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MAS ClearSight Corporate Profile

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Page 1: MAS ClearSight Corporate Profile

Company profile

Page 2: MAS ClearSight Corporate Profile

2

Section Page

Chairman’s Message 3

Corporate Profile 5

Investment & Corporate Banking Advisory 17

Global Wealth Management & Private Banking 27

Aviation Advisory 33

Contents

Page 3: MAS ClearSight Corporate Profile

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MAS CLEARSIGHT LTD

CHAIRMAN’S MESSAGE

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Page 4: MAS ClearSight Corporate Profile

MAS ClearSight Ltd., Dubai International Financial Centre, The Gate-Level 5, East Wing, P.O. Box 506811, Dubai, United Arab Emirates Regulated by the DFSA

A Message From Our Chairman

“Great Institutions are built on knowledge and are driven by passion. History is full of

lessons being able to learn from the past, implement in the present for a better future

requires leadership and vision.

History is full of witnesses of such events where institutions with the positive attitude,

right skill set, and good leadership have made it against all odds.

At MAS ClearSight our credo is based on providing a tailored product and client centric

solutions & we believe on a clear vision to grow, passion to serve and a desire to create

value for our clients.”

Since our commencement in 2009, we have experienced consistent growth backed by an

increasing customer base, strong partnerships and most importantly, a team of

experienced and dedicated professionals. Weathering the storm of the financial

downturn, our vision today continues to focus on expansion through excellence, and

quality service based on core values of integrity, client intimacy, product leadership and

operational efficiency. With established offices in the United Arab Emirates, UK,

Singapore, Switzerland and Pakistan, our aim is to continue to become more accessible to

you and work towards achieving your financial goals together. We hope that you will take

the time to acquaint yourself with our services and capabilities, and look forward to

sharing the journey with you in the near future.”

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Dr. Mubashir Ahmed Sheikh,

Chairman & CEO

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MAS CLEARSIGHT LTD

CORPORATE PROFILE

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Page 6: MAS ClearSight Corporate Profile

MAS ClearSight Ltd., Dubai International Financial Centre, The Gate-Level 5, East Wing, P.O. Box 506811, Dubai, United Arab Emirates Regulated by the DFSA

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MAS ClearSight Ltd. based in DIFC is our flagship business

which is fully operational with a staff headcount of 30 plus

FTE.

MAS ClearSight S.A. is operational since May 2012 with 2

FTE based in Geneva. It will assist our Private Banking

team in Dubai to take on client servicing / execution and

offer discretionary asset management products. We have

signed cooperation agreement with Phanar Asset

Management in Switzerland which will support our Swiss

entity with research / trading etc.

MAS ClearSight Pakistan is operational since June 2012

targeting 30 FTE based in Karachi, Lahore and Islamabad

and will support the business of MAS ClearSight DIFC. The

decision to enter the market through acquisition is a

preferred choice however, the business has been launched

based on a similar model as the DIFC with some changes

suiting to the Pakistan regulatory climate.

MAS ClearSight Group Profile

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Present Offices: U.A.E, Pakistan and Switzerland

Entities present but not operational: UK and Singapore

Under consideration in 2015: Kingdom of Saudi Arabia and

Japan

MAS ClearSight’s Global Footprint

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o Turkey

o Greece

o KSA

o UAE

o Pakistan

o India

o Bangladesh

o China

o Vietnam

o Malaysia

o Sri Lanka

o Japan

o USA

o Brazil

oGermany

o UK

o Georgia

o Russia

o Indonesia

o Nigeria

o Kenya

o Angola

o South Africa

o Ukraine

MAS ClearSight’s Global Clientele

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Page 8: MAS ClearSight Corporate Profile

About Us

The underlying strategy of MAS ClearSight has been to provide unbiased and market-driven advisory

services. The focus for private clients is to look for credible investment solutions and protect their

wealth through an External Asset Management business model, without the restrictions of in-house

solutions only. For corporate clients, the focus has been to raise capital through customized solutions,

targeting sophisticated investors with an appetite for specific industries and asset classes, assisting

clients with financial re-structuring and offering attractive possibilities for mergers, acquisitions and

investments. MAS ClearSight’s team reflects the diversity of communities and cultures in which we

operate and comprises of highly experienced and knowledgeable professionals with experience at

leading financial institutions, globally and in the region. They each have impressive track records of

success in their respective areas of expertise and together form a very cohesive and multi-value

added, cross-functional team.

