Aisha Ally Sinda is a senior associate in our Dar es Salaam office.

She specializes in banking and finance, competition, capital markets, corporate, conveyancing and property law, mergers and acquisitions, mining, oil and gas and PPP projects.

During her career, she has worked in the oil and gas M&A department at Allen & Overy LLP and Royal Dutch Shell in London as part of the International Lawyers for Africa programme (ILFA) in 2012. Aisha was also seconded to the World Trade Organisation in 2010 were she contributed to the work of the African Unit of the ITTC on a broad range of issues including the challenges facing African countries in the multilateral trading system after the global financial crisis and their participation in the WTO dispute settlement mechanism.

Aisha is a member of the Tanganyika Law Society and the East Africa Law Society.

She has an LLB (Hons) from the University of Dar Es Salaam, Tanzania, and an LLM in International Trade and Investment Law from the University of Pretoria, South Africa. She also has a Postgraduate Certificate in Economic Law & Competition in the European Union from the European Institute of Foreign Studies, Turin, Italy.

Relevant Experience

Aisha has been advising corporate clients on various business transactions such as:

• Tanzanian counsel to Carlyle Group in relation to its acquisition of a majority interest in AK Life Sciences, a manufacturer and seller of parenteral drugs and a distributor of pharmaceutical products, from Kiboko Holdings.
• Tanzanian counsel to Capitalworks on its acquisition of the Tanzanian insurance broking business of AON plc.
• Advising Minet (Mauritius) Holdings Ltd in relation to a transaction which involves the acquisition of shares in AON Tanzania, one of the biggest insurance brokers in the country. The transaction involves structuring for the recent amendments to local content requirements for brokers in Tanzania.
• Advising Kansai Plascon Africa, a subsidiary of Kansai Paint Co., Ltd (Kansai), in a transaction where Kansai Plascon Africa sought to, and successfully acquired the entire issued share capital of Sadolin’s East African coating business, making it one of the largest transactions in East Africa. We made competition filings in Kenya, Tanzania and COMESA.
• Counsel to the TUI Group, Germany in relation to its acquisition of a hotel in Zanzibar through an acquisition of shares in an off shore company.
• Counsel to CDC Group Plc on instructions from Clifford Chance LLP, in relation to the USD 180 million equity investment in Liquid Telecom, which will enable Liquid Telecom to expand broadband connectivity to some of the most underserved markets across Africa and support the continent’s thriving tech start-up ecosystem. This is the CDC’s first direct investment in an African telecoms company in over twenty years, and its largest single investment since it acquired the pan-African power company, Globeleq in early 2015.
• Advising the Abraaj Group (Abraaj Investment Management Limited, Cayman Islands) in relation to conducting a legal due diligence on the Tanzanian subsidiary company (Doya Distribution Ltd) of Abraaj and issued a legal opinion on the status of the local company. This was ahead of a proposed investment which involved creating a special purpose vehicle to acquire 49.99% of Agathon Holdings (also referred to as Pearl Group of Companies) and entering into a shareholders’ agreement with Trendview Holdings in order to regulate their respective rights and obligations as shareholders in Agathon Holdings/Pearl.
• Advising Zhonghong Holding Co. Ltd in relation to the Tanzanian aspects of its acquisition of 90.5% of the issued shares of Abercrombie & Kent Group of Companies SA. (Estimated deal value: USD 412 million).
• Precision Air Services Ltd and Citibank N.A acting through Clifford Chance LLP on civil aviation matters and Tanzania’s ratification of the Cape Town Convention. She also provided a legal opinion in relation to the delivery of seven ATR aircraft and spare parts to Precision Air Services Ltd.
• a proposed registration of an aircraft in Tanzania by an air operator in Ivory Coast, without a delegation by the Tanzania Civil Aviation Authority to the Registry in Ivory Coast under Article 83bis of the Chicago Convection.
• Standard Chartered Bank London and Standard Chartered Bank Tanzania Ltd in connection with a USD 83 million oil financing facility to Hashi Energy Tanzania and Hashi energy Kenya Ltd.
• Standard Chartered Bank London and Standard Chartered Bank Dubai in connection with a USD 125 million commodities financing facility to Export Trading Company Ltd.
• China Development Bank on a USD 148 million term loan to finance the acquisition of certain telecommunications equipment.
• MIC Tanzania Ltd (one of Tanzania’s leading mobile telecom operators operating under the “Tigo” brand) in relation to a syndicated loan of USD 309 million to refinance an existing third party debt and to finance working capital investments in the client’s telecommunication network infrastructure. The loan was granted by a syndicate of local and international banks including Calyon SA France Bank, PROPACO, Standard Chartered Bank, EDC, and the Development Bank of Southern Africa.
• Capital markets and securities laws, Dar es Salaam Stock Exchange rules and requirements, anti-competition filings and participating in management meetings and presentations. This transaction was unique due its size. It also represented a huge potential investment by foreign investors in Tanzania.
• Stanbic Bank Tanzania Ltd in connection with the Syndicated Facility for Kagera Sugar Project refinancing. She reviewed the term sheet, drafted and registered the finance and security documents, provided advisory services on syndications and provided a legal opinion in relation to the syndication.
• Negotiated the Asset Share Sale and the Shareholders Agreement between Kenya Airways and Precision Air Services Ltd.
• Acting for a Mauritian Company in conducting a legal due diligence on two Tanzanian oil companies (Gapco and Gap Oil) in connection with acquisition of the oil companies.
• Covington and Burlington in the acquisition of a major East African Company, including competition and other regulatory issues arising.
• Linklaters LLP, London on regulatory approvals required for a corporate takeover of the Dominion Petroleum Ltd Group.
• Advising and conducting due diligence on Zantel Tanzania and general corporate approvals and consents for Emirates Telecommunication Corporation, UAE.
• Providing an opinion on the acquisition and transfer of assets of a petroleum company and the relevant regulatory authorities for a petroleum downstream company.
• Reviewing documents of a gas exploration company and providing an opinion on the relevant laws and regulatory authorities on the acquisition, transfer of assets and licences and registration of corporate documents with the relevant authority.
• Statoil ASA with regard to their LNG plant project and acquisition of land.
• Advised a client on the development of the East African Pipeline Project.
• Tanzania International Container Terminal Services Ltd (TICTS) on negotiating with trade unions on collective agreement, disputes on unfair termination and retrenchment at the High Court Labour Division and Commission for Mediation and Arbitration.
• TANESCO in ICSID arbitration proceedings regarding a tariff dispute with Standard Chartered Bank, Hong Kong, involving a Power Purchase Agreement and a variety of loan and security agreements.
• Equity Bank of Kenya and United Bank of Pakistan in the establishment of their banking business in Tanzania.

