A. CORPORATE AND INVESTMENT

8 Acting for Wave Muscat Co SAOC, the 50% Government owned development company for the Wave Tourist and Residential Development Project;

8 Acting for a number of real estate development project consortiums including Muscat Golf Country Club Project. All of which have reached various stages of negotiations and development.

8  Acted as local counsel for the lead arrangers for Blue City Real Estate Project in Oman; Blue City is the largest tourism/residential commercial development ever undertaken in Oman; on completion it is anticipated that there will be 250,000 national and foreign residents living in the Blue City. The Firm is acting for Bear Sterns the joint lead arrangers along with Standard Chartered Bank with regard to the proposed issue of bonds and finance for Phase I of the development.

8 Advised an international company for the establishment of its branch in Oman for the execution of an oil & gas related contract concluded with the Government of Oman. The Firm has advised the client on a wide range of matters including, but not limited to, branch registrations, review of contractual issues, drafting of employment contracts for both local and expatriate manpower, negotiating and drafting of real estate lease agreements for residential and commercial.

8 Acted for Chemlink Capital in the formation and registration of a holding company in Oman, for such holding company to undertake the development and implementation of petrochemical related projects in and around the Salalah Free Zone. Chemlink established the first of its project specific companies in the Salalah Free Zone for the development, implementation and operation of a world class polymer petrochemical and film Manufacturing Plant, with an estimated project cost of US$ 900 million to be financed by debt and equity

8 Acted as local counsel to the promoters of the Sohar Aluminium Co LLC for the Aluminium Smelter Project to be implemented in Oman. The Project Company was established to undertake primary aluminium smelter with a nameplate capacity to produce approximately 330,000 tonnes per year of aluminium ingot and related infrastructure, including the aluminium smelting and casting facilities at the Port of Sohar with a captive power generation facility to be owned and operated by the Company for the supply of electricity to the Smelter. As the Project Company’s legal counsel, the Firm has been advising the company on its whole host of project and finance related documentation and the wide ranging issues which would be of concern to a new “Start-up” Project Company in the industrial sector in Oman. We continue to act for the Company in respect of its ongoing corporate, commercial and operational matters.

8 Acted for Oman Petrochemicals Co LLC in respect of its petrochemical project to be developed and implemented at the Sohar Industrial Estate.
w Advised several international clients on their joint venture companies to be established in Oman for undertaking mining activities.

8 Acted for promoters of the Musandam Container Bunkering Facility at Sohar Industrial Port;

8 Engaged by a number of local and international companies in respect of their joint venture arrangements, for the formation and registration of limited liability companies in Oman in connection with which the Firm has been advising on and drafting incorporation documents, joint venture, shareholders, management, technical services, support services agreements, technology supply agreements, etc in respect of industrial and services related activities.

8 Acted for Hutchinson Port Holdings (HPH), the management company for managing Sohar Industrial Port; Hutchison Port Holdings (HPH) has, through Oman International Container Terminal (OICT), entered into a concession agreement with the Sohar Industrial Port Company (SIPC) to invest and operate a container terminal in the Port of Sohar, Oman. We have acted as local counsel for HPH in the formation of OICT and in the negotiation of the concession agreement and sub-usufruct agreement, the Shareholders Agreement between the shareholders of OITC, Container Services Agreement between SIPC and OICT, Finance Agreements and other related documents. We continue to act for OICT in respect of its corporate, commercial and operational matters

8 Acted for Q-tel and its Co-Sponsors as project counsel for Nawras Telecommunication SAOG for the Oman Second GSM License;

8 Acted for a Bank for the grant of US $ 40 million facility for the construction of a shopping mall and the development of an office/residential complex;

8 Acted for Globex with regard to Barka Solid Waste Concession Agreement;

8 Acted for Sogex in reviewing and advising on Operation and Maintenance Agreement, and PWPA Contract for the Saudi Sohaiba Power Project and for Power Project in Algeria;

8 Acted for Caterpillar UK Ltd with regard to leasing, financing and mortgaging of heavy plant machinery supplies for use in Oman;

8 Acted for Al Kamil Power Company SAOG as retained counsel for the Al Kamil Power Project and acted for the Company on the conversion of the company into a public company and in respect of a public offering of 35% of its share capital;

8 Currently advising the successful bidder of the joint technical college (Tri-Services College) to be established for the Ministry of Defence, Sultanate of Oman.

