Institutions & Regulated Industries · UAE & Canada

Institutions and regulated industries — counsel who has sat in your chair.

For general counsel, boards and executives at institutions and regulated companies in the UAE and Canada. An extension of your legal team, from a principal with eighteen years across aerospace, defence, industrial and regulated sectors — a decade of it as General Counsel.

In-houseA decade as General Counsel
Experience18 years · UAE, Europe & North America
LicensedCanada since 2020 · UAE since 2025
SectorsAerospace & defence · Industrial · Infrastructure · Telecom · Financial
PracticeCorporate & commercial
Situations We See

The matters a legal function brings to outside counsel it can trust.

Not the routine. The transaction that exceeds the team for a season, the subsidiary with no lawyer of its own, the partner who is a government, the program that has to clear a regulator before it can fly.

Extension of your team

Your legal function is at capacity

A transaction, a restructuring, a program season or a regulator’s timetable that exceeds the in-house team for a period. Senior corporate, transactional, cross-border and governance capacity for peak load; external counsel instructed and managed; a second opinion your general counsel can rely on before the board paper goes in.

Peak load · this quarter···
Transaction · lead or second chair
External counsel · instructed & managed
Second opinion · before the board paper
Outside general counsel

A subsidiary, venture or joint venture without a legal function

The Canadian subsidiary of a UAE group, the UAE venture of a Canadian company, a joint venture with no in-house lawyer of its own. The senior legal function on demand — governance calendar, contracts, approvals, board support — escalating specialist matters as they arise.

Outside GC · subsidiary···
Board & governance calendar
Contracts & approvals
Specialist matters · escalated
Joint venture

A venture with a government-linked, strategic or foreign partner

The vehicle, governance and reserved matters, contributions, technology and IP terms, deadlock and exit — settled before the term sheet. Where the partner is a state-linked entity, the approvals, disclosure and reporting it will require, built in from the start rather than discovered at signing. And when a venture has run its course, the unwind: who keeps what, and how operations continue.

Joint venture···
Vehicle & ownership · either jurisdiction
Governance, reserved matters & deadlock
Technology, IP, exit & unwind
Transactions

An acquisition, disposal or group restructuring

Multi-entity, multi-jurisdiction transactions, and the restructuring frameworks that follow a change of strategy or ownership — business transfer, IP assignment, creditor settlement, intercompany financing — sequenced so that operations continue while the structure changes, with your accountants leading the tax and the firm making the documents carry it.

Governance

Governance a regulator or a parent will accept

Delegations of authority, board and committee terms of reference, subsidiary governance frameworks, the company-secretary function, and disclosure discipline to listed-company standards — in listed, private, state-linked and public-sector environments.

Programs & OEM contracting

Programs, OEM contracts and certification

Teaming, supply-chain, offtake, licensing and EPC agreements; OEM contracts whose technical, certification and delivery requirements have to line up; lifecycle-support and MRO arrangements; novation and assignment when a program moves between entities — negotiated with large counterparties and government buyers.

Regulated matters

Where regulation and government context decide the deal

Foreign-investment and national-security review, sector licensing and certification frameworks, controlled-goods and export-control considerations, sanctions screening and beneficial-ownership analysis — identified early, structured around, and coordinated with specialist counsel where a licence, registration or clearance requires it.

Cross-border

Between the Gulf and Canada

A UAE group entering Canada, a Canadian company entering the UAE, or an institution with interests in both. One firm licensed in both countries, so the two sides of the matter are read together — see Canada–UAE. For US entities, the US-law work comes through the firm’s alliance with a US firm, inside the same engagement — see Canada–US.

When it goes wrong

A dispute, an investigation, or a partner acting alone

The firm advises on where the institution stands and the corporate and negotiated steps available, and coordinates litigation counsel where a dispute needs it — so that the corporate advice and the litigation strategy are the same strategy. The principal has led the resolution of high-risk disputes, including a US$250M cross-border dispute, from the inside.

How It Is Handled

A peer of your legal team, not a vendor to it.

A decade in the General Counsel’s chair changes how outside counsel behaves: the advice is framed for the decision the board or the executive has to make, in the form the institution can act on, and the firm integrates with the legal function rather than sending it memos.