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Page 9: MAS ClearSight Corporate Profile

The Founder Dr. Mubashir Ahmed Sheikh

Dr. Mubashir Ahmed Sheikh has 23 years of experience in the financial sector spanning the United States, Europe, Asia and the Middle

East; within Asset Management, Private Banking, Commercial Banking, Investment Banking and Trust & Corporate Services. He has

worked for institutions such as Citibank, Merrill Lynch and Fortis Bank.

His last assignment prior to his current position was to successfully launch & manage the Fortis Bank's operations in Middle East.

Dr. Sheikh was responsible for bringing Fortis's various business lines to Middle East, which includes, Commercial & Private Banking,

Corporate & Investment Banking, Asset Management, Real Estate, Trust & Corporate Services. On the Fortis Platform he launched the

one of the first Fund of Fund in Middle East, called "Arabia Fund“ where he also served on the Board of Directors of the fund.

Additionally, he launched Fortis Real Estate Division in Middle East. Dr. Sheikh on behalf of Fortis Bank, led several Banking Joint

Venture initiatives with Financial Institutions in Saudi Arabia & Lebanon and Trust & Corporate Services Joint Venture in India.

During the mist of Global Financial Crises in 2009, he led the initiative for a Management Buy Out of Fortis Bank's Business, which

he successfully managed form its launch in the Middle East Region. The result of this MBO gave birth to MAS ClearSight where he was the

Founding Chairman and CEO. Under his leadership, MAS ClearSight has evolved in to a multi-line Investment Banking Business focus on a

broad based financial services with physical presence in Asia, Middle East and Europe.

In addition to his achievements in the banking industry, Dr. Sheikh has also made a contribution to the educational field, as a visiting

Professor to MBA students at Webster University, Geneva, Switzerland for a period of 3 years, where he taught courses of International

Finance and Investments to Executive MBA students.

Dr. Sheikh has obtained his Doctorate in Business Administration (DBA) in Investment Banking, from a very prestigious University, Business

School Lausanne (BSL) located in Switzerland; his thesis were, "Creating value in post merger / acquisition stages within the Financial

Services Industry".

In addition to his responsibilities at MAS ClearSight, Dr. Sheikh also serves on the Board of Directors of UAE based company, representing

Japanese technology in IMEC film farming, called AgriCel (www.Agricel.co) as Founding Member - Executive Vice Chairman. Additionally,

Dr. Sheikh also serves as an Founder & Executive Vice Chairman for a company called MASTAC, representing

Japanese technology in creation of Bio Fuel through Micro Algae.

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Page 10: MAS ClearSight Corporate Profile

Click to edit Master title style Senior Team members

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Anish Bhatia Amer Chughtai Ali Awais

Chief Executive Officer &

Founding Member

Investment Banking, Corporate Financing & Wealth Management/ Private Banking Advisory,

Aviation

Chief Operating Officer &

Head of Legal

Responsible for the investment banking advisory business. He

has over 20 years of banking experience with his last held

role, seeing him in Fortis Banque as Vice President of the

private and investment banking division.

Prior to which Mr. Bhatia successfully built a book from USD

5 million to over USD 140 million in 4 years with Citibank,

managing the NRI division. His investment banking career

started with his previous organization based out of India,

wherein he focused on the Media Industry, being involved in

deals with companies such as Knight Rider, Family Channel

and a leading post production house. His accolades include

winning the Chairman’s Council Award at Citibank and

Medals of performance recognition for 6 quarters in a row in

F/X management amongst others.

