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Syed Ali Bin Maaz

Position: Partner
T: +9221-35838871-6
F: +9221-35838879
E: [email protected]

406-407, 4thFloor, The Plaza at Do Talwar
Block-9, Clifton, Karachi-75600
Pakistan

Education

LL.B. (Hons), University of London (External Programme), 2007
Bar Vocational Course, University of West of England, Bristol, 2008
Called to the Bar (Lincoln’s Inn), 2008
Master of Arts (M.A. in International Relations), University of Karachi, 2009
Diploma in Islamic Economics and Finance, Centre for Islamic Economics, Karachi, 2011
Advocate High Court
Member of the Sindh Bar Council, Karachi Bar Association and High Court Bar Association
Experience

Associate, Ijaz Ahmed & Associates, Karachi: 2008-2009

Ranked as follows in reputable legal journals:

  • Chambers and Partners: Band 3 in Corporate/Commercial and Band 4 in Projects, Infrastructure & Energy
  • Chambers and Partners (Asia Pacific): Band 2 in Banking and Finance and Band 2 in Corporate/Commercial and Band 4 in Projects, Infrastructure & Energy
  • Legal 500: Named in “Leading Partners” in Banking and Finance
  • Asia Law (in its last ranking for Pakistan): Rising Star in Corporate and M&A
  • IFLR (in its last ranking for Pakistan): Highly Regarded in Banking and M&A

Has worked on various corporate and commercial matters, contentious and non-contentious, including appearances in courts across Pakistan; advises on a wide range of commercial transactions with a strong focus on project finance, aviation, debt and equity financing, mergers and acquisitions, capital markets, enforcement of foreign arbitral awards and insider-trading and notably in the following matters:

