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Fields
of Specialization
Banking and Finance
Company and Commercial
Construction, Development, Commercial Property and
Conveyancing
Commercial Distribution/ Franchise Agreements
Information Technology and Software Contracts
NBFCs, Mutual Funds and REITs
Power Projects
Insurance/ Reinsurance and Takaful
Shipping and Admiralty Law
Intellectual Property
Labour/ Employment
Defamation and Libel Cases
Clinical Negligence and Medical Ethics Law
Pharmaceutical/ Drug Laws
Cross Border Litigation and Dispute Resolution
Cross Border Joint Ventures
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 A) Banking and
Finance
Corporate
Finance:
(a) Review and
drafting of documents and advising various banks on all aspects of corporate
finance, including banks such as Faysal Bank Limited, Deutsche Bank A.G.,
JS Bank Ltd., National Bank of Pakistan, Summit Bank Ltd., Habib Bank
Ltd., Bank AL Habib Ltd., Standard Chartered Bank (Pakistan) Ltd., Summit
Bank Ltd. and American Express Bank.
Consumer
Finance:
(b) Review and
drafting of documents and advising various banks on all aspects of
corporate finance, including banks such as Faysal Bank Limited, Deutsche
Bank A.G., JS Bank Ltd., National Bank of Pakistan, Summit Bank Ltd.,
Habib Bank Ltd., Bank AL Habib Ltd., Standard Chartered Bank (Pakistan)
Ltd. and NIB Bank Limited.
(b) Advising on documentation for wealth
management services for Summit Bank Ltd., JS Bank Ltd and NIB Bank
Limited.
SME:
(a) Review and drafting in respect of
standard documentation for SME finance documentation for Summit Bank
Ltd., Faysal Bank Limited, Habib Bank Ltd., First Women Bank Ltd., Bank
AL Habib Ltd., Deutsche Bank AG and Standard Chartered Bank (Pakistan)
Ltd. and supporting advice in respect thereof.
E-commerce
banking:
(a) Preparing
documentation and advising Bank AL Habib Ltd. on the launch of the Bank’s
credit card operations.
(b) Advising various banks on the
introduction of electronic payment systems, electronic banking platforms as
well as other e-banking
services and related documentation and procedures, including banks such
as, ABN AMRO Bank NV (currently Faysal Bank Limited), Deutsche Bank A.G.,
Bank of Tokyo – Mitsubishi UFJ Ltd. and Bank AL Habib Ltd.
Structured
Finance:
(a) Structuring
Swap Deposit Financing in various projects, including for Sui Southern
Gas Company, Sui Northern Gas Pipelines Ltd. and Engro Chemical Ltd.
(b) Structuring
the acquisition of finance through the sale and repurchase of promissory
notes for Ciba-Geigy (Pakistan) Ltd.
(c) Advising on
finances to be extended by ABN AMRO Bank N.V. to Institute of Business
Management for capital expenditure, secured inter alia, against a guarantee agreement by International
Finance Corporation with ABN. Review of various documents, including
guarantee facility agreement, debt payment account agreement and
inter-creditor agreement.
(d) Structuring and advice, including review
and drafting of documentation pertaining to the original syndicated SBLC
facility, along with several other banks extended to HUBCO, as well as
advice and drafting in respect of the same facility on an annual basis.
Project
Finance:
(a) Advising on
the project financing for the setting up of Siddiqsons Tin Plate Ltd., with
Faysal Bank Ltd. as agent/ lead bank/ arranger, through a combination of
murabaha and mark-up based financing from a consortium of banks,
including Al-Faysal Investment Bank Ltd., Soneri Bank Ltd., Habib Bank
Ltd., Pakistan Kuwait Investment Company (Pvt.) Ltd. and National Bank of
Pakistan.
(b) Structuring and preparing documentation
for finances extended to Karachi International Container Terminal Ltd.
(member of Hutchison Port Holdings group) by ABN AMRO Bank N.V.
(currently Faysal Bank Limited) to refinance its existing debt and for
its business expansion programme.