Why a former General Counsel
Advice for the decision, not the file
  • advice framed for the decision in front of the board or the executive, in a form the institution can act on;
  • an understanding of how legal interacts with operations, procurement, engineering, risk, finance and governance, from having run the function;
  • the judgment to know which matters need specialist counsel, and the experience of instructing and managing global external counsel;
  • a small firm: you deal directly with the principal, supported by the team in both offices, in either time zone.
How it is structured
Capacity, scoped and clear on cost
  • standing capacity through Ongoing Counsel Support — defined annual counsel capacity or a retainer, agreed after intake;
  • transactions and projects scoped in phases, with a budget agreed before each phase begins;
  • a second opinion or a defined review at a fixed scope;
  • specialist and local counsel brought in and managed by the firm where a matter requires them.
It starts with a conversation with the principal.

A conversation to understand the institution, the matter and the capacity you need, followed by a written proposal: scope, structure and terms. Engagement follows conflict review in both jurisdictions and written engagement terms. For standing capacity, the Ongoing Counsel Support review is the entry point; for a transaction or a defined matter, the consultation is.

Discuss a mandate
PARTNER
LED
GC
EXPERIENCE
SCOPED
FIRST
BOTH
OFFICES
Written for
+General counsel and in-house legal teams
+Boards, CFOs and executives
+Subsidiaries and joint ventures without a legal function
+Family offices and institutional investors

The firm’s practice is corporate and commercial. It does not litigate in either jurisdiction and does not practise tax or immigration law; where a matter needs them, the firm brings them in and coordinates. Regulatory work is delivered as issue identification, structuring and coordination, with specialist counsel engaged and managed by the firm where a licence, registration or clearance requires it.

From the General Counsel’s Chair

Sectors known from the inside, and the work done there.

The principal’s career, described from his own history: eighteen years across aerospace, defence, industrial and regulated sectors in the UAE, Europe and North America, a decade of it as General Counsel. No client confidence is disclosed.

Aerospace & defence

Aerospace programs, from structuring to certification

General Counsel to the aerospace cluster of Strategic Development Fund (EDGE Group), Abu Dhabi. Program execution from structuring through certification and OEM integration, and the transition of a helicopter program into a UAE-controlled platform.

Aerospace cluster···
Program execution · design to certification
OEM integration · engine, avionics, systems
€230M acquisition · €100M+ IP secured
Naval defence

Government procurement in a regulated military environment

General Counsel, MENA, for Fincantieri, the state-owned naval shipbuilding group: a multi-billion-dollar naval program with the UAE Armed Forces and the Qatari Navy, defence OEM contracting, and joint ventures with regional defence entities.

Naval group · MENA···
National program · multi-billion USD
OEM & defence contracts · managed
JVs & lifecycle support · MRO, ISS, ILS
Industrial & manufacturing

Eighteen companies, one legal strategy

Group General Counsel to the Industrial Division of National Holding, Abu Dhabi, across eighteen companies in six countries: capital projects, cross-border M&A exceeding US$500M, and a US$250M dispute resolved.

Industrial group · 18 companies···
M&A · US$500M+ cross-border
Supply chain & technology transfer
US$250M dispute · resolved
Public infrastructure & P3

Government-scale programs, public-sector governance

Counsel to Infrastructure Ontario on the US$60B GO Rail Expansion (P3) and the US$20B Transit-Oriented Communities program, negotiating master development agreements on the Government’s behalf.

Public company & telecom

A dual-listed issuer through a C$20B merger

Senior counsel at Shaw Communications (NYSE/TSX) through its C$20B merger with Rogers: disclosure and securities compliance for a dual-listed issuer, and the technology and network agreements behind broadband and wireless deployment.

Financial & real estate

Banking compliance, fintech, development at scale

Banking compliance and fintech diligence at Ontario’s largest credit union and its digital bank; earlier, counsel to a real estate developer in Dubai on developments across MENA, including a US$250M construction contract.

Recognition

Recognised by the institutions themselves

Cluster Champion Award, EDGE Group, for the acquisition of a helicopter program, its IP and assets. Excellence Award, Dubai Airshow, for a joint-venture restructuring.

Qualifications

Canadian-qualified, dual-trained

Called to the Bar of Ontario and admitted to the Jordan Bar; University of Toronto Faculty of Law and the University of Sussex. Common law and civil law, read natively.

