محمد حسن

A boutique law firm, set up by two former Baker Botts partners, having collective experience of more than 30 years. Despite its boutique nature, KSAUSALEGAL caters to internationally renowned companies, especially their local concerns in the Kingdom.
1. Assisted in the Saudi scope of a global M&A transaction, specifically the sale of Aegion Coating Services to Voyager Interests. Currently assisting in another transaction of a similar nature for a different client. 2. Assisted several clients in setting up foreign-owned subsidiaries, under the new foreign investment regime, in the Kingdom, which include clients such as Populous, HKS, Shearwater, etc. 3. Assisted several clients in the liquidation process of their entities. 4. Assisted several clients in establishing their franchise operations in the Kingdom, franchise related queries and termination and substitution of franchise agreement. 5. Assisted a couple of clients in their government tender contracts (including a major 2030 Vision related contract) including advice in relation to the government tenders and procurement law. 6. Assisted several clients in their routine compliance, streamlining their licenses and constitutive documents, any amendments thereto and other regulatory filings.

7. Assisted a leading franchisor in various assignments: (a) drafted a 3PL logistics agreement; (b) assisted in streamlining its lease contracts; (c) assisted one of the franchisee brands in its e-commerce, rewards and terms related queries; (d) assisted in the extension of SaaS contract between its UAE entity and a service provider in the KSA; and (e) liaison with Saudi Central Bank and advice in relation to adding a digital wallet feature and provision of gift cards. 8. Assisted in the advice rendered to multiple clients on questions arising out of some of the new laws in the Kingdom, including but not limited to the Civil Transactions Law, Personal Data Protection Law, etc. 9. Rendered preliminary advice to a client desirous of offering CFDs in the Kingdom. 10. Assisted a leading steel manufacturer in their data protection queries, employment contracts, suppliers code of conduct and whistleblowing policy. 11. Rendered opinions to several clients on the Saudi RHQ program. 12. Helped in standardizing the employment contract templates for Saudi and expat employees. 13. Assisted in a couple of commercial dispute matters - I prepared the case notes and arguments for the proceedings.

A boutique law firm, set up by two former Baker Botts partners, having collective experience of more than 30 years. Despite its boutique nature, KSAUSALEGAL caters to internationally renowned companies, especially their local concerns in the Kingdom.
1. Assisted in the Saudi scope of a global M&A transaction, specifically the sale of Aegion Coating Services to Voyager Interests. Currently assisting in another transaction of a similar nature for a different client. 2. Assisted several clients in setting up foreign-owned subsidiaries, under the new foreign investment regime, in the Kingdom, which include clients such as Populous, HKS, Shearwater, etc. 3. Assisted several clients in the liquidation process of their entities. 4. Assisted several clients in establishing their franchise operations in the Kingdom, franchise related queries and termination and substitution of franchise agreement. 5. Assisted a couple of clients in their government tender contracts (including a major 2030 Vision related contract) including advice in relation to the government tenders and procurement law. 6. Assisted several clients in their routine compliance, streamlining their licenses and constitutive documents, any amendments thereto and other regulatory filings.

7. Assisted a leading franchisor in various assignments: (a) drafted a 3PL logistics agreement; (b) assisted in streamlining its lease contracts; (c) assisted one of the franchisee brands in its e-commerce, rewards and terms related queries; (d) assisted in the extension of SaaS contract between its UAE entity and a service provider in the KSA; and (e) liaison with Saudi Central Bank and advice in relation to adding a digital wallet feature and provision of gift cards. 8. Assisted in the advice rendered to multiple clients on questions arising out of some of the new laws in the Kingdom, including but not limited to the Civil Transactions Law, Personal Data Protection Law, etc. 9. Rendered preliminary advice to a client desirous of offering CFDs in the Kingdom. 10. Assisted a leading steel manufacturer in their data protection queries, employment contracts, suppliers code of conduct and whistleblowing policy. 11. Rendered opinions to several clients on the Saudi RHQ program. 12. Helped in standardizing the employment contract templates for Saudi and expat employees. 13. Assisted in a couple of commercial dispute matters - I prepared the case notes and arguments for the proceedings.

VentureDive is a leading technology and data services and solutions provider in Pakistan, providing services to clients worldwide. VentureDive set up the Careem (global) platform back in 2012 and since then went on to provide services to clients such as Alinma, Unilever, Roland Berger, KFC, Callsign, etc., having investments in some of the startups and launched its own as well.

