Infrastructure & Energy Project Finance Lawyer

OLIVER OKOTH DUNDO

INFRASTRUCTURE & ENERGY TRANSACTIONS PROJECT FINANCE POWER PPP DEVELOPMENT FINANCE

Nairobi, Kenya +254-***-***-*** ********@*****.*** LinkedIn: linkedin.com/in/oliver-dundo-357267b9/

PROFESSIONAL PROFILE

Projects, Infrastructure & Finance Lawyer with 8+ years’ experience advising sponsors, developers, governments, DFIs, MDBs, lenders and corporates on power, energy, infrastructure, PPPs, project finance, structured finance, debt, acquisitions and cross-border transactions across Africa. Combines legal, commercial and financial-sector experience with a BSc in Economics & Finance, project- finance training and extensive transaction execution experience. Advises across the transaction lifecycle—from structuring, feasibility and due diligence through financing, procurement, negotiation, financial close, implementation and risk management.

Current focus spans power, utilities, urban infrastructure, construction, digital infrastructure and energy transition, including renewable energy, solar PV, BESS, embedded generation, water, telecoms and ICT infrastructure.

CORE EXPERTISE

Transaction Advisory: Project Finance Infrastructure Finance Debt & Structured Finance M&A Investment Transactions Financial Close Due Diligence Transaction Structuring Infrastructure & Energy: Power Generation Renewable Energy Solar PV BESS Utilities Telecoms & Digital Infrastructure EPC/O&M Concessions PPPs Infrastructure Development Commercial & Risk: Financial/Commercial Risk Allocation Bankability Security Packages Regulatory Approvals Procurement Contract Negotiation Project Agreements Dispute Avoidance Development Finance: DFI/MDB Transactions Government Advisory PPP Structuring Climate & Energy Transition Infrastructure Investment Cross-Border Transactions PROFESSIONAL EXPERIENCE

TATU CITY – RENDEAVOUR GROUP Nairobi, Kenya

Senior Legal Counsel – Infrastructure, Energy & Utilities May 2024 – Present Advise a major mixed-use SEZ and infrastructure development platform across Kenya, Ghana, Nigeria, Zambia and DRC, supporting infrastructure development, investment, financing and commercial operations.

• Lead legal and commercial advisory on power, water, telecoms, ICT, construction and urban infrastructure projects and investments.

• Advise on solar PV, embedded generation, battery energy storage, electricity supply, utility infrastructure and energy-transition initiatives.

• Support infrastructure financing, shareholder funding/capital calls, project structuring, procurement and transaction execution.

• Review and negotiate EPC, construction, supply, O&M, consultancy, technology, SaaS, telecoms and infrastructure agreements, with focus on bankability, risk allocation, payment security, performance and remedies.

• Advise on regulatory and licensing matters covering energy, water, telecommunications, environmental and urban-development frameworks.

• Support due diligence, contractor/vendor negotiations, project approvals and implementation across multiple infrastructure workstreams.

• Advise senior management on commercial risk, regulatory exposure, contractual strategy and project execution.

• Manage external counsel and coordinate multidisciplinary stakeholders across legal, finance, engineering, development and operations teams.

GULF ENERGY GROUP Nairobi, Kenya

Legal Counsel – Energy & Infrastructure Jun 2020 – Apr 2024 Advised an integrated energy and infrastructure group across power generation, petroleum, fuel logistics, infrastructure, construction, real estate and financing.

• Advised on power projects, PPAs, EPC/O&M arrangements, fuel supply, concessions and infrastructure development.

• Supported energy and infrastructure financing, including security documentation, lender engagement, financing conditions and project approvals.

• Advised on energy regulation, licensing, procurement, tariffs, project risk allocation and regulatory compliance.

• Supported investments, acquisitions, corporate structuring, governance, compliance and transaction due diligence.

• Negotiated major commercial and infrastructure contracts and advised management on project and transaction risk.

• Worked with lenders, investors, counterparties, regulators, technical advisers and external counsel through transaction execution.

TRANSACTION & ADVISORY EXPERIENCE

MMC AFRICA LAW / ASAFO Nairobi, Kenya

Associate – Projects, Energy, Infrastructure & Banking/Finance Jan 2017 – May 2020 Legal Intern Oct 2016 – Dec 2016

Advised governments, DFIs/MDBs, sponsors, lenders and corporates on PPPs, project finance, structured finance, infrastructure investment and cross-border transactions.

• Advised across transaction structuring, due diligence, financing, security, concessions, EPC/O&M, shareholder and investment documentation, negotiation and financial close.