Bar of Ontario Jordan Bar · civil law GPLLM · U of Toronto LLM · Sussex Former General Counsel
The firm

Licensed in both countries

Fauri Law Professional Corporation, Toronto, since 2020. Fauri Law FZE, Abu Dhabi, licensed 2025 · Licence No. 4425587.01. A small team across both offices, led by Khaled El Fauri. The firm’s own mandates since 2020 include CAD $12M+ in equity financings, $9M+ in convertible instruments and a $7M+ capital reorganisation.

Regulated & Institutional

Where regulation and government context decide the deal.

The work that cuts across those sectors, described as it was done in-house — which is where the firm’s judgment on it comes from. Four kinds of work, and the institution gets all four from one place.

Regulatory, sanctions & trade controls
What a controlled transaction has to clear
  • transactions structured and executed under international sanctions, export-control and currency-control frameworks in dual-use aerospace programs;
  • a sanctions-compliant acquisition and restructuring framework that enabled the lawful cross-border transfer of assets, IP and contractual rights through set-off mechanisms;
  • on the Canadian side: the Investment Canada Act’s national-security review, which applies to any investment by a non-Canadian; the Controlled Goods Program and export permits; the reach of US controls into Canadian and Gulf supply chains;
  • certification frameworks — EASA pathways and design-organisation requirements — aligned with the contracts and the corporate structure that have to carry them;
  • specialist counsel engaged and managed where a registration, licence or clearance is required.
Compliance systems & internal controls
How the institution stays defensible
  • group-wide sanctions and compliance frameworks designed and implemented — counterparty screening, beneficial-ownership analysis, adverse-media review;
  • internal controls across procurement, contracting and financing, aligned with UAE and international regulatory requirements;
  • the beneficial-ownership registers each jurisdiction now requires — the individuals-with-significant-control register in Canada, the UBO register in the UAE;
  • controls that survive an audit, a lender’s diligence or a regulator’s visit.
Transactions, restructuring & strategic execution
Multi-entity, multi-jurisdiction, executed
  • cross-border M&A and restructuring frameworks — business transfer, IP assignment, creditor settlement and intercompany financing across multi-jurisdictional entities;
  • a €230M helicopter-program acquisition and restructuring, securing €100M+ in core intellectual property; cross-border M&A exceeding US$500M for an industrial group;
  • patent registration, transfer and prosecution coordinated across jurisdictions so that chain of title holds;
  • OEM contract novation, assignment and amendment with continuity of operations; joint-venture unwind strategies; supply-chain and technology-transfer agreements.
Governance, risk & leadership
Boards, disclosure and the legal function itself
  • board secretary across subsidiaries; boards and senior leadership advised on restructuring, governance and regulatory strategy;
  • disclosure and governance to listed-company standards — NYSE and TSX in Canada, Milan and CONSOB in Europe — and to public-sector accountability standards;
  • resolution of high-risk disputes, and global external counsel instructed and managed;
  • the central legal authority coordinating executives and cross-functional teams across jurisdictions, so that legal frameworks and operational execution are the same plan.
Judgment tested inside the institutions, not learned at a distance.

The firm identifies the regulatory issues in a matter, structures the transaction or the group around them, and brings in and manages specialist counsel where a licence, registration or clearance requires it. What you get is one coordinated legal strategy across borders and entities, held by someone who has carried that responsibility in-house.

Discuss a mandate
EXPORT
CONTROL
SANCTIONS
SCREENED
EASA · DOA
ALIGNED
GOVERNANCE
DISCLOSURE
Sectors
+Aerospace, defence & dual-use
+Naval & government procurement
+Industrial & manufacturing
+Infrastructure, P3 & real estate
+Telecommunications & public companies
+Financial institutions & family offices
+Government & sovereign-adjacent groups

Regulatory capabilities describe issue identification, structuring and coordination, not a promise of outcome. Where a matter requires a licence, registration or clearance, the firm engages and manages specialist counsel in the relevant jurisdiction. Roles and programs on this page are described from the principal’s career history; no client confidence is disclosed, and former employers are named as employers, not as clients of the firm.

How It Runs

From a brief to a working arrangement.

Submitting a request does not create a lawyer-client relationship. Work begins after conflict review, scope confirmation and written engagement terms.

Step 01 · 02

Send the brief

The matter, or the capacity you need, in a paragraph — by email, WhatsApp or the intake. Fauri Law runs a conflict check in both jurisdictions before anything else.

