Group General Counsel
Al Ain Holding
Total years of experience :19 years, 2 Months
Heading the Group legal department, in charge for:
- Corporate legal matters, governance, and general consultancy for the Group and its subsidiaries.
- Trust governance for all offshores entities in multiple jurisdictions, in collaboration with international third-party trust management companies.
- Reviewing all agreements and documents including (SPA, NDU, etc.) and other necessary documentation to sell, terminate, cancel, transfer ownership of real estate properties, and handling all claims against Al Ain Properties LLC, the Group development arm.
- Supporting the internal audit in assessing risks and implementing their recommendations.
- Reviewing and drafting various types of agreement and providing general consultancy and handling legal cases and disputes for Al Ain Educational educational LLC the Group educational arm.
- Reviewing and negotiating management and lease agreement for Al Ain hospitality LLC the Group hospitality arm, concerning our properties in Dubai, Abu Dhabi and Fujairah and for all our properties outside UAE, in coordination with outsourced law firms, evaluators and third-party consultants.
- Providing legal support and consultancy for local and International investments for Al Ain Capital LLC, the Group Investment Arm, including corporate restructuring, due diligence, exit plans and corporate governance.
- Handling local and International M&A’s for the Group and its subsidiaries in collaboration with Top tier law firms worldwide.
- Developing and leading the group corporate legal strategy, risk management and compliance.
- Handling the Group local and international Litigation.
- Overseeing, drafting and approving all agreements and legal documentation necessary for the Group business units including but not limited to NDA, NDU, MOA, GA & BOD minutes, POA, assignment, leasing, loans and commercial agreements, SPA, deed of trust, legal notices, amicable settlements and release and discharge letter in addition to all communications with the third parties and UAE governmental authorities.
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- Negotiating, editing, drafting and renewing various commercial, employment and financial contracts for the Mena region including but not limited to shareholder agreement, franchise agreements, MOA’s, MOU’s, NDA’s.
- Evaluate various types of lease contracts related to the business, in addition to agreements related to banks, suppliers, concessionaires, insurers, software/IT developers, e-commerce and real estate owners, to ensure compliance with applicable laws and minimize risks and protect the company’s interests.
- Insuring effective management of legal and contractual risks and provide legal services for major transactions concerning Joint Ventures and partnerships.
- Providing legal and policy advice and risk analysis to the various departments within the company such as the finance, loss and prevention, accounting, operations, Marketing and HR departments, to ensure compliance with laws and policies related to labor law, commercial, financial and consultancy matters, data protection, online, IP and others.
- Coordinating, assisting, following up, providing litigation support and conducting regional visits to outsourced local and international law firms within the Mena region to insure all legal lawsuits and corporate matters are properly handled and generate weekly report to Virgin President and the Group Legal Counsel.
- Providing legal advice and Interfering directly to resolve all kinds of customers and third party claims related to accidents, criminal offenses, contractual breaches, infringement of IP rights and various legal cases, through direct communication with customers or third party legal representatives to negotiate amicable solutions and avoid potential lawsuits against our company by signing settlements and discharge agreements.
- Handling relations with all governmental departments within UAE including but not limited to the department of economic development and related consumer protection agencies, commercial register, notary public, UAE municipalities and the ministries of commerce, labor, immigration and tourism.
- Ensuring update of the group entities, local and regional including BVI companies with regards to drafting and registration of general assemblies, BOD’s restated MOA’s and partners resolutions, trade licenses renewal and issuance and acquiring permits for different activities in addition to incorporation of new entities when needed.
- Handling registration and update of our company trademarks worldwide in liaison with an outsourced Agency.
- Current Project : E commerce - launching new website in the region - Drafting core agreement and advising on service provider agreement related to Data migration and website platforms in coordination with E commerce team.
• Litigation
Attending hearings, handling court cases before all courts especially financial and commercial courts, preparing legal research under Lebanese, French, Qatari and UAE Law
•Preparing written pleas and submissions related to various lawsuits including but not limited to rental, financial, commercial, criminal, labor, and seizure cases.
•Representing companies or employees in dispute, before the Ministry of Labor, and attending friendly settlement hearings conducted by the Ministry inspectors prior to seeking labor courts.
•Representing clients before all governmental authorities including real estate department, Ministries of Finance, telecommunication and economy.
•Enforcement of court decisions by applying seizure formalities on real estate properties, cars and others assets.
•Handling taxations issues and submitting opposition regarding taxes and fines and payments notifications on behalf of individuals and companies.
•Attending meetings with current and prospective clients and advising on Legal cases.
