Hdeel Abdelhady brings to the table a unique blend of transactional and regulatory/compliance skills honed in independent and large firm practice, and as in-house secondment counsel to U.S. and foreign banks. Noted for her commitment to clients, Hdeel works to understand clients’ business and goals, and takes a strategic, commercially-aware approach to her representation of clients.
Hdeel has acted as lead transactional and regulatory counsel to U.S. and foreign banks, sovereign entities, companies and nonprofits. On their behalf, Hdeel has negotiated, drafted and executed conventional and Islamic finance, corporate, and commercial transactions; advised U.S. and foreign banks, money services businesses, companies, and non-profits on sanctions, anti-corruption, anti-money laundering, and counter-terrorism financing matters, including providing client training and drafting compliance programs; and structured and advised on bespoke investments and transactions combining multiple objectives and legal systems. In addition, Hdeel has represented U.S. and foreign companies in disputes opposite sovereigns and private parties. Her matters have involved the United States, the Middle East, Africa, Asia, and Europe.
Having handled transactions, compliance matters and disputes, Hdeel understands how transactions are put together, and why they fall apart. She is well-positioned to identify and manage legal and related risk.
Hdeel has since 2004 served as a Professorial Lecturer in Law at The George Washington University Law School, where she currently teaches Regulation of Foreign Access to U.S. Technology and Transactional Islamic Law. She has also taught an American legal skills course for international graduate students from around the world. Hdeel has published extensively. In addition to her MassPoint publications, Hdeel’s writings have been published in, among other publications, the World Bank Legal Review, Butterworths Journal of International Banking and Financial Law, the Sustainable Law and Development Journal, Law360, Reuters, and Ahram Online.
Representative Experience
Transactions
Created unique framework for agricultural/food security investment combining conventional asset management standards and Islamic transactional frameworks on behalf of a government entity.
Developed endowment structure, on behalf of a Middle East-based NGO backed by the UAE government and a multilateral development bank, combining Islamic waqf and common law trust structures with legal and governance elements comporting with Shari’ah and civil law requirements, including anti-money laundering and counter-terrorism financing compliance.
Advised bank on lease financing documentation and best practices and drafted suite of lease financing documentation for use in transactions amenable to standardization.
Export Controls/Technology Regulation/U.S.-China Tech War
Advise U.S. and foreign companies on U.S. export controls and related measures as applicable (e.g., sanctions).
Advise U.S. and foreign parties on existing and emerging U.S. laws and regulations applicable to technology transfer, investment, and commerce with cross-border elements, including foreign investment in the United States (CFIUS/FIRRMA), export controls, sanctions, research-related regulations.
Counseled university compliance personnel on emerging U.S. laws, regulations, and policies restricting foreign participation in certain STEM research and related policy issues around “academic espionage” and U.S.-China developments around emerging technologies.
Developed and teach one-of-a-kind law school course on the regulation of foreign access to U.S. technology.
Sanctions Counseling and Compliance
Advise U.S. and foreign financial services providers, sovereign-affiliated entities, companies, and individuals on compliance with U.S. sanctions, including Ukraine-related Sectoral Sanctions on Russia, Iranian Transactions and Assets Control Sanctions, Venezuela Sanctions, Global Magnitsky Sanctions, Sudan Sanctions, and Rough Diamond Trade Controls.
Advise U.S. persons on transactions and transfers related to inherited property pursuant to OFAC-administered Iranian Transactions and Sanctions Regulations (ITSR).
Advise on and draft OFAC license applications.
Advise on extraterritorial jurisdiction and effects of U.S. unilateral sanctions as to non-U.S. persons and transactions.
Banking Regulation and Compliance/AML/CFT
Advise foreign entities on establishment of foreign banking organizations in the United States and related regulatory requirements at the federal and state levels.
Advised on the establishment of state- and federal-chartered banks.
Advised prospective bank incorporator/principals on non-bank structures/entities available under U.S. law to conduct international banking.
Advised U.S. and foreign banks and prospective banking market entrants on AML, CFT, and related domestic and international standards applicable to international and correspondent banking.
Represented entity in early stages of establishing a money services business in the District of Columbia.