  • Acting for International Finance Corporation and DEG in their capacity as foreign lenders and a consortium of local banks, including Bank AL Habib Limited, Bank Alfalah Limited and Meezan Bank Limited in their capacity as local lenders, in relation to the financing of the ‘Super Six Wind Projects’, each a 50 MW wind power project to be set up by the respective project companies in Jhimpir, Sindh; reviewed and advised on the transaction documents, prepared a due diligence report and advised on conditions precedent to financial close and all Pakistan law closing and other matters;
  • Acted for the Asian Development Bank, Islamic Development Bank, International Finance Corporation, PROPARCO, Korea Ex-Im Bank and a consortium of local lenders, as the case may be, in the 79MW New Bong Escape and the 102 MW Gulpur hydropower projects in Azad Jammu and Kashmir, including conducting due diligence, advising on conditions precedent and all matters for financial closing;
  • Acting as lender’s local counsel in relation to the 720 MW Karot hydel power project, the 873 MW SK hydropower project and a 2 x 660 MW mine mouth power plant and a 7.8 million tons per year mine project located at Thar coalfield block 1, each being chartered as a ‘prioritized/actively promoted project’ in the Pakistan-China economic corridor under the Agreement on the China-Pakistan Economic Corridor Energy Project Cooperation, between the Government of China and the Government of Pakistan;
  • Acting for International Finance Corporation, S International Development Finance Corporation (previously Overseas Private Investment Corporation) and local lenders in connection with the debt financing of and for International Finance Corporation in connection with its equity investment in, a 50MW wind farm of Tenaga Generasi Limited, a subsidiary of Dawood Lawrencepur Limited;
  • Acting for International Finance Corporation in relation to the reorganisation of the Engro group of companies in connection with its debt and equity financings of that group;
  • Acting for International Finance Corporation in relation to a US$50,000,000 subordinated loan facility to Engro Chemical Pakistan including a conversion option;
  • Advising Agence Française de Developpment in connection with a loan to the Government of Pakistan for on-lending to Azad Jammu and Kashmir and addressing queries in relation to lending operations in Azad Jammu and Kashmir;
  • Acting for and advising Corn Products International Inc. in connection with its business in Pakistan including its investment in Rafhan Maize Products;
  • Advising on regulatory matters relating to the acquisition by way of share sale of a major foreign bank operating in Pakistan through a locally incorporated subsidiary;
  • Acting for Singapore Telecommunications in relation to a proposed merger with a major cellular mobile telecommunications provider in Pakistan, including conducting due diligence, advising on finance and security matters and assessing the impact of the merger on the finance documents;
  • Acting for Royal Bank of Scotland in connection with its divestment of its Pakistan business;
  • Acted for Uch Power (Private) Limited, Pakistan’s largest IPP under the Government of Pakistan’s 1994 Power Policy, in relation to its 404 MW gas-fired capacity expansion project (Uch-II), including extensive work on drafting, reviewing and negotiating the transaction documents and in relation to the release of security;
  • Appearing in cases on behalf of airline clients and their insurers in relation to carriage by air of passengers and cargo;
  • Advising Pakistan International Container Terminal Limited on its prepayment obligations and related issues under the loan and security documents pertaining to the facilities extended to it by International Finance Corporation and the OPEC Fund for International Development;
  • Acting for International Finance Corporation in relation to its financing to Imperial Developer and Builders (Private) Limited pertaining to the G-4 tower project;
  • Advising a Hong Kong company in respect of the regulatory framework for investments in coal mine and power companies;
  • Advising a foreign car manufacturer on setting up a CKD and SKD business in Pakistan;
  • Advising international clients on establishing companies (including not for profit companies) and branch/liaison offices in Pakistan;
  • Acting for Pakistan’s only vertically integrated utility, K-Electric Limited in the following matters:
  • its acquisition of gas from a consortium of international oil majors, including a consortium of Global, Mitsubishi, Total, Exxon Mobil, Qatar Petroleum and a consortium of Shell, Engro and the Fatima group;
  • its first power purchase agreement since its privatisation; including carrying out a risk analysis in relation to the prototype power purchase agreement not involving a guarantee or compensation after termination from the Government of Pakistan;
  • its power acquisition contracts with each of, Sindh Nooriabad Power Company (Private) Limited and Sindh Nooriabad Power Company Phase II (Private) Limited (each a joint venture company of the Government of Sindh) and Technomen Kinetics (Private) Limited), for each of their 50 MW gas-fired electric power generation plants at Nooriabad, Sindh, and FFBL Power Company Limited for its 52 MW coal-fired electric power plant, including conducting extensive work on drafting, reviewing and negotiating the power purchase agreement, the energy wheeling agreement, the escrow agreement and the purchaser LC facility agreement;
  • the 50 MW solar power projects of Oursun Pakistan Limited and Gharo Solar (Private) Limited;
  • the 453MW RLNG power project with Engro Kolachi Portgen;
  • a power purchase agreement with Western Electric Limited in relation to a dual fuel electric power plant and the renewal of its power purchase agreements with Tapal and Gul Ahmed;
  • negotiating and drafting new gas supply agreements with SSGC in relation to the sale and purchase of RLNG and renegotiating the expired gas supply agreement with SSGC for indigenous gas;
  • Acting for Pakistan Mercantile Services (Private) Limited in relation to its sale of shares in Pakistan International Container Terminal Limited, a public listed company, to a Mauritian company and in relation to its acquisition of various logistics companies;
  • Assisting the National Electric Power Regulatory Authority, the Central Power Purchasing Agency (Guarantee) Limited and stakeholders in preparing legislation related to the transition of the National Transmission and Despatch Company Limited to the Central Power Purchasing Agency (Guarantee) Limited, as the market operator and purchaser of power from power generation companies;
  • Advising branches of foreign companies/subsidiaries of foreign companies, such as the Zorlu group of companies on filing requirements with regulators;
  • Acting for Zorlu Enerji in a hearing before the Special Tribunal of National Electric Power Regulatory Authority, on a dispute with Hyderabad Electric Supply Corporation;
  • Acting for International Finance Corporation in connection with a loan facility to Coca-Cola Beverages Pakistan Limited;
  • Advising Powertek Investment Holdings Sdn. Bhd in relation to its indirect acquisition of a substantial shareholding in Fauji Kabirwala Power Company Limited, including conducting due diligence and filing a pre-merger application with the CCP;
