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SPECIALIST PRACTICE FOCUS

Private Capital

Private Capital Overview

Private capital involves the deployment of privately sourced capital into businesses, assets and investment opportunities outside the public markets. It includes raising capital, deploying capital, preserving value, managing investments and ultimately achieving a successful exit.

We advise founders, private investors, family offices, and owner-managed businesses throughout the investment lifecycle, whether raising capital, deploying capital, restructuring investments, or planning an exit.

Our practice encompasses all components of private capital transactions, from investment structuring and capital raising through fund formation, corporate restructurings, acquisition financing, governance arrangements, and capital structure optimisation.

Our transaction structuring is driven by first-principles analysis rather than conventional deal precedents alone. Instead of defaulting to familiar structures because they are market standards, we evaluate the commercial, legal, regulatory, tax, financing, and governance implications of alternative approaches to identify the structure best suited to the parties' objectives, risk allocation, and long-term strategy.

The objective is not simply to complete a transaction, but to establish an investment structure capable of accommodating future financing, governance changes, restructurings, ownership transitions and ultimately a successful exit.

Comprehensive Solutions for Your Home

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Construction Arbitration

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Shareholder and Joint Venture Disputes

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Crises Management and Strategic Response

Business-critical incidents rarely present as isolated legal problems. Cyber incidents, payment diversion fraud, internal misconduct, regulatory investigations, data breaches and commercial disputes often develop simultaneously, requiring immediate decisions that affect regulatory compliance, liability exposure, evidence preservation, commercial relationships and reputation.

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International Arbitration

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Cyber secuity and Data Breach

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DIFC and ADGM Litigation

We represent claimants and defendants in commercial, corporate and investment disputes before the DIFC and ADGM Courts. Our work commonly involves transactions structured through multiple agreements and entities, parties or assets located outside the relevant free zone, and overlapping questions of court jurisdiction, arbitration and enforcement.

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Enforcement and Asset Tracing

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Maritime Arbitration

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Early Case Assessments

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Shipping Finance Joint Ventures

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Multi-jurisdictional disputes

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Private Funds & Investment Architecture

We are one of the few specialist practices in the region to advising on private funds and investment architectures We design the legal architecture through which private capital is pooled, managed, deployed and realised.

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Direct Investment and Private Placements

Direct investments bypass traditional fund pooling. Capital flows directly to deals, operators, or assets—with each investor retaining control over economics, governance, and exit timing. This demands precision in structuring and negotiation.

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Investment Funds

We advise fund sponsors, managers and institutional investors on the full lifecycle of investment funds, from initial structuring and regulatory authorisation through to fundraising, ongoing operation, and eventual wind-down.

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Corporate Governance and Compliance

We advise boards, family offices, and management teams on the governance and compliance obligations that keep a company defensible - anti-money laundering frameworks, data protection compliance, corporate secretarial administration, and boardroom conflicts of interest.

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Growth and Venture Capital

Growth-stage and venture financings move fast, involve asymmetric information between founders and investors, and often set precedents that later rounds will follow. We advise both founders and investors through this stage, from seed and Series A through late-stage growth rounds.

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Private Funds & Investment Architecture

We are one of the few specialist practices in the region to advising on private funds and investment architectures We design the legal architecture through which private capital is pooled, managed, deployed and realised.

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Restructuring and Private M&A

We act and advise primary parties, as well as the shareholders and the entities themselves in respect of the acquisition of their assets, shareholding, mergers, divestments, dispositions and capitalisations, the restructuring mandates including establishing new corporate entities and advising on entity selection, operating and partnership agreements,  and governance matters.

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Private Capital Raising

We recognize that each capital-raising endeavor is distinct, driven by unique goals and objectives. Our experienced lawyers and PE experts never touch a transaction until we have, in optimal time, ascertained the client's immediate monetary and commercial objectives, and their post closing goals. Clients do not approach our law firm for cookie cutter transactions, and we do not enjoy doing them. From our view, there are no cookie cutter or standard transactions, because there are never two clients or two transactions facing the same issues, risks, timelines, temperament and surrounding circumstances. We develop tailored strategies that align precisely with your vision. Whether you are seeking seed funding, venture capital, or growth, we will design a model and method that fits your short-term needs and long term strategies.

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Crises Management and Investigations

Business-critical incidents rarely present as isolated legal problems. Cyber incidents, payment diversion fraud, internal misconduct, regulatory investigations, data breaches and commercial disputes often develop simultaneously, requiring immediate decisions that affect regulatory compliance, liability exposure, evidence preservation, commercial relationships and reputation.

