Asian Legal Business (SE Asia) Sep 2010
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Transcript of Asian Legal Business (SE Asia) Sep 2010
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IN THE FIRST PERSON
“In the 1990s there were a number of investments by Asian companies and governments in Russia but the legal frameworks to support these were not in place”Maxim Alekseyev, Alrud (p9)
“Those law firms who invest time in building a relationship with us – who’ll pick up the phone, rather than email, and ask how things are going even when there is no transaction in sight – will get repeat work. It’s as simple as that”General counsel (p52)
“The passing of the REIT law was an extremely positive and welcome development for the Philippine economy, the capital markets and the real estate sector”Ricardo Castro, Quisumbing Torres (p57)
A sense of purpose
The latest trans-Atlantic merger talks are between Hammonds – the law firm that is counsel of choice to most English Premier League football teams — and Cleveland-based Squire Sanders. The law firms, who are still to formally approve the union, are the fifth UK-US pairing of the last
18 months. Of the other four, two have been successful and two have not. Hogan &
Hartson and Lovells took the plunge in May, and Sonnenschein Nath & Rosenthal and Denton Wilde Sapte will do the same within the next few weeks. Meanwhile, Mayer Brown JSM and Simmons & Simmons ended their rather bizarre talks prematurely, and SJ Berwin’s aggressive search for an American other-half has now shifted to Proskauer Rose, after Orrick’s very public rebuke.
Why all these firms seek a trans-Atlantic merger is clear enough: in an environment where incremental organic growth is hard to come by and being a truly top-tier international law firm is all about scale, mergers of this kind are often the best option.
How they will pull it off is a less easy question to answer. What will provide the drive and the sense of purpose and unity once the merger agreements are signed, the logos are redesigned and the new name cards are printed? When the spin created by the firms has gone stale, how will these unmistakeably mid-tier international firms challenge the hegemony of the Magic Circle and White Shoe firms with whom they must compete on the international stage?
The answer goes beyond the touchy-feely issues of ‘cultural fit’ and gets right down to finances.
According to one managing partner that ALB spoke to, for mergers of such a scale to work law firms must combine their finances, just as they are combining their talent, resources and clients. Keeping profit centres separate inhibits their ability to share information, knowledge and clients; in essence, it stifles the creation of a sense of purpose.
The true measure of the success of a mega-merger is perhaps not just by how much a firm’s PEP or global revenue increases, but how much revenue flows between each of the former firms.
It will be interesting to see how many trans-Atlantic couples can score highly in this regard over the next year or two.
What will provide the drive and the sense of purpose and unity once the merger agreements are signed, the logos are redesigned and the new name cards are printed?
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Asian Legal Business ISSUE 10.9
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CONTENTs >>
contents
Country editors The Regional Updates section of ALB is sponsored by the following firms:
Philippines
Founded in 1945, SyCip Salazar Hernandez & Gatmaitan is one of the most-established law firms, and the largest, in the Philippines. Principally based in Makati City, the country’s financial and business centre, the firm also has offices in Cebu City, Davao City and the Subic
Bay Freeport. SyCip’s practice covers all fields of law and the broad range of the firm’s expertise is reflected in its client base, which includes top local and foreign corporations, international organisations and governments. SyCip combines the traditions of professional integrity and excellence with a time-tested ability to break new ground.
Loo & Partners was founded in 1985 as a niche practice, handling mainly banking, corporate, securities and commercial work. With the support of a comprehensive network of correspondent law firms, the firm serves its clients in their regional needs. Loo & Partners has
been regularly noted for its IPO, M&A and general corporate work.
Singapore
China
Paul, Weiss, Rifkind, Wharton & Garrison LLP is a globally oriented, full-service
law firm employing over 500 lawyers worldwide. Paul Weiss is headquartered in New York and has offices in Hong Kong, Beijing, London, Tokyo and Washington, D.C.
Indochine Counsel is a commercial law firm focusing on business law practice in the Indochina region. Our areas of
practice include: Foreign Investment, Corporate & Commercial, M&A, Securities & Capital Markets, Banking & Finance, Property & Construction, Taxation, Intellectual Property, Information Technology & Internet, International Trade, Outward Investment & Offshore Incorporation, and Dispute Resolution.
Vietnam
Indonesia
Bastaman Enrico is an Indonesian law firm comprising a team of prominent and dedicated professionals who are
recognized for their knowledge and experience in handling many notable and high profile transactions in Indonesia. The firm’s specialisations include corporate/ commercial law, mergers & acquisitions, energy & natural resources, plantations and telecommunications law.
Malaysia
Wong & Partners is a Malaysian law firm dedicated to providing a quality and
solution-oriented legal services to its clients. Wong & Partners has grown steadily with international standards of quality and experience and the Firm has a solid commitment to training its lawyers, and invests in training, professional development and quality management programs with the aim of producing lawyers of global standard.
Practice area and industry editorsThe Industry Updates section is sponsored by the following firms:
ATMD Bird & Bird is a dynamic and progressive firm with an established IP,
corporate & commercial, competition and dispute resolution practice. The firm also has extensive regional experience advising both domestic and foreign clients on cross-border transactions. ATMD Bird & Bird has been voted Singapore’s Intellectual Property Firm of the Year at the 2005 and 2006 ALB Awards and the 2005 AsiaLaw (IP) Awards.
Intellectual property / Energy & resources
Azmi & Associates is reputably known as one of Malaysia’s leading firms in the areas of Mergers & Acquisitions,
Capital & Debt Market, Corporate & Commercial, Energy & Utilities, Restructuring, Projects, Construction, Privatisation and Financing, Litigation and Arbitration and is also rapidly building its reputations in the areas of Intellectual Property and information technology.
Malaysia tax
Doing business in Malaysia
Naqiz & Partners is a Malaysian law firm with specialised practice areas including Corporate & Commercial, IT/ IP, Islamic Finance and Capital Markets. The firm has consistently
been ranked as a “recommended law firm in Malaysia” by prestigious international publications based on its track record of representing local and foreign clients in notable transactions.
REgulaRS4 DEALS
14 NEWS• King&SpaldingopensinSingaporewith
Shearmanpartner• HoganLovellsannouncesUlaanbaatarundertaking• India’sKochharsealstri-partiteGulfalliance• Vietnampassesnewlawstostemcourtdisputes• NewSIMVSEboardhasgreenlawyershappy• UKfirmTaylorVinterstiesupwithSingapore’s
Keystone• PRCfirmsenjoythetideofRMBPEfunds• Gall&LanebecomesGall• CC’sDenisBrockdefectstoMallesons
NEWS aNalYSIS 8 The Russian bear’s bull run into Asia
Russia’seconomicrisepresentsauniqueopportunityforlawfirmsinAsia,butaretheypositionedtocapitaliseontheBear’sbullruninthepostRusalIPOera?
10 PE in Asia: record breaking first halfAccordingtothelateststatistics,privateequityinAsiahashaditsstrongestfirsthalfformorethanfiveyears
11 Restricted practice: restrictive covenants post-Deacons and White & CaseLawyersmustbeallowedtoswitchfirmsandadvancetheircareers,howevertheyseefit.Butindoingsotheyshouldensuretheyclearthemanyethicalandlegalhurdlesthatnowfacethem.JustaskDeaconsandWhite&Case
FEaTuRES44 Asia’s Leading M&A Firms
Theall-importantrankingsoffirmsaroundtheregionaccordingtowhatin-houselawyerssayabouttheirM&Apractices.PLUSWithGCsbecomingmoreinvolvedin‘projectmanaging’M&A,ALBlooksatwhatlawfirmsmustdotohelpeasetheirburden
54 ALB Special Report: Philippines 2010Anewpro-growthgovernmentcoupledwithacapitalmarketinoverdriveandapotentialREITboomisjustcauseforoptimisminthePhilippineslegalmarket
58 ALB In-house PerspectiveAboitizEquityVentures’vicepresidentforcommercial&legal,JosephGonzales,speaksaboutthechallengeofbuildinganin-houselegalfunctionattherapidly-growingFilipinoconglomerate
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30 COVER STORYALB Hot 100IntheseventhannualHot100,ALBlooksatthepersonalitiesthathavedefinedthelast12tumultuousmonthsandarelikelytodefinethenext(hopefullylesstumultuous)12months,intheregion’slegalservicesindustry
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INDUSTRY UPDATES
14 Islamic FinanceMohaMed Ridza & Co
15 Intellectual PropertyaTMd BiRd & BiRd
22 Doing business in MalaysiaNaqiz & PaRTNeRs
23 Energy & Resources
aTMd BiRd & BiRd
25 Malaysia TaxazMi & assoCiaTes
26 REGIONAL UPDATES • China
Paul Weiss • Singapore
loo & PaRTNeRs
• Philippines syCiP salazaR heRNaNdez & GaTMaiTaN
• Vietnam iNdoChiNe CouNsel
• Malaysia WoNG & PaRTNeRs
• Indonesia BasTaMaN eNRiCo
PROFIlES35 Mori Hamada & Matsumoto
SCCa
The Singapore Corporate Counsel Association or SCCA was set up in 2002. It is the pioneer association representing in-house lawyers in Singapore. http://www.scca.org.sg
Mohamed Ridza & Co. was established in June 2005. A
member of LaWorld, the firm specialises in a wide spectrum of law which includes, inter alia, Banking & Finance, Capital Markets, Construction, Corporate & Commercial law, Foreign Investment, Mergers & Acquisitions, Oil & Gas, Privatisation, Projects and Real Estate. The firm has won many awards from Asialaw Leading Lawyers, International Financial Law Review (IFLR), Asia Legal Business, Islamic Finance News (IFN), Chambers Asia and many other publications.
