Corporate & Commercial Law

We offer in-depth experience across a range of commercial sectors, combining legal expertise and market knowledge with a thorough understanding of our clients' businesses to deliver advice that is both pragmatic and cost effective.

Corporate & Commercial Law Services

Our lawyers coordinate complex transactions, deal with regulatory requirements, advise on tax matters, manage due diligence investigations and prepare all required documentation. Our key focus areas are:

Black Economic Empowerment

Our Black Economic Empowerment (BEE) team is widely recognised as being one of the most knowledgeable and experienced BEE regulatory teams. Our expertise includes advising on the Broad-Based BEE Act, the Codes of Good Practice, Transformation Charters and Sector Codes, and related legislation and regulations.
Our experience is deep and varied and covers a wide range of advisory services. Click here to learn more.

Companies Act

When the 'new' Companies Act, No 71 of 2008 came into force on 1 May 2011, it marked the beginning of a significant era for corporate law in South Africa. Although much of the old law was retained, many significant new concepts and changes were introduced. CDH is well positioned to help our clients to comply with the legislation. We also offer training tailored to your business needs to help you meet your obligations.

Click here to read more.

Corporate Governance

In recognising the evolving needs of our local and global clients who are expanding their business operations on the continent and further afield as well as the increased governance risks, we provide a full corporate governance and regulation service within the Corporate and Commercial practice, which has local and global corporate governance expertise.

Read more about our services here.

Equity Capital Markets

Equity capital markets (ECM) are evolving fast within the current market environment. New options for growth are being created. However, this often comes with more complex choices and challenges that complicate capital market decisions. Any company on a growth trajectory needs a legal advisor with a proven track record and expertise across the full ECM spectrum. With our tailored advisory and solutions-based approach, CDH is the right legal partner in any ECM project.

Click here to read more.

Listings, Stock Exchanges & Public Documents

Our Corporate & Commercial practice acts for a number of the top 100 Johannesburg Stock Exchange listed companies, companies listed on major international bourses and companies with dual or multiple listings.

Click here to read more.

Merger & Acquisitions

We close deals effectively by providing exceptional legal advice, managing risk, ensuring you meet regulatory compliance and working at every aspect of the transaction to ensure that it works from a legal and commercial perspective. Click here for more.

Private Equity

Our Private Equity team has in-depth experience of African transactions. In addition, we have immediate access to a vast network of relationship firms across the continent. We are therefore able to move quickly and seamlessly on local and international transactions. Learn more here.

Technology & Communications

Our Technology & Communications team uses its understanding of the technology sector to deliver cost-effective and innovate solutions for both suppliers and consumers. Learn more here.

Services

Corporate & Commercial Law Services

Our lawyers coordinate complex transactions, deal with regulatory requirements, advise on tax matters, manage due diligence investigations and prepare all required documentation. Our key focus areas are:

Black Economic Empowerment

Our Black Economic Empowerment (BEE) team is widely recognised as being one of the most knowledgeable and experienced BEE regulatory teams. Our expertise includes advising on the Broad-Based BEE Act, the Codes of Good Practice, Transformation Charters and Sector Codes, and related legislation and regulations.
Our experience is deep and varied and covers a wide range of advisory services. Click here to learn more.

Companies Act

When the 'new' Companies Act, No 71 of 2008 came into force on 1 May 2011, it marked the beginning of a significant era for corporate law in South Africa. Although much of the old law was retained, many significant new concepts and changes were introduced. CDH is well positioned to help our clients to comply with the legislation. We also offer training tailored to your business needs to help you meet your obligations.

Click here to read more.

Corporate Governance

In recognising the evolving needs of our local and global clients who are expanding their business operations on the continent and further afield as well as the increased governance risks, we provide a full corporate governance and regulation service within the Corporate and Commercial practice, which has local and global corporate governance expertise.

Read more about our services here.