Amer Chughtai manages the investment banking,

corporate financing and wealth management / private

banking advisory for the MAS ClearSight Pakistan office,

and is the Director of the Aviation advisory business, an on

shore entity established in the UAE.

Mr. Chughtai started his career with the United Nations

and then joined Citibank where he spent 16 years of his

career, after which he spent four years at Barclays Bank

where he headed a team of 500 staff and the distribution

network, before joining MAS ClearSight in 2011.

His role is to provide strategic and management oversight to the company, including policy making and corporate governance. In addition, Ali also advises the company in connection with all aspects of transactional operations, including mergers and acquisitions and corporate finance related areas. Ali began his legal career in New York with a Wall Street law firm, Milbank, Tweed, Hadley & McCloy where he specialized in global corporate finance and project finance.

Later he joined US based law firms, Baker Botts and Jones Day where his practice focused on projects and finance in energy, infrastructure, real estate, and general corporate sectors. During the course of which he has advised sponsors, financiers, governments, industry regulators, and utility companies on the development and acquisition of several power, water, oil and gas, infrastructure and commercial real estate projects. Mr. Awais has also worked with the World Bank in Washington D.C for nearly six years, where he represented the Bank in project finance, sub-sovereign lending, public private partnerships and partial risk guarantee transactions, including legal advice on environmental and social safeguard issues.

Mr. Awais holds a Masters of Law (LL.M.) from the reputed George Washington University, School of Law, Washington D.C. and is a frequent contributor to recognized industry publications.

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Ehsun Khan Amer Chughtai Mohammed Ali Sheikh

Managing Director Investment & Corporate Banking Division

Managing Director Institutions

Managing Partner Latin and Central America

With over 20 years of experience and a number of successfully concluded transactions to his credit, Mr. Khan has worked with the likes of the Citicorp group in New York and London, as well as Morgan Stanley’s London office, before moving to Sweden to become Partner at Brunswick Direct. His more recent roles saw him working as Managing Director, Head of Investment Banking at BMA Capital Management, Pakistan and Head of Corporate Finance and Private Equity at TAIB Bank, Bahrain.

Mr. Khan is a graduate of Middlebury College, USA, with a BA in Economics. His professional rankings include the Institutional Investor, Credit Magazine, Euromoney and The Banker Magazine.

Umar joins MAS ClearSight with 14 years of Financial Markets

experience to his credit. Umar started his career at

JPMorgan and is currently a Partner at EME Capital, a

merchant bank responsible for placing USD 1bn to date in

direct PE deals and funds. He is the exclusive representative

for Nuveen Investments in the region- a USD230bn US based

asset management firm and also BR Investimentos, a Sao

Paolo based Brazilian PE firm. Prior to this Umar worked for

an alternative investment boutique started by former

Goldman Sachs General Partners (CDK) out of New York and

London where he was co-head of the EMEA region. He is a

qualified Chartered Alternative Investment Analyst and was

also a project associate of the London Business School’s

Centre for Corporate Governance.

Mr Sheikh is a qualified lawyer and has worked for top law firms in the United States as well as for commercial and investment banks in the United Arab Emirates. He advised clients on securitization and factoring transactions; structuring, issue and offer of financial instruments (securities and structured products); financing transactions and relevant security packages, regulatory matters relating to banks and financial services regulatory aspects relating to banks and intermediaries and project financing for renewable energies, oil & gas and mining. Mr Sheikh has been involved in distribution of financial products, working mainly on financing contracts with corporate clients and restructuring of distressed assets, and also in dealing with fixed income and bond products programs at Global and Regional level, OTC ISDA Derivatives, reviewing structured products and negotiating ISDA, GMRA documents and Credit Value Adjustment review based on counterparty jurisdictions.

Mr Sheikh is an Honorary Consul of Nicaragua to Pakistan and have in depth knowledge, experience and relationships within Governments, public- private companies, financial Institutions, oil and gas, mining companies, high net worth individuals and private family offices in Central and Latin America.