8 Acted for the Lenders to advise on a financing transaction to be entered into by them with the Ministry of Defence for the purchase of Helicopters from their overseas suppliers, Westfield. The total value of this transaction being in the region of US$ 1 billion.

8 Acted for Banque Banorabe for the sale of its banking assets and the closure of their branch network in Oman.

8 Acted for Taageer Finance Company in relation to its IPO.

8 Acted for Al Kamil Power Co. SAOC.

8 Acted for the lenders to the AES Barka SAOG in respect of AES Barka SAOG’s public offering of 35% of its share capital.

8 Acted for and advised a number of Omani companies on the issue of Rial Omani denominated convertible and non-convertible bonds listed or to be on the Muscat Securities Market.

8 Acted as counsel to Citibank for the sale of its banking assets and closure of its branch network in Oman

8 Advised a group of investors on the establishment of a public joint stock company for it to undertake real estate development activities.

8 Advised Bank Muscat SAOG on the first Global Depository Receipts (GDR) issue from Oman to be listed in London and New York.

8 Advised the promoters and managers on the setting up of a RO. 7 million Joint Investment Account under the Muscat Securities Market Law including advice on and drafting of a joint venture agreement between the managers, custodian agreement, management agreement, international investment management agreement, and administration agreement and prospectus for the issue.

8 Acted on behalf of groups of Omani investors for the formation, floatation and establishment of two public joint stock companies for them to provide financial services in the fields of hire purchase, lease finance and factoring.

8 Advised on the formation and public floatation of two banking companies engaged in house financing and project finance.

8 Advised a public company in Oman on a US$ 25 million convertible Eurobond issue for a dual listing in Oman and Luxembourg.

8 Represented a large cement company in the negotiation of its civil contracting documents, supply, installation and operations and maintenance agreements for plant and machinery and financing documents for a credit facility of US$ 50 million as required for its expansion of plant and facilities.

8 Advised the Capital Market Authority on the proposed new Commercial Companies Law of Oman.

Top

B. BANKING AND PROJECT FINANCE

8 Acted for the promoters of Sohar Bank SAOG (under formation). Sohar Bank will have an issued share capital of RO 100 million of which 40% shall be offered for public subscription through an IPO. We have advised the promoters on all legal aspects of setting up the Bank and relating to the formation of a public joint stock banking company. We have liaised, on behalf of the promoters, with the concerned regulatory authorities in Oman. We have undertaken the preparation of all incorporation documents and the prospectus. The Firm has advised on all public offering and listing regulations as may be applicable to the Company’s IPO. Our Finance and Banking Department is currently engaged in working with the Company’s offices in the preparation of its operational manual and banking documents.

8 Acted for Bear Sterns as placement agents for Phase I of Blue City Tourist and Residential Development (see under Corporate and Investment);

8 Advised Bank of Beirut on all matters in connection with establishment and opening of a new branch in Muscat.

8 Advised a number of local banks and financial institutions in developing Islamic financing products and in obtaining permission of the Central Bank of Oman for introducing such products in the Oman financial market.

8 Advised a number of banks and other clients on the ISDA Master Agreement and transactions entered into pursuant thereto.

