Contracts & Commercial legal & regulatory updates

IGN Pratic Partnership CG Leverages Geospatial Data for Digital Transformation

The Institute of National Geography (IGN) and non-governmental organization Pratic have partnered to support the digital transformation of the IGN in the Republic of Congo, signing a framework partnership agreement on August 11 in Brazzaville. This development is significant for practitioners as it highlights the growing importance of collaboration between government institutions and private organizations in driving innovation and modernization. The partnership aims to leverage Pratic's expertise in digital solutions to support the IGN's efforts in producing, securing, managing, and disseminating geospatial data in the Congo. The legal context is informed by the Republic of Congo's laws governing public-private partnerships, which are outlined in the country's Public-Private Partnership Law (Law No. 13-2011). This law provides a framework for collaboration between government institutions and private entities to achieve development goals. The partnership agreement will likely be subject to review under this legal framework. The key parties involved include the IGN, Pratic, and the Government of the Republic of Congo. Practitioners should monitor developments in this partnership as it may set a precedent for future collaborations between government institutions and private organizations in the country.

Integrity Watch Liberia Probes Mining Development Agreements

Mozambique Cabinet Approves Social Protection, Energy Concessions, New Appointees

The Council of Ministers in Mozambique recently approved a series of measures during its 27th Ordinary Session, focusing on strengthening social protection for members of the Armed Forces, improving postal service security, and creating conditions for the resumption of important energy projects in the country. These decisions by the executive body carry significant implications across multiple sectors, indicating a strategic governmental push on national security, public services, and economic development. For legal professionals, the measures related to energy projects are particularly noteworthy, suggesting potential legislative or regulatory adjustments designed to facilitate investment and operational continuity in Mozambique's crucial oil and gas sector. This could involve amendments to existing concession agreements, new fiscal incentives, or streamlined regulatory approvals. The social protection initiatives for the Armed Forces may lead to changes in military law or social security frameworks, while postal security improvements could introduce new regulations for logistics and communications. The comprehensive nature of these approvals highlights a proactive approach by the government to address key national priorities. The legal context for these approvals stems from the constitutional powers of the Council of Ministers to issue decrees and resolutions that implement laws and guide public policy. Energy projects, such as those involving ENH and Coral Norte, and the Temane project, operate under specific petroleum laws (e.g., Law No. 21/2014 on Petroleum Operations), concession agreements, and environmental regulations. Any "rescue package" for Temane would likely involve complex financial and contractual restructuring, potentially requiring specific ministerial decrees or even legislative backing. Social protection for the FADM is governed by military statutes and general social security legislation. The key parties involved include the Council of Ministers, the Armed Forces (FADM), and energy entities such as ENH and Coral Norte, as well as the Temane project. Practitioners advising clients in the energy, defense, or logistics sectors should closely monitor the formal publication and specific details of these approved measures. This could signal new opportunities for investment, changes in regulatory compliance requirements, or adjustments to existing contractual frameworks. Businesses operating in these areas should prepare for potential shifts in the legal and operational landscape, particularly regarding investment conditions, security protocols, and social responsibility. The specific outcomes and detailed implementation plans for these measures are not yet reported, necessitating careful attention to official government gazettes and announcements.

