ChimukaMafunga Commercial Attorneys

Common guidelines and a consistently high level of integrity in all parts of the organisation are of decisive importance to achieving permanent business success. Enterprises often have a number of employees, numerous cooperate partners and widespread activities, including in international growth markets which differ greatly from our Zimbabwe markets in terms of culture, business ethics and standards. In that regard, we advise corporations in the negotiation, structuring, implementation and monitoring of different kinds of transactions, which advice includes
• Corporate and Trust formations;
• Mergers and Acquisitions;
• Regulatory compliance;
• Stock exchange rules and regulations;
• Private equity investments;
• Corporate re-structure and re-organisation;
• Capital raising;
• Corporate Governance;
• Exchange Control Regulations
• Employment Law.

A business in economic crisis means uncertainty not just for the owners and employees, but also for any creditors. It is therefore important to quickly identify the best possible solution for the business and act to minimise any losses suffered by the parties involved. We advise on all aspects of general contingency planning in a distressed debt environment, formal and informal restructures, business rescue proceedings and insolvencies. Our advice is premised on fast and informed recommendations that identify solutions to maximise value for the relevant business or creditor – from a legal and commercial point of view.

• Business Rescue
Our legal advice is premised on the objective of business rescue to maximise the likelihood of the company continuing in existence on a solvent basis or, if this is not possible, to obtain a better return for the company’s employees, creditors and shareholders than would result from the immediate liquidation of the company. We also provide advice to parties who may wish to provide funding to a company in business rescue and to parties who may want to conclude a transaction with a company in business rescue.

• Restructuring
A distressed business needs quick and expert restructuring support. We assist companies facing financial problems by providing a broad number of restructuring solutions designed to build a platform for swift recovery and sustained success. We work with distressed businesses by assisting them with all aspects of formal restructuring procedures such as business rescue, liquidations and schemes of compromise, contingency planning, standstill and forbearance arrangements, public and private equity capital raising and restructuring, distressed merger and acquisition-related deals, and advising on directors’ duties during periods of financial distress and restructurings.

• Insolvency
Where restructuring opportunities have been exhausted, or business rescue is not recommended or is unsuccessful, liquidation may be required. We advise all stakeholders including directors, debtors, creditors, to liquidation proceedings, liquidators and insolvency practitioners on all stages and aspects of the insolvency process. We assist clients with the commencement of liquidation proceedings, insolvency-related litigation and applications to court, employment-related aspects of insolvency, cross-border recognition of liquidation proceedings, considering the effect of insolvency on contracts and reckless trading and directors’ personal liability.

The industry works with some of the economy’s largest assets but is constantly challenged by limited access to liquidity and fluctuating profitability levels. Other industry hurdles include an increasingly recognised need for readjustment and development, and – particularly within building and construction – a need for optimization for planning and development to reduce the scope for errors and defects, and increase earnings. While many have an opinion on real estate matters, we have knowledge about all aspects of it – including buying and selling, leasing, construction and development projects, and the public rules restricting the use of real estate. We advise on:
• Commercial and residential developments, sale agreements and lease agreements;
• Transfers of title as a result of or in terms of sale transactions, liquidations, auctions, court orders, foreclosures, divorces, donations, deceased estates and insolvent estates;
• Financial structuring of property transactions;
• Securitization of property deals;
• Construction contracts;
• International rules and standards on construction contracts and consultancy agreements, including FIDIC;
• Consortium agreements, agreements with subcontractors and suppliers;
• Public-private partnerships and cooperation agreements (PPP) (PPC)
• Tax issues relating to real estate transactions

We recognize that intellectual property is one the greatest assets that our clients hold, and unlocking its value is a key element in any business success. They are intangible assets that, like physical property, can be financially exploited through sale or licenses. Further, effective protection of intellectual property protects our clients’ image, reputation and goodwill. We have extensive knowledge on the registration and robust enforcement of intellectual property rights, both under the Zimbabwe Intellectual Property Organisation (ZIPO) and African Regional Intellectual Property Organisation (ARIPO) systems. We advise our clients on the following:

• Registration and/or assignment of trademarks, copyright, patents, industrial designs and geographical indications,
• IP licensing and assignment agreements,
• Software development and maintenance agreements,
• IP due diligence and audits,
• Surveillance and enforcement of intellectual property, and
• Litigation on infringement of IP rights.

Taking a matter to court is a big step for most businesses, with a number of resource-intensive challenges. It requires mastering the legal rules, factual details and commercial considerations – and combining these elements to present a logical and convincing case. We conduct a large number of complex cases before the Zimbabwean courts at all levels, including the Supreme Court. We have in-depth knowledge of the formal processes and the practical framework for structuring and presenting cases. With extensive knowledge of the case law, we can guide our clients safely through negotiations, litigation and alternative proceedings that are relevant to resolve disputes and ensure cost-effective solutions. We identify all risks and opportunities down to the last detail – legal as well as commercial – and create a clear strategy for your case. Our advice includes:

• Dispute resolution
• Settlement negotiations
• Litigation
• Arbitrations