Commodity
Finance:
We have advised on several
transactions pertaining to commodity finance, including finance backed
and secured by the Government of Pakistan. This has included:
(i) Advising Chase Manhattan Bank in respect
of a US$ 50 million facility extended to the Ministry of Food and
Agriculture.
(ii) Structuring and preparing documentation
for commodity financing to Trading Corporation of Pakistan by a syndicate
of banks comprising of Habib Bank Ltd., Muslim Commercial Bank Ltd.,
National Bank of Pakistan, Allied Bank Ltd. and United Bank Ltd.
(iii) Structuring and preparing documentation
for commodity financing extended by a syndicate of banks to the
Government of North West Frontier Province (now known as Khyber
Pakhtunkhwa) and Bestway Cement Ltd.
Syndicated
Finance documentation:
(a) As a mainstay of our structured and
project finance work, we advise on a variety of syndicated finance documentation.
In the past these have included:
(i) Advising, structuring and preparing
documentation for Habib Bank Ltd. and United Bank Ltd. in respect of a
syndicated finance facility, secured against existing properties, to
finance the construction project of the Islamabad Serena Hotel for
Tourism Promotion Services (Pakistan) Ltd., and changes in the financing
and security structure from time to time.
(ii) Structuring facility and preparing
finance, security and allied documentation for a syndicated term finance
facility of Rs. 400 million to be extended to Security Leasing
Corporation Ltd. to finance further investment in leasing and other
businesses.
(iii) Preparing documentation for a syndicated
term finance facility of Rs. 3 billion to be extended to Karachi Electric
Supply Corporation Ltd., as secured against a GOP guarantee. The purpose
of the facility was to provide financing for the system improvement of
KESC’s network and reduction in transmission and distribution projects.
(iv) Structuring facility and preparing
finance, security and allied documentation to finance debt re-profiling,
through a syndicated term finance facility of Rs. 350 million to Chenab
Ltd. Facility arranged by Allied Bank Ltd. (as agent) and extended with
other consortium members, namely, Atlas Bank Ltd.(currently Summit Bank
Limited), Saudi Pak Industrial and Agricultural Investment Company
Private Ltd., Pak Libya Holding Company Ltd., Orix Investment Bank Ltd.
and First Credit and Investment Bank Ltd.
(v) Structuring facility and preparing
finance, security and allied documentation to finance on-going capital
expenditure requirements for the conversion from wet process plant of 650
tpd clinker capacity of Grey Cement to 500 tpd clinker capacity dry
process plant of White Cement through a syndicated term finance facility
of Rs. 950 million to Maple Leaf Cement Factory Ltd.
(k) Advising Summit Bank Limited in regard
to the debt to asset swap by Summit Bank Limited in the restructuring of
the debt of Azgard Nine Limited amounting to approximately PKR 9.5
Billion owed to various banks and financial institutions and reviewing
documentation.
Islamic
Finance:
(a) Advising Faysal Bank Ltd. in respect of
structuring and preparation of documents for Morabaha finance facilities
extended by Faysal Islamic Bank of Bahrain EC., and other co-modarebs to:
1. Water and Power Development Authority;
2. Ministry of Petroleum and Natural
Resources;
3. Cotton Export Corporation of Pakistan;
and
4. Rice Export Corporation of Pakistan.
(a) Structuring
and preparing the documentation for the acquisition of the assets,
properties and business of Abbas Dyeing by Rajby Textiles and the
financing of the acquisition through a Shariah compliant mode of financing
extended by Bank AL Habib Ltd., namely purchasing a time bill of exchange
to be drawn by Abbas Dyeing upon Rajby Textiles.
(c) Advising clients on structuring Islamic
Banking documents for use in Pakistan, such as morabaha, musharika,
istisna, diminishing musharaka for assets and immovable property, Islamic
letters of credit, and ijara documents, including for clients such as ABN
AMRO Bank N.V., Standard Chartered Bank (Pakistan) Limited, Standard
Chartered Modaraba and Bank AL Habib Ltd and developing, structuring and
drafting documentation in respect of the same.
