This month’s legal game changer is one of a kind. Lawyer Monthly is proud to present Mr. Musthafa Zafeer O.V., Founder & Managing Director of Musthafa & Almana, an Asian global legal and financial advisory firm operating internationally.
Over the next few pages, Mr. Musthafa Zafeer O.V. talks to Lawyer monthly about several ways him and his firm have ‘changed the legal game’, set precedents in the development of legal talent, and changed the perspective of the legal world through their innovative initiatives.
Mr. Musthafa Zafeer O.V. also discusses the route he pursued through the years, his inspiration in becoming a lawyer, and the advice that pointed him in the right direction. With a mind for innovation, this game changer is a formidable example of a passionate and service-hearted lawyer in a complex world of shifting regulation and unreformed injustice.
Admitted to the bar in 1987, Mr. Musthafa Zafeer O.V. is in his 30th year of legal practice with rich experience in litigation as well as in non-contentious and transactional practice areas. Mr. Musthafa Zafeer O.V. is a pioneer in multi-jurisdictional issues and cross border transactions. As one of the most sought after legal expert and thought leaders in UAE, he has been instrumental in structuring and advising major investments in the region and the Indian subcontinent. He has authored several articles and opinion pieces for major newspapers, magazines and legal journals and is a permanent speaker in many legal and business workshops and seminars conducted in UAE, India, the US and the UK.
He is one of the permanent faculty members of Dubai Judicial Institute (DJI) and Sharjah International Commercial Arbitration Center (SHIAC) and his expertise in both common law and civil law makes him one of the unique legal practitioners of the current generation. Mr. Musthafa Zafeer O.V. is also a Corporate Service Provider to the RAK ICC, and the Ras Al Khaimah Investment Authority (RAKIA).
Under his leadership, Musthafa & Almana has achieved many accolades and the firm now has a unique positioning as the first Asian global legal, business, management and FDI consultancy firm. Also, his unmatched business intelligence and legal acumen has resulted in Musthafa & Almana introducing unique and innovative concepts that help corporate entities as well as individuals to legally streamline their businesses and personal matters.
Mr. Musthafa Zafeer O.V.’s areas of specialization include the business laws of UAE, India, the UK and the US with specific expertise in mergers & acquisitions, franchises and joint ventures. His expertise in FDI related laws of UAE, the United Kingdom and India enables him to advise and provide expert legal services to foreign investors on entry and exit strategies in various sectors including real estate, hospitality, insurance, sports & entertainment and healthcare. He is considered as a pioneer in many unique practice divisions and has the rare distinction of being the first lawyer in Asia and Middle East having expertise in Fashion Law and Music Law, apart from the conventional practice areas.
Musthafa & Almana is a firm with presence in four countries, UAE, India, the UK, and the US. The firm was founded as a law practice in India in 1992, in the state of Kerala, by Mr. Musthafa Zafeer O.V. and Mrs. Almana Zafeer, the founding partners.
The firm’s expertise lies in providing bespoke and innovative solutions to our clients’ requirements, while leveraging our deep understanding of the unique cultural and commercial nuances that exist in each jurisdiction that we operate under. Our clients span multiple industries and sectors and range from start-ups to government entities.
Our experience has enabled us to capture the true spirit of doing business. We are passionate about innovation, entrepreneurship and law. Consequently, we evolved from a full service legal firm in India to a business and FDI consultancy firm, growing organically with the needs of our clients.
For over two decades, we have placed emphasis on fostering long lasting relationships with our clients and other key stakeholders in the jurisdictions we operate in. The depth and scope of our advisory services and our unrivalled understanding of the business dynamics of our focus industries distinguishes us from our competitors.
In 2015, Musthafa & Almana launched two of Mr. Musthafa Zafeer O.V.’s unique and innovative concepts, which aim to support aspiring entrepreneurs and established business groups namely MASS (Musthafa Almana Start up Support) and IAS (Internal Arbitration System).
