Newsletter

ADVO ATECA P U B L I C A T I O N O F S H A L A K A N Y L A W O F F I C E

Winter 2013 Issue No.17

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PUBLIC M&A IN EGYPTPOSSIBLE REFORM ONTHE HORIZON

Shalakany Law Office

NGOon

Support

Political Reform in Egypt is Perhaps Still Possible

2 Lex Mundi www.shalakany.com

The key to Lex Mundi is the quality of the individual member firms. Member selection criteria are very stringent and members are among the leading law firms in their jurisdictions. While remaining independent, each Lex Mundi member firm is committed to uniform service standards that provide clients with consistency and confidence, and each shares a remarkable dedication to clients.

By selecting a Lex Mundi law firm, clients can have confidence that they will be connected to:

Quality Representation

Lex Mundi member firms must be committed to providing not only high quality legal work, but superior client service as well. Each member firm is admitted only after substantial due diligence, and must survive regular quality and peer review procedures in order to retain membership in the association.

Preeminent Law Firms

Each Lex Mundi member is an elite firm in its jurisdiction. Potential members are evaluated on quality, responsiveness, ability to provide a full range of legal services, reputation, technology, management structure, ethical standards, conflict avoidance procedures, size, court admissions and other criteria.

Local Market Knowledge

Lex Mundi member firms are locally based law firms, indigenous to their areas. As a result, they have developed the expertise most necessary in their jurisdictions, as well as strong ties to the legal and business communities. They also can apprise clients of the area’s political context and provide firsthand information about the local landscape.

A Recognized Resource WorldwideThrough the Lex Mundi association, clients and their advisors can receive introductions to top local law firms around the world.

Lex Mundi ensures the quality of individual member firms in a number of ways:

Recruiting Standards and Procedures

Lex Mundi employs a rigorous method of selecting and admitting new members.

Membership Review Policy and Procedures

To ensure that members continue to be the most highly regarded firms in their jurisdictions and continue to provide responsive, high quality legal services, the organization reviews each member firm every eight years. Membership is terminated if a firm does not meet Lex Mundi standards.

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Lex Mundi has formed a Client Advisory Council as a forum to obtain feedback directly from client organizations on the best ways to serve clients and advice on policies and projects for consideration.

Corporations worldwide, their owners and their advisors are the ultimate beneficiaries of the worldwide reach and the exceptional global legal expertise that Lex Mundi provides. Lex Mundi firms provide companies with:

• First-rate legal skills• Local market knowledge and experience• Relevant industry expertise• Sound business and language skills• Responsive service

Working together, Lex Mundi member firms are able to provide cost-effective solutions for clients just about anywhere on the globe. Lex Mundi is the mark of excellence for legal services globally.

Shalakany Law Office is the exclusive member firm for Egypt of Lex Mundi, the world’s leading association of independent law firms. Lex Mundi is the mark of excellence for legal services globally. With more than 21,000 lawyers in 600 offices, Lex Mundi member firms are present in more than 160 countries, states and provinces. These premier law firms provide legal representation and local market knowledge just about anywhere needs may arise. Our firm's membership in Lex Mundi provides us with global reach and access to legal resources that enhance our ability to serve our clients’ needs around the world.

Lex Mundi members are not affiliated in the joint practice of law; each member firm is an independent law firm and renders

professional services on an individual and separate basis.

3Editor’s Letterwww.shalakany.com

Honorary ChairmanAli El Shalakany (deceased)

Editor-In-ChiefKhaled El Shalakany

Production ManagerAmal El Khafif

Contributing WritersAdam El ShalakanyAhmed AminAhmed El ShalakanyBasma H. FahmySamar M. OthmanAhmed El-Gammal

Photos by:SLO ArchiveKhaled El Shalakany

Reviewing & Distribution OfficerAngelika Buchheim

Design & PrintingSpirit Advertisingwww.spirit-ad.com

The Advocate is a publication of Shalakany Law Office. Any

reproduction of this newsletter is strictly prohibited without the express

written consent of the publisher. Opinions expressed by contributing

writers or material printed from other sources does not necessarily

represent those of the publisher.

Copyright © Shalakany Law Office, Egypt. All rights reserved.

To subscribe to The Advocate please send an email to

Theadvocate@shalakany.comwww.shalakany.com

In This IssueLex MundiWhat you need to know about the World’s leading Association of Independent Law Firms

Editor's LetterPolitical Reform in Egypt is Perhaps Still Possible

An Eye on the LawPublic M&A: Possible Reform on the HorizonCorporate Governance: an old Problem, a New SolutionEgyptian Civil Aviation Law

Film Review

Book Review

PoetryIn the Memory of Ahmed Fouad Negm

Shape your MindBattle in The ValleyWomen and the ConstitutionArticle 80

Short StoryCleopatra’s BathThe Devil’s Advocate

News @ SLOUp-to-date Coverage of What is Happening at Shalakany Law Office 20

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Political Reform in Egypt isPerhaps Still Possible

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This is my third editorial since the Egyptian revolution of 2011. In my first editorial I was quite optimistic, in my second I was quite pessimistic and warned that the Moslem Brotherhood was adopting policies with catastrophic effects for the country. Now that the Egyptian people (and I do mean the Egyptian people in their tens of millions) have deposed the Brotherhood and blocked their attempts to convert Egypt into an Islamic Republic, I return to some optimism, but now tinged with caution born out of our country’s bitter experience over the past three years. We are not out of the woods yet. The power relations between the Army, the Mubarak State institutions (including a subservient media and a giant

police and security apparatus) and the newly emerging liberal and progressive parties are very much tilted to the former two and not the latter. What that will mean in the future is not certain. There is an urgent need to restructure the Police Force and the departments of the Ministry of the Interior who appear to be reverting to pre 2011 brutal practices. One very clear positive element is that the Army leadership has so far acted prudently. For one thing the road map to democratic transition is feasible. The first step is nearly accomplished. The new constitution has been drafted and will be voted upon in January 2014. It is a good document, and while it does contain some compromises, in my opinion these were necessary given the complexity of the current political situation. The new constitution protects the rights of women (full equality at last), and minorities. Freedom of speech and other fundamental human rights are also protected at least theoretically. However, reform is not to be gauged through written documents but rather through practice. The media has been feeding a mass hysteria against the MBH and has now turned its attacks also on the youth and more radical elements of the January 2011 uprising, all signs of a strong return of Mubarak era regime practices. Hopefully this will not be the case and the political reforms for which so many young people have made personal sacrifices (including several thousand dead and injured) will be achieved.

By Khaled El ShalakanyEditor-in-Chief

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4 www.shalakany.comAn Eye On The Law

he Firm was happy to participate on a pro bono basis as we have

been aware for some time that this is an area that requires reform. When making our recommendations to EFSA we adopted a comparat ive approach, taking elements of best practice from the most active capital markets globally, specifically the French, British and American Public M&A regimes.

One of the most important amendments was with regards to the actions that trigger a mandatory tender offer (MTO) filing. The way the regulation is currently drafted requires each person who acquired or is willing to acquire one third or more of the capital or voting rights in the target company to submit an MTO to acquire the remaining shares of the target company. Requiring a person who is willing to acquire one third or more of the target company to file an MTO is ambiguous and practically anyone who launches a takeover bid for more than one th i rd i s automatically considered to have

launched an MTO, which has much more restrictive conditions than a voluntary takeover offer (VTO). Accordingly, we proposed amending the regulations to require an MTO to be filed only upon the actual acquisition of one third or more of the target company. This should provide EFSA with, on one hand, the comfort of knowing that the acquirer will automatically file an MTO upon the acquisition of one third of a company or more and, on the other hand, a sufficient level of supervision over the market and the protection of minority shareholders. Another proposed amendment was exemption from submitting an MTO. In our view, which is adopted in almost all other mature markets, the cases outlined in the regulations should be automatically exempted from filing an MTO once they are met (i.e., their application should not be at the discretion of EFSA as outlined in the current regime) as this leaves a leeway for inconsistency in applying the regulations and introduces a

great deal of uncertainty, which in turn reduces investor confidence in the overall regime. Moreover, we proposed adding an exemption whereby a current shareholder that comes to acquire one third or more of the company's capital as a result of a capital increase or decrease is automatically exempted from filing an MTO, as it would be wholly unreasonable to require a bona fide shareholder to be forced to submit an MTO when its intention is to aid a company in financial difficulty or require capital injection.

Another area that requires reform is the definition of associated advisors and the restrictions imposed on them which prohibit them from trading in the target company's shares during the tender offer period. This area has proved to be very problematic for global financial institutions that are advising one of the parties to a public M&A deal and have affiliates who may, without obtaining any insider information, be trading in the target's shares during the tender offer period.

T

PUBLIC M&A IN EGYPTPOSSIBLE REFORM ON

THE HORIZONThe Egyptian Financial

Supervisory Authority (EFSA) recently

announced its intention to reform the regulations

for mergers and acquisitions (M&A) of

listed companies in Egypt (Public M&A). To

that end, EFSA approached active

legal specialists in the capital markets field,

including Shalakany, to provide it with proposed

amendments.

We recommended authorizing associated advisors to trade in the target's shares if they are capable of implementing Chinese walls between the employees who have insider information regarding the deal and those who do not. Moreover, we exclude from the definition of “associated advisors” any of the advisors’ related parties who do not have any insider information related to the tender offer.

Interestingly, the Egyptian public M&A regime includes a “squeeze in” mechanism that allows shareholders to force the majority shareholder to buy their shares under certain conditions, but does not contain a “squeeze out” mechanism that allows the majority shareholder to force minority shareholders out under certain conditions. As the most active capital markets allow for both mechanisms, including the UK, France, Germany and the state of Delaware, we proposed a squeeze-out provision that grants majority shareholders holding 90% or more the right to force minority shareholders to sell their shares at the price paid by the majority shareholder in a previous tender offer during the last twelve months. This mirrors the “squeeze in” mechanism currently available and maintains equality between the

majority and minority shareholders.

Another issue we addressed was that of conditional offers, which are currently regulated in the context of MTOs, whereby an offer can be conditional only upon acquiring 51% or 75% of the target’s capital or voting rights. We suggested permitting voluntary tender offers to be conditional upon various factors in order to add more flexibility to the Public M&A regime.