Microfinance:
(a) Review, advice and drafting of
documents for institutions like
Khushali Bank Ltd, and the National Bank of Pakistan, along with
the Government of Pakistan for the Rozegar Scheme
(b) Advising Deutsche Bank A.G, New
York, on a finance facility to Asasah, a microfinance company.
(c) Advising on and drafting term loan
documentation for JS Bank Limited for microfinance institutions secured
by guarantees of the State Bank of Pakistan.
Legal Audit of Bank
Documentation:
Legal audit
of the credit, security and property documents of various banks,
including Bank of America N.A., Standard Chartered Bank (Pakistan)
Limited and most recently, Habib Bank Limited. We have also conducted a
legal audit of Islamic banking documents for Bank AL Habib Limited.
Derivatives:
Advice to
various local and foreign banks on derivative transactions in Pakistan,
including FX options, repo transactions and other ISDA documentation in
view of the current regulatory framework (including the Financial
Derivatives Business Regulations issued by the State Bank of Pakistan)
and advice on re characterization risk, insolvency, netting provisions,
conflict of laws and arbitration.
Regulatory Advice:
Advice on the
Foreign Exchange Manual, Prudential Regulations for various forms of
businesses to be undertaken by banks/ financial institutions and other
directives, circulars and notifications issued by the State Bank of
Pakistan from time to time. LMA has rendered extensive advice in respect
of and structured cross border transactions.
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B) Company and
Commercial Law
1. Advice
on Corporate and Secretarial Documents and Practice:
Routine
opinions, advice and drafting of documents such as shareholders
agreements, subscription agreements, underwriting agreements and
corporate secretarial documents and advice on corporate secretarial
practice.
2. Mergers and Acquisitions:
(a)
Advising and acting for two
leading confectionary manufacturing and marketing companies for the
merger and transfer of assets of liabilities of one company into the
other. Areas of responsibilities include general advice to the clients,
drafting and filing the scheme of arrangement at the High Court of Sindh,
appearing at the High Court of Sindh on behalf of the clients, liaising
with the financial advisors, advising the client on corporate formalities
to give effect to the merger and filing and obtaining regulatory
approval, including competition clearance.
(b)
Advising on the acquisition of
shares by a U.A.E. based banking group of another U.A.E. based bank and
its ultimate shareholding in a scheduled bank of Pakistan including the
permissions/ approvals to be obtained from regulatory authorities such as
the State Bank of Pakistan, the Securities and Exchange Commission of
Pakistan and the Competition Commission of Pakistan upon instructions of
a foreign law firm.
(c)
Conducting due diligence for a
consortium of foreign investors keen in acquiring Khushhali Bank Limited
(a large microfinance institution). Activities performed included
conducting due diligence of the data available and subsequently drafting
a shareholders agreement, as well as review of bidding documents and
share purchase agreement. Also rendered our advice on ancillary issues
including regulatory permissions from the State Bank of Pakistan and
Competition Commission of Pakistan.
(d) Advising Schneider Electric on the
procedure for effecting the prospective sale of shares of AREVA T&D
Pakistan (Private) Limited, a local subsidiary of AREVA T&D, the
French energy concern, along with the methodology regulating the change
of name of the entity.
(e) Preparing documents and obtaining
approval for the merger/ acquisitions of several companies from the High
Court, notably forming Allied Bank Ltd., Feroze Textile Industries
(Private) Ltd., Gul Ahmed Textile Mills Ltd., Indus Dyeing and
Manufacturing Company Ltd., JS Bank Ltd. and Siddiqsons Denim Mills Ltd.
(as well as structuring and seeking approval for its subsequent
de-merger).
(f) Merger of Dubai Bank Ltd. with
Union Bank of the Middle East Ltd./ Emirates Bank International Ltd, and
Chase Manhattan Bank, N.A. (Pakistani Branches) with Muslim Commercial
Bank.
(g) Merger - transfer of Pakistan
business of European Asian Bank with Deutsche Bank AG.