South Africa: Sasol Warns of Looming Industrial Gas Supply Crisis

South African businesses are warning of an impending "gas cliff" within two years, as Sasol's gas supply from Mozambique is projected to meet only its own needs, leaving other industries without a critical energy source. This development highlights significant regulatory and policy challenges for the South African government and has profound implications for industrial policy, energy security, and economic stability. The potential "gas cliff" could lead to widespread business closures, job losses, and a substantial reduction in economic output, impacting investor confidence and the country's industrial competitiveness. For legal practitioners, this signals an increased likelihood of regulatory interventions, potential disputes arising from supply contract breaches or force majeure claims, and a need for robust legal frameworks to facilitate new energy infrastructure development and investment. It also underscores the importance of energy policy certainty for long-term business planning. The legal context involves South Africa's energy regulatory framework, primarily governed by the Gas Act 48 of 2001, which regulates the gas industry, including licensing, infrastructure development, and supply. The National Energy Regulator of South Africa (NERSA) is the key body responsible for regulating gas prices, tariffs, and licensing. The Integrated Resource Plan (IRP) also plays a role in outlining the country's future energy mix, including the role of gas. International agreements with Mozambique regarding gas supply, such as those underpinning Sasol's operations, are also relevant. The challenges in securing private investment for infrastructure, like the TotalEnergies SE and Gigajoule Group project, point to potential gaps or complexities in the regulatory environment for independent power producers (IPPs) and energy infrastructure developers, possibly involving environmental impact assessments, land use planning, and competition law considerations. The primary parties involved are the South African government (specifically the Department of Mineral Resources and Energy), the National Energy Regulator of South Africa (NERSA), Sasol (as the dominant gas supplier), and various industrial businesses reliant on gas, such as Ardagh Glass Packaging-Africa. Other key players include potential private sector investors and developers of gas import infrastructure, such as TotalEnergies SE and Gigajoule Group, who are attempting to establish new supply routes. The Mozambican government and its regulatory bodies would also be indirectly involved given the cross-border nature of the current supply. Attorneys advising industrial clients heavily reliant on gas should immediately assess their clients' supply contracts with Sasol and other providers, exploring potential force majeure clauses, alternative supply options, and contractual remedies. Businesses should also be advised on engaging with industry associations to lobby the government for urgent policy interventions and regulatory clarity regarding gas infrastructure development and supply diversification. Legal professionals involved in energy and infrastructure projects should monitor government policy shifts, NERSA's regulatory decisions, and any new legislative initiatives aimed at addressing the gas crisis, particularly those facilitating private sector investment in import terminals and pipeline infrastructure. Furthermore, practitioners should prepare for potential litigation related to supply disruptions, contractual disputes, and regulatory compliance as the "gas cliff" approaches.

Nigeria Federal High Court: Army, Boat Owners Seek Settlement in Rental Dispute

The Federal High Court sitting in Port Harcourt, Rivers State, Nigeria, recently granted three indigenous houseboat contractors from the Niger Delta and the Nigerian Army a fresh opportunity to settle a dispute concerning 33 months of unpaid rental services. This development highlights the judiciary's proactive role in encouraging Alternative Dispute Resolution (ADR), even in complex cases involving state actors like the Nigerian Army. It underscores the persistent issue of contractual disputes, particularly those involving government agencies and local contractors, and the potential for prolonged non-payment for services rendered. For contractors, this situation emphasizes the critical importance of robust contractual agreements and clear mechanisms for dispute resolution to mitigate financial exposure and ensure timely payment. The Federal High Court, established under Section 251 of the Constitution of the Federal Republic of Nigeria 1999 (as amended), possesses exclusive jurisdiction over civil causes and matters arising from the operation of federal enactments, including those involving federal government agencies. Its involvement here likely stems from the Nigerian Army being a federal entity. The court's decision to grant a "fresh opportunity" for settlement aligns with the provisions of the High Court Civil Procedure Rules, which often encourage or mandate ADR mechanisms like mediation or conciliation to foster amicable resolution, reduce court backlog, and promote judicial efficiency. The key parties involved are the Federal High Court, Port Harcourt; three unnamed indigenous houseboat contractors from the Niger Delta; and the Nigerian Army. The specific details of the services rendered, the exact amount owed, or the reasons for the prolonged non-payment are not provided in the excerpt. Crucially, the outcome of this court-ordered settlement opportunity is not yet reported. Attorneys representing contractors dealing with government agencies should advise clients on the potential for protracted payment disputes and the utility of incorporating strong ADR clauses into their contracts. They must ensure contracts include clear payment terms, interest clauses for delayed payments, and well-defined dispute resolution procedures. For government legal departments, this case serves as a reminder of the need for timely fulfillment of contractual obligations to avoid litigation, reputational damage, and the financial implications of prolonged disputes. All parties should be prepared to engage constructively in court-ordered settlement discussions, as Nigerian courts increasingly favor such approaches to resolve disputes efficiently and amicably.

