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PRESENTATION NOTE
ZANGUE&PARTNERS
Z&P
Sis 156, Rue 2.371 Avenue de GAULLE (En face ENERGY CLUB) BONAPRISO - DOUALA P.O Box: 3922 DOUALA – CAMEROON Tel : 00237 243 72 44 44 / 233 42 49 60 / 699 50 83 65 Email 1 :[email protected] Email 2 :[email protected] Web Site : www.zangueandpartners.com
2017
Serges Martin ZANGUE
Z&P
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MAIN AREAS OF
COMPETENCE/PROFICIENCY
Business Law
•Commercial
•Incorporating and liquidating companies
•Debt recovery
•Patent rights
•Privatizations
•Merger/acquisition
•Project financing
•…
Banking and financial law
Maritime and aviation law
Labour law
Civil law
Land law
Environnemental law
Electricity law
Water law
Mining law
Oil & Gas law
Telecommunications law
Competition law
NSIF litigation (National Social Insurance Fund)
Litigation before the Administrative Bench
Litigation before the National Competition Council
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ZANGUE AND PARTNERS
(hereinafter Z&P) is a law firm founded
by barrister Serges Martin ZANGUE, a
lawyer of the Cameroon Bar
Association.
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Z&P strives to develop flexibility in assisting its clients by being available for a personal
follow up taking into consideration the actual and structural needs of the client.
The firm therefore accepts working modalities such as the secondment of its associates to
companies, the legal supervision of the company’s activities through a continuous and/or
alternating presence within the company.
The firm also accepts to host in-house counsels/or other staff for the follow up concerning
specific projects or in the framework of trainings.
Legal advisory
Participating in negotiations
Legal and administrative assistance to foreign investors
Representation and assistance before courts and the administration
Legal opinions
Legal audit
SERVICES PROVIDED TO CLIENTS INCLUDE
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EXPERTISE
Together with his team, Serges has been involved in:
Advising the Joint lead Managers as to Cameroonian law in the first ever Eurobond
transaction worth about 750 billion FCFA of the Republic of Cameroon including:
o General advice on various aspects of Cameroonian law (public contracts, banking and
finance, etc.)
o Review of all the transaction documentation from a Cameroonian law perpective
o Issuance of legal opinions
o Participation in due diligence meetings and weekly calls
Counsel of CAMRAIL and its insurers within the framework of the management of the civil
aspects of the railway accident of 21 October 2016.
Providing legal assistance to IHS Cameroon in the refinancing of the 2012 financing of
the acquisition of telecom towers in Cameroon
Advising Platinum Power as to Cameroonian law in the development of the 400 MW hydro
plant project in Cameroon
Serges Martin ZANGUE
Serges has a strong academic background.
He is holder of a Master’s Degree in Private
Law.
Serges has been into legal practice since the
year 2000 and joined the Cameroon Bar in
May 2001.
He founded Z&P, after 14 years of intense
practice both in the domain of legal
counselling and litigation, comprising 9
years of collaboration with the law firm of
barrister Marie Andre NGWE as Senior
Associate. Before joining this latter law firm
he passed through two other law firms of
different profiles.
COMPANY AND CONTRACT LAW - INVESTMENT LAW- CAPITAL MARKET
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Advising SUCDEN and BIC- BRED Company as to Cameroonian law with the framework of a
financing through prepayments and refinancing in the cocoa sector, with securities.
Advising Qatar National Bank as to Cameroonian law within the framework of a financing
with security package in favour of a Cameroonian company (ongoing)
Advising a major company in the cement sector as to Cameroonian law within the framework
of a refinancing of its shareholder loans in collaboration with Clifford Chance LLP
Advising EXIM BANK Turquie as to Cameroonian law within the framework of a financing to
the State of Cameroon for the construction of the Douala-Japoma stadium (closing stage)
Advisng INTESA SAN PAOLO as to Cameroonian law within the framework of a financing to
the State of Cameroon for the construction of housing units (closing stage).