Another project we have launched is Destination Dubai – Legal Route for Investments, our flagship platform for facilitating UAE inbound investments. We have partnered with a range of state and federal institutions for this purpose. As a trusted advisor of longstanding repute in the region, Musthafa & Almana plays a key role in attracting strategic and financial investments to the Dubai jurisdiction which provides a robust and welcoming investment environment. More information on this and all the other projects we engage in can be found on our website at www.musthafa-almana.com.
WINNER GOLDEN PEACOCK AWARD 2016
In 2016, Musthafa & Almana was awarded the prestigious Golden Peacock Innovative Service Award 2016 for creating a legal framework for the unique ecosystem comprising of the innovative initiatives listed above, among others. The Award instituted by the Institute of Directors, India is regarded worldwide as a benchmark of Corporate Excellence. The Award jury was headed by Mr. Justice Venkatachaliah, former Chief Justice of the Supreme Court of India and it was presented by His Highness Sheikh Nahyan bin Mubarak Al Nahyan the Hon’ble Minister of Culture, Youth and Social Development, UAE at a glittering Award function held in Dubai on 19th April, 2016.
Why would you say you are a Legal Game Changer within your field?
All throughout the globe lawyers depend on litigation and arbitration as a means of service and business, but these are two bi-products of the sector, and any industry that depends on bi-products cannot have thriving businesses. This scenario is exactly what has happened for the legal world and its lawyers.
Our initiatives, which tackle this scenario, are what makes our firm a game changer; including our first ‘Legal Lounge for Business’, which we launched in 2007. The game began to change when we started illustrating to the public and to businesses that law is a positive tool. In this day and age, most see the law as a negative object, but it should not be seen as such, and through this initiative we have tried to change this perspective.
Another concept or platform which we have launched under our banner is the Musthafa Almana Startup Support (MASS), which we launched in 2015, and is in fact the brainchild of our elder son, Azhan Backer, who is the CEO of MASS.
MASS is uniquely designed to enable groundbreaking ideas to crystallize into change-making organizations. We do not focus on the traditional metrics. We ensure that resources, be it capital or time, flow into ideas that have the power to transform societies and communities. We are looking to enable a paradigm shift in the way capital is being employed today.
Through MASS, we serve as a platform for seed-stage and early-stage companies that address key global challenges and leverage our extensive expertise in the legal, financial, technical, and public sector domain to scale up these companies. We are breaking the conventional labels that are employed today and we look to transcend the role of a traditional VC or an incubator and are committed to create a platform that can blood innovative ideas. We want to work with entrepreneurs and entities that share our vision to create micro and macro ripples in the system.
Another game changing contribution is in the dispute resolution domain wherein a significant role has been carved out for legal professionals to use their negotiating and problem solving skills for resolving issues without taking them to Courts. According to me, the first step in solving a problem is in recognising that there is one and then look at it judiciously, ethically and morally. It is this concept that has been included in the IAS project. Since its introduction we have been flooded with requests to resolve issues using the platform, and I am proud to say that within 10 months of its introduction we could resolve a major dispute between a Business Corporation in UAE and their Counterpart in India, which was in the courts for more than four years, over the proprietary rights of the business in India. We managed to reach out at a settlement through sustained dialogue and applying the IAS methodology, within just six months of the matter being put into our Internal Arbitration System.
Our latest initiative on the innovation front makes us the real game changer; the first ever Legal Innovation Centre, namely Musthafa & Almana Legal Innovation Centre (MALIC), which will be located at Smart City, Kochi, India, and is a state of the art facility, the first of its kind, dedicated to testing, launch and incubating start-ups in the legal industry in Asia & Middle East.
Many older lawyers respond to each new advent of technology in law with either studied indifference or technophobic bravado, ‘I’m useless with computers and proud of it!’ But openness to, and affinity for, the newest tools of the legal trade are now fundamental to competent lawyering (and in several jurisdictions, an ethical requirement too). Software is daily growing its capacity to perform legal tasks. Law is poised to finally leverage its enormous stores of data, and you’ll need to know the analytics involved. Law will never again be an exception to the rule. The basic concept of MALIC is to bring law & technology together for the betterment of communities.
