Latham & Watkins operates as a limited liability partnership worldwide with affiliated limited liability partnerships conducting the practice in the United Kingdom, France and Italy and affiliated partnerships conducting the practice in Hong Kong, Japan and Singapore. Latham & Watkins practices in Saudi Arabia in association with the Law Office of Mohammed Al-Sheikh. © Copyright 2010 Latham & Watkins. All Rights Reserved.
Immobiliar- und
Mobiliarsicherheiten in den V.A.E.
NUMOV Konferenz “Rechtliche Rahmenbedingungen für
Geschäftstätigkeit im Nahen und Mittleren Osten“
Introduction – Law on Security in UAE
Two „Health Warnings“
•
There is very little “name lending” in the V.A.E. and beyond. Banks are required to tighten their
lending standards and regulatory capital has become costly. Therefore, financial institutions are
keen on obtaining security/collateral for financings. But borrower beware ! Don’t count on your
and/or your business partners assets to be “eligible” for serving as credit support.
•
Also, ass a supplier or contractor, don’t expect security offered by your counterparts to be easily
enforceable. Build in time and cost and uncertainty in your calculations. Consequently, adapt the
implicit financing terms of your contracts !
•
The law on security is determined by the UAE Commercial Code and the UAE Civil Code. As
these laws were adopted fairly recently and there have been no major corporate insolvencies in
the UAE to date, there is little case law available to provide guidance. Nevertheless, the common
forms of security are well established and UAE courts will hear security enforcement applications
on a priority basis. Note: The Dubai Financial Center (DIFC) has its own laws regarding the taking
of security.
•
Self-help remedies are not generally available in the UAE (with DIFC being the notable exception).
That is, a court application must be made in order to enforce security interests. Enforcement
usually takes the form of a court-sanctioned auction of the collateral.
Introduction – Law on Security in UAE
General Enforcement Issues
•
It is difficult to estimate with precision the time required to enforce security interests via the court
auction process. Applications for holding orders and enforcement proceedings will be heard on a
priority basis, and there is anecdotal evidence to suggest that interim protection (holding orders)
for certain assets (notably ships and aircraft) can be obtained in a matter of days. Nevertheless, in
most cases it is prudent to assume that a few weeks or even months will pass before an auction
can be completed.
•
Prior to any enforcement action being taken, the relevant secured creditor must serve statutory
notice on the obligor of its intention to take enforcement action. The relevant notice period
depends upon the type of security.
Foreign Ownership Issues in Enforcement
•
UAE law requires at least 51 per cent. of the share capital of all UAE companies
(incorporated outside of free zones) be subscribed for by a UAE national or nationals
or a company that is wholly-owned by a UAE national or nationals.
•
In addition, land (other than land located in certain designated areas in Dubai) may
only be owned by a UAE national or nationals, or a company that is wholly owned by a
UAE national or nationals. As an exception to the general rule, 100% of the shares
may be owned by the Gulf Cooperation Council ("GCC") nationals or companies wholly
owned by GCC nationals in relation to certain activities that are not restricted to UAE
nationals.
•
From a security and enforcement perspective, foreign ownership restrictions will limit
the universe of potential third-party buyers in an enforcement situation
•
Further, UAE financial institutions are only able to hold certain assets for limited
periods of time. This has a limited but (in theory) negative impact on the incentive of a
secured creditor to “credit bid” in an enforcement scenario. For example, a secured
creditor may only hold land for three years (post enforcement) and its own shares for
two years.
Perfection Issues
• Other than when required by law, it is not common practice (due to time and cost constraints) for security documents to be executed in Arabic as well as English and notarized, except for in the following instances:
• any security document which requires registration must be in Arabic, expressed to be governed by UAE law and notarized;
• any security document which contains a power of attorney must be notarized (and if executed outside of the UAE, legalized and authenticated) in order to be enforceable before a UAE court;
• any document to be brought before a UAE court in enforcement proceedings must be translated into Arabic; and
• any security interest which is not registrable ought to be notarized to provide evidence of the date of creation of the security interest in the event that priority needs to be proved at a later date.