(h) Advising Societe Generale Bank in
the merger of its Pakistan business with Meezan Bank Ltd and the Bank of
America in the merger of its Pakistan business with Union Bank Ltd.
(k) Management-equity takeover of
National Motors Ltd., by General Habibullah / Prudential Group.
(l) Structuring the equity and
management takeover of Diners Club Pakistan Ltd. by Muslim Commercial
Bank Ltd.
(m) Structuring and preparing the
documentation of scheme for merger of: UK banking business of National
Bank of Pakistan and United Bank Ltd. with Pakistan International Bank
(UK) Ltd. (United National Bank); UK banking business of Habib Bank Ltd.
and Allied Bank of Pakistan Ltd. with Habib Allied Bank (UK).
(n) Structuring the transactional
documents relating to the merger and amalgamation of the Pakistan based
business of American Express Bank Ltd. with JS Investment Bank Ltd., (now
JS Bank Ltd.), under the Banking Companies Ordinance 1962.
(o) Advising on the acquisition of a
hydel power project in Pakistan, which includes the preparation of an
extensive and detailed due diligence report.
3. Competition/ Antitrust:
(a) Advising various clients on the
provisions of the Competition Ordinance 2007 and Competition (Merger
Control) Regulations, 2007.
(b) Structuring responses to the
Competition Commission of Pakistan (CCP) on behalf of certain banking clients
as well as successfully representing them at a hearing on the issue of
Prohibited Agreements/ cartels before the CCP.
(c) Advising
organizations on the issue of monopolies, Prohibited Agreements and the
qualifying criteria for pre-merger applications to the CCP as well as
liaising with the CCP on the same issues.
4. Financial Structuring,
Flotation of Capital and Secondary Market Securities:
(a) Historically, LMA has been a
market innovator in assisting with the launch of structured products which
have been market firsts. Amongst our achievements we have to our credit
the structuring of the First Public Offering in Pakistan of Term Finance
Certificates (TFCs) by Packages Ltd., and its listing on the Stock
Exchange as the first financial commercial instruments in the secondary
market, under instructions of Bank of America as consultant to Packages
Ltd. This involved various stages including inter alia the preparation of documentation such as the Trust
Deed, Security Documents, the TFC Instrument, the Prospectus, the
Information Memorandum, application and transfer deeds. Today, TFCs as
debentures have become and preferred debt instrument for companies to
raise finance. We have also worked on structuring privately placed TFCs
for Artal Restaurants International (Pvt.) Ltd., and more recently for a
large privately placed TFC for the acquisition of Pak Arab Fertilizers by
a consortium of bidders.
(b) Another market first has been the
structuring of the National Bank of Pakistan issue of Commercial Paper by
Bank of America in the U.S. in the sum of U.S. Dollars 200 Million.
(c) We have also been involved in the
structuring of other major public offerings, with financial and other
related documents for the placement and public offering of shares of
Ibrahim Fibers Ltd., Nishat Tek Ltd., and Gatron Industries Ltd., as well
as the underwriting of the proposed public issue in Pakistan relating to
the acquisition of Occidental of Pakistan Inc. by Hashwani Group of
Companies and financial documents as between Muslim Commercial Bank Ltd.
and the Hashwani Group. This included preparation of the Guarantee,
Indemnities, the Underwriting Agreement, Guarantee Facility Agreement,
Security Documents and other related documents. In relation to the
private placement of shares, we have advised Muslim Commercial Bank Ltd.,
(as lead manager) and W.I. Carr (Far East) Ltd., International Securities
Ltd., and BMA Capital Management Ltd., with regard to the private
placement of shares of Ibrahim Fibres Ltd., to overseas investors.
(d) Also to our credit, we have worked
on the disinvestment and underwriting of shares of Sui Northern Gas
Pipelines Ltd., by Muslim Commercial Bank Ltd., as well as the
structuring of financial, consultancy and management documents relating
to Hub River Power Company, including structuring of financial
instruments as advisers to Muslim Commercial Bank Ltd., and Faysal
Islamic Bank of Bahrain (as underwriters).
