The African mining sector continues to attract significant interest from global mining companies, but structuring deals in the region can be complex for foreign investors. To navigate these challenges, many companies are turning to the British Virgin Islands (BVI) for expert investment support and deal structuring.
Conyers, one of the leading law firms in the BVI, has built a strong reputation for advising mining companies globally, including those looking to invest in Africa. The BVI’s flexible legislative framework, combined with the familiarity of BVI companies to investors, lenders, and regulators worldwide, makes it a preferred jurisdiction for such deals.
Nicholas Kuria, a counsel at Conyers, explains, “Conyers provides specialized advice for those looking to structure investments in Africa’s mining sector, and we have developed the expertise to deliver optimal outcomes for our clients.”
Conyers’ experience spans several major projects in Africa. A recent example includes advising on the Dugbe Gold Project in Liberia. The firm assisted Pasofino Gold with its acquisition of ARX Resources, a BVI company involved in an earn-in agreement with Hummingbird Resources PLC. Additionally, Conyers has been closely involved with the Ambatovy Project in Madagascar, a large-scale nickel and cobalt mining operation. The firm advised Sherritt International on the restructuring of its investment in the Ambatovy Joint Venture, which required coordination between legal teams in Canada, the BVI, and Madagascar.
Conyers also has a strong litigation practice and works closely with local counsel to understand the legal frameworks in various African jurisdictions. Some countries restrict which entities can hold local mining rights, meaning the BVI entity may act as a holding vehicle or joint venture partner. In more liberal jurisdictions, where foreign entities can own mining rights, the BVI vehicle can function as the primary operating company.
The BVI offers considerable flexibility in governance and capital requirements. Companies can tailor their constitutional documents to meet investor preferences, which is especially beneficial when multiple investors are involved in joint ventures. For companies seeking to list, the BVI can adapt to the listing rules of different jurisdictions. The jurisdiction’s insolvency regime is also regarded as creditor-friendly, making it ideal for complex lending and security arrangements.
“It’s a tried and tested system,” Kuria says. “This is why clients continue to trust BVI entities in their investment structures, and why we maintain such a strong client profile in the mining sector.”