Equity Capital Markets

Equity capital markets (ECM) are evolving fast within the current market environment. New options for growth are being created. However, this often comes with more complex choices and challenges that complicate capital market decisions. Any company on a growth trajectory needs a legal advisor with a proven track record and expertise across the full ECM spectrum. With our tailored advisory and solutions-based approach, CDH is the right legal partner in any ECM project.

Click here to read more.

Listings, Stock Exchanges & Public Documents

Our Corporate & Commercial practice acts for a number of the top 100 Johannesburg Stock Exchange listed companies, companies listed on major international bourses and companies with dual or multiple listings.

Click here to read more.

Merger & Acquisitions

We close deals effectively by providing exceptional legal advice, managing risk, ensuring you meet regulatory compliance and working at every aspect of the transaction to ensure that it works from a legal and commercial perspective. Click here for more.

Private Equity

Our Private Equity team has in-depth experience of African transactions. In addition, we have immediate access to a vast network of relationship firms across the continent. We are therefore able to move quickly and seamlessly on local and international transactions. Learn more here.

Technology & Communications

Our Technology & Communications team uses its understanding of the technology sector to deliver cost-effective and innovate solutions for both suppliers and consumers. Learn more here.

Corporate & Commercial Lawyers

Our lawyers coordinate complex transactions, deal with regulatory requirements, advise on tax matters, manage due diligence investigations and prepare all required documentation.

Our Corporate & Commercial Lawyers

Our Work

Featured

All

Clientèle Limited and Telesure Investment Holdings Proprietary Limited

CDH advised both Clientèle Limited and Telesure Investment Holdings Proprietary Limited on Clientèle's acquisition of 1Life Insurance Limited and Telesure's acquisition of 26% of Clientèle. The transaction, a category 1 transaction under the JSE Listings Requirements, is worth approximately R1,914 billion. The transaction is subject to certain conditions precedent which are expected to be fulfilled or waived by the end of September 2024. 
 
1Life's operations in the underwritten direct and intermediated life insurance market and the funeral mass market will enhance Clientèle's already diversified financial services product offering to the South African market.

FNZ

Kieti represented FNZ, the leading UK-based global platform as a service company specialising in providing investment platforms to major financial institutions in the financial services and wealth management sectors.  Our Kenya-based corporate/M&A team advised FNZ on Kenya merger control issues in relation to FNZ’s acquisition of Silica.  Our work on this matter demonstrates our year-round role advising clients in connection with cross-border transactions, here with a significant competition law component.  

PayGo Energy

Advised Arrowhead and Gemgrow, both South Africa-based property funds, on the reverse takeover of Gemgrow by Arrowhead, in terms of which Gemgrow acquired all of the Arrowhead shares by way of a scheme of arrangement.

Senwes Group

Advised ZARX-listed Senwes Group, one of South Africa's largest agribusinesses, and KLK Landbou Limited, a large farming services specialist in the Northern Cape, on Senwes Group's purchase of a majority shareholding in KLK, whilst simultaneously overcoming a competing hostile takeover bid, already launched by one of KLK's existing shareholders.

Caixa Geral de Depósitos

Advised Caixa Geral de Depósitos, S.A., the leading Portugal-based state-owned banking corporation, as South African counsel, on its disposal of 100% of its shareholding in Mercantile Bank Holdings to Capitec Bank.

Séché Environnement

Advised Séché Environnement S.A., the leading France-based group which provides environmental management solutions globally, in its take-private acquisition of 100% of the issued share capital of South African waste management company, Interwaste Holdings, by way of a scheme of arrangement. Following the implementation of the scheme, Interwaste was delisted from the main board of JSE.

Metier Capital Growth Fund II Partnership and Metier Capital Growth Fund II Investments

Advised Metier Capital Growth Fund II Partnership and Metier Capital Growth Fund II Investments, leading South African and Mauritius private equity investment vehicles, in their take-private acquisition of 100% of the issued share capital of South African packaging company, Master Plastics, by way of a scheme of arrangement. Following the implementation of the scheme, Master Plastics was delisted from the main board of JSE.

