Corporate M and A 2026

SIERRA LEONE Trends and Developments Contributed by: Gelaga King, Eku Williams, Robert Koroma and Valentina Coker, GPKLegal

particularly with the National Revenue Authority, is a key part of due diligence in cross-border deals, while foreign exchange oversight by the Bank of Sierra Leone remains important for dividend repatriation and structuring capital movements. Recent agreements highlight government support for private sector investment. Parliament ratified a USD45 million trade agreement to support local busi - ness expansion and job creation, and in February 2026 Sierra Leone signed a Comprehensive Economic Partnership Agreement with the United Arab Emirates. This partnership aims to strengthen trade, investment and mineral development, with a focus on expanding private sector co-operation and cross-border capital flows, as confirmed in further public reporting. These developments reflect a framework that is open to foreign capital while promoting transparency, com - pliance and strategic economic engagement. Technology and Digital Transformation Digital transformation is driving new opportunities in IT services, fintech and digital banking. Growing mobile penetration and widespread adoption of mobile mon - ey platforms are boosting demand for digital financial solutions, with revenue projections in IT services and digital banking pointing to steady expansion. Investors in fintech transactions pay close attention to regulatory licensing, particularly approvals over - seen by the Bank of Sierra Leone. Technology invest - ments are often structured as minority equity stakes with governance protections, board representation and staged capital deployment, while due diligence increasingly evaluates digital infrastructure reliability and cybersecurity risks. While large-scale tech M&A remains modest com - pared to mining and energy, the sector continues to attract capital, aligned with Sierra Leone’s broader digitalisation agenda. Financial Services and Banking Sierra Leone’s financial sector is consolidating under stronger regulation, with the Bank of Sierra Leone focusing on capital adequacy, liquidity and anti-money laundering compliance. Investments in banks require

regulatory approval and fit-and-proper assessments, while the growth of digital banking and mobile finan - cial services is reshaping competition. Domestic banks are playing a growing role in funding large projects, particularly in mining, underscoring the importance of such banks in supporting investment across the economy. Agriculture and Agribusiness Agriculture remains central to Sierra Leone’s econom - ic diversification strategy, supported by fiscal incen - tives and clearer land access frameworks. Large-scale agricultural projects benefit from tax concessions and customs duty exemptions, which enhance their investment appeal. Transactions in this sector typically address land ten - ure, community engagement and export logistics, while climate resilience and sustainable farming prac - tices are becoming integral to investment planning. The government continues to encourage agribusiness growth through targeted incentives and infrastructure support, reinforcing agriculture’s role as a driver of diversification. Corporate Governance Reform A draft Companies and Allied Matters Bill is under consideration to modernise corporate governance, strengthen directors’ duties, enhance minority share - holder protections and digitalise registry processes. The proposed reforms are expected to formalise governance standards and modernise merger and restructuring provisions. If enacted, the legislation would influence the scope of due diligence, shareholder approval mechanics and disclosure obligations in M&A transactions, and would align Sierra Leone’s corporate framework more closely with international standards. ESG, Community Engagement and Transaction Risk ESG considerations are now a formal component of transaction planning across mining, energy and agri - business in Sierra Leone. Investors routinely assess how companies manage community development agreements, land access rights, rehabilitation obliga -

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