Institutions & Regulated Industries · Canada & UAE

Institutions and regulated industries — an extension of your legal team.

Fauri Law advises general counsel, boards and executives at institutions and regulated companies in Canada and the United Arab Emirates, as senior counsel working within the legal function, or as senior legal counsel to an entity that has no legal function of its own. Its founder served for a decade as General Counsel inside aerospace, defence and industrial groups.

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OfficesToronto and Abu Dhabi

ExperienceA decade as General Counsel, in-house

EngagementStanding or phased · written proposal first

Services

What the firm does for institutions and regulated companies.

Advice prepared for the decision the board or the executive has to make, in a form the institution can act on, from counsel who integrate with the in-house team.

Regulatory

Regulatory and trade-control structuring

National-security review under the Investment Canada Act, controlled goods and export permits, sanctions screening, and the reach of US controls into Canadian and Gulf supply chains: the issues identified early, the transaction and timetable structured around them, local counsel managed where a clearance is required.

View Advisory & Transactions

Controlled transaction···

National-security review · provided for

Export permits and controlled goods

Counterparty and beneficial-ownership screening

Transactions

Acquisitions, dispositions and group reorganizations

Multi-entity, multi-jurisdiction transactions, and the restructuring that follows a change of strategy or ownership: business transfers, IP assignments, creditor settlements and intercompany financing, sequenced so that operations continue while the structure changes, with the institution’s accountants leading on tax.

View M&A

Group reorganization···

Business transfer and IP assignment

Creditor settlement and intercompany financing

Regulatory clearances in the timetable

Joint ventures

Joint ventures with government-linked, strategic or foreign partners

The vehicle, governance and reserved matters, contributions, technology and intellectual property terms, deadlock and exit, settled before the term sheet. Where the partner is state-linked, the approvals, disclosure and reporting it will require are provided for from the outset, as is the venture’s eventual unwinding.

View Governance & Structuring

Joint venture···

Vehicle and ownership · either jurisdiction

Governance, reserved matters and deadlock

Technology, IP, exit and unwinding

Programs

Programs, OEM contracts and certification

Teaming, supply-chain, offtake, licensing and EPC agreements; OEM contracts whose technical, certification and delivery requirements must align; lifecycle-support arrangements; and novation where a program moves between entities, negotiated with large counterparties and government buyers.

View Commercial Transactions

Governance

Governance and the legal function

Board and committee terms of reference, delegations of authority, subsidiary governance and the company-secretary function, to listed-company and public-sector standards. External counsel instructed and managed on the legal function’s behalf, and a second opinion before a board paper is submitted.

View Governance & Structuring

Capacity

Standing capacity and outside general counsel

Senior capacity for a transaction, a restructuring or a regulator’s timetable that exceeds the in-house team for a period; or the senior legal function itself for a subsidiary or joint venture with no lawyer of its own: the governance calendar, contracts, approvals and board support.

View Ongoing Counsel Support

Sectors

Sectors in which the firm acts.

The work that cuts across these sectors is regulatory: the firm identifies the regulatory issues in a matter, structures the transaction or the group around them, and retains and manages additional counsel where a licence, registration or clearance requires it.

Sector group

Aerospace, defence, dual-use and naval

●program structuring, certification and OEM integration; defence OEM contracting and joint ventures with government-linked entities;
●export controls, controlled goods and sanctions frameworks, including the lawful transfer of assets, intellectual property and contracts between jurisdictions;
●government and defence procurement, and the national-security review of the investors that accompany it.

Sector group

Industrial, infrastructure, financial institutions and family offices

●capital projects, supply-chain and technology-transfer agreements, and cross-border M&A across a group;
●master development and public–private partnership agreements with government agencies;
●listed-company governance and disclosure; banking compliance and fintech due diligence; family-office holding structures.

Where the firm acts

+Aerospace, defence and dual-use

+Industrial and infrastructure

+Financial institutions and fintech

+Family offices and institutional investors

Regulatory capabilities describe issue identification, structuring and coordination, not a promise of outcome.

Engagement

Counsel, clients, and how a mandate begins.

Most mandates begin with a single matter, a transaction, a venture or a regulator’s timetable, and become standing capacity.