• Perfection of security interests to obtain priority over third party creditors is not available for all types of security. Generally speaking, where security is registrable, this provides priority (based on time of registration) over all third party security interests.
• Where security is registrable but is not registered, the security interest is likely to be unenforceable against third parties but it would be enforceable as a general contractual obligation between the relevant obligor and ‘secured’ creditor.
• With respect to security that is not capable of registration, priority is generally determined by order of creation. It is therefore recommended that such security be notarised in order to create certainty as to its date of creation.
• In the case of pledged items, lenders should either physically or constructively obtain possession of the pledged item.
Assets and Relevant Security Interests
-Mortgages
•
In November 2008 a new law came into force in Dubai to regulate mortgages over property. It states
that a mortgage will not be valid unless it is registered with the Land Department in the Real Estate
Register. Ranking of the mortgage interest remains determined by the date of registration.
• A mortgagee must be a bank, company or financial institution licensed and registered with the UAE Central Bank (this does not include an entity holding a DIFC licence). The prohibition on foreign banks taking mortgages in Dubai is still in effect and use of onshore security agents will need to continue.
• A mortgage can only be created over property which is in existence (which may be relevant to the extent that it is proposed to mortgage land yet to be reclaimed).
• Mortgages can now be created over long leases (10-99 years) and rights of musataha (development rights). • The mortgage deed ought to be the standard Dubai Land Department form although the Land Department has
advised that they will recognize supplemental agreements.
• Self-help remedies are prohibited. In the event of default in payment of the debt, the mortgagee must provide the borrower with 30 days written notice through a notary public before commencing execution proceedings. If the debt is not paid within this 30 day period, the court can order attachment against the mortgaged property and it can be sold by public auction. The notice period can be extended to 60 days if the court considers that the borrower will be in a position to repay during this longer period or if the sale will cause the borrower substantial damage. The Land Department should be notified of the initiation of enforcement proceedings and should be provided with a copy of any attachment order; the public auction must take place within 30 days of the end of the period mentioned above.
• Most residential mortgages are Sharia’a compliant. They will accordingly fall outside the scope of the Mortgage Law, as the bank is the legal owner of the property in these cases. Also, the law does not apply to property granted by the government to UAE citizens.
Assets and Relevant Security Interests
-Moveable Property
• Security over moveable property for a debt may be taken by way of pledge.
• Actual or constructive possession of the pledged moveable must be transferred to the pledgee (actual possession) or to a third-party appointed by the pledgee and pledgor known as a bailee (constructive possession) for the duration of the pledge. Therefore only assets capable of delivery at the time of the pledge may be secured in this way.
• The bailee should only be allowed to act on the instructions of the pledgee. Nevertheless, a pledge may be structured so that the pledgor can retain use of the assets if they are required for day to day running of the business. • To be valid and effective against third parties, a pledge of moveable assets must be evidenced by an instrument of
fixed date setting out the debt, the property pledged and that possession has transferred to the pledge.
• Perfection of security over moveables depends on the type of asset pledged. It is possible to register pledges over cars, aircraft and ships at the traffic department, General Civil Aviation Authority and Ministry of Communications, respectively.
• In order to enforce its rights under a pledge over movable property, a secured creditor must first give seven days’ notice to the relevant obligor of its intention to take enforcement action and may then (if the debt has not been discharged) obtain a court order permitting enforcement by way of public auction.
• Security over inventory is difficult to achieve in the UAE because of its fluctuating nature. There is no concept of a floating charge under UAE law. As such, regular, notarized updates of inventory schedules need to be prepared and signed which in practice is cumbersome and expensive.
Shares
•
In the UAE security over shares is taken by way of pledge. Outside of the free zones,
only shares in private joint stock companies and public joint stock companies may be
pledged (as they are freely transferable and represented by share certificates).
•
Shares in a limited liability company (LLC) cannot be pledged. They can only be
transferred absolutely. There is a practice of using Powers of Attorney to effect a
quasi-security interest in LLC shares. While this practice is widespread, it is important
to note that: (i) these arrangements are not a security interest, as such, in that no
in
rem
rights pass to the creditor, and (ii) there are arguments to suggest that powers of
attorney may be revoked even if they are expressed to be irrevocable.
