Business Services Middle East final2 25/10/ :49:50

Size: px

Start display at page:

Download "Business Services Middle East final2 25/10/ :49:50"

Darren Harvey
5 years ago
Views:

1 Business Services Middle East

2 Very hardworking and thoughtful people who come up with solutions." Chambers Global, 2015

Introduction About Charles Russell Speechlys Rupert Copeman-Hill, Partner Head of Business Services Middle East Charles Russell Speechlys LLP provides excellent service, with excellent technical

The merger of Charles Russell and Speechly Bircham in 2014 created a Firm of over 170 partners and over 500 lawyers operating from 11 international business centres around the world.

3 Introduction About Charles Russell Speechlys Rupert Copeman-Hill, Partner Head of Business Services Middle East Charles Russell Speechlys LLP provides excellent service, with excellent technical knowledge." Legal 500 EMEA, 2017 Charles Russell Speechlys LLP is an international law firm headquartered in London with offices in the UK, Europe and the Middle East. The merger of Charles Russell and Speechly Bircham in 2014 created a Firm of over 170 partners and over 500 lawyers operating from 11 international business centres around the world. Over the past year, we have considerably increased the size of our practice in the Middle East in response to growing demand for our services. We have offices in Bahrain, Dubai, Qatar and also two associate offices in Saudi Arabia (in Riyadh and Al Khobar). We provide comprehensive legal services for governments, banks, financial institutions, asset and fund managers (including sovereign funds), corporations, families and individuals. We offer a broad range of advisory services and seek to build strong professional relationships over the long term, based on trust and co-operation. operation. We provide a high level of Partner involvement which, we believe, differentiates us from other firms. We provide a wide range of legal services including: Mergers & Acquisitions Banking & Finance Private equity Investment funds Commercial agreements Advisory services Corporate recovery & insolvency The Firm is highly ranked across multiple disciplines in Legal 500 EMEA directories. Our Partners based in the region are all ranked as Leaders in their Field in the Chambers 2017 directory. Our approach is to provide a highly professional but not over-lawyered service, complemented by sound commercial advice and a keen eye on costs. Business Services 02

4 Our Services Our Services Charles Russell Speechlys LLP is top class in all respects." Legal 500 EMEA, 2015 Our Sectors: Banking & Financial Services Aviation Telecommunications, Media & Technology Real Estate Construction, Engineering & Projects Sport Healthcare Automotive & Manufacturing Leisure & Retail Energy & Natural Resources Mergers & Acquisitions Our M&A team handles the full range of transactions from local/domestic and cross-border acquisitions and divestments to complex reorganisations and restructurings, management buy-outs and buy-ins and corporate rescues (such as pre-packs) packs) and distressed transactions. Banking & Finance We advise on a range of domestic and cross-border financing transactions including acquisition and leveraged finance, real estate finance, structured finance and securitisations, Islamic finance, receivables financing and restructurings. Private Equity Our experienced private equity team boasts an in-depth knowledge of all private equity transactions including MBOs, MBIs, buy- and-builds, secondary buy-outs and exits - from small cap to some of the largest deals. We have the capability to act on all stages of the private equity life cycle from fund formation and investment to ultimate exit. Investment Funds Our services cover the full life cycle of an investment fund from the initial structuring to launch; secondary issues; changes in investment strategies and realisations and liquidations. Our clients may be open or closed ended; onshore or offshore; unauthorised or authorised. They are a mix of corporate funds, limited partnerships and unit trusts and many of the funds are listed. They include retail and institutional funds and their managers, and cover a range of investment strategies: charity funds, debt funds, hedge funds, infrastructure funds, long-only only funds, private equity funds and real estate funds. Commercial Agreements Commercial decisions are at the heart of business activity. The range of our work varies from large scale managed service and outsourcing agreements, IT contracts, supply chain logistics, procurement, sponsorship, franchising, merchandising and property management. Advisory Services Our work runs in parallel with and complements our transaction services. We are able to provide comprehensive specialist advice to companies and partnerships and other entities on the day- to-day issues affecting their business operations, including: general meetings of both public and private companies director's duties and conflicts of interest share ownership and shareholder disputes solvent restructuring company law and regulation corporate governance and compliance issues We also advise on risk management issues, competition law, data protection, anti- bribery and fraud. Corporate Recovery & Insolvency We advise on all insolvency and restructuring related issues including corporate insolvency, work-outs, outs, rescues, restructurings, asset and debt recovery, voidable transactions, factoring and invoice discounting, property insolvency, fraud, boardroom disputes and personal insolvency. 03 Business Services

