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1 | | 2013
Bertrand Alexis, Senior Director, Legal, Ooredoo
Cultural and legal dynamics of
contracting and resolving disputes
in the GCC
3 | | 2013
Ooredoo at a glance(1)
Note: (1) As of December 31, 2012, 1 USD = 3.64 QAR
Mobile 88%
Fixed 12%
Qatar 18%
Indonesia
26% Kuwait 9%
Iraq 20%
Algeria 10%
Tunisia 8%
Oman 6%
Others 3%
Qatar 3%
Indonesia
63%
Oman 2%
Kuwait 2%
Algeria 10%
Tunisia 8%
Iraq 11%
Others 1%
Integrated telecom group - not
a conglomerate
Wide range of services,
serving both consumer and
business markets
Growing fixed business
Revenue Diversity
Customer Diversity
2.3 1.9 1.8 2.0
2009 2010 2011 2012
6.6 7.5
8.7 9.3
2009 2010 2011 2012
Solid Revenue Growth (US$bn)
3.1 3.4 4.1 4.3
47%
46% 47% 46%
2009 2010 2011 2012
Stable EBITDA Margin (US$bn)
Continuous Investment (Capex - US$bn)
Mix of developed and
emerging markets
Strong position in all major
markets of operations
>92 million customers
Premium customers to newly
connected
Results
Review
Strategy
Review
Operations
Review
Additional
Information Overview
4 | | 2013
Fastest growing telco group 2006 – 2012(1)…
Note: (1) Revenue CAGR
CAGR
41%
35%
90%
41%
Revenue
EBITDA
Customers
Employees
Markets
US$ 1.2bn
US$ 726mn
<2mn
2,200
2
2006
US$ 9.3bn
US$ 4.3bn
>92mn
17,000
15
2012 Record Growth
Tunisia
Algeria
Indonesia
Palestine Iraq Pakistan
Oman
Singapore
Kuwait
Philippines
Maldives
Qatar
Laos
Saudi Arabia
Cambodia
Results
Review
Strategy
Review
Operations
Review
Additional
Information Overview
5 | | 2013
…Driven by a successful track record of execution…
Source: Ooredoo
Results
Review
Strategy
Review
Operations
Review
Additional
Information Overview
2005 1987
2006
2010
2011
2007
2013
2009
2012
1998
2008
Launch of Nawras
Ooredoo
established
NavLink partnership
Nawras
IPO
Launch of wi-tribe
Philippines
Launch of Wataniya
Palestine
LSE US$5bn
Bond Program
Wataniya Palestine
IPO
US$3.8bn Wataniya
Group acquisition
Successful
US$1.25bn bid
for Asiacell
Investment in
StarHub (AMH)
Asiacell IPO and
stake increased to
64.1%
Ooredoo
brand launch
Indosat stake
increased to
65%
Launch of wi-tribe
Pakistan
Total Group stake
now 90%
Wataniya Group
stake increased to
92.1%
ISE US$3bn Bond
Program
Listing on Qatar
Exchange
Initial Indosat stake
increase to 40.8%
Obtained investment
grade ratings
New mobile
license
Myanmar
6 | | 2013
From the GCC In-house Perspective
Any key differences?
Differences in substantive law –civil v. common law
Sensitivity to disputes – mediation and arbitration in the GCC’
Legal formalities
Similarities?
Seeking best practices for a multinational law department
Seeking latest Tools and talent to achieve this
Balancing the need for outside counsel
7 | | 2013
Choice of Law
The law of each of the GCC countries are based on civil law
Source of law generally Egyptian law, which is based on the French civil code
Company law – face a greater number of formalities than under Delaware law (as is the case
with company law in civil law countries)
Preference for French and English law as an alternative to GCC law, combined with
international arbitration clause
8 | | 2013
Differences Common vs Civil Law
NDAs – both allow for injunctive relief – no major substantive difference!
Liquidated damages under common law, penalties under civil law
English law – generally a deference for the intent of the parties, especially if disputes
are submitted to arbitration
Company law – greater number of formalities which need to be respected
– Publishing agenda in the local gazette
– Minimum stated capital for companies (together with civil and criminal penalties for failure to meet
minimum capital)
– Publishing agenda for annual shareholders meeting
– Providing annual results to commercial registrar (available to the public)
9 | | 2013
Key Issues under GCC laws
Definition of GCC – Bahrain, Kuwait, Oman, Qatar, KSA, UAE
Possible Future additions – Iraq, Yemen
Mandatory local ownership of local Companies (often set at 51% local partner)
GCC common market (elimination of tarifs within the GCC) since Jan 2008
Greater formalism generally (need for consular stamps/confirmation of authorized
signatures, conformity of documents to originals, etc.)
Sukuk Financings
Important to look at relatively new legal regimes to promote trade and investment
(Dubai International Finance Center, Qatar Financial Center, etc.)
– Regulations designed to promote investment
– Special tax rules
– Separate employment laws and regulations
– Dedicated arbitral organizations, rules and regulations
10 | | 2013
Arbitration from a GCC perspective
Parties to the UN Convention (exception Iraq)
Riadh convention
DIFC/LCIA joint venture
Arbitration in Qatar via QFC
Bahrain Center for Dispute Resolution in partnership with the American Arbitration
Association (BCDR-AAA)
ICC Arbitration also very common
The importance of Seat of arbitration- as distinct from the location of arbitral
proceedings.
11 | | 2013
Local Arbitral Institutions
DIFC LCIA Arbitration Centre – strategic partnership
Bahrain Chamber for Dispute Resolution
Qatar International Court and Dispute Resolution Centre under the auspices of the
Qatar Financial Center
Gulf Co-operation Council Commercial Arbitration Centre (GCCAC) based also in
Bahrain
12 | | 2013
Ethics from a GCC perspective
Shariah compliant companies
Will question the need to certify compliance with other ethical standards
Companies from other jurisdictions must be prepared to respect GCC ethical
requirements when doing business in the region
13 | | 2013
Arbitration References
www.nipc-gulf.blogspot.com
www.iccwbo.org
www.difcarbitration.com
www.qicdrc.com.qa
www.bcdr-aaa.org