You can see that we started as a normal law practice in 1992, and have since evolved ourselves into a global consulting firm, and now the first legal innovators on the move, and I feel that it is this unique and unconventional approach that has given us the tag LEGAL GAME CHANGER.
How comprehensive is commercial law in UAE in? Do you think there is room for more clarity? How does this compare to the UK/US?
When we talk about any legal segment, we have to approach it pertaining to the legal system that is in place. Although the core principles of law in the UAE are drawn from Sharia law, most legislation is comprised of a mix of Islamic and European concepts of civil law, which have a common root in the Egyptian legal code established in the late 19th to 20th centuries. The French influence is most clearly demonstrated by the adoption of the civil law by most countries in the region, similar to those in European states, rather than the common law system in the UK.
In addition to specific legislation covering agencies, company law, labor law, and intellectual property, the UAE has enacted civil and commercial codes. In the constitutions, Islam is identified as the state religion as well as one of the principal source of law. However, although the principles of Sharia influence criminal and civil laws, the direct influence of Sharia in the UAE is primarily confined to social & personal laws, such as family law, divorce or succession.
When you look at it from this perspective, our commercial legislation can be assimilated to that of commercial laws in Europe. In terms of clarity and transparency, from a foreign investment perspective, almost every country has programs implemented for the purposes of attracting foreign investment, but not every segment is open to FDI.
In UAE, foreign investment regulations could be clearer. At its core, one primary rule is that all domestic mainland limited liability companies shall have a UAE National as 51% equity shareholder in the business, leaving only 49% available to the foreign investor, even though he has invested in full for the business. However, in UAE’s ‘free trade zones’, which are scattered throughout Dubai, Abu Dhabi, Sharjah, Fujairah, Ajman, Ras al Khaimah and Um Al Qwain, foreign investment can take place in the form of 100% ownership.
Having said that, for the last 40+ years people have been investing here, and it’s safe to say that UAE is quite a young nation, both in terms of law and industrial and financial growth. The legal systems of the UK and the US, for example, have been established for over 400 years, with a history of progress throughout. Therefore there cannot be a comparison between the legal systems there and that in UAE.
In addition, UAE has been the first country in the GCC, and Dubai has been the first Emirate in UAE, to have a dual legal system; we have the Dubai International Financial Centre (DIFC) Courts, which is a common law Court which deals with only commercial disputes, and we have Dubai Courts which follows Civil Law, UAE’s primary legal system. This has proved very positive, by the works of the government, in allowing investors to feel comfortable and safe,
as they have a fantastic and advantageous infrastructure to do business.
What legislative developments in commercial law would you like to see happen in UAE?
My main playground, in terms of common law, is India, where I started my career. In India, the law is as transparent as it can get, and the nation has made huge steps in recent years. UAE is now catching up with that, and has recently introduced many new legal directives.
This month the World Economic Forum (WEF) declared UAE one of the safest places in the world to do business, and alongside other common law developments, also in several of UAE’s regions, we are increasingly excited about the future of this nation, and what our firm can do to contribute.
What major differences and similarities have you found between commercial law in UAE and its neighbouring Middle East jurisdictions?
UAE’s Legal System, as per the other legal systems in the Gulf, is usually quite simple. While comparing the neighboring jurisdictions I would rather confine to GCC jurisdictions, and in my opinion those unfamiliar with their workings can find this region very difficult. The fact is that these systems are completely different to those in the west, with a whole different language, which makes it worrying for those who want to transact in business in the UAE and the Gulf states.
Although these systems are different, the basic legal principles and structure are logical and understandable. They have evolved over many centuries, in a similar way to the west and, especially in the UAE, are adapting to the changing needs of society with new developments in thinking for a modern age. More changes in commercial law have also liberalized legal regimes, creating a more open and understandable environment for foreign businesses and investors.
