Lawyer Monthly - December 2024

An Exclusive Interview with: Centus Macauley Esq. Managing Partner, Macauley, Bangura & Co. and security documentation and transaction management. The repertoire and depth of our expertise was showcased with this transaction yet again. Do you have a system to conduct a thorough due diligence, and can you walk us through this? The Firm, working with several international law firms including but not limited to Messrs Herbert Smith Freehills LLP, Baker & McKenzie LLP, Akin Gump Straus & Feld LLP, Freshfields, Eversheds LLP, Norton Rose Fulbright LLP , Dentons, Mayer Brown, Allen & Overy LLP and Baker & McKenzie regularly undertakes due diligence and risk analysis for clients. The process of firstly designing and then, undertaking and or conducting a due diligence exercise is considered a sacred task at the Firm as the advice that you ultimately provide to the client has the power to determine the future of an entity and or a transaction. It has the power to facilitate market growth of an entity on the one hand or gloom and or decline on the other hand. The minimising of risk and or redirection of risk and or reallocation of risk and or the exercise of derisking is only possible where the risk has been identified in the first place. Conducting a proper due diligence exercise (whether it be financial, business or legal) is of the utmost importance. The identification of non-compliance issues, ongoing litigation, liabilities and a good number of other potential exposures will usually be unearthed from the due diligence exercises that we conduct. It is for this reason (whether dealing with a data room or in person meetings) obtaining corporate records, licenses, permits, contracts, HR and the like are at the bedrock of our information checklist request. That any thorough due diligence exercise will be demanding and timeconsuming, intricate and sometimes maze-like especially when dealing with variables, unknowns and inconsistencies, comes with the territory. At Macauley, Bangura & Co, we take great pride in stating that designing the appropriate and or relevant parameters Can you expand on your role and how your team was integrated in the support system for Mirova? The Firm was appointed by Mirova through its instructing solicitors, Messrs Charles Russell Speechlys LLP in 2023 to provide legal advisory and other ancillary advice in a cross-border transaction. Our team worked very closely with Charles Russell Speechlys LLP in providing the required legal, legal advisory, corporate and other ancillary services. The advice was crucial in achieving a transaction close on time and on budget. This brief was handled within the Firm by the Corporate Advisory Department on cross border transactions which is led by the Managing Partner Centus Macauley Esq. and assisted by Isatu Jalloh Esq. the Supervising Partner. As a rule of thumb at the Firm, no two transactions are the same even if one is led or tempted to believe so on account of some similarities. The peculiarity with every cross-border transaction as with this case is that the shopping list was quite unique. In short, it came with its own peculiar needs and wants. In this regard therefore, understanding the transaction, what must be taken into consideration, conditions precedent and conditions subsequent for the transaction, the legal and regulatory framework, and generally the transaction ecosystem was of utmost importance in providing advice that was not only relevant but mattered. Our advice addressed a broad spectrum of issues including mitigation of risk and or risk management, financing, default of payment obligations, repatriation of assets and liquid financial assets out of Sierra Leone, exchange control, currency risks, banking, anti-money laundering, the drafting and or review of agreements such as the security documentation, perfection and registration of instruments TRANSACTION INTERVIEW 81

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