Dear Clients, Friends and Family,
 
As many of you will already know, the South African government recently announced that there is to be a general lock-down of all non-essential and non-emergency services in South Africa for a period of 21 days, commencing on and from 23h59 on Thursday, 26th March 2020, and continuing up to and including 23h59 on Thursday, 16th April 2020.  This lock-down has become essential due largely to South African and global efforts to address and curb the rapid spread of the COVID-19 virus.
 
For more information on this mandatory shut-down in SA, please have reference to the following link (amongst many others):--  https://health-e.org.za/2020/03/23/lockdownsa-ramaphosa-announces-sa-lockdown-to-curb-covid-19-spread/
 
Notwithstanding the above, the purpose of this notification is to advise you that our firm will continue to operate, during abridged SA business hours, throughout this lock-down period, whilst obeying all of the South African government’s restrictions, requirements and recommendations.  In this regard, some of our longer-standing clients may recall that when we established the firm in 2013, we did so with the express, stated intention of following a “… more modern and flexible business model” and of meeting “… the specific needs, expectations and requirements of our clients (and of new clients)”.  As such, we have always and will continue to make use of IT-related and other modern technologies in order to be available and accessible to our clients (and prospective new clients) and to provide top-notch expertise and services.
 
Please therefore feel free to reach out to our attorneys by email, on their direct dial or cellphone numbers:--  (a) in order to arrange virtual consultations for new or existing matters; (b) should you wish to discuss and obtain any advice, input and/or updates on such matters; and/or (c) in the event that you would like to have a general catch-up or obtain their advice and input on relevant business-related and other legal concerns which you might have (whether related to the COVID-19 outbreak or otherwise).
 
In the interim, we would also like to wish all of our clients, friends and family the very best of luck when dealing with any periods of self-isolation and/or a general shut-down, whether this applies to SA or internationally.  Please be safe, take care and ensure that you follow all relevant recommendations and guidelines issued by your local municipality, national government and relevant health authorities.

Between February 2018 and April 2019 we (a) assisted the shareholders in an investment holding company with their ongoing discussions and negotiations; (b) provided certain relevant advice, guidance and recommendations; and (c) drafted and assisted with the negotiation and finalisation of a bespoke Shareholders' Agreement (the "SH Agreement") and Memorandum of Incorporation ("MOI"), together with certain necessary resolutions and other deliverables.  

After the SH Agreement, MOI and related documents had all been finalised and signed, we then provided ongoing oversight, advice and assistance in relation to the satisfaction of the various conditions precedent and other deliverables, so as to ensure that the SH Agreement became unconditional.  

The entire transaction was completed to the satisfaction of our client's shareholders and board or directors and within the necessary time-frames requested by them.  

Please do not hesitate to contact us in the event that you require advice and assistance with formalising shareholder arrangements for your business and/or joint venture company because we have a great deal of experience in this field.  

In June 2018 we were approached by the Chairman of one of our hotel management clients to (a) review certain relevant documentation (including a Shareholders' Agreement, Loan Agreement, Management Agreement, Memorandum of Incorporation (amongst others)); and (b) provide him and its board of directors with certain commercial and cost-effective advice in relation to a fairly long-running and ongoing shareholder dispute.  

The Chairman commended us on our "most practical" and "commercial" advice and recommendations which were rendered within only a few days of receipt of the original instruction.  

Please contact us in the event that you require "a safe pair of hands" to assist you, in a time-efficient and cost-effective manner, with any looming disagreements or disputes in your business, before they escalate and tie-up unnecessary management time and resources.   

In March 2016 we provided certain advice and recommendations to one of our consulting engineering clients that it should consider registering a defensive name over its trading name.  The client's Managing Director agreed with our advice and we subsequently finalised and were granted the defensive name registration, on behalf of our client, in March 2016.

Following prompting by us, we were subsequently instructed to renew the defensive name registration in January 2018 and this renewal was granted by the CIPC in February 2018.  

Please feel free to contact us in the event that you would like certain practical legal and business advice in relation to how best to protect your business, its name, business interests and reputation.  
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During August and September 2017, we assisted two local, high net worth clients in their negotiations to acquire an equity stake in a large Israeli technology company which deals with cyber risk governance solutions and services. 

Our assistance included us undertaking a detailed review of the proposed Share Subscription Agreement ("SS Agreement"), proposing and negotiating a number of revisions to that document and providing certain strategic advice and input on the status of the company and the risks involved with the transaction.  

