Corporate and Commercial
Legal Advice across all areas of corporate matters
This includes but is not limited to providing advice and legal support for the entire corporate life-cycle from the moment the idea of establishing the company arises until the company is fully established and running and where needed the completion of the company’s liquidation proceedings and distribution of its funds to stakeholders and beneficiaries.
Legal Due Diligence
To provide legal review services for the company’s various businesses to ensure that they are in line with the provisions and requirements of the applicable and governing laws and/or agreements concluded with the relevant parties, to review the legal risks to which the company is exposed and/or may be exposed to, to ensure that there are no legal risks that directly affect the shareholders and their rights, review the various legal structures, the financing contracts and the impact of the contracts on the limited liability of the shareholders and the extent to which the company is in line with the financing terms, and review of transactions that the company will conclude such as legal review of assets and/or companies that are acquired. In general, the legal review and the legal audit of the various areas and the company’s affairs together forming the company’s businesses and/or related to the life-cycle of the company and report on it and provide the legal opinion for modification and correction, and highlighting legal risks.
Local and off-shore structuring and restructuring
Periodic review of the legal structures of the subsidiaries and/or entities within and/or outside the country, submitting legal reports regarding the risks of legal structures and recommending actions to protect shareholders, boards and executive committees from legal consequences and risks
Providing legal services and legal advice regarding the structuring and restructuring of companies within the country and/or outside the country in a way that achieves legal protection for the interests of the company and its shareholders
Company Formation
Providing corporate establishment services within and/or outside the country, including preparation, drafting and review of the memorandum and articles of association and founder’s declarations, shareholders’ resolutions and boards of directors’ resolutions.
Coordination with company formation agents and registrars if necessary, including follow-up of the records of shareholders, directors, signatories, minutes of meetings, etc. ensuring that the company’s business is consistent with the provisions of the law and corporate governance
Joint ventures and shareholders agreements
Preparing, drafting, reviewing and negotiating joint venture agreements of all kinds including but not limited to shareholders’ agreements, providing legal advice regarding their terms and conditions in order to provide legal protection to the client and its interests
New businesses and startups
Providing legal support and advice to new businesses and startups, especially to entrepreneurs in a way that helps them establish their business properly and guide them to the benefit of the business and ensure that there is no violation of any provisions of the law
Contracts and Agreements
Preparing, drafting, reviewing and negotiating contracts, agreements, legal documents, memorandums of understanding and cooperation, of all kinds, especially those of commercial and financial nature, such as but not limited to management agreements, financing agreements, supply agreements, purchase agreements, sale agreements, service agreements, project contracts, maintenance contracts and trust deeds, advisory contracts, agency contracts, power of attorneys, shareholders’ agreements, joint ventures, and investment agreements, etc.
Advise & Guide Human Resources Departments through the employee life-cycle
Preparing, drafting and reviewing employment contracts and providing legal support and legal advice on labor affairs, including the preparation, drafting and reviewing of the human resources manual and the code of ethics
Franchise and Intellectual Property
Preparing, drafting, reviewing and discussing concession contracts and providing advice on intellectual property matters
Corporate Governance and Internal Regulations
Providing legal advice and legal services in relation to the governance system and organizational structure, including job description, signature powers, authority matrix, legal support and legal advice to the shareholders, board of directors and their committees
Ring Fencing and Legal Risk Assessment
In general, reviewing the company’s business and structures to identify the risks that may pierce or have an impact on the structure and the company’s business, functioning and interests, and/or may affect the rights of the shareholders and/or may result in additional legal obligations on them
Providing opinion and legal advice in order to reduce the legal risks and protect the rights of partners and shareholders
Company Secretary Services
Providing corporate secretarial services including drafting, preparing and reviewing minutes and resolutions issued by shareholders, boards of directors and committees of boards of directors.
Mergers and acquisitions
Full management of mergers and acquisitions, of assets and companies, including the preparation of legal due diligences reports, contracts and agreements
Providing written legal opinions to support mergers and acquisitions transactions (“Local Counsel Opinion”).
Disposals
Full management of asset and corporate disposals, including all requisite contracts and agreements
Project Management of Legal Transactions
Full management of legal transactions of various types, coordination with different advisors and reporting to the parties concerned
Legal Studies and Researches
Preparing various legal studies and research related to companies
Advise and facilitate overseas companies
in opening offices or acquiring businesses or assets in various jurisdictions. Providing advice, legal support and coordination with companies to open offices or help them acquire businesses and assets in different geographical areas
Corporate and commercial transactions of all types
, from constitutional issues to shareholders agreements. Legal supervision of corporate and business transactions of all kinds, including constitutional documents and shareholders’ agreements and implementation
Advising management teams and financiers/lending institutions
on financial and investment structures and agreements. Providing legal support and legal advice regarding legal agreements and structures for financing and investment, which helps corporate management teams and financiers, including banking institutions, take appropriate decisions
Private Equity Deals
Providing legal support, advice and execution of private equity deals
Independent legal advisor to boards and committees
Providing legal support and legal advice as an independent legal advisor to boards and committees such as audit committees, recruitment and remuneration committees, governance
committees, executive committees, etc. and help them to formulate their terms of references