Author Archives: Tony Maalouli

About Tony Maalouli

Tony Maalouli is the Managing Director of ProConsult Advocates & Legal Consultants. ‎He is a Lebanese lawyer and legal consultant who graduated from the Lebanese ‎University, with an LL.M. and was admitted to the Beirut Bar Association in 1992. He ‎obtained a DES (Diploma of Higher Studies) in private law in 1994 from the Lebanese ‎University, and a Postgraduate Diploma in International Construction Law and ‎Arbitration from the Robert Gordon University in the UK.‎ Member of the International Bar Association, he is a member of the Board of Directors of ‎the International Law Firms Association, and he is listed in the 2007-2008 Edition of ‎International WHO'S WHO of Professionals, a definitive work on the world's leaders in ‎commerce, economics, policy, and trade, for his distinguished achievements and ‎contributions to the business and legal community.‎ Mr. Maalouli is registered in the DIFC Courts Register of Legal Practitioners with rights ‎of audience before the DIFC Court, and he is also an Arbitrator registered with the ‎Egyptian Chamber for International Commercial Arbitration and a Fellow of the ‎Chartered Institute of Arbitrators in London (FCIArb).‎ Mr. Maalouli is an Instructor and lecturer at the Dubai Real Estate Institute at the Dubai ‎Lands Department.‎ He is also a member of the Russian Business Council, Lebanese Business Council, French ‎Business Council, Canadian Business Council, Australian Business Council and British ‎Business Group in Dubai and the Northern Emirates.‎ Mr. Maalouli possesses an intimate understanding of the local legal and economic markets ‎as well as its governing laws and customs, and has a long history of advising in landmark ‎UAE and cross-border complex, high-profile transactions.‎ His areas of expertise encompass Commercial and Corporate Law, Corporate Structuring, ‎Mergers and Acquisitions, Agency Law, Franchising, Banking and Finance, Employment ‎Law, Insurance Law, Intellectual Property, Information Technology and Internet Law, ‎Real Estate and construction, Insolvency, Alternate Dispute Resolution, Criminal Law. ‎ An active contributor to his field, he is a widely published speaker on various legal ‎subjects and has published numerous articles and papers since the start of his career.‎

Criminal Law

ProConsult Advocates & Legal Consultants, with more than 25 years of experience in criminal law, have a proven track record of providing the best criminal advice to those who are being investigated or facing prosecution for criminal offences.

We represent clients in criminal cases ranging from bounced cheques to criminal fraud, breach of trust, theft, defamation and libel. Our Expert Lawyers are well versed with the UAE Criminal laws and Criminal Justice System, with a wealth of experience in representing both individuals and corporate entities in criminal proceedings before UAE courts in all seven emirates and handling complex litigation matters.

Every case is treated with the same degree of care and attention to detail, to ensure that all clients are advised in a fair and accurate way, and our commitment towards clients has achieved a high percentage of winning verdicts in court. Our consistent success has earned us a hard won reputation amongst the country’s leading law firms.

We deal with clients of all nationalities and represent them in all kinds of criminal cases, including:

  • Fraud
  • Breach of Trust
  • Bounced Cheques
  • Theft
  • Forgery
  • Defamation
  • Medical negligence
  • Money laundering
  • Cyber crimes
  • Harassment
  • Assault & Battery
  • Arson
  • Child abuse
  • Juvenile crimes
  • Abduction
  • Extortion
  • Counterfeiting currency
  • White collar crimes

 

As UAE Criminal Law contains provisions derived from Islamic Sharia law, certain crimes and criminal provisions require specific knowledge and interpretation of Islamic Sharia. Our Expert Lawyers are well equipped to advise and assist with all types of criminal matters in the UAE.

If you or a member of your family or friends have been arrested or charged under the UAE Criminal Law, kindly contact us and we will arrange for an initial free and confidential consultation, to advise you on the legal options available and best course of action to ensure a fast and favorable resolution.