Islamic Finance
Practice area and industry editors (cont)The Industry Updates section is sponsored by the following firms:
Junior JournalistsOlivia Collings
Jessica Seah
asia JournalistsAnnie Dang
Pamela Hamer-Koh
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Asian Legal Business ISSUE 10.9
deals in brief| Korea/US/eUrope |
► KoREA HousIng FInAncE coRPoRATIon coRPoRATE bonds IssuAncEValue: us$500m
Firm: Sidley AustinLead lawyers:MichaelDurrer,ParthaPalclient:KoreaHousingFinanceCorporation
Firm: AshurstLead lawyer:PeterKwonclient:KoreaHousingFinanceCorporation
• KHFC’sinauguralissueofcoveredbonds;closedon15July2010
• TransactionisthefirststatutorycoveredbondissueinAsiaandwassignificantlyoversubscribedbyaninternationalinvestorbasedintheUS,AsiaandEurope
• KHFCisaKoreanstate-ownedentitywhosepublicpolicyfunctionistopromotehomeownershipamonglow-andmiddle-incomepersonsinKorea
“International financial institutions are looking for innovative ways to stimulate investor appetite in debt products and this landmark issue certainly achieves that. The considerable global demand for this bond is a credit to the robust structure of the transaction as well as a strong indication of Korea’s emergence as a major player in the international debt capital markets”
Peter Kwon, Ashurst
| Korea/China | ► HAnwHA cHEmIcAL–soLARFun sTRATEgIc InVEsTmEnT Value: us$370m
Firm: Shearman & Sterlingclient:Solarfun
Firm: O’Melveny & MyersLead lawyers:DougFreeman,StevenTonsfeldtclient:SpecialCommittee
Firm: Maples and Calderclient:SpecialCommittee
Firm: Paul HastingsLead lawyers:DanielKim,JeffHartlinclient:Hanwha
Firm: Shin & Kimclient:Hanwha
Firm: Walkers client:Hanwha
Firm:DLA PiperLead lawyer:GeneButtrillclient:SolarfunPowerHoldings
• GivesHanwhaChemical49.99%stakeinSolarfun
• IncludestheissuanceofapproximatelyUS$78mofnewlyissuedsharesbythecompanyaswellastheexitsalebySolarfun’stwolargestshareholders
• HCCisanaffiliateofHanwhaGroup,oneofKorea's10largestconglomerates
| UK/Singapore | ► TEmAsEK HoLdIngs mEdIum-TERm noTEs oFFERIngValue: us$1.09bn
Firm: Davis Polk & WardwellLead lawyers:WilliamBarron,JamesLinclient:Jointleadmanagers
Firm: Latham & Watkinsclient:Issuer
Firm: Allen & Gledhillclient:Issuer
• NotesissueispartofTemasek’sUS$10bnmedium-termnotesprogram
• Temasekwillissuetwolotsofnotes:US$313mguaranteedbondsdue2022andUS$782.4mguaranteedbondsdue2040
• TemasekownsadiversifiedUS$137bnportfolioasofMarch31,2010,concentratedprincipallyinSingaporeandinAsia.ItsinvestmentsincludesubstantialinterestinSingtel,SingaporeAirlines,SingaporePower,PSAInternational,SingaporeTechnologies,DBSGroup
| Japan/Singapore | ► sumITomo mITsuI bAnKIng coRPoRATIon sEnIoR bond oFFERValue: us$2bn
Firm: Davis Polk & WardwellLead lawyer:TheodoreParadiseclient:Issuer
Firm: Simpson ThacherLead lawyer:AlanCannonclient:Underwriters
Firm: Nagashima Ohno & TsunematsuLead lawyer:FumihideSugimotoclient:Issuer
Daniel kimPaul Hastings
alan CannonSimpson Thacher
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► youR monTH AT A gLAncE Firm Jurisdiction Deal name Value
(US$m)Deal type
Allen&Gledhill
Singapore CDLHTMTNmediumtermnoteprogram 733 Debt
Singapore TuasPowerGeneration–BGSingaporeGasMarketingsalesagreements 3,660 Energy&resources
UK/Singapore TemasekHoldingsmedium-termnotesoffering 1,090 Debt
Singapore/Malaysia Kirin–Fraser&Neaveacquisition 987 M&A
Singapore PSAInternationalnotesissue 500 Debt
ChinaMerchantsPacific(Shenzhen)–ZhejiangWenzhouYongtaiwenExpresswaymajorityinterestacquisition
Allen&Overy Thailand/Europe ThaiUnionFrozen–MWBrandsacquisition 903 M&A
AndersonMori&Tomotsune Japan InpexCorporationglobalshareoffering 5,400 Equity
ARALaw India/Switzerland PremDuraiHoldings–SwitcherHoldingsacquisition n/a M&A
Ashurst Korea/US/Europe KoreaHousingFinanceCorporationcorporatebondsissuance 500 Debt
Amarchand&Mangaldas India/US ICICIBankbondoffering 500 Debt
AZB&Partners
India JetAirwaysvesselrefinancing n/a Assetfinance
India IFCloanagreement n/a Projectfinance
India Quantum–YatishTradingCompanysharepurchase n/a M&A,capitalmarkets
India NTTDataCorporation–Inteligroupacquisition 199 M&A
India MacquarieSBIInfrastructureFund–TataTeleservicesstakepurchase 316 M&A
India/US AmericanTowerCorporation–EssarTelecomInfrastructureacquisition 450 M&A/TMT
India QualcommIncorporatedrevolvingcreditfacility 1,000 Banking&finance
Baker&McKenzie Multi AECOM–DavisLangdonacquisition 324 M&A
Baker&McKenzie.Wong&Leow Singapore/Malaysia Kirin–Fraser&Neaveacquisition 987 M&A
ChandlerThongEk Laos/Thailand/HK HongsaThermalPowerPlantfinancing 2,700 Projectfinance
CliffordChance
India/US ICICIBankbondoffering 500 Debt
HongKong/US NobleGroupseniornoteoffering 750 Debt
China/Singapore ChinaAgri-Industriesbondsissuanceandshareplacement 499 Debt
China/HongKong RealGoldMiningtopupplacement 156 Equitymarket
Singapore/HongKong CVCAsia,SCPEL–AcumenGlobalTechnologiesacquisition n/a M&A
Thailand/Europe ThaiUnionFrozen–MWBrandsacquisition 903 M&A
Malaysia/UK/Japan NomurasukukTrustCertificatesdue2012 100 Islamicfinance
Commerce&Finance
China/Singapore ChinaAgri-Industriesbondsissuanceandshareplacement 499 Debt
China/US ShimaoPropertyHoldingshigh-yieldnoteoffering 500 Debt
China/HongKong ChinaITSHongKongIPO 109 Equity
ConyersDill&Pearman China/HongKong ChinaITSHongKongIPO 109 Equity
DavisPolk
China/US SynutraSEC-registeredoffering n/a Equity
Japan/Singapore SumitomoMitsuiBankingCorporationseniorbondoffer 2,000 Debt
UK/Singapore TemasekHoldingsmedium-termnotesoffering 1,090 Debt
Thailand/US FabrinetIPO 85 Equity
HongKong/US NobleGroupseniornoteoffering 750 Debt
India/US ICICIBankbondoffering 500 Debt
China/US ShimaoPropertyHoldingshigh-yieldnoteoffering 500 Debt
Deheng China/US SynutraSEC-registeredoffering n/a Equity
DLAPiper UK/HK EDFelectricitydistributionassetspurchase 9,040 M&A/energy&resources
DueboundLawOffices China/HongKong BBMG–HebeiTaihangCementmerger 666 M&A
Haiwen&Partners China/HongKong BBMG–HebeiTaihangCementmerger 666 M&A
HatimS.Z’ubi&Partners India/US ICICIBankBondoffering 500 Debt
HarneyWestwood&Riegels China/Singapore ChinaAgri-Industriesbondsissuanceandshareplacement 499 Debt
HerbertSmithIndonesia KangeanEnergyIndonesia10-yearchartercontract 875 Projectfinance
UK/HK EDFelectricitydistributionassetspurchase 9,040 M&A
HoganLovells Qatar QatarDiarFinance 3,200 Projectfinance