Senior Team members

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Page 12: MAS ClearSight Corporate Profile

Since its inception during the downturn in 2009, MAS ClearSight has gone from strength to strength and acquired some of the best

talent in the industry. Some of the significant transactions previously executed by our team members include:

TELECOM

o Advised Etisalat Telecom in an acquisition of Pakistan Telecom for approximately USD 2.6 billion.

o Acted as a financial advisor to Augere Telecome in connection with fund raising of USD 60 million.

FINANCE & ISLAMIC FINANCE

o Saudi Arabian bank - Drafted template documentation in both conventional and Shari’ah-compliant structures in

accordance with laws and regulations of Saudi Arabia for particular finance products offered by the bank.

o Advised Etisalat Telecom in an acquisition of Pakistan Telecom for approximately USD 2.6 billion.

o Advised SAPICO on the sale of Saudi Pak Bank to consortium consisted of IFC, Nomura and Bank Muscat for USD 163

million.

o Advised Iqbal Ali Mohammed on the sale of Maybank to Summit Bank for USD 40 million.

o Acted as a financial advisor to Al Baraka Bank with its merger transaction of USD100 million with Emirates Global.

o Advised Standard Bank and group of major Gulf banks on restructuring of a mega commercial real estate project in Qatar.

The project was structured as Musharaka financing.

Team Members Capabilities

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Page 13: MAS ClearSight Corporate Profile

CHEMICALS

o Advised Knightsbridge chemicals (UAE) on the sale of NCPL to ATS for USD 15 million.

INFRASTRUCTURE, POWER & TRANSPORTATION

o Acted as a financial advisor to Pakistan International Airlines in connection with their transaction structuring.

o Saudi Electricity Company - counsel on development of Rabigh and Riyadh IPPs involving the design, financing,

construction, commissioning, testing, ownership, operation and maintenance of new 1,200 and 2,000 megawatt power

plants respectively, on a BOO basis, in Saudi Arabia, including review of EPC documentation submitted by bidders.

o Mada Company for Commercial & Industrial Development - counsel for bidding on the Saudi Landbridge Project involving

construction of 1070 kilometers of new railway tracks, rehabilitation and upgrade of 1005 kilometers of existing railway

tracks, and construction of a new dry port on a BOT basis in Saudi Arabia.

o AES Oasis Limited - counsel for bidding on Ras Laffan C IWPP project in Qatar involving the construction of

2500‐megawatt power plant and 55 MIGD potable water facility on BOOT, including drafting of EPC documentation.

o Advised Tanjong Corporation in relation to major operational restructuring of 100 MW Power Generation Plant at Haripur,

Bangladesh.

o Advised a consortium comprising SK Engineering & Construction, Korea Western Power and Ratchabori Electricity on all

aspects of development and financing of a 390 MW hydroelectric power project in Lao PDR to supply electricity to

neighboring Electricity Generating Authority of Thailand.

Team Members Capabilities

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Page 14: MAS ClearSight Corporate Profile

o Advised SunPower Corporation on all aspects of its USD 75 million financing from IFC for purposes of its solar cell

fabrication plant in the Philippines.

o Abu Dhabi based private equity group - counsel for bidding to acquire the cargo unit of a major regional airline.

o Advised the World Bank on an approximately USD350 million financing of the expansion of Cairo International Airport and

Sharm El Sheikh Airport in Egypt.

o Advised the World Bank with respect to financing of an approximately USD 550 million urban transport infrastructure

project in Mumbai, India.

o Advised the World Bank with respect to financing of an approximately USD 300 million highway in Pakistan.

o Advised Schneider Electric Industries in connection with acquisition of a control, automation, instrumentation and

electrical systems company in Jabel Ali Free Zone with branches and subsidiaries in MENA and South Asia region.

o Acted as a proprietary to TAIB in the sale of Trakya (475MW) power station for USD 60 million.

o Advised the World Bank to provide partial risk guarantee of a syndicated commercial loan of about USD 200 million for a

power project in Bangladesh.

o Advised the World Bank on an approximately USD180 million financing of the restructuring of a power plant in the State

of Rajasthan in India.

o Advised the World Bank to provide partial risk guarantees, and part financing of a syndicated commercial loan of about

USD1.25 billion, to Lao for a BOOT hydroelectric project.