Vukile Property Fund

Advised Vukile Property Fund Limited, one of South Africa's premier REITs, in the indirect acquisition of 4 retail centres in Spain from Unibail Rodamco. This marked a significant step in its offshore expansion.

Old Mutual Emerging Markets

Advised Old Mutual Emerging Markets Proprietary Limited (OMEM), which owns 100% of the issued share capital of Old Mutual (South Africa) Holdings (OMSA), which in turn held 100% of the issued share capital of UK-based, OM Latin America HoldCo UK (OMLAH) and 100% of the issued share capital of Panama-based, AIVA Holdings Group (AIVA). We advised OMSA in the sale of its 100% shareholding in OMLAH and AIVA, thereby also transferring indirect ownership of various companies falling under these entities. The transaction involved numerous countries across 4 continents, their local laws and the sale of shares in a highly-regulated industry.

Our Work

Clientèle Limited and Telesure Investment Holdings Proprietary Limited

CDH advised both Clientèle Limited and Telesure Investment Holdings Proprietary Limited on Clientèle's acquisition of 1Life Insurance Limited and Telesure's acquisition of 26% of Clientèle. The transaction, a category 1 transaction under the JSE Listings Requirements, is worth approximately R1,914 billion. The transaction is subject to certain conditions precedent which are expected to be fulfilled or waived by the end of September 2024. 
 
1Life's operations in the underwritten direct and intermediated life insurance market and the funeral mass market will enhance Clientèle's already diversified financial services product offering to the South African market.

FNZ

Kieti represented FNZ, the leading UK-based global platform as a service company specialising in providing investment platforms to major financial institutions in the financial services and wealth management sectors.  Our Kenya-based corporate/M&A team advised FNZ on Kenya merger control issues in relation to FNZ’s acquisition of Silica.  Our work on this matter demonstrates our year-round role advising clients in connection with cross-border transactions, here with a significant competition law component.  

PayGo Energy

Advised Arrowhead and Gemgrow, both South Africa-based property funds, on the reverse takeover of Gemgrow by Arrowhead, in terms of which Gemgrow acquired all of the Arrowhead shares by way of a scheme of arrangement.

Senwes Group

Advised ZARX-listed Senwes Group, one of South Africa's largest agribusinesses, and KLK Landbou Limited, a large farming services specialist in the Northern Cape, on Senwes Group's purchase of a majority shareholding in KLK, whilst simultaneously overcoming a competing hostile takeover bid, already launched by one of KLK's existing shareholders.

Caixa Geral de Depósitos

Advised Caixa Geral de Depósitos, S.A., the leading Portugal-based state-owned banking corporation, as South African counsel, on its disposal of 100% of its shareholding in Mercantile Bank Holdings to Capitec Bank.

Séché Environnement

Advised Séché Environnement S.A., the leading France-based group which provides environmental management solutions globally, in its take-private acquisition of 100% of the issued share capital of South African waste management company, Interwaste Holdings, by way of a scheme of arrangement. Following the implementation of the scheme, Interwaste was delisted from the main board of JSE.

Metier Capital Growth Fund II Partnership and Metier Capital Growth Fund II Investments

Advised Metier Capital Growth Fund II Partnership and Metier Capital Growth Fund II Investments, leading South African and Mauritius private equity investment vehicles, in their take-private acquisition of 100% of the issued share capital of South African packaging company, Master Plastics, by way of a scheme of arrangement. Following the implementation of the scheme, Master Plastics was delisted from the main board of JSE.

Vukile Property Fund

Advised Vukile Property Fund Limited, one of South Africa's premier REITs, in the indirect acquisition of 4 retail centres in Spain from Unibail Rodamco. This marked a significant step in its offshore expansion.