Amongst the Middle Eastern nations, UAE is far ahead in terms of legislative development. Following Dubai’s model, Abu Dhabi has also opened a common law Court called ADGM Court, and so has the Qatar Financial Centre, which has introduced a common law court as well as an arbitration centre.
I would like to see a similar progression and development in Saudi Arabia, a nation that is becoming increasingly idyllic for investment, where more and more sectors are opening up to commerce, and where the market is huge. Saudi Arabia is only just about getting on its feet, and while for now we don’t have many clients in Saudi Arabia, we have built relationships and connections on the legal front. Unfortunately in Saudi Arabia, foreign law firms are not permitted to operate, but recently we have received several invitations to engage in matters there, especially since we started provided consulting services.
As a game changer, how do you assist entrepreneurs and start-ups in their legal matters?
As mentioned earlier, one of our latest initiatives has been the introduction of the ‘Legal Innovation Centre’ in India, which should be up and running in 2017. Although similar centres exist in the US and Canada, there they are administered and funded by the government, while in this case, the centre is governed by a private sector entity, making it a first of its kind.
One of the concepts this incorporates is that of ‘legal incubation’ for young legal practitioners. I began my legal career like many lawyers do, first as a trainee, then a junior, an associate and so on; but this is a risky and competitive market, and in order to attract clientele a supportive system is crucial. To this end, our legal incubation segment allows young legal practitioners to come and ‘incubate’ within our firm, for however long they wish to, and at whichever stage of knowledge and experience they are at. In doing so, they can learn, develop, and grow with the support, help, encouragement and expertise of experienced peers.
As an example, a qualified lawyer may join us for ‘incubation’, and in promoting the firm’s brand and attracting clients, can be served with the assistance of our lawyers, as flexibly as they would like. He/she would have the liberty of taking a case on their own, or to be helped by our teams. By this system, these future lawyers, the general public, and our firm, can benefit extensively, throughout all the major jurisdictions we operate in.
What is the best advice you have ever been given and what would be the best advice you may give to young lawyers?
On day one of my first legal role, my senior asked me ‘Are you sure you want to become a lawyer?’ I said ‘Yes sir’. He explained that money would come in slowly, and asked ‘Are you prepared to wait?’ I said ‘Yes sir’. Over the years I realised that what he truly meant was: ‘Don’t run after money, if you are a good lawyer, let the money run after you’.
Secondly, the same senior once told me: ‘Even if you lose one crore (10 million rupees), you’d rather lose it than be present in a court as plaintiff, defendant, complainant, accused or witness, but only ever as a lawyer’. He wanted me to protect the interests of the people, and to never be a party to a problem or issue, only the solution.
Twenty-first century lawyers are playing a much more challenging game than our predecessors did, so we need to bring a very particular set of skills to the table. Today’s lawyers are expected to be leaders, innovators, and strategists, and are also expected to be managers, systems analysts, and business advisors. Everyone’s sleeves should be rolled up now. Nobody gets to just ‘do the work’ or ‘stay outside the business’. You need a wide range of proficiencies and capabilities, acquired and developed through exposure to best practices in several industries and professions outside the law.
It’s 2016; my advice to young lawyers is that ‘It’s time for a new breed of lawyer, a modern legal entrepreneur, more reminiscent of Elon Musk, Tory Burch, Megan Trimble, or James Dyson, than of Lord Denning.’
What do you find most enjoyable about your work and why?
The most rewarding and enjoyable part of my work is seeing satisfaction on the faces of our clients, once we have fulfilled their needs. With different clients, come different requirements and therefore different challenges, and each success has its own reward.
Also what I enjoy is the knowledge I gain from different jurisdictions and understanding the intricacies of various jurisdictions. When you are accepted as a global lawyer, I think that is the best enjoyable position you may experience.
What I tell my team is that our primary concern as lawyers is to bring comfort to the issues and circumstances of our clients, even if that means putting ourselves in discomforting situations.
What led you to embark upon a career in law? What inspired you?
My family, in Kerala, India, was very well-known for our judicial service pedigree, but in my generation I was the only one to pursue a career in law. A silly incident that happened during my school days prompted me to choose law as a career and profession.