Offshore Companies Setup

ProConsult Advocates & Legal Consultants is a registered agent and one of the market leaders in offshore business consultancy; offering solutions to clients who are looking to minimize taxes, protect their assets and limit liabilities. Going offshore is the most popular & modern way of managing business as such a root offers excellent tax-efficient strategies for entrepreneurs.

There are four jurisdictions for offshore company formation in UAE. (JAFZA, RAK, RAKIA and AJMAN). Offshore company formation whether in Dubai or UAE can be undertaken only through a registered agent.

We supervise the entire process of incorporation of Offshore Company for our clients in all the above jurisdictions. It includes strategic inputs and the following services:

  • Registered Office and Registered Agent Services
  • Advice on appropriate legal structure of the business
  • Drafting relevant legal documents
  • Filing with the Registrar of Companies
  • UAE Resident Directors
  • UAE Resident Secretary
  • Bank Account opening

Advantages & Disadvantages of off Shore Company Setups

Advantages

  • No minimum capital requirement
  • 100% foreign ownership permitted
  • Facility of opening a corporate bank account in  UAE
  • An offshore company enjoys the capacity and privileges of a natural person
  • All shares must be fully paid when allocated and no bearer shares or differential classes of shares are allowed
  • There is no requirement to depositing the capital in a UAE based bank
  • Easy procedures for transfer of shares
  • Availability of world class banking and investment management services

Disadvantages

  • An Off shore Company cannot rent out local premises
  • Such Company cannot carry out business activities like banking, insurance, consultancy, advertising etc.
  • There is no legal permission for any business operations within UAE
  • Under offshore business setup visas will not be processed

We provide our clients with professional services at every step of the whole process of an offshore company formation. Apart from aiding our clients, we conduct market research and feasibility studies, offering expert advice.

Hence, we are able to recommend the best possible options and ensure a client’s business set up is completed with minimal hassle and effort.

ProConsult Special LLC Business Setup Offer

Enjoy cost-effective and competitive LLC Business Setup Packages starting from AED 15,000, which include:

  • An Annual Local Sponsorship Fee For First Year
  • Legal Counsel Fee For Setting Up The Business
  • Drafting Of Company Related Agreements
  • Handling All Visa and Labour Services For New Staff For The First Year

Note: Licensing Cost for Government Authorities Not Included

Hurry! Offer Valid For A Limited Period Only. Call us: (+9714) 3298711

Commercial Law

Commercial Law governs all commercial activities that an individual or a corporate entity undertakes and every aspect of the life cycle of a business enterprise. Our commercial contracts advisory services is a core element to all our practice areas.

Our expert Lawyers are well versed to handle transactions that require a complex and novel set of contractual documents to suit the specification of the transaction at hand and the corporate entities involved.

We provide a full range of legal advice and drafting services which include:

  • Franchising and Commercial Agency Agreements
  • Concession Agreements
  • Licensing and Sponsorship Agreements
  • Supply Agreements
  • Sale and Purchase Agreements
  • Management Agreements
  • Consultancy Agreements
  • Software Development Contracts
  • Investment Agreements
  • Partnership Agreements
  • Joint Venture Agreements

 

We also advise our clients on complex and cross border transactions, and acquisitions of businesses overseas and hotel deals and property concessions. We advise corporate entities from various industry sectors entering into key commercial dealings, real estate developers, banking and financial institutions, hospitality companies and destination management companies, and restaurant chains on commercial matters, and assist them in structuring franchise systems in the GCC and MENA region in general.

Corporate Law

ProConsult Advocates & Legal Consultants provides legal advice to corporate clients, ranging from the small and medium enterprises (SMEs), to family groups, to the Multinational Companies, all from diverse business sectors.

Our Expert Lawyers have extensive knowledge of corporate and commercial laws and are able to structure and re-structure group of companies and organizations, and assist corporate clients in establishing their presence in the market.

We also advise on and draft all corporate documentation, agreements and bylaws, setting up new businesses, registering limited liabilities companies and free zone companies in Dubai and the UAE, and advise the clients on all matters of corporate governance and corporate restructuring.