Advising Standard Chartered Bank and Société Générale as to Cameroonian law within the
framework of a financing of a takeover of stake holding of a Holding company with
consequences on its subsidiaries in Cameroon and the financing of its activities with security
package.
Participation in the local legal team assisting Société Générale within the framework of a
consultancy and due diligence in relation to the implementation of the “salle des marchés sub
sahariens” at SGBCI
Participation in the local legal team assisting Société Générale within the framework of the
implementation of the performance share plan
Advising GOLAR Group within the framework of the creation of its subsidiary GOLAR CAMEROUN SASU, general assistance in respect of the implementation of the new Floating LNG project with environmental aspects involved.
Advising SIKA Group within the framework of the creation of its subsidiary SIKA CAMEROON SARL, general assistance in respect of its implementation in Cameroon, tax formalities and obtaining various licences.
Advising OCP Group within the framework of the creation of its subsidiary OCP CAMEROUN SA, general assistance in respect of its implementation in Cameroon, tax formalities and obtaining various licences.
Advising HSBC and SCB London in the framework of issuing a guarantee in favour of an oil
and gas company in Cameroon including:
o Review of facility letter
o Issuance of Legal Opinion
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Legal assistance to Mitsui & Co ltd in conducting the due diligence in respect of a potential
investment into a company having affiliates in Cameroon.
Legal assistance to Helios Investment Partners LLP in conducting the due diligence in respect
of a potential corporate transaction into a JVA with company having affiliates in Cameroon.
Legal counselling to companies in negotiating commercial contracts, including drafting
and review of these contracts
Legal audit of various agreements in relation to risk analysis
Legal counselling on companies’ corporate governance, board meetings and general assemblies , including
o Preparation of agenda and convening notices o Drafting and/or review of deliberations o Assistance during the said meetings
Participating in project finance teams in various domains such as energy, agro industry,
telecommunications, including amongst others :
o Legal due diligence o Review of Common Terms Agreement o Review of loan agreements o Drafting and/or review and perfection of OHADA securities o Review of foreign law securities in relation with their enforcement under
Cameroonian and OHADA law o Analysis of corporate and social documents of the finance parties in relation
with their conformity to OHADA law o Providing Legal Opinions….
Due diligence within the framework of hydrocarbons and mining projects (SONARA, CALYON, SUNDANCE /CAM IRON, GDF SUEZ)
o Team leader of the local legal team assisting a multinational company in the installation and exploitation of a factory for the liquefaction of natural gas
o Team Leader of the local legal team assisting a multinational company in the installation of a factory and related installations for the exploitation of Iron Ore...
Assistance on transactions on mining titles/ petroleum contracts notably:
o Administrative due diligence o Mastery of competition law matters and implementation of the procedures for
notification before the National Competition Council
Participating in the local legal team in charge of the implementing of an Apport Partiel d’actifs involving two companies in the energy sector in Cameroon
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Participation in the local legal team in the framework of the transfer of interests involving electricity companies in Cameroon
Participation in transactions involving issues such as the capacity and the representation of the State, the perfecting process of sovereign guarantees and loans
Participation in assignment and transaction in the telecommunications sector notably: o Member of the local team in charge ensuring the implementation of the fiber
optic project o Due diligence concerning the creation of companies involved in the
telecommunications sector o Team leader in providing local law advice in the financing of the acquisition of
telecommunications tower in Cameroon including securities and guarantees.
Advising in transactions concerning exchange control regulations
Mastery of competition law matters and implementation of the procedures for notification before the National Competition Council AND MORE Law and maritime litigation Aviation
o Team Leader of the local legal team in charge of assisting Kenya Airways and its insurers following the aircraft accident of 05th May 2007 in Cameroon. Missions included:
Negotiating transactions Follow up and implementation Managing litigation Liaising with the administration
Law of arbitration Competition law Consumer protection law
Drafting of companies’ contracts in line with the employer / employee relationships
e.g:
o SIKA CAMEROON SARL, GOLAR CAMEROON SASU, CA SCB, AES SONEL, CIMENCAM, YARA CAMEROUN SA, KENYA AIRWAYS, FIRST TRUST SAVINGS & LOAN, FIRST TRUST SAVING&LOAN, UNION BANK CAMEROUN, ECOBANK CAMEROUN...