• Supported lenders and DFIs on structuring, enforceability, conditions precedent, security packages, regulatory matters and transaction execution.

• Conducted legal and commercial due diligence for infrastructure and financing transactions across multiple African jurisdictions.

Selected Transactions

KenGen Renewable Energy Asset-Backed Securitisation – AfDB Consortium Advised on proposed large-scale renewable-energy asset-backed securitisation, including SPV/receivables structuring, regulatory approvals, security, tax and bankability considerations. USD 202m Corporate Debt Securitisation

Advised on a major debt securitisation involving a private-equity sponsor, including true-sale analysis, SPV structuring, security perfection, insolvency and investor-protection considerations. BCS Mauritius / Cordiant Emerging Loan Fund IV – Telecom Infrastructure Financing Advised on cross-border financing of telecom infrastructure, including financing and security documentation, regulatory considerations and multi-jurisdictional execution. Project Elgon I & II – USD 28m Telecom Financing

Supported financing of fibre infrastructure across African markets, including asset security, regulatory approvals and transaction documentation.

IFU – EUR 9.6m Hospitality Infrastructure Financing Supported development-finance transaction including due diligence, financing documentation, security, conditions precedent, land/asset security and legal opinion. Astonfield Solesa / SunFunder – USD 2.5m Solar Financing Advised on distributed solar financing, including financing/security documentation, Kenyan-law security and regulatory requirements.

Shelter Afrique Debt Restructuring

Supported cross-border debt restructuring involving regional and international creditors, including standstill arrangements, restructuring documentation and creditor negotiations. Kenya National Student Accommodation PPP Programme Advised National Treasury PPP Unit on university student-accommodation PPPs, including due diligence, procurement, risk allocation, contingent liabilities, bid documentation and project agreements. Kenyatta National Hospital – USD 40m / 300-Bed PPP Supported PPP structuring, feasibility, due diligence, procurement, risk allocation, bid evaluation and transaction documentation.

Olkaria VI – 140MW Geothermal PPP

Supported advisory work relating to proposed greenfield geothermal development, including JV arrangements, financing, design, construction, commissioning and long-term O&M considerations. BCS Group Cross-Border MBO

Supported corporate restructuring and regulatory approvals for a multi-jurisdictional transaction covering Mauritius, Kenya, Uganda, Tanzania, Rwanda, Zambia and DRC, including competition and telecom licensing matters.

ADDITIONAL ADVISORY EXPERIENCE

LEAN AFRICA CONSULTANTS Legal Consultant – Project Finance, Fundraising & PPPs Advised on project finance, fundraising, PPP structuring and infrastructure transactions. LEXLINK CONSULTING Legal Consultant – Projects & Energy Provided legal and commercial advisory on projects, energy transactions, infrastructure development and regulatory matters.

EDUCATION & PROFESSIONAL QUALIFICATIONS

MSc Environmental & Natural Resource Management – Africa Nazarene University Thesis ongoing; coursework includes Environmental Data Science, GIS/Remote Sensing, EIA/Audit, Climate Change, Renewable Energy, Environmental Law & Governance and Natural Resource Economics. BSc Economics & Finance – Kabarak University

LL.B – Kenyatta University Second Class Upper

Postgraduate Diploma in Law – Kenya School of Law

Postgraduate Diploma in Investment Compliance – CISI CFA Level I Candidate

Certified PPP Professional (CP3P) – Execution – APMG International Africa Project Finance Program – Project Finance Certificate Certificate in Data Analytics

TEACHING, LEADERSHIP & PROFESSIONAL RECOGNITION

Adjunct Tutor – Africa Project Finance Program 2020 – Present Teach project-finance concepts and transaction structures. Adjunct Tutor – Strathmore Business School, Advanced Entrepreneurship 2022 – Present Advocate of the High Court of Kenya Admitted 2018 Professional Memberships: Law Society of Kenya African Corporate & Government Counsel Lawyers in Energy Network

Recognition:

Legal 500 GC Powerlist – East Africa, 2024

Africa Rising Star – In-House Counsel Finalist, Legal Era Awards, 2025 ADDITIONAL PROFESSIONAL DEVELOPMENT

Project Finance Sustainable Finance Renewable Energy Energy Economics WASH Infrastructure Infrastructure Financing ESG Reporting DFI/PPP Advisory Investment Compliance Environmental & Climate Governance

LANGUAGES

English – Fluent Swahili – Fluent Mandarin – Basic/Ongoing

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