8 Advised Bank Muscat on US$ 100 million loan from IFC to increase its Tier 2 capital.

8 Advised Bank Muscat on US$ 120 million syndicated refinancing of Dalma Energy & Co LLC.

8 Advised Bank Muscat on its standard form “Baituna” housing loan documentation, successfully launched this spring.

8 Acted for the arrangers for Bank Muscat SAOG for first GDR issue.

8 Acted for leading Bank in Oman RO 20 million financing of a Hotel owning and management company;

8 Acted for two banks in respect of a joint facilities agreement for the grant of RO 17.5 million facility;

8 Acted for the development company and project lenders for Sohar Power Project;

8 Acted for the lenders (security interest) to United Power Co SAOG for Phases I and II of their power project;
 
8 Acted for the lenders to AES Barka SAOG with regard to its power and desalination project;

8 Acted for Bank Muscat SAOG on behalf of New York Bank for listing of Global Depository Receipts;

8 Acted as local counsel for the lenders of the Oman Aromatics Project comprising of design, construction, commissioning, ownership, operation and maintenance of the aromatics plant. We have reviewed and advised on the project finance documents and assisted the lenders international counsel in drafting the security documents such as the commercial charge over the assets of the Project Company, legal mortgage over land, the Sub Usufruct Agreement and Sale and Purchase Agreement. We have undertaken registration of charges and mortgages with the concerned authorities in Oman. We opined on the effect of the project documents and the company’s execution of such documents under Omani law;

8 Retained by National Bank of Oman SAOG

8 Retained by Bank Muscat SAOG

8 Retained by Bank Dhofar SAOG

8 Retained by Habib Bank Limited

8 Retained by National Bank of Abu Dhabi

8 Acted for National Bank of Oman SAOG with regard to private placement of shares with a Qatari investor

8  Acted for Bank Muscat SAOG in US$ 12 million loan to Svitzer

8  Acted for Bank Dhofar SAOG and National Bank of Abu Dhabi in syndicated loan for the development and construction of Oman Southern Expressway.

8 Acted for National Bank of Abu Dhabi in RO 40 million for the expansion of a shopping mall and the development and construction of an office complex;

8 Acted as local counsel to the lenders for the financing of the Sohar Power Project with an estimated project cost of US$ 492 million

8 Advised as local counsel, a syndicate of Banks on the financing of acquisition of two Commercial Aircrafts in the sum of US$ 63.7 million.

8 Acted as legal counsel for a number of leading banks in Oman advising them on all legal aspects of banking business in Oman including, but not limited to, the drafting of lending and security documentation and the registration of priority security interests with the concerned government agencies;

8 Advised a number of international banks on their lending transactions entered into with Omani borrowers;

8 Advised a local bank on the provision of a bank guarantee for a facility of US$ 25 million to be advanced to a cement company in Salalah, Sultanate of Oman for the expansion of its existing production facility by Exim Bank of the USA.

8 Advised and drafted a term loan agreement for the advance of US$ 40 million and all security documents on behalf of a syndicate of local banks for the financing of the construction of a housing complex by the Borrower for the provision of accommodation facilities for the Oman LNG LLC.

Top

C. OIL AND GAS

8 Retained by Petroleum Development Oman LLC;

8 Acted for Petroleum Development Oman LLC with regard to the sale of Block 6 to Occidental Inc;

8 Retained by Oman LNG;

8 Acting for Oman Oil Co LLC with regard to various projects;

8 Acted as local counsel with international legal advisors for their clients, Meridian Capital CIS Fund for the conduct of a legal due diligence with reference to specific issues arising from an Omani Law perspective. Advising on the transaction documents proposed to be entered into between the purchasers and sellers

8 Acted as local counsel to the Government of the Sultanate of Oman in relation to the establishment and financing of the Sohar Oil Refinery Project to be located in Sohar with an estimated project cost of US$ 1169 million

8 Acted for the Government of the Sultanate of Oman in relation to the establishment and financing of a Polypropylene Plant to be located in Sohar.

8 Advised and drafted a loan agreement and all security documents on behalf of a local bank for the financing of a credit facility to an Indian company for acquisition of an oil Rig in the Middle East.