5 Our Recent Experience Our Recent Experience The team in Bahrain effectively combined international standards of analysis and responsiveness with detailed local knowledge to provide clear, robust and practical legal advice to support the restructuring of our business.'' Ritchie Skelding, CEO, BMB Investment Bank Charles Russell Speechlys LLP has a track record of advice on shari ah-compliant financing structures." Legal 500 EMEA, 2017 Bahrain Middle East Bank B.S.C. ( BMB ) Acting for BMB, a wholesale bank listed on the Bahrain Bourse, on its proposed voluntary unconditional takeover by its largest existing shareholder. We advised BMB on all regulatory matters, including advising on the Central Bank of Bahrain ("CBB") Rulebook Volume 6 and the Commercial Companies Law and Bahrain Bourse rules. We drafted the offer documents, the board circular, the announcements to the CBB and all related ancillary documentation. Ahli United Bank B.S.C. ("AUB") Acting for AUB which extended Islamic finance facilities, (murabaha, musharaka and forward ijara) to a prominent Bahrain corporate borrower, primarily to fund the development of a new high-end waterfront shopping mall. Our team drafted and negotiated the murabaha, musharaka and forward ijara finance facilities, together with the associated management agreement, investment agency agreement and security agency agreement. BBK B.S.C., Bahrain Acting for the lender in the amendment and extension of a USD 50 million conventional revolving loan facility agreement to (i) allow for drawdowns by the borrower (an Omani bank) in one of three currencies (USD, BHD or OMR), (ii) adjust margin rates and (iii) extend/reschedule repayment dates. Gulf Air, Bahrain Advising a client on its proposed USD multi- million single currency syndicated term facility. Our team reviewed and negotiated the facility agreement and the related account pledges and account security agreement prepared by the lead arranger s external counsel and we reviewed and commented on the Bahraini and DIFC legal opinions. EFG Hermes, Bahrain Advising EFG Hermes, a leading investment bank in the Middle East and North Africa based in Egypt, in relation to its Bahraini subsidiary. We provided regulatory advice in respect of the bank s online trading platform in relation to the CBB rulebook and compliance with Bahraini legislation. In addition, we were retained by EFG Hermes to provide advice in relation to employment contracts for individuals employed by a Bahraini subsidiary. GARMCO, Bahrain Acting for GARMCO on re-drafting its standard terms and conditions and other key documents for the sale of its aluminium products. Indian Hotels Co Ltd, Bahrain Advising a client on a legal due diligence review encompassing permits and land title review in connection with a 5 star hotel in Bahrain, including considering corporate structuring options for the separation of shari'ah compliant and non-shari'ah compliant income as well as reviewing the Hotel Operations Agreement. Business Services 04

Our Recent Experience Charles Russell Speechlys LLP's multidisciplinary team advises its broad client base on capital raising, corporate transactions and advisory matters across a number of industry