Old Mutual Emerging Markets

Advised Old Mutual Emerging Markets Proprietary Limited (OMEM), which owns 100% of the issued share capital of Old Mutual (South Africa) Holdings (OMSA), which in turn held 100% of the issued share capital of UK-based, OM Latin America HoldCo UK (OMLAH) and 100% of the issued share capital of Panama-based, AIVA Holdings Group (AIVA). We advised OMSA in the sale of its 100% shareholding in OMLAH and AIVA, thereby also transferring indirect ownership of various companies falling under these entities. The transaction involved numerous countries across 4 continents, their local laws and the sale of shares in a highly-regulated industry.

Corporate & Commercial Law News

More news

The JSE’s response to the corporate governance changes introduced by the Companies Amendment Act

As the Johannesburg Stock Exchange (JSE) rolls out various proposed amendments to the JSE Listings Requirements (Listing Requirements), noticeably absent from the consolidated simplified Listings Requirements are Paragraph 3.84(j) and Schedule 14 to the Listing Requirements. The consolidated Listings Requirements were published by the JSE in September 2024 as part of the public consultation process to its ongoing Simplification Project.

Draft Residential Communities Industry Code of Conduct out for comment

The Protection of Personal Information Act 4 of 2013 (POPIA) is South Africa’s primary data protection law and empowers the Information Regulator (Regulator) to oversee compliance with general data protection laws. The Regulator is also empowered, in terms of section 60 of POPIA, to issue codes of conduct to support sector-specific implementation of POPIA and allow for the development of codes of conduct tailored to particular industries.

Understanding the transitional provisions of the Upstream Petroleum Resources Development Act

In the high-stakes world of the oil and gas sector, few things cause more disruption than new legislation, and the recently assented to Upstream Petroleum Resources Development Act 23 of 2024 (Upstream Act) is no exception. The Upstream Act was introduced to separate the governance of petroleum resources from mineral resources, both previously regulated under the Mineral and Petroleum Resources Development Act 28 of 2002 (MPRDA). This separation signals a more focused, agile regulatory approach to petroleum and a clear sign to global investors that South Africa is determined to unlock its hydrocarbon potential.

Market recognition

  • Chambers Global 2015-2025 rank our Corporate/M&A practice in Band 1.
  • Chambers Global 2024-2025 rank our Kenya Corporate/M&A practice in Band 3.
  • The Legal 500 EMEA 2018-2025 recognises us as Tier 1 in commercial, corporate/M&A.
  • The Legal 500 EMEA 2023–2025 recommends our Kenya commercial, corporate/M&A practice in Tier 3.
  • IFLR1000 2024  ranked CDH Kenya in Tier 3 for M&A.
  • IFLR1000 2017-2024 ranks the firm in M&A - Tier 1. IFLR1000 2016 ranks the firm in M&A - Tier 2.
  • CDH was shortlisted for the IFLR Africa Awards 2025 'Deal of the Year | M&A' for the Devki-National Cement Company / Cimerwa, and Engie and Meridiam / BTE Renewables matters.
  • CDH was shortlisted for the IFLR Africa Awards 2025 for 'National Law Firms of the Year' | South Africa.
  • CDH was shortlisted for the IFLR Africa Awards 2025 for 'Team of the Year | Regional' for M&A.
DealMakers 2024

  • 1st by Listed M&A Deal Flow
  • 2nd by Unlisted M&A Deal Flow
  • 2nd by BEE Deal Value
  • 2nd by BEE Deal Flow
  • 3rd by General Corporate Finance Deal Flow
  • Legal advisers on Coronation Fund Managers’ award-winning ‘BEE Deal of the Year’
DealMakers Africa

  • 2nd by M&A Deal Flow.
  • 2nd by General Corporate Finance Deal Flow (tie).
  • 2nd by Pan African M & A Deal Flow (tie).
DealMakers 2023

 