•
A share pledge is perfected by:
•
(i) physical (or constructive) possession of the pledged shares (through delivery of the share
certificates);
•
(ii) the pledge being endorsed on the share certificates;
•(iii) notification of the pledge to the issuer of the shares;
•
(iv) the issuer recording the interest of the pledgee in its register of shareholders and noting
that the pledge secures the full repayment of the loan; and
•
(v) if the shares are in a listed company, the relevant financial exchange being notified of the
Shares, cont‘d
•
The pledgee has the right to receive dividends and exercise the rights of the shareholder unless
otherwise agreed in the pledge agreement.
•
Founder shares in a joint stock company may not be transferred for two years from the date of
incorporation of the joint stock company. Accordingly, it is not possible for a pledgee to enforce its
pledge during this period.
•
In order to obtain security over any share acquired after the execution of the share pledge the
relevant shareholder will need to execute an appropriate addendum in respect of those shares. If a
shareholder does not execute an addendum when required to do so the security agent should be
entitled to do so under a special security power of attorney granted by the applicable shareholder
•
It is not currently possible to register a share pledge agreement (outside of a free zone). Since, as a
general rule, priority of security (which is not capable of registration) is determined by order of
creation, it is recommended that a share pledge agreement be notarised before a Court Notary.
However, in practice, this is not always followed (indeed it may be rarely followed).
•
In order to enforce its rights under a share pledge, a secured creditor must first obtain a court order
permitting enforcement and give seven days’ notice to the relevant obligor of its intention to take
enforcement action. If the court orders enforcement of the pledge, the shares will be sold at their
current market price if they are listed on a UAE financial market or at public auction in the case of
unlisted shares.
Whole businesses
• UAE legislation makes specific provision for security to be taken by way of business mortgage over a company’s ‘commercial business’. This is defined as being ‘all kinds of tangible and intangible property allocated for commercial trading’ and would include goods, tools, machinery, equipment, trade name, goodwill, licences, contracts with clients and intellectual property rights. A company’s real property is expressly excluded from the definition of a commercial business. The assets of the business which are to be mortgaged need to be specifically listed in the mortgage document and should, as applicable, be updated from time to time. In the absence of a specific list of secured assets, the mortgage will only cover the trade name, rights of tenancy, goodwill and client contracts.
• A business mortgage is perfected through registration with the relevant Commercial Register or, as applicable, Economic Department. Registration constitutes notice to third parties and gives priority from the date of registration for a period of five years. A registration will be automatically cancelled if not renewed within that five year period. • The interest of the mortgagee should be noted on the commercial register of the mortgagor.
• A business mortgage document is required to be notarised and should therefore be in Arabic (in addition to English). It is a requirement that the mortgagor advertise in two Arabic language newspapers (one week apart) its intention to create a business mortgage. The wording of the advert should be approved by the relevant notary and be published at least 10 days prior to the date of execution and notarisation. In some cases notaries have agreed to modifications to these requirements (e.g., only one newspaper, with the second publication one week before notarization).
• In order to enforce its rights under a business mortgage, a secured creditor must first obtain a court order permitting enforcement and give at least eight days’ notice to the relevant obligor of its intention to take enforcement action. If the court orders enforcement of the pledge, it will organise the sale of some or all of the secured assets by way of public auction.
Bank Accounts
•
Security may be taken over bank accounts by way of a pledge. However, in order for the pledge to
be perfected, the account needs to be transferred into the name of the pledgee (or a third party
security agent). The pledgor must yield all control over the pledged account, including the right to
withdraw amounts from, or deposit amounts into, the pledged account. These requirements often
mean that a pledge over a bank account is not commercially or operationally viable from an
obligor’s perspective.
•
If a UAE pledge is not viable for any reason, the usual alternative is to arrange for periodic cash
sweeps from unsecured, operating accounts into secured accounts. Indeed, depending on the
identity of the parties, it may be beneficial to sweep the cash to off-shore secured accounts, where
possible, in order to maximize the availability of set-off and other enforcement rights.