Team Members Capabilities

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o Saudi Arabian and regional banks - nonrecourse project financing of an equestrian club, a mixed-use development in

Jeddah comprised of an exclusive social club, sports facilities, hotel, shopping mall, and marina, including review of

construction contracts.

o Gulf Cooperation Council based private equity group - acquisition of a 50 percent interest in a leading construction

management company in Kuwait.

OIL & GAS

o Advised Saudi Arabian based leading petroleum company in connection with sale of its certain assets to a global oil

services company based in Alkhobar.

o Advised Abraaj in an acquisition of National Refinery for USD 150 million.

o Advised International oil company - renegotiations of upstream rights in Iraq.

o Advised Pakistan State Oil in an acquisition of Pakistan Refinery for USD 100 million.

o Advised the World Bank in respect to its participation of the project financing of 1070 km gas pipeline in Chad and

Cameroon.

FOOD & AGRI

o Advised Abraaj on the sale of KFC Pakistan to Pepsi Pakistan for USD 20 million.

Team Members Capabilities

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Investment & Corporate

Banking Advisory

Private Banking Advisory

Asset Management

Advisory Aviation Advisory

Real Estate Advisory

MAS ClearSight Dubai Entity - DIFC Business Activity

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Page 17: MAS ClearSight Corporate Profile

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MAS CLEARSIGHT

INVESTMENT & CORPORATE BANKING ADVISORY (ICBA)

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Page 18: MAS ClearSight Corporate Profile

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Agriculture Aviation Banking &

Finance

Manu-facturing &

Value Added Concerns

Mining Media &

Publication

Infra-structure Finance

Energy Hospitality

& Real Estate

Technology

Corporate Finance & Investment Banking Sectors of focus

Investment & Corporate Banking Advisory Sectors of focus

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Page 19: MAS ClearSight Corporate Profile

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BUSINESS SOURCES

large network of accounting,

auditing and law firms

strategic alliances with FI’s and

NBFI’s

corporate financial advisors and

business associates

high net worth individuals

STRONG NETWORK

ICBA utilizes a large network of

hedge funds, financial institutions,

assets managers, credit enhancement

agencies.

access to the wider global advisors,

professionals and organizations.

TEAM

ICBA has a dedicated team of 7

members and will grow into 10

independent commercial assessments

designing customized solutions

a dedicated execution team

VALUE

ADDITION

Solutions

structure risk

securitization

project & corporate finance

credit enhancement

M&A

IPO

Core Strengths of IB & CF Value Drivers

Core Strengths of ICBA Value Drivers

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Page 20: MAS ClearSight Corporate Profile

Click to edit Master title style Core Strengths of IB & CF Value Drivers

Corporate Banking Advisory Product Range

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Project Finance

SME Solution Debt

Restructuring

Formulating Business

Plans

Public Sector &

Infrastructure Development

Trade Finance

Notes Structuring

Credit Enhancement

Corporate Banking Advisory Services

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Click to edit Master title style Project Finance Arranging Services

Corporate Finance and Investment Banking can

structure project financing up to 85% of the total

development cost.

Financing method includes:

Export credit banks under OECD conditions.

Structured credit which involves risk mitigation

through, structuring, diversifying and placement

of risk.

