طلال كرم

-Provide written and verbal legal advice to the Executive Management Team (EMT) and all business units of the company, its sister companies and subsidiaries;
-Insure compliance of day to day business with company’s policies and procedures and occasionally updating the latter in coordination with internal audit and HR departments;
- Draft and review agreements and contracts -Actively participate and/or lead negotiations on drafted or reviewed contracts;
-Oversee and monitor compliance of the company and its subsidiaries with local laws and regulations;
-Circulate memos to update management and business departments on new rules and regulations to insure permanent compliance with local laws on all levels;
-Make sure the company’s licenses and authorizations are always valid and ready to use when need be;
-Prepare and submit periodic reports ( power point presentations) to the Company's EMT and board of directors;
-Act as board secretary in board meetings (prepare and circulate agendas, draft BOD resolutions and meeting minutes, etc.);
-Participate to EMT meetings when required to understand the business strategies and provide legal practical advice and solutions to meet business needs;
-Provide advice for the company’s expansion plan inside Kuwait and in other regional countries.
-Prepare due diligence reports and translate legal results into commercial language to help management take appropriate decision based on strong legal facts.
-Conduct internal investigations when and if needed to settle conflicts with employees internally;
-Follow up on all proceedings and court cases- arbitration.
-Coordinate with external lawyers disputes assessment and follow up with lawyers throughout the process;
-Assist the CEO and the CFO in all negotiations related to the Company's disputes settlements in order to maintain and preserve the company's legal and financial rights and interests.
-Interview, appoint or recommend external local, regional and international legal counsels with specific skills and expertise as needed on a transaction basis;
-Prepare and request proposals for a specific scope of work and recommend lawyers based on their approach;
-Follow up with the above external counsels in order to monitor time and cost management and compliance of said counsels with their retainer agreements and engagement letters.
-Set up legal structures including setting up regional and international SPVs in execution of financial and/or tax structures in coordination with the transaction’s financial and tax advisors;
-Appoint regional and international financial advisors to provide advice on various transactions, tax structures and jurisdictions and review such advisors reports and communicate and recommend structures to management based thereupon;
-Oversee acquisition of stakes in other companies and coordinate the related legal process with the financial process.
-Draft, review and negotiate the technical agreements, management agreements and support management throughout closure.
- Member of the Code of Business Conduct Committee, acting as the COBC legal adviser and assisting in investigations, drafting proper reports and resolutions.

-Provide written and verbal legal advice to the Executive Management Team (EMT) and all business units of the company and its sister companies;
-Insure compliance of day to day business with company’s policies and procedures and occasionally updating the latter in coordination with internal audit and HR departments;
- Draft and review agreements and contracts -Actively participate and/or lead negotiations on drafted or reviewed contracts;
-Oversee and monitor compliance of the company and its subsidiaries with local laws and regulations;
-Circulate memos to update management and business departments on new rules and regulations to insure permanent compliance with local laws on all levels;
-Make sure the company’s licenses and authorizations are always valid and ready to use when need be;
-Prepare and submit periodic reports ( power point presentations) to the Company's EMT and board of directors;
-Act as board secretary in board meetings (prepare and circulate agendas, draft BOD resolutions and meeting minutes, etc.);
-Participate to EMT meetings when required to understand the business strategies and provide legal practical advice and solutions to meet business needs;
-Provide advice for the company’s expansion plan inside Kuwait and in other regional countries.
-Prepare due diligence reports and translate legal results into commercial language to help management take appropriate decision based on strong legal facts.
-Conduct internal investigations when and if needed to settle conflicts with employees internally;
-Follow up on all proceedings and court cases- arbitration.
-Coordinate with external lawyers disputes assessment and follow up with lawyers throughout the process;
-Assist the CEO and the CFO in all negotiations related to the Company's disputes settlements in order to maintain and preserve the company's legal and financial rights and interests.
-Interview, appoint or recommend external local, regional and international legal counsels with specific skills and expertise as needed on a transaction basis;
-Prepare and request proposals for a specific scope of work and recommend lawyers based on their approach;
-Follow up with the above external counsels in order to monitor time and cost management and compliance of said counsels with their retainer agreements and engagement letters.
-Set up legal structures including setting up regional and international SPVs in execution of financial and/or tax structures in coordination with the transaction’s financial and tax advisors;
-Appoint regional and international financial advisors to provide advice on tax structures and jurisdictions and review such advisors reports and communicate and recommend structures to management based thereupon;
-Oversee acquisition of stakes in other companies (USA-Canada-Europe-Asia) and coordinate the related legal process with the financial process.
-Draft, review and negotiate the technical agreements, management agreements and support management throughout closure.
-Follow up on all registration requirements of company trademark(s), trade name(s), logo(s), patent(s)… in coordination with Corporate Communication Department.
-Coordinating with external IP international lawyers with regard any IPO related dispute in order to safeguard the company’s IP rights and complete registrations in proper jurisdictions.
-Follow up on International trade requirements under WTO and EU and other jurisdictions and make sure the company is in compliance with such jurisdictions’ rules and regulations.
-Coordinate with specialized External Counsels and other GCC petrochemicals and chemicals industries with regard anti-dumping cases, safeguard measures and any other national or international procedure (WTO, EU…) that could affect the company’s business ability or financials.
- Member of the Code of Business Conduct Committee, acting as the COBC legal adviser and assisting in investigations, drafting proper reports and resolutions.

