Director, Head of Civil & OHADA law
With nearly 15 years of legal experience, Abdoul Mtoka is armed with a wealth of recognised experience in legal matters across Africa and Europe including in France, Belgium, Burundi, Rwanda and Tanzania, as well as in OHADA member States such as the Democratic Republic of Congo, Cameroon, Congo, Mali, Chad, Togo, Burkina Faso, among others.
International Legal Expert Experience
General Commercial Law
- Negotiated and drafted several commercial leases for subsidiaries of international companies, supporting the expansion of their activities.
- Negotiated and drafted multiple distribution agreements for distributors and formulated commercial deployment strategies.
- Advised a telecommunications company during the renewal of its mobile network operator (MNO) licence.
- Advised a mining company regarding the transfer of mining titles.
- Advised and represented various international and local clients in commercial litigation, including a subsidiary of an international oil company in disputes arising from fuel non-supply.
- Advised and represented an international company in the annulment of a real estate sale contract and the call for eviction guarantee of the dispossessed buyer.
- Advised and represented a commercial company in matters of unfair competition by its business partner, including anticompetitive practices and abuse of dominant position.
- Reviewed and negotiated the concession agreement and the related telecommunications license during the renewal of an internet service provider (ISP) license.
- Advised a leading global telecommunications company during the transfer of a concession agreement granted by the state and the associated aeronautical telecommunications operator license.
- Advised a global American multinational on the importation of movable goods.
- Advised an Egyptian company operating in the energy sector in drafting and negotiating an international joint-venture contract.
- Participated in the preparation, drafting, and negotiation of a EUR 500 million loan agreement between a real estate company and an international bank based in the Middle East.
Corporate Law
- Participated in the restructuring of a telecommunications company and the application for a mobile virtual network operator (MVNO) license.
- Advised a company on merging with another commercial company (without creating a new legal entity).
- Advised a company based in the United Arab Emirates operating in the energy sector on its development and the establishment of its subsidiary.
- Participated in the legal due diligence prior to the acquisition of a pharmaceutical group for a French multinational pharmaceutical company and drafted the final report.
- Advised a South African international law firm on mergers of commercial companies and merger notification obligations and with regional competition authorities.
- Advised an offshore international company during the acquisition of a real estate complex (pre-contract negotiations; legal due diligence; negotiation and drafting of the real estate sale contract; advice on commercial, corporate, tax, and real estate law aspects).
- Advised a company in the construction sector on restructuring and negotiating its mortgage credit.
- Advised an international company specialising in construction materials (cement) on the sale of shares and the establishment of new corporate bodies, including a new board of directors.
- Advised a solar energy company based in Mauritius during the sale of shares to a local company.
- Participated in the restructuring of two oil companies, including a subsidiary of a South African-based oil company.
- Advised an international mining company on structuring and establishing a mining company, including assistance on regulatory issues and negotiations with regulatory authorities.
Security Law
- Drafted a legal note on “Registration Costs of Securities and Guarantees in Francophone Africa” for the World Bank’s IFC.
- Advised an international investor owning a solar plant initiative on setting up real security to obtain financing for the construction, operation, and maintenance of a solar plant.
- Advised an American international company on setting up an autonomous first demand guarantee by a local commercial bank and its implementation.
- Provided strategic advice to a British company regarding the execution of an autonomous guarantee issued by a local commercial bank for the supply of products to a local company via supplier credit.
- Successfully represented an international banking institution in a guaranteed debt recovery procedure.
- Provided expert legal advice to several companies in drafting commercial contracts, including integrating clauses related to setting up real or personal guarantees.
- Offered valuable expertise to an international company regarding the requalification of an unnamed security under local law, ensuring the protection of its interests.
- Assisted several clients in negotiating credit agreements and setting up mortgages to effectively secure their transactions.
- Advised a commercial company in the process of pledging its business assets to obtain financial loans.
Bankruptcy and Insolvency Law
- Advised an international company on collective proceedings, including the dissolution and voluntary liquidation of a subsidiary.
- Provided expert advice to a microfinance institution regarding initiating judicial settlement proceedings with its creditors and seeking amicable resolution of its liabilities.
- Offered strategic advice to an international company on the deregistration and closure of operations of its branch.
- Assisted a construction company in the amicable restructuring of its debt, including renegotiating a new deadline with a commercial bank.
- Provided legal support to several companies in the dissolution and liquidation of commercial companies.
- Prepared and drafted, as a second Expert, the training module for judges of the Commercial Court in collective proceedings law (insolvency law).
Arbitration and Mediation Law
- Advised several companies on drafting commercial and investment arbitration clauses, including choosing an international arbitration institution and the seat of arbitration.
- Represented several commercial companies in arbitration and conciliation or mediation procedures before seizing the arbitral tribunal or competent state courts.
- Advised a commercial company on selecting the most relevant forum in a dispute related to an international investment and the legal strategy to enforce the dispute resolution clause and the envisaged award.