Another area that requires reform is the target company’s board of directors’ ability to undertake actions during the tender offer period. The current restrictions are overly onerous and put the ta rget a t a disadvantage, especially in a hostile takeover situation. To strike a balance between providing defenses against a hostile takeover and protecting the target company from any significantly harmful actions carried out by the target’s board, we proposed providing the target’s directors with the right to undertake certain actions, but on ly af ter obta in ing a shareholders’ resolution. Our proposal allows the target company room to maneuver in a hostile takeover situation, but only once the majority of its shareholders approve, hence ensuring that the interests of the

shareholders are aligned with that of the management of the target.

Among the other proposed amendments were:(i) providing the option to submit the tender offer electronically through a special email address to be created for that purpose,(ii) granting the parties directly involved in a tender offer the right to inquire from EFSA about any matters related to the tender offer and requiring EFSA to respond within a particular timeframe,(iii) granting the offeror and its related parties the right to trade in the target’s stock during the tender offer period if their request is based on sound reasoning and provided that EFSA’s prior approval is obtained, and (iv) providing an exception to the “last price paid by the offeror in a previous tender offer during the last twelve months rule” in case of an MTO if material events occur during that period that alter the value of the shares or if the target company is in recognized financial difficulty.

The initiative taken by EFSA is a positive indication that the input of professionals, who experience at first hand the obstacles and problems associated with the law, will be taken into account when considering legislative reform. We hope that this approach will be used in other Egyptian sectors in order to constantly re-align legislation with what actually takes place in the market. We are confident that if this approach becomes the general legislative norm, investor confidence in our legal system will increase and both foreign and local investment wil l be incentivized.

By Basma Fahmi

he Firm was happy to participate on a pro bono basis as we have

been aware for some time that this is an area that requires reform. When making our recommendations to EFSA we adopted a comparat ive approach, taking elements of best practice from the most active capital markets globally, specifically the French, British and American Public M&A regimes.

One of the most important amendments was with regards to the actions that trigger a mandatory tender offer (MTO) filing. The way the regulation is currently drafted requires each person who acquired or is willing to acquire one third or more of the capital or voting rights in the target company to submit an MTO to acquire the remaining shares of the target company. Requiring a person who is willing to acquire one third or more of the target company to file an MTO is ambiguous and practically anyone who launches a takeover bid for more than one th i rd i s automatically considered to have

launched an MTO, which has much more restrictive conditions than a voluntary takeover offer (VTO). Accordingly, we proposed amending the regulations to require an MTO to be filed only upon the actual acquisition of one third or more of the target company. This should provide EFSA with, on one hand, the comfort of knowing that the acquirer will automatically file an MTO upon the acquisition of one third of a company or more and, on the other hand, a sufficient level of supervision over the market and the protection of minority shareholders. Another proposed amendment was exemption from submitting an MTO. In our view, which is adopted in almost all other mature markets, the cases outlined in the regulations should be automatically exempted from filing an MTO once they are met (i.e., their application should not be at the discretion of EFSA as outlined in the current regime) as this leaves a leeway for inconsistency in applying the regulations and introduces a

great deal of uncertainty, which in turn reduces investor confidence in the overall regime. Moreover, we proposed adding an exemption whereby a current shareholder that comes to acquire one third or more of the company's capital as a result of a capital increase or decrease is automatically exempted from filing an MTO, as it would be wholly unreasonable to require a bona fide shareholder to be forced to submit an MTO when its intention is to aid a company in financial difficulty or require capital injection.

Another area that requires reform is the definition of associated advisors and the restrictions imposed on them which prohibit them from trading in the target company's shares during the tender offer period. This area has proved to be very problematic for global financial institutions that are advising one of the parties to a public M&A deal and have affiliates who may, without obtaining any insider information, be trading in the target's shares during the tender offer period.

5www.shalakany.com An Eye On The Law

We recommended authorizing associated advisors to trade in the target's shares if they are capable of implementing Chinese walls between the employees who have insider information regarding the deal and those who do not. Moreover, we exclude from the definition of “associated advisors” any of the advisors’ related parties who do not have any insider information related to the tender offer.

Interestingly, the Egyptian public M&A regime includes a “squeeze in” mechanism that allows shareholders to force the majority shareholder to buy their shares under certain conditions, but does not contain a “squeeze out” mechanism that allows the majority shareholder to force minority shareholders out under certain conditions. As the most active capital markets allow for both mechanisms, including the UK, France, Germany and the state of Delaware, we proposed a squeeze-out provision that grants majority shareholders holding 90% or more the right to force minority shareholders to sell their shares at the price paid by the majority shareholder in a previous tender offer during the last twelve months. This mirrors the “squeeze in” mechanism currently available and maintains equality between the

majority and minority shareholders.

Another issue we addressed was that of conditional offers, which are currently regulated in the context of MTOs, whereby an offer can be conditional only upon acquiring 51% or 75% of the target’s capital or voting rights. We suggested permitting voluntary tender offers to be conditional upon various factors in order to add more flexibility to the Public M&A regime.

Another area that requires reform is the target company’s board of directors’ ability to undertake actions during the tender offer period. The current restrictions are overly onerous and put the ta rget a t a disadvantage, especially in a hostile takeover situation. To strike a balance between providing defenses against a hostile takeover and protecting the target company from any significantly harmful actions carried out by the target’s board, we proposed providing the target’s directors with the right to undertake certain actions, but on ly af ter obta in ing a shareholders’ resolution. Our proposal allows the target company room to maneuver in a hostile takeover situation, but only once the majority of its shareholders approve, hence ensuring that the interests of the

shareholders are aligned with that of the management of the target.

Among the other proposed amendments were:(i) providing the option to submit the tender offer electronically through a special email address to be created for that purpose,(ii) granting the parties directly involved in a tender offer the right to inquire from EFSA about any matters related to the tender offer and requiring EFSA to respond within a particular timeframe,(iii) granting the offeror and its related parties the right to trade in the target’s stock during the tender offer period if their request is based on sound reasoning and provided that EFSA’s prior approval is obtained, and (iv) providing an exception to the “last price paid by the offeror in a previous tender offer during the last twelve months rule” in case of an MTO if material events occur during that period that alter the value of the shares or if the target company is in recognized financial difficulty.

The initiative taken by EFSA is a positive indication that the input of professionals, who experience at first hand the obstacles and problems associated with the law, will be taken into account when considering legislative reform. We hope that this approach will be used in other Egyptian sectors in order to constantly re-align legislation with what actually takes place in the market. We are confident that if this approach becomes the general legislative norm, investor confidence in our legal system will increase and both foreign and local investment wil l be incentivized.

By Basma Fahmi

Our proposal allows the target company room

to maneuver in a hostile takeover

situation, but only once the majority of its

shareholders approve.,,

,,

n agency relationship is the relation between one or more persons (the principal[s]) and another person

(the agent) to perform some services on his/their behalf that involves delegating some decision making to the agent in which the welfare of the principal is affected by the choices of the agent. Agency theory is the study of the agency relationship and the issues that arise from the principal and agent; both of them will be working toward the same goal but may not share the same interests.

Indeed, agency theory is concerned with agency conflicts, and conflicts of interest between principals and agents. When agency occurs it tends to give rise to agency costs which are expenses that occur in order to sustain an effective agency relationship (e.g., offering bonuses to encourage managers to act in the shareholders’ interests).

Agency issues occur from the separation of ownership from control. Agency theory suggests that the firm can be viewed as a nexus of contracts between resource holders. The delegation of decision-making authority from principal to agent is problematic in that the interests of the principal and agent will diverge (conflict of interests). Corporation

managers may have personal goals that compete with the owner’s goal of maximization of shareholder wealth. Since the shareholders authorize managers to administer the firm’s assets, a potential conflict of interest exists between the two groups. When the people responsible for making decisions are the same ones expected to review the correctness of those very decisions, there undoubtedly exists an inherent conflict of interest. Moreover, managers will always seek to maximize their own utility at the expense of corporate shareholders. Agents operate in their own self-interest rather than in the best interest of the firm because of asymmetric information (e.g., managers know better than shareholders whether they are capable of meeting shareholder objectives) and uncertainty. This constitutes the agency problem - the behavior of the agent (manager) that works against the welfare of the principal (shareholder).

In addition, principals cannot perfectly and without cost monitor the actions of the agent and acquire the information available to him. Managers are in a position to edit, delay or incompletely disclose information. There are three essential sources of agency problems which are

6 www.shalakany.comAn Eye On The Law

The 1980s and early 1990s saw an increase in takeovers and growth in managerial discretion that resulted in corporate scandals like Enron, Parmalat and WorldCom.

A

CorporateGovernance:an old problema new solution

Moral Hazard where the agent’s actions are hidden from the principal, Adverse Selection where the agent possesses information that is unobservable by the principal, and Risk Aversion where as organizations grow, managers become risk averse (they will protect their positions, most likely maximizing their chance of success by projects that have already brought success). Agency costs incurred to protect principals’ interests reduce the possibility that agents will misbehave through monitoring the performance and behavior of agents and by bonding which are arrangements that penalize agents for acting in such ways that violate the interests of principals or reward them for achieving principals’ goals. Agency costs can be defined as the sum of monitoring, bonding costs and residual loss. Monitoring costs are expenditures paid by the principal to measure, observe and control an agent’s behavior. They may include the cost of audits, writing executive compensation contracts and ultimately the cost of firing managers.

Bonding costs are the costs that the manager takes upon himself to reduce agency conflict and are expenditures paid by agents. Residual loss is the reduction of welfare experienced by the principal as a result of the divergence between the agent’s decisions and those decisions that would maximize the welfare of the principal.

Managers of failing firms may not see a reduction in their own wages, but their value will decrease in the managerial labour market and vice-versa. If managers of a firm take actions that are viewed by the market as adversely affecting the value of the firm’s assets, then the price of the assets (i.e., the stock price) will likely drop. Managers in other firms believing that they can manage the assets of the failing firm, may be engaged in a takeover battle.

The success of a firm emerging when extra output is provided by team production depends on being able to manage the team so that metering problems (it is costly to measure the marginal outputs of the co-operating inputs for reward purposes) and attendant shirking can be overcome by estimating marginal productivity and specifying or observing input behavior. Such monitoring, as is therefore necessary, however, can only be encouraged effectively if the monitor is the recipient of the activity’s residual income (otherwise the monitor himself would have to be monitored).

