- CRC Credit Bureau, a credit bureau operator licenced by the Central Bank of Nigeria and established by leading financial institutions in Nigeria with by Dun & Bradstreet (a leading global credit information service provider); and
- SecureID, a producer of smartcards in Nigeria.
Case Notes
We are providing legal service advisory services in connection with the implementation of the client’s mobile payment technology services. The technology is to provide loan services to mobile network subscribers, agents and/or dealers of the telecommunication network. The services are (FLOATMAS, M-Save Account and M-Save Lock Account services).
The transaction was instrumental to the launch of Movapay’s mobile money and payment solutions in Ghana.
We are advising Prosperis Holding in connection with the establishment of an online thrifting platform in Nigeria. In this regard, we prepared a transaction structuring memo, advising on regulatory and compliance issues such as incorporation, licensing and tax.
This particular transaction is novel in the FinTech space as the project is aimed at disrupting the traditional means of saving in Africa (ajo saving scheme, esusu saving schemes). Also, as an unchartered terrain with no defined regulations, we have had to interface with the regulators in order to ensure adequate compliance while also assisting regulators to develop regulations and policy statements in the sector.
We advised the Client (as Nigerian counsel to the buyer) on the acquisition of Ping Express, a money transfer operator licenced by the Central Bank of Nigeria. Ping Express is an international financial payment company that enables the transfer of foreign currency from United States of America and in the United Kingdom and the only company that allows for cancellation of international transfer before the recipient receives the payment in their local account.
Ping Express being one of the licensed international Money Operators in Nigeria, we structured the transaction to minimize consents and approvals from multiple jurisdiction. The legal advisory service provided to the Client was novel and took absolute care to avoid regulatory infraction or suspension of license.
We advised Paelyt Solutions Limited in connection with the provisions of its payment services, transfer and remittances and technology services to third parties. We reviewed the Terms and Conditions for the users of the platform, Paelyt’s Payment Aggregator Terms & Conditions, Independent Retail Agent Agreement between Paelyt Solution Limited and Paycom Limited as well as the Payout Platform User Access and Service Agreement between Paycom and Paelyt Solutions Limited. We also drafted the negotiated, drafted and reviewed Software and Technology Agreement, Payment gateway Service Agreement, Managed Security Service Agreement and Payout Users Agreement.
This platform reveals the comfort of financial houses and banks with locally developed payment solutions which are now replacing foreign technology.
We are advising the Client (licensee) on Software Licensing Agreement between the Client and Security and Trading Technology (pty) Ltd in relation to the licensing of certain programs including: automated trading system software; trade, deal and order management software; management solution; surveillance solution; central bank management solution; and SWIFT Router.
As the counsel to the licensee we reviewed the Software Licensing Agreement to ensure compliance with applicable Nigerian law and are registering same with the National Office for Technology Acquisition and Promotion.
FMDQ OTC PLC is Nigeria’s foremost debt capital, foreign exchange and derivatives over-the-counter securities exchange with an average annual turnover of circa N188,000,000,000,000 (about $600,000,000,000), over the last three years. The transaction relates to the licencing of key software for one of FMDQ’s trading platforms.
We were retained to advice, review and draft contracts on behalf of SecureID Limited a subsidiary of Secure Card Manufacturing, which is the Africa’s leading digital card manufacturing company on the manufacturing and issuance of atm cards to Nigerian banks including Access Bank Plc. We also negotiated and drafted the preventive Maintenance Contract with Heidelberg Nigeria Limited and SecureID Limited. Currently we are providing legal support in the Client’s bid for the manufacturing of automated payment cards for the ongoing railway lines across the country. Further, we also provide advisory on privacy and data protection issues especially with its handling of personal data (inclusive of biometrics) obtained for the production of smart and security cards. We have assisted in creating structures for data management and data security adopting international best practices.
CRC Credit Bureau Limited is the biggest and one of the only two licensed credit reporting companies in Nigeria. It uses data and algorithms to determine credit worthiness of individuals and companies in Nigeria and works principally with banks and other financial institutions. As its legal advisers, we provided legal advise on privacy and data protection issues, data security and breaches, and reviewed, renegotiated and drafted contracts with third party. Particularly, we reviewed the Biller Aggregation Platform contract between the Client and First Bank Ltd., Data Subscription Agreement with over 250 (Two Hundred and Fifty) clients and the Terms of Agreement between CRC and Sterling Bank Plc as well as Diamond Bank and CRC. Further, we also negotiated and drafted the Credit Reporting Agreement between CRC and Disrupt Analytics technology and the Credit Check Services Agreement between CRC and MTN Nigeria Commercial Limited and Vas2nets Technologies Limited. We further reviewed the business and commercial operations of the client in order to ensure compliance with the Credit Reporting Act, 2017. CRC’s business being a new business solution, we were required to provide advise on novel issues as well as provide novel legal documentation that are apt for both the Client and this rising subsector.
We acted as legal advisers and project coordinator for the deployment of the client’s secured proprietary payment platform in what can be described as the biggest regional FinTech product launch in Africa. This project was implemented in partnership with Ecobank (the pan-african bank) and enable both local and international financial transactions on the banks platform thereby eliminating delays in international payments and consummation of business in Africa. As legal advisers, we provided legal advisory to our Client on the legal structure of the partnership with the bank, obtained regulatory approvals from the regulators and ensured compliance of the technology with applicable standards. As project coordinators, we liaised with the legal teams of the bank in the various countries where the product was being launched and engaged local counsel to advise on local laws.
Being the first of its kind in Nigeria, we ensured that all regulatory and compliance approvals were obtained before the implementation of the product.
We advised the Client in the development and implementation of its mobile banking application, which is a premier introduction of mobile banking in microfinance banking in Nigeria. As Solicitors to the Client, we provided legal advisory support during the negotiations with third party software developers, switches and card issuers and advised on the contractual relationship between the Client and all third parties. We also reviewed the terms and conditions of the Client in relation to the mobile banking application. Separately, we provided legal advisory services as well as regulatory diligence services in relation to the deployment of the Client’s international debit cards and mobile tellering services. The successful implementation of these products have increased the customer base of the Client and aided the provision of services to its customers who are major small and medium scale enterprises, in line with the objective of banking the unbanked. It has also effectively reduced the cost of physical branches, while increasing the competitiveness of the Client in the microfinancing banking sector.