Our corporate practice covers the following industry sectors:

  • Banking & Investment Banking
  • Construction & Property Development
  • Insurance & Re-Insurance Sector
  • Hospitality and Tourism
  • Energy Sector
  • Healthcare
  • Information Technology
  • Telecommunications

We advise our clients on strategic alliances, joint venture and other models of corporate relationship. We also handle and negotiate settlements and restructuring agreements, and handle bankruptcy, liquidation and insolvency proceedings.

Our corporate services encompass:

Advising on local laws including, UAE Commercial Companies Law, corporate governance, management and board structure, right and liabilities of company directors.

Advising on legislative or regulatory changes affecting corporate governance and liability.

Advising on all forms of company incorporation and structuring, and management of share capital, in accordance with the prevailing laws, and advising on contentious shareholders disputes and termination of shareholders agreements.

 

Mergers and Acquisitions

ProConsult Expert Lawyers provide advice to our clients on matters of mergers and acquisitions, and companies restructuring and reorganization, including due diligence to evaluate the corporate entity being acquired, with the ability to handle complex and cross-border legal issues promptly and effectively. We have advised several private placements and private equity deals for both issuers and investors in the United Arab Emirates.

 

Joint Ventures

Our Expert Lawyers are well versed in all contractual matters relating to structuring joint ventures and corporate alliances, and drafting joint venture agreements that meet the requirements of the client and accommodate the other party to the transaction, ensuring that all objectives are realized and ambiguities clarified.

 

Insolvency and Liquidation

Our Expert Lawyers are also well versed in handling insolvency cases and liquidation of corporate entities in the UAE, and we have successfully handled various liquidation processes within the legal framework in the UAE. Our lawyers have a range of methods for resolving these issues and have proven expertise in assisting businesses and corporate clients in financial distress.

 

Some of the High-Profile Files our Expert Lawyers worked on:

  • Redrafting the Memorandum and Articles of Association after listing on financial markets for leading banks in the UAE
  • Structuring a Concession given by Dubai Metro and documentation for equity raising, debt financing, structuring joint ventures and SPVs with banks acting as co-investors, placement agents and lead arrangers, and reviewing all other agreements related to the project inter alia project management, development and construction, financial advisory services, marketing and media related
  • Structuring a Multi-Billion Dollar Real Estate Development Project on the World Islands by Nakheel, and Drafting contracts and documentation governing equity raising, debt financing, structuring joint ventures and SPVs with co-investors, placement agents and lead arrangers, tenders and real estate development contracts, and reviewing all other agreements related to the project
  • Acquisition and Development of Hotel and Resort complexes in Lybia, Sudan and Milan
  • Structuring of Public-Private Partnerships
  • Acquisition of Companies in European jurisdictions
  • Restructuring and Redistribution of Group of Companies
  • Estate Planning and formation of Family Holding Structures

Real Estate Law & Construction

ProConsult Advocates & Legal Consultants Expert Lawyers have acquired extensive knowledge on Real Estate Laws while acting for a wide range of national and international clients. Our Real Estate Lawyers provide advice and assistance on different transactions affecting real estate property.

As part of our real estate practice our Law Firm works closely with our clients and identifies the best solutions to their real estate concerns by offering them a full range of legal services. These include:

 

Resolution of all real estate disputes in all local tribunals at any stage of the legal proceedings.(Litigation and Arbitration)

We have a professional team with a proven successful track record in dealing with the Real Estate cases. Our lawyers have broad experience and knowledge across a full range of real estate matters, from construction contracts to property litigation and arbitration, enabling them to deal effectively with any problem and to develop adequate strategies at every stage of the dispute.

And at every step our endeavor is to conduct negotiations between the parties, offering practical knowledge & guidance, in order to solve the contentious issues between them.

 

Advising on every aspect of real estate law

Our lawyers’ expertise in this area of law includes counseling on matters involving the Acquisition, Entitlement, Development, Construction, Financing, Operation, Lease and Disposition of real estate. And we provide professional legal assistance with all types of sales, leases and purchases.

