Omer Aziz Khan

Senior Counsel

[email protected]

Profile

Core Competencies

  • M&A Execution & Oversight: Buy- and sell-side transactions, carve-outs, asset/share deals, pre-closing restructurings, conditions precedent, and integration planning.
  • Regulatory Interface: Merger control assessments, sectoral approvals, beneficial ownership/UBO and ESR compliance, foreign ownership, economic concentration notifications.
  • Public Interest & Risk: Competition, sanctions/export-control touchpoints, anti-bribery/AML, KYC frameworks, transaction risk registers, and remediation planning.
  • Documentation & Governance: SPAs/APAs, SHAs, JV constitutions, finance/security packages, board and shareholder approvals, disclosure and information-barrier protocols.
  • Policy & Rulemaking: Drafting and benchmarking free-zone/company regulations; aligning with comparative regimes in Europe and the Far East.
  • Cross-Border Coordination: Multi-jurisdictional structures across GCC (including UAE free zones) and South Asia; liaison with multiple regulators and registries.

 

Selected M&A & Corporate Mandates

Technology carve-outs: Lead partner for AG Software (UAE/Bahrain) and IBM (UAE) carve-outs; responsible for full transaction suite (APA/SPA, SHA) and regulatory notifications.

  • Energy JV & participation: Advised ENI on Dubai JV for concession participation in Mozambique; SHA, SPA, finance agreements, and concession-linked conditions.
  • FMCG separation: UAE carve-out of Unilever’s tea business; coordinated corporate, employment, regulatory streams; APA, inter-group finance, toll manufacturing.
  • Large-scale reorganisations:
    • Lulu Group: Group reorganisation across 14 countries to prepare for 20% divestment to ADQ (share purchase and shareholders’ agreements).
    • GEMS Education: UAE reorganisation in preparation for proposed UK IPO.
    • ADQ (Abu Dhabi): Corporate structuring for the Emirate’s food-security policy.
    • Lukoil and Reliance Industries (UAE): structures, supply/finance agreements, corporate governance.
    • Healthcare & Education platforms: Acquisitions of multiple providers in the UAE and schools across UAE/KSA.
    • ICC (Dubai) & Porsche (Dubai): Corporate structuring and reorganisation advice.
  • Public-sector integration: Team member on merger of DAFZA and Dubai Silicon Oasis free zones in Dubai.

 

Regulatory & Policy Drafting Experience

  • JAFZA Offshore Companies Regulation: Benchmarking against European/Far-East regimes; proposed amendments to rules and regulations.
  • Meydan Free Zone (Dubai): Drafted founding Decree and Companies’ Regulations.
  • Sharjah Health Care City (Sharjah): Drafted founding Decree and Companies’ Regulations.
  • SHAMS (Sharjah Media City): Reviewed and revised Companies’ Regulations.