Mechanisms to Solve the Agency Issue

During the 20th century, a number of mechanisms have been raised to solve the agency issue. These solutions have been generally gathered around the ideas of: structuring bonuses and stock options to reward success and penalize failure (performance based incentive plans); dismissal of poorly performing executives; compensation to the firm’s managers entirely on the basis of stock price changes, etc.

Direct stock ownership may be the most important component of increasing pay for performance for executives as they are tied directly to changes in shareholder value.

A classic shareholder-centered model of fiduciary duties, in which profit maximization for shareholders is the guiding principle for directors, would very likely fail in big companies with a dispersed ownership structure, because the monitoring system is not executed appropriately by the shareholders due to the agency costs mentioned above.It might be more feasible to overcome the agency problem and to prevent mangers from acting in their own interest, if directors hold their fiduciary powers in trust, not only for shareholders, but for a broader constituency associated with the organization, including employees, creditors and consumers.

By Ahmed El Shalakany

n agency relationship is the relation between one or more persons (the principal[s]) and another person

(the agent) to perform some services on his/their behalf that involves delegating some decision making to the agent in which the welfare of the principal is affected by the choices of the agent. Agency theory is the study of the agency relationship and the issues that arise from the principal and agent; both of them will be working toward the same goal but may not share the same interests.

Indeed, agency theory is concerned with agency conflicts, and conflicts of interest between principals and agents. When agency occurs it tends to give rise to agency costs which are expenses that occur in order to sustain an effective agency relationship (e.g., offering bonuses to encourage managers to act in the shareholders’ interests).

Agency issues occur from the separation of ownership from control. Agency theory suggests that the firm can be viewed as a nexus of contracts between resource holders. The delegation of decision-making authority from principal to agent is problematic in that the interests of the principal and agent will diverge (conflict of interests). Corporation

managers may have personal goals that compete with the owner’s goal of maximization of shareholder wealth. Since the shareholders authorize managers to administer the firm’s assets, a potential conflict of interest exists between the two groups. When the people responsible for making decisions are the same ones expected to review the correctness of those very decisions, there undoubtedly exists an inherent conflict of interest. Moreover, managers will always seek to maximize their own utility at the expense of corporate shareholders. Agents operate in their own self-interest rather than in the best interest of the firm because of asymmetric information (e.g., managers know better than shareholders whether they are capable of meeting shareholder objectives) and uncertainty. This constitutes the agency problem - the behavior of the agent (manager) that works against the welfare of the principal (shareholder).

In addition, principals cannot perfectly and without cost monitor the actions of the agent and acquire the information available to him. Managers are in a position to edit, delay or incompletely disclose information. There are three essential sources of agency problems which are

7www.shalakany.com An Eye On The Law

Moral Hazard where the agent’s actions are hidden from the principal, Adverse Selection where the agent possesses information that is unobservable by the principal, and Risk Aversion where as organizations grow, managers become risk averse (they will protect their positions, most likely maximizing their chance of success by projects that have already brought success). Agency costs incurred to protect principals’ interests reduce the possibility that agents will misbehave through monitoring the performance and behavior of agents and by bonding which are arrangements that penalize agents for acting in such ways that violate the interests of principals or reward them for achieving principals’ goals. Agency costs can be defined as the sum of monitoring, bonding costs and residual loss. Monitoring costs are expenditures paid by the principal to measure, observe and control an agent’s behavior. They may include the cost of audits, writing executive compensation contracts and ultimately the cost of firing managers.

Bonding costs are the costs that the manager takes upon himself to reduce agency conflict and are expenditures paid by agents. Residual loss is the reduction of welfare experienced by the principal as a result of the divergence between the agent’s decisions and those decisions that would maximize the welfare of the principal.

Managers of failing firms may not see a reduction in their own wages, but their value will decrease in the managerial labour market and vice-versa. If managers of a firm take actions that are viewed by the market as adversely affecting the value of the firm’s assets, then the price of the assets (i.e., the stock price) will likely drop. Managers in other firms believing that they can manage the assets of the failing firm, may be engaged in a takeover battle.

The success of a firm emerging when extra output is provided by team production depends on being able to manage the team so that metering problems (it is costly to measure the marginal outputs of the co-operating inputs for reward purposes) and attendant shirking can be overcome by estimating marginal productivity and specifying or observing input behavior. Such monitoring, as is therefore necessary, however, can only be encouraged effectively if the monitor is the recipient of the activity’s residual income (otherwise the monitor himself would have to be monitored).

Mechanisms to Solve the Agency Issue

During the 20th century, a number of mechanisms have been raised to solve the agency issue. These solutions have been generally gathered around the ideas of: structuring bonuses and stock options to reward success and penalize failure (performance based incentive plans); dismissal of poorly performing executives; compensation to the firm’s managers entirely on the basis of stock price changes, etc.

Direct stock ownership may be the most important component of increasing pay for performance for executives as they are tied directly to changes in shareholder value.

A classic shareholder-centered model of fiduciary duties, in which profit maximization for shareholders is the guiding principle for directors, would very likely fail in big companies with a dispersed ownership structure, because the monitoring system is not executed appropriately by the shareholders due to the agency costs mentioned above.It might be more feasible to overcome the agency problem and to prevent mangers from acting in their own interest, if directors hold their fiduciary powers in trust, not only for shareholders, but for a broader constituency associated with the organization, including employees, creditors and consumers.

By Ahmed El Shalakany

new law amended 37 articles and Chapter 15 ‘Penalties’, adding 9 new articles and cancelling 46 articles.

The new law began by amending the definitions in the original Civil Aviation Law by introducing new definitions such as the Civil Aviation Information Territory, the Operator/Investor who performs one or more such aviation activities (even if not an owner of aircraft) and the security certificates issued by manufacturers for the safe compatibility of its planes to operate in the desired aviation field. In addition, the law introduced a number of amendments such as granting some of the aviation authorities’ rights to Egyptian National Companies, such as the right to coordinate with all competent authorities regarding communications related to the safety of civil aviation and the smooth operation of aviation traffic. It also prohibited all carrier companies to communicate other than through the said Egyptian National Companies.

The amendments also confirmed that all airports and landing plots are considered public utilities and may

not, under any circumstances, be owned by individuals. The law expanded the activit ies and procedures to be taken in case of accidents or incidents, for example, it obliged all authorities assisting in rescuing damaged plane(s) to take photos of the accident before moving any parts of the damaged plane. In addition, it reduced the judicial powers of the investigation team by removing the rights previously granted to them to

interrogate all witnesses and to request witnesses to provide them with any documents they foresee may be useful for their investigation.

The rules of the Convention for the Unification of Certain Rules Relating to International Carriage by Air, signed on 12 October 1929, have been governing al l Egyptian Carriages by Air, whether domestic or international. However, the new law amended this by adopting the p rov i s ions o f the Egypt ian Commercial Code to govern domestic carriage by air.

The amendments made by the law also expanded the penalties for violating the law and increased them. This increase did not only include simple violations, but also reached applying capital punishment on criminal attempts to hijack or causing severe damage to any plane or aircraft which caused the death of any person. It also included the seizure of the plane or aircraft in case the person committing the crime is the owner of the aircraft or plane, or in case the owner was aware that the crime was going to be committed.

Most of the cancelled articles, were those art icles applying extra unreasonable procedures on carriers, investors and all parties in the aviation field.

By Ahmed El-Gammal

lthough the Egyptian Civil Aviation Law currently in effect

was promulgated in 1981, it has been amended several times, and the law states in one of its articles that any international treaty ratified by Egypt shall supersede the provisions of the law.

The main amendments made to the Egyptian Civil Aviation Law took place in 2003 and 2010. Since 2010 there have been no further amendments. In addition, the Egyptian legislature issued Law No 3

for the year 1997, which reflects the political trend at that time to expand the scope of investment and develop the civil aviation sector. The said law did not amend the Civil Aviation Law although it regulated granting investors the right to establish and/or manage airports and landing plots, whether new ones or existing ones, through the build–operate–transfer (BOT) system. The law limited this right

with some conditions, such as a maximum period for such granted of 99 years, strictly choosing the investor after a fair competition process with other investors, and strict supervision over the technical and financial management to guarantee efficient management. In addition, the law guaranteed immunity of all the buildings and equipment of the airports and landing plots from seizure, considering them public utilities enjoying all privileges granted to such utilities.

In 2003, Law No 92 for the year 2003 was issued, which enforced stricter penalties for the violation of the rules governing the airspace surrounding airports, and granted the Civil Aviation authorities more powers to prohibit, suspend, amend and remove any violating building works, and prohibited all government authorities from granting any building permits within the boundaries of the airspace before obtaining the Civil Aviation Authority’s approval.

The main amendments made to the Egyptian Civil Aviation Law were effected through Law No. 136 for the year 2010, which extensively amended the Civil Aviation Law. The

8 www.shalakany.comAn Eye On The Law

A

EgyptianCivil Aviation Law

9www.shalakany.com An Eye On The Law

new law amended 37 articles and Chapter 15 ‘Penalties’, adding 9 new articles and cancelling 46 articles.

The new law began by amending the definitions in the original Civil Aviation Law by introducing new definitions such as the Civil Aviation Information Territory, the Operator/Investor who performs one or more such aviation activities (even if not an owner of aircraft) and the security certificates issued by manufacturers for the safe compatibility of its planes to operate in the desired aviation field. In addition, the law introduced a number of amendments such as granting some of the aviation authorities’ rights to Egyptian National Companies, such as the right to coordinate with all competent authorities regarding communications related to the safety of civil aviation and the smooth operation of aviation traffic. It also prohibited all carrier companies to communicate other than through the said Egyptian National Companies.

The amendments also confirmed that all airports and landing plots are considered public utilities and may

not, under any circumstances, be owned by individuals. The law expanded the activit ies and procedures to be taken in case of accidents or incidents, for example, it obliged all authorities assisting in rescuing damaged plane(s) to take photos of the accident before moving any parts of the damaged plane. In addition, it reduced the judicial powers of the investigation team by removing the rights previously granted to them to

interrogate all witnesses and to request witnesses to provide them with any documents they foresee may be useful for their investigation.