•
In order to enforce its rights under a UAE bank account pledge, a secured creditor must first obtain
a court order permitting enforcement and give at least seven days’ notice to the relevant obligor of
its intention to take enforcement action. If the court orders enforcement of the pledge, it will allow
the secured creditor to realise the deposits in the pledged account.
•
In the case of bi-lateral loans, where the lender is also the account bank for the borrower, it should
be possible for the lender to set-off any credit balance against any amounts due to it under the
finance documents. In practice it is not necessary for a lender to apply to court in order to exercise
set-off rights. However, if the obligor objects to a set off as being improper, court proceedings may
ensue.
Intellectual Property and Receivables
• There is little legislative framework concerning intellectual property in the UAE. Nevertheless, as a business mortgage is expressed by statute to cover ‘all kinds of tangible and intangible property allocated for commercial trading’, including a company’s trade name, goodwill and intellectual property rights, a business mortgage is a means by which security over intellectual property may be taken.
• Assignments by way of security, as understood in US and European laws, do not exist under UAE law. UAE legislation does contain provisions regarding ‘assignments’ but the concept is more akin to a “Vertragsübernahme” under German law, namely a transfer of obligations as well as rights.
• Any such assignment or rights and obligations requires the consent of the assignor, assignee and the relevant third-party to the assigned contract.
• Nevertheless it is widely accepted that a party may ‘assign’ contractual rights (but not obligations) to another party, provided the assignment makes it clear that it is an assignment of rights only. In a ‘rights only’ assignment, notice of the assignment should be served on the relevant third-party to the assigned contract and it is recommended that their consent be obtained.
• It is not currently possible to register an assignment agreement. Since, as a general rule, priority of security (which is not capable of registration) is determined by order of creation, it is recommended that an assignment agreement, together with any notice of assignment, be notarised before a Court Notary. However, in practice, this is not always (and perhaps rarely) followed.
• As an assignment under UAE law is not a security interest as such. Accordingly, enforcement of an assignment should occur in accordance with the terms of the assignment agreement. Receivables security is often achieved in the UAE by requiring all of the trade debtors of an obligor to pay all amounts into a secured/blocked offshore account with the security agent. Amounts may then (either automatically or based on creditor instructions) be released to the debtor to service day-to-day cash flow requirements.
Shared Security
•
UAE law does not recognise the concept of a trust as understood in common law
jurisdictions, and may construe a trust as an agency relationship. A UAE court may not,
therefore, enforce any trust arrangements set out in transaction documents and may,
at its discretion, apply UAE agency principles instead.
•
The law is not clear as to whether a security agent is entitled to enforce the debts of
the creditors on whose behalf it has been appointed. Accordingly, it is recommended
that, although untested in the courts, parallel debt language be included in secured
facility agreements.
Delivering Counsel Worldwide
Firm Overview
Latham & Watkins is a full-service international powerhouse with more than 2,000 lawyers in 30 offices around the world. The founders of Latham & Watkins instilled an ethic of hard work, commitment and quality that flourishes today and has nurtured the firm’s dramatic growth into one of the world’s premier business law firms. With that growth, we have built internationally recognized practices in a wide spectrum of transactional, corporate, litigation and regulatory areas. We have also received praise for our innovative approach to law firm management and for our pro bono work both on a local and global scale. Our success is grounded in our devotion to the collaborative process, which reaches across global offices and practices and draws upon our deep subject matter expertise, an abiding commitment to teamwork and a powerful tradition of creative lawyering.
Latham consistently ranks among the best transactional and finance practices in leading business and legal publications such as mergermarket, Chambers, IFLR,
The American Lawyer and Asia Legal Business and
earns praise worldwide for work on high-profile and groundbreaking deals. The firm was recently awarded the title “Law Firm of the Decade” by UK-based Legal Businessfor being the firm over the last 10 years that had best overcome the challenges of the ever-changing global legal industry.
Middle East Abu Dhabi Doha Dubai Riyadh Asia Pacific Beijing Hong Kong Shanghai Singapore Tokyo Europe Barcelona Brussels Frankfurt Hamburg London Madrid Milan Moscow Munich Paris Rome North America Chicago Houston Los Angeles New Jersey New York Orange County San Diego San Francisco Silicon Valley Washington, D.C.
