest global insurances on a proposed acquisition of the majority stake in a Kenyan insurance provider (with regional operations) listed on the Over The Counter trading platform in Kenya, including providing advice on the various regulatory issues, take-over procedures, possible exemptions, timelines and potential pitfalls associated therewith.
- Acting for Atlas Development and Support Services Limited (formally Africa Oilfield Logistics Limited) a company incorporated in the Island of Guernsey, Channel Islands and listed on the LSE on its Kenyan private placement and subsequent cross listing onto the Growth Enterprise Market Segment of the Nairobi Securities Exchange – the first ever successful cross listing onto the Growth Enterprise Market Segment.
- Acting for Umeme Limited on the successful cross-listing of its shares on the Nairobi Securities Exchange. The Umeme cross listing was the first of its kind, being the first company to successfully cross list on the Nairobi Securities Exchange. A&K was deeply involved in the initial listing in Uganda, oversaw the drafting of the Kenyan Information Memorandum, ensured compliance with all Kenyan legal requirements, provided a legal opinion on the cross listing and procured the requisite approvals from the Kenyan Capital Markets Authority and the Nairobi Securities Exchange to allow the cross listing to proceed. As part of the transaction, A&K had to liaise closely with the Kenyan Capital Markets Authority and the Nairobi Securities Exchange to assist in putting in place the necessary measures to allow for a cross listing onto the Nairobi Securities Exchange.
- At the request of the Capital Markets Authority in Kenya, investigated and drafted a report on CMC, a publicly listed company, in light of various allegations about the conduct of the Board of CMC, before its recent acquisition.
- Acting for Abraaj Capital Holdings Limited in the sale of 100% of the share capital in Aureos Capital Limited to Abraaj Capital Holdings Limited. A&K obtained the relevant consents for the transaction in Kenya including the consent of the Kenyan Competition Authority and the consent of the Kenyan Capital Markets Authority.
- Acting for Safaricom Limited in their purchase of 100% of the issued share capital of IGO Wireless Limited, Instaconnect Limited and Packetstream Data Networks Limited as part of Safaricom’s strategic expansion to implement a full WIMAX network.
- Acting for Safaricom Limited on the setup of the Safaricom Employee Share Purchase Plan and the Safaricom Employee Share Option Plan and advising the trusts overseeing the same on the opertaion of the schemes.
- Acting for Scangroup Ltd, a company listed on the Nairobi Stock Exchange, in their purchase of shares in Ogilvy East Africa Ltd and O&M Africa BV including the procurement of all necessary Monopolies, Capital Markets and other Governmental approvals.
TOP MATTERS – ENERGY AND NATURAL RESOURCES
- Acting for Quantum Power East Africa BV in relation to the development of a 30-35 MW modular geothermal power plant in Menengai. Our scope of work includes: negotiating the project implementation and steam supply agreement with the Geothermal Development Corporation, negotiating the power purchase agreement with the Kenya Power and Lighting Company.
- Acting for Sosian Energy Limited in relation to the development of a 30-35 MW modular geothermal power plant in Menengai. Our scope of work includes: negotiating the project implementation and steam supply agreement with the Geothermal Development Corporation, negotiating the power purchase agreement with the Kenya Power and Lighting Company.
- Acting for the sponsors (being, amongst others, Africa Infrastructure Investment Fund, General Electric and the International Finance Corporation) of a 100MW wind powered generation facility in Kipeto, Kajiado.
- Acting for a number of bidders who are large multi-national corporations that are bidding to Kenya Electricity Generating Company (KenGen) to undertake the financing, designing, construction, installation, operation and maintenance of a 140MW geothermal power plant in the Olkaria VI Geothermal Power Project. The selected bidder will set up a project company in a joint venture with Kengen. The project company will enter into a steam supply agreement for the supply by Kengen of steam which will be used to generate electricity. The off-taker of the electricity will be Kenya Power & Lighting Company Limited (KPLC), and the project company will enter into a power purchase agreement with KPLC in this regard. The project company will also construct the transmission infrastructure which it will transfer to Kenya Electricity Transmission Company Limited (KETRACO). The project is one of the initial projects being undertaken under the new Public Private Partnership regime.
- Acting for the sponsors of Triumph Power Generating Company Limited, in connection with the development of an 83MW thermal power plant in Athi River, Kenya. Scope of work included drafting and negotiating: a long-term power purchase agreement with the Kenya Power & Lighting Company, government support letter from Government of Kenya, EPC contracts and operation and maintenance contracts with XJ International Engineering Corporation (a subsidiary of China State Grid Corporation), Partial Risk Guarantee from IDA to secure a letter of credit from JP Morgan to provide credit enhancement to the project; financing agreements with the lenders (ICBC, China and Standard Bank, South Africa). MIGA provided the lenders with relevant guarantees to secure their lending for this project.
- Acting for Centric Energy Limited in the setup of their petroleum exploration operations in Kenya.
- Acting for Gulf Energy Limited in their takeover of North Oil (K) Limited.
- Advising International Gold Explorations AB and Gold Mineral Resources Limited in their friendly sale and purchase of shares in Kilimapesa Limited and the subsequent restructuring of their various mining rights.
TOP MATTERS – PRIVATE EQUITY AND VENTURE CAPITAL
- Acting for Amethis Africa Finance on its investment in the Ramco Group of companies including an internal restructuring of the print and media business and subsequent equity investment.