  • Advising a foreign client and conducting due diligence on its behalf in relation to potential acquisition of a FSRU owner;
  • Acting for a consortium of local banks, including Habib Bank Limited and National Bank of Pakistan, in relation to their PKR 21.5 billion syndicated term finance facility, standby letter of credit facility, PKR 5.5 billion islamic finance facility and US$ 150 million completion guarantee stand by letter of credit facility to The Hub Power Company Limited, to finance its sponsor support obligations for mine and power projects of its subsidiaries and associated companies, including drafting and negotiating the finance documents;
  • Advising Citibank Pakistan and Goldman Sachs Asia Bank Limited in relation to over-the-counter derivative transactions including opining on the ISDA Master Agreements;
  • Acting as local counsel for RT Global Resources LLC in connection with the North South gas pipeline project to be developed pursuant to the Agreement between the Government of Pakistan and the Russian Federation; reviewing the BOOT Agreement, the Facilitation/Implementation Agreement and the Gas Transmission Agreement and advising on consents;
  • Acting for Société De Promotion Et De Participation Pour La Coopération Économique S.A. (Proparco) in connection with a US$ 5 million loan to Kashf Foundation, for its general lending activities;
  • Advising Shanghai Electric Power Company Limited in relation to the financing required for its acquisition of K-Electric Limited; advising on the laws relating to the Central Depository Company and the mechanism of transfer/pledge of shares therein;
  • Acting for Shanghai Electric Power Company Limited, in relation to its acquisition of a majority stake in K-Electric Limited, Pakistan’s only vertically integrated utility, including conducting due diligence, advising on, inter alia, competition matters, the shareholding structure of the power utility company, the tariff renewal mechanism and Pakistan’s listing regulations and reviewing the share purchase agreement and other transaction documents;
  • Acting for CDC Group plc in relation to its investment in Zephyr Power’s 50MW wind project; reviewed the joint venture agreement; advised on all Pakistan law related matters such as share issuance, inheritance rights in respect of individual investors, loan conversions and foreign exchange; filed the pre-merger application and liaised with the Competition Commission of Pakistan;
  • Advising Alipay Hong Kong Private Limited, a financial services company issuing electronic payment cards to Chinese nationals employed in Pakistan, in respect of e-banking regulations and laws on electronic fund transfers;
  • Acting for Deutsche Pfandbriefbank AG and Citibank International Limited in relation to the lease of four A321-200 aircrafts to Airblue;
  • Advising Engine Lease Finance Corporation on the legal framework for engine finance and other aircraft objects in Pakistan;
  • Advising the Aviation Working Group on the implementation of international and domestic aviation laws;
  • Acting for Apollo Aviation Management Limited, AerCap Ireland Limited and lenders as local counsel in relation to the novation of an aircraft lease for AASET 2016 and AASET 2017 transactions;
  • Advising Aergo Capital Holdings Limited in conjunction with Clifford Chance in a new aircraft portfolio transaction by indirectly acquiring aircrafts subject to existing contracted operating leases with Pakistan International Airlines Corporation Limited and Shaheen Air International Limited;
  • Advising Macquarie AirFinance and Macquarie Aircraft Leasing Services (US) Inc on behalf of Wells Fargo Bank Northwest, National Association in relation to the lease of one Boeing 777 aircraft to Pakistan International Airlines Corporation Limited;
  • Advising Aircastle in conjunction with Norton Rose Fulbright LLP in relation to the lease novation agreement in respect of one Airbus A330-203 aircraft on lease with Shaheen Air International Limited;
  • Advising Whitney Ireland Leasing Limited in conjunction with Milbank in relation to the lease novation agreement of one Airbus A330-203 aircraft on lease with Shaheen Air International Limited;
  • Advising Aviation Capital Group in respect of the wet lease of three Airbus A320 aircrafts from Vietjet Aviation Joint Stock Company to AirBlue Limited;
  • Advising BBAM Limited Partnership in conjunction with Vedder Price in relation the lease of one Airbus A320-200 aircraft and one engine;
  • Advising AerCap in conjunction with Norton Rose Fulbright LLP in relation to the release of security for repayment of ECA loans in respect of two Airbus A320-200 aircrafts on sublease to Shaheen Air International Limited;
  • Assisting BBAM Limited Partnership in conjunction with Clifford Chance (New York) in an aircraft sale transaction leased to airlines in Pakistan, to a newly formed entity responsible to finance the acquisition;
  • Acting for AerCap, Aircastle, Apollo Aviation Group and Aergo Capital in relation to the deregistration and export of an aircraft on lease/sublease with Shaheen Air International Limited by enforcing the irrevocable deregistration and export request authorisation;
  • Acting for both the buyer and the seller, Avenue Capital Management II, LP and AerCap in relation to the asset transfer/sale of an aircraft on lease with Pakistan International Airlines Corporation Limited following novation;
  • Acting for AerCap in relation to the novation of an aircraft on lease with Shaheen Air International Limited;
  • Acting for Bombardier Aerospace Corporation in conjunction with Vision Jets Limited relating to airframe and engines operated by Princely Jets (Private) Limited;
  • Assisting DC Aviation Al-Futtaim LLC, part of the larger Germany-headquartered DC Aviation Group in relation to foreign operators flying privately registered aircrafts within Pakistan;
  • Co-authored (i) the International Comparative Legal Guide to: Aviation Law 2020, Pakistan Chapter and (ii); the Guide on World Drone Regulations published by L2b Aviation, Pakistan chapter;
  • Advising Nomura Investment Bank (Middle East) EC in connection with management/agency arrangements in Pakistan and on the private placement of foreign securities in Pakistan;
  • Advising E-Toro Private Limited, an online service platform for the sale and purchase of securities, in respect of the regulatory framework relating to crypto currency, data protection and electronic transactions;
  • Advised the bidders on the process of demergers in relation to the privatization of National Power Parks Management Company Limited;
  • Acting for International Finance Corporation in relation to its equity investment in (i) Shifa International Hospitals and; (ii) Pakistan Mortgage Refinance Company Limited;
  • Acting for TPG Global LLC in relation to its acquisition of Abraaj Growth Markets Health Fund, which owned three healthcare companies in Pakistan;
  • Acting for Oraan Private Limited, an online platform providing marketing for products and services of other retailers; advised on its incorporation and the regulatory requirements applicable to electronic fund transfers, mobile wallets and e-banking transactions.

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