Fabiola is a senior tax advisor in our Dar es Salaam office. Prior to joining Bowmans, Fabiola practiced in the tax department of one of the Big Four accounting firms (PricewaterhouseCoopers Tanzania and partly PricewaterhouseCoopers South Africa) for over nine years.

Fabiola graduated with a Bachelor of Commerce in Accounting degree (Hons) from the University of Dar es Salaam. She is also a member of the Association of Chartered Certified Accountants (ACCA). Fabiola also completed an Advanced Course in Value Added Tax (NQF Level: 8) from the University of South Africa (UNISA).

Fabiola is registered with Tanzania Revenue Authority as a Tax Consultant.

Relevant Experience

In the course of her tax career, Fabiola has gained an understanding of various industries/sectors such as telecommunication, mining, oil and gas, manufacturing and financial services. Specific experience is set out below:

Tax advisory/consulting

• Fabiola has advised on tax implications and compliance requirements for various transactions carried out by companies in various industries. This includes:
  • Advising on tax implications on day-to-day arrangements of businesses in Tanzania including review of contracts and advising on potential exposures or tax saving opportunities. With respect to Customs, she has provided assistance to clients that ranges from queries relating to pre-importation to addressing matters raised by the Tanzania Revenue Authority (TRA) during their post clearance audits.
  • Advisory on restructuring and reorganization of group entities specifically on potential tax implications of mergers and acquisitions (purchase of shares or assets), refinancing arrangements and setting up of shared service centers;
  • Carrying out tax health checks and due diligence assignments to ensure compliance with the law and recommending corrective measures; and
  • Conducting general and specific tax training.

Dispute resolution

• This forms a significant part of Fabiola’s experience and through numerous audits conducted by the TRA, she has had an opportunity to assist clients in handling the audit queries, preparation and filing of notices of objection and related correspondences with the TRA and filing of appeals with the Tanzanian Appellate Bodies. At times, she has appeared as a subject matter expert during hearing of these appeals.

Tax Compliance

• Fabiola has an understanding of compliance requirements in respect of various tax returns such as Corporate Income Tax, Withholding tax, Payroll taxes (including PAYE, SDL, WCF and Pension contributions), Value Added Tax, Excise duty and local levies such as Service levy.
• With regards to Zanzibar, Fabiola has an in-depth understanding of non-union taxes and levies such as VAT, Excise duty and Stamp duty, that are administered by the Zanzibar Revenue Board (ZRB).

Participation in tax reform on behalf of business associations

• Fabiola has been involved in presenting tax challenges facing certain industries and proposing adoption of best tax practices to the Ministry of Finance (through the Task Force for Tax reform) and the Parliamentary National Budget Committee. For instance, Fabiola was actively involved in pre-budget lobbying for the removal of Value Added Tax on ancillary transport services in respect of transit goods and removal of a local levy (Railways Development Levy) on supply of Jet-A1 fuel, following which amendments were made by the Government to implement the proposed changes. Furthermore, Fabiola has actively assisted the communications industry in achieving a centralized collection system for payment of Service Levy to avoid potential disputes with Local Government Authorities.
• In this process, Fabiola has gained considerable knowledge on how these industries operate and has had an opportunity to appreciate the challenges faced in terms of tax policies and how the Government may be engaged to resolve them.