Sarah Kirabo Nassali

PROFESSIONAL experience

Sarah advises development finance institutions (DFIs), private equity and investment funds, foreign, regional and multinational lenders, and borrowers on a broad range of financing, investment, and project-related transactions, spanning cross-border and domestic deals, asset acquisitions, and related due diligence exercises from a Ugandan law perspective.

Her experience spans transaction structuring, legal due diligence, and the preparation and review of transactional documentation such as financing and security documents. She provides advisory support throughout the transaction lifecycle including legal opinions, regulatory input, bespoke documentation, and supporting research across financings, investments, asset sales and acquisitions, property transfers, and mortgage and re-mortgage transactions, ensuring efficient execution and the protection of client interests.

Her practice also extends to corporate advisory work, from company setups and restructurings to governance and compliance reviews, supported by the drafting and review of key corporate and commercial documents. She additionally advises on data protection and privacy matters, helping clients navigate compliance under Uganda's data protection regime.

PROFESSIONAL MEMBERSHIPS

• Advocate of the High Court of Uganda
• Member, Uganda Law Society 
• Member, East Africa Law Society

PROFESSIONAL QUALIFICATIONS

2022-2023 |       Postgraduate Diploma in Legal Practice, Law Development Centre, Uganda

2017-2021 |       Bachelor Of Laws (LLB), Uganda Christian University, Uganda

Career summary

2025 – date            Associate, MMAKS Advocates, Uganda

2023 – 2025              Legal Trainee, MMAKS Advocates, Uganda

2022 – 2023              Clerkship, MMAKS Advocates, Uganda

Areas of expertise

• Banking and Finance
• Corporate Advisory
• Data Protection and Privacy

TOP MATTERS

Banking and Finance

• Currently advising Standard Bank of South Africa and Stanbic Bank Uganda Limited as Ugandan lender counsel on introducing an accordion lender to an existing facility for a Ugandan asset finance company, covering document review, borrower due diligence, and a capacity, authority and enforceability opinion.
• Advised FMO, the Dutch entrepreneurial development bank, on its cross-border financing to a leading Ugandan bank, covering document review, security registration, borrower due diligence and corporate authorizations, and a capacity, authority and enforceability opinion.
• Advised Japan Bank for International Cooperation (JBIC) on the issuance of sovereign and foreign loans in Uganda, including applicable security registration and perfection regimes. Subsequently advised on a related loan of approximately USD 200 million to a Ugandan borrower, covering regulatory guidance and structuring.
• Advised a private equity fund on the disposal of its non-performing loans, including evaluating disposal strategies and structuring the transaction.
• Advised a leading local bank on the securitization of a financing facility of approximately UGX 29 billion supporting key government projects, structuring the security and ensuring regulatory compliance.
• Advised a private equity fund on the investment in, and securitization of, a financing facility extended to a Ugandan healthcare provider as part of a recapitalization exercise, with the total loan amount reaching approximately USD 20 million, structuring and executing the securitization and advising on associated legal and commercial risks, with ongoing support to safeguard the investment.
• Reviewed facility documentation across a range of loan products for a leading commercial bank, ensuring legal soundness, regulatory compliance, and alignment with internal risk and credit policies.
• Advising a private equity fund on SME financing transactions in Uganda, covering loan structuring, security documentation, regulatory compliance, and execution and registration support.
• Advising United Nations Federal Credit Union (UNFCU) on real estate financing for its members, covering secured lending structuring, enforcement, and registrations, with ongoing support.
• Advising Cardpesa, a fintech, on corporate and loan structuring transactions, including securitization arrangements and registration.
• Advising local commercial banks, including KCB Bank Uganda, Absa Bank Uganda, Diamond Trust Bank and DFCU Bank Uganda, on financing individual and corporate borrowers.
• Perfecting securities, including mortgages, chattel mortgages/pledges, debentures, charges, guarantees, and reviewing facility agreements, intercreditor agreements, and other security documents for various clients.

CORPORATE ADVISORY

• Advised a multinational entity on the establishment of a visa application processing business (VAS Business) in Uganda, including regulatory, licensing, foreign investment, data protection, employment, and tax requirements for market entry and operations.
• Currently advising a multinational transport sector investor on its investment of approximately USD 4 million in the Boda Boda industry in Uganda, including transaction structuring and regulatory advisory support.
• Advised a leading international entity specializing in food fortification solutions on its corporate set-up in Uganda, assessing the applicable regulatory landscape and ongoing compliance requirements for the sector.
• Advised an international education investment entity on the proposed acquisition of a Cambridge-accredited international school in Uganda, conducting legal due diligence on the target's financial liabilities and identifying key legal, financial, and transactional risks.
• Advised Sports Club Villa (SC Villa) on a corporate restructuring transitioning its legacy structure into a modern governance and operational framework, including overhauling its constitutional documents and internal systems, and managing regulatory compliance registrations.
• Advised a global health research institute on the legal and regulatory framework governing clinical research trials in Uganda, including applicable ethical, consent, and regulatory requirements, with ongoing support on routine compliance matters.

• Advised a licensed fund manager on the migration and winding-up of an existing unit trust scheme in Uganda, assessing the applicable regulatory framework and guiding the client through the required notifications, authorizations, and procedural steps to completion.

  DATA PROTECTION & PRIVACY 

• Advising Toyota Tsusho on Uganda's data protection and privacy framework, including regulatory requirements and the security of personal data.
• Advised Gates Medical Research Institute on Uganda's data protection framework, including compliance obligations for personal data processing and security, and registration with the Personal Data Protection Office (PDPO), with ongoing support on compliance monitoring and regulatory renewals.
• Advised a multinational corporation on a cross-border data breach, advising on reporting obligations under Uganda's data protection law and notifying the Personal Data Protection Office (PDPO) in compliance with statutory requirements.
• Advised a multinational corporation on a cross-border data breach, advising on reporting obligations under Uganda's data protection law and notifying the Personal Data Protection Office (PDPO) in compliance with statutory requirements.
• Providing routine advisory to new and existing clients, including fintech entities, on Uganda's data protection and broader regulatory framework, and delivers client presentations on data protection and evolving regulatory requirements.