Jingtian&Gongcheng China/HongKong Sino-OceanLandconvertiblesecuritiesoffering 900 Debt
JunHe China/HongKong ChinaITSHongKongIPO 109 Equity
JurisCorp India RelianceIndustries,InfotelBroadbandServicesacquisitionofIndianstate-ownedbroadbandassets 500 M&A
KejieLawOffice China/HongKong Sino-OceanLandconvertiblesecuritiesoffering 900 Debt
Khaitan&Co India RelianceIndustries,InfotelBroadbandServicesacquisitionofIndianstate-ownedbroadbandassets 500 M&A
• SingaporeofferingofseniorbondsbyJapan'ssecond-largestbank
• SMBC,themajoroperatingsubsidiaryofpublicfinancialholdingcompanySumitomoMitsuiFinancialGroup(SMFG),isoneoftheworld'slargestcommercialbanks–holdingaroundUS$1.3trninnon-consolidatedtotalassets
| Singapore/hong Kong | ► cVc AsIA, scPEL–AcumEn gLobAL TEcHnoLogIEs AcquIsITIonValue: n/a
Firm: Clifford ChanceLead lawyer:AndrewWhanclient: cVc Asia
Firm: Paul Hastings Lead lawyer:RobertMillerclient:Acumen
Firm: Linklatersclient:Fundingbanks
• AcumenGlobalTechnologies–oneoftheworld’slargestproducersofengineeredmechanicalfasteners–hassolditsAvdelandGlobalElectronics&CommercialbusinessestoCVCAsiaPacificandStandardCharteredPrivateEquity(SCPEL)
• BusinessesacquiredwillbeconsolidatedintonewbrandnamedInfastech,andwillstarttradingasnewentitywithitsheadquartersinSingapore
• InfastechisheadquarteredinSingaporewith1,800employees,operatingfacilitiesin16locationsworldwide
| Thailand/eUrope | ► THAI unIon FRozEn–mwbRAnds AcquIsITIonValue: us$903m
andrew WhanClifford Chance
Robert MillerPaul Hastings
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Asian Legal Business ISSUE 10.9
Firm: Clifford ChanceLead lawyer:KathyHoneywoodclient:ThaiUnionFrozen
Firm: Allen & OveryLead lawyers:GregBrown,SanjeevDhuna,AdrianMellor,NicholasSteichenclient:underwriters
Firm: Latham & WatkinsLead lawyers:ThomasForschbachclient:MWBrands
• Thailand’slargestcannedfoodprocessorTUFacquiresFrenchMWBrands,toformoneoftheworld’slargestcannedtunacompanies
• MWBrandshasoneofthelargestportfoliosoftunaproductsintheworld,includingPetitNavireandMareblu
• TUFwillpayamultipleof8.2timesMW’s2010earningsbeforeinterest,tax,depreciationandamortisation–arelativelyhighpricereflectingrisinginterestfromAsianinvestorsinEuropeanassets
| Singapore/MalaySia | ► KIRIn–FRAsER & nEAVE AcquIsITIonValue: us$987
Firm: Baker & McKenzie.Wong & LeowLead lawyer:AiAiWongclient:acquirer
Firm: Allen & GledhillLead lawyers:LimMei,LeeKeeYengclient:target
• AcquisitionmarksKirin'sfirstmajorinvestmentinSingapore
• KirinsignedsharepurchaseagreementwithSeletar
Investments(wholly-ownedsubsidiaryofTemasek)completingtheacquisitionofTemasek'sentirestakeof205mshares(approximately14.7%totalsharesoutstanding)inFraserandNeave,on29July2010
• Kirinwillfundtransactionthroughexistingcashonhandandborrowings
| india | ► RELIAncE IndusTRIEs, InFoTEL bRoAdbAnd sERVIcEs AcquIsITIon oF IndIAn sTATE-ownEd bRoAdbAnd AssETsValue: us$500m
Firm: Khaitan & CoLead lawyer:ShishirMehtaclient:acquirers
Firm: LinklatersLead lawyer:PhillipBadgeclient:Lenders
Firm: Juris CorpLead lawyer:SonaliSharmaclient:Fundingbank
• Fundingdealispartofthehigh-profileauctionofIndia'sstate-owned3GandBWAspectrums,valuedatapproximatelyUS$2.85bn
• TransactioninvolvedUS$500minexternalcommercialborrowings(ECB)–apartofthefinancingrequiredtofundtherecentlyacquiredpan-IndianBroadbandWirelessAccess(BWA)spectrum
• AcquisitioncompletedinJulyafterasuccessfulbidattelecomsassetauctionheldbyIndianGovernment
| Korea/MalaySia | ► HonAm PETRocHEmIcAL coRP/TITAn cHEmIcALs AcquIsITIonValue: us$1.27bn
Firm: YulchonLead lawyers:HeeWoongYoon,TehyokDanielYiclient:acquirer
Firm: Zaid Ibrahim & CoLead lawyer:LynetteYeowclient:target
• Seoul-basedHonamPetrochemicalCorpacquiresacontrollingstakeinMalaysia’slargestpetrochemicalmaker–TitanChemicalsCorp–oneofKorea’sbiggestM&AdealsthisyearandthebiggestKoreanoutboundM&Adealof2010
• The72%acquisitionofKualaLumpur-basedTitanisHonam’sfirstoverseasventureandwillmakeitAsia’ssecondlargestpetrochemicalmaker,afterTaiwan’sFormosaPetrochemical
• YulchonwasselectedtobeHonam’smainoutsidecounselthroughacompetitiverequestforproposal(RFP)biddingprocess
“Honam’s rapid and decisive decision-making process, very unusual for a listed company, was vital for making this deal possible”
tehyoK DAniel yi, yulchon
| Japan | ► PAnAsonIc coRPoRATIon–sAnyo ELEcTRIc co AcquIsITIonValue: us$4.9bn
Firm: Mori Hamada & MatsumotoLead lawyers:SatoshiKawai,KatsumasaSuzukiclient:target
• PanasonicCorporation(“Panasonic”)announcedatenderofferforSanyo’sshareson29July2010;aimstoacquire100%ofSanyosharesviatenderofferformanagementintegration
• MoriHamada&MatsumotoadvisingSANYOElectricCo(“Sanyo”)onoffer
| Japan | ► InPEx coRPoRATIon gLobAL sHARE oFFERIng Value: us$5.94bn
Firm: Simpson Thacher & BartlettLead lawyers:AlanCannon,MatthewCrosby,IkukoHorikawaclient:underwriters
Firm: Sullivan & Cromwell LLPLead lawyer:IzumiAkaiclient:issuer
Firm: Mori Hamada & Matsumoto
“We’ve seen increasing interest from Asian investors in acquiring assets in Europe”
GreG Brown, Allen & overy
Daniel Tehyok YiYulchon
ai ai WongBaker & McKenzie
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Lead lawyer:ToruIshiguroclient:issuer
Firm: Anderson Mori & TomotsuneLead lawyer:AkikoKimuraclient:underwriters
• Globalofferingof1,216,000sharesofcommonstockraisedgrossproceedsof¥507bn(US$5.94bn)
• LeadingupstreamoilandgascompanyinJapan,expectstouseproceedstogetherwithcashonhand,futurecashflowsfromoperationsandprospectivedebtfinancingarrangementsonthreeoverseasprojects:IchthysLNGProject,AbadiLNGProjectinTimorSeaoffIndonesia,andKashaganProjectinKazakhstan
• OfferingwasconductedpursuanttoRule144AandRegulationS
• SharesarelistedontheFirstSectionofTokyoStockExchange
| Japan | ► nomuRA suKuK TRusT cERTIFIcATEsValue: us$100m
Firm: Mori Hamada & MatsumotoLead lawyers:SusumuMasuda,NaokiIshikawa,TaroOmotoclient:issuer
Firm: White & Caseclient:issuer
Firm:Clifford Chanceclient:manageranddelegate
Firm: Zaid Ibrahim & Coclient:trustee
• FirstUSdollar-denominatedsukukforaJapanesecorporationissuedoutofMalaysia
• NomurahaspavedwayforotherstodiversifyfundingsourcesbyshowingcapacitytoestablishShariah-complianttransaction
• IssuedamountanddurationofsukukareUS$100mandtwoyears,respectively;sukukislistedonBursaMalaysiaSecuritiesBerhadundertheExemptRegime
► youR monTH AT A gLAncE (conT)
Kim&ChangKorea Pyeongtaekfinancing 464 Projectfinance
Korea KFreesiaassetfinance 133 Assetfinance
