Corporate, Commercial, and M&A

Our highly qualified team provides a broad range of services in relation to transactions and day-to-day corporate requirements, including:

• Establishment of companies;
• Advising on joint ventures, structuring and corporate restructuring matters;
• Negotiation and structuring of joint ventures, including all ancillary agreements;
• Mergers and acquisitions, including but not limited to shareholders agreements, JV agreements, share and asset purchase agreements;
• Inter-company agreements, including but not limited to shareholders’ loan agreements, management agreements, profit transfer agreements, business lease or transfer agreements;
• Corporate governance and compliance;
• Corporate secretarial services, including preparing and holding board of directors’ and shareholders/quota-holders’ meetings and handling all necessary filings and legalization for companies branches and representative offices in Egypt; and
• Advising on matters of directors’ and managers’ liabilities.

Shahid Law Firm’s involvement in corporate and M&A cases includes:

• Advising Talaat Moustafa Group (TMG) in setting a historic hotel triumph by acquiring a significant stake in a group of 7 historic hotels in a transaction valued at more than USD 800 million.
• Advising Mountain View – one of the leading developers in the Real Estate industry in Egypt – on the documentation to secure the partnership with Elesayi, a major developer in Saudi Arabia, for the purpose of creating a joint venture in Saudi Arabia. The Firm also advised on a complex capital restructuring plan related thereto and to its local group of companies.
• Advising Lotus for Agriculture Development and Investment – one of the main leaders and players in the Agriculture Development and Investment sector – in the procedures related to the listing of a percentage of its shares with the Egyptian Stock Exchange.
• By working alongside Jones Day in advising TTE, the Firm is advising Total Energies on its growth in the renewable energies sector by acquiring 100% of Total Eren Holding and its subsidiaries. This acquisition represents a net investment of around EUR 1.5 billion for TTE and is expected to support the company’s Integrated Power Net Operating Income in reaching EUR 160 million and CFFO EUR 400 million in 2024.
• Advising Unilever on the merger of its 5 local entities into one surviving entity, our role included advising Unilever to take all the necessary procedures before the General Authority for Investment and Free Zones and the other relevant authorities to implement this merger. This was an extremely complex merger process as it included dealing with various regulators and several entities in different governorates.
• Advising Ezdehar – a private equity fund manager investing in high-growth businesses in Egypt on its successful acquisition of 30% of Family Corporation, a leading transportation company in Egypt, as part of its new fund-raising round in the transportation sector.
• Advising G.F.B.I Limited in relation to transaction documentation and implementing the optimum structure to secure the consummation of the acquisition. The firm has been engaged in drafting and negotiating all agreements and coordinate all prerequisite arrangements for the consummation of the transaction.
• Assisting a renowned telecommunications company on its transformation plan into a global technology and investment conglomerate. Shahid Law provided legal advice and support with respect to the company’s transactions related to the implementation of its local strategies, through several non-banking financial projects. This is aiming to create a resilient business model, representing the Group’s main business pillars.
• Representing NI Capital – a financial services firm – in acquiring 100% of Alarabya online for brokerage.
• Alongside ODIN Investments, the Firm advised Cairo Oils & Soap Co SAE – a company engaged in the manufacture and processing of seeds used for oil and soap production – on a capital restructuring plan, combining both a capital reduction and issuance of new shares.
• Alongside McDermott Will & Emery UK LLP, representing Innovative International Acquisition Corp. – a publicly traded special purpose acquisition company – in its USD 456 million definitive merger agreement with Zoomcar, the world’s largest emerging market focused car sharing platform.
• Advising AstraZeneca Group of Companies on legal compliance aspects as a consequence of change in laws as well as supporting its Egyptian legal entities (including Drimex, the importation arm) with day-to-day corporate compliance from drafting the related documents for annual meetings and ensuring ratification of all paperwork from the competent authorities, in addition to updating licenses requirements according to latest laws and regulations.