The rules of the Convention for the Unification of Certain Rules Relating to International Carriage by Air, signed on 12 October 1929, have been governing al l Egyptian Carriages by Air, whether domestic or international. However, the new law amended this by adopting the p rov i s ions o f the Egypt ian Commercial Code to govern domestic carriage by air.

The amendments made by the law also expanded the penalties for violating the law and increased them. This increase did not only include simple violations, but also reached applying capital punishment on criminal attempts to hijack or causing severe damage to any plane or aircraft which caused the death of any person. It also included the seizure of the plane or aircraft in case the person committing the crime is the owner of the aircraft or plane, or in case the owner was aware that the crime was going to be committed.

Most of the cancelled articles, were those art icles applying extra unreasonable procedures on carriers, investors and all parties in the aviation field.

By Ahmed El-Gammal

The provisions of the Egyptian Commercial

Code were adopted to govern domestic

carriage by air instead of the rules of the

Warsaw Convention 1929 ,,

,,

lthough the Egyptian Civil Aviation Law currently in effect

was promulgated in 1981, it has been amended several times, and the law states in one of its articles that any international treaty ratified by Egypt shall supersede the provisions of the law.

The main amendments made to the Egyptian Civil Aviation Law took place in 2003 and 2010. Since 2010 there have been no further amendments. In addition, the Egyptian legislature issued Law No 3

for the year 1997, which reflects the political trend at that time to expand the scope of investment and develop the civil aviation sector. The said law did not amend the Civil Aviation Law although it regulated granting investors the right to establish and/or manage airports and landing plots, whether new ones or existing ones, through the build–operate–transfer (BOT) system. The law limited this right

with some conditions, such as a maximum period for such granted of 99 years, strictly choosing the investor after a fair competition process with other investors, and strict supervision over the technical and financial management to guarantee efficient management. In addition, the law guaranteed immunity of all the buildings and equipment of the airports and landing plots from seizure, considering them public utilities enjoying all privileges granted to such utilities.

In 2003, Law No 92 for the year 2003 was issued, which enforced stricter penalties for the violation of the rules governing the airspace surrounding airports, and granted the Civil Aviation authorities more powers to prohibit, suspend, amend and remove any violating building works, and prohibited all government authorities from granting any building permits within the boundaries of the airspace before obtaining the Civil Aviation Authority’s approval.

The main amendments made to the Egyptian Civil Aviation Law were effected through Law No. 136 for the year 2010, which extensively amended the Civil Aviation Law. The

10 www.shalakany.comSandooq El Donia

Suits is an underrated legal drama that airs on USA Network which very few people in my network of enthusiastic new age show hunters have discovered. Upon initial hearsay that the show centers around a law firm, I shied away from watching the pilot for I was not a fan of a previously very popular legal drama, Law and Order. How would this be any different? I decided to see what this show was all about and it caught me by surprise by how great it is. Suits is a concoction of several award winning shows with the legal hearings of Law and Order mixed in with the strict and sarcastic genius boss of House who will do anything to get the job done. The series makes its mark in the world of entertainment as not another spinoff of crime shows and is an excellent choice for an evening in on a Tuesday night. The smart, sophisticated, and entertaining series debuted with a story that solidly established the characters. The story introduced Jessica Pearson, the managing partner of Pearson Hardman, who balances the very contrasting talents of her two top lawyers, the unctuous control freak Louis Litt, and the egotistical but brilliantly clever Harvey Spector. The other characters are the feminine and very bright secretary Donna, the self-doubting paralegal Rachel, and Mike Ross—a young man with photographic memory who dropped out of college after getting caught for taking tests in exchange for cash, then fell into pushing drugs under the influence of his best friend, who effortlessly landed a position as an associate to the brilliant Harvey Spector, keeping a secret that could destroy him. This is the team of smart cut-throat sharks that brighten my living room with fascinating sub-stories every Tuesday night. New shows are sprouting on every channel and are quickly being yanked off the air for poor casting and superficial attempts to nudge laughs out of viewers. Suits has not only sprouted but managed to quickly take root on viewers' watch lists. Careful, if the sharks of all legal dramas aren't on your bucket list, they just might take you to court.

By Bassma Abdel Kader

If on a Winter's Night a Traveler How many times have you enthusiastically started a book, only to end up piling it by the bed half-finished? Italo Calvino has ended this worldwide quest for finishing books, by writing one made entirely out of first Chapters. The Italian author's "If on a Winter's Night a Traveler" is about a reader trying to read a book called If on a winter's night a traveler.. And guess who that reader is? Yes, It’s YOU..Calvino's brilliance lies in his ability to understand the reader's psyche, to predict every thought, and guess every movement.. It will leave you wondering if it’s actually you reading the book, or him reading your mind.The novel turns out to be not only one but ten, each with a different plot, style, ambience, and mystery, and each interrupted at a moment of suspense. Together they form an amazing composite of literature, known and unknown, alive and extinct. And you will be perusing nothing but an ending. An ending that you will never get..If on a Winter’s Night a Traveler is more than a book, it’s an experience. A startling adventure that will take you to a thousand places and a million different times, all while you are sitting on your couch...

By Yara Elshennawy

11www.shalakany.com Poetry

ÚY πc ± √ƒ∏M »àfEGh ..Iƒ«∏M ≥°û©J ÚY πcÚàª∏µH ‹ »ëª°SGh ..≥°TÉY »Ñ∏b »àÑ«ÑM Éj

Úàª∏c ôNBG ɪg ..øµÁ ô°üe Éj Úàª∏c? Úa »°ûÁ øeBÉe hCG ..øeBG »°ûÁ øeÉ°V óM

QÉ¡ædG ≥°T ÚÑ÷Gh ..»∏«d ô©°ûdG ΩCG Éj ¬HÉ°TQÉfh π°ùY OhóÿGh ..ÊÉeCG øjôëH ¿ƒ«©dGh

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12 www.shalakany.comShape Your Mind

Battlein the Valley

13www.shalakany.com Shape Your Mind

As Egypt and Ethiopia are both member states in the United Nations they are both bound by the UN Charter. Thus, according to Article 2 Paragraph 3 of the UN Charter, both Egypt and Ethiopia are obliged to “[…] settle their international disputes by peaceful means in such a manner that international peace and security, and justice, are not endangered.” Additionally, Article 33 of the said charter provides that: “the parties to any dispute, the continuance of which is likely to endanger the maintenance of international peace and security, shall, first of all, seek solution by negotiations, enquiry, mediation, conciliation, arbitration, judicial settlement, resort to regional agencies or arrangements, or other peaceful means of their own choice.”

In light of the above, legal settlement of the dispute should take priority over other options. International practice has witnessed many cases similar to the case in question, for example, the dispute between Ecuador and Peru in 1945 and the dispute over Liano Lake in 1957, as well as many other disputes or even potential disputes. As a result, the United Nations issued a special Convention on the

Protection and Use of Trans-boundary Watercourses and International Lakes (the “UNECE”) which was adopted in Helsinki in 1992 and entered into force in 1996 to face the proliferation of d i sputes over in te r nat iona l watercourses. The said Convention provides expressly for peaceful settlement as the only means to solve disputes between upstream and downstream countries in Article 33 of the Convention.

The Mechanism of Arbitration to settle the Dispute over the Dam

In general, both Egypt and Ethiopia may resort to arbitration to settle any dispute that arises out of their historical and legal rights to the Nile waters. However, this is not the case in the absence of a bilateral or multilateral convention/agreement that specifically provides for resorting to arbitration, especially as both Egypt and Ethiopia are not parties to the UNECE. In addition, the option of going to arbitration is one of the main notions behind the concept of arbitration in general, so that we cannot imagine that arbitration proceedings could be launched between the two countries without

mutual consent to the option of arbitration. Furthermore, if the two countries agreed to resort to arbitration, there would be another obstacle to overcome which would be the absence of adequate or inclusive procedures or rules for enforcing the arbitration award. Therefore, we can conclude that resorting to arbitration to settle the dispute arising out of the Renaissance Dam is impossible without having an arbitration agreement in place. Moreover, arbitration or any other amicable dispute resolution may not always be the best mechanism to sett le a dispute re lated to watercourses because this kind of dispute is by its very nature related to humanitarian issues. Consequently, reaching a compromise that would mainta in and promote the humani tar ian and h i s tor ica l relationship between the two countries would always be of a higher priority.

By: Ahmed Amin

One of the main options available to solve the dispute which has arisen from the Ethiopian plan to construct the Millennium or Renaissance Dam is to use legal mechanisms.

14 www.shalakany.comShape Your Mind

During the first phase, the regime tasked a committee of ten legal experts with drafting a list of constitutional amendments. In the second phase, it appointed a committee of 50 representatives from various state institutions and social groups to bui ld upon these amendments and write a new constitution. The draft, which was finalized on December 1, 2013, is meant to replace Egypt’s 2012 constitution, which was written by an Islamist majority and approved by a December 2012 referendum with 63 percent of the vote.

The new draft constitution has removed language and articles favored by the Islamists. It has also expanded the powers of institutions that supported Morsi’s removal, including the military, the judiciary, and the police. Despite these changes, however, the draft is still very similar to the 2012 constitution, which was itself based on the previous constitution adopted in 1971. The new constitution, despite its shortcomings, is definitely a step forward for women in Egypt, as it guarantees women’s fundamental rights and personal freedoms. For instance, article 6 in the constitution states that Egyptian women married to a foreigner can bestow their nationality to their offspring. Article 11 requests the state to ensure the realization of women’s civic, political, economic, and social rights, and to take measures to enable them to reconcile their family duties with the requirements of work. Another important step was taken in article 93, which aff irms the state’s commitment to internat ional conventions and charters on human rights. The commitment of the state to protect women from all forms of violence is another noteworthy p a r a d i g m s h i f t . W h i l e t h i s cons t i tu t iona l d raf t o f fe r s

undeniable improvements in enhancing women’s and other citizen’s individual rights and personal freedoms, there are not enough guarantees to protect these rights f rom the excesses of future governments. Egyptian women and men will have to remain cautious to ensure that these hard won freedoms are not sacrificed on the altar of stability, and that they are treated as dignified citizens rather than subjects of the state.

