Banking and Finance

Banking and Finance

Corporate, Consumer Finance, SME and e-Banking

a) Review and drafting of documents and advising various banks on all aspects of corporate finance, including banks such as ABN AMRO Bank NV (currently Faysal Bank Limited), Deutsche Bank A.G., JS Bank Ltd., National Bank of Pakistan, Arif Habib Bank Ltd., Habib Bank Ltd., Bank AL Habib Ltd., Standard Chartered Bank (Pakistan) Ltd., The Royal Bank of Scotland Limited (currently Faysal Bank Limited), Syngenta Pakistan Ltd. and American Express Travel Related Services Pakistan Ltd.

b) Review and drafting of documents and advising various banks on all aspects of consumer finance, including banks such as ABN AMRO Bank (Pakistan) Ltd., NIB Bank Ltd., Arif Habib Bank Ltd., The Royal Bank of Scotland Limited (currently Faysal Bank Limited), Habib Bank Ltd. and Bank AL Habib Ltd.

c) Advising on documentation for wealth management services for Arif Habib Bank Ltd. and JS Bank Ltd.

d) Review and drafting in respect of standard documentation for branch banking, corporate, SME and consumer finance documentation for mybank Ltd., Arif Habib Bank Ltd., ABN AMRO Bank NV (currently Faysal Bank Limited), Habib Bank Ltd., The Royal Bank of Scotland Limited (currently Faysal Bank Limited), First Women Bank Limited, Bank AL Habib Ltd, Deutsche Bank AG and Standard Chartered Bank Pakistan Limited and supporting advice in respect thereof. The aforesaid documentation includes term finance, working capital finance, long term finance, export finance, import finance, discounting of bills and project finance agreements and security documents pertaining, inter alia, to mortgage, hypothecation, pledge, set off, guarantees, floating charges and indemnities.

e) Preparing documentation and advising Bank AL Habib Ltd. on the launch of the Bank’s credit card operations.

f) Advising various banks on the introduction of electronic payment systems, electronic banking platforms as well as other e-banking services and related documentation and procedures, including banks such as, ABN AMRO Bank NV (currently Faysal Bank Limited), Deutsche Bank A.G., Bank of Tokyo – Mitsubishi UFJ Ltd. and Bank AL Habib Ltd.

g) Advising and preparing documentation for a proposed scheme by Summit Bank Limited allowing the customers of Summit Bank Limited to sell and buy gold through an investment account.

h) Advising National Bank of Pakistan on acquisition and implementation of a core banking application of Fidelity Information Services, including all negotiations and review, advice and drafting in respect of all contracts.

Structured and Project Finance

a) Structuring Swap Deposit Financing in various projects, including for Sui Southern Gas Company, Sui Northern Gas Pipelines Ltd. and Engro Chemical Ltd.

b) Structuring the acquisition of finance through the sale and repurchase of promissory notes for Ciba-Geigy (Pakistan) Ltd.

c) Advising on the project financing for the setting up of Siddiqsons Tin Plate Ltd., with Faysal Bank Ltd. as agent/ lead bank/ arranger, through a combination of murabaha and mark-up based financing from a consortium of banks, including Al-Faysal Investment Bank Ltd., Soneri Bank Ltd., Habib Bank Ltd., Pakistan Kuwait Investment Company (Pvt.) Ltd. and National Bank of Pakistan. Aside from finance and security documentation, documents were prepared for project funds, project accounts, security sharing and intercreditor arrangements.

d) Structuring and preparing documentation for finances extended to Karachi International Container Terminal Ltd. (member of Hutchison Port Holdings group) by ABN AMRO Bank N.V. (currently Faysal Bank Limited) to refinance its existing debt and for its business expansion programme.

e) We have advised on several transactions pertaining to commodity finance, including finance backed and secured by the Government of Pakistan. This has included:

i) Advising Chase Manhattan Bank in respect of a US$ 50 million facility extended to the Ministry of Food and Agriculture.

ii) Structuring and preparing documentation for commodity financing to Trading Corporation of Pakistan by a syndicate of banks comprising of Habib Bank Ltd., Muslim Commercial Bank Ltd., National Bank of Pakistan, Allied Bank Ltd. and United Bank Ltd.

iii)  Structuring and preparing documentation for commodity financing extended by a syndicate of banks to the Government of North West Frontier Province (now known as Khyber Pakhtunkhwa).

f) Structuring and preparing the documentation for financing extended to Bestway Cement Ltd. by Habib Bank Ltd.

g) As a mainstay of our structured and project finance work, we advise on a variety of syndicated finance documentation. In the past these have included:

i) Advising, structuring and preparing documentation for Habib Bank Ltd. and United Bank Ltd. in respect of a syndicated finance facility, secured against existing properties, to finance the construction project of the Islamabad Serena Hotel for Tourism Promotion Services (Pakistan) Ltd., and changes in the financing and security structure from time to time.

ii) Structuring facility and preparing finance, security and allied documentation for a syndicated term finance facility of Rs. 400 million to be extended to Security Leasing Corporation Ltd. to finance further investment in leasing and other businesses.