Drafting of all types of real estate documents, including Sale and Purchase Agreements and Commercial and Residential Leases.

We represent our clients in drafting legal documents for sale and purchase transactions as well as in transactions related to property lease, development agreements, joint ventures and all property related transactions. And we provide our clients all assistance from the beginning till end of the transaction as to ensure safe transactions which are always a priority due to increasing number of property fraud cases.

Our lawyers are always professional, diligent, and efficient in advising our clients, preparing for trials and in drafting legal documents. We emphasize on personalized and cost- effective representation.

 

Some of the high-profile files our Expert Lawyers have worked on:

  • Structuring a Multi-Billion Dollar Real Estate Development Project on the World Islands by Nakheel, and Drafting contracts and documentation governing equity raising, debt financing, structuring joint ventures and SPVs with co-investors, placement agents and lead arrangers, tenders and real estate development contracts, and reviewing all other agreements related to the project
  • Reviewing and Negotiating the documentation for a Major Real Estate Project in Dubai Internet City, the Emirate of Dubai, UAE, with the Dubai Technology and Media Free Zone Authority
  • Structuring a Concession given by Dubai Metro and documentation for equity raising, debt financing, structuring joint ventures and SPVs with banks acting as co-investors, placement agents and lead arrangers, and reviewing all other agreements related to the project inter alia project management, development and construction, financial advisory services, marketing and media related
  • Sale and Purchase of Towers under Construction
  • Legal Feasibility Studies for Major Real Estate Projects in the UAE
  • Structuring and drafting documentation for the development of a Major Real Estate Project with serviced apartments by a Real Estate Close Ended Fund established in Kuwait, run by an international operator
  • Advising and Structuring the acquisition of a Real Estate Property in Dubai by a Real Estate Close Ended Fund based in Germany and the financing through a SPV real estate financing company

Family Law & Divorce Cases

ProConsult Advocates & Legal Consultants have years of combined experience in contesting  all categories  of cases relating to Family Law. We understand that family matters relating to contentious issues being decided in Family Courts are sensitive and at times painful. The need of the hour is a lawyer who can help you through this difficult time. The importance of an experienced and skilled family lawyer who has to prepare your case & protect your rights cannot be overlooked.

Our family law advocates are ready to come to your aid over a wide range of issues, including:

Divorce Cases

It is an unfortunate fact of life that marriages do break down. When a couple decides they can no longer pull along with their marriage and divorce seems to be inevitable then our lawyers being well-versed in the Sharia Law, which governs Muslim marriages, will come to the aid of the estranged spouses. The option of opting for divorce laws and proceedings of other countries to which expatriate couples belong is also available.

Custody and Alimony cases

We always strive to represent our clients with their best interests in mind. whether it concerns child support, custody or alimony. Where custody or maintenance of children is involved, we recognize the importance of being sensitive to their needs and feelings, whilst understanding that often positive and decisive action may be in their best interests.

Domestic Violence Cases

Violence can lead to grievous hurt & cause psychological damage.   If you are a victim of domestic violence, we encourage you to seek our professional advice. Our team of lawyers will assist you to report your complaint and to give you required advice to protect yourself and your family members.

In addition to these cases our team will guide you on drafting marriage contracts as well as assist you in inheritance and spousal support cases. Our leading lawyers will work hard to deliver your goals, which you want to achieve and utilize their skills and experience to make it as quick as possible.

Our dedicated legal team and divorce lawyers will help you with your family related issues and we can offer you a complete package of services, by way of negotiation, mediation or litigation.

Labour Law & Employment Cases

In the Global Economy we are living in, and in a highly professional business environment in a mega city like Dubai, and in general the United Arab Emirates, managing relationships at the workplace is a vital part of every company’s business strategy. Careful human resources planning and management requires adopting sound employment policies.  Such policies in fact have a great influence on a company’s performance and standing in the market.