Dealing with all the Company's legal matters and providing legal assistance to all company’s business units, subsidiaries, affiliates, sister companies and Business Partners. commercial and financial approach, working in "deal teams" and ensuring the legal process meets the commercial objectives. identifying problems and finding practical legal solutions. negotiation skills and representing the company locally, regionally and internationally. Lead a team of 6 members to handle:
• Corporate day to day operations
• Contracts
• Compliance
• Litigation and dispute settlement
• External Legal Counsels
• Transaction legal and financial set-ups, External Investments
• M&As and Tenders
Major Projects:
Al-Rashed Group for Projects Holding Company is one of Kuwait’s leading Groups ( since 1911) . Through it’s subsidiary companies, Al-Rashed Holdings has a number of strategic divisions focusing on: Major Oil, Gas, Utilities, Power, Energy and Infrastructure Projects; Building Materials, Oil Sector Services, Equipment Supply, and Logistics as well as number of smaller specialist business units.
I have been working closely with Multinationals' Legal teams on mega projects in Kuwait:

-Sabbiya Power Plant : USD 2.7 billion
- Kuwait Metropolitan Rapid Transit System (KMRT): PPP Project
- Umm AlHayman WWTP.
- Az-Zour North IWPP (Phase1).

Dealing with all the Company's legal matters and providing all legal assistance to all departments:
- Agreements and Contracts drafting and/or reviewing
- Coordinating with the Company's external/offshore lawyers.
- Follow up of all proceedings and court cases-arbitration.
- Leading and guiding the Legal department team and supervising daily ingoing/outgoing transactions and correspondences of a legal aspect.
- Preparing and submitting Periodic Reports.
- Assuring the company's compliance with all local laws and regulations.
- Online coordination with KSE to assure the Company's compliance with all the stock exchange internal regulations.
- Assuring the permanent validity of all the Company's licenses as required from the relevant ministries and authorities.
- Assisting the Board of Directors and drafting all the Board's decisions.
- Assisting the General Assembly and drafting all the GA minutes of meetings.
- Assisting the CEO and the CFO in all negotiations related to the Company's business transactions and/or disputes settlements in order to maintain and preserve the company's legal and financial rights and interests to the maximum.
- Re-structuring the Company's policy of expansion in Kuwait and other GCC countries and regulate the Company's liaison with all other sister Companies.
- Documentation of all the Company's legal documents and original certificates.
- Seeking for daily news to keep the department's legal and/or financial information up to date.
- Supervision, follow up and supervision on all Capital increase and subscription procedures. ( OGA-EGA/ MOCI-KSE-approvals )

Job description : Legal Assistance and Consultancy for many Kuwaiti and International CO.:
-Corporate Law : Commercial, Civil, Real Estates, Labor, Foreign Investment, International Trade, Maritime, Transport, Insurance… )
-Online Professional Legal Assistance and follow up of all kind of Business Legal Affairs
-Agreements and Contracts drafting and/or reviewing
-Proceedings and Legal disputes ( Local and International Arbitration)
-Mergers and joint ventures
-Franchises, Agencies and Distribution Agreements
-Concession Agreements-BOT(With Local and Foreign Public Authorities)
-Establishing and follow up of new companies in Kuwait and abroad (Dubai-Jordan-Lebanon-Iraq-Syria-Egypt-Congo… )
-Telecommunication, Satellites, GSM, TV Productions and broadcasting, Software Agreements and transactions (E-commerce and IT).

Job description : Legal Adviser for Lebanese and foreign companies and individuals - Corporate law - Real estates litigations and files - Commercial law- Labor law - Assurance law - Banking Law - Matrimonial law …

Job Title: civil law department coordinator
Job description : Real estates - Commercial and banking contracts and litigations- maritime law - Assurance litigations and contracts

Attending courts hearings - drafting memos and pleading