South Africa: Maintaining Company Control With Shareholder Agreements

GoLegal has published an article outlining key legal mechanisms for business owners to maintain control of their company when new shareholders are introduced. This topic is of immense legal significance for entrepreneurs, startups, and growing businesses across South Africa. Maintaining control is crucial for founders to steer the company's strategic direction, protect their vision, and ensure long-term alignment with their objectives, even as they seek external funding. The legal mechanisms discussed in such an article are vital for structuring shareholder agreements, articles of incorporation, and other corporate documents to prevent hostile takeovers, ensure voting power, or secure veto rights on critical decisions. Without proper legal planning, founders risk losing influence over their own ventures, which can lead to disputes, strategic misalignment, and even the failure of the business. It underscores the importance of robust corporate governance frameworks from the outset. The legal context for maintaining company control in South Africa is primarily governed by the Companies Act 71 of 2008, which sets out the framework for company formation, governance, shareholder rights, and corporate actions. Key mechanisms would likely include provisions within the company's Memorandum of Incorporation (MOI), which can be tailored to include specific shareholder rights, voting thresholds, and restrictions on share transfers. Shareholder agreements, which are contractual agreements between shareholders, are also critical for defining control mechanisms, such as pre-emptive rights, drag-along and tag-along rights, veto rights, and specific voting arrangements (e.g., weighted voting or supermajority requirements). Other relevant legal concepts include different classes of shares (e.g., ordinary vs. preference shares with varying voting rights), board composition, and employment contracts for founder-executives. The key parties involved are business founders and owners, new shareholders or investors (including venture capitalists, private equity firms, or angel investors), and the company itself. Legal practitioners, particularly corporate and commercial lawyers, play a crucial role in advising these parties and drafting the necessary legal documentation. The Companies and Intellectual Property Commission (CIPC) is the regulatory body responsible for company registration and compliance with the Companies Act. Attorneys advising founders and growing businesses should proactively educate their clients on the various legal mechanisms available to protect control when bringing on new investors. This includes meticulously drafting or reviewing the company's Memorandum of Incorporation and comprehensive shareholder agreements to incorporate provisions such as weighted voting rights, supermajority clauses for key decisions, pre-emptive rights, and restrictions on share transfers. Practitioners should also advise on the strategic use of different share classes and board representation. It is crucial to conduct thorough due diligence on potential investors and structure deals that balance funding needs with the founder's desire to maintain strategic control, ensuring that these legal protections are robust and enforceable under the Companies Act 71 of 2008. Early legal intervention in structuring these agreements can prevent costly disputes and loss of control down the line.

CJI Surya Kant: Proactive Infrastructure Dispute Prevention Urged

Chief Justice of India Surya Kant called for a shift from retrospective to preventive justice in infrastructure projects at the FIDIC Global Infrastructure Conference 2026 in New Delhi. He emphasized strengthening contractual risk allocation, standardization, and early dispute avoidance mechanisms t

Vic Court Appeal Rejects AGPC Concert Appeal, Upholds Damages

The Victorian Court of Appeal rejected the Australian Grand Prix Corporation's appeal regarding the cancellation of a Robbie Williams concert, upholding a 2024 Supreme Court ruling. The Supreme Court found AGPC engaged in misleading or deceptive conduct and breached contractual obligations by falsel

India Supreme Court: Tampered Property Agreement Specific Performance Suit Dismissed

The Supreme Court of India restored a trial court's dismissal of a specific performance suit concerning a 1984 property agreement. The Court found that lower appellate courts improperly overlooked several suspicious circumstances, including a tampered extension date and stamp paper discrepancies.