5. Privatisation:
(a) Privatization of Muslim Commercial
Bank Ltd., and management-equity take over
by the National Group.
(b) Privatization and corporatisation
of National Development Finance Corporation (NDFC) upto the pre-bid stage
in conjunction with Bank of America (Financial Advisors to Privatisation
Commission (PC)
(c) Legal advice, consultations,
review, drafting, structuring and finalization of transaction documents
pertaining to the privatization of Pak Arab Fertilizers (Pvt.) Ltd.,
through the acquisition of shares from the PC. The deal was led and
arranged by United Bank Ltd.,/ Allied Bank Ltd., and financing of upto
Rs. 9 billion was arranged from a consortium of 18 banks, through
privately placed term finance certificates. A Special Purpose Vehicle
(SPV) was utilized for the transaction, through which a consortium of
companies, from two major groups, namely the Arif Habib Group and the
Fatima Group of Companies made the subject acquisition. Various other
exercises were also undertaken during the course of the transaction,
including restructuring of the SPV, due diligence exercise in respect of
the target company, developing a complex cross- corporate security
structure and rights issue in respect of the shareholding of the SPV. The
target company was ultimately merged with the SPV.
(d) Conducting the due diligence and
advising on the privatization of Pak American Fertilizers (Pvt.) Ltd.
through the acquisition of shares from the PC, upto the pre-bid stage.
6. Corporate Joint Ventures,
Incorporation of Companies and Management Consultancy Set Up:
Joint Venture
agreements
(a) Structuring and advising on
various joint venture agreements between companies in Jordan, Saudi
Arabia and Pakistan in relation to work in Saudi Arabia, Jordan and
U.A.E. by National Construction Company Pakistan Ltd.
.
(b) Advising on a large joint venture construction
project in Islamabad, which includes review and drafting in respect of a
joint venture agreement between private parties and local government
authorities and the creation of a SPV for the purposes of the
construction and development of the project. Memorandum and Articles of
Association and subordinated debt documents have also been reviewed and
advised upon in relation to the SPV.
(c) Advising on and negotiating the
terms of a joint venture agreement between a Dubai based developer and a
local authority in respect of a large scale construction project in
Karachi. Responsibilities include review and drafting in respect of the
joint venture agreement and Memorandum and Articles of Association of the
proposed joint venture company, as well as complex advice on the share
capital structure.
(d) Review and advice on a joint
venture agreement and bidding documents for an Islamabad based project at
the pre-bid stage, for a joint venture between local and international
partners.
Incorporation
of a new company
(a) Preparing documentation for the
incorporation of a US based real estate company and advice on statutory
compliances, coupled with advice on the transfer/ acquisition of shares
to its offshore entity and local joint venture partners. Review and
drafting of all necessary documents, including shareholders agreements
and board resolutions has also been carried out. In addition, we have
advised the client on the absorption of the business of its local joint
venture partner. Advice has also been rendered on the remittance of
equity into Pakistan in accordance with foreign exchange laws and
regulations
(b) Recently incorporated companies,
notably
(i)
Trans Polymer Ltd.;
(ii)
American Express Travel Related
Services (Pakistan) Private Ltd.;
(iii)
Najmi
Bilgrami Collaborative (Private) Ltd.;
(iv)
NYK Line Pakistan (Private) Ltd.;
(v)
Mashreq Asset
Management Pakistan Ltd.;
(vi)
Cushman & Wakefield Pakistan
(Private) Ltd.;
(vii)
EverPak
Shipping (Private) Ltd.;
(viii)
GreenPak
Shipping (Private) Ltd.; and
(ix)
StarPak
Shipping (Private) Ltd.
7. Regulatory Advice and
Representation
Advice on
compliance from time to time for companies/ notified entities with the
Securities and Exchange Commission of Pakistan (SECP) under the Companies
Ordinance 1984, the Companies (General Provisions and Forms) Rules 1985,
the Non Banking Finance Companies (Establishment and Regulation) Rules
2003 and the Insurance Ordinance 2000 (as amended from time to time).