Article 11The state commits to achieving equality between women and men in all civil, political, economic, social, and cultural rights in accordance with the provisions of this Constitution. The state commits to taking the necessary measures to ensure appropriate representation of women in the houses of parliament, in the manner specified by law. It grants women the right to hold public posts and high management posts in the state, and to appointment in judicial bodies and entities without discrimination.

The state commits to the protection of women against all forms of violence, and ensures women empowerment to reconcile the duties of a woman toward her family and her work requirements. The state ensures care and protection and care for motherhood and childhood, and for breadwinning, and elderly women, and women most in need.

By Yara Elshennawy

andthe Constitution

Women Egyptians will soon vote in a referendum on a new constitution, their second in just over a year. Following the removal of then president Mohamed Morsi from off ice, Egypt’s mi l i tary-backed government began a two-phase process of creating a new constitution.

15www.shalakany.com Shape Your Mind

Article

80One of its main positive and fundamental additions is stating the age of children, from birth until 18 years old, which is in agreement with the International Convention of Child Rights and also in accordance with the Egyptian child law. Such specification ensures the protection of a greater number of children and adolescents. The article also provides special attention to the most vulnerable groups of children such as children with disabilities, children in conflict with the law and children at risk in general.

Article 80 raises expectations of stakeholders and interest groups concerned with children’s welfare and children’s rights regarding future legislation to be produced in light of what the article entails. It also increases the potentiality of having child focused budgeting and programming which will surely enhance governmental and non- governmental intervention in terms of outreach and quality . In the new Egypt, all children should be treated with dignity and all duty bearers should work on preserving children’s rights. Children should also be

empowered to demand their own rights and have their voices heard while drafting policies that would have impact on them. Unless serious

actions are taken in terms of policy making and program design and delivery to ensure

the application of such w e l l - d e s i g n e d

constitutional framework, article 80 will only be

c o n s i d e r e d a p r o f e s s i o n a l l y

w r i t t e n t h e o r e t i c a l article that has

no reflection o n t h e

ground.

‘Article 80 Rights of the Child

A child is considered to be anyone who has not reached 18 years of age. Children have the right to be named and possess identification papers, have access to free compulsory vaccinations, health and family care or an alternative, basic nutrition, safe shelter, religious education, and e m o t i o n a l a n d c o g n i t i v e development.The state guarantees the rights of children who have disabilities, and ensures their rehabilitation and incorporation into society.

The state shall care for children and protect them from all forms of violence, abuse, mistreatment and commercial and sexual exploitation.

Every child is entitled to early education in a childhood center until the age of six. It is prohibited to employ children before they reach the age of having completed their primary education, and it is prohibited to employ them in jobs that expose them to risk.The state shall establish a judicial system for child victims and witnesses. No child may be held criminally responsible or detained except in accordance with the law and the time frame specified therein. Legal aid shall be provided to children, and they shall be detained in appropriate locations separate from adult detention centers.

The state shall work to achieve children’s best interests in all measures taken with regards to them.’

By Samar Othman

Regardless of controversial debates going on around the constitution and its various articles, the child rights article in specific has received appreciation by the different child rights activists and organizations. In comparison with earlier Egyptian constitutions, the current draft safeguards children’s rights and ensures their overall wellbeing and all types of development based on the best interest of children.

16 www.shalakany.comShort Story

I am sure I have not imagined what happened today at the Sequoia restaurant, I fear that if I do not write this down immediately I will later doubt my own memory and perhaps even my sanity. But before I record what happened today I need to tell the story from the very beginning. This goes back twenty-five years in the 1980s when I was still a young journalist working some freelance assignments for a variety of Egyptian magazines. I had an assignment to prepare a piece on Siwa oasis. Now Siwa of course has always been a place of mystery in Egyptian history. It lies some 300 km west of the Nile delta smack in the middle of the Egyptian western desert, part of the great Sahara desert. It is recorded that the oracle at the great temple of Amon at Siwa rivaled the oracle at Delphi. Alexander the Great visited Siwa and consulted the oracle there. What he was told was never revealed, but History confirms that it was not good news. In fact Alexander died under suspicious circumstances a few months later en route to India. Another famous visitor to Siwa was queen Cleopatra, the one who was in love with Mark Antony. It is recorded that she visited Siwa and bathed in a spring there. Myth has it that this was a fountain of youth, and that is how she maintained her beauty and youth. The people of Siwa refer to this fountain as ‘Cleopatra’s Bath’. The location of the fountain was never determined; it was said that its location was a secret known only to the priests of Amon. But Cleopatra’s trip to Siwa was of course documented and confirmed. It is against the backdrop of this colorful history that I was preparing for my trip. I was to be accompanied by a young photographer. There is no direct road from the Nile delta; to get to Siwa one has to drive north to the Mediterranean coast and then west towards Libya. At the city of Marsa Matrouh

one would then drive south deep into the desert for around 350 km. The total length of the trip would be around 850 km. I was busy preparing for the trip when I got an unexpected call from my grandmother. She was a great lady, and apparently in her youth in the 1930s was a famous beauty at the court of King Farouk. She started as always by calling me by the nickname she had given me when I was a little boy ‘Hello ya afrit’. An afrit is a sort of demon (I must have been quite a naughty boy). I was quite surprised when she asked me if she could come along with me to Siwa. Now you must appreciate that she was pushing 90 at the time. True she was still mentally alert and physically surprisingly energetic

Cleopatra’sBath

Cleopatra’sBath

for a 90 year old, taking long daily walks, but the prospect of taking her along to Siwa far from any proper medical emergency treatment, was daunting. I started to argue against this as not being a very good idea, but it soon became clear that her mind was set on this trip and she would be terribly disappointed if I refused. Who was I to refuse my 90 year old granny a wish that may be very well the last favour she asks of me. I accepted of course. Within a few days we were off leaving early in the morning, and after a long drive and one night spent at Matrouh we finally arrived at Siwa around noon the following day. We checked in at the only hotel in town. The photographer and I followed our pre-planned schedule with a visit that very afternoon to the temple of Amon that lay outside the town at the western edge of the oasis, a drive of about 15 minutes. My grandmother came along. There was very little left of the temple, a few broken columns and boulders here and there and the whole site was covered with grass and trees, and surrounded with a dense expanse of palm trees. When we arrived at the temple it was totally deserted but for a solitary figure sitting on one of the fallen boulders. It was a man wearing a white robe. It was not a traditional galabiya that is worn by the majority of Egyptians outside the cities. It was different, made of linen and covered with hieroglyphic characters. In his right hand he held what seemed to be a wooden staff. He was completely bald headed with a dark complexion. He stood up as we approached and bent low offering a strange salutation ‘may the blessings of Horus be upon you’. I immediately concluded that he was a local guide all dressed up in his showy costume and ready to offer us a tour of the site. I told him that we were fine on our own and needed no guide. I had prepared well for the trip, and was not willing to listen to a load of drivel prepared by some ignorant local for tourists. My grandmother, however, said that she would be happy to take a walk along with him and hear what he had to say. I saw no harm in this as it allowed me and the photographer to carry on with our work while my grandmother was kept entertained. The photographer and I started going around the site, he taking photographs and I making detailed notes of some of the inscriptions on the stones and the general layout of the Temple structure. Time just flew, and before long we realized that it was nearing sunset. We had finished our work and were ready to return to the hotel. While the photographer started packing his tripod and equipment, I went looking for my grandmother. There was no sign anywhere of her or the guide. I became somewhat alarmed, and the photographer and I started calling out loudly for them. There was no answer, they had vanished. Darkness falls quickly in the desert and before long it was pitch dark all around us. We drove back to the town and filed a police report at the police station. The locals all denied any knowledge of any bald-headed guide. Apparently no such person existed in Siwa. All sorts of horrible thoughts sprung to my mind. My grandmother had no jewelry or money with her when we left her, so that excluded robbery. What if that strange man was some maniacal psychopath? I shuddered as I imagined the worst. I spent a terrible night driving around Siwa looking for any trace of my grandmother. I stayed for

a whole week in Siwa helping with the search, and only returned to Cairo when it was clear that there were no clues and no hope of unraveling the mystery of my grandmother’s disappearance. The authorities eventually filed the incident as a crime of abduction perpetrated by a person or persons unknown. My family never forgave me, and I never forgave myself for leaving my grandmother with a stranger. The years passed, as they are wont to do, fast and furious, taking me from one job to another, from one country to another. I spent some years abroad, and only returned to Cairo two years ago. That brings me to what happened today at Sequoia restaurant. I was invited to lunch there by the editor in chief of one of the important Cairo dailies to discuss some articles I was preparing for them. Sitting at a large table next to us in the midst of a group of people was a very beautiful young woman. She was in her twenties with a pale complexion and dark black hair cut at shoulder length. She was extremely attractive. I had a very strong feeling that I had seen her somewhere before. I could not help sneaking peeks at her every few minutes. At one point she became aware of my attentions and looked me straight in the eyes. For a moment what seemed like a flicker of recognition appeared on her face, and then she smiled radiantly at me. I was amazed and enthralled. I was racking my brains to try and remember where I had seen her before. It was one of these memories that you know you have and will recall eventually, but the more you try to remember, the more it eludes you, and then much later when you are no longer trying it pops up from the depth of your mind. As the party she was with was leaving she passed close to our table and spoke to me. ‘You are Mr. Tawfik the famous journalist?’ I stood up for some reason feeling like an awkward teenager in front of this woman who was half my age. ‘I am not sure about the famous part, but yes I am a journalist.’ She smiled and whispered ‘you have made a success of your life ya afrit…’ she winked at me, then turned around and left…leaving me standing dazed and speechless. The voice was quite familiar, particularly the way she said ‘ya afrit’. It could not be! My mind refused to register what deep inside I knew was true. The memory that had eluded me now came unexpectedly back to me. I took hasty leave from my host claiming that I had forgotten an urgent errand and rushed back home. I went straight to the closet where I kept an old suitcase full of old family photographs. Before long I had a photograph in my hand. It was in black and white and taken in the 1930s. It looked like it was taken at some formal dinner function, and there was my grandmother in an evening dress coming down some stairs. She had her hair cut exactly as she did at the restaurant and was smiling exactly the same radiant smile. I now know where she went that evening in Siwa many years ago with the priest of Amon. She went to take a bath. I wonder how many times she’s bathed there over the centuries, and how she managed that trick with the poisonous asp. If I ever see her again I am sure I will ask her, she is my grandmother after all..

