In December 2020, Sylla & Partners , a leading business law firm in Guinea, assisted the Government of Guinea in connection with the negotiation of a change of control agreement relating to Alliance Mining Commodities SA (AMC) in favour of a Chinese investor, for a project with an estimated value of USD 985 million.
Alliance Mining Commodities SA holds a bauxite mining concession located in the prefecture of Gaoual, Republic of Guinea. The company was previously owned by AMC Ltd. This change of control transaction required a detailed analysis of the provisions of Guinean mining law applicable to transfers of shareholdings and changes in control of mining title holders.
As part of this mandate, Sylla & Partners acted as legal adviser to the Government of Guinea and provided assistance including the review of the draft share transfer agreement, ensuring compliance with the Guinean Mining Code provisions governing changes of control of mining title holders. The firm also prepared periodic legal memoranda outlining the key issues, risks, and negotiation levers for the competent authorities, and actively participated in the negotiation sessions relating to the change of control agreement.
The assignment further involved important aspects of corporate governance and structuring under Guinean corporate law, as well as considerations relating to the legal security of mining investments in Guinea.
Through this mandate, Sylla & Partners confirms its expertise in advising the Guinean State on sensitive mining mergers, acquisitions, and restructuring transactions, providing high-value strategic legal support on major mining investment projects.
Further information on similar mining transactions handled by the firm is available in the References section. For additional details, Sylla & Partners can be contacted via our contact form.