We also represent our clients on informational and/or contentious
matters heard before the SECP.
8. Procurement
(a) Reviewed the tendering process for
the project for hiring consultants by the National Bank of Pakistan
which involved careful interpretation and observance of the Public
Procurement Rules, 2004 and the Procurement of Consultancy Services Regulations,
2010.
(b) We have advised Deutsche Bank AG
on their global template documentation for tendering and procurement,
including the Request for Proposal and general and special terms and
conditions, guarantee forms, as well as form of contract document for use
by the bank for tendering of construction and security services.
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C) Construction,
Development, Commercial Property and Conveyancing
(a) Drafting cross-border joint
venture agreements, building/ construction contracts as well as
negotiating terms of appointments on behalf of national construction
companies, notably in relation to the Peace Hawk V project in Saudi
Arabia as well as development/ building projects in Kuwait, Iraq, Dubai,
Abu Dhabi and Libya.
(b) Preparing finance, security and
ancillary documents to be used by a local finance institution and its
customers for the purchase of apartment units in an upcoming project in
Karachi, which is being constructed by a Dubai based developer. In addition,
we have reviewed and advised our client, from time to time, on its side
agreements, documentation and understandings with the said developer in
light of our knowledge of the construction industry.
(c) Advising a large local industrial
group in negotiations with a French group on a long term lease of land
and on the construction and development of the subject project. Reviewing
and suggesting amendments to the MOU as well as playing an active role in
negotiations.
(d) Advising on a large joint venture construction
project in Islamabad, which includes review and drafting in respect of a
joint venture agreement between private parties and local government
authorities and the creation of a SPV for the purposes of the
construction and development of the project. Reviewing and advising on
the Contract for Works, Memorandum and Articles of Association as well as
the subordinated debt documents in relation to the SPV.
(e) Review and preparation of
documents pertaining to the development of a prestigious project in
Karachi, which includes review of local partners’ documents as well as
the considerations of foreign sponsors/ brand name holders. Structuring
of lease and sale transactions for the proposed service apartment units,
as well as maintenance contracts has also been undertaken. The proposed
transaction is now being considered in view of a possible REIT structure.
(f) Review of title deeds of
immovable properties and advising banks on financing against immovable
property and preparation of sale deeds, assignments deeds and mortgage
documents.
(g) Rendering advice on Government
Request for Proposals (RFPs). Notably negotiating and drafting a joint
venture agreement between a leading local firm of architects, a leading
UK based firm of architects/ consultants as well as Kuwait based
investors in their collective bid for a construction project concerning
the development of a large piece of land owned by the Government of
Pakistan.
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(a) Advising JS Bank
Ltd. on acquisition of a core banking application from Temenos, including
all negotiations and review, advice and drafting in respect of all
contracts.
(b) Advising ABN AMRO
Bank (Pakistan) Ltd. on the acquisition of Islamic Banking Software.
(c) Advising a major
government bank on the acquisition of its core banking application,
including all negotiations and review, advice and drafting in respect of
all contracts such as maintenance, service levels and escrow contracts.
(d) Advising Habib Bank
Ltd. on the acquisition of its core banking application from Misys PLC.,
including all negotiations and review, advice and drafting in respect of
all contracts.
(e) Advising banks on various software license agreements,
hardware agreements, IT outsourcing agreements, software and hardware
maintenance contracts, service level contracts and escrow agreements
pertaining to software acquisition.
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E) NBFCs, Mutual
Funds and REITs
(a) Advising National Bank of Pakistan
on various matters connected to the dissolution of the NIUT LOC Holders
Fund, including matters in connection with the management fees payable to
National Investment Trust Limited (“NITL”) (the asset management company
managing the Fund), transfer of subject shares, the role of the
Privatisation Commission and NBP’s obligations as trustee of the Fund;
reviewing the constitutive documents of the Fund in light of the Non-Banking Finance Companies and
Notified Entities Regulations, 2008, as well as, drafting agreements
between the stakeholders.