Work done include:

1. As the first legal counsel, I helped the company set up its legal department together with establishing its controls, procedures and protocols.
2. Performed due diligence, advised and drafted documents in the acquisition of NexDegree, a data analytics company, for a deal worth approximately $3.3 million which included transfer of shares both ways, profit share of the business unit, assignment of a patent registered with the USPTO and integration of the acquired entity’s operations with that of VentureDive’s. 
3. Negotiated prioritization of VentureDive’s interests in an acquisition transaction of one of VentureDive’s clients (that owed hefty sums to VentureDive), in which VentureDive had a minority interest.
4. Reviewed and advised in relation the preparation and execution of the MOU and JVA between VentureDive and Unilever for the launch of an e-commerce platform, namely Munchies, in Pakistan.
5. Assisted the company in the launch of its BNPL startup (only the second in Pakistan), namely Baadmay, drafted the merchant services agreement, employment agreement and advised on the applicable legal framework.
6. Developed a comprehensive employee stock option plan (ESOP) and oversaw execution of the same. Oversaw also the transfer of service, employment and all other agreements to another entity (public company), incorporated for the purposes of ESOP.
7. Lodged a claim against a non-paying client in the small claims tribunal of the DIFC courts (for a debt worth almost $60, 000), the client admitted to the entire claim.
8. Liaised with the USA trademark counsel to protect our unregistered trademark against an infringing entity.
9. Drafted a source code transfer agreement pursuant to the provisions of a service agreement.
10. Rendered internal trainings on the data protection laws of various jurisdictions including GDPR, PECA, CCPA and CPPA.
11. Dealt with the termination of an employee who had stolen data of a client in the manner that preserved the company’s goodwill.

I provided services to some clients in my individual capacity, which work includes:

1. Drafted Franchise Agreement and Franchise Operations Agreement for a restaurant. For their cloud kitchen business (anticipating initial investment of $30, 000), I structured the legal arrangement between the owner and the investor through an MOU, company incorporation and JVA post-incorporation.
2. Assisted a law firm, Hanfi & Co., in their corporate work. Tasks performed included drafting of the documents and advice in relation to angel investment of an ed-tech startup (angel investment round of $800k), review and amendment of the services agreement, T&C’s of use of digital platforms and privacy policy of a startup, and review and drafting of various other documents for other clients.
3. Assisted a growth hacking firm in its routine legal queries and drafting of various necessary documents.
4. Drafted a Vehicle Lease Agreement for a client starting a commercial lease of a fleet of 15 vehicles.
5. Advised an international steel manufacturing company on the validity of a corporate guarantee in, the amount of Euro 150, 000/-, they got from a supplier under the agreement with such supplier.
6. Prepared response to a legal notice sent by a large retail store chain of Pakistan alleging infringement by an e-commerce marketplace, and where the alleged infringement was done by a seller on the marketplace.

VentureDive is a leading technology and data services and solutions provider in Pakistan, providing services to clients worldwide. VentureDive set up the Careem (global) platform back in 2012 and since then went on to provide services to clients such as Alinma, Unilever, Roland Berger, KFC, Callsign, etc., having investments in some of the startups and launched its own as well.

Work done includes:

1. Advised oil and gas companies on various matters: (a) termination of an LNG Services Agreement (LSA); (b) how to structure a TPA agreement as per the LSA and international best practices; and (c) provisions permitting increase in capacity.
2. Assisted in a project financing transaction worth approximately $5.2 million for the development and commissioning of a 5000 MT ethanol storage/ handling project.
3. Focal point of contact for a PAIR Investment Company Limited for which I drafted agreements and advised on at least 50 of their transactions of various kinds of financing.
4. Reviewed and amended the finance and security agreements in relation to a syndicate term finance facility of approximately $5 million to a pharmaceutical company.
5. Assisted a bank in the conversion of some of their non-performing conventional financing portfolio to Islamic financing.
6. Assisted in an opinion to SCB Pakistan on the application of the AML/CFT laws of the UK (parent’s jurisdiction) locally.
7. Advised IFC on the process of setting up overseas branches for Pakistani financial institutions.
8. Advised ANZ Bank in relation to assignment of contractual obligations in a payable finance transaction in Pakistan.
9. Assisted a VC in drafting various transaction documents and agreements for a pre-seed funding of a startup.
10. Advised an e-commerce platform for its operations and drafted the Terms of Use of the digital platforms and logistics agreement.
11. Completed a questionnaire for MasterCard on business licenses and accreditation it required to for payment and data transfers.
12. Drafted an MOU between a bank and a real estate developer for the development of a hospital.
13. Rendered multiple opinions to local and foreign clients on the data protection (DP) laws of Pakistan.
14. Assisted in the revamp of the HR policies of National Bank of Pakistan.