The Employment Law practice at ProConsult Advocates & Legal Consultants provides legal advice to all employees, and companies operating in the UAE, and human resources managers, on employment related matters, whether contentious or non-contentious, in UAE law as well as DIFC law.

Our attorneys have represented clients in a wide area of disputes, including unfair dismissal, termination for redundancy, claims for post-termination entitlements and gratuity, enforcement and contesting of employment contracts, including confidentiality and non-competition clauses, discrimination and harassment claims, wage claims as well as other disputes arising out of the employer-employee relationship.

Our lawyers are well versed in handling employment claims with the Dubai courts, DIFC Courts, the Abu Dhabi Courts and other UAE Courts in general. Our services include:

Employment Contracts

We draft and review employment contracts. Our employment contracts take into account your business objectives, the nature of your business activities, location and licensing authority (mainland or free zone company), the position offered to the employee, and seek to accommodate all your business needs and requirements.

Company Employment Policies/Handbook

We advise on and draft company employment policies, which complement the employment contract in terms of regulating the relationship between the Employer and the Employee, and set a framework and code of conduct form the employees at the workplace, including safety policies for the workplace that employers have to observe for a safe working environment.

Non-competition and confidentiality clauses

ProConsult Advocates lawyers advise companies on the non-competition and confidentiality provisions in employment contracts or other documents signed by an employee, and ways to enforce such provisions within the legal framework applicable in the UAE, and case law. We further draft and incorporate such provisions in your contracts in a professional manner that ensures the enforceability of the provisions in UAE courts and DIFC courts, and prevents an employee from working for a competitor upon termination of his contract, or soliciting the ex-employer’s clients and employees.

Breach of Confidentiality

Our lawyers understand the need to protect the confidential information and trade secrets of our clients, and are well versed to deal with cases related to breach of confidentiality agreements or covenants that are part of the employment contract or ancillary documents, to protect the interests of our clients.

Unfair Dismissal Cases

We represent employees in cases of unfair dismissal/unlawful termination of an employee by his employers. Our expert lawyers are well versed in the UAE labour laws and can give appropriate legal advice to the clients, and represent them in court to seek proper relief and remedies and the payment of their dues, including unpaid salaries, gratuity, payment in lieu of notice, payment in lieu of untaken leave, additional compensation for unfair dismissal, and repatriation expenses.

Business Setup

When seeking legal advice for incorporating a new business in a foreign jurisdiction you need guidance, which you can trust; one who has local expertise and world class credentials to meet your needs for sound legal advice and professional services. For a new business set up, specialists are necessary to take you through the process. Help you to accomplish the critical tasks associated with business set up and registration in Dubai and in the Free Zones areas. Our experienced lawyers can guide you in every step of setting up your company.

Our corporate and commercial practice covers a broad spectrum. It includes incorporation advice, structuring and restructuring groups, commercial agency law, franchising, licensing, employment law, mergers & acquisitions and takeovers. We have an experienced team of professionals, who can offer quality legal advice on complex regulatory compliance issues, structuring, shareholding distribution, selecting the right form of legal entity, defining shareholders rights and obligations, and provide general legal advice on company formations.

ProConsult team specializes in advising on all forms of business formation including,

  • Business set up in UAE
  • All types of license issued by the Dubai Economic Department
  • All major free zones in UAE (Which allow foreign investors to set up their businesses and own the entire one hundred per cent shareholding in such free zone company.)

We provide assistance to our clients, which includes,

  • 30 minutes free consultation for all our clients
  • Tailor made packages based on their requirements
  • Transparent & competitive pricing formulae.
  • Assistance with the company bank account
  • Assistance with the visas issuance.

We understand that when it comes to business every client’s requirements are unique. We provide our clients with cost effective and attractive packages to fit their individual needs. ProConsult believes that our clients’ time is valuable and their money deserves to be invested, not spent. Therefore, we give them most effective services and the best solutions at a price which gives them value for the money.

Investors and foreign companies interested in establishing a business or presence in the United Arab Emirates must register either a local company in the mainland or set up a company in specialized designated areas where 100% foreign ownership is allowed, called ‘Free Zones’.