(b) Advising various clients on
distribution arrangements and documentation for different mutual funds.
(c) Rendering advice on statutory
compliances and relevant regulatory issues including the remittance of
equity into Pakistan in accordance with foreign exchange laws and
regulations.
(d) Preparing documentation for
obtaining permission to form a Non-Banking Finance Company (NBFC) for a
Dubai based financial institution, alongwith preparation of documentation
for the incorporation of the NBFC intending to provide asset management
and investment advisory services in Pakistan.
(e) Advising clients on the recently
implemented REITs Regulations 2008 particularly as to NBFC requirements
for Real Estate Management Companies (RMCs) as well as permissible
structures within the Regulations for the relevant REIT Scheme.
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F) Commercial
Distribution/ Franchise Agreements
Distribution/
Franchise Agreements are regularly reviewed and drafted by the firm in
light of local laws, including competition law. We have advised both
local and foreign clients on franchise agreements for international brand
names. Distribution agreements as a mean of capitalising on existing
client networks have also obtained a
new strategic importance in
Pakistan. We have extensively advised on a variety of distribution
arrangements relating, inter alia, to banking, insurance and capital
markets products.
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G) Power Projects
(a) Advising various banks on the
original structure of the Hub Power Company Ltd. project and from time to
time on other syndicated facilities, including the syndicated LC facility
of Rs. 2.2 billion.
(b) Advising a prestigious Independent
Power Project (IPP) in relation to the acquisition of a hydel power
project in Pakistan, which included the preparation of an extensive and
detailed due diligence report covering all aspects of the target company,
including share purchase and shareholders agreements, concession and
project documents, material agreements and technical contracts (including
regulatory approvals and permissions) and finance and security documents
of senior lenders to the project.
(c) Advising ABN AMRO Bank N.V. on the
Bank’s participation in an IFC loan to Dewan Petroleum (Pvt.) Ltd. for
the exploration project in the Safed Koh/ Salsabil fields. ABN's
participation is governed by a participation agreement in respect of the
“B” Loan. Documents reviewed include, participation agreement, principal
loan agreement, accounts agreement, project funds and share retention
agreement, letters of hypothecation, subordination deed and various amendatory
agreements.
(d) Advising and review of
documentation in respect of a wind power project, including property and
lease documentation.
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H) Insurance/Reinsurance
a) Advising New Hampshire Insurance Company/CHARTIS
on the observations of the SECP, in its capacity as the regulator,
pursuant to an insurance audit carried out by SECP. These included
potential irregularities in respect of certain provisions of the travel
insurance policies, bancassurance policies and payment of stamp duty;
subsequently assisting New Hampshire Insurance Company /CHARTIS in
preparing a response to the SECP in relation to the said observations and
advising them on the corrective/ remedial action(s). Reviewing of
policies which were the subject of the observations as well as the
Insurance Ordinance, 2000, the Insurance Rules, 2002 and the Securities
and Exchange Commission (Insurance) Rules, 2002.
(b) Reviewing and advising on Slip and
Policy wording in a variety of insurance policies, notably business
interruption, CAR, D&O, professional indemnity (including architects’
PI), public liability as well as strike, riot and civil commotion
policies.
(c) Analyzing policy documents for the
purpose of determining coverage and drafting Policy Response.
Commercially and efficiently managing insurance disputes, reporting to
insurers and drafting settlement agreements.
(d) Advising on reinsurance treaties
and retrocession agreements.
(e) Rendering advice to an
international insurance business group for establishing a conventional
insurance company and a takaful company in Pakistan. Resolving statutory
and regulatory issues pertaining to the two companies and liaising with
the SECP in this regard.
(f) Rendering advice as well as
reviewing and drafting documents for various bancassurance products,
including ATM withdrawal, credit life, property, autos and mortgage
insurance for clients such as NIB Bank Ltd., JS Bank Ltd. and New Jubilee
Insurance Company Ltd.