Step 03

Conversation & proposal

A conversation with the principal about the institution, the matter and how the firm would approach it, followed by a written proposal: scope, structure and terms.

Step 04

Engagement & terms

An engagement letter sets the scope, the structure — standing capacity, or phases with a budget for each — and the terms, including how specialist counsel will be engaged, before any work begins.

Step 05

Deliver, from either office

In the room in Abu Dhabi or Toronto as the matter requires, with specialist and local counsel instructed and managed by the firm, and the legal function kept informed at the cadence you set.

Where It Connects

The forms an institutional mandate usually takes.

Each is scoped and engaged separately. Most relationships begin with one matter and become standing capacity.

Standing capacity

Senior counsel, on call.

Defined annual counsel capacity or a retainer — an extension of your legal team, or the outside general counsel for a subsidiary or venture — configured after intake.

Request Ongoing Support Review
Transaction

Acquire, sell or reorganise.

LOI M&A

Multi-entity, multi-jurisdiction acquisitions, disposals and group reorganisations, with the regulatory clearances sequenced into the timetable.

View M&A
Cross-border

Between the Gulf and Canada.

Either side Canada–UAE

A UAE group entering Canada or a Canadian institution entering the UAE, handled by one firm licensed in both, with the investment protections now in force accounted for. US entities: the US-law work through the firm’s alliance, inside the same engagement — see Canada–US.

View Canada–UAE
Group-wide

Support more than one entity.

Strategy session Enterprise support

For a group, a portfolio or a family office with recurring needs across several companies and jurisdictions: one coordinated relationship, configured after a strategy session.

Request a Strategy Session

Have questions?
Find answers.

Any more questions? Contact us Ready to begin? Discuss a mandate Based in the UAE? View the Abu Dhabi office
What does “an extension of your legal team” mean in practice?

That the firm works the way a senior lawyer inside your function would, rather than the way a supplier does. It takes a transaction or a workstream from the general counsel and runs it, reporting at the cadence the team sets; it instructs and manages external or specialist counsel so the general counsel does not have to; and it gives a second opinion on a board paper, a contract position or a structure before it goes in. The principal has run legal functions inside groups of eighteen companies and inside national programs, which is the vantage point the firm brings. For a period of peak load, that capacity is configured through Ongoing Counsel Support; for a single transaction, it is scoped as advisory work.

Can you act as outside general counsel for a subsidiary or a joint venture?

Yes. A Canadian subsidiary of a UAE group, a UAE venture of a Canadian company, or a joint venture without a lawyer of its own can have the senior legal function on demand: the governance calendar, contracts and approvals, board support, and the judgment to know which matters need specialist counsel and to manage them. It is structured as defined annual counsel capacity or a retainer through Ongoing Counsel Support, agreed after intake, and it runs from whichever office the entity sits nearer to.

Do you advise on UAE law directly?

Yes. Fauri Law FZE is licensed in the UAE to provide legal services and advises on UAE corporate, commercial and regulatory law directly, from Abu Dhabi. The principal is qualified in common law and in civil law and spent a decade as General Counsel applying UAE and regional law inside the institutions themselves. The practice is corporate and commercial: the firm does not appear before UAE or Canadian courts.

Which sectors do you know from the inside?

Aerospace, defence and dual-use, from General Counsel roles inside an aerospace cluster and a state-owned naval and defence group: program execution from structuring through certification and OEM integration, government procurement, defence OEM contracting, joint ventures and lifecycle-support agreements, and a €230M program acquisition. Industrial and manufacturing, as Group General Counsel across eighteen companies in six countries: capital projects, supply-chain and technology-transfer agreements, and cross-border M&A exceeding US$500M. Public infrastructure and P3, as counsel to a Government of Ontario agency on its largest rail and transit-oriented programs. Telecommunications and public-company governance, as senior counsel to a dual-listed issuer through a C$20B merger. Financial institutions, on banking compliance and fintech diligence for a large credit union and its digital bank. Real estate and construction, for a developer in Dubai on projects across MENA. And government and sovereign-adjacent groups, from a decade inside them.

Those are the principal’s roles. The firm’s own mandates are set out on this page and on the Toronto page.

Do you handle export-control, sanctions or national-security matters?