  • 2023 1st by M&A Listed Deal Flow.
  • 2023 2nd by M&A Unlisted Deal Flow.
  • 2023 2nd by M&A Unlisted Deal Value.
  • 2023 2nd by M&A Listed & Unlisted BEE Deal Flow.
  • 2023 2nd by General Corporate Finance Deal Value.
  • 2023 4th by General Corporate Finance Deal Flow.
DealMakers 2022

 

  • 2022 1st by M&A Listed Deal Flow
  • 2022 3rd by M&A Listed Deal Value 
  • 2022 3rd by M&A Unlisted Deal Value 
  • 2022 3rd by M&A Unlisted Deal Flow
  • 2022 3rd by General Corporate Finance Deal Flow
DealMakers 2021

 

  • 2021 1st by M&A Deal Flow
  • 2021 2nd by General Corporate Finance Deal Flow
  • 2021 2nd by BEE Deal Value
  • 2021 3rd by General Corporate Finance Deal Value
  • 2021 3rd by BEE Deal Flow
  • 2021 4th by M&A Deal Value
  • 2020 1st by M&A Deal Flow
  • 2020 1st by BEE Deal Flow
DealMakers 2018 - 2020

 

  • 2020 1st by BEE Deal Value
  • 2020 2nd by General Corporate Finance Deal Flow
  • 2020 2nd by General Corporate Finance Deal Value
  • 2020 3rd by M&A Deal Value
  • 2020 Catalyst Private Equity Deal of the Year
  • M&A Legal DealMakers of the Decade 2010 – 2019 (Deal Flow)
  • Dealmakers 2019 - 1st by BEE M&A Deal Flow
  • Dealmakers 2019 - 1st by General Corporate Finance Deal Flow
  • Dealmakers 2019 - 2nd by M&A Deal Value
  • Dealmakers 2019 - 2nd by M&A Deal Flow
  • Dealmakers 2018 - 1st by M&A Deal Flow for the 10th year in a row.
  • Dealmakers 2018 - 1st by M&A Deal Value.
  • Dealmakers 2018 - 2nd by General Corporate Finance Deal Flow.
  • Dealmakers 2018 - 1st by BEE M&A Deal Value.
  • Dealmakers 2018 - 2nd by BEE M&A Deal Flow.
  • Dealmakers 2018 - Lead legal advisers on the Private Equity Deal of the Year.

Market recognition

  • Chambers Global 2015-2025 rank our Corporate/M&A practice in Band 1.
  • Chambers Global 2024-2025 rank our Kenya Corporate/M&A practice in Band 3.
  • The Legal 500 EMEA 2018-2025 recognises us as Tier 1 in commercial, corporate/M&A.
  • The Legal 500 EMEA 2023–2025 recommends our Kenya commercial, corporate/M&A practice in Tier 3.
  • IFLR1000 2024  ranked CDH Kenya in Tier 3 for M&A.
  • IFLR1000 2017-2024 ranks the firm in M&A - Tier 1. IFLR1000 2016 ranks the firm in M&A - Tier 2.
  • CDH was shortlisted for the IFLR Africa Awards 2025 'Deal of the Year | M&A' for the Devki-National Cement Company / Cimerwa, and Engie and Meridiam / BTE Renewables matters.
  • CDH was shortlisted for the IFLR Africa Awards 2025 for 'National Law Firms of the Year' | South Africa.
  • CDH was shortlisted for the IFLR Africa Awards 2025 for 'Team of the Year | Regional' for M&A.
DealMakers 2024

  • 1st by Listed M&A Deal Flow
  • 2nd by Unlisted M&A Deal Flow
  • 2nd by BEE Deal Value
  • 2nd by BEE Deal Flow
  • 3rd by General Corporate Finance Deal Flow
  • Legal advisers on Coronation Fund Managers’ award-winning ‘BEE Deal of the Year’
DealMakers Africa

