Venture capital and growth financing

What this covers

Venture financing in Oman runs on instruments the local market has been cautious about. Convertible notes, SAFEs, KISS notes and option pools were drafted for other jurisdictions, and the assumption that they do not survive Omani law has pushed funds toward foreign-domiciled structures, adding cost and distance to deals that should be straightforward.

Our position is that the caution is misplaced. Omani contract law accommodates these instruments where the drafting is precise about valuation, trigger events and conversion mechanics. That is a drafting problem, not a legal impossibility.

What we do

• Convertible instruments: notes, SAFEs, KISS notes and the modified Oqal Note structure
• Priced rounds, from term sheet through shareholders' agreement to completion
• Founder arrangements: vesting, leaver provisions, share buy-back under the Commercial Companies Law
• Employee share schemes and option pools
• Anti-dilution, liquidation preference and the mechanics of a down round
• Holding structures for Omani companies raising foreign capital
• Investor-side diligence and fund-side portfolio support

How we approach it

A term sheet takes a week to sign and three years to matter. We draft for the second event, not the first: the conversion, the exit, the disagreement. Where a mechanic is untested in Oman, we say so, explain the risk, and structure around it rather than pretending certainty we do not have.