Lee&Ko Korea KBInvestment–WiBroInfrainvestment 86 Privateequity
Latham&Watkins
UK/Singapore TemasekHoldingsmedium-termnotesoffering 1,090 Debt
Thailand/Europe ThaiUnionFrozen–MWBrandsacquisition 903 M&A
Laos/Thailand/HK HongsaThermalPowerPlantfinancing 2,700 Projectfinance
Qatar QatarDiarfinance 3,200 Projectfinance
Linklaters
China/HongKong Sino-OceanLandconvertiblesecuritiesoffering 900 Debt
China/Singapore ChinaAgri-Industriesbondsissuanceandshareplacement 499 Debt
Singapore/HongKong CVCAsia,SCPEL–AcumenGlobalTechnologiesacquisition n/a M&A
India RelianceIndustries,InfotelBroadbandServicesacquisitionofIndianstate-ownedbroadbandassets 500 M&A
MayerBrownJSMChina/HongKong HSBC–CCLandHoldingsloanfacility 354 Finance
HongKong/US Aecom–DavisLangdontakeover 324 M&A
MaplesandCalder China/HongKong Sino-OceanLandconvertiblesecuritiesoffering 900 Debt
Milbank Laos/Thailand/HK HongsaThermalPowerPlantfinancing 2,700 Projectfinance
MoriHamada&Matsumoto
Japan/US KKR–Intelligenceacquisition 380 Privateequity
Japan PanasonicCorporation-SanyoElectricCoacquisition 4,900 M&A
Japan InpexCorporationglobalshareofferingofcommonstock 5,400 Equity
Malaysia/UK/Japan NomurasukukTrustCertificatesdue2012 100 Islamicfinance
Japan KohlbergKravisRoberts&Co(KKR)–IntelligenceLtdacquisition 380 M&A
NagashimaOhno&Tsunematsu Singapore/Japan SumitomoMitsuiBankingCorporationseniorbondoffer 2,000 Debt
O’Melveny&Myers
China/HongKong RealGoldMiningtopupplacement 156 Equity
Korea/PRC HanwhaChemical–Solarfuninvestment 370 M&A
China/US SynutraSEC-registeredoffering n/a Equity
PaulHastings
China/HongKong Sino-OceanLandconvertiblesecuritiesoffering 900 Debt
Korea/PRC HanwhaChemical–Solarfuninvestment 370 Capitalmarkets/M&A
China/HongKong BBMG–HebeiTaihangCementmerger 666 M&A
China/HongKong YuzhouPropertiesbondissuance 129 Debt
China/HongKong Sino-OceanLand–KeeShingacquisition 60 M&A
Singapore/HongKong CVCAsia,SCPEL–AcumenGlobalTechnologiesacquisition n/a M&A
Shearman&Sterling China/Korea HanwhaChemical–Solarfunstrategicinvestment 370 Privateequity
Shin&Kim Korea/PRC HanwhaChemical–Solarfuninvestment 370 Capitalmarkets/M&A
SimpsonThacher&Bartlett Japan/Singapore SumitomoMitsuiBankingCorporationseniorbondoffer 2,000 Debt
Japan InpexCorporationglobalshareofferingofcommonstock 5,400 Equity
Japan KohlbergKravisRoberts&Co(KKR)–Intelligenceacquisition 380 M&A
SkaddenChina/HongKong ChinaITSHongKongIPO 109 Equity
Qatar QatarDiarfinance 3,200 Projectfinance
SidleyAustin
China/HongKong ChinaITSHongKongIPO 109 Equity
Korea/US/Europe KoreaHousingFinanceCorporationcorporatebondsissuance 500 Debt
China/US ShimaoPropertyHoldingshigh-yieldnoteoffering 500 Debt
Skadden China/US CamelotInformationSystemsNYSElisting 150 IT/capitalmarkets
SquireSanders China/HongKong TianShanDevelopmentHongKongIPO 45 Equity
Sullivan&Cromwell Japan InpexCorporationglobalshareoffering 5,400 Equity
WilsonSonsiniGoodrich&Rosati China/US FabrinetIPO 85 Equity
WooKwanLee&Lo China/HongKong HSBC–CCLandHoldingsloanfacility 354 Finance
WongPartnershipSingapore/Australia TPG/Carlyle–HealthscopeTOB 1,500 Privateequity,
M&A
Singapore PeakRetailInvestments–RSHacquisition N/a M&A
Weerawong,Chinnavat&Peangpanor
Thailand/Australia/US PTTEPAustraliainternationalfinancebondoffering 500 Debt
Thailand TrueVisionsGroupCoCreditfacility 400 Debt
White&CaseThailand/Australia/US PTTEPAustraliainternationalfinancebondoffering 500 Debt
Malaysia/UK/Japan NomurasukukTrustCertificatesdue2012 100 Islamicfinance
Yulchon Korea/Malaysia HonamPetrochemicalCorp/TitanChemicalsacquisition 1,270 M&A
ZaidIbrahim&CoKorea/Malaysia HonamPetrochemicalCorp/TitanChemicalsacquisition 1,270 M&A
Malaysia/UK/Japan NomurasukukTrustCertificatesdue2012 100 Islamicfinance
Does your firm’s deal information appear in this table?Please contact [email protected] 61 2 8437 4700
Naoki IshikawaMori Hamada & Matsumoto
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Asian Legal Business ISSUE 10.9
AnAlysis >>
The Russian bear’s bull run into Asia
Chinese-owned cranes dotting the horizon or chaebol-operated factories churning out consumer electronics are
familiar sights to business travellers in most Asian or Middle-Eastern countries nowadays. But the same Chinese construction companies building pipelines deep in Siberia or the same Korean company making DVD players in the Altai may still surprise many. But for how long? As the Russian bear awakes, lawyers on
both sides of the sovetsko-kitayskoye soglasheniye o (the border agreement demarcating China and East Asia from Russian territory) stand to benefit.
Beyond RusalWhen aluminium producer Rusal launched its US$2.7bn dual Hong Kong/Paris IPO last year, many heralded the deal as evidence that the Russian bear had awoken and Asia was firmly in its sights. The IPO,
which was one of the few highlights in an otherwise forgettable year for equity capital markets globally, was one of the HKEx’s largest of 2009 and only the second time a European-based company had chosen to list on the SAR’s board. The historic nature of the listing notwithstanding, Maxim Alekseyev, managing partner of Russian firm Alrud, says that the listing will by no means be the last time a Russian company looks towards Asia to raise capital.
NEws | analysis >>
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“It is our understanding a number of Russian companies are looking at Hong Kong listings very closely at the moment,” he said. “Delegations from the Hong Kong exchange are visiting Russian companies regularly and companies here are also monitoring Shanghai for some indication of when that might open up as well.”
Sergei Voitishkin, head of corporate at Baker & McKenzie CIS, believes that as many as “a dozen” Russian companies could be listed in Hong Kong by the close of the year now. “Rusal has piqued the interest of Asian investors in Russian companies and has shown that there is demand,” Voitishkin said.
Demand is one factor, but for a number of Russian corporates an Asian listing is a necessity, especially for those that aren’t top-end investment grade. In Rusal’s case, its IPO was a means by which it could restructure and pay-down its reportedly heavy debts. Among companies that fall into this category, lawyers believe, there could well be a flurry of private placements and secondary offerings to alleviate some of their debt-related problems.
