Mastering Legal Due Diligence in PPP Projects: A Comprehensive Training Course

Introduction

Effective legal due diligence is the cornerstone of successful Public-Private Partnerships (PPPs), providing a critical lens through which to assess and mitigate legal risks before significant investments are made. This meticulous process involves a thorough examination of all legal aspects pertaining to a project, from regulatory compliance and contractual obligations to land rights and environmental permits. Failing to conduct comprehensive due diligence can expose public and private partners to unforeseen liabilities, project delays, and costly disputes, jeopardizing the entire endeavor.

This intensive training course is specifically designed to equip legal professionals, project managers, and finance experts with the advanced skills and methodologies required to conduct robust legal due diligence for PPP projects. Participants will gain a deep understanding of the legal landscape, learn to identify red flags, and develop strategies to address potential legal impediments, ensuring projects proceed on a solid legal foundation and achieve their intended objectives.

Target Audience

  • Legal professionals, including in-house counsel and private practice lawyers
  • Project managers and development professionals involved in PPPs
  • Investment analysts and financial institutions assessing PPP projects
  • Government officials from PPP units, procurement, and legal departments
  • Risk managers and compliance officers in infrastructure sectors
  • Environmental and social consultants working on project appraisals
  • Technical advisors requiring an understanding of legal project risks
  • Academics and researchers focused on infrastructure development and law

Duration

10 days

Course Objectives

Upon completion of this course, participants will be able to:

  • Understand the critical role and scope of legal due diligence in PPP projects.
  • Identify and assess key legal risks across various stages of a PPP lifecycle.
  • Develop a systematic approach to planning and executing legal due diligence investigations.
  • Analyze and interpret complex legal documents relevant to PPPs, including contracts, permits, and licenses.
  • Evaluate regulatory compliance, land acquisition, and environmental legal frameworks.
  • Formulate effective risk mitigation strategies based on due diligence findings.
  • Prepare comprehensive legal due diligence reports and present findings to stakeholders.
  • Apply practical skills through real-world case studies and simulation exercises.

Course Content

Module 1: Fundamentals of Legal Due Diligence in PPPs

  • Defining legal due diligence: Purpose, scope, and benefits in PPP contexts
  • Key stages of legal due diligence throughout the PPP project lifecycle
  • Understanding the legal and commercial objectives of due diligence
  • Role of legal advisors and due diligence teams in PPP transactions
  • Ethical considerations and professional standards in due diligence

Module 2: Planning and Scoping Legal Due Diligence

  • Developing a comprehensive due diligence checklist and work plan
  • Identifying critical areas of legal inquiry based on project type and jurisdiction
  • Techniques for information gathering, document requests, and data room management
  • Establishing clear timelines, resource allocation, and reporting protocols
  • Tailoring due diligence scope to specific project risks and stakeholder requirements

Module 3: Corporate and Commercial Legal Due Diligence

  • Reviewing corporate structures, constitutional documents, and shareholder agreements
  • Assessing commercial contracts, supply agreements, and off-take arrangements
  • Examining joint venture agreements, consortia arrangements, and special purpose vehicles
  • Analyzing intellectual property rights, technology licenses, and proprietary information
  • Identifying potential conflicts of interest and corporate governance issues

Module 4: Contractual Legal Due Diligence

  • In-depth review of concession agreements, project agreements, and associated contracts
  • Analyzing key contractual provisions: Scope, payment, risk allocation, and termination
  • Assessing subcontracts, construction agreements, and operations and maintenance contracts
  • Identifying contractual ambiguities, inconsistencies, and potential breaches
  • Evaluating contractual remedies, indemnities, and dispute resolution clauses

Module 5: Regulatory and Permitting Legal Due Diligence

  • Understanding the applicable regulatory frameworks and licensing requirements
  • Assessing the status and validity of all necessary permits, approvals, and consents
  • Identifying potential regulatory changes and their impact on project viability
  • Reviewing environmental permits, social licenses, and community engagement agreements
  • Ensuring compliance with sector-specific regulations and industry standards

Module 6: Land, Property, and Real Estate Legal Due Diligence

  • Verifying land ownership, title deeds, and property rights
  • Assessing easements, rights of way, and encumbrances on project sites
  • Reviewing land acquisition processes, expropriation laws, and compensation frameworks
  • Identifying environmental liabilities, contamination, and remediation requirements
  • Analyzing zoning regulations, building codes, and urban planning restrictions

Module 7: Environmental, Social, and Governance (ESG) Legal Due Diligence

  • Assessing compliance with national and international environmental laws and standards
  • Reviewing social impact assessments, resettlement plans, and stakeholder engagement processes
  • Identifying human rights risks, labor law compliance, and community relations issues
  • Evaluating governance structures, anti-corruption policies, and ethical conduct
  • Examining climate change risks, carbon footprint, and sustainable development goals

Module 8: Litigation, Claims, and Dispute Legal Due Diligence

  • Identifying existing or potential litigation, arbitration, and administrative proceedings
  • Assessing the nature, quantum, and likelihood of success of legal claims
  • Reviewing past dispute resolution outcomes and their implications
  • Analyzing insurance coverage for potential claims and liabilities
  • Developing strategies for managing contingent liabilities and legal exposures

Module 9: Financial and Security Legal Due Diligence

  • Reviewing financing agreements, security documents, and intercreditor agreements
  • Assessing the validity and enforceability of security interests and guarantees
  • Analyzing debt covenants, financial ratios, and default provisions
  • Identifying legal restrictions on dividend distribution and capital repatriation
  • Ensuring legal alignment between project contracts and financing documentation

Module 10: Reporting and Post-Due Diligence Actions

  • Structuring comprehensive legal due diligence reports: Executive summary, findings, and recommendations
  • Presenting due diligence findings to project stakeholders and decision-makers
  • Developing a legal risk register and mitigation action plan
  • Incorporating due diligence findings into contractual negotiations and project structuring
  • Post-financial close legal compliance and ongoing monitoring requirements

CERTIFICATION

  • Upon successful completion of this training, participants will be issued with Macskills Training and Development Institute Certificate

TRAINING VENUE

  • Training will be held at Macskills Training Centre. We also tailor make the training upon request at different locations across the world.

AIRPORT PICK UP AND ACCOMMODATION

  • Airport Pick Up is provided by the institute. Accommodation is arranged upon request

TERMS OF PAYMENT

Payment should be made to Macskills Development Institute bank account before the start of the training and receipts sent to info@macskillsdevelopment.com

For More Details call: +254-114-087-180

 

Mastering Legal Due Diligence In Ppp Projects: A Comprehensive Training Course in Malaysia
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