Ayman Ahmed Shafik Elkhatib – GC Powerlist
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Kuwait 2025

Financials

Ayman Ahmed Shafik Elkhatib

Senior international legal counsel | Burgan Bank

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Kuwait 2025

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Ayman Ahmed Shafik Elkhatib

Senior international legal counsel | Burgan Bank

Team size: 42

Jurisdictions your role covers: GCC, UK, and multiple other jurisdictions.

 

What are the major cases or transactions you have been involved in recently?

(1) USD 1.5bn Regulation S Euro Medium Term Note (EMTN) Programme established for senior unsecured issuance via Burgan Senior SPC Limited (issuer) with Burgan Bank K.P.S.C. as guarantor; listed in Dublin. (Ongoing Updates) 

I participated in the establishment of the Programme and led the due diligence process and annual programme updates/supplements; negotiated Programme/Dealer & Agency Agreement updates (selling restrictions, sanctions/FATCA wording); managed Dublin listing process and Final Terms with external counsel; aligned guarantee/negative pledge/EoD across tranches; ran verification & disclosure controls; coordinated rating interactions and public announcements. 

(2) Strategic acquisition of 100% of United Gulf Bank B.S.C. (Bahrain) under KIPCO’s restructuring, consolidating Burgan Bank’s position in the group and simplifying governance and financial reporting. 

I led legal due diligence across Bahrain and Kuwait, focusing on legacy liabilities, regulatory exposures, and intercompany balances; negotiated the SPA and key ancillary documents (warranties, indemnities, conditions precedent), aligning caps, baskets, and any escrow/security; coordinated CBK approvals and other regulatory filings; managed CMA/related-party compliance and board/shareholder approvals; handled change-of-control notices, banking mandates, and step-plan mechanics; supervised funds flow and cross-border opinions at closing; implemented post-closing TSAs, IP/IT assignments, and employment transfer documents to ensure smooth integration. 

(3) KWD 150mn Perpetual Additional Tier 1 – first KD-denominated perpetual AT1 in Kuwait; dual-tranche structure (fixed & floating); loss-absorption and discretionary coupon features to optimise capital stack and broaden the local investor base. 

I co-led end-to-end legal workstream (bank side), managing prospectus/term sheet, Ts&Cs, corporate approvals, and transaction opinions across Kuwaiti and English law; obtained CBK and CMA approvals, aligning regulatory language on triggers, coupon cancellation, and write-down mechanics with capital eligibility requirements; negotiated managers’/arrangers’ documentation (subscription, selling restrictions, indemnities, legends), balancing marketing needs with liability management and disclosure controls; responded to due diligence, coordinated with rating agencies/investor relations on disclosures, and supervised settlement, registrar, and paying-agent setup; ran the closing CP checklist and signings, ensuring clean conditions precedent and timely closing. 

(4) Call/Redemption of USD 500mn AT1 – liability-management action to call and redeem legacy AT1 following the KD AT1 issuance. 

I prepared legal call memo (notice periods, clearing systems, paying agent processes) and ensured documentary compliance with original Ts&Cs; coordinated market disclosures and investor communications, aligned with Finance/ALM on capital treatment and with Regulatory Affairs on prudential impacts; supervised closing funds flow, agent instructions, and post-closing confirmations. 

(5) USD 800mn Unsecured Term Loan (Global Syndication) 

I spearheaded LMA negotiation (facility agreement, agency, accordion/assignments), optimising covenants, events of default, representations, sanctions/AML, and information undertakings; led multijurisdictional CP suite (corporate, regulatory, incumbency, capacity/opinions) and managed interplay of Kuwaiti company law with English-law documentation; negotiated market-flex and confidentiality; coordinated with Treasury on hedging interfaces and with Operations on drawdown mechanics; co-led closing logistics and executed allocation/primary syndication documentation with the facility agent and bookrunners. 

(6) USD 500mn Tier 2 Subordinated Notes to strengthen capital ratios. 

I directed disclosure and subordination drafting (non-viability language, regulatory event) to ensure Basel-compliant eligibility and clear investor risk articulation; coordinated with external counsel, aligned Kuwait–UK law frameworks, and completed regulatory notifications/approvals; negotiated underwriting/placement terms, liability caps, and indemnities; supervised listing, clearing, and paying-agent arrangements. 

(7) Multi-currency Certificates of Deposit (CD) Programme to provide short-term wholesale funding platform to support liquidity (LCR/NSFR) and diversify investors (including Asia/MENA). 

I participated in the establishment of the CD programme, reviewed the programme agreement and dealer/arranger documentation; secured corporate approvals; set selling restrictions by jurisdiction and standardised product note templates; led rating/onboarding, KYC/sanctions framework, and processes for term-sheet turnarounds, taps, and drawdowns; implemented internal disclosure and controls (authorities matrix, approvals cadence) to enable fast execution while safeguarding regulatory compliance. 

(8) USD 390mn Club/syndicated facility supporting funding needs in a volatile market backdrop. 

I negotiated LMA-based documentation with a focus on covenant flexibility and practical information undertakings; ran CP/closing; harmonised agent/lender communications and post-closing obligations.

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