But despite such optimism, doubt still remains whether Asia will become the equity market of choice for Russian companies. “The London stock exchange will remain the preferred route and not Hong Kong,” argues Matthew Roazen, a partner with Akin Gump in Moscow. “The feeling is that there is no incremental demand if you list in China and therefore the general trend will continue to be London.” But, as Roazen is quick to point out, Russian interest in Asia – and vice-versa – is about much more than just equity markets.
Power playIn energy & resources in particular, levels of two-way investment between Asia and Russia are conspicuous. Over the past 18 months alone, Russia has
signed over US$50bn’ worth of energy & resources supply contracts with various countries in Asia-Pacific, to which China has claimed the largest stake. Maxim Alekseyev sums this up most succinctly when he says: “Russia is the world’s second largest exporter of oil and China needs it; it’s a perfect match.”
However, projects like the recently signed US$25bn loan package from the China Development Bank to Russian energy companies Rosneft and Transneft, or the construction of the 1,700-mile China-built crude oil pipeline linking Taishet and Skovorodino did not materialise overnight, despite China’s eagerness to guarantee its energy security. Rather, they are the product of two decades of perseverance on the part of Asian companies.
“In the 1990s, there were a number of investments by Asian companies and governments in Russia,” says Alekseyev, “but the legal frameworks to support these were not in place at the time so a number of these projects and initiatives failed. But over the last few years these regulatory frameworks have been put in place and as a result investment is starting to return,” he says, pointing out that laws governing strategic sectors of the Russian economy are very much “pro-FDI”.
Investment is returning not only into the energy & resources sector, but across the board and in both directions.
Alekseyev singles out manufacturing and construction as two industries in which the involvement of Asia companies has noticeably increased over the past 12 months and predicts
some corporates will enter Russian and CIS consumer markets shortly.
“A number of Korean companies have established manufacturing operations in Russia and CIS states with a view to penetrating consumer markets,” he said. “This is especially true of automobile makers as well as consumer-electronics companies. The other area is construction. Chinese, Korean and Japanese companies have always been active to differing degrees, but this involvement has increased noticeably lately.”
On the other side, Voitishkin sees Russian investment in Asia’s clean, green and emerging technology sectors increasing in the year ahead and continuing to consolidate its position in emerging southeast Asian economies like Vietnam (with which it just signed a strategic economic partnership agreement), the Philippines and Indonesia – all favoured destinations for Russian production facilities.
The futureWhile few lawyers predict that Asian investment into Russia will reach heady heights any time soon, they all agree that the area of Russia-Asia investment is slowly but surely undergoing a revolution from being a niche area to a more mainstream one.
For law firms wanting to claim their stake of the advisory work that will doubtless accompany the Russian bear’s bull run, the task at hand relates to broadening one’s practice. It is worth noting that no law firms in Asia, save for two or three Korean law firms, maintain a dedicated Russian practice or desk.
“I would advise Asian law firms to establish their Russian practices early,” said Alekseyev, who is in the throes of formalising an Asia department of his own. “The potential of Russia is huge and the amount of legal work that needs to be done is large… Firms who are in there early will be able to take the lead.” ALB
“The London stock exchange will remain the preferred route and not HK...there is no incremental demand if you list in China therefore the general trend will continue to be London”MATTHEW ROAZEN, AKIN GUMP
“In the 1990s there were a number of investments by Asian companies and governments in Russia but the legal frameworks to support these were not in place at the time”MAxIM ALEKSEYEV, ALRUD
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Asian Legal Business ISSUE 10.9
AnAlysis >>
PE in Asia: record-breaking first half
Private equity in Asia-Pacific (ex Japan) has had its strongest first half for more than 5 years, according to the latest Thomson
Reuters statistics. 381 deals were reported, representing a total invested equity value of US$7.2bn – a 14.3 % premium on the same period last year.
Investment into consumer-related sectors was the hottest, accounting for a third of all PE activity in this period and totaling US$2.2bn from 49 companies. The industrial/energy and internet specific sectors were next most popular, gaining US$886m and
“PEisbackinabigway.Valuationisbecomingmorerationalandthereareevensomecompellingopportunitiesinover-lookedsec-tors.Thisishelpingdriveupdealvolume.Thesecondhalfislookingbetterandiftheoverallmacro
economicenvironmentremainssteadywewillseeastrongyearinAsiaPEthisyear.”
Rocky Lee, Asia managing partner, Cadwalader Wickersham & Taft
“The[AsiaPacific]regionhascomethroughtheGFCfarbetterthanEuropeandNorthAmericaandthegrowthprofilelooksattractiverelativetothoseotherregions.Thedebtprovidersarestartingtolendtoprivateequity
againandthat,coupledwithsponsorsreturningtofocusmoreoftheirtimeoninvestingtheircapitalratherthansalvagingtheirportfolio,hasledtomoreactivityontheinvestingsidethanwehaveseenforsometime.”
Mark McNamara, global head of private equity, Baker & McKenzie
“StrongglobalinterestinAsiaspilledintothePEsectorandAsia-focusedPEfundsremainedcashrich.Also,therelativelylowlevelsofleverageinAsiandealsmeantthattransactionsweren’thamperedbylendingconcerns–
inadditionlocalbanksavoidedtheworseoftheglobalfinancialcrisis;soarenotfacedwiththesameliquidityissues,andaremorereadytolend.ThereboundintheAsianIPOmarketsalsohelped,withbuyersmorecomfortableaboutpotentialexitsfortheirinvestments”
Andrew Whan, head of private equity, Asia, Clifford Chance
► AsIA-PAcIFIc FundRAIsIng by nATIon - H1 2010 Vs H1 2009*First half 2010 First half 2009
No. of funds Sum raised (US$m) No. of funds Sum raised (US$m)China 61 9,656 25 1,4834Hong Kong 9 2,602 3 2,679India 8 1,328 11 861Australia 3 475 7 461Taiwan 1 430 0 0New Zealand 2 140 4 205Thailand 1 100 - 0Singapore 1 46 2 256Malaysia 1 8 0 0South Korea 1 0 20 325TOTAL 88 14,788 72 6,270
US$707m in investments, respectively. Chinese companies remained the
biggest beneficiaries of PE investments in the Asia-Pacific region, attracting US$2.6bn of disbursements (36% of the region’s total). China received investments from 118 firms – the highest number of firms investing in any nation in the region.
India followed closely with US$2.0bn from 102 firms (28% of the region’s total), and Indonesia moved up the ranks to come third, receiving US$772m from just one firm (11% of the region’s total). ALB
► buoyAnT mARKET: AsIA-PAcIFIc PE InVEsTmEnTs TAKE oFF In 1H 2010
First half 2010 First half 2009
Company Nation
Deals Target companies
Investing firms
Invested amount (US$m)
Deals Target companies
Investing firms
Invested amount (US$m)
China 193 186 118 2,591 155 154 87 1,594
India 101 100 102 2,048 65 62 70 964
Indonesia 1 1 1 772 - - - -
Singapore 10 10 17 581 6 6 7 77
South Korea 20 19 11 579 71 66 25 253
Hong Kong 8 8 8 240 2 2 2 81
Philippines 2 2 2 151 - - - -
Australia 20 20 22 132 64 60 47 3,206
Vietnam 7 7 6 69 3 3 4 14
Taiwan 8 7 11 32 2 2 5 67
Malaysia 6 6 6 29 1 1 1 4
New Zealand 4 4 4 1 7 7 12 62
Macau 1 1 1 - - - - -
Thailand - - - - 1 1 1 -
TOTAL 381 371 267 7,224 377 364 222 6,321
► AsIAn PE 1H2010: THE numbERs
• US$3.8bnInvestmentfocusedoncompaniesintheacquisitionstage
• US$9.6bn PEfundsraisedbyChinainthisperiod
• 18% HongKong’sshareofregionalPEfundraisinginthisperiod
• 88 FundsclosedbyPEfundraisinginthisperiod
*Allfiguresroundedup
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► HoTsPoTs: sEcToRs And LocATIons To wATcH FoR REmAIndER oF 2010
“Chinaremains‘hot’whileAustraliaandTaiwanarenotfarbehindChinaintermsofactivity.Irecommendkeepingaclosewatchonfinancialservices,consumergoods,technologyandenergyindustriesinChina”
Rocky Lee, Asia managing partner, Cadwalader Wickersham & Taft
“Intermsofcountries,wearegenerallyexpectingtoseecontinuedsolidactivitylevelsfromNorthAsia(particularlyChina,Taiwan,SouthKorea)andareturnforAustralia.Sectoractivitydiffersfromcountrytocountry,howeverwehaveseenageneralpreferenceforassetclasseswhicharerelativelydefensiveinnature,particularlyatthelargerendofthePEmarket”
Mark McNamara, global head of private equity, Baker & McKenzie
“InterestinChinaremainsstrong,particularlyinconsumerandretail,non-exportrelatedindustrials,theautosectorandrenewableenergy/cleantechnology.South-EastAsiaisanotherhotspot–againawiderangeofindustrieswithperhapsmoreofafocusontraditionalenergyandresourcesplays.ExpecttoseeAsianfundsworkingondealsthatstrengthenAsiancompaniesforregionalandglobalexpansionandthatbuildsynergiesforregionalplayers”
Andrew Whan, head of private equity Asia, Clifford Chance
AnAlysis >>
Restricted practice
Lawyers must, of course, be allowed to switch firms and advance their careers however they see fit. But they had better tread carefully, lest their former employer chases them down the road brandishing a restrictive covenant clause
Eight years ago, two high-profile partners from Hong Kong-based firm Deacons quit and joined US giant White & Case. The move
sparked a bruising legal battle that lasted more than two years, including public hearings and confidential arbitration.