Middle East Practice
Latham & Watkins has been advising some of the most active strategic and financial dealmakers in the Middle East for more than 15 years. The firm’s Abu Dhabi, Doha, Dubai and Riyadh offices are staffed with US, UK and internationally qualified lawyers with Arabic, English, French, German, Gujarati, Hindi, Korean, Punjabi, Spanish, Swedish and Urdu language capabilities. The Middle East practice combines regional knowledge and experience with an international network of offices to provide comprehensive service to clients with interests in the Middle East, North Africa, Turkey, South Asia and beyond.
Awards and Accolades
IPO Leader: Nation’s top IPO counsel,completing 141
IPOs totaling nearly $28 billion
2005-2009
The American Lawyer “A-List”
Ranked as one of the top firmsfor the 7th
consecutive year
2003-2009
Recognized by
Corporate Counsel magazine asGo-To Law Firm for corporate
and M&A transactions
Garnered
24 Top Tier global rankings
2010 Global Rankings
Latham was named "International Firm of
the Year"in the 2009
International Financial Law Review /Asialaw
India Awards
Latham received a number of top tier rankings across
its corporate, finance and litigation practices
Juve
HandbuchWirtschaftskanzl eien 2010
2009 Legal 500 Europe, Middle East & Africa
Bank Lending
“Latham & Watkins LLP is ‘ one of the leading firms in banking supervision law’ and has ‘ excellent real estate finance lawyers’. …The work of the practice is ‘
exceptionally thorough and reliable’…”
Scope of Services – Abu Dhabi Office
Latham attorneys have been serving clients in Abu Dhabi for many years. Our strong relationships with key Abu Dhabi companies and familiarity with the local government and regulatory climate allow us to provide our clients with unparalleled service.
We have recently doubled the number of lawyers in our Abu Dhabi office and will continue to demonstrate our strong commitment to Abu Dhabi by the ongoing, strategic expansion of our on-the-ground resources which have grown to more than 50 lawyers located in our Abu Dhabi, Dubai, Doha and Riyadh offices.
Our Abu Dhabi office has extremely robust experience in many areas including mergers and acquisitions, project development and finance, intellectual property and technology, as well as numerous other areas. We are dedicated to surpassing our clients expectations.
Our attorneys advise on ground-breaking project financing and corporate transactions in Abu Dhabi including many of the infrastructure and development projects in the rapidly-growing area.
With 12 corporate and finance attorneys on the ground, Latham has been serving clients in Abu Dhabi for many years.
“Latham & Watkins LLP is ‘one of the leading firms in banking supervision
law’ and has ‘excellent real estate finance lawyers’. …The work of the
practice is ‘exceptionally thorough and reliable’…”
2009 Legal 500Europe, Middle East & Africa: Bank Lending
Ranked #1 for 2009 Middle East M&A transactions and ranked #1 for 2009 Middle East Debt Legal Advisor
Industry Expertise • Education • Energy • Financial Services • Government Entities • Healthcare • Hospitality • Infrastructure • Oil & Gas
• Petrochemicals
• Real Estate/Construction • Telecommunications • Transportation
Scope of Services – Doha Office
Industry Expertise • Education • Energy • Financial Services • Government Entities • Healthcare • Infrastructure • Oil & Gas • Petrochemicals• Real Estate/Construction
• Telecommunications • Transportation
As a result of our long and proud history in Qatar, we understand Qatari business culture and the Qatari legal system. We are generally regarded as the leading international law firm in Qatar with a full service office in Doha and have worked on most of the major project and sovereign financings in recent years.
Latham attorneys have extensive corporate, finance and project development expertise in Qatar, and we are recognized as a leader in providing legal services in energy and infrastructure transactions.
Latham has a longstanding relationship with governmental entities such as the State of Qatar, QIA, Qatar Petroleum and Qatar Holding. Latham advised the Ministry of Economy & Finance in the State of Qatar’s recent US$10 billion in sovereign offerings, RasGas in its recent RasGas Tranche III US$2.2 billion project bond financing, and QIA in its joint venture with NYSE Euronext to transform the Doha Securities Market into the Qatar Exchange. The Latham Doha team is currently advising a confidential Qatari client in an initial public offering, as well as the QFMA, Qatar Exchange, Qatar Central Bank, Ministry of Economy & Finance and Qatar Finance Centre Authority, among other clients.