•Corporate :
•Incorporating all kinds of companies, attending General Assemblies and handling annual legal consultancy related thereto, including drafting and registering BOD’s and GA’s Minutes of Meeting at the registry of commerce.
•Negotiating, reviewing and drafting mostly and among others, bilingual agreements, including joint ventures, commercial contracts, rental, employment, franchising/licensing and shareholders agreements for major international companies.
•Providing legal opinion on various subjects including several aspects of corporate/commercial law and Labor Law for foreign and local companies.
•Handling foreign branch entities Registration procedures including commercial representation contracts before the registry of commerce, and the chamber of commerce and the relevant authorities.
•Acquisition : Handling an acquisition transaction including a business unit purchase conducted locally between two international telecommunication companies, which included employees’ allocation and NSSF indemnity transfer.
• Arbitration : Among other arbitration tasks, Handled a case involving a Qatari clients and a Major Lebanese construction company. The Arbitration procedures were directed by Qatar International Center for Arbitration (the “QICA”)
- Representing the law firm before the Lebanese courts.
- Handling litigation cases before Civil, Criminal, labor, Commercial and Financial courts.
- Preparing written pleas, memos, submissions and commenting on expert reports and attending expertise sessions concerning pending cases.
- Preparing Legal opinions and due diligence on various subjects.
- Attending meeting with clients (Individual and Corporate) and advising on Legal matters.
- Attending BOD's and general assemblies meetings for different corporate entities and preparing minutes of meeting.
- Incorporating new entities as per the Lebanese commercial Law.
- Enforcement and real estate seizure formalities on behalf of Banque Libano- Francaise S.A.L (assets Seizures, criminal lawsuits, bankruptcy lawsuits)
- Drafting and editing different types of contracts, Share purchase agreement, lease and real estate agreements).
Archirodon CONSTRUCTION OVERSEAS, Qatar (2007 - 2008) & Abu Dhabi (2008 - 2012 ), as a legal advisor/Manager of Abu Dhabi Branch executing the below duties:
•Acquiring, Renewing and safekeeping of the company legal documents (commercial registration, trade license, classification upgrades, municipality certificate and all certifications required by the relevant authorities).
•Liaising with Qatari and UAE Governmental authorities including but not limited to: Ministry of Labor, Immigration department, Port Authorities, Municipalities, Police department, CID…
•Establishing new LLC companies (local or foreign) within Abu Dhabi free Zone Masdar city and applying normal setup procedures in liaison with Abu Dhabi chamber of commerce and Municipality.
•Representing the company before Abu Dhabi Courts with regards to cases related to company employees and coordinating with outsourced legal firms.
•Coordinating with the UAE WPS (Wage Protection System) department in compliance with the UAE labor law and solving any legal hindrance that might arise.
•Reviewing leasing contracts and arranging renewal or termination. (Camp, houses, land…), reviewing and editing JV agreement and advising on variety of agreement when needed.
•Advising, reviewing and gaining agreements with regard to contractual offers and contracts of employment, in coordination with HR and the procurement department.
•Following up with our legal representative in Doha, Abu Dhabi and Athens (Headquarter) pertaining to legal issues involving our company.
•Drafting and editing company procedures and policies in compliance with the Qatari and UAE laws and the company internal regulations, and maintaining a legal status for company employees.
•Providing legal opinion to the management concerning labor debates, HR related issues and for a variety of legal matters and whenever necessary.
•Supervising and signing all legal memo’s received and sent by Abu Dhabi office.
•Supervising all governmental payment (fees & fines) and controlling the concerned reports. (Employees final settlements and indemnities approval before release).
•Assisting sites in solving legal issues pertaining to personnel, custom clearance, police, black listed personnel, block visas, rejected visas, new project exemptions, and important suppliers.
•Insuring accurate and efficient support regarding legal works, in a way to fulfill all the needs and requirements of company projects.
•Appointed as a Legal representative of Terragon Gulf LLC; a new entity affiliated to Archirodon Group - UAE, from June 2010 till April 2012, handling the following duties:
•Incorporation of entity at Masdar City Abu Dhabi : preparation of constitutive documents.
•Review and drafting of POA’s, MOU’s among other constitutive documents.
•Preparation of its minutes of Meetings, General Assembly and board of directors meetings.
•Arranging incorporation documents attestation by the relevant authorities.
•Liaising with Abu Dhabi Governmental authorities to acquire proper licensing.
•Renewal of the board members mandate.
at Antoine Chakhtoura Law office, Beirut.
•Represented the law form before the Lebanese courts.
•Attended daily meetings with advocates.
•Prepared written pleas and submissions.
•Assisted colleagues with legal researches and discussed points of law and appropriate legal solutions.
•Attended legal seminars and debates.