Large corporate, strategic corporate partners,

financial institutions, hedge funds, asset

managers, insurance companies, ECA’s are

involved to execute a project finance

transaction. Sign Mandate with Client

Produce Documentation such as IM’s Start signing in relating parties such as investors, insurers, underwriters, etc

Agree to Project

Due Diligence KYC Compliance Paperwork

Bring up a Weak Balance Sheet

Assess Commercial Viability, Business Model

Identify state regulations Bring in a third party to

assess the risk

Structured Transaction

Diversify and Distribute Risk Consider Insurers, Strategic Partners,

Underwriters, etc

Short List Potential Investors

Banks, Investments Houses, Funds, etc Structured Transaction

Receive Proposal

Asses Market Feasibility Asses Future Cash flows

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Page 22: MAS ClearSight Corporate Profile

Click to edit Master title style SME Finance Advising & Arranging Services

ICBA – Criteria for Selection for SME

Targeting businesses with an annual turnover of up to

AED 100 million.

Focus on SME’s within GCC region.

Commercially viable businesses with acceptable

securities and most importantly in compliance with the

local laws and regulations.

Financing is arranged with involvement of one or more

financial institutions and may require structuring for

minimizing the exposure of any one entity.

Manufacturing Sector

Service Sector Trading Sector

Structure Package Arrange

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Click to edit Master title style Debt Restructuring Advising & Arranging Services

Targeting companies with an annual

turnover in excess of USD 50 million across

MENASA region.

Advising the companies on the best suitable

debt structure and mitigation of risk.

Liaison with reputable insurance

companies, banks and funds to package the

transaction.

Arrange the funds through MAS’s extensive

international network, minimizing the

transaction cost and maximizing liquidity of

clients.

•Gathering information on existing debt and cost of financing

•Reviewing the rating of the Company, Country, Sector, etc.

Information Gathering - Advisory

•Company Analysis

•Sector Analysis, Country Analysis

Primary Assessment - Advisory

•Determining Exit options for the investor

•Assessing Debt Service Ability of the Company

Advance Assessment - Advisory

•Advising on financial risk, financing & legal structure

•Advising on operation & execution mechanism of the financing

Structure - Advisory

•Reviewing securities required for financing/ restructuring

•Reviewing Guarantees, Default Covers required

Options - Advisory

•Banks, Funds, Institutions

•Private Investors

Arrange

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Click to edit Master title style Formulating Business Plans Advisory Services

We offer value to our customers by giving them one stop solution to their financing needs in

lieu of advising them customized business plans under the acceptable terms of credit facilities.

Business plan primarily focused at the existing business model in lieu of comparative industry

data in accordance with the competitive cost effective measures and break even supportive

elements.

Identify commercial Viability using market

research, industry standard and

prevailing price norms

Determine the right suppliers and suggest

best equipments

Design a workable memorandum, IE,

process flow, sales & marketing approaches and human resource

solutions

Advising on balancing of production facility and alteration of the production process to

achieve the most efficient and effective

outcomes

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Click to edit Master title style Public Sector & Infrastructure Development Arranging Service

ICBA division through its associations with financial institutions, export credit agencies, EPC service

providers, and technical consultants can work to arrange funds for large scale infrastructure

projects.

ICBA through its expansive network of technical partners can work in most of the countries in

compliance with UAE and international laws and regulations.

The projects should be undertaken by government entities and the investment should be

guaranteed by the sovereign entity.

Financing can be up to 90% of the total project costs.

Project Focus: Dams, Hydropower, Railway, healthcare, power generation, etc.

Region Focus: Emerging economies and developed economies. Projects with high merits in

developing countries shall be considered.

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Investment & Corporate Banking offers a full range of Advisory & Arrangement services along with

execution capabilities, through strategic relationships. The range of advisory services include:

Mergers & Acquisitions

Initial Public Offerings

Capital Restructuring

Sell off / Disposals & Spin offs

Participation in Pre-IPO

Management Buyouts

Equity & Debt Underwriting

Structuring & Execution

Strategic Evaluation

Financial Evaluation

Negotiation, Bidding and

Closing

Shake hand

Implementing and Integration

Post Merger Issues

Resolution

M&A

Advisory

Services

Investment Banking Advisory Product Range

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MAS CLEARSIGHT

GLOBAL WEALTH MANAGEMENT & PRIVATE BANKING

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Global Wealth Management Offering

Global Wealth Management Services

Private Banking Bespoke Investment

Product Trust & Corporate

Advisory Asset Management

Advisory

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Our Private Banking business model is centered around that of an External Asset Manager.

MAS ClearSight has agreements in place with various globally acclaimed custodian banks. Our

business model gives us the independence to advise on multiple custodian banks in comparison to

being constrained by a single set of in house solution.

MAS ClearSight endeavors to provide the highest standard of personalized relationship management.

Our relationship managers take the time to listen to clients and understand their requirements in

detail on an individual basis so as to ascertain the right choice and mix of investment options. We

take great pride in working side by side with our clients to understand their financial dreams and

turn them into a reality.

Our Private Banking services include but are not limited to legacy planning, advisory services

targeted towards individuals with investment portfolios and real estate/ business assets, managing

the client’s private banking relationships with multiple custodian banks, negotiating cost effective

fees across all private banking relationships, coordinating with the investment and corporate banking

teams to facilitate the client’s business needs and producing consolidated investment statements

thus providing clients with a holistic view of all of their private banking relationships.

Private Banking Our Approach

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Click to edit Master title style Private Banking Process Flow

Client interested in Investments

RM understands Client RRR (Requirement, Risk

& Return)

RM prepares proposal for Client

Client accept / amend the proposal

Client signs agreement with MAS ClearSight

RM formally introduces Client to new custodian

bank

Actual execution i.e. dealing takes place by new custodian bank

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MAS ClearSight Asset Management Advisory comprises of seasoned professionals who bring decades of

experience and knowledge to our clients. Our investment professionals act as asset management

advisors for organizations, individuals and financial intermediaries around the globe and furnish

strategies relating to hedge funds, private equity, currency, cash liquidity, fixed income and equity.

We work closely with a carefully selected group of third party Asset Managers and Alternative

Investment Managers to bring best of breed solutions to the market ranging from retail products to

individual segregated accounts dependent on the particular requirements of each investor.

Our strategy is to maximize benefits to our clientele through research, consistency, trade

engineering and a constant pursuit of low costs always taking into account the clients’ preferences,

willingness to bear risk and need for current cash flow.

The key aspect of our Corporate Persona is that we are truly independent which gives us the liberty

to find the best and most suitable solutions for our clients.

Asset Management Services

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Page 32: MAS ClearSight Corporate Profile

Click to edit Master title style Arranging Custody Flow Chart

Client wishes to transfer portfolio

RM meets with client to discuss client’s existing

portfolio held at existing bank

Client signs agreement with MAS ClearSight

RM contacts new custodian bank with copy of portfolio

and client request to transfer portfolio

Acceptability of the client portfolio by the new custodian

bank’s custody account and further credited to the client’s

portfolio

New custodian bank will contact the existing bank to

arrange for matching dates for security transfers through

EuroClear

Securities are transferred to new custodian banks

New custodian bank unable to

accept securities and credit

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MAS CLEARSIGHT

AVIATION ADVISORY

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Page 34: MAS ClearSight Corporate Profile

Click to edit Master title style Aviation Advisory

MAS ClearSight Aviation carries out a range of aviation consultancy services in the business aviation

and airline field and acts as one stop shop. MAS ClearSight Aviation takes care of every aspect of the

aircraft transactions, from pre-buy inspections, interior refurbishments, to providing crews and

aircraft maintenance.

At MAS ClearSight Aviation Advisory we have one overall goal, that of enabling our clients to enhance

their businesses through the aviation consulting services that we provide. Utilize our expertise to the

clients’ benefit and experience the personal touch and quality customer service.

So far we have secured mandates worth of approximately US $ 400 million. Accordingly, we intend to

capitalize on the GCC and neighboring regions for revenue generation on deals to be secured on an

exclusive basis.