Drafted AML, CFT, sanctions, and anti-corruption (including FCPA) compliance programs for U.S. and foreign entities, some including safeguards rules applicable to “financial institutions” (FTC).
Nonprofit Board Service/Pro Bono
Served on the board of directors of a Gates Foundation-supported Washington, D.C.-based nonprofit organization engaged in human, civil, and women’s rights advocacy and legal scholarship; advised entity on contractual and governance matters and drafted strategic development plan ratified by the board.
Served as a special advisor to the board of directors of a Washington, D.C. nonprofit organization engaged in rule of law advocacy and advised the organization on the establishment and maintenance of its tax-exempt status and governance.
Represented a Washington, D.C. church in a mortgage refinancing transaction opposite a DC Metro Area bank.
What Clients Have Said
“Hdeel Abdelhady’s standard of work and attention to detail are excellent, resulting in consistent output of very high quality.”
-Senior Counsel, Global Bank
“Hdeel Abdelhady developed a good working relationship with the team in a short period of time which resulted in an open dialogue and free flow of ideas.”
-Senior In-House Counsel, Europe-Based Global Bank
“Hdeel Abdelhady displays an obvious affinity for her clients.”
-Head of Legal, International Bank
Admissions
District of Columbia
Commonwealth of Virginia
State of Maryland
United States Court of Appeals for the Fourth Circuit
Appointments & Honors
Current Appointments
Professorial Lecturer in Law, The George Washington University Law School (courses: Transactional Islamic Law and Regulation of Foreign Access to U.S. Technology)
Fellow of the American Bar Foundation
Member, Board of Directors, Association of Certified Financial Crime Specialists (ACFCS) Washington DC Chapter
Recent Honors
MassPoint PLLC, Corporate Law Firm of the Year, USA, Finance Monthly Global Awards
Corporate: M&A and Governance, Who’s Who Legal 2016
Previous Appointments
Liaison to the United Nations Commission on International Trade Law (UNCITRAL), American Bar Association Section of International Law
Member, World Bank Insolvency and Creditor/Debtor Regimes Task Force
Co-Chair, ABA Middle East Committee
Member, American Bar Association Task Force on Gatekeeper Regulation and the Profession
Liaison to the Dubai International Financial Centre Courts, American Bar Association Section of International Law (2017-2018)
Member, American Bar Association Rule of Law Initiative (ROLI) Middle East and North Africa Council
Education
JD, The George Washington University Law School (2002)
Activities and Awards
Member, Moot Court Executive Board
Chairwoman, Van Vleck Constitutional Law Moot Court Competition
“Best Overall Competitor” and “Best Oralist” awards, Van Vleck Constitutional Law Moot Court competition
Class of 2002 Clinics Volunteer Service Award
President, Street Law Student Association
Law Clerk, U.S. Department of Justice, Civil Rights Division
Judicial Intern, Superior Court of the District of Columbia
BA; Political Science, History (Middle East and Africa), University of Pittsburgh (1997)
Speaker, Lawyers as Gatekeepers (of the Financial System), Federal Bar Assn Virtual Tax Law Conference, March 4, 2021.
Moderator, Where National Security Meets the Private Sector: CFIUS & Trade, The George Washington University Law School National Security Law Student Assn, February 24, 2021.
Discussant, Moriba’s Vox Populi 03” on religion, ethics and space, February 14, 2021.
Speaker, Know Your Business Partners: A Must to Managing Money Laundering, Trade Sanctions, and Corruption Risks, ABA Business Law Section Fall Meeting, Washington, D.C., November 2017.
Speaker, Investor-State Dispute Prevention: Pathways for Egypt, Presentation for the Egyptian Ministry of Justice and General Authority for Investment, International Finance Corporation, Washington, D.C.
Speaker, Effective Insolvency Regimes for Islamic Finance, World Bank, Washington, D.C., 2012.
Partners for Change: Realizing the Potential of Arab Women in the Private and Public Sectors, Arab International Women’s Forum, World Bank, Washington, D.C., June 2008.
The Impact of Islam in the Constitution of Iraq, Public International Law & Policy Group Roundtable Series on Next Steps for Implementing the Iraq Constitution, Washington, D.C., January 2006.