By Khaled El Shalakany

I am sure I have not imagined what happened today at the Sequoia restaurant, I fear that if I do not write this down immediately I will later doubt my own memory and perhaps even my sanity. But before I record what happened today I need to tell the story from the very beginning. This goes back twenty-five years in the 1980s when I was still a young journalist working some freelance assignments for a variety of Egyptian magazines. I had an assignment to prepare a piece on Siwa oasis. Now Siwa of course has always been a place of mystery in Egyptian history. It lies some 300 km west of the Nile delta smack in the middle of the Egyptian western desert, part of the great Sahara desert. It is recorded that the oracle at the great temple of Amon at Siwa rivaled the oracle at Delphi. Alexander the Great visited Siwa and consulted the oracle there. What he was told was never revealed, but History confirms that it was not good news. In fact Alexander died under suspicious circumstances a few months later en route to India. Another famous visitor to Siwa was queen Cleopatra, the one who was in love with Mark Antony. It is recorded that she visited Siwa and bathed in a spring there. Myth has it that this was a fountain of youth, and that is how she maintained her beauty and youth. The people of Siwa refer to this fountain as ‘Cleopatra’s Bath’. The location of the fountain was never determined; it was said that its location was a secret known only to the priests of Amon. But Cleopatra’s trip to Siwa was of course documented and confirmed. It is against the backdrop of this colorful history that I was preparing for my trip. I was to be accompanied by a young photographer. There is no direct road from the Nile delta; to get to Siwa one has to drive north to the Mediterranean coast and then west towards Libya. At the city of Marsa Matrouh

one would then drive south deep into the desert for around 350 km. The total length of the trip would be around 850 km. I was busy preparing for the trip when I got an unexpected call from my grandmother. She was a great lady, and apparently in her youth in the 1930s was a famous beauty at the court of King Farouk. She started as always by calling me by the nickname she had given me when I was a little boy ‘Hello ya afrit’. An afrit is a sort of demon (I must have been quite a naughty boy). I was quite surprised when she asked me if she could come along with me to Siwa. Now you must appreciate that she was pushing 90 at the time. True she was still mentally alert and physically surprisingly energetic

17www.shalakany.com Short Story

for a 90 year old, taking long daily walks, but the prospect of taking her along to Siwa far from any proper medical emergency treatment, was daunting. I started to argue against this as not being a very good idea, but it soon became clear that her mind was set on this trip and she would be terribly disappointed if I refused. Who was I to refuse my 90 year old granny a wish that may be very well the last favour she asks of me. I accepted of course. Within a few days we were off leaving early in the morning, and after a long drive and one night spent at Matrouh we finally arrived at Siwa around noon the following day. We checked in at the only hotel in town. The photographer and I followed our pre-planned schedule with a visit that very afternoon to the temple of Amon that lay outside the town at the western edge of the oasis, a drive of about 15 minutes. My grandmother came along. There was very little left of the temple, a few broken columns and boulders here and there and the whole site was covered with grass and trees, and surrounded with a dense expanse of palm trees. When we arrived at the temple it was totally deserted but for a solitary figure sitting on one of the fallen boulders. It was a man wearing a white robe. It was not a traditional galabiya that is worn by the majority of Egyptians outside the cities. It was different, made of linen and covered with hieroglyphic characters. In his right hand he held what seemed to be a wooden staff. He was completely bald headed with a dark complexion. He stood up as we approached and bent low offering a strange salutation ‘may the blessings of Horus be upon you’. I immediately concluded that he was a local guide all dressed up in his showy costume and ready to offer us a tour of the site. I told him that we were fine on our own and needed no guide. I had prepared well for the trip, and was not willing to listen to a load of drivel prepared by some ignorant local for tourists. My grandmother, however, said that she would be happy to take a walk along with him and hear what he had to say. I saw no harm in this as it allowed me and the photographer to carry on with our work while my grandmother was kept entertained. The photographer and I started going around the site, he taking photographs and I making detailed notes of some of the inscriptions on the stones and the general layout of the Temple structure. Time just flew, and before long we realized that it was nearing sunset. We had finished our work and were ready to return to the hotel. While the photographer started packing his tripod and equipment, I went looking for my grandmother. There was no sign anywhere of her or the guide. I became somewhat alarmed, and the photographer and I started calling out loudly for them. There was no answer, they had vanished. Darkness falls quickly in the desert and before long it was pitch dark all around us. We drove back to the town and filed a police report at the police station. The locals all denied any knowledge of any bald-headed guide. Apparently no such person existed in Siwa. All sorts of horrible thoughts sprung to my mind. My grandmother had no jewelry or money with her when we left her, so that excluded robbery. What if that strange man was some maniacal psychopath? I shuddered as I imagined the worst. I spent a terrible night driving around Siwa looking for any trace of my grandmother. I stayed for

a whole week in Siwa helping with the search, and only returned to Cairo when it was clear that there were no clues and no hope of unraveling the mystery of my grandmother’s disappearance. The authorities eventually filed the incident as a crime of abduction perpetrated by a person or persons unknown. My family never forgave me, and I never forgave myself for leaving my grandmother with a stranger. The years passed, as they are wont to do, fast and furious, taking me from one job to another, from one country to another. I spent some years abroad, and only returned to Cairo two years ago. That brings me to what happened today at Sequoia restaurant. I was invited to lunch there by the editor in chief of one of the important Cairo dailies to discuss some articles I was preparing for them. Sitting at a large table next to us in the midst of a group of people was a very beautiful young woman. She was in her twenties with a pale complexion and dark black hair cut at shoulder length. She was extremely attractive. I had a very strong feeling that I had seen her somewhere before. I could not help sneaking peeks at her every few minutes. At one point she became aware of my attentions and looked me straight in the eyes. For a moment what seemed like a flicker of recognition appeared on her face, and then she smiled radiantly at me. I was amazed and enthralled. I was racking my brains to try and remember where I had seen her before. It was one of these memories that you know you have and will recall eventually, but the more you try to remember, the more it eludes you, and then much later when you are no longer trying it pops up from the depth of your mind. As the party she was with was leaving she passed close to our table and spoke to me. ‘You are Mr. Tawfik the famous journalist?’ I stood up for some reason feeling like an awkward teenager in front of this woman who was half my age. ‘I am not sure about the famous part, but yes I am a journalist.’ She smiled and whispered ‘you have made a success of your life ya afrit…’ she winked at me, then turned around and left…leaving me standing dazed and speechless. The voice was quite familiar, particularly the way she said ‘ya afrit’. It could not be! My mind refused to register what deep inside I knew was true. The memory that had eluded me now came unexpectedly back to me. I took hasty leave from my host claiming that I had forgotten an urgent errand and rushed back home. I went straight to the closet where I kept an old suitcase full of old family photographs. Before long I had a photograph in my hand. It was in black and white and taken in the 1930s. It looked like it was taken at some formal dinner function, and there was my grandmother in an evening dress coming down some stairs. She had her hair cut exactly as she did at the restaurant and was smiling exactly the same radiant smile. I now know where she went that evening in Siwa many years ago with the priest of Amon. She went to take a bath. I wonder how many times she’s bathed there over the centuries, and how she managed that trick with the poisonous asp. If I ever see her again I am sure I will ask her, she is my grandmother after all..

By Khaled El Shalakany

18 www.shalakany.comShort Story

It was a gloomy day when the Devil came a knocking on my door. His knock was short and sweet but it left behind an echo in my tiny office. I opened the door and a tall skinny man looked down at me. His thin mus tach ioed face smi led a mischievous grin as he twirled his mustache between his slender fingers. His suit was flamboyant. Red striped on white with a pink tie and a beautiful hat.

He bowed full of charm and grace and waited for me to let him inside. I did.

He sat down and told me his story.

“I am the Devil. Here’s my card. I’ll cut straight to it shall I. I’m in need of a good lawyer and you’re the one for me.”

I stood still and looked down at his card. It was red and shiny. Strange as it sounds I believed him straight away. There was no doubt in my mind that the gentleman before me was indeed the honest to God, Devil. But they teach you to keep a straight face in law school so I carried on with the conversation instead of hiding in my cupboard.

“And why… why would the devil need me?” I asked as coolly as I could.

“Well I’ve looked everywhere for a good lawyer. Someone who could take the truth and twist it and make it dance on his fingertips. Someone who wouldn’t ask many questions and who wouldn’t care who they represent. Someone who can beat the case before me. Well you’re it. You see I’ve seen it.”

Embarrassed by the praise I asked the most important question I could think of.

“How much are you willing to pay?”

The Devil smiled and stood up and started to dance around laughing maniacally. “I knew it. I knew you were the one for me. Name your price: Immortality, Money, Power, Women, Men…. Whatever you want. It’s yours.”

I named my price and he accepted. He told me to meet him at the end of time for the hearing and like that he was gone.

Well I haven’t thought much of that day since then. Happily living a full life where all my dreams came true. And finally when the day came when I had to meet my maker, my eyes closed at last and in an instant I was awake in a courtroom full of life.

They were all there.

The devil sat there smiling at me from the defendant’s seat. He was calm and relaxed and winked at me to begin.

The case before me was the innocence of the Devil in all the suffering throughout history. It was a tough one.

Well what could I do but jump right in.

IEveryone who had ever lived was there before me sitting as the jury and the judge. Billions of souls, dressed in the clothes of early cave men (or what passed for clothes) to peasants’ robes and modern suits and futuristic armor. Warriors and priests and the rich and the poor. Thieves and murderers and saints and sinners.

“Ladies and Gentlemen.

Before you is the Devil. You’ve cursed him and feared him. More importantly you’ve blamed him for everything bad in the world you’ve left behind. Now my job here today is to convince you that he is innocent…completely innocent of all your curses and all your hate.

I do not presume to say he is a saint. No, no, no. He is not a saint and he is most assuredly a devil. But is he the Devil. The Devil in your mind.

You sir.” I shouted to a man dripping in blood.

“Yes you. What did you do in life?”