Please do not hesitate to contact us in the event that you require advice and assistance with cross-border transactions since we have a great deal of experience in this field.  
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In Sept 2016 we were approached by a medium-sized national and international transportation company for assistance with:- (a) resolving a long-running dispute and ongoing litigation between it and one of its large customers; and (b) securing payment of a not-insignificant amount of money for unpaid invoices in respect of certain freight delivered within Southern Africa for that customer.  
 
Sadly our new client's previous advisors had attempted to collect the debt on its behalf but, in their haste, had made a number of errors with their pleadings and, worse still, had issued summons in the incorrect High Court.  Following a detailed review of the background, supporting documents and the legal advice provided by its previous attorneys, we decided to pursue a far more practical and "commercial" approach.  

We assisted the client by:- (a) providing detailed advice, guidance and recommendations to the Managing Director on how best to approach the matter, so as to facilitate a commercially acceptable settlement being reached with its customer; and (b) subsequently drafting and negotiating a "Settlement Letter" between the parties, in terms of which they agreed upon:- (i) the terms of the negotiated settlement; (ii) the repayment schedule for the payment of R500,000 to our client; and (iii) and both consented to the withdrawal of the High Court litigation, on the basis that each party would bear its own costs.  

Please feel free to contact us in the event that you are looking for "out of the box" thinking and legal advice in relation to your business and related legal matters.  

During 2016 and early 2017, we assisted one of our key, retainer clients by drafting, refining and finalising a comprehensive Service Level Agreement ("SLA") which could be rolled out by them with their various customers.  

We subsequently provided our client with strategic advice and input on the SLA and assisted them in their negotiations with Cashbuild for the roll-out of services to over 250 Cashbuild branches, located in South Africa, Botswana, Lesotho, Malawi, Namibia and Swaziland.  

Cashbuild, as their customer, is the largest retailer of building materials and associated products, selling them directly to cash-paying customers through its fast-growing network of stores located in South Africa, Namibia, Lesotho, Botswana, Swaziland, Malawi and Zambia.  Cashbuild employs more than 4,700 people and is comprised of Cashbuild Limited and its various operating subsidiaries registered in each of the above-mentioned countries.  
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Should you require assistance in your negotiations with some of the larger national and international companies, please do not hesitate to contact us for commercial and strategic advice and assistance.

Between November 2016 and March 2017 we (a) assisted certain high net worth clients with their discussions and negotiations; (b) provided certain relevant advice, guidance and recommendations; and (c) drafted and assisted with the negotiation and finalisation of a comprehensive Shareholders' Agreement (the "SH Agreement"), Loan Agreement, certain necessary resolutions and related documents, in each case, in relation to a South African joint venture company set up to operate in the cyber security and related sectors.  

After the SH Agreement, Loan Agreement and related documents had all been signed, we then provided ongoing oversight, advice and assistance in relation to the satisfaction of the various conditions precedent and other deliverables, so as to ensure that the SH Agreement became unconditional.  

The entire transaction was completed within the necessary time-frames required by the clients.  

Please do not hesitate to contact us in the event that you require assistance with setting up and putting into place the necessary documents for a joint venture company.  

In January 2017, the CEO of one of our retainer clients approached us to develop a bespoke, short-form but comprehensive Mutual Non-Disclosure Agreement ("Mutual NDA") for the companies in his group.  His requirements were that this document needed to be (a) comprehensive enough to protect his group company's interests; and (b) short-form and readily understood, so that the directors and business managers in the various companies could insist on the Mutual NDA being completed and signed prior to any business or commercial discussions taking place.

The final version of the Mutual NDA was approved by the board of directors and rolled out by all of the group companies as and from February 2017.

Please do not hesitate to contact us in the event that you require sound business and legal advice and/or the drafting of documents to help your business manage the specific risks in its sector.
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In October 2016 and with the assistance of one of our associate firms specialising in trade mark law, we successfully finalised a number of trade marks registrations over the company name, logo and tag lines for one of our clients in the outdoor advertising sector.  

This process could only be concluded after the negotiation and finalisation of a Co-Existence Agreement with another company in the advertising sector, which had previously registered certain trade marks over confusingly similar company names.

Feel free to contact us should you require advice or assistance with issues concerning trade mark law and/or the registration of trade marks over your company's name, logos and/or tag lines.