The parties eventually settled the case privately, but not before Judge David Gill had declared White & Case’s behaviour “below the belt,” and noted
that the firm had shown a “cynical disregard for the rights of Deacons, putting profit before honour”. The partners, with encouragement from White & Case, had tried to persuade Deacons clients to switch firms and had passed confidential information to the new firm while still working at Deacons.
With millions of dollars at stake, it is no wonder that firms choose to protect themselves with carefully drafted non-compete and non-solicitation clauses.
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Asian Legal Business ISSUE 10.9
But how effective are these in halting the kind of behaviour uncovered in Deacons v White & Case?
“They will be enforceable to the extent that they are reasonable and they seek to protect a partnership’s legitimate business interests,” said Shana Schreier-Joffe, partner and team leader at Harmers Workplace Lawyers in Sydney.
“You can’t indefinitely restrain [departing employees or partners]. It’s a question of how long it would take for the firm to retain the clients themselves. Is that two months, three months or 12 months? The circumstances of a particular case are what drive the decisions in these matters. But more and more, the courts are willing to enforce restraints.”
‘Non-solicitation’ is often much more likely than ‘non-compete’ to be regarded as reasonable by the courts. “Non-solicitation [clauses] are … much easier to enforce,” says Fiona Loughrey, partner and employment law expert at Simmons & Simmons in Hong Kong. “Even [the judgment in] White & Case/Deacons acknowledged that members of the workforce should be allowed to advance their careers by moving, without due restraint, from one firm to another. Blanket ‘non-compete’, if it is included, should only
be included for a very limited time.”Purely legal considerations aside,
strategy is often employed by the disgruntled party. Internationally renowned law firm strategist Patrick McKenna recalls a number of lawsuits brought against departing partners by North American firms. “I don't know that any of these suits have been particularly successful, but I think they are commenced simply to disrupt the lawyer who is leaving,” he says. “After all, if you can question that lawyer's reputation or require them to take time away from their practice, that might disrupt their relationship with some important clients.”
“I’ve seen firms interview potential laterals only to really get at uncovering competitive intelligence. I’ve seen firms recruit one individual to get a handle on bringing in an entire group”PATRICK MCKENNA, LAW FIRM STRATEGIST
“It’s perfectly possible for a good lawyer with a following to get a new position with a new firm. In moving, though, they should conduct themselves in a certain way” FIONA LOUGHREY, SIMMONS & SIMMONS
have to tell them. What [the partner] says might be the breach that you can action,” she said.
In any lawsuit it would be up to the plaintiff to prove that there had been a breach of an express or implied covenant, and in doing that there might be debate over reasonableness. “There were a lot of things in the move from Deacons to White & Case which were clearly done without it occurring to them that anyone would find out,” Loughrey says. “The discovery process uncovered a lot of relevant evidence. If there has been a breach of a covenant not to solicit clients or colleagues, the relevant parties are going to have to
Client’s choiceIn the midst of arguing about what was breached and who was solicited, spare a thought for the clients. Like children stuck in the middle of divorces, ultimately it is perhaps their interests that should be paramount. “The bottom line is that the client always has the final say,” says McKenna, reporting that courts have shown that they are willing to rule against an injunction on the grounds that the injunction could harm the client’s business.
This does not mean that lawyers who have moved on should approach their old firm’s clients, simply by framing it as being ‘in the client’s best interest’. However, what if the lawyer in question just happens to be Google-ed by the client, who then tracks down the lawyer via their own accord? Schreier-Joffe is suspicious of such claims. “Usually clients don’t just approach without an invitation,” she says. “How does the client know a partner’s moved on? They usually
come clean and give evidence.”Most firms try to avoid taking
these matters to court. “Often these things are resolved behind closed doors, because both sides want the client, and you don’t want the client involved,” said Schreier-Joffe.
unwritten rulesAs the legal services industry becomes increasingly competitive, ethical boundaries are constantly shifting, or at least being tested. Some believe it’s a matter of every firm for itself, with no expectation or guarantee of loyalty beyond what is absolutely required by law.
“I guess I've seen it all,” said McKenna. “I've seen firms interview potential laterals only to really get at uncovering competitive intelligence. I've seen firms recruit one individual only to really get a handle on bringing in an entire group. I've seen firms propose a merger only to recruit the handful of true business originators.”
The problem as McKenna sees it is that leading modern law firms are made up mostly of laterally hired partners. “Only around 30% of the partnership is truly homegrown,” he says. “The culture is now built upon a foundation of nothing more than money, and that makes it difficult to build any sense of traditional partnership camaraderie.”
According to Loughrey, Deacons v White & Case was important in that the case reinforced acceptable standards of behaviour in an age of increased headhunting and firm-hopping. “It was an example of what can happen, and the risks involved if a new employer and a team of people talk to each other,” she said.
Provided departing lawyers have open communication with their former employers, uphold their fiduciary duties, and refrain from divulging confidential information or using the resources of their old firms, they should be free to take advantage of opportunities in the marketplace. ALB
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Asian Legal Business ISSUE 10.9
industry >>
lawyers in Australia and Asia alike have observed with interest the inception of the new Sustainable Investment
Market Venture Security Exchange (SIM VSE) in Sydney, a specialist primary and secondary equity market catering for sustainable and clean-tech businesses and investors. “In recent years the main form of capital raising [in this sector] has been venture capital, which has been a successful model to a point, but with the launch of this new exchange there is an additional source of funding,” said Mallesons partner Louis Chiam. “We have a number of clients in the clean technology area, and they will want to bring new investment opportunities to the market. SIM VSE is yet to be a proven option, but there is a good prospect that it will serve as a more focused way of connecting start-ups seeking new capital with investors, in a way that is clearly labelled.”
The new exchange aims to attract listings from Asia, particularly China, and Asia-based lawyers will be keeping a keen eye on the progress of the SIM VSE. “There is clearly a demand for such a platform,” said Loo Choon Chiaw of Singapore-based firm Loo & Partners . “However, it is too early to assess the real impact of SIM VSE on the Asian market. The competition for clean-tech companies will be keen. One must remember that most of the Asian exchanges
Lawyers see opportunity in new clean-tech security exchange
HOnG KOnG >>
The much-anticipated Macallan ALB Hong Kong Law Awards 2010 will take place on 10 September, and the
race for the best trophy haul of the night is intensifying. Five firms are finalists in more than ten categories apiece.
This year’s front runner is Baker & McKenzie. The US law firm tops the finalist count with 21 nominations. In second and third place, respectively, are Magic Circle duo Linklaters and Clifford Chance. Both firms have worked on a number of finalist deals including Mitsui & Co-TPV Technologies deal (shortlisted in the Thomson Reuters Westlaw Business Award for M&A deal of the year category) and the HSBC RMB Bond issue (which is up for an award in the Debt Market Deal of the Year category). To add extra spice to the evening, the duo are also going head-to-head in a number of firm award categories
louis ChiamMallesons
uPdATE >>
Islamic Finance
Accession of Al-Rajhi As cTP with bmIs To give A boost To Tawarruq contract
The announcement that Al-Rajhi Investment and Banking Corporation Malaysia Berhad, has registered as a commodity trading participant with Bursa Malaysia Islamic Services (BMIS) to trade on its Bursa
Suq Al-Sila’ (BSAS) commodity Murabaha trading platform, is set to be a significant boost for the Tawarruq contract.