6 Our Recent Experience Charles Russell Speechlys LLP's multidisciplinary team advises its broad client base on capital raising, corporate transactions and advisory matters across a number of industry sectors including real estate, aviation, energy and telecoms." Legal 500 EMEA, 2015 BAFCO, Bahrain Advising the shareholders of BAFCO in connection with the extensive restructuring of BAFCO as required to comply with an order issued by the Government of Bahrain. Our work involved advising as to the best way to implement the restructuring. We acted on the transfer of a number of significant assets, the liquidation of BAFCO and incorporation of a new company to undertake the business going forward and the possible share sale to reflect the new shareholdings in BAFCO. An Investment Bank, Bahrain Advising an investment bank on its proposed majority investment in the Bahrain franchises of a coffee chain and fast food chain which are currently 100% owned by a member of the Bahraini royal family. Our work involved undertaking legal due diligence on the core franchise agreements and the two businesses and preparing a comprehensive due diligence report, advising the client on the franchise renewal process and its requirements and drafting and negotiating the share purchase agreement and shareholders agreement. An Islamic Finance Transaction, Bahrain Acting on a Sukuk al-musharaka for a high profile property development in Bahrain. Our team advised one of the transaction partners on their obligations, liabilities and risks in the Sukuk al-musharaka documents and the ancillary documents. A Telecommunications Disposal, Bahrain Advising a client on the sale of its wholly owned subsidiary to one of the major telecommunications companies in Bahrain. Our work has involved drafting and negotiating the share purchase agreement, including the associated warranties in relation to the business, the leased ducts agreement, as well as advice in relation to ancillary agreements and other commercial matters. An Education Collaboration, Bahrain Advising a higher education institution in Bahrain, in relation to the corporate structure of its collaboration with two UK universities for the provision of validated degree programmes to its students. Our advice included assistance in relation to the regulatory requirements for international collaborations with Bahraini higher education institutions, along with UK and Bahraini employment legislation. Regulatory Authority, Qatar Advising a Qatari client to bring into line with best international market practice their standard services, consultancy and supply agreements, including IT services, property leases and various professional services and coaching services agreements. Our team prepared a high-level report on the red flag issues arising out of the existing suite of documentation and thereafter amended the suite of standard form documentation. 05 Business Services

8 Contact If you are interested in more information on our Business Services expertise, please speak to: Rupert Copeman-Hill Partner T: Our offices London 5 Fleet Place London EC4M 7RD UK T: +44 (0) Cheltenham Compass House Lypiatt Road Cheltenham Gloucestershire GL50 2QJ UK T: +44 (0) Guildford One London Square Cross Lanes Guildford Surrey GU1 1UN UK T: +44 (0) Doha Palm Tower Floor 15 West Bay PO Box Doha Qatar T: Dubai Index Tower, West Tower 11th Floor, Unit 1108 P.O. Box DIFC, Dubai, UAE T: Geneva 9-11 rue du Prince 1204 Geneva Switzerland T: +41 (0) Hong Kong Unit 1002, L10, 1 Duddell Street, Central, Hong Kong T: Luxembourg 2 rue Jean Monnet L-2180 Luxembourg T: Manama Bahrain World Trade Center Floor 24 East Tower PO Box Manama Kingdom of Bahrain T: Paris 41 Avenue de Friedland Paris France T: +33 (0) Zurich Basteiplatz Zurich Switzerland T: +41 (0) charlesrussellspeechlys.com Charles Russell Speechlys LLP is a limited liability partnership registered in England and Wales, registered number OC311850, and is authorised and regulated by the Solicitors Regulation Authority. Charles Russell Speechlys LLP is licensed by the Qatar Financial Centre Authority in respect of its branch office in Doha and registered in the Dubai International Financial Centre under number CL2511 and regulated by the Government of Dubai Legal Affairs Department in respect of its branch office in the DIFC. Charles Russell Speechlys LLP s branch office in Hong Kong is registered as a foreign firm by The Law Society of Hong Kong. Any reference to a partner in relation to Charles Russell Speechlys LLP is to a member of Charles Russell Speechlys LLP or an employee with equivalent standing and qualifications. A list of members and of non-members who are described as partners, is available for inspection at the registered office, 5 Fleet Place, London, EC4M 7RD.

Corporate & Commercial

Corporate & Commercial Middle East ''A completely stellar firm, with real strength & depth. All the people are great - all are absolutely razor sharp with knowledge of the law." Chambers UK, 2014 Introduction