8 Advised a number of oil and gas pipeline related companies on their various commercial contracts, taxation, concessions and labour related matters in the Sultanate of Oman.

8 Advised a semi-government investment and industrial promotion company on Concession and License Agreements to be entered into between the Oman Ministry of Petroleum and a local based company with a foreign joint venture partner.

8 Advised a number of international oil and local leading drilling companies on their various oil related contracts, orders and concessions granted by the Government of Oman.

Top

D. POWER AND INFRASTRUCTURE

8 Engaged by Suez Energy, the successful bidder of privatisation of Al-Rusail Power Company and setting up of Barka Phase II, as their local legal counsel in Oman

8 Engaged by the lenders of Sur Desalination Project, as their local counsel in Oman.

8 Advised Lenders and Developers of Power and Water Project in respect of the Electricity and Water Sector Law and the Regulatory Regime introduced by the Government of Oman

8 Advised a number of International Developers on their possible bids for the Sohar Independent Water and Power Project.

8 Acted as local legal counsel to Al Kamil Power Co SAOC, in relation to the construction, equipping, commissioning and operation of a natural gas fired combustion turbine power plant. Advised the project company as local counsel on the financing of the Project.

8 Acted on behalf of international lenders, as local legal counsel, for the Barka Power and Desalination Project with an estimated project cost of US$ 415 million.

8 Acted on behalf of international and local lenders as local legal counsel for the Al Manah Phase 1 and Phase 2 Projects;

8 Advised a number of international power generating companies on a non-exclusive basis on the bids for power projects in Oman (privatisation of Al-Rusail Power Company and setting up of Barka Phase II).

Top

E. PRIVATISATION

8 Acting for the Government for Oman Solid Waste privatisation and participating in the drafting of the Sector Law for solid waste privatisation.

8 Acted for Oman Telecommunication Company SAOC (Omantel) for Phase II of Omantel privatisation.

8 Acted for international consultants, engaged by the Government of Sultanate of Oman, on the Privatisation of the Oman Postal Services.

8 Acted as local legal counsel with international legal advisors to the Government of Sultanate of Oman on the privatisation of;
     i.  telecommunications sector in the Sultanate of Oman;
     ii. Seeb and Salalah Airports;

8 Acted for Oman Airport Management Services Co, managing Seeb and Salalah Airports;

8 Has participated in the drafting of the Telecommunication Law of Oman and the Regulations applicable to the Oman Telecommunications Regulatory Authority.

8 Acted as local legal counsel for many international legal firms in pre-bid advices for various privatisations.

Top

F. MERGERS AND ACQUISITIONS

8 Acting for the merger of Oman Refinery Co LLC and Sohar Refinery Co LLC.

8 Advised a GCC International Bank in connection with its acquisition of 49% equity interest in a local Omani bank.

8 Advised Muna Noor Incorporated LLC being the Sellers in connection with divesting their shareholding in the target company to investors from Saudi Arabia.

8 Acted for Topaz Marine and Energy Co SAOG in the Sultanate of Oman in respect of its merger with Renaissance Services SAOG.

8 Advised Oman Investment Corporation SAOC on the acquisition of V2 Trenching LLC.

8 Advised Oman Investment Corporation SAOC in connection with acquisition of a controlling interest in. Integrated Petroleum Services Co. LLC

8 Advised a UAE based company, as lead legal counsel on the establishment of a corporate vehicle in Oman for the acquisition of an Indian Company’s drilling operations with assets in India, Oman, Qatar and Saudi Arabia. The total value of the transaction being in excess of US$ 60 million, which has been funded by a syndicate of banks in Oman and other GCC countries. . The total value of the transaction being US$ 60 million, which has been funded by a syndicate of banks in Oman and other GCC countries. Recently acted for release of security interest.