The man spoke in a slow voice from ancient history “Me…. Me I was a warrior. I fought in battles and killed for my masters. I hurt people…. But it was the Devil’s fault. But for him I would have been a good man.”

“Really? How did the Devil make you a killer?”

“Well I was born the son of a warrior and was trained to be a warrior from a young age. There was nothing I could do but kill people. My master was at war with the neighboring country and I had to go and kill. It was the Devil’s fault.”

“Oh really. Who started the war?”

“Well the neighboring king wasn’t happy that my master slept with his daughter so the war started. But the Devil was the one who made my master sleep with his daughter.”

“Point him out to me. Your master I mean”

He pointed to a fat man in a sultan’s robe.“You sir. Why did you sleep with the other King’s daughter?”

“The devil whispered in my ear and told me to do it.”

“Did he?”

“Yes. I swear.”

“Were you attracted to her?”

“Yes.”

“Did you love her?”

“No.”

“Why didn’t you control yourself?”

“I tried to but the Devil was too powerful. Too powerful. I couldn’t help myself.”

“What did the Devil do exactly? Did he physically throw you on her?”

“No.”

“Did he tie your hands behind you back and drug you?”

“No. He just whispered in my ear.”

“So that’s it. Someone whispered in your ear and you just do what he tells you to do.”

“No of course not. But he’s the devil his whispers… you know… they make you do things.”

“Devil!” the Devil who had been bored at his seat suddenly looked up at us; I continued: “Whisper to them. Whisper to them and tell them to find you innocent.”

A small rustling whisper flowed through the crowd and slowly died away.

The Sultan shouted in anger:

“Never. Never. I’ll never fall for your tricks again.”

“Did he whisper to you?” I asked.

“Yes. But I won’t listen to him.”

“So you can resist him. Why didn’t you resist him that night?”

The Sultan sat silent.

“Why didn’t you resist him that night?” I asked him again.

Finally the fat Sultan mumbled under his breath.

“What did you say?”

“Because I wanted to do it.” He finally spat out.

“Because you wanted to. So it had nothing to do with that man over there. The simple truth is you wanted to do it and you thought you could get away with it, isn’t it?”

“Yes.” He whispered finally. “And all of you. Yes all of you. Think back to your worst memories. Could you have just not done the things you regret. Just not done it. It was your choice. If you think back long and honestly. Was it the Devil who made you do it?”

A long shuffling of feet and hanging heads looked back.

“I rest my case.”

By Adam El Shalakany

It was a gloomy day when the Devil came a knocking on my door. His knock was short and sweet but it left behind an echo in my tiny office. I opened the door and a tall skinny man looked down at me. His thin mus tach ioed face smi led a mischievous grin as he twirled his mustache between his slender fingers. His suit was flamboyant. Red striped on white with a pink tie and a beautiful hat.

He bowed full of charm and grace and waited for me to let him inside. I did.

He sat down and told me his story.

“I am the Devil. Here’s my card. I’ll cut straight to it shall I. I’m in need of a good lawyer and you’re the one for me.”

I stood still and looked down at his card. It was red and shiny. Strange as it sounds I believed him straight away. There was no doubt in my mind that the gentleman before me was indeed the honest to God, Devil. But they teach you to keep a straight face in law school so I carried on with the conversation instead of hiding in my cupboard.

“And why… why would the devil need me?” I asked as coolly as I could.

“Well I’ve looked everywhere for a good lawyer. Someone who could take the truth and twist it and make it dance on his fingertips. Someone who wouldn’t ask many questions and who wouldn’t care who they represent. Someone who can beat the case before me. Well you’re it. You see I’ve seen it.”

Embarrassed by the praise I asked the most important question I could think of.

“How much are you willing to pay?”

The Devil smiled and stood up and started to dance around laughing maniacally. “I knew it. I knew you were the one for me. Name your price: Immortality, Money, Power, Women, Men…. Whatever you want. It’s yours.”

I named my price and he accepted. He told me to meet him at the end of time for the hearing and like that he was gone.

Well I haven’t thought much of that day since then. Happily living a full life where all my dreams came true. And finally when the day came when I had to meet my maker, my eyes closed at last and in an instant I was awake in a courtroom full of life.

They were all there.

The devil sat there smiling at me from the defendant’s seat. He was calm and relaxed and winked at me to begin.

The case before me was the innocence of the Devil in all the suffering throughout history. It was a tough one.

Well what could I do but jump right in.

19www.shalakany.com Short Story

“Ladies and Gentlemen.

Before you is the Devil. You’ve cursed him and feared him. More importantly you’ve blamed him for everything bad in the world you’ve left behind. Now my job here today is to convince you that he is innocent…completely innocent of all your curses and all your hate.

I do not presume to say he is a saint. No, no, no. He is not a saint and he is most assuredly a devil. But is he the Devil. The Devil in your mind.

You sir.” I shouted to a man dripping in blood.

“Yes you. What did you do in life?”

The man spoke in a slow voice from ancient history “Me…. Me I was a warrior. I fought in battles and killed for my masters. I hurt people…. But it was the Devil’s fault. But for him I would have been a good man.”

“Really? How did the Devil make you a killer?”

“Well I was born the son of a warrior and was trained to be a warrior from a young age. There was nothing I could do but kill people. My master was at war with the neighboring country and I had to go and kill. It was the Devil’s fault.”

“Oh really. Who started the war?”

“Well the neighboring king wasn’t happy that my master slept with his daughter so the war started. But the Devil was the one who made my master sleep with his daughter.”

“Point him out to me. Your master I mean”

He pointed to a fat man in a sultan’s robe.“You sir. Why did you sleep with the other King’s daughter?”

“The devil whispered in my ear and told me to do it.”

“Did he?”

“Yes. I swear.”

“Were you attracted to her?”

“Yes.”

“Did you love her?”

“No.”

“Why didn’t you control yourself?”

“I tried to but the Devil was too powerful. Too powerful. I couldn’t help myself.”

“What did the Devil do exactly? Did he physically throw you on her?”

“No.”

“Did he tie your hands behind you back and drug you?”

“No. He just whispered in my ear.”

“So that’s it. Someone whispered in your ear and you just do what he tells you to do.”

“No of course not. But he’s the devil his whispers… you know… they make you do things.”

“Devil!” the Devil who had been bored at his seat suddenly looked up at us; I continued: “Whisper to them. Whisper to them and tell them to find you innocent.”

A small rustling whisper flowed through the crowd and slowly died away.

The Sultan shouted in anger:

“Never. Never. I’ll never fall for your tricks again.”

“Did he whisper to you?” I asked.

“Yes. But I won’t listen to him.”

“So you can resist him. Why didn’t you resist him that night?”

The Sultan sat silent.

“Why didn’t you resist him that night?” I asked him again.

Finally the fat Sultan mumbled under his breath.

“What did you say?”

“Because I wanted to do it.” He finally spat out.

“Because you wanted to. So it had nothing to do with that man over there. The simple truth is you wanted to do it and you thought you could get away with it, isn’t it?”

“Yes.” He whispered finally. “And all of you. Yes all of you. Think back to your worst memories. Could you have just not done the things you regret. Just not done it. It was your choice. If you think back long and honestly. Was it the Devil who made you do it?”

A long shuffling of feet and hanging heads looked back.

“I rest my case.”

By Adam El Shalakany

Welcome on Board

Associate Alexandria

Office

Ahmed Abd Elmonaim

Junior Associate Corporate

Department

Ahmed Amin

Associate Litigation

Department

AhmedBadawy

Archive Officer Litigation

Department

AshrafMahmoud

Arbitration - Paralegal

Arbitration Dep.

Basma Abdel Kader

Junior Associate Arbitration

Department

Dina Hassan

Accountant Finance

Department

Eman Sabry

DeveloperInformation

Technology Dep.

Heba Adel

Paralegal Litigation

Department

Mohamed El Deeb

SecretaryLitigation

Department

HendShawkat

Collection OfficerFinance

Department

IslamSaid Haggag

Junior Coordinator Mail and Follow Up Department

NourhanEl Basha

Junior Associate Litigation

Department

Omar Hanafy

Junior Associate Litigation

Department

OmarZaineldeen

Junior Associate Arbitration

Department

Reem Abbass

Paralegal Litigation

Department

Saeed Zouein

Doc. Production Arbitration

Department

Sandra Farouk

Typist Admin

Department

Yahia Kotb

Eng./ Heba Awed has been promoted to Assistant General

Manager of Shalakany Law Office

We are pleased to announce that Eng./ Heba Awed has been promoted to Assistant General Manager of Shalakany Law Office. Eng./ Awed joined Shalakany in 2008 as a Business Analyst in the DQDS department. She has been a very dedicated and hardworking employee ever since. We would like to congratulate her on her achievements and wish her continued success in her career.

Congratulations

We would like to congratulate Eng./ Ibrahim on obtaining the Certificate of Appreciation presented to him from Shalakany Law Office in recognition of his outstanding efforts in the IT Department.

20 www.shalakany.comNews@SLO

IFLR 1000 - 2014 Recommended Firm

In recognition of the remarkable ranking performance in 2014, IFLR1000 has offered Shalakany Law Office the "Recommended Firm" rosette. IFLR1000 is an annual guide to the world's leading financial and corporate law firms. It aims to provide clients of law firms throughout the world with easy-to-use rankings and profiles of the leading firms in each country organized by practice area, accompanied by analysis of the market trends and business environment. Rankings and analysis are based on extensive independent research, which is conducted by dedicated journalists in offices in New York, London and Hong Kong. IFLR currently covers over 120 countries worldwide.

It is worth mentioning that Aly El Shalakany has received IFLR’s “Leading Lawyer” award for the second time in a row. Aly El Shalakany, partner and Head of the Projects Finance Team, is a qualified lawyer in Egypt as well as a qualified solicitor of England and Wales. He joined Shalakany Law Office as a senior associate from Linklaters LLP in London, whom he joined after finishing his studies in London and Toronto. He was promoted to partner in 2011.We would like to point out that Dr. Khaled El Shalakany, Managing and Senior

Partner, also received this distinction from IFLR this year.