- Advised several clients, including commercial companies and international actors, on negotiating and drafting settlement agreements aimed at preventing or extinguishing disputes, especially in the employment context.
Debt Recovery and Enforcement Procedures
- Advised an international bank on payment order procedures before the Commercial Court against a recalcitrant debtor.
- Advised and represented an international bank in recovering its debts against several commercial and non-commercial debtors.
- Advised an international debt recovery company on the assignment of debts to an investment fund.
- Advised and assisted a commercial company in contesting an execution seizure and requesting the retraction of the related order.
- Advised and assisted a commercial company in requesting the lifting of several protective seizures following the rejection of the plaintiff’s main request in a commercial dispute.
Transport Contracts Law
- Advised an international company on drafting and negotiating an international goods transport contract by road.
- Advised and represented an oil company in a commercial dispute related to an international petroleum products transport contract worth over USD 8 million.
- Advised a commercial company on contesting the application of the Northern Corridor Transit and Transport Agreement to a non-party state of said international convention.
Accounting Law
- Advised an international company on accounting compliance.
- Reviewed the financial statements declared by a commercial company and advised on modifying the tax declaration according to tax and non-tax procedures law.
- Advised a commercial company on the VAT declaration procedure.
- Advised a commercial company on the payment of capital gains tax and applicable taxes on the transfer of real estate rights.
- Advised an international bank on taxes and applicable taxes during the transfer of shares within a local commercial bank.
Other Notable Experiences
- Participated, as a second Expert, in legislative drafting (under the auspices of the Ministry of Justice and the Central Bank) and presented the draft law on the Credit Bureau for the World Bank’s IFC.
- Co-drafted nine ministerial orders for the Ministry of Commerce and Tourism.
- Advised the International Energy Charter organization on energy law (cross-border survey).
- Advised an international NGO on a real estate project (commercial complex) as a sustainable investment to finance its activities and programs.
- Participated in drafting a comparative study on the old and new mining law of 2013 for an international NGO.
- Assisted and advised an international company in the sale and export of minerals and verification of the local target company and its shareholders.
- Advised a Nigerian company on a comprehensive study of mining licenses and legal requirements to operate as a mining company.
- Prepared and drafted a legal opinion on the validity and transfer of mining titles (including prospecting rights and mining licenses) for an international company.
- Participated in drafting a comparative study between a new and a former Mining Act for an international NGO.
- Advised a leading telecommunications company on advertising and online marketing.
- Advised a leading telecommunications company on regulatory aspects and issues related to telecommunications law.
- Advised a leading telecommunications company on press law, telecommunications law, and liability law issues.
- Advised the World Bank on the telecommunication’s regulatory framework.
- Advised a telecommunications company on fiscal and corporate law in the context of its restructuring and the establishment of a subsidiary.
- Advised a Kenyan telecommunications company on registering its subsidiary and developing its activities.
- Advised a leading international telecommunications operator on its license renewal application and related costs.
- Advised a payment institution on banking and financial regulation and sectoral taxation.
- Assisted and advised since 2018 an international bank, particularly on debt recovery matters.
- Advised a construction company on renegotiating a mortgage loan and defined a recovery plan to avoid bankruptcy.
- Provided comprehensive legal advice to an international nonprofit organization, covering various areas such as banking law, criminal law, tax law, and labour law, and successfully defended its interests by contesting an erroneous tax reassessment decision taken by the tax administration.
- Contributed to the annual Doing Business reports from 2014 to 2021 for the World Bank.
- Advised an international NGO on its establishment, obtained its approval, and provided advice on tax law, labour law, and contract law.
- Advised an international NGO on lifting imposed sanctions and recovering its debts.
- Advised an international NGO on recovering its non-commercial debt.
- Advised and assisted an international telecommunications company on acquiring a telecommunications license.
Experience in OHADA States and internationally
- Participated in drafting a PPP Convention for the construction and operation of photovoltaic solar power plants and waste treatment facilities and a power purchase agreement (PPA) between the State and a Belgian company.
- Participated in drafting a PPP Convention for the development, under Build Own Operate and Transfer (BOOT), of a photovoltaic solar power plant and a PPA for a Belgian company.
- Reviewed and commented on the Concession Contract between the State and an international construction company regarding a PPP project for building a highway.
- Examined and commented, in a PPP context, on the Management Contract for public water and sanitation services between an Algerian joint-stock company and a German company.
- Advised a commercial agent on protecting their rights upon termination of a commercial agency contract by a Belgian steel trading leader.
- Reviewed, within a PPP framework, the Concession Agreement for the design, financing, development, equipment, operation, and maintenance of an industrial zone between the State and a construction multinational.
- Advised and assisted an international telecommunications company during the acquisition of a mobile network operator (MNO).
- Commented on a PPP Framework Agreement for establishing energy and micro-industrial development hubs (hydroelectric power plant) between the State and an international company.
- Advised an international telecommunications company on privacy and commercial data protection.
- Advised an international company on setting up a savings plan and applicable rules on employer and social contributions and the related rates.
