General Counsel

JOB PURPOSE : Act as the legal, governance and compliance representative on behalf of the company management, its shareholders and concession holders. Provide advises and guidance on all company matters having potential or actual legal implications. Oversee the Shareholder working relationship and support the Board and the Board Advisory Committee

KEY ACCOUNTABILITIES:

Job Specific: u00B7 Provide advice to the company management on legal, compliance, corporate governance and related policies and procedures in respect of critical decisions. u00B7 Advocate on behalf of the company and management in judicial conciliation and arbitration proceedings for local, federal and international legal bodies. u00B7 Lead the development of the companyu2019s independent insurance and business agreement strategies and policies, as well as monitor their implementation while ensuring adherence to all legal guidelines. u00B7 Oversee the legal aspects of the companyu2019s contracting and tendering processes for all stages from prequalification to completion, including determining legal resolutions to contractual disputes and claims, setting strategy and personally representing the company at arbitration panels. u00B7 Advices the interpretation of laws, monitor amendments to laws & regulations and on their implications for the companyu2019s operations, liabilities and employees. u00B7 Counsel and liaise with the company management regarding the related concession agreements. u00B7 Ensures ADNOC Onshore Governance framework is maintained and implemented in relation to all corporate Governance records are up-to date and securely maintained as per ADNOC guidelines. u00B7 Ensure the Shareholder working relationship and support to the Board and the Board Advisory Committee. u00B7 Ensure the implementation of the ADNOC Onshore Compliance Program in support of the ADNOC Group Compliance Policy and associated framework including the companyu2019s whistleblowing program.

Generic:

Business Strategy u00B7 Participate and contribute to the development and refinement of the vision and long term strategy for the Company, and contribute to the overall process of corporate governance, management and corporate decision making to ensure the organization maximizes returns to its shareholders. u00B7 Develop and implement the Divisionu2019s Business Strategy, ensuring that Unitu2019s overall business goals are fully supported by the Division. u00B7 Ensure the Unitu2019s long and short term plans are effectively converted into the Divisionu2019s acceptable performance objectives in line with established service levels.u00A0

Leadership u00B7 Provide visible leadership and ensure that the Divisionu2019s long and short term business plans are effectively converted into its performance objectives to realise the Companyu2019s Vision, Mission and established service levels. Advise and provide constant support to Company management on Divisionu2019s initiatives facilitating the overall Corporate Governance, Operations, People, Values, HSE Integrity and Reliability.

Budgets and Operational Plans u00B7 Lead the development of the Divisionu2019s annual operational plans and optimal budget in line with Unitu2019s business objectives ensuring that adequate funding provision is made for all Divisional activities within the agreed parameters and service levels including effective interfaces with Companyu2019s stakeholders and internal contributors. u00B7 Control expenditure against approved Divisional budget on a regular basis and investigate & reconcile any significant variances to ensure effective performance and cost control

Performance Management u00B7 Implement and continuously monitor the achievement of the Division KPIs related to the approved Annual Performance Management Contract and the Balanced Score Card for the Division to reinforce an organizationwide drive for performance. u00B7 Manage the development and ensure proper cascade of the Divisionu2019s Performance objectives into the Departments and establish monitoring mechanisms to ensure delivery of these objectives, and promote a performance driven culture.

Organisation Structure and People Development u00B7 Review, develop and recommend appropriate organisation structure for the Division that will best utilise human capital while proactively incorporating sustainability into the on-going work practices to meet the business objectives. u00B7 Manage the development of knowledge, competencies and innovative spirit in the Division to support the establishment Development Plans, Succession Planning and Talent pipeline within the Division to continuously develop employees with emphasis on UAE Nationals to meet Emiratization targets.

Innovation and Continuous Improvement u00B7 Create and foster an organisation culture that encourages innovation, enhances employee motivation and supports initiatives for implementation of Change Management to continuously improve Divisionu2019s operations and services. u00B7 Lead the evaluation of internal processes against best practices in pursuit of more efficient functional processes in line with ISO standards in order to define intelligent solutions for issues confronting the Division.

Policies, Systems, Processes & Procedures u00B7 Lead the development and implementation of appropriate Divisional policies, processes, systems, standards, procedures and internal controls, includes ensuring compliance with shareholders and Company guidelines in order to support execution of the Companyu2019s work programs in line with Local & Federal laws and International standards. u00B7 Ensure compliance with all applicable legislation and legal regulations and propose solutions to the management on issues related to the Division.

Health, Safety, Environment (HSE) and Sustainability u00B7 Comply with the ADNOC Onshore/ ADNOC HSE procedure requirements. u00B7 Report all incident and occupational illness to line supervisor. u00B7 If aware of any unsafe practice or condition, or if in any doubt about the safety of any situation, immediately consult their Line supervisor. u00B7 Carryout the emergency responsibilities in line with the respective roles as per the emergency organization.

Risk Management u00B7 Participate and contribute in the design, development and establishment of an Integrated Risk Management Framework within the Unit while identifying and assessing relevant domain risks and implement measures to manage and mitigate all identified risks within the Division. u00B7 Ensure corporate business ethics and Companyu2019s Code of Conduct are communicated to employees within the Division in compliance to the Corporate Policies and guidelines.

Management Information Systems (MIS) and Reports u00B7 Ensure that all Divisional progress reports are prepared to provide accurate and timely corporate reports and necessary information to Company Management, Board of Directors, Board Advisory Committee and other shareholder representatives to effectively manage the business.u00A0

COMMUNICATION & WORKING RELATIONSHIP:

Internal: u00B7 CEO. u00B7 Direct reports. u00B7 Any other relevant departments as required.

External: u00B7 ADNOC Group Companiesu00A0

QUALIFICATIONS, EXPERIENCE, KNOWLEDGE & SKILLS:

Minimum Qualification u2022 Bachelor degree in Law.

Minimum Experience & Knowledge & Skills u2022 17 years of experience, in general and In-depth knowledge and understanding of corporate law and procedures. u2022 Deep knowledge in concession agreement.

Professional Certifications u2022 Law licence. u2022 Arbitrations u2022 Certification in Compliance Management.u00A0

CORE / TECHNICAL SKILLS: Legal and Regulatory Compliance (L5), Document and Records Management (L4), Whistle Blower Management (L4), Corporate Governance Framework (L4), Sales Agreements and Contract Management (L4), Business Contracts and Agreements (L5), Corporate Governance - Legal (L5), Legal Support (L5), Contract Management - Legal (L5), Dispute Resolution Management (L4), Regulatory Compliance Management (L5), Shareholder Relations and Integration (L5), Compliance Program Efficiency Optimization (L5), Contract Drafting Process Overview (L4), Legal Policy and Compliance Analysis (L5), AI Fluency (L4), AI-Driven Process Optimization (L3), Intelligent Data Interpretation (L3)