EOI - Legal Consultants - Private Sector Operations Division - PGCL at the African Development Bank Group (AfDB)

African Development Bank Group (AfDB) - Established in 1964, the African Development Bank is the premier pan-African development institution, promoting economic growth and social progress across the continent. There are 80 member states, including 54 in Africa (Regional Member Countries). The Bank’s development agenda is delivering the financial and technical support for transformative projects that will significantly reduce poverty through inclusive and sustainable economic growth.

We are recruiting to fill the position below:

Job Title: Expressions of Interest  for  the Selection of 3 Legal Consultants - Private Sector Operations Division - PGCL

Location: Abidjan, Cote d’Ivoire
Consultant type: Individual Consultant
Job family: Legal
Assignment period: 6 months (renewable subject to satisfactory work)
Tentative start date: 1 April 2023

Background

• The African Development Bank (the “Bank”) hereby invites Individual Consultants to to submit their proposals in respect of the following consultancy assignment: “Selection of 3 Legal Consultants -Private Sector Operations Division, Legal Department (PGCL.2)”. NB: to participate in this request for proposals you need to be a national of one of AfDB Member Countries (https://www.afdb.org/en/about-us/corporate-information/members/).
• The General Counsel and Legal Services Department  (PGCL) provides legal services to the statutory organs of the African Development Bank Group. In addition, PGCL provides legal advice on the administration,  operations, and financial activities of the Bank. PGCL also ensures that the Bank's activities and operations are consistent with the constitutive documents and other legal instruments of the Bank, its policies, the relevant norms and principles of international and commercial law, as well as the best practices of international development banking.
• The principal objectives of the Private Sector Operations Division (PGCL.2) of the Legal Department are to handle private sector and other non-sovereign transactions and support the work of the Bank regarding the private sector and the financial sector as well as special operations. These transactions comprise principally non-sovereign loans, guarantees, project finance transactions, and syndicated loans including A-B loans, trade finance, private equity, and direct equity investments, amongst others.
• PGCL.2 is seeking three (3) legal consultants (working languages: English and/or French) who will work under the supervision of the Division Manager, Private Sector Operations (PGCL.2), and other members of the Division.
• The consultant will assist the Division Team in achieving its Work Program and perform, among others, the following activities in connection with the Private Sector activities of the Bank: 
  • Conducting legal due diligence on proposed transactions including the review of, among others, project documents and  agreements(e.g.development  or  construction contracts, supply agreements, concession agreements, joint-venture agreements etc.), constitutive documents of proposed borrowers/investee companies and funds (e.g. corporate documents, shareholders’ agreements, management agreements, etc.) as well as legal and regulatory requirements;
  • Drafting and/or reviewing, negotiating and finalizing all legal documentation relevant to the Bank’s lending and other investments, including (without limitation) term sheets, loan agreements, lines of credit agreements, common terms agreements, guarantee agreements, participation agreements, etc., depending on the nature of the project and the type of investment from time to time concerned;
  • Advising on transaction structure and documentation for private equity investments by the Bank to ensure compliance with Bank’s policies and practices as well as applicable laws including drafting and/or reviewing shareholders’ agreements, partnership agreements, management agreements, co-investment agreements, subscription agreements etc.;
  • Advising on transaction structure and deal documentation for project finance,  trade finance, corporate finance etc.;
  • Liaising and collaborating with staff in private sector operations, finance, environmental and social complexes, and regional centers to develop the appropriate terms and conditions of transactions, ensuring compliance with applicable rules, regulations, and Bank policies;
  • Participating in project appraisal missions and reviewing project concept notes, project appraisal reports and advising as appropriate; 
  • Drafting board resolutions and assisting in preparing projects for presentation to the Board of Directors;
  • Providing legal support for the implementation and monitoring of projects post-financial close including advising on waiver requests, consents and approvals and project work-out amongst others;
  • Liaising with co-lenders/investors, partners and external counsel as appropriate;
  • Undertaking any other missions in the performance of the foregoing tasks;
  • Provide support in respect of the LIBOR Transition concerning legacy loans;
  • Provide legal input in connection with the formulation of policy and guidelines in private sector operations; and
  • Performing such other assignments and duties in furtherance of the Department's mandate as may be assigned by the General Counsel, the PGCL.2 Manager and/or the PGCL.2 Legal Officer(s) designated by the latter.
• The Bank hereby invites Individual Consultants interested in applying for the consultancy to submit their proposals pursuant to the paragraph below. Proposals must mention/ refer to“Selection of 3 Legal Consultants-Private Sector Operations Division, Legal Department (PGCL.2)” and include the following documentation:
• A short statement commenting on the consulting assignment, stating the consultant’s relevant experience and capacity to perform the services set out therein and confirming her/his availability for a 6-month period starting in May 2023 (indicatively); and
• A detailed Curriculum Vitae (CV)