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I) Shipping and
Admiralty Law
The firm’s
shipping practice is well regarded for handling a number of vessel
arrests and vessel releases. The firm has acted for the Maritime Security
Agency in Pakistan and COSCO. LMA also acted for Pakistan Refinery Ltd.
in their claim against the insurers for loss of cargo on board the vessel
Tasman Spirit, which was grounded off the Karachi port. The claim was
satisfactorily settled. Regular sources of contentious work for the firm
include P&I Clubs notably the American P&I Club, the UK P&I
Club and the Japan P&I Club.
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J) Intellectual
Property
We have the
expertise to handle all issues relating to patent and copyright laws.
Selected examples of work are as under:
(a) Registration of the Logo, trademark
and trade name of a major foreign bank in Pakistan.
(b) Advice on the registration of a
global patent in Pakistan and investigation into the viability of an
existing patent application lodged in Pakistan.
(c) Advising on copyright in relation
to a feature film screenplay and resultant derivative work.
(d) Appearances in intellectual
property infringement cases.
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K) Labour /
Employment
General advice
on labour laws and employment issues is rendered by the firm to our
clients on a regular basis, excluding representation before labour courts
and tribunals. This includes issues relating to transfer and termination
of employment, provident and gratuity funds and salary structures in view
of prevailing laws.
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L) Defamation
and Libel Cases
The firm has
had the distinction of appearing in the superior Courts of Pakistan in
several defamation and libel cases filed on behalf of institutions /
companies / individuals. The firm has filed such cases against the media
and has also been engaged to defend them.
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M) Clinical
Negligence and Medical Ethics Law
Claims for damages
based on alleged medical negligence and breach of duty of care are a
recent occurrence in Pakistan and LMA has been retained as legal advisors
and Leading Counsel by Aga Khan University Hospital a premiere medical
institution in Pakistan to advise and represent the Hospital in all
claims filed in court. LMA has successfully represented the Hospital in
several major litigation cases in what is a relatively new branch of
legal practice in Pakistan. We are the leading law firm in the country
with the experience and ability to handle such cases.
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N) Pharmaceutical/
Drug Laws
We have the
necessary experience and expertise in dealing with pharmaceutical
companies, Pharmaceutical products and drug laws on which we have advised
clients in the past.
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O) Cross Border
Litigation and Dispute Resolution
The firm is
well regarded for its experience and ability to deal with cross-border litigation
from the stage of planning followed by the issue of legal proceedings up
to conclusion at trial. Lawyers at LMA are well versed in communicating
with local lawyers from around the world and our advocates have appeared
alongside Leading Counsel and their Instructing Solicitors in several
proceedings before the High Court and Court of Appeal in the UK.
The firm was
engaged to represent Habib Bank Ltd., a major Pakistani bank, in two
major litigation cases in the UK both of which concluded successfully in
favour of the Bank. One case was against the Bank of Sudan which
concluded in a judgment in favour of Habib Bank Ltd. in the sum of US$
101 million while the other was against a high profile individual who was
indebted to the Bank as guarantor. For the first time a Pakistani High
Court judgment was upheld and enforced in the UK under the Foreign
Judgments (Reciprocal Enforcement) Act 1933. Both cases were reported and
constitute legal precedents.
The firm also
regularly acts on behalf of Emirates International Bank (Dubai) in
relation to its litigation claims against borrowers / defaulters in
Pakistan. Similarly the firm has been involved in litigation work and
dispute resolution in relation to Dubai based borrowers of Pakistani
origin in the Emirate of Dubai with enormously successful results.
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P) Cross Border
Joint Ventures
LMA has been
involved in advising on and drafting cross border joint venture
agreements and our lawyers are well versed in communicating with local
counsel and other professional advisors from around the world. Notable
projects include:
Advising on
Joint Venture (JV) agreements for developments in Pakistan, Saudi Arabia
and the UAE.
Advising on a
collective bid between an international consortium of leading consultants
and financiers on the procurement of a prestigious RFP for a massive
development in Pakistan.
Advising on a
JV agreement as well as a complex construction contract and other
standard appointment documentation governed by the laws of Pakistan.
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