iii) Preparing documentation for a syndicated term finance facility of Rs. 3 billion to be extended to Karachi Electric Supply Corporation Ltd., as secured against a GOP guarantee. The purpose of the facility was to provide financing for the system improvement of KESC’s network and reduction in transmission and distribution projects.

iv) Structuring facility and preparing finance, security and allied documentation to finance debt re-profiling, through a syndicated term finance facility of Rs. 350 million to Chenab Ltd. Facility arranged by Allied Bank Ltd. (as agent) and extended with other consortium members, namely, Atlas Bank Ltd.(currently Summit Bank Limited), Saudi Pak Industrial and Agricultural Investment Company Private Ltd., Pak Libya Holding Company Ltd., Orix Investment Bank Ltd. and First Credit and Investment Bank Ltd.

v) Structuring facility and preparing finance, security and allied documentation to finance on-going capital expenditure requirements for the conversion from wet process plant of 650 tpd clinker capacity of Grey Cement to 500 tpd clinker capacity dry process plant of White Cement through a syndicated term finance facility of Rs. 950 million to Maple Leaf Cement Factory Ltd.

h) Advising on finances to be extended by ABN AMRO Bank N.V. to Institute of Business Management for capital expenditure, secured inter alia, against a guarantee agreement by International Finance Corporation with ABN. Review of various documents, including guarantee facility agreement, debt payment account agreement and intercreditor agreement.

i) Structuring and advice, including review and drafting of documentation pertaining to the original syndicated SBLC facility extended to HUBCO, as well as advice and drafting in respect of the same facility on an annual basis.

j) Advice, review and drafting in respect of various local rupee financing facilities extended by several banks to HUBCO.

k) Advising Summit Bank Limited in regard to the debt to asset swap by Summit Bank Limited in the restructuring of the debt of Azgard Nine Limited amounting to approximately PKR 9.5 Billion owed to various banks and financial institutions and reviewing documentation.

l) Advising several banks on restructuring/ rescheduling of finance facilities and preparation of documentation recording the same.

 

Islamic Finance

a) Structuring, advising and preparing documentation for an Islamic financing transaction between five banks and a customer for the acquisition by the customer of a controlling share in a blue chip company of Pakistan. The transaction structure is based on agency and diminishing musharaka under Shariah compliant principles.

b) Advising Faysal Bank Ltd. in respect of structuring and preparation of documents for Morabaha finance facilities extended by Faysal Islamic Bank of Bahrain EC., and other co-modarebs to:

Water and Power Development Authority;

Ministry of Petroleum and Natural Resources;

Cotton Export Corporation of Pakistan; and

Rice Export Corporation of Pakistan.

c) Structuring and preparing the documentation for the acquisition of the assets, properties and business of Abbas Dyeing by Rajby Textiles and the financing of the acquisition through a Shariah compliant mode of financing extended by Bank AL Habib Ltd., namely purchasing a time bill of exchange to be drawn by Abbas Dyeing upon Rajby Textiles.

d) Advising clients on structuring Islamic Banking documents for use in Pakistan, such as morabaha, musharika, istisna, diminishing musharaka for assets and immovable property, Islamic letters of credit, and ijara documents, including for clients such as ABN AMRO Bank N.V., Standard Chartered Bank (Pakistan) Limited, Standard Chartered Modaraba and Bank AL Habib Ltd and developing, structuring and drafting documentation in respect of the same.

e) Structuring and preparing documentation for a proposed syndicated Islamic finance facility amounting to USD103 Million to undertake the acquisition of a large industrial concern.

 

Microfinance

Review, advice and drafting on documents for Khushali Bank Ltd.

b) Review, advice and drafting relating to the Rozegar Scheme launched by the Government of Pakistan and National Bank of Pakistan.

c) Advising Deutsche Bank A.G, New York, on a finance facility to Asasah, a microfinance company.

d) Advising on and drafting term loan documentation for JS Bank Limited for microfinance institutions secured by guarantees of the State Bank of Pakistan.

 

Legal Audit of Bank Documentation

Legal audit of the credit, security and property documents of various banks, including Bank of America N.A., Standard Chartered Bank (Pakistan) Limited and most recently, Habib Bank Limited. We have also conducted a legal audit of Islamic banking documents for Bank AL Habib Limited.

 

Derivatives

Advice to various local and foreign banks on derivative transactions in Pakistan, including FX options, repo transactions and other ISDA documentation in view of the current regulatory framework (including the Financial Derivatives Business Regulations issued by the State Bank of Pakistan) and advice on re characterization risk, insolvency, netting provisions, conflict of laws and arbitration.

 

Regulatory Advice

Advice on the Foreign Exchange Manual, Prudential Regulations for various forms of businesses to be undertaken by banks/ financial institutions and other directives, circulars and notifications issued by the State Bank of Pakistan from time to time. JSS & CO LLP has rendered extensive advice in respect of and structured cross border transactions.

 

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