  • 2nd by M&A Deal Flow.
  • 2nd by General Corporate Finance Deal Flow (tie).
  • 2nd by Pan African M & A Deal Flow (tie).
DealMakers 2023

 

  • 2023 1st by M&A Listed Deal Flow.
  • 2023 2nd by M&A Unlisted Deal Flow.
  • 2023 2nd by M&A Unlisted Deal Value.
  • 2023 2nd by M&A Listed & Unlisted BEE Deal Flow.
  • 2023 2nd by General Corporate Finance Deal Value.
  • 2023 4th by General Corporate Finance Deal Flow.
DealMakers 2022

 

  • 2022 1st by M&A Listed Deal Flow
  • 2022 3rd by M&A Listed Deal Value 
  • 2022 3rd by M&A Unlisted Deal Value 
  • 2022 3rd by M&A Unlisted Deal Flow
  • 2022 3rd by General Corporate Finance Deal Flow
DealMakers 2021

 

  • 2021 1st by M&A Deal Flow
  • 2021 2nd by General Corporate Finance Deal Flow
  • 2021 2nd by BEE Deal Value
  • 2021 3rd by General Corporate Finance Deal Value
  • 2021 3rd by BEE Deal Flow
  • 2021 4th by M&A Deal Value
  • 2020 1st by M&A Deal Flow
  • 2020 1st by BEE Deal Flow
DealMakers 2018 - 2020

 

  • 2020 1st by BEE Deal Value
  • 2020 2nd by General Corporate Finance Deal Flow
  • 2020 2nd by General Corporate Finance Deal Value
  • 2020 3rd by M&A Deal Value
  • 2020 Catalyst Private Equity Deal of the Year
  • M&A Legal DealMakers of the Decade 2010 – 2019 (Deal Flow)
  • Dealmakers 2019 - 1st by BEE M&A Deal Flow
  • Dealmakers 2019 - 1st by General Corporate Finance Deal Flow
  • Dealmakers 2019 - 2nd by M&A Deal Value
  • Dealmakers 2019 - 2nd by M&A Deal Flow
  • Dealmakers 2018 - 1st by M&A Deal Flow for the 10th year in a row.
  • Dealmakers 2018 - 1st by M&A Deal Value.
  • Dealmakers 2018 - 2nd by General Corporate Finance Deal Flow.
  • Dealmakers 2018 - 1st by BEE M&A Deal Value.
  • Dealmakers 2018 - 2nd by BEE M&A Deal Flow.
  • Dealmakers 2018 - Lead legal advisers on the Private Equity Deal of the Year.

Happy Clients

Chambers Global 2025

“The team from Cliffe Dekker Hofmeyr is technically astute, commercially focused and solution-oriented.”

Chambers Global 2025
Chambers Global 2025

“Their responsiveness is unmatched in terms of how quickly they come back to you, and they have the ability to see through details and offer practical solutions.”

Chambers Global 2025
Chambers Global 2025

“Cliffe Dekker Hofmeyr’s service is exceptional, and their responsiveness to our needs is commendable. The team is prompt in attending to our needs and requests, to ensure they are met efficiently.”

Chambers Global 2025
The Legal 500 EMEA 2025

“The team is very detail-oriented and gives sound legal advice. Their turnaround time is always impressive.”

The Legal 500 EMEA 2025
The Legal 500 EMEA 2025

“CDH has a wide variety of expertise and is a one stop shop for all your legal needs.”

The Legal 500 EMEA 2025
Chambers Global 2024

"They provide different thoughts on a number of key points, both from commercial and legal perspectives."

Chambers Global 2024
Chambers Global 2024

"We have done several cross-border deals with them and the lawyers at Cliffe Dekker Hofmeyr are consistently excellent."

Chambers Global 2024
Chambers Global 2024

"Their knowledge of the law is outstanding. They are always practical in their commercial approach, and to the point."

Chambers Global 2024
Chambers Global 2024

"The team's approach and advice is solution-based and strategic."

Chambers Global 2024