8 Advised a large multinational manufacturing company on the acquisition of 35% of a Omani company’s shareholding through a private placement. Retained for the purposes of drafting and negotiating the share subscription and purchase agreement, shareholders agreement and the transfer of technology and technical know-how agreements.

8 Acted for Precision Drilling Corporation, Canada, in the proposed acquisition of three drilling rigs and related equipments

8 Retained as local counsel with international legal advisors by Meridian Capital CIS Fund for the conduct of a legal due diligence and advised on the sale and purchase of oil drilling companies in the Sultanate of Oman. Advising on the transaction documents proposed to be entered into between the purchases and sellers.

8 Acted as local legal counsel together with Clifford Chance LLP, for Japex Oman Ltd and Japex Aswad Ltd (Sellers) for the sale of Block 5 to Mezoon Petrogas SAOC.

8 Acted for a number of companies incorporated in Oman, in respect of the sale of their business and or the sale of a majority shareholding stake in such companies.

Top

G. FUND RELATED

8 Acted as counsel for establishment and flotation of Majan Special Opportunities Portfolio Investment Units (the “Majan JIA”) in Oman with the objective of achieving long term capital appreciation from investments in equity and debt securities and corporate and non-corporate investments in Oman and certain other countries with strong trading links with Oman in the Middle East and Indian sub-continent as well as debt instruments issued by Omani, UK and US government entities.

8 Advised one of the largest brokerage companies in Oman on the establishment of a GCC fund in Oman with a maximum value of RO. 20,000,000;

8 Acted on behalf of Bank Muscat SAOG in relation to the Muscat Index Fund with value of 3,000,000 investment units of RO. 1 each;

8 Advised Bank Muscat in relation to their invest of US$20,000,000 on a Goldman Sachs Fund;

8 Advised National Bank of Oman SAOG in relation to Omantel’s Proposed Provident Fund;

8 Acted on behalf of National Bank of Oman SAOG in relation to the Capital Guaranteed Fund with a minimum 1,000,000 investment units of RO. 1 each;

8 Acted on behalf of National Bank of Oman SAOG in relation to a UK Property Fund with a maximum value of £ 30,000,000;

8 Advised as local legal counsel in relation to a Fund to be established by the Abu Dhabi Islamic Bank;

8 Advised as local legal counsel in relation to a Pension Fund for a Governmental Body;

8 Advised as local legal counsel in relation to Credit Agricole Groups various Funds to be offered for subscription in Oman;

8 Advised as local legal counsel in relation to a United States Power Fund with a value of US$500,000,000;

8 Advised as local legal counsel in relation to Merril Lynch “European Fund of Hedge Funds;

Top

H. LEISURE INDUSTRY

8 Currently acting as legal counsel for the developers of Yanket Tourism Project.

8 Currently advising a UAE consortium on the acquisition of a substantial shareholding in a 5 star hotel owing public joint stock company in Oman.

8 Acting as Legal Counsel to Al Bustan Palace Hotel in relation to the development of internal restaurants/SPA facilities, labour related issues and advising on various other forms of agreements to which the Hotel intends to become a party to.

8 Advised Radisson Hotel Oman on their Management Agreement, Licensing Agreement and other related documents.

8 Advised the Management Company of the Chedi Hotel on their management related disputes.

8 Advised and drafted Hotel Room Rate Agreement for the Department of Tourism at Ministry of Commerce and Industry.

8 Acted on behalf of the Developers to the Al Kamil Housing Complex.

8 Acted on behalf of the Lenders for the Qalhat Housing Complex.

8 Advised an Omani bank on the restructuring of credit facilities in the sum of US$ 70 million granted to a Omani based group of companies engaged in real estate development and ownership the development and operation of Hotels.

8 Advised and drafted a term loan agreement and all security documents on behalf of a syndicate of local banks for the financing of a five star hotel in Oman.