Ranked tier one for corporate and commercial work in Qatar by Chambers Global for the past two years, with clients and peers noting
that Latham is “focused on Qatar and does a large number of deals
there.”
Chambers Global2010-2009
“Everyone, clients and peers alike, say the same thing about Latham: They're all over Qatar, they've made a really strong impression there and have become a real competitor for all the work coming out of the country.”
IFLR 1000, 2010
With a dedicated team of 10 corporate and finance attorneys in our Doha office, Latham has been advising Qatari clients and government entities for more than 15 years.
Scope of Services – Dubai Office
Latham’s Middle East practice established a presence in Dubai during the peak of Dubai’s boom and has witnessed the rapid growth of this dynamic city as well as its recent economic challenges. Our Dubai team has a commitment to serving our clients in Dubai as well as those located internationally with interests across the region.
With more than 20 attorneys on the ground in our Dubai office, we have a team highly experienced in banking and finance, investment funds and private equity, project development and finance, mergers and acquisitions, joint ventures and strategic investments as well as many other areas.
In total, our on-the-ground resources have grown to more than 50 lawyers located in our Dubai, Abu Dhabi, Doha and Riyadh offices.
Our team is currently advising the Government of Dubai in connection with the restructuring of Dubai World. In another notable representation we acted for Yahoo! Inc. in its acquisition of Maktoob.com Inc., a leading Internet portal in the Middle East.
We are dedicated to helping our Dubai clients successfully overcome challenging market situations and to continue to grow regionally and internationally.
Latham continues to build on its solid presence in the Middle East which it has established over the course of more than 15 years of dedication to the region.
More than 20 attorneys on-the-ground serving clients located in Dubai and throughout the region. Industry Expertise • Education • Energy • Financial Services • Government Entities • Healthcare • Infrastructure • Oil & Gas
• Petrochemicals • Power
• Real Estate/Construction • Retail
• Telecommunications
“Latham & Watkins LLP is ‘one of the leading firms in banking
supervision law’ and has ‘excellent real estate finance lawyers’. …The
work of the practice is ‘exceptionally thorough and reliable’…”
Scope of Services – Riyadh Office
Our Riyadh-based team of 8 lawyers provides fully integrated legal services under local, English and US law.
Industry Expertise • Education • Energy • Financial Services • Healthcare • Government Entities • Infrastructure • Metals & Mining • Oil & Gas
• Telecommunications
• Transportation • Petrochemicals
As a result of our leading Riyadh partners’ long history working in Saudi Arabia, we understand Saudi business culture and the Saudi legal system. In association with the Law Office of Mohammed A. Al-Sheikh, our Riyadh team members have strong experience representing banks, sovereign wealth funds and other businesses located or operating in Saudi Arabia and the Gulf region. Our on-the-ground resources have grown to more than 50 lawyers located in our Riyadh, Abu Dhabi, Doha and Dubai offices.
Our Riyadh office is staffed with Arabic and English speakers who are drawn from various national backgrounds, including Saudi Arabia. Our team provides fully integrated legal services with respect to the laws and regulatory framework of the Kingdom of Saudi Arabia and are able to provide legal advice under local, English and US law.
Our Saudi team has advised on some of the most significant transactions in the Saudi market, including several landmark financings and capital markets offerings. Most recently, Latham attorneys advised on Dar Al-Arkan in the first ever high yield sukuk offering and Saudi Electricity Company in its first public Sukuk to be issued by a Saudi entity in 2010.
Our team’s practice focuses on capital markets, banking and general finance, restructuring, M&A and joint ventures, project finance and development with experience across a number of industry sectors.
Several Latham attorneys were named 2010“Leading Lawyers”by
Islamic Finance Newsin the following categories:
• Islamic Banking & Finance • Islamic Project Finance
• Islamic Securitization & Structured Finance • Islamic Energy Finance
A Gateway into Africa for International Clients
• Our lawyers in the Middle East, Paris, London, New York and Washington, D.C. collaborate closely on inbound investments and operations in the various countries of the African continent.