- Acting for Actis in its 36% equity investment in AutoXpress Group, a leading East African tyre wholesaler and retailer.
- Acting for the Opes Fund on their investment into the Naivasha Water Company, a provider of clean drinking water to consumers in the Rift Valley in Kenya.
- Acting for VilCap Investments, LLC on debt and convertible investments into an internet start-up company in Kenya.
- Acting for Catalyst Principal Partners LLC on their successful investment into a Tanzania based heavy-machinery leasing business, including an initial management buy-out, group restructuring and subsequent investment by Catalyst Principal Partners.
- Acting for Amethis Africa Finance on its investment in Chase Bank (Kenya) Limited including negotiations with the minority shareholders and the regulator.
- Acting for responsAbility Renewable Energy Holdings (rAREH) on their setup of operations in Kenya and proposed investments into various renewable energy projects in Kenya.
- Acting for the Savannah Fund on a number of investments into Kenyan information technology start-up ventures.
- Acting for Blue Have and a consortium of investors on their investment into Ecopost Limited, a Kenya business involved in utilizing recycled materials to make plastic lumber with an array of construction uses.
- Acting for Grass Roots Business Fund on various of their investments into agricultural business in Kenya.
- Acting for Gray Matters Capital on their commencement of operations in Kenya and on various investments in the educational sector in Kenya including modular moveable container-based classroom solutions for Kenyan schools and advice on structures that would enable the investor to provide debt/equity in the form of convertible loan notes over a period of time to assist the target companies grow with a view to developing their operations while making a social impact in the educational sector in Kenya.
- Advised 88 mph on a number of proposed investments in various companies in Kenya. The scope of our work included advising on corporate restructuring, regulatory and equity/debt investment instruments.
- Acting for i/o Ventures, a newly established private equity fund in the setup of their incubator fund in Kenya and Mauritius for the provision of start-up capital to IT entrepreneurs in East Africa.
- Advising private equity firm Catalyst Holdings LLC in their purchase of shares in Novo Star Limited.
- Acting as local counsel for Abraaj Capital Holding Limited on their purchase of Aureos Frontier Investments, LP.
- Acting for the purchaser on the sale and purchase of an interest in Safepak Limited from Aureos East Africa Fund LLC.
- Acting for Catalyst Capital on the sale of its interest in a FMCG business in Tanzania.
- Acting for Apollo Investments Limited, the holding company for seven subsidiaries, including APA Insurance Limited, a leading general insurance business in Kenya, and Apollo Life Assurance Limited, in relation to the subscription for shares by LeapFrog Financial Inclusion Fund, an international insurance sector private equity fund.
- Acting for Catalyst Principal Partners, a regional private equity investment fund, on its acquisition of a minority stake in Chemi & Cotex Limited, a Tanzanian FMCG Business, shortly following the acquisition of a stake by HSBC Investment Bank Holdings Plc and Satya Capital.
TOP MATTERS – GENERAL M&A
- Acting for Mobile Commerce Ventures on their setup in Kenya and the set-up of the M-Kopa brand of financed rechargable solar lights including drafting all contracts for their operations.
- Acting for the Kenya Women’s Finance Trust in the hive down of their microfinance business and subsequent recapitalization pursuant to the requirements of the Micro Finance Act.
- Acting for Mercantile Insurance Company Limited in their recapitalization pursuant to the requirements of the Insurance Act. Also advised the company and their majority shareholders on the purchase by the majority shareholders of the minority shareholding held by Ecobank Kenya Limited.
- Acting for Safaricom Limited in their purchases of 100% of the issued share capital of IGO Wireless Limited, Instaconnect Limited and Packetstream Data Networks Limited as part of Safaricom’s strategic expansion to implement a full WIMAX network.
- Acting for the Gulf group of companies on the setup of their group Employee Share Option Scheme.
- Acting for Fidelity Commercial Bank Ltd in their successful private placement.
- Acting for the Kenya Fluorspar Company Ltd in the setup of its Employee Share Ownership Plan.
- Acting for EABS Bank Limited in the sale of a majority stake in the bank to Ecobank Transnational Incorporated.
- Acting for Jubilee Holdings Limited in their purchase of shares in Farmers Choice Holdings Limited from the Aga Khan Fund for Economic Development.
- Acting for Agility Logistics International BV in their takeover of Starfreight Limited.
- Acting for various partners in the setup of the Olare Orok Conservancy Ltd on the borders of the Maasai Mara.
TOP MATTERS – TELECOMMUNICATIONS
- Acting for Level 3 Communications Inc on their setup of operations in Kenya.
- Acting for Emerging Markets Communications LLC on the restructuring of their Kenyan operations.
- Acting for RSwitch Limited, Rwanda’s national telecommunications exchange, on their recapitalisation and successful rights issue and their various trade agreements in Rwanda.
- Acting for The East Africa Marine System (TEAMS) Limited and Safaricom Limited, in relation to the Public Private Partnership (PPP) between the Government of Kenya and a consortium of East African national and international telecoms service providers and Etisalat of UAE undertaking the construction and operation of a 4,500 kilometre under-sea fibre optic cable connecting Kenya to Fujairah (United Arab Emirates). Including advising on corporate structuring, telecommunications, privatisation and procurement regulation and drafting and reviewing subscription, loan and shareholding agreements and drafting the capacity purchase agreements.
- Acting for Go Communications Ltd and Bridge Media Ltd in their various restructurings and sale/ purchase of shares.