Counsel

A decade as General Counsel

●the firm was founded by Khaled El Fauri following more than a decade as in-house counsel, including a decade as General Counsel inside aerospace, defence, industrial and financial groups in the United Arab Emirates;
●earlier, senior counsel to a Canadian public company through its merger, and to a Government of Ontario agency on public–private infrastructure programs;
●called to the bar in Ontario and in Jordan; common law and civil law;
●the firm’s regulatory and institutional judgment was formed in those roles.

The firm

Toronto and Abu Dhabi

●offices at First Canadian Place, Toronto, and Al Raha Beach, Abu Dhabi;
●senior counsel on every matter, in both offices; the lawyer who advises at the outset remains on the file;
●additional counsel retained and managed by the firm where a matter requires it;
●the legal function kept informed at the cadence it sets.

Engagement begins with a conversation.

A conversation about the institution, the matter and the capacity required, followed by a written proposal setting out scope, structure and terms. Engagement follows a conflict review in both jurisdictions. For standing capacity, the starting point is the Ongoing Counsel Support review; for a transaction or a defined matter, a consultation.

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SENIOR
COUNSEL

GC
EXPERIENCE

DEFINED
SCOPE

BOTH
OFFICES

Clients

+General counsel and in-house legal teams

+Boards, CFOs and executives

+Subsidiaries and joint ventures without a legal function

+Family offices and institutional investors

Submitting a request does not create a lawyer-client relationship; work begins after conflict review, scope confirmation and written engagement terms. The practice is corporate and commercial: the firm does not appear before the courts of either jurisdiction and does not practise tax or immigration law; disputes are handled by negotiation and, where the agreement provides for it, by arbitration in the UAE, and litigation counsel is coordinated where a court is unavoidable.

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 the legal team” mean in practice?

That the firm works as a senior lawyer within the function would. It takes a transaction or a workstream from the general counsel and conducts it, reporting at the cadence the function sets; it instructs and manages additional counsel; and it provides a second opinion on a board paper or a structure before submission. Standing capacity is configured through Ongoing Counsel Support; a single transaction is scoped as advisory work.

Can the firm act as outside general counsel to a subsidiary or a joint venture?

Yes. A Canadian subsidiary of a UAE group, a UAE venture of a Canadian institution, or a joint venture without a lawyer of its own can be provided with the senior legal function: the governance calendar, contracts and approvals, board support, and the judgment to identify which matters require additional counsel. The arrangement is structured as defined annual capacity or a retainer, agreed after intake, from whichever office is nearer the entity.

Does the firm advise on UAE law directly?

Yes. The firm advises on UAE corporate, commercial and regulatory law from its Abu Dhabi office, and conducts arbitration seated in the UAE where an agreement provides for it. The firm does not appear before the courts of either jurisdiction.

Does the firm handle export-control, sanctions and national-security matters?

The firm identifies them, structures around them and coordinates the additional work they require: recognizing early where the Controlled Goods Program, an export permit, US controls in the supply chain, a sanctions screen or the Investment Canada Act’s national-security review will apply, and structuring the transaction and the timetable so that it clears. Where a registration, licence or clearance must be obtained, the firm retains and manages local counsel in that jurisdiction.

How is a standing arrangement structured and priced?

Through Ongoing Counsel Support: defined annual counsel capacity or a retainer, configured after intake around the entities, the expected volume and the matters that will be referred out, and confirmed in writing before it begins. Transactions and projects are scoped in phases with a budget agreed before each; a second opinion or a defined review is a fixed scope. See Fees & Engagement.

Does the firm handle disputes and investigations?

The firm does not appear before the courts of either jurisdiction. Where a venture, a contract or a shareholding has given rise to a dispute, it advises on the institution’s position and the corporate and negotiated steps available, conducts arbitration in the UAE where the agreement provides for it, and coordinates litigation counsel where a court is unavoidable, so that the corporate advice and the dispute strategy are one strategy. Internal investigations are supported on the corporate and governance side.

Senior counsel with General Counsel experience.

A summary of the matter or of the capacity required is sufficient to begin. Every inquiry receives a reply within one business day.