• Drawing on a mix of civil and common law expertise, and with the firm’s global influence, our dedicated team understands and works within both the business and political context of different jurisdictions and provides a hub for our clients.
• Our dedicated team has recognized expertise in the telecommunications, energy, natural resources and infrastructure sectors.
• In recent years, our team has advised financial investors, international industrial groups, governments, telecommunications companies, as well as banks and financial institutions on many transactions in Africa, and recently in the following countries: Algeria, Congo, Democratic Republic of Congo, Egypt, Eritrea, Gabon, Mauritius, Morocco, Namibia Nigeria, Republic of Côte d’Ivoire, South Africa, Tunisia, Uganda.
Selected Capabilities:
Regulations – International Law and Local Law:
• Extensive experience in international telecom/internet regulation
• Selection and coordination of local counsel
• Analysis and application of local and international regulations
• Permits and licenses
Corporate
• Mergers & Acquisitions • Joint-ventures
• Equity investment and consortium agreements
• Concession and privatizations
Project Finance and Infrastructure
• Project finance
• Development contracts • Construction contracts
Tax
Middle East Practice Capabilities
• Leveraged Finance
• Senior & Mezzanine Debt
• IPOs & Other Equity Offerings
• Bonds
• Rule 144A & Regulation S Private Placements
• Global Offerings & Dual Listings
• Restructuring / Insolvency Corporate & Finance
• Outbound & Regional M&A/ Private Equity
• Joint Ventures
• Equity Investments
• Consortium Agreements
• Concession & Privatizations M&A / Private Equity
• Private Equity Funds
• Venture Capital Funds
• Real Estate Funds
• Hedge Funds
• Shari’ah Compliant Vehicles
• Registration & Licensing Investment Funds
• Shari’ah compliant investment funds
• Project finance
• Shari’ah compliant asset finance
• Sukuks
• M&A transactions
• Interbank liquidity documentation for IFIs
• Islamic mezzanine and structured finance
• Tax issues relating to IF transactions
Islamic Finance
• Pre-litigation and litigation counseling on all complex matters
• Proceedings before numerous international bodies and under all major international arbitration rules
Arbitration - Litigation
• Development Agreements
• Construction Agreements
• Project Finance
Project Finance & Development
• Acquisitions & Joint Ventures
• Development
• Construction
• Finance
• Restructurings Real Estate
• Structuring & Optimization
• Cross border issues
International Tax Employment
• Employment and Immigration
• Contracts, service agreements, and policies
• Internationally mobile employees
• Downsizing and change management
• Share based incentives
Latham & Watkins’
Delivering Value to Clients
Publications & Client Alerts
Latham & Watkins attorneys regularly author Client Alerts and newsletters designed to keep our clients informed on the legal topics impacting their business. Since January 2009, we have authored more than 100 Client Alerts and publications. Clients may sign-up to receive these publications or find them easily accessible on the firm’s website: www.lw.com
Training & Seminars
The firm regularly provides continuing legal education qualified training for our clients. We frequently host timely seminars on matters that impact our clients’ business interests, free of cost. To accommodate the needs of our client base, we offer seminars in multiple cities or via videoconference and/or webcast. Recordings of these are accessible around the clock on the firm’s website.
Latham Network
Latham offers secure access to internal continuing legal education programs, seminars and materials available for all current clients through the LathamNetwork.
Pro Bono Practice:
Helping the communities we work in
In the past decade, Latham has provided more than US$500
million in legal services to the disadvantaged and to nonprofit
organizations, totaling more than 1.6 million pro bono hours.