LABOUR LAW
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Legal counselling to companies on the prevention and management of labour conflicts
and disputes
Assistance to companies in relation to conflicts with employees, including meetings
and negotiations with the labour administration, trade unions and employees
Assistance to companies in relation to the local rule requirements in terms of
employment, including advising in negotiating the legal framework of the working
conditions of non-national and national workers within the framework of convention
of establishment
Assistance in the negotiation of collective agreements including negotiations, meetings
with the labour administration and trade unions
Drafting submissions for companies, doing oral pleadings before the Supreme Court,
Courts of Appeal and trial courts.
Assistance and legal advising to companies in relation to corporate restructuring
Negotiating, drafting and supervising transactions
initiation and follow up of proceedings of debt recovery as well as writing deed of
proceedings in accordance with the OHADA law
o Submissions o Carrying out seizure and attachments of property o Written and oral submissions before the Common Court of Justice and
Arbitration, the Supreme Court, Courts of Appeal and Trial courts
Follow up of judiciary cases before the courts (civil liability- breach of contracts,
compensation …)
Proceedings before the National Competition Commitee
SEMINARS AND TRAINING WORKSHOPS
DEBT RECOVERY - COMMERCIAL AND CIVIL LITIGATION
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Serges frequently take part in various seminars and training workshops in a bid to reinforce
his capacity. Some include:
July 2009 – Johannesburg- South Africa: participation at the Local Counsel Transaction Workshop organized by IFC
March 2011- Brazzaville - Congo: presentation of Cameroonian Public Private Partnership regulation at the workshop organized by BDEAC/PROINVEST/UEAC
July 2012- London - UK :participation at the 11th Beaumont & Son international aviation conference
February 2015 :London – UK: Linklaters Leading Africa Lawyers Forum
March/April 2015 : Douala- Cameroon: Clifford Chance Africa Academy
May 2015: Abidjan- Cote d’Ivoire: Annual Assembly of BAD (50th anniversary). Founding Member: Association des Cabinets d’Avocats d’Affaires Africains.
June 2015 :London - UK: Allen & Overy Global Academy
October 2015-London-UK: Allen & Overy Global Relationship conference
March 2016-Dubai –UAE : Clifford Chance African Counsel Retreat
September 2016: London-UK: Allen & Overy Global Relationship conference
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OTHER MEMBERS OF THE TEAM
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He holds a degree in private law from the University of Yaoundé in 1992 and later obtained
a postgraduate diploma in Business Law. Roger has been practicing law since 1994.
He did an internship in bailiff chambers and succeeded at the end of training exams in
2000 .He then practiced as a bailiff from 2001 to 2007 and later joined the Bar Association
in 2008.
He joined Maître Marie-Andrée Ngwe law firm, a renowned law firm in May 2008 wherein
he specialized in business law, maritime and aviation law, labour law, as well as copyright
and neighboring rights law.
He has excellent litigation and legal advisory skills and is known by his peers for his
analytical and drafting skills.
At Maître Marie-Andrée Ngwe law firm, he offered services to many Cameroonian and
international companies such as Total, Exxon Mobil, Rio Tinto Alcan, COTCO, AES Sonel,
CIMENCAM, Corlay, SCB Cameroun, Tractafric, and DHL.
Following a presidential decree of January2014, Roger was appointed a bailiff but he
declined to take up the function and preferred to remain a lawyer.
Maître Liboho Liboho Roger
Roger is a lawyer of the
Cameroon Bar association since
May2008.
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She holds a post graduate diploma in Fundamental Law and Judicial Careers from the University of Douala. She later obtained a Masters in Comparative International Environmental law from the Limoges University in 2010.