The Impact of Islam in the Constitution of Iraq, Public International Law & Policy Group Roundtable Series on Next Steps for Implementing the Iraq Constitution, Washington, D.C., January 2006.
Issues in Federalism: Negotiation Simulation on the Formation of Regions in Iraq, Public International Law & Policy Group Roundtable Series on Next Steps for Implementing the Iraq Constitution, Washington, D.C., January 2006.
Investor-State Dispute Prevention: Egypt, Presentation for the International Finance Corporation, the Egyptian Ministry of Justice, and the Egyptian General Authority for Investment, Washington, D.C. 2013.
Montgomery County Today: Changing Community and Transformative Opportunity, Co-organizer and speaker (program on health sector growth) 2012.
Islamic Finance as a Mechanism for Bolstering Food Security in the Middle East: Food Security Waqf, Eighth International Conference on Islamic Economics and Finance, Doha, Qatar 2011.
Middle East Economic Outlook, Interview with Chief Economist of the DIFC, Interviewer, ABA Islamic Finance Committee Podcast, DIFC (Dubai), UAE 2010.
China-Africa Trade and Investment: Is it a Two-Way Street?, Program Writer and Chair, Washington, D.C., 2007.
Foreign Direct Investment and Investment Dispute Settlement, International Dispute Resolution for the Washington, D.C. Diplomatic Community, Washington, D.C., June 2006.
Investment Risks in International Oil and Gas Contracts, Conference on Managing Risk in International Oil and Gas Contracts (under the auspices of the Egyptian Ministry of Petroleum), Cairo Regional Centre for International Commercial Arbitration, Cairo, Egypt, May 2006; Conference on Managing Risk in International Oil and Gas Contracts (under the auspices of the Libyan National Oil Company), Tripoli, Libya, May 2006.
MassPoint PLLC, with the American Bar Association Section of International Law and Bryan Cave LLP, are sponsoring a program entitled "Iran After Partial Sanctions Relief and U.S. Elections: Legal, Risk, and Practical Issues for Business." Hdeel Abdelhady, who wrote and organized the program, will serve as moderator.
To deprive SOEs of the tactical advantage of asserting sovereign immunity in U.S. courts, Senator Chuck Grassley (R-IA) introduced on September 14 the State-Owned Entity Transparency and Accountability Reform (STAR) Act of 2016, "a bill to improve the Foreign Sovereign Immunities Act of 1976, and for other purposes." Specifically, the STAR Act would remove a level of specificity required to link a specific legal entity to commercial activity by amending the FSIA to make “commercial activity . . . attributable to any corporate affiliate of the agency or instrumentality that (A) directly or indirectly owns a majority of shares . . . and (B) is also an agency or instrumentality of a foreign state.”
It has been reported that Muhammad Ali’s final resting place is marked with a gravestone that bears only his name. “In keeping with [the] Muslim tradition” of simple funerary practices, “there are no dates or loving tributes.” This is most appropriate, as Muhammad Ali needs no special inscriptions or tributes. The name he chose for himself as a young man is the epitaph that describes him best. “Worthy of all praises, most high.”
The enforcement of OFAC-administered sanctions by a state agency—even against banks by a banking regulator operating in a dual banking system—raises fundamental constitutional and other legal questions. Chief among them is the overarching question of whether U.S. states have authority to directly or effectively enforce OFAC-administered sanctions, particularly independently and prior to enforcement by competent federal authorities—namely OFAC. This question and some of the legal issues and policy and practical considerations appertaining to it are discussed in detail in a forthcoming publication. This document provides a summary preview of some of the key legal issues discussed in that publication. Additional summary previews may be provided separately.
Traditionally businesses have looked to contractual terms, industry groups, legislatures, regulators and other conventional authorities to identify and manage commercial, legal, and compliance requirements and risks. In today’s interconnected, information rich, and reputation-conscious business world, this model is outdated and insufficient. It creates blind spots that can expose businesses to commercial, legal, and compliance risks from sources that traditional models ignore, misunderstand, or underestimate. In the same ways that the internet and social media have enabled non- “establishment” actors to communicate and amplify political messages, these and other tools of the information/new media age have enabled non-traditional actors to effectively influence business conduct standards. As a result, constituencies and issues that not so long ago were marginal or viewed as niche or inconsequential are now relevant, and for some businesses and industries they are integral.