The firm identifies them, structures around them, and coordinates the specialist work they require. In a defence, aerospace or dual-use matter that means recognising early where Canada’s Controlled Goods Program, an export permit, US controls reaching into the supply chain, a sanctions screen or the Investment Canada Act’s national-security review will bite, and building the transaction and the timetable so that it clears. Where a registration, licence or clearance has to be obtained, the firm engages and manages specialist counsel in the relevant jurisdiction. In-house, the principal structured and executed transactions under international sanctions, export-control and currency-control frameworks in dual-use aerospace programs, designed a sanctions-compliant acquisition and restructuring framework for a helicopter program, and implemented a group-wide sanctions and compliance system. The firm brings that judgment; it does not promise outcomes on any clearance.

Our counterparty is a government or a sovereign-linked group. Does that change the work?

It changes the sequence. Government and sovereign-adjacent counterparties bring their own approval chains, disclosure and reporting requirements, procurement rules and sensitivities about control, and a transaction that ignores them is renegotiated at signing. The principal has been on both sides of that table: counsel to a Government of Ontario agency negotiating master development agreements on the Government’s behalf, and General Counsel inside state-linked groups in the UAE negotiating with governments and regulators. The firm builds those requirements into the structure and the timetable from the start.

How is a standing arrangement structured, and how is it priced?

Through Ongoing Counsel Support: defined annual counsel capacity or a retainer, configured after intake around the entities, the expected volume and the escalation rules, and confirmed in writing before it begins. Transactions and projects are scoped in phases with a budget agreed before each phase. A second opinion or a defined review is a fixed scope. The firm tells you what a matter involves and what it will cost before it starts; see Fees & Engagement for how the firm scopes and engages.

Can you manage our external counsel or a panel firm on a matter?

Yes. Instructing, managing and reviewing the work of external counsel — including large firms on a matter that needs their scale — is a normal part of a general counsel’s role and one the firm takes on for the legal function that does not have the bandwidth for it. The firm acts as second chair, as the client’s reviewer, or as the point of instruction, as you prefer. Specialist and foreign counsel engaged on a matter are instructed on the firm’s recommendation and your approval; the firm does not share fees with them.

We are a Canadian supplier to a defence prime or a regulated buyer. Is this page for us?

Yes. A Canadian company supplying into a defence, aerospace, infrastructure or regulated program meets the same questions from the other side: controlled-goods registration, the flow-down terms in a prime’s subcontract, teaming agreements, the IP and technology-transfer provisions that decide who owns what at the end of the program, and the ownership and control questions a buyer or a government customer will ask. The firm has negotiated those terms from the prime’s side of the table and reads them for you accordingly.

Do you take on board, governance and company-secretary work?

Yes. Board and committee terms of reference, delegations of authority, subsidiary governance frameworks, board papers and minutes, disclosure discipline, and the company-secretary function for a subsidiary or venture that has none. The principal served as board secretary across subsidiaries as General Counsel, and the firm delivers governance to public-company standards whether the entity is listed, private or state-linked.

A UAE group entering Canada, or a Canadian institution entering the UAE — where do we start?

With the structure, before the entity. Which vehicle, in which jurisdiction, owned how, and what the investment agreement between the two countries now protects if it is structured to qualify. The firm is licensed in both countries and handles both sides directly; the Canada–UAE page sets out the matters that arrive in each direction and the agreements now in force between the two.

Do you handle disputes and investigations?

The firm does not litigate in either jurisdiction. Where a venture, a contract or a shareholding has gone wrong, it advises on where the institution stands and the corporate and negotiated steps available, and coordinates litigation counsel where a dispute needs it, so that the corporate advice and the litigation strategy are the same strategy. The principal managed disputes and their resolution at institutional scale as General Counsel, which is the experience brought to the strategy rather than to the courtroom.

How do you handle conflicts, given the principal’s former roles?

A conflict check runs in both jurisdictions before any engagement, and the firm declines where it cannot act. The in-house roles described on this page are career history: no client, former employer or confidence from them is identified, and nothing confidential from them is used for any client. Institutions that engage the firm get the judgment those roles formed, not the information they contained.

We are an established company, not an institution. Is this the right page?

Possibly not. For a founder-led or privately held company past the revenue line — shareholder matters, a financing, a reorganisation, a sale — the established companies page is written for you, and the same principal answers the phone. This page is for institutions, regulated companies and the legal functions inside them.

Senior counsel, from someone who has held the seat.

Send a paragraph on the matter or the capacity you need. You will hear from the principal, not an intake queue, the same business day in either time zone.