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October 18, 2016

To: Credit Suisse AG


Att. Mr. Jassir Amer
Rue de la Monnaie 1-3
1204 Genève GE
Switzerland

Dear Sirs
We write to confirm that I am Mohamed Jalaleldin Elkammah, registered foreign
lawyer in England and Wales, Membership no. 612464. I act as an adviser for
Almana Trading Company W.L.L. However, I confirm and undertake that this opinion
is given for the benefit of Credit Suisse AG (“C.S.A”) and its successors and assigns,
and may be relied upon accordingly. I confirm that where I am acting with no
conflict of interest in my doing so under the laws of Qatar.

 DOCUMENTS

For the Purpose of this opinion, I have examined the following:

1) The Memorandum and Articles of Association of Almana Trading Company W.L.L.


dated 9th March 1983;

(a Constitutional Document of the relevant Obligor and together the Constitutional


Documents);

2) An extract of the entry in the Commercial Register maintained by the Ministry of


Business and Trade of:
i) Almana Trading Company W.L.L. dated 9th March 1983, (the
“Company”);
ii) Almana Motors Company W.L.L. dated 29 h December 1982; and
iii) Almana Group W.L.L. dated 28th August 1982;

(Each a CR Extract of the relevant Obligor and together the CR extracts).

 OPINION

We refer to the opening account in C.S.A, in which proposes to make any relevant
facilities concerning the aforesaid account.

I confirm that, having examined all of the documents referred to above:


1. The Company is limited liability company properly and legally constituted in all
respects under the laws of the State of Qatar, and possess the capacity to sue
and be sued in their respective names;
2. the Obligor and Corporate Guarantor have the power to carry on their respective
activities as are now or as are proposed to be carried on, the power to own their
property and other assets and the power to perform their obligations under the
Facility Agreement and Guarantee respectively;

3. the Obligor and Corporate Guarantor have passed all necessary resolutions and
taken all necessary action to authorize themselves and the respective signatories
of the Facility Agreement and the Guarantee to execute and perform the Facility
Agreement and Guarantee respectively;
4. no limitation on the powers of the Obligor to borrow or of the Corporate
Guarantor to provide the Guarantee will be exceeded as a result of the Obligor’s
borrowing as detailed in the Facility Agreement or the Corporate Guarantor’s
provision of the Guarantee, and the execution of the Facility Agreement and the
Guarantee by the Obligor and the Corporate Guarantor respectively will not
contravene any law, regulation, ordinance, decree or authorization to which the
Obligor and Corporate Guarantor are subject, or contravene any provision of the
Obligor’s or Corporate Guarantor’s Certificate of Incorporation, Memorandum and
Articles of Association or other appropriate constitutional documents;
5. the Obligor and Corporate Guarantor have obtained all authorizations, licenses,
approvals and consents (including without limitation any exchange control
consents) from all governmental or other authorities in the State of Qatar, which
are required for the execution and delivery by the Obligor and the Corporate
Guarantor of the Facility Agreement and the Guarantee respectively and the
exercise by the Obligor and the Corporate Guarantor of their respective rights,
and the performance by the Obligor and the Corporate Guarantor of their
respective obligations, under the Facility Agreement and the Guarantee
respectively;
6. the Obligor and Corporate Guarantor have complied with all laws or regulations in
the State of Qatar requiring the registering or recording of the Facility Agreement
and the Guarantee, and any other required document, in any public office or
elsewhere within the State of Qatar;
7. the Obligor and Corporate Guarantor have paid all stamp or other duties and all
taxes or other liabilities of whatever nature payable in the State of Qatar and
arising as a result of the Obligor’s and Corporate Guarantor’s execution or
proposed performance of the Facility Agreement and Guarantee respectively;
8. the Obligor and Corporate Guarantor are subject to the jurisdiction of the cmyts
of the State of Qatar and are not entitled to claim immunity from suit or execution
of any judgment on the ground of sovereignty or otherwise;
9. there is no requirement, in order for the Facility Agreement to be binding on the
Obligor, or for the Guarantee to be binding on the Corporate Guarantor, for a
Notary Public or other person legally qualified in the State of Qatar to attest to the
genuine nature of the signatories to the Facility Agreement on behalf of the
Obligor or the signatories to the Guarantee on behalf of the Corporate Guarantor,
or to attest to the legal capacity of the Obligor to enter into the Facility
Agreement or the legal capacity of the Corporate Guarantor to enter into the
Guarantee.
Ymys faithfully

Al- Mu’taz Billah Al-Aidi Lawyer Legal Consultant

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