Requirements
The Consultants should meet the following qualifications and requirements:

• At least a Master’s Degree in Law (or it's equivalent), or a First University Degree plus a relevant combination of academic qualification in Law (e.g. Juris Doctor (JD))and(ii)admission to the Bar of (or diploma to practice law in) one of the African Development Bank’s Member Countries;
• At least 5 years of relevant professional experience with an established law firm or the legal department of a private or public entity or a multilateral development bank(MDB) or an international financial institution(IFI), with proven technical competence and experience in international banking and/or corporate transactions (e.g. project finance transactions, cross-border M&As, investment funds, trade finance, etc.); 
• Excellent negotiation skills and demonstrated ability to work under pressure and deliver within tight deadlines;
• Excellent drafting skills, particularly in respect of lending documentation (e.g. LMA);
• Possess a versatile multi-disciplinary skills-set, an ability to work in a multi-cultural environment and effective communication, team building, inter-personal, writing, and analytical skills;
• The ability to communicate, write and work in English or in the French language is mandatory, preferably with a working knowledge of the other language; 
• Preferably, experience with, or to act on behalf of, multilateral development banks (MDBs)and/or international financial institutions (IFIs); 
• Preferably, knowledge of the Region (experience in African countries);
• IT competence in the use of standard software such as MSWord, PowerPoint, Excel and Internet Explorer.

Application Closing Date
22nd March 2023 at 17:00 hours, Abidjan Local Time.

Method of Application
Interested and qualified candidates should submit their Expressions of interest for the attention of Mr. Alessandro ANASTASI, Division Manager PGCL.2 (a.anastasi@afdb.org), Mr. Ayoub EDDAIRA (a.eddaira@afdb.org), Principal Legal Counsel, copy to Mrs. Larissa KONAN-KIM (a.konan-kim@afdb.org), and mention “Selection of 3 Legal Consultants - Private Sector Operations Division, Legal Department (PGCL.2)”.

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Click here for the Job Description (PDF)

Establishment of the Shortlist
The proposals submitted shall be evaluated on the basis of the following criteria: 

• General qualifications and suitability of such qualifications for the assignment described in the TOR (25%)
• Relevant experience in the specific assignment described in the TOR (40%)
• Ability to communicate effectively (written and oral) in English and/or french language, preferably with a working knowledge of the other language (20%)
• Experience with MDBs and/or IFIs (5%)
• Knowledge and experience of the region (Africa) (5%)
• Familiarity with basic office computer software (5%)

Note

• This Request for Proposals does not constitute in any way an offer or an undertaking by the Bank to retain any consultant who submits a proposal. It is expected that interested consultants shall already be registered or registered in the Bank’s database for consultants. The link to the relevant registration is here
• The estimated duration of services is six  (6) months, indicatively beginning in May 2023; at the discretion of the Bank and based on PGCL.2 needs, the consultancy assignment may be extended for up to six (6) months subject to, among others, satisfactory evaluation of the Consultant’s performance.
• The consultancy will take place in Abidjan (Côte d’Ivoire)and will require regular full-time presence in the Bank’s offices; missions may also be required. The Consultant shall take steps to obtain the visas or certificates of residence required to perform his/her duties and fulfill his/her obligations under the consultancy agreement; the Bank will assist the Consultant in these tasks whenever necessary.
• The Consultant will receive a monthly lump sum commensurate with his/her experience; no additional benefits will be paid. The Consultant is responsible for her/his own health insurance as well as medical and accommodation costs during the consultancy.  The Bank will cover the full costs of any required missions in accordance with its rules governing consultant mission travel. 
• Only proposals scoring seventy (70) points or above shall be considered for this assignment. 
• Proposals must be sent via e-mail and received by the Bank by no later than 22 March 2023,17:00 hours, Abidjan time.