It all started when I was on my way to school one day, and in my native town at the time, bus was how we travelled to school. Due to the overcrowding on the bus, that day I had to travel by standing on the footboard of the bus, which was actually prohibited by law as it amounts to travelling dangerously and is an offence punishable under Indian Penal Code and the Indian Motor Vehicles Act; little did I know about the legalities when I travelled on that day.
The bus was pulled over at a police checkpoint, and the inspector called me out from the bus. He questioned me, asked my name and my father’s name, and would not excuse me until he was done asking questions, despite attempting to pardon myself away.
After two days, police men in uniform came to my house; all hell broke loose. This was the first time a uniformed police man had come into our family’s home looking for an accused, whereas usually the police would come to my family house as escorts to my uncles, who were Highly Positioned Judges or statesmen. I was looked at by my siblings and other family members as a “criminal.” At that time one of my uncles was a senior leading lawyer practising in the district court, and he told me to come to his office. As I was shivering in front of him, he told me I would be called to court, and that when I am on the stand and the judge speaks to me, I should say ‘Yes, I am guilty’, and my uncle would take care of the rest.
When the day came in court, I was brought to the defence stand alongside uniformed police men, and the clerk read out the charges against me: that I had travelled dangerously on the footboard of the bus. When asked how I plead, as planned I announced that I was guilty, after which my uncle stood up and said ‘Your Honour, he is under age and therefore may be pardoned under the probation of offender effect’. The judge looked at me and asked whether I would do it again, and of course I said ‘No, Sir’, and was allowed to leave.
The relief I experienced in my heart was overwhelming, and I understood how a lawyer can give comfort and peace; at that point I decided I would become a lawyer and provide the same relief for others. This incident might have influenced my decision to choose a legal career as my life’s profession.
What do you hope to further achieve in throughout 2017?
On the expansion front we will be introducing services to Australia which again is a new jurisdiction. Our first office in Australia is coming up in Sydney. Also, we will be entering Europe by setting up offices in various locations. We have already finalized 2 locations to set up our offices which are Bucharest in Romania and HAGUE in Netherlands.
In ASIA we are opening in SINGAPORE and Seoul, SOUTH KOREA. The year 2017 is going to be very exciting and at the same time very crucial for the firm.
However, the bigger picture for us is that 2017 will be the 25th year that our law firm has been in business, as we started in 1992 in India. Throughout the year we are running several programs and projects, and one of these will be a global women empowerment platform called ‘LYLLY’ (Live Your Life Legally). This program’s mission is to convey the message that each woman on the planet has a right to live legally and respectfully, and real women empowerment can be brought through legal empowerment. LYLLY will be a platform that women and girls can look to for legal awareness, legal support and legal education.
During 2017 we will also be opening at more locations in the UK, the US and India, besides Australia and Europe, making this year a year of expansion and continued game changing for Musthafa & Almana.
Is there anything else you would like to add?
We are now four lawyers in the family. As you can see my principal partner, and co-founder of Musthafa & Almana, is Mrs. Almana, who is also my life partner. Our elder son Azhan Backer is now heading the MASS, and similarly, our second son Zahan Backer has joined the firm after graduating in law from Warwick University, UK, this year. Azhan graduated in law at Warwick University, UK, did an MA in Islamic Finance at Durham University, UK, and an LLM in Commercial law at Cornell Law School, US. Zahan has opted for specialising in Fashion law & IP Laws and is now interning under our Fashion law Practice Division, and at the same time engaging in MASS activities as Deal Flow Executive. I think he has started the same way as I had 30 years ago.
On a personal note, when I look back, I think I have achieved much more than what I thought I would in the beginning, but when I look forward, I think I am yet to achieve much more. My studentship and learning process is always on the move.
Contact Details:
Musthafa Zafeer O.V.
Founder & Managing Director
Musthafa & Almana
Tel: +971 04 38 69 993
Fax: +971 04 38 69 994
www.musthafa-almana.com
www.mastartups.com