Shalakany Law Office has been announced the DealMakers Country Award Winner 2013 in the category of Egyptian Litigation Law Firm Of The Year. The DealMakers Country Awards 2013 campaign provides the global readership with a comprehensive guide to those firms that are noted for demonstrating a consistently high level of ability, within those countries that the monthly publication reaches, whilst ensuring they are kept well informed as to who the firms of note are, thus ensuring those Award winning firms

receive appropriate recognition and acknowledgement. Recognizing the experience and skills that many of the developed nations have, the DealMakers Country Awards 2013 are presented across all geographical locations that the Monthly Magazine penetrates. DealMakers stated that they recognize and salute the organizations & advisers that have performed to exceptional levels during the most difficult period that the global economy has experienced for decades.

Shalakany Law Office is the Egyptian Litigation Law Firm Of The Year

Shalakany Law Office wins Dispute

Resolution Law Firm of the Year Award

After finalizing the results for t h e 2 0 1 3 In te r nat iona l G l o b a l L a w Experts Awards, Shalakany Law Office has won the Client Choice category – Dispute Resolution Law Firm of the Year in Egypt. The decision was made by over 35,000 people who voted through the website as well as the internal research department. Being named the winner of this a w a r d i s a f a n t a s t i c accomplishment which the firm highly appreciates. Global Law Experts is the premier guide to leading attorneys throughout the world. It praises itself for being the only organization to recommend just one legal expert in each key practice area and country in order to avoid repetition, competition and extensive comparative research when selecting external legal counsel. GLE provides a vital research tool for business leaders, in house lawyers and investors who need the expert advice of the world’s best lawyers for a vast array of legal sectors and practice areas.

21News@SLOwww.shalakany.com

Congratulations

We are pleased to announce that Adam El Shalakany has passed the N e w Yo r k b a r examination. Adam is a member of the Arbitration Team, he joined Shalakany Law Office in 2011.

AdamEl Shalakany

1Recommended Firm

201

IFLR

4000

1Leading Lawyer

201

IFLR

4000

Tarek Loubani, a doctor and a professor, and John Greyson, filmmaker and York University professor, were arrested by the Egyptian Police on August 16, 2013 in the midst of an anti-government demonstration. The two men were in Cairo after making an unsuccessful attempt to enter Gaza, where Loubani was to teach emergency medicine and Greyson was to explore the prospects of making a documentary. They had only intended to stay in Egypt for the day.

In a statement they issued from Tora prison where they were detained, they indicated that they had decided to check out the protests that were close to their hotel. Loubani stopped to treat some injured protesters and Greyson was filming the events. They left the scene of the protests safely, but were lost and had to ask police for directions, when they were stopped, beaten and taken into custody. According to Mr. Adam El Shalakany, Associate at Shalakany Law Office, they were charged with a bundle of accusations, including murder, conspiracy to murder, thuggery, violence, incitement to violence and destruction of public buildings.

Days later, the “Free Tarek and John” campaign was initiated, in association with the Canadian consulate and

Canadian embassies. The Egyptian embassy in Ottawa received more than 600 emails and phone calls from supporters of the two Canadians. In addition, more than 40,000 people had also signed a petition at change.org, demanding the men be released immediately.

After almost two months of detainment, Greyson and Loubani were freed in the beginning of October. Ms. Marwa Farouk, Associate at Shalakany Law Office, attributed their sudden release to a formal complaint that she had lodged

with Egypt's prosecutor general days before they were released. The complaint challenged the arrest of the men. The prosecutor general ruled two days later, in their favor, clearing the way for their release. They returned back to Canada, and were reunited with family and friends just in time for Thanksgiving.

Shalakany Law Office on the “Tarek & John” Case

22 www.shalakany.comNews@SLO

Sheraa, The Independent Association for Legal Support

As part of Shalakany Law Office’s Pro Bono activities, the Firm has always supported new initiatives and organizations.

Among these is Sheraa, a non-governmental organization, in the phase of establishment, bringing together attorneys and researchers interested in public affairs, development and the democratization process in Egypt.

Sheraa aims at contributing to the legal reform process in Egypt to help rebuild the Egyptian legal system, establish the rule of law, achieve democratization and consecrate personal freedoms and economic, social, cultural and political rights. Sheraa works mainly through:

• providing legal studies;• preparing drafts of laws and commenting on proposed legislation; and• disseminating awareness of legal issues and promoting legal claims to protect economic and social rights.

Shalakany Law Office hosts Annual MOOT Court

On the 21st of December, 2013, Shalakany Law Office hosted its annual Arbitration Moot at its office in Zamalek, Cairo. The event is based with permission on the NINETEENTH ANNUAL WILLEM C. VIS INTERNATIONAL COMMERCIAL ARBITRATION MOOT. Dr. Khaled El Shalakany, Managing Director of the Firm, welcomed participants from Cairo University (both English and French sections), Ain Shams University (Eng. Section), and Assuit University (Eng. Section), in addition to junior lawyers of the Firm.

The agenda included multiple activities that aimed to coach the students on how to build strong cases and optimally use the available resources and evidence. Moreover, they were provided with training to increase the skills needed for oral hearings, and meeting Clients’ demands. The sessions were over at 1 pm, where students mingled over lunch at the Office’s cafeteria.

Meritas is an established global alliance of independent, full-service law firms. Since its foundation in 1990, it has been distinguished by high quality standards.

The founder created the organization in response to a need: He was frustrated by the difficulty of finding and hiring qualified, local counsel. And he was disappointed by the lack of quality control in firms outside his jurisdiction. Steinberg developed a rigorous system for evaluating firm performance and launched Meritas. Over the years, Meritas has carefully vetted and invited select, like-minded firms to join the non-profit alliance for their mutual benefit.Today, there are 176 Meritas law firms worldwide, in over 70 countries. Firms become members through invitation. To maintain membership, they agree to perform under a comprehensive Quality Assurance Program, ensuring that clients receive the same high quality legal work and service from every Meritas firm.

The Meritas model provides essential peace of mind for business owners, in-house counsel and others who can easily connect with carefully qualified, independent business legal expertise worldwide. Meritas law firms are well established in their local markets, with years of valuable practical experience in local laws and business customs. Their working knowledge of local cultural and jurisdictional issues typically exceeds that of most international law firms and facilitates positive and timely outcomes. The rule of law may be complex and diverse across global jurisdictions, but Meritas offers the constancy and consistency needed to conduct global business with confidence. Moreover, the Meritas model is an assurance of consistent quality across 70+ countries in seven global regions: Asia, Africa, Australia and New Zealand, Canada, Europe, Middle East, Latin America and the Caribbean, and the United States.

Working with Meritas firms is a predictably efficient and positive experience because Meritas selects independent firms that are flexible, accommodating and attentive. Shalakany Law Office is also proud to remain the exclusive member of Lex Mundi in Egypt, the Leading Global Network of Independent Law Firms. We appreciate the show of confidence from these two prominent networks, and we are determined to continue to exert our best efforts to maintain our professional standards and practices so as to be worthy of this confidence.

23News@SLOwww.shalakany.com

Shalakany Law Office is proud to announce that the Firm has been chosen as the exclusive member in Egypt of Meritas – Law Firms Worldwide. The organization praised the depth of our practice areas and the level of professionalism demonstrated by the Firm’s members.

With over a century of experience Shalakany Law Off ice has achieved a record of success that today makes it a leading firm in Egypt and the Middle East. With over 72 attorneys, counselors and paralegals, including 14 partners, as well as 12 paralegals, and a support staff of over 80 qualified professionals, the Firm provides quality legal services to a broad

base of multinational, regional and premium local clients through its offices in Cairo and Alexandria. The Firm's history and tradition has spurred on its ambition to remain the premier firm in the Egyptian market, as well as one of the top tier firms in the region.

For decades, the Firm has been involved in some of the most significant transactions taking place in the region. Shalakany represents global banks and financial institutions as well as top multinational corporations and high net worth individuals. The Firm is a “full-service” law firm that offers a broad range of legal services to its clients. The Firm's client base includes leading international, US and UK corporations, financial institutions, trade associations and foundations with an interest in cross-border operations. A significant portion of the Firm's clientele are non-Egyptian corporations and institutions requiring advice on a full range of legal issues related to their operations or international transactions.

Main Office12, Marashly St., Zamalek, Cairo,Post Code: 11211, EgyptT: +202 2728 8888F: +202 2737 0661mail@shalakany.comwww.shalakany.com

Alexandria Address10, Midan Orabi,El ManshiaT: + 203 484 9998F: + 203 481 5908alexandriaoffice@shalakany.com

Dominant cultural views and images of Arab women constitute a major stumbling block in the course of women’s development and attainment of their rights. One of the main obstacles facing Arab women now is the scarcity of alternative cultural information and knowledge about the role of women in history and in contemporary society. On that basis, the Women and Memory Forum (WMF) was founded by a group of women academics, researchers and activists concerned about the negative representations and perceptions of Arab women in the cultural sphere. The foundation adopts a gender-based cultural mission. Through this mission, it aims to contribute effectively to the production and dissemination of alternative knowledge concerning women in the Arab region. It also aims to reread Arab tradition and cultural history in order to create a new cultural and social awareness that is supportive of

women’s social and intellectual roles in the face of dominant negative stereotypes. WMF works on a number of projects, among which are researching and documenting roles played by women in cultural and intellectual history, differentiating between "off icial" historiography and the voices of the m a r g i n a l i z e d , a n d p r o m o t i n g gender-sensitive approaches to historical and cultural analyses of the Arab world. Furthermore, they are creating networks for the exchange of information and experiences on local, regional and international levels in order to support research and activities that contribute to communication with other cultures, especially cultures of the South. Moreover, through dialogue and translation in the field of gender studies, they are m a i n s t r e a m i n g c u l t u r a l a n d gender-sensitive theoretical knowledge in higher education, and contributing to the initiatives of women's empowerment

as well as defending their rights through providing informative material and means for campaigns and advocacy activities. The Women and Memory Forum advocates and promotes the integration of gender as a category of analysis in the study and interpretation of Arab history and the social sciences in general. The long-term objective of WMF's specialized research is to produce and make available alternative cultural information about Arab women that can be used for raising awareness and empowering women. It looks forward to a society in which justice and equal opportunities for men and women prevail; a vibrant society capable of constantly producing alternative knowledge in order to reshape power relations within the different social structures in such a way that would support and maintain human dignity in the face of all forms of discrimination.

Women and Memory Forum