The Islamic banking giant which prides itself on its corporate and Shariah compliance conservatism is supporting Tawarruq, a commodity Murabaha financing and investment product, which has attracted some controversy over the last few years and which is popular amongst many Islamic banks in the GCC countries.
Some ultra-conservative Shariah scholars, discouraged the use of Tawarruq although the International Council of Fiqh Academy, did attempt to clarify the use of Tawarruq as a legitimate Islamic financing and cash management contract.
The academy suggested that classical Tawarruq whereby a person buys merchandise at a deferred price, in order to sell it for cash at a lower price, usually, to a third party, with the aim of obtaining cash is permissible, while organized Tawarruq and reverse Tawarruq are not allowed.
Organized Tawarruq is when a person (mustawriq) buys merchandise from a local or international market on a deferred price basis. The financier arranges the sale agreement either himself or through his agent. Simultaneously, the mustawriq and the financier execute the transactions, usually at a lower spot price. Reverse Tawarruq, is similar to organized Tawarruq, except that the (mustawriq) is the financial institution, and it acts as a client.
The rationale is “it is not permissible to execute both Tawarruq (organized and reversed) because simultaneous transactions occurs between the financier and the mustawriq, whether it is done explicitly or implicitly or based on common practice, in exchange for a financial obligation. This is considered a deception, as it is done in order to get the additional quick cash from the contract. Hence, the transaction is considered as containing the element of Riba.”
The dichotomy over Shariah compliance is pertinent given that only last month Cagamas Berhad, the National Mortgage Corporation of Malaysia and leading securitization house, in collaboration with Al-Rajhi issued a supposedly “innovative and the first-of-its-kind” Sukuk Al-Amanah Li Al-Istithmar (Sukuk ALIm) under Cagamas’s RM5 billion Islamic Commercial Paper and Islamic Medium Term Note programs. Sukuk ALIm, stressed Al-Rajhi is one which would satisfy investors from a Shariah compliance point of view bridging Asia with the Middle East.
BSAS is able to facilitate cross border multi-currency commodity-based Islamic financing and investment transactions under the Shariah principles of Murabahah, Tawarruq and Musawwamah and claims to be the world’s first end-to-end Shariah-compliant commodity trading platform.
Hafidah Aman Hashim, Partner Tel: +603-20924822 Email: [email protected] Hafidah aman Hashim
Baker & McKenzie, Linklaters, Clifford Chance lead finalist count for ALB Law Awards
NEws >>
15www.legalbusinessonline.com
Lawyers see opportunity in new clean-tech security exchangeuPdATE >>
Intellectual Property
bilski at the supreme court – waiting to Exhale
The U.S. patent community is finally breathing a collective sigh of guarded relief after a record 204 day wait for a potentially game-changing decision by the United States Supreme Court (SCOTUS) in the Bilski1 case. Writing for
the court, Justice Kennedy deemed that categorical denial of patents to business methods conflicted with existing legislative provisions2 and that the newly established “machine or transformation” test was not the sole test.
Rather than clarifying the scope of eligible subject matter, the court predictably relaxed the exclusivity of the “machine or transformation” test, called into question the “useful, concrete and tangible result” test of State Street3, and returned to its own decades-old precedents from the Benson, Flook, and Diehr trilogy4 despite a tenfold increase in computer related patents and more than two decades of precedent from the US Court of Appeals of the Federal Circuit (FC), specifically chartered to handle patent cases.
Bilski’s claims to a method of hedging risk were held as abstract and thus excluded from eligibility under the US Patent Act5. No concrete clarification was provided apart from reiterating the statutory categories of process, machine, manufacture, or composition of matter, and exclusions such as abstract ideas, natural phenomena, or laws of nature.
Based on recent SCOTUS trends, a complete rebuke of the “machine-or-transformation” (MoT) test, established by the FC en banc majority in In re Bilski6, and clarification was expected. Instead, the MoT test was simply relegated to its former status as “a useful and important clue, an investigative tool.” While the test provided some certainty, SCOTUS confirmed that the subject matter door swings wide. In favoring a textual approach to the subject matter question over an easily circumvented pro forma test, SCOTUS accorded with portions of the dissent in In re Bilski delivered by now-Chief Judge Randall Rader of the FC.
The USPTO has since published revised guidelines for public comment7 in the form of a memo8 from the acting Associate Commissioner for Patent Examination Policy, Robert Bahr. A process claim lacking a “machine or transformation” can still be rejected unless the applicant can explain why the process is not abstract. If abstractions are avoided, most processes can be eligible, although novelty and non-obviousness hurdles must still be cleared. Thus, while the MoT test remains in use for examination, cautious optimism should prevail.1 Bilski v. Kappos, 561 U.S. ____ (2010), Docket No. 08-964 decided June 28, 20102 35 U.S.C. § 273(a)(3), “business method” explicitly defined as a “method” under law specifying defenses to
infringement based on earlier invention.3 State Street Bank & Trust Co v. Signature Financial Group Inc., 149 F.3d 1368 (1998)4 Gottschalk v. Benson, 409 U.S. 63 (1972); Parker v. Flook, 437 U.S. 584 (1978); and Diamond v. Diehr, 450 U.S. 175 (1981) 5 35 U.S.C. § 1016 In re Bilski, 545 F.3d 943 (Fed. Cir. 2008),7 Notice and Request for Comments on “Interim Guidance for Determining Subject Matter Eligibility for Process
Claims in view of Bilski v. Kappos,” Department of Commerce, United States Patent and Trademark Office, [Docket No. PTO-P-2010-0067], 75 Fed. Reg. 43922, 27 Jul 2010
8 Interim Guidance for Determining Subject Matter Eligibility for Process Claims in view of Bilski v. Kappos, 27 Jul 2010, available at http://www.uspto.gov/patents/law/exam/bilski_guidance_27jul2010.pdf
Robert Lawrence Scott Registered US Patent Attorney DID: +65 6428 9873 Email: [email protected] Web: www.twobirds.com ATMD Bird & Bird LLP is a Singapore law practice registered as a limited liability partnership in Singapore. The firm is associated with Bird & Bird, an international legal practice. It is solely a Singapore law practice and is not an affiliate, branch or subsidiary of Bird & Bird or Bird & Bird LLP.
Robert lawrence Scott
are all trying to attract burgeoning quality companies, including those in the environmental space.”
Singapore may prove to be another source of business. “SGX has been tapping the water and clean-tech space,” said Loo. “There has been some 28 companies from the sector listed on the bourse. The Singapore government has committed to building a strong ecosystem for the industry with close to S$700m being channeled for R&D centres, clean-technology parks and other initiatives.
“With such a push from the government, it is clear that clean technology shall move from niche to mainstream, and as a result of which the demand for capital shall become significant as companies make vast investments in infrastructure to expand their businesses. SIM VSE is certainly one of the possible platforms which quality clean-tech companies in Singapore may consider as a listing venue.” The first listing on SIM VSE will be Indigo Technologies, an Australia-based company specialising in providing sustainable air emissions solutions for clean coal combustion and industrial processes. ALB
including dispute resolution, employment, insolvency, investment funds and the coveted Macallan Fine Oak Single Malt Scotch Whisky Award for Hong Kong Law Firm of the Year. Linklaters is up for a total of 16 trophies, while Clifford Chance could take home as many as 15. Freshfields is in the running for 11 awards while Hong Kong’s own Deacons could scoop ten.
As well as recognising the excellence among the Hong Kong legal community, the Awards also covers Korea and Taiwan. Kim & Chang is hoping to win Zensho Award for Korea Deal Firm of the Year for the third time running and is a finalist in two other categories.
Meanwhile, in the Taiwan Deal Firm of the Year category, last year’s winner Lee and Li will need to beat five other finalists, including Tsar & Tsai and LCS & Partners, to retain the trophy this year.
The ALB Awards will be presided over by two guests-of-honour – chief executive of Hong Kong Exchanges & Clearing, Charles Li, as well as the chairman of the Hong Kong Bar Association, Russell Coleman.
Now in its ninth successful year, The Macallan ALB Hong Kong Law Awards 2010 recognises the excellence and outstanding achievements of Hong Kong’s leading law firms and in-house legal teams, as well as the top deals and dealmakers of financial year 2009-2010.