Political Asylum Adoptions Victims of Domestic
Violence International Law
Children’s Rights Community Economic
Development Civil Rights Nonprofit Counseling and Representation
Foster Children Land Use Family Law Disability Issues
Human Rights Criminal Trials Homelessness Prevention Consumer Law
Refugee Rights Landlord / Tenant
Issues Public Benefits Death Penalty Litigation
US$100 million* Value of Services
130 Average Pro Bono Hours Per Attorney:
25 Participating Offices: 179 Participating Paralegals: 142 Participating Summer Associates 1,727 Participating Attorneys: 250,000* Hours:
2009 Pro Bono Highlights
* Includes pro bono services by attorneys, summer associate, paralegals and professional staff
Office Locations
www.lw.com
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7th Floor, Tower 1, Al-Tatweer Towers
King Fahad Highway PO Box 17411 Riyadh 11484 Saudi Arabia Tel: +966.1.207.2500 Fax: +966.1.207.2577 Paris 53, quai d'Orsay 75007 Paris, France Tel: +33.1.4062.2000 Fax: +33.1.4062.2062 Orange County
650 Town Center Drive 20th Floor Costa Mesa, CA 92626-1925 USA Tel: +1.714.540.1235 Fax: +1.714.755.8290 New York 885 Third Avenue New York, NY 10022-4834 USA Tel: +1.212.906.1200 Fax: +1.212.751.4864 New Jersey One Newark Center, 16th Floor Newark, NJ 07101-3174 USA Tel: +1.973.639.1234 Fax: +1.973.639.7298 Moscow
Ulitsa Gasheka, 6, Ducat III, Office 510 Moscow 125047 Russia Tel: +7.495.785.1234 Fax: +7.495.785.1235 Milan Corso Matteotti, 22 20121 Milano Italy Tel: +39.02.3046.2000 Fax: +39.02.3046.2001 Madrid
María de Molina 6, 4th Floor 28006 Madrid,
Spain
Tel: +34.91.791.5000 Fax: +34.902.882.228 Los Angeles
355 South Grand Avenue Los Angeles, CA 90071 USA Tel: +1.213.485.1234 Fax: +1.213.891.8763 London 99 Bishopsgate London, EC2M 3XF England Tel: +44.20.7710.1000 Fax: +44.20.7374.4460 Hong Kong
41st Floor, One Exchange Square 8 Connaught Place,
Central Hong Kong Tel: +852.2522.7886 Fax: +852.2522.7006 Hamburg Warburgstrasse 50 20354 Hamburg Germany Tel: +49.40.4140.30 Fax: +49.40.4140.3130 Frankfurt Reuterweg 20 60323 Frankfurt am Main Germany Tel: +49.69.6062.6000 Fax: +49.69.6062.6700 Dubai Dubai International Financial Centre Precinct Building 1, Level 3 P.O. Box 506698 Dubai, United Arab Emirates Tel: +971.4.704.6300 Fax: +971.4.704.6499
Doha
Alfardan Office Tower Level 17, West Bay P.O. Box 23845 Doha, Qatar Tel: +974.4406.7700 Fax: +974.4406.7799 Brussels Boulevard du Régent, 43-44 B-1000, Brussels, Belgium Tel: +32.2.788.6000 Fax: +32.2.788.6060 Beijing 2318, Tower 2 China World Trade Center 1 Jian Guo Men Wai Avenue Beijing 100004
People’s Republic of China Tel: +86.10.5965.7000 Fax: +86.10.5965.7001 Barcelona Avenida Diagonal 477, 10th Floor 08036 Barcelona, Spain Tel: +34.93.545.5000 Fax: +34.902.882.2287 Abu Dhabi Al Khazna Tower Level 18, Najda Street P.O. Box 106076 Abu Dhabi, United Arab Emirates Tel: +971.2.495.1700 Fax: +971.2.495.1799 Singapore 9 Raffles Place #42-02 Republic Plaza Singapore, 048619 Singapore Tel: +65.6536.1161 Fax: +65.6536.1171 Silicon Valley 140 Scott Drive Menlo Park, CA 94025 USA Tel: +1.650.328.4600 Fax: +1.650.463.2600 Washington, DC 555 Eleventh Street, NW Suite 1000 Washington, DC 20004-1304 USA Tel: +1.202.637.2200 Fax: +1.202.637.2201 Shanghai
49th Floor, Jin Mao Tower 88 Century Boulevard Pudong, Shanghai, 200121 People's Republic of China Tel: +86.21.6101.6000 Fax: +86.21.6101.6001 San Francisco 505 Montgomery Street, #2000 San Francisco, CA 94111-6538 USA Tel: +1.415.391.0600 Fax: +1.415.395.8095