 

Mainland Company Incorporation:

The Department of Economic Development is the main business licensing institution regulating the formation of businesses in the Emirate of Dubai. The types of licenses issued by the DED are:

Trading license

Issued for a limited liability company LLC, public joint stock company PJSC, or private shareholding company PSC.

For the limited liability company, which is the most common form and cost effective option for setting up a business in the UAE, the UAE Commercial Companies Law requires that 51% of the shareholding be registered in the name of a UAE national, or a company 100% owned by UAE nationals. It is a common practice in the UAE that the UAE national who is acting as a local sponsor, signs side agreements protecting the rights of the expatriate shareholders, and their actual stake/shareholding in the business, and granting them full control of the management of the Company. Our lawyers draw on their 16 years of in UAE Laws and the protection of Investors’ rights in the UAE to draft such agreements.

Professional License (Civil Company)

Issued for qualified professionals and companies in the field of engineering, consultancy and vocational activities.

Branch or representative office

A Branch of a foreign Company can only carry out the activity of the parent company

A Representative Office can only conduct promotional activities for the benefit of the parent company.

 

Free zone company incorporation:

A free zone company allows foreign investors to set up their business and own the entire one hundred percent shareholding in the zone company, without the need for a local sponsor.

Our expert advisors will advise and assist you in company formation for all major free zones in the United Arab Emirates which include:

The Emirate of Dubai offers specialized free zones like Jebel Ali Free Zone, Dubai Internet City, Dubai Media City, Dubai Multi-Commodities Centre and several other free zones where industry specific companies are provided licenses to operate. However, small and medium size businesses prefer to setup in the free zones established in other smaller Emirates such as Sharjah, Fujeirah and Ajman, for cheaper business set up.

Contact one of our legal advisor today to discuss your requirements for setting up a business in Dubai and the UAE in general.

If you are interested in our Special Promotional Offer for setting up a limited liability company in Dubai, click here.

ProConsult Special LLC Business Setup Offer

Enjoy cost-effective and competitive LLC Business Setup Packages starting from AED 15,000, which include:

  • An Annual Local Sponsorship Fee For First Year
  • Legal Counsel Fee For Setting Up The Business
  • Drafting Of Company Related Agreements
  • Handling All Visa and Labour Services For New Staff For The First Year

Note: Licensing Cost for Government Authorities Not Included

Hurry! Offer Valid For A Limited Period Only. Call us: (+9714) 3298711

Dubai issued 65 million visas in 2015

Dubai Naturalisation and Residency Department (DNRD) processed over 65 million transactions last year (2015). The number of transactions in 2015 is higher than the transactions in 2014, which is over 61 million transactions. The DNRD processed 65.35 million transactions in 2015 compared to 61.32 million in 2014, which constitutes an increase of 6.58 per cent in 2015 over 2014. As for the entry permits (visa), the statistics demonstrated a rise in the number of the entry visa transactions in 2015 with almost 13.02 million transactions compared to 12.77 million entry visas processed in 2014, which is up by 2.46 per cent.

Dubai is moving ahead with the world’s largest mall while Gulf economies slow down

Dubai will press ahead with plans to build the world’s largest shopping mall despite the economic slowdown in the gulf economies. However Dubai will assess market demand before proceeding with the later stages. The Mall of the World, which encompassing 8 million square feet (745,000 square metre) of shopping space connected to a theme park, 100 hotels and serviced apartment buildings with 20,000 rooms, was announced by the government of Dubai in mid-2014, as oil prices began their dip. Although Oil makes a small direct contribution to Dubai’s economy, however its drop has affected investor confidence . Ahmad Bin Byat the vice-chairman and managing director of Dubai Holding stated that The project is massive and will be built in stages, and that it would become the world’s largest shopping destination. He added that the first phase, a quarter of the project’s size, would be completed before Dubai hosts the Expo 2020 exhibition. Plans for the rest of the Project will depend on market dynamics and conditions.