The awards night will be attended by over 450 of Hong Kong’s most influential solicitors, in-house counsel, investment bankers, judiciary and CEOs, who assemble to celebrate with the winners as they accept their awards onstage. ALB
16
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Asian Legal Business ISSUE 10.9
usreport
ROUNDUP•DLAPiperhasexpandeditsUSmanagementteamwiththeappointmentoftwochairmen–globalcorporateandfinanceheadRogerMeltzerandpracticeco-headJayRains
•Baker&McKenziewillpayUS$6.65mincompensationtothebankruptCoudertBrothersforprofitsearnedfromunfinishedbusinesspartnerstookwiththemwhentheyleftCoudert.ThefirmhasalsoagreedtoforfeitthemajorityofitsinterestinanestimatedUS$17mincontingencyfeesforlitigationthattheformerCoudertpartnerswerehandling
•RudyLim,formercorporatepartnerforDLAPiperandDuaneMorrisinSingapore,hashadhistwo-monthsentenceforlyingabouthisannualcompensationinanefforttoswitchfirmsslashedbyaSingaporelocalHighCourtjudge.LimwillnowservejustonedayinjailandpayaUS$10,000fine
•BakerBottshashiredHoganLovellsarbitrationspecialist,DominicPellew,foritsMoscowinternationalarbitrationanddisputeresolutiongroup
•King&SpaldinghasexpandeditsglobalenergytransactionpracticewiththeadditionofM&AandprivateequitylawyerCraytonBelltoitsNewYorkoffice.BelljoinsfromMilbankasapartnerinthecorporategroup
•Steptoe&JohnsonhasappointedCeceliaFanelliaspartnertoitsNewYorklitigationpractice
Corporate clients prefer UK over US firmsAUKstudybyresearchfirmAcritasrevealedglobalcompanieswouldturntoBritishfirmsforinternationallegaladviceoverUSfirms.Thestudyfoundthat92%oftheir1,000
respondents–comprisedofin-houselegalcounselsfromarangeofindustriesandcompaniesacrosstheAmericas,EuropeandAsia-Pacific–saidtheywouldmostlikelychooseUKfirmsoverUSones.41%ofrespondentswerechieflegalcounsel.Thesurveyalsofoundthat53%ofthecompanies
thatrespondedsaidtheyprefertouseEnglishlawforinternationalwork,asopposedto34%whoareusingUSlaw.Formulti-jurisdictionaldeals,70%ofrespondentspreferredUKfirmsoverUSfirms.Thereportalsorevealedthatinternationallegal
billingsforthesecompaniesarefivetimesthesizeoftheirdomesticlegalexpenses.
Profits rise, revenue dips at Baker & McKenzieProfitsperequitypartner(PEP)atBaker&McKenziejumpedby13%toUS$1.1mforthefiscalyear2010,despitegrossrevenueatthefirmfalling0.4%toUS$2.1bn.2010marksthesecondstraightyearofdecliningrevenueforthefirm.B&Mintroducedseveralcost-cuttingmeasures
whichhelpedincreasethefirm’sprofits,including
reducingcapacitylevelsanddelayingsomecapitalexpenditures.JohnConroy,chairmanofthefirm’sexecutivecommittee,saidstrongdemandforthefirm’slegalservicesincertainpracticesectorsandlocationsalsocontributedtotheriseinprofits.EmergingmarketsinAsiaandLatinAmericawere
keyareasofgrowthforBakersinfiscalyear2010.FeesfromAsia-Pacific,whichrepresented26%ofthefirm’srevenuefortheyear,rosecomparedtolastyear–asaresultofa45%increaseinfeesconnectedtosecuritiesworkintheregion.GrowingpracticeareasforBakersintheUS
includedfinancialrestructuring,up55%infeescollectedversuslastyear,andriskmanagementwhichrecordedrobustdemand.Thefirm’srealestate,privateequity,anddebtcapitalmarketspracticesremainedslowinthemajorityofregionsinwhichthefirmpractices.
Legal sector loses 800 jobs in July Ofthe131,000USjobsthatwerelostinJuly,800wereinthelegalsector,accordingtotheUSBureauofLabourStatistics.Yetdespitethelosses,theeconomyperformedbetterinJulythanitdidthepreviousmonth.InJune,thelegalsectorsaw3,200jobs
disappear.Overall,therewere17,200fewerlegaljobsinJuly2010thaninJuly2009.
cHinA >>
vietnAm >>
Vietnam’s new arbitration law to stem court disputesa new law on arbitration due to take
effect in January 2011 is set to change the flow of dispute settlements in Vietnam. According to Vietnamese lawyer Viet Nguyen, the law will persuade more locals to use arbitration methods instead of going to court.
The Law on Commercial Arbitration was recently passed by the Vietnam National Assembly and is due to take effect on 1 January next year. “At present, arbitration is an under-utilised and less popular solution to commercial dispute settlement with locals, because many believe it is easier for parties to approach the judge and lobby in court. Whereas in an arbitration verdict, the sentencing of the arbitrator is seen as fair and unbiased,” said Nguyen, a Bizconsult Law Firm partner.
According to Nguyen, the new law expands the scope of arbitration to other areas – such as civil transactions – and provides a better grounding than the existing ordinance, with better methods
PRC firms ride the wave of RMB private equity funds global buyout firms are racing to
launch RMB funds in an effort to carry out deals quickly in China. Private equity giant Carlyle Group has recently launched its second RMB fund this year, in Beijing.
Having received RMB2.4bn in commitments from various sources, including the Beijing state-owned Capital Operation and Management Centre (BSCOMC) and the Beijing Equity Investment Development Fund, the group has set up a joint venture, holding an 80% stake with BSCOMC to help manage the fund.
Through the JV, Carlyle and BSCOMC will work together to identify opportunities and share resources to tap growth opportunities in China. The fund, which follows the establishment of the Fosun-Carlyle (Shanghai) Equity
“At present, arbitration is an under-utilised solution ”VIET NGUYEN, BIZCONSULT LAW FIRM
NEws >>
17www.legalbusinessonline.com
newsinbrief >>REGULATION AND COMPLIANCE RANKED TOP BUSINESS RISKAccordingtothethirdannualErnst&YoungGlobalBusinessRisk,‘regulationandcompliance’riskregainedthetopspotfrom‘accesstocredit’risk,whichrankednumberonein2009.Theserisksaredrivenprincipallybythegeneral
uncertaintysurroundingthefragilityoftheglobaleconomy.Regulatorsplayavitalroleinsupportingdistressedeconomies–whichmayexplainariseintherankingofregulationandcompliancerisktothenumber-onepositionin2010.Inaseriesofin-depthinterviews,over70leading
industryexecutivesandanalystsacross14industrysectorswereaskedtoidentifyandrankthetopbusinessrisksforeachsectorforthenext12months.
NEW ZEALAND LAWYER PUTS WEIGHT BEHIND IPBA BuddleFindlaypartnerNeilRusshasbeenappointedasacouncilmemberoftheTokyo-basedInter-PacificBarAssociation.Withmorethan1,400membersfrom65countries,thisisthepre-eminentlegalassociationintheAsia-Pacificregion.RusswilljointheassociationasthejurisdictionalcouncilmemberforNewZealand,andsaidthatNZlawyersstandtogainsignificantlyfromparticipationintheassociation’sinternationalnetwork.Russwillalsousehisnewroletopromoteopportunitiesforlocalpractitioners.“BeforethemajorIPBAconferenceinKyotonextyearIwillbelookingtoraisetheprofileoftheorganisationandfacilitateinvolvementofcurrent,pastandprospectiveIPBAmembersinNewZealand,”hesaid.“OnerecentdevelopmenthasbeenthemovebytheIPBAtochangeitsmembershipandconferenceattendancestructure,tomakeiteasierforcorporatecounseltoattend,”Russadded.
Vietnam’s new arbitration law to stem court disputesfor dispute settlements. He believes these changes will see Vietnamese enterprises utilise arbitration more often. “In the past, out of ten cases we advise in court, two would go to arbitration. In coming years, even next year, I would expect five out of ten cases to be arbitrated,” he said.
Other observers shared Nguyen’s view that the new law would create an equal legal footing for both Vietnamese and foreign enterprises. “The new law has improved shortcomings in the ordinance such as removing limitations on the application of arbitration to commercial disputes. Commercial disputes, meanwhile, are increasing rapidly, requiