Legal Counsel – UAE

About the Role PAX is seeking an experienced and commercially minded Legal Counsel to support its growing UAE operations. This is a hands-on in-house role covering commercial contracting, distribution and agency arrangements, employment compliance, corporate governance, intellectual property, regulatory matters and dispute resolution. The successful candidate will work closely with Sales, Finance, HR, Compliance and senior management to provide practical legal advice and manage legal risks across the business. The ideal candidate will have strong UAE legal experience, excellent English drafting and negotiation skills, and the ability to work independently in a fast-growing business environment. Key Responsibilities 1. Commercial Contracting • Draft, review and negotiate a broad range of English commercial agreements, including distribution, agency, reseller, supply, procurement, marketing, service, consultancy, NDA and partnership agreements. • Advise the business on UAE Commercial Agencies Law, distribution structures, exclusivity, distributor protection, termination rights and contractual risk. • Support Sales and business teams on customer, supplier, distributor and channel-related contracts. • Identify key legal and commercial risks and recommend practical mitigation measures. • Develop, maintain and improve standard contract templates, legal guidelines and approval processes. • Support contract management and ensure proper execution, record keeping and compliance with internal approval requirements. 2. Employment and Labour Compliance • Advise HR and management on UAE Federal Labour Law and applicable employment regulations. • Draft and review employment contracts, consultancy agreements, confidentiality agreements, restrictive covenants, warning letters and termination documents. • Support HR in managing employee relations, disciplinary matters, investigations, grievances and employee disputes. • Identify and mitigate employment-related legal risks throughout the employee lifecycle. • Review HR policies and procedures to ensure legal compliance and practical implementation. 3. Corporate Governance and Regulatory Compliance • Support the governance and ongoing legal compliance of UAE entities and free-zone companies. • Coordinate corporate document processing, licence renewals, shareholder and board resolutions, powers of attorney and corporate records. • Support UBO declarations, regulatory filings and economic substance-related compliance, where applicable. • Advise on the legal differences between UAE mainland and free-zone structures. • Liaise with government authorities, free-zone authorities, external legal counsel and corporate service providers when required. • Monitor relevant legal and regulatory developments and advise management on their potential impact. 4. Legal Advisory and Risk Management • Provide day-to-day legal advice on business operations, marketing activities, commercial practices, product-related matters and corporate governance. • Review marketing and promotional materials from a legal and regulatory perspective. • Support compliance with applicable consumer protection, advertising, product and trading requirements. • Establish practical legal risk-control mechanisms and improve internal legal processes. • Provide clear, commercially practical and business-oriented legal solutions to internal stakeholders. 5. Intellectual Property • Manage the company’s local intellectual property portfolio, including trademarks and other relevant rights. • Support IP registration, renewals, licensing and brand protection matters. • Coordinate anti-counterfeiting and infringement enforcement activities. • Work with external counsel and relevant authorities on IP disputes and enforcement actions. 6. Dispute Resolution and Litigation • Manage commercial disputes from initial assessment through negotiation, settlement, litigation or arbitration. • Advise management on claims, contractual remedies, settlement strategies and dispute risks. • Prepare legal notices, settlement documents and dispute-related correspondence. • Coordinate with external counsel and manage litigation strategy, timelines, costs and outcomes. • Support the preservation of evidence and relevant contractual and corporate records. Requirements • Bachelor’s degree in Law or an equivalent legal qualification. An LLM or overseas law degree is preferred. • At least 5 years of relevant legal experience, including substantial hands-on experience in the UAE. • In-house legal experience in the UAE or the Middle East is strongly preferred. • Strong practical knowledge of UAE commercial contracts, distribution arrangements and commercial agency regulations. • Experience with agency, distribution, reseller, supply, procurement and service agreements. • Good understanding of UAE Federal Labour Law and employment compliance. • Familiarity with UAE mainland and free-zone legal and corporate structures. • Practical experience with DIFC or ADGM legal frameworks is highly preferred. • Experience in corporate governance, regulatory filings, entity maintenance and legal risk management. • Proven experience in commercial dispute resolution, litigation, arbitration or external counsel management. • Experience in FMCG, consumer goods, retail, distribution, trading or other regulated industries is an advantage. • Excellent legal drafting, negotiation, analytical and communication skills. • Fluent written and spoken English, with the ability to independently prepare and negotiate English legal documents. • Strong commercial awareness, sound judgement and a practical, solutions-oriented approach. • Ability to work independently, manage multiple priorities and collaborate effectively with business teams. • Ability to work on-site in Dubai. 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Bachelor’s degree in Law or an equivalent legal qualification. An LLM or overseas law degree is preferred. At least 5 years of relevant legal experience, including substantial hands-on experience in the UAE. In-house legal experience in the UAE or the Middle East is strongly preferred. Fluent written and spoken English, with the ability to independently prepare and negotiate English legal documents.

Draft, review and negotiate a broad range of English commercial agreements (distribution, agency, reseller, supply, procurement, marketing, service, consultancy, NDA, and partnership agreements); advise on UAE Commercial Agencies Law, distribution structures, exclusivity, distributor protection, termination rights and contractual risk. Support Sales and business teams on customer, supplier, distributor and channel-related contracts. Develop, maintain and improve standard contract templates, legal guidelines and approval processes. Ensure contract management and proper execution, record keeping and compliance with internal approval requirements. Advise HR on UAE Federal Labour Law and employment compliance; draft and review employment contracts and related documents; support HR in investigations and employee disputes. Support governance and regulatory compliance for UAE entities and free-zone companies; coordinate corporate document processing and regulatory filings. Provide day-to-day legal advice on business operations, marketing, product-related matters and governance; review marketing materials for legal/regulatory compliance. Manage IP portfolio (trademarks, IP registrations/renewals, licensing, brand protection) and coordinate enforcement. Manage disputes from assessment to settlement, arbitration or litigation; coordinate with external counsel. Ensure maintenance of corporate records and documentation; monitor regulatory developments and advise on impact.