We have been serving aviation businesses and companies that own, operate and/or finance aircraft

and aviation businesses. Aviation business consulting and advisory services; aircraft acquisition

services, aircraft appraisal; and aviation business valuation are the primary services of MAS ClearSight

Aviation Limited. In providing aviation consulting, aircraft acquisition services, flight department

consulting, aircraft appraisal, and aviation business appraisal services we serve many facets of the

aviation industry.

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Aviation Services

Aircrafts Avionics Ground Support

Equipment

Navigation & Safety

Simulators Passenger Handling

Infrastructure

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Disclaimer

This document (hereinafter referred to as the Information Brief or the “IB”) has been provided by MAS ClearSight Ltd. (hereinafter referred to as “Company” or the

“Target”) and is directed at, wholesale clients (non-retail customers) who qualify as either Professional Clients (as defined in DFSA’s Rulebook, Glossary module

(«GLO»)) or Market Counterparties (cf. GLO) under the Rules (cf. GLO) enacted by the Dubai Financial Services Authority (‘DFSA’). This document is being furnished to

the intended recipient solely for information purposes.

Any investment carries its own risks; the investor must be aware of the risks posed by an Investment (cf. GLO) and is fully responsible for the risks incurred. None of the

information contained herein or upon which it is based has been independently verified. Nor has the company given or has any authority to give, any representations

or warranties (express or implied) in relation to the Issue, or as to the truth, accuracy or completeness of this Information Brief or as to any opinion expressed herein.

This IB does not constitute or form part of, and should not be construed as, any offer for sale or subscription of or solicitation of or invitation to make any offer to

purchase or subscribe for any financial products or services and neither this document nor any part of it shall form the basis of or be relied on in connection with or

act as an inducement to enter into any contract or commitment whatsoever.

This IB includes certain statements, estimates, targets and projections with respect to the anticipated future performance of the Company and as to the market

for the Company’s products. No representation is made or warranty given as to the accuracy, reasonableness or achievability of such statements, estimates,

targets and projections. No reliance should be placed on any such statements, estimates, targets and projections and nothing in this IB is or should be relied on as a

promise or representation as to the future. Accordingly none of the Parties, nor any other person, shall be liable for any direct, indirect or consequential loss

or damage suffered by any person as a result of relying on any statement in or omission from this IB and any such liability is expressly disclaimed. Neither the

Company nor any of its respective affiliates have independently verified the estimates and projections, and accordingly they do not express any opinion or provide any

form of assurance with regard to such estimates and projections.

Neither Company, nor affiliated partnerships or bodies corporate, nor the directors, shareholders, managers, partners, employees or agents of any of them

("Parties"), has verified any of the information contained herein, and no such party, entity or person makes any representation or warranty, express or implied, as to

the accuracy, reasonableness or completeness of the information contained in the IB or any other oral or written information made available to any interested party or

its advisers at any time. So far as permitted by law, and except in the case of fraud by the party concerned, all such Parties expressly disclaim any and all

responsibility and liability for, or based on, or relating to the accuracy or sufficiency of any such information contained in, or errors or misstatements in or omissions

from this IB or based on or relating to the Recipients’ use of the IB.

In furnishing this Information Brief, the Company, or any of their respective affiliates undertake no obligation to provide the recipient with any additional

information as may be required or requested. Potential investors should obtain their own legal and tax advice with regard to their rights and liabilities from legal and

tax standpoint resulting from this transaction.

This Information Brief is confidential and is being supplied on the basis that recipients will keep the contents confidential.

The contents of this Information Brief constitute confidential information. Any further distribution or reproduction of this Information Brief in whole or in part, or the

divulgence of any of its contents by any of the recipients, is unauthorized. Each recipient of this Brief contemplating investing in the Transaction will be deemed

to have made their own independent investigation and appraisal of the business, financial position, prospects, credit worthiness, status and affairs of the Issuer or any

other relevant party.

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