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Co-Investments, Club Deals

We represent sponsors, institutional investors, family offices and strategic capital partners on domestic and cross-border transactions across multiple sectors and asset classes.

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Direct Investments

Direct investments bypass traditional fund pooling. Capital flows directly to deals, operators, or assets—with each investor retaining control over economics, governance, and exit timing. This demands precision in structuring and negotiation.


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Real Estate

Our Disputes Partner have deep experience litigating complex commercial real estate disputes in local Emirate and UAE federal courts and arbitration proceedings nationwide.

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Joint Ventures

The firm advises on the structuring, negotiation, and governance of joint ventures and strategic alliances across the GCC and beyond.

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Contentious Restructuring

Contentious restructuring refers to reorganising a company's financial and operational structure amidst significant disputes or conflicts among stakeholders.

Our transactional work is supported by disputes and restructuring capability. We advise where capital is impaired, misapplied, trapped, diluted, diverted, or exposed to counterparty risk. This includes shareholder disputes, founder-investor conflicts, failed joint ventures, distressed investments, defaulted loans, enforcement of security, asset tracing, negotiated exits, settlement strategy, and arbitration or litigation arising from private capital relationshi

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Private Capital

We advise on private investment structures, including holding companies, operating companies, joint ventures, shareholder arrangements, special purpose vehicles, nominee structures, and bespoke arrangements designed to pool, deploy, or ring-fence capital.

Our role is not limited to documenting transactions. We advise on how capital should be structured, controlled, secured, transferred, invested, preserved, and, where necessary, recovered through negotiation, enforcement, restructuring, or dispute resolution.

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Complex Litigation

Dedicated to excellence in high‑stakes, commercial disputes, including trials, appeals, arbitrations, and investigations. Our practice spans local, offshore and multi-jurisdictional disputes arising from joint ventures, M&A transactions, long-term supply and distribution arrangements, shareholder agreements, and foreign investment.

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International Arbitration

Fareya Azfar & Araoui LLP represents principals in complex commercial and investor-state disputes across institutional and ad hoc proceedings. We have experience across ICC, LCIA, DIAC, and Arb AD arbitrations, as well as bespoke tribunal procedures tailored to specific transaction structures.

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Partners in Charge

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Janet Lin

Managing Partner

Fareya Azfar Profile

Fareya Azfar

+971 56 7058483

Start Now

Janet Lin

Managing Partner

Jade Araoui Profile

Jade Al Araoui

+971 56 171 5276

OUR SERVICES

Diverse solutions tailored to your every need

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FAQs

Can I appeal the arbitration award?

An arbitral award is generally final and not “appealable” on the merits (i.e., you normally cannot appeal because you think the tribunal got the facts or law wrong). But an arbitration award can be "challenged" by making an "application to set aside" the award before the courts of the place/seat of arbitration. 


How long does a typical arbitration take end-to-end?

Most rules and arbitration laws mandate that the tribunal must render its award within six months of the first hearing or its constitution, but in practice the concept of party autonomy prevails in the timeline of arbitral procedures. If both parties agree to extend the deadline of six months, it is extended until such time as the parties agree to do so, sometimes subject to permission of the scruity of arbitral institution (such as the ICC Court of Arbitration). 

Can I get urgent/interim relief (injunctions, asset freezes) in arbitration?

Yes, you can obtain urgent interim relief, including injunctions and asset freezes, in arbitration. You can secure these through an Emergency Arbitrator (before the main tribunal is formed), the Arbitral Tribunal, or National Courts. However, because arbitral tribunals lack direct coercive enforcement powers against third parties (e.g., forcing a bank to freeze an account directly) we apply for interim and freezing orders in support of arbitration to the courts at the seat of arbitration or  in jurisdictions where the opposing party's assets are located. We have successfully obtained worldwide freezing orders from local courts in the UAE, as well as foreign courts, such as the BVI, where we secured an order against both the defendant, the party to the arbitration, and a a third party escrow agent, from dealing with the assets referred to within the freezing order until the closure of the arbitration in Dubai. 


What is arbitration and how is it different from going to court?

Arbitration is a process through which parties agree to resolve the dispute(s) between them by submitting to the final and binding decision of adjudicators, called arbitrators, appointed by them directly, or a mechanism of appointment agreed in their arbitration agreement. The scope of the disputes subject to arbitration are limited and defined in scope, by reference to a certain situation, contract, deal or transaction. 


What if the defendant does not participate in the arbitration proceedings?

The arbitration continues 'in default'. The claimant will still have to prove the merits of their case, and the arbitral tribunal will be more inquisitive and demanding on the claimant. But the arbitration will continue in absentia. 

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