BALOGUNHAROLD

Second Opinions

A second look, before it counts.

Before you take a final position, sign, sue or commence an arbitration, have the position tested independently. We give a candid second opinion on transactions and complex legal issues.

What we review

  1. 01

    Transactions

    Deal structure, key documents and regulatory approvals reviewed before you sign, so the risk you accept is the risk you intended.

  2. 02

    Complex legal issues

    A fresh analysis of a regulatory position, legal opinion or advice you have already received, and whether it holds.

  3. 03

    Pre-litigation

    Merits, evidence, limitation and cost assessed before proceedings begin, with a candid view on whether to sue, settle or wait.

  4. 04

    Pre-arbitration

    The arbitration clause, seat, tribunal, prospects and enforceability of any award tested before you commence.

Issues we have opined on

Contentious questions where the answer turns on the detail.

Oil & Gas

  • Cost recovery and cost allocation among joint venture partners under joint operating agreements
  • Pre-emption, consent and change-of-control rights on the assignment of participating interests
  • Licence conversion, renewal and relinquishment under the Petroleum Industry Act 2021
  • Decommissioning and abandonment obligations and the adequacy of security provided
  • Force majeure claims arising from pipeline vandalism, crude theft and terminal shut-ins, including notice requirements and the allocation of lost production among joint venture partners
  • Force majeure and relief from take-or-pay and ship-or-pay obligations under gas supply, transportation and pipeline throughput agreements

Competition

  • Merger notification thresholds and the calculation of relevant turnover under the FCCPA 2018
  • Whether an acquisition of minority rights confers control and triggers notification
  • Abuse of dominance, predatory pricing and refusal to supply
  • Exclusivity, non-compete and other restrictive provisions in commercial and distribution agreements

Energy & Power

  • Termination, payment security and put-call option mechanics in power purchase agreements
  • Allocation of regulatory authority between NERC and state electricity regulators under the Electricity Act 2023
  • Tariff disputes and the enforceability of take-or-pay obligations

Infrastructure

  • Concession termination, compensation and step-in rights in public-private partnerships
  • Change-in-law and force majeure claims on long-term infrastructure contracts
  • Procurement challenges and the validity of contract awards

Technology & Financial Services

  • Liability for card and transfer chargebacks between issuers, acquirers, processors and merchants
  • Licensing perimeter questions for fintech, payments and digital asset businesses
  • Platform liability, content takedown and intermediary immunity
  • Cross-border data transfers and the scope of obligations under the Nigeria Data Protection Act 2023

How it works

Three steps. No surprises.

  1. 1

    Send the brief

    Share the documents and the question. We confirm there is no conflict within 48 hours.

  2. 2

    Agree the scope

    A fixed scope and fee, agreed in writing before any work begins.

  3. 3

    Receive the opinion

    A written opinion with a clear view and a partner available to talk it through.

How we give it.

  • Independent

    We review the advice, not the adviser. You keep your existing counsel.

  • Candid

    If the first opinion is right, we say so. If it is not, we explain why.

  • Confidential

    Your matter and the fact that you sought a second opinion stay private.

Will you take over the matter?
Only if you ask us to. A second opinion is a self-contained engagement.
Who reviews the matter?
A partner with direct experience of the issue, supported by a small team.
Can you review advice from foreign counsel?
Yes, where Nigerian law or a Nigerian counterparty is involved.