Legal clarity.Strategic direction.

Corporate & Commercial

A company's legal structure influences how it operates, raises capital, makes decisions, manages risk, and grows.

AN Counsel advises businesses throughout their lifecycle.

• Company incorporation and establishment.
• Selection and structuring of corporate forms.
• Amendments to constitutional documents.
• Capital increases and reductions.
• Share transfers and ownership restructuring.
• Board and shareholder resolutions.
• General assemblies.
• Directors' and managers' powers.
• Corporate authorities and delegations.
• Commercial agreements.
• Corporate restructuring.
• Ongoing legal advisory.
• Corporate records and documentation.
• Legal support for new business models and commercial initiatives.

We also work with shareholders and management teams to identify gaps between formal legal structures and the way the business actually operates.

Mergers, Acquisitions & Investments

Transactions involve more than transferring shares or signing documents.

They determine ownership, control, risk, liability, governance, and future economic rights.

AN Counsel advises buyers, sellers, investors, founders, and shareholders throughout the transaction lifecycle.

• Transaction structuring.
• Preliminary legal assessment.
• Legal due diligence.
• Letters of intent.
• Memoranda of understanding.
• Term sheets.
• Share purchase agreements.
• Share subscription agreements.
• Shareholders' agreements.
• Joint venture agreements.
• Disclosure processes.
• Warranties and indemnities.
• Liability limitations.
• Conditions precedent.
• Regulatory and corporate approvals.
• Negotiation strategy.
• Signing and closing.
• Post-closing implementation.
• Ownership and governance restructuring.

Our approach is to identify not only what the transaction documents say, but how the transaction redistributes control, value, risk, and future decision-making authority.

Governance & Shareholders

Good governance is the legal architecture through which ownership becomes effective decision-making.

• Shareholder rights.
• Voting arrangements.
• Reserved matters.
• Board composition.
• Appointment and removal rights.
• Executive powers.
• Signing authority.
• Delegation frameworks.
• Information rights.
• Minority protection.
• Deadlock mechanisms.
• Exit mechanisms.
• Transfer restrictions.
• Pre-emption rights.
• Tag-along and drag-along arrangements.
• Related-party matters.
• Conflict of interest.
• Shareholder disputes.
• Governance restructuring.

We frequently assist companies where ownership has developed faster than the governance framework governing that ownership.

Contracts

A well-drafted contract does more than record an agreement.

It defines expectations, allocates risk, establishes remedies, and reduces uncertainty.

• Commercial agreements.
• Services agreements.
• Consultancy agreements.
• Supply agreements.
• Distribution arrangements.
• Agency agreements.
• Partnership and cooperation agreements.
• Confidentiality agreements.
• Non-disclosure agreements.
• Non-compete and non-solicitation provisions.
• Technology agreements.
• Software agreements.
• Licensing agreements.
• Management agreements.
• Executive arrangements.
• Settlement agreements.
• Amendments and termination arrangements.

Our review focuses on both legal enforceability and the commercial consequences of the agreement.

Dispute Resolution

The best dispute strategy starts before proceedings begin.

We assist clients in understanding their legal position, preserving evidence, assessing options, and determining the appropriate escalation path.

• Commercial disputes.
• Contractual disputes.
• Shareholder disputes.
• Corporate disputes.
• Negotiation.
• Pre-litigation strategy.
• Settlement discussions.
• Litigation.
• Arbitration.
• Evidence strategy.
• Claims assessment.
• Response strategy.
• Enforcement considerations.

Where possible, we seek to preserve commercial value while protecting the client's legal position.

Investment & Doing Business in Egypt

Entering a new market requires both legal compliance and a practical understanding of how businesses operate within that framework.

AN Counsel assists local and international investors with:

• Market-entry legal structuring.
• Company formation.
• Investment structures.
• Shareholder arrangements.
• Foreign investment considerations.
• Regulatory requirements.
• Corporate approvals.
• Licensing.
• Commercial agreements.
• Local partner arrangements.
• Joint ventures.
• Acquisition of existing businesses.
• Corporate restructuring.
• Ongoing legal support.

Employment

Employment relationships affect both legal compliance and business continuity.

We assist employers with:

• Employment contracts.
• Executive employment arrangements.
• Internal policies.
• Confidentiality obligations.
• Non-compete provisions.
• Non-solicitation provisions.
• Disciplinary matters.
• Internal investigations.
• Termination.
• Workforce restructuring.
• Employment disputes.
• Settlement arrangements.

Intellectual Property

For many businesses, a significant part of their value exists in assets that are not physical.

We advise on the legal protection and commercial use of:

• Trademarks.
• Trade names.
• Copyright.
• Software.
• Digital content.
• Confidential information.
• Trade secrets.
• Licensing.
• Assignment of rights.
• IP provisions in commercial agreements.
• Ownership of employee and contractor work product.

Strategic Legal Counsel

Some legal matters are not simply questions of compliance or interpretation.

They involve multiple competing interests, imperfect information, commercial risk, governance, negotiation, timing, and future consequences.

In these matters, AN Counsel provides structured strategic legal advice.

• Legal position assessment.
• Ownership and control analysis.
• Governance review.
• Risk mapping.
• Evidence review.
• Negotiation strategy.
• Scenario analysis.
• Decision trees.
• Restructuring strategy.
• Shareholder strategy.
• Exit planning.
• Dispute prevention.
• Dispute escalation planning.
• Transaction readiness.
• Implementation roadmaps.

Our Objective: To convert a complex legal position into a clear framework for decision-making.