• Acting for Egyptian Iron & Steel Company – an affiliate of Metallurgical Industries Holding Co. – in relation to its demerger plan. The Financial Regulatory Authority approved to publish the Disclosure Form related to EISC’s board demerger decision and to call for an extraordinary general meeting to approve the horizontal demerger of the Company’s mining and quarrying business from its other activities. EISC is one of the largest publicly listed companies producing iron and steel, with a capital exceeding EGP 1.9B, working under the Public Business Sector Companies Law.
• Advising Heliopolis Company for Housing and Development – a public shareholding company engaged in construction and housing projects – on its successful EGP 222.51 million capital increase through the issuance of 890.05 million shares from retained earnings and obtaining all regulatory approvals including FRA, MCDR and the stock exchange and advising on all EGX disclosure requirements and other corporate governance rules related to listed companies.
• Advising Younexa Egypt For Frits And Glaze SAE (formerly Ferro Corporation) with Jones Day USA – the world leader in technology-based functional coatings and color solutions – in respect to the signing of its definitive agreement to sell its tile coatings business to Pigments Spain, S.L. a company of the Esmalglass-Itaca-Fritta group for USD 460 million, in addition to USD 32 million based on the performance of the business pre-closing, subject to customary adjustments.
• Advising Cosco Shipping Europe GmbH – a subsidiary of China Ocean Shipping Company – on the corporate restructuring of one of its local subsidiaries while obtaining the necessary local regulatory clearances in this regard. The Firm was also engaged in advising on complex minority rights issues arising of this corporate restructuring, in matters related to voting rights and corporate governance, while being also engaged in extensive negotiations with the majority shareholder and the company’s regulator. Moreover, the Firm was able to help the client navigate its legal landscape and achieve a positive outcome after almost five years of continuous deadlocks.
• Advising an economic private investment entity aspiring to stimulate investments and promote development in Egypt in increasing the stake of its investment management arm, in the Egyptian Venture Capital Company. The Firm also advised the client on expanding its microfinance activities through a contemplated joint venture which will ultimately result the investment in a legal entity conducting microfinance activities in the Egyptian market.
• Advising Sysmex Europe following the establishment of a multitier structure in Egypt and assisting on different corporate and commercial compliance matters including the termination of its exclusive agency agreement. The Firm also obtained the license for importation and agency from the General Organization for Export & Import Control (GOEIC).
• Advising Varel Egypt – one of the world’s largest drill bit companies serving clients in the oil & gas and mining industries – on a combined debt and capital restructuring plan to its local companies while obtaining necessary local regulatory clearances.
• Representing Emaar Misr on several corporate and disclosure requirements and assisting with corporate governance rules related to listed companies.
• Advising Maxam Corporation – one of the leading multinational companies providing mining and civil works solutions – in the establishment of its local presence in Egypt.
• Advising Azura on a complex capital increase procedure via debt-to-equity conversion, while complying with all minority rights for the transaction and obtaining all required governmental approvals and publication in extremely tied deadline.
• Acting as the buy-side legal advisor for the complex multi-million-dollar sale of shares of Tana Africa Capital shares in Regina Company for Pasta and Food Industries – one of the largest pasta producers in Egypt.
• Advising a multinational conglomerate energy company on making a pre-closing notification to the Egyptian Competition Authority related to its contemplated acquisition of cross-border entities.
• Advising a telecommunication service provider on its contemplated joint venture with a financial institution with an aim of creating an Egyptian E-payment company.
• Advising Elekta Group – one of the leading innovators of precision radiation therapy solutions – in the establishment of a multitier structure in Egypt while obtaining the required licenses for importation and agency from the relevant governmental authorities. The Firm is also assisting Elekta on the transaction documents and closing mechanics related to its acquisition of the oncology division from its previous distributor.
• Advising Acciona – a Spanish multinational conglomerate dedicated to the development and management of infrastructure and renewable energy projects – on several general corporate matters related to its local group of companies’ day-to-day activities.