May 2016 Who’s Who Legal has recognized Hdeel Abdelhady for Corporate: M&A and Governance, in its 2016 listing of the world’s leading lawyers. Who’s Who Legal is a global listing of top lawyers who are selected for inclusion by surveying private practitioners,…
The 2013 sale of American pork producer and processer Smithfield Foods to China’s Shuanghui International aroused concern among some U.S. lawmakers. The $4.7 billion deal ($7.1 billion including debt), was and remains the largest acquisition of a U.S. business by a Chinese entity. This year, some U.S. lawmakers are again raising concerns about a Chinese firm’s acquisition of an agricultural company: the proposed $43 billion acquisition by state-owned China National Chemical Corporation (ChemChina) of Syngetna AG , the Swiss agrochemicals company that does substantial business in the United States. If completed, the Syngenta deal would “transform ChemChina into the world’s biggest supplier of pesticides and agrochemicals.”With Chinese buyers, record-setting deals, and industry-leading acquisition targets in the mix, the Smithfield and Syngenta transactions provide the ingredients needed to stir media interest and controversy about foreign investment in and affecting the United States. Beyond deal optics, a more interesting, strategically-oriented, and potentially consequential policy and public discourse about foreign investment in U.S. agriculture is emerging in the United States, at least in some quarters
Like some emerging economy countries, some EMEs that have had prior success and are financially strong are, at the enterprise level, in transitional phases. These EMEs:(1) are facing changing global and local economic and operating conditions; (2) have newfound global visibility that invites greater public scrutiny; (3) have strategic, next level goals; and, (4) must navigate established and evolving standards of business conduct that are being set and enforced by diverse external constituencies and growing more material to the bottom line. To adapt to changing conditions and advance their objectives efficiently—i.e., by proactively limiting reputational, commercial, legal and other risks and costs and capitalizing on opportunities that favor well-governed enterprises—these EMEs need not just strong governance, but entrepreneurial governance.
Among those added to the SSIL on July 30 are the Russian Direct Investment Fund (RDIF) and other entities identified by OFAC as being owned 50% or more by Russian state development bank Vnesheconombank (VEB). VEB itself was added to the SSIL on July 16, 2014, the same day on which OFAC first issued Directive 1, the relevant financial services sanctions implementing measure discussed in detail below (as applicable to the VEB-owned entitles and generally). The July 30 action is significant more for its likely practical impact, rather than its immediate legal meaning. This is so because the relevant VEB-owned entities, while not previously listed on the SSIL, have nevertheless been subject to Sectoral Sanctions since July 16, 2014.[iii] The VEB’s sanctioned status as of July 16, 2014 was imputed to its owned entities on the same day by operation of OFAC’s “50% Rule,” which attaches to entities owned 50% or more by one or more SSIL entities (individually or in the aggregate) the sanctions status of their owner(s), even if such owned entities are not separately listed on the SSIL. The 50% Rule significantly expands the potential scope of Sectoral Sanctions and corresponding compliance obligations. Effectively, the 50% Rule requires parties to determine, at every link in the ownership chain (vertically and horizontally), whether one or more SSIL entities (alone or in the aggregate) directly or indirectly owns 50% or more of a relevant entity. This can be particularly burdensome where corporate structures are complex and/or opaque.
Enforcement authorities in the US and Asia reportedly are investigating financial institutions for potentially corrupt employment and business relationships with family members of government officials. The investigations underscore policy links between anti-corruption and anti-money laundering regimes where dealings with Politically Exposed Persons (PEPs) are involved. This article, published by Hdeel Abdelhady in Butterworths Journal of Banking and Financial Law, briefly discusses the pending investigations and the anti-corruption-AML policy nexus, and suggests, with respect to PEPs and more generally, that financial institutions facilitate fluidity in their compliance programs to allow for the sharing of information and adaptation of compliance protocols across (sometimes impermeable) internal functional and disciplinary lines.
