Practice AREA

Corporate and Commercial Law

MHA has been providing bespoke commercial law services to its clients since its formation in 2001. The firm has a dedicated corporate and commercial law practice that offers comprehensive tailor-made legal solutions to the commercial challenges faced by both private and public sector clients.

The practice is managed by three of the firm’s directors: Jackie Huntley, Leslie Mkhabela, and Jim Matemane. The team leaders have combined experience of over 75 years in providing commercial legal support to clients, and are assisted by a dedicated team of professionals.

The department’s offering comprises three distinct but interrelated practice areas: commercial transactions and agreements, corporate governance, and commercial litigation.

We offer the following services:

Undertaking legal due diligences.
Advising on mergers and acquisitions (M&A), a service offered in tandem with the firm’s Competition Law department.
Advising on transaction structuring and general advice on corporate transactions.
Negotiating, drafting, and review of commercial contracts, including acquisition agreements, service-level agreements, management arrangements, licensing agreements, joint venture agreements, financing, and outsourcing agreements.
Negotiating and drafting company constitutional documents including shareholders agreements and Memoranda of Incorporation.
Advising on issues related to the regulation, operation, and control (i.e., corporate governance) of businesses on the King Code and other instruments relevant to corporate governance of commercial entities operating in South Africa.
Advising on the regulatory framework applicable to proposed commercial transactions.
Corporate restructuring and privatization.
Advising on a variety of matters under each of the construction industry’s primary contracts: JBCC, FIDIC, and NEC contracts.

What distinguishes our commercial law practice is the firm’s history and reputation in the delivery of corporate and commercial law services to not only major public institutions and state-owned companies but also JSE-listed private sector clients.

Lead legal advisor to the City of Johannesburg on the establishment of the Rea Vaya bus transport project.
Legal advisor on a claw-back and rights offer by Wescoal Holdings Limited, a JSE-listed company.
Advised Simeka Capital Holdings (Pty) Ltd on its acquisition of Specpharm Holdings Proprietary Limited (a pharmaceutical company) and the preparation of, and lodgement of the merger filing.
Advised Majestic Silver Trading (Pty) Ltd on its merger with Samancor Manganese (Pty) Ltd.
Advised Transnet Limited in the sourcing of a network security monitoring system.
Co – advised Rio Tinto and Kwezi Mining in the disposal of 12 prospecting rights and preparation of and lodgement of a merger filing.
Advisor to the Public Investment Corporation in the sale of ten percent of the shares it held in Telkom SA Limited to the “Elephant Consortium”.
Advised Thebe Investments on the disposal of equity holdings in various of its subsidiary and investee companies and provided regulatory advice and services including filing of relevant notifications and filings with various regulatory authorities such as the Competition Commission.
Advised a BEE group and negotiating a joint venture agreement pertaining to the establishment of a large manganese mining company to mine for manganese in the Kalahari in a joint venture with Renova Group of Russia.
Advised Chancellor House in the acquisition of the entire shareholding of X-strata in Maloma Coal Mine, Swaziland.
Advised Women Investment Portfolio Holdings Limited (WIPHold) on the acquisition of equity interest in Sasol Mining (Pty) Ltd and establishing a new company that would be controlled by WIPHold and co-operated with Sasol.
Advised the City of Johannesburg Metropolitan Municipality on the following restructuring projects: the corporatisation of the Johannesburg Civic Theatre; and standardisation of sale of business agreements and negotiating and drafting the Service Delivery.
Agreements for all 16 corporatised entities.
Conducted a vendor due diligence investigation on behalf of Sasol in respect of the proposed merger / restructuring of Sasol SA, Sasol Oil and Sasol Gas.
Advised the Department of Public Enterprises on the best Corporate Governance Framework for SOEs, which project included a review of the legislative framework applicable to various SOEs and recommending amendments to the Protocol on Corporate Governance.
Advised Transnet on the deregistration of non-operating subsidiaries on their books.
Advised the Department of Communications on the amendment of its Memorandum of Incorporation of all public entities reporting to it.
Advised on the restructuring of Denel and negotiating and drafting complex agreements between Turbomeca SA (Pty) Limited and Denel, which included the sale of business agreement, and special services agreement to ensure that Denel continued to provide key services to Turbomeca SA (Pty) Limited.
Advised government on the transfer of the Metrorail and Shosholoza Meyl businesses to PRASA.
Negotiated on behalf of the Department of Public Works the concession contracts in respect of the prison concessions pertaining to the Louis Trichardt and Bloemfontein correctional facilities.
Advised Transnet National Ports Authority in relation to the Island View project which included the review of 14 lease agreements and licences in the Island View, including historical development of the leases, environmental liabilities associated with various operations, asset ownership, reversionary rights (tanks and pipelines), drafting lease extensions and terminal operator licences, which included determining and regularising the decommissioning obligations, and rights over assets in respect of 14 operators.

Practice AREA

Corporate and Commercial Law

KEY CONTACTS

Leslie Mkhabela

Jackie Huntley

Jim Matemane

Godwin Motlanthe

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