• Advising Al Maaly Gate International Schools on its partnership agreements including schools franchising agreements and a football academy joint venture with Brooke House College.
• Advising Queen’s Gambit Growth Capital – a 100% female-led SPAC – from an Egyptian law standpoint on its USD 1.5 billion combination with SWVL which is expected to be the first USD 1 billion+ unicorn from the Middle East to list on Nasdaq and the only tech-enabled mass transit solutions company to list on any stock exchange.
• Conducting a legal due diligence on the Egyptian subsidiary and advised on the Egyptian law related matters of the deal. WaffarX uses cutting-edge technology to distribute cashback rewards, helping shoppers save on every dollar they spend.
• Acting as local counsel for the Japanese engineering giant, Mitsubishi Heavy Industries, in connection with its joint venture with Siemens following the carving-out of the latter’s metals business.
• Representing a Fortune 500 pharmaceutical company in its contemplated acquisition of a local company in a deal valued at between USD 50 million to USD 70 million.
• Advising the Export Import Bank of China on multiple loans and financial transactions with Egyptian companies operating under the law on special economic zones.
• Representing Ceva Santé Animale SA on the restructuring of the board members and signatory powers of its legal entities in Egypt as well as provided assistance in terms of legal compliance to its Egyptian entities as well provided complicated legal advices in respect of termination of senior management and smooth transition of the business functions.
• Advising Longulf Trading UK Limited on legal and corporate compliance with laws and regulations related to doing business in Egypt, acted as legal counsel to implement the restructuring plan of the Egyptian affiliates as well as handled social insurance, transfer of employees and tax issues related to its existing business arm in Egypt.
• Advising Zoetis – a leading global animal health company – on its corporate restructuring and capital raising transaction and related legal matters. Shahid Law is also assisting Zoetis on several corporate and commercial compliance matters related to medicines, vaccines, and diagnostic products.
• Acting as Legal Counsel for EVER Neuro Pharma and EVER Valinject GmbH with regards to reviewing distribution agreements and documentation related to handling the Scientific Office activity and advising on legal compliance aspects resulting from change in laws, specifically the Egyptian Drug Authority, all in relation to the jurisdiction of Egypt.
• Handling the acquisition/investment of Gemini Enterprises Africa LLC in the award-winning startups of the Uplift4GFF initiative. Shahid Law advised on the partnership agreement between Gemini Enterprises Africa LLC and TikTok. The purpose of the partnership is to merge technological advancement with creative entrepreneurship and add a new dimension to the filmmaking industry.
• Acting as Legal Counsel of GlaxoSmithKline Group of Companies on the restructuring of the board members and signatory powers of its legal entities in Egypt as well as advising the target company (GSK Egypt) on all disclosure requirements and procedures related to mandatory tender offer over GSK Egypt shares owned by its majority shareholder.
• Acting as Legal Counsel of Netflix IO Productions by considering Egyptian laws and regulations with regards to force majeure and effects of COVID-19 on Netflix business, as well as regulatory and licensing requirements for the company to comply with the Supreme Media Council’s recent regulations in Egypt.
• Acting as Legal Counsel for an Egyptian affiliate of Yıldız Holding Group of Companies in connection with possible merger, at book value, into a sister Egyptian legal entity as well as handled restructuring in the board members and shareholders of the Group in the jurisdiction of Egypt.
• Acting as legal counsel for Abbott Laboratories Switzerland by providing the legal step plan in Egypt after implementing a conversion of Abbott Laboratories SA to a GmbH (a company with limited liability) so that the scientific office reflects the correct name of the entity, as well as enable the restructuring of Abbott’s Group of Companies board members and signatory powers of its legal entity in Egypt.
• Acting as Legal Counsel of GlaxoSmithKline (GSK) Group of Companies in Egypt, on the legal entities (ownership and management) and handling the day-to-day corporate compliance from drafting the related documents for annual meetings and ensuring ratification of all paperwork from the competent authorities.