Top

I. FREE ZONE

8 Has participated in the drafting of the Free Zone Law of Oman.

8 Acted as legal counsel to an American company on their participation in the development of a Free Trade Zone in Salalah. In particular, advising them on the law and procedures relating to the issuance of legislation/decrees for Free Zone in the Sultanate of Oman, grant of Government concessions, establishment and registration of the Project Company and its floatation on the Muscat Securities Market. Assisting them in the drafting and negotiation of the applicable legislation agreements, company formation documents, shareholders agreements, management and technical services agreements between the consortium members and the Project Company.

Top

J. OTHERS

8 Advising Oman Cement Company on its turnkey projects for the expansion of its existing manufacturing capacity and production.

8 Advised a consortium of investors including the Government of the Sultanate of Oman for the construction and operation of gas extraction and petrochemical facilities in Oman

8 Advised German investor on the development and establishment of a Methanol Plant in Oman with an estimated project cost of RO. 70 million.

8 Advised a consortium of investors on the setting up of a plant for production of urea formaldehyde.

8 Assisted the World Bank in the Oman related surveys in various sectors in Oman such as Insolvency, Labour, Creditor Rights and Secured Transaction.

8 Acted for the Royal Oman Police on the acquisition of 6 Aircrafts and Helicopters at a total purchase price of US$ 82 million.

8 Acted as legal counsel to Royal Oman Police for the purchase of twenty (20) Halmatic Cougar Enforcer 33 Patrol Boats along with the spare parts with a contract price of GBP 4.3 million.

8 Acted as legal counsel to Royal Oman Police for the supply and installation of computer software and the hardware for the establishment of a civil status system for the issuance of national smart card identifications and the building and maintenance of a national registration system in the Sultanate of Oman with a project cost of US$ 13.7 million.

8 Advised, and drafted sale and purchase agreements for a local company’s purchase of an Aircraft from Oman Aviation.

Top

K. LITIGATION AND ARBITRATION

8 Currently retained by Mars Limited and acting with regard to passing off, copying, etc

8 The Firm has more recently successfully acted for Fromogeries Bel S.A in arbitration proceedings filed by their local distributor who claimed RO 3.3 million as compensation for termination of its distributorship agreement. The Arbitration Panel dismissed the local distributor’s claim in its entirety and awarded RO 1.7 million to Fromogeries Bel S.A. towards recovery of unpaid invoices due from the local distributor, in addition to award of costs of the arbitrait6on and counsel’s fees. This was recognized to be a very successful outcome; the arbitration commenced on November 15, 2005 and was concluded on June 22 2006.

8 We have been acting on behalf of a number of Omani companies in connection with their disputes with their disputes against the Government organisations before the Administrative Courts in Oman. Also we have been acting on behalf of Government organisation

8 The Firm is representing a overseas company before the Omani Courts in connection with the dispute brought against it by the local transport company

8 Represented a number of foreign and local companies in disputes submitted for arbitration in Oman.

8 Representing local and overseas companies before the Omani Courts in labour related disputes

8 Represented many local and overseas companies before the commercial courts of Oman in connection with their disputes relating to contractual matters

8 Represented a number of major local and overseas banks before the courts in Oman in their loan recovery cases.

8 Represented a number of companies, both local and foreign, in connection with their agency related disputes.

8 Successfully represented a large Omani insurance company in connection with a reinsurance dispute before the Courts in France.

8 Representing one of the large auditing firms in Oman in connection with various cases filed against them for professional negligence.

8 Defended a number of local and overseas clients in cases filed against them before the courts in Oman.

8 Acted as an Expert Witness in an Oman Commercial Companies Law related dispute filed before the Courts in Switzerland.

8 Acted as an Expert Witness in a Oman Banking Law related dispute filed before the Courts in England.

8 Acted as an Expert Witness in respect of a contractual dispute arising in relation to the Foreign Business Investment Laws of Oman.

8 Acted as an Expert Witness in respect of disputes arising under Power Purchase and Concession Agreements entered into by the Government of Oman and the Developers.

Top