She passed through the Tchiona law Firm from 2008 to 2012 where she acquired skills in legal practice, legal advisory and drafting court processes.
Since February2012, she joined Marie-Andree NGWE law Firm where she provided legal advisory services to many companies and defended these companies before the local courts. She has experience in the area of securities and guarantee having been actively involved in the closing process of many transactions.
Maître BEN T. Tahitie
Tahitie is a lawyer at the Cameroon Bar
Association and was sworn in May 2008.
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She studied at the Nigerian Law School, Abuja campus where she obtained her Certificate of Call to the
Bar admitting her to the Nigerian Bar Association. She has carried out several internships in both
French and English law firms in Cameroon and law firms in Nigeria.
During these internships, she developed skills in legal drafting, legal advisory services and analysis
After her undergraduate studies at the University of Buea where she obtained an LL.B (Bachelor of
Laws), she furthered her studies with a Masters program in business law at the University of Yaoundé
II-Soa.
She is principally involved in legal advisory notably on project financing. She has participated in the
team of Cameroonian counsel advising lenders within the framework of several project financing for
both sovereign and non-sovereign loans.
Vanessa is perfectly bilingual and is involved in both legal consulting and translation.
She joined Z&P after her call to Bar in Nigeria in 2014.
Maître Vanessa NEYAM
Vanessa is a Barrister and Solicitor of the
Supreme Courts of the Federal Republic of
Nigeria and the Republic of Cameroon. She is
a member of the Nigerian Bar Association and
Cameroon Bar Association.
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Flore is a holder of a Master 1 Degree in Private Law with specialisation in judicial carriers obtained
at the University of Douala.
She accumulates 8 years of legal practice in addition to continuous trainings in different domains of
law.
From 2011 to 2013, she has participated in several seminars and trainings organized by the European
Union and the Supporting Programme of the judicial sector of the OHADA Uniform Acts. These years
of training organised and chaired by accredited professionals as well as the daily practice of law in
this domain has strengthened her knowledge and skills in OHADA law.
She equally works in the domain of civil, criminal and labour law.
She joins ZANGUE & Partners in August 2016 after 7 years at Barrister Martin KAMAKO law firm
Maître Flore FELIFACK
Flore is a lawyer at the Cameroon Bar
Association and was sworn in May 2008.
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Holder of a postgraduate degree in Business Law from the University of Douala in 2003 and undergoing a PhD program, Philippe embraced legal practice as a paralegal since January 2004 in law firms, until his admission to the bar in 2008 as a lawyer.
He has refined and deepened his practice through his passing through several law firms with different profiles, including the latest one, the Nyemb firm.
Over the years, Philippe has participated in advising and defending the interests of various companies, subsidiaries of multinationals such as SEPBC, CITYBANK, SGMC, MOVIS CAMEROON, CAMRAIL, BICEC, SHO.
Having recently joined Zangue & Partners, he puts his expertise to the service of a demanding clientele.
Philippe is a lawyer at the Cameroon Bar
Association and was sworn in May 2008.
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Leclerc has a solid experience in corporate law practice acquired from the different corporate entities
he passed through until 2011 when he joined TCHAKOUTE PATIE Charles law firm, where he was
initiated into legal practice.
In 2011, he was admitted for a professional master program in Banking, Stock Exchange Market &
Finances alongside his legal training.
He was called to the Cameroon Bar Association in 2015 and joined Zangue &Partners law firm.
Maître Leclerc LETCHE
Leclerc is a holder of a Higher Diploma in
Business Law and Company Law obtained in
2007.
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Joelle is the holder of a Masters in Business Law obtained from the University of Douala in 2014. She defended a project on the topic “The duty of loyalty under OHADA general commercial law” which was published by the Editions Universitaires Europeennes in 2016. Convinced of the necessity to navigate on both theory and practice to reach excellence in Law, alongside her legal practice, she is preparing a Ph.D. Program on the topic “crisis in property law under business law” under the supervision of Professor Willy James NGOUE. After her first call to the Bar in January 2015, Joelle did her first year as a pupil advocate at a well-known Law Firm PENKA Michel & Partners who is specialised in seizures on immoveable property. In order to explore new horizons, she joined Zangue & Partners Law Firm in February 2016.
