Corporate and Commercial
Law in Jordan

Abdullah & Partners' Corporate and Commercial practice covers the full corporate life cycle in four clusters of work. The first cluster covers entity formation and ownership: company formation, articles of association, memoranda of association, shareholder agreements, joint venture agreements, and corporate partnerships. The second cluster covers transactional work: mergers and acquisitions, share sale and purchase agreements, commercial contracts (distribution, agency, franchise, supply, services, licensing), investment agreements, capital raising, and securitization. The third cluster covers governance, compliance, and lifecycle: corporate governance, board resolutions, restructuring, reorganisations, carve outs, disposals, and liquidation. The fourth cluster covers standing counsel work: outside general counsel, matter management, and due diligence. The practice operates within the framework of the Jordanian Companies Law No. 22 of 1997 and the Investment Environment Law No. 21 of 2022.

The Corporate practice acts for international corporations, banks and financial institutions, government institutions, and domestic entities, across the principal sectors of the Jordanian economy. Among them are multinational corporations entering Jordan or expanding regionally; family businesses and family offices; investment banks and financial sponsors; embassies, cultural institutes, and development finance institutions; startups, small and medium enterprises, and large corporations; and Jordanian, Middle Eastern, European, and North American clients with cross-border interests in Jordan. The practice operates as both transactional counsel for one off matters and as outside general counsel for clients who require ongoing day to day legal support. The firm's full client and sector coverage across all practices is set out on the Practice Areas Hub.

Yes. The firm regularly acts as Jordanian counsel on cross-border corporate transactions where overseas clients are advised by lead foreign counsel on the broader matter. The practice covers cross-border mergers and acquisitions, investment structuring across multiple jurisdictions, pre sale restructuring, carve outs, joint ventures with foreign counterparties, and the documentation that supports each of these. On matters with overseas clients or counterparties, including parties from the Gulf Cooperation Council, the United Kingdom, and continental Europe, the firm advises on the Jordanian law aspects of the transaction or dispute and coordinates with foreign counsel where appropriate. The firm produces deliverables in English where the matter requires it, alongside the Arabic language work required for filings before Jordanian courts and government bodies. The practice operates within the framework of the Jordanian Companies Law No. 22 of 1997 and coordinates the application of Jordanian commercial law with the foreign governing law that the parties have selected.

The firm acts on private and public mergers and acquisitions, both domestic and cross-border. Private M&A work covers share sale and purchase agreements, asset purchases, pre sale restructuring and reorganisations, carve outs of business lines, and post completion integration support. Public takeovers are handled where Jordanian listed company rules apply. Cross border M&A is handled where Jordanian commercial law operates alongside foreign governing law selected by the parties. Related work includes navigating pre emption processes, managing corporate auctions, providing acquisition financing support, and the due diligence work that supports each transaction. The practice operates within the framework of the Jordanian Companies Law No. 22 of 1997 and its amendments and the Investment Environment Law No. 21 of 2022. Specific transaction details are kept confidential under the firm's standing confidentiality undertakings and Jordanian Bar Association rules.

Yes. The firm drafts and negotiates the commercial contracts that operate the day to day relationships of corporate clients. These include distribution agreements, agency agreements, franchise agreements, supply agreements, service agreements, licensing agreements, non disclosure agreements, memoranda of understanding, letters of intent, and the addenda, schedules, and side letters that accompany them. Drafting work is reviewed for compliance with the relevant Jordanian commercial laws and regulations, and dispute resolution clauses are calibrated to the parties' commercial position and the matter's likely escalation paths. The firm advises on contract amendments and renewals as commercial arrangements develop, and maintains continuity for clients who require ongoing contract management support. Where contractual disputes escalate, the firm's litigation and dispute resolution practice handles the matter alongside the Corporate Department.

Yes. The firm acts as outside general counsel for clients who require ongoing day to day legal support without the overhead of an in house legal department. The standing counsel function covers contract reviews, board resolution drafting, corporate governance advisory, regulatory filings, employee documentation reviews, and the structuring decisions that arise as a business grows. Engagements are usually structured under a retainer or capped fee arrangement and reviewed periodically. The firm acts as outside general counsel for both Jordanian companies and international clients with Jordan resident operations, including conglomerates whose portfolio companies span multiple sectors. Cross border matters that arise within the standing counsel relationship are handled with direct partner involvement. The engagement letter sets out the scope, fee arrangement, and the team assigned to the relationship.

The principal statute governing the firm's corporate work is the Jordanian Companies Law No. 22 of 1997 and its amendments, which sets out the framework for limited liability companies, private and public shareholding companies, partnerships, and branches and representative offices of foreign entities. The Investment Environment Law No. 21 of 2022 (replacing the earlier Investment Law No. 30 of 2014) governs investment related matters. Where corporate work touches data, the Personal Data Protection Law No. 24 of 2023 applies. Jordanian Bar Association Law No. 11 of 1972 governs the firm's professional conduct, with Article 54 directing every lawyer to uphold the principles of “honour, uprightness, and integrity”. Corporate disputes proceed through the Court of First Instance, the Court of Appeal, and the Court of Cassation, and through specialised tribunals where the subject matter requires it.

Fee structures for corporate matters are agreed during the conflicts review and matter scoping stage of the firm's engagement process, before the engagement letter is issued. Hourly rates are used for advisory work, contract negotiations, and matters where scope cannot be defined at the outset. Fixed fees are used for defined scope deliverables such as articles of association, memoranda of association, shareholder agreements, distribution agreements, and similar single document work. Capped fees are used for transactional matters where scope is clear at the outset. Retainers are used for outside general counsel engagements. The firm does not act on a contingency basis on any matter, consistent with the standards set by the Jordanian Bar Association under Law No. 11 of 1972. The engagement letter records the agreed fee structure, billing cadence, and the firm's confidentiality and conflicts policies.

New corporate matters reach the firm through info@abdullahfirm.com, by phone, WhatsApp, or Telegram on +962 79 566 6696, or through the firm's online intake form. The intake team responds within six working hours during the office's working week. Each new matter is checked against the firm's conflicts policy and reviewed for scope. Where the firm accepts the engagement, an engagement letter is issued setting out the scope of the corporate work, the fee arrangement (hourly, fixed, capped, or retainer), the lawyers assigned to the matter, and the terms of the relationship. The lead lawyer in the Corporate practice coordinates the file, with supporting lawyers from the relevant clusters contributing where their expertise is required. Cross border matters are handled with direct partner involvement throughout.