Rezvanian International

Rezvanian International is widely recognized for its strategic role in structuring and negotiating complex EPCF (Engineering, Procurement, Construction, and Financing) contracts in energy, infrastructure, and industrial projects across Iran. Our legal team regularly advises both domestic and international clients on contract structuring, sovereign risk, financing architecture, and dispute prevention strategies. Representative matters include:

Strategic Negotiation of EPCF Contract for USD 500 Million LNG Plant – Iran

• Advised a contractor acting in dual roles as builder and financier in the negotiation of an EPCF agreement for the construction of a USD 500 million production facility in Iran—one of the rare chemical infrastructure projects in the region utilizing an EPCF model.
• The client was responsible for full project execution and financing, including arranging a supplier-backed credit line to complement its internal capital. Payments were structured to occur post-commissioning, aligning with operational revenue—a departure from traditional EPC arrangements.
• Negotiations extended over 150 hours across six weeks, involving complex multi-party sessions with engineering, legal, and financial stakeholders, all under the challenge of jurisdictional legal constraints, foreign exchange regulations, and Sharia-compliant financing principles.
• Key negotiation points included:
  • Crafting a compound interest model for deferred payments tied to notional disbursement timelines, protecting lender-side predictability.
  • Establishing tripartite risk-sharing structures for delay events—distinguishing between contractor, employer, and neutral/political force delays—with custom compensation and interest accrual rules.
  • Negotiating multi-layered security packages including performance guarantees, site-based collateral, and shareholder backstops, carefully structured to remain enforceable within Iranian legal constraints.
  • Mediating the technical-financial disconnect between the employer’s local engineering team and the contractor’s European finance division—facilitating agreement on milestone verification, drawdown conditions, and grace periods.
• Rezvanian International’s legal team served as lead counsel throughout the negotiation, bridging technical and financial logic with enforceable legal structures, while preserving project feasibility under regulatory scrutiny and sovereign risk.
• The final agreement was considered a model for EPCF structuring in emerging markets, balancing contractor risk protection with employer operational control, and offering a replicable framework for future bankable industrial projects in Iran and the MENA region.