Maître Joelle ZEUKENG
Joelle is the holder of a Masters II in
Business Law from the University of
Douala.
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Shalony holds a Masters 1 degree in International Trade and Investment from the University of Dschang obtained in 2013. He was called to the bar in 2015 and joined Zangue & Partners after his first experience in another firm. He has a practice of the two systems under Cameroonian law (Common law and Civil law).
Maître Shalony TAKU
Shalony is a holder of a Masters 1 in
International Trade and Investment law
obtained at the University of Dschang en
2013.
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A true lover of law, after his brilliant course at the University of Douala, crowned with two Master's degrees (Master's Degree in Public Law and Master's Degree in Business Law), Alain started his legal services in companies, having served large companies such as Camlait and Afriland First Bank. His legal practice began in 2012 at the NYEMB law firm and he recently became a member of the Zangue & Partners team where he follows this dream with the same drive. His passing within these companies and law firms have enabled him to acquire strong skills in Business Law, which enable him to position himself, as a business advisor, as an important support for the company and its activities.
M Alain DAHO
Alain is the holder of two Masters Degrees in
Public Law and Business Law
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In a bid to satisfy the markets demands
and achieve its ambitions, Z&P is
currently recruiting other skills in order
to strengthen the team.
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Z&P is comprised of jurists and lawyers who have worked together for many years and who are very
conscious, willing and competent to carry out key tasks and providing quality services for companies
in a world that is in constant evolution.
Z&P’s team carries out legal practice in an environment where riguour, professional excellence and
confidence are of paramount consideration. Confidence is an indispensable element for the
development of business.
The concept of conflict of interest, which is applied in this law firm, goes beyond the classical view
applicable by the rules of the Cameroon Bar Association.
Z&P develops a strategic partnership with a leading law firm in West Africa, which has gained
international reputation over the years. Both law firms intend to consolidate their global presence in
Africa by providing their services to multinationals.
Z&P intends to position itself as a leader in a legal market in Central Africa in its domain of
competence.
Z&P develops a strategic partnership with a leading law firm in West Africa, which has gained
international reputation over the years. Both law firms intend to consolidate their global presence in
Africa by providing their services to multinationals.
Z&P is open to the world since most of its associates have been involved in transactions with
European, American and Asian international law firms requiring assistance in Cameroonian law.
Z&P’S VALUES
Z&P: A LAW FIRM OPEN TO THE WORLD
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Z&P is proud to have the following companies as its key clients:
ECOBANK CAMEROUN SA YARA CAMEROUN S.A (Group YARA INTERNATIONAL) MAERSK LINE SIKA CAMEROON SARL (Group SIKA) GOLAR CAMEROON SASU (Group GOLAR) OCP CAMEROUN SA (Group OCP) GEOFOR CAMEROUN SA (Group FUGRO) CANAL + AFRIQUE SCB CAMEROUN (Group ATTIJARIWAFA) CIMENCAM (Group LAFARGE)
UNION BANK of CAMEROUN PLC ECP CENTRAL AFRICA MANAGEMENT SA OMOA CAMEROUN SA (Group SYRSE) FIRST TRUST SAVINGS & LOAN SA TRACTAFRIC EQUIPMENT TRACTAFRIC MOTORS KENYA AIRWAYS PULLMAN HOTELS SAAR INSURANCE S.A AMADEUS CENTRAL & WEST AFRICA And an institution such as the DEVELOPMENT BANK OF CENTRAL AFRICAN STATES
Z&P is proud to gain the confidence of many international law firms operating in Africa.
Z&P ALREADY HAS THE CONFIDENCE OF
THE LEGAL MARKET
www.zangueandpartners.com