- Provided essential support to a French international bank during its expansion, including an in-depth analysis of regulatory and fiscal constraints, obtaining required authorisations and accreditations, identifying applicable laws and competent jurisdictions, and ensuring compliance with consumer protection rules.
University Teaching Experience
- Taught since 2011 in several universities, courses on “Business Law,” “Insolvency Law,” “Commercial Law,” “Contract Law,” “Tort Law,” “Civil and Commercial Contracts Law,” and “Public International Law.”
LL.M. in Energy, infrastructure, and project finance law Faculty of Law, Université Paris X Nanterre, France.
LL.M. in International Economic Law in Africa Faculty of Law, Université Paris II Panthéon Assas, France.
LL.M. in OHADA Business Law (Second Prize/Best Student), Faculties of Law, Université Paris II Panthéon Assas/Université Paris XIII.
LL.M. in International Business Law (with Honours) Faculty of Law, Université Libre de Bruxelles, Belgium.
LL.M. (Master of Laws) in Private Law (with Distinction) Best Student, Faculty of Law, Aix-Marseille Université, France.
LL.M. (Master of Laws) in Business Law Faculty of Law, Aix-Marseille Université, France.
LL.B. (Bachelor of Laws) Faculty of Law, Aix-Marseille Université, France
International Business Law
Corporate and Commercial
Telecommunications, Technology and Media
Energy and Mining
Banking, Insurrance, Finance and Fintech
Infrastructure, transportation and logistics
Litigation, Employment and Arbritation
Alternative Power & Energy, Burundi Chapter, Chambers & Partners Global Practice Guide.
Public procurement & Government contracts, Burundi Chapter, Chambers & Partners Global Practice Guide.
Banking and Finance, Burundi Chapter, Chambers & Partners Global Practice Guide.
An overview of Competition and Antitrust law in Africa, Burundi, Baker McKenzie Report.
“Abdoul Mtoka is a star. He is available and hands-on in all matters under his care. He is also very good in communicating and advising the business on commercial and legal risk in high-risk transactions.” , Legal500, 2022
Firm founding partner Abdoul Mtoka is renowned for his wide-ranging experience which includes advising on IP law, including patents, design and trademarks, as well as telecoms regulation. “He is one of the most responsive lawyers I have worked with.” , Chambers and Partners 2022
“Abdoul Mtoka is very responsive and always available to offer clarifications when called to.” , The Legal 500, 2021
“Founding partner Abdoul Mtoka is renowned for his wide-ranging experience which includes advising on IP law, including patents, design and trademarks, as well as telecoms regulation. One source enthused: “He is good in a crunch.” He provides advice in French and English.”, Chambers and Partners, 2021
“Founding partner Abdoul Mtoka is renowned for his wide-ranging experience which includes advising on IP law, including patents, design and trademarks, as well as telecoms regulation. A satisfied client notes that he is “responsive and knowledgeable.” He provides advice in French and English.”, Chambers and Partners, 2020
“Abdoul Mtoka of Africase Burundi wins recognition following strong praise from clients, who say he is “hard-working” and “proactive,” with one interviewee noting that “he advised us very well” and “helped us avoid many issues.” He has experience acting on commercial and employment matters for clients active in the infrastructure, telecoms and mining sectors.”, Chambers and Partners, 2019
English
French
Arabic
Swahili
The expertise of Mr. Abdoul Mtoka covers the following jurisdictions:
- Civil law jurisdictions: Algeria,Angola, Benin, Burkina Faso, Burundi, Cameroon, Canary Islando, Cape Verde, Central African Republic, Chad, Comoros, Congo, Democratic Republic of Congo, Egypt, Equatorial Guinea, Eritrea, Ethiopia, Gabon, Guinea, Guinea-Bissau, Ivory Coast, Libya, Madagascar, Madeira, Mali, Mauritania, Montenegro, Morocco, Mozambique, Niger, Rwanda, Senegal, Somalia, São Tomé and Príncipe, Togo, Tunisia, and Western Sahara.
- EAC countries: Burundi, Democratic Republic of Congo, Kenya, Rwanda, South Sudan, Tanzania, and Uganda.
- OHADA countries: Benin, Burkina Faso, Cameroon, Central African Republic, Chad, Comoros, Congo, Democratic Republic of Congo, Equatorial Guinea, Gabon, Guinea, Guinea-Bissau, Ivory Coast, Mali, Niger, Senegal, and Togo.
Africase Attorneys is an international business law firm specialising in cross-border transactions, litigation, and arbitration across Africa. For decades, our international advocates developed an in-depth understanding of Africa and are working in the major capitals of Africa. We provide first-class and innovative legal solutions in Africa to our international clients including international corporations, NGOs, public institutions and States, international organisations, as well as local clients for their international transactions or interactions with foreign persons and entities. Along with an in-depth knowledge of Africa and its cultures, Africase Attorneys offer innovative, timely and efficient legal solutions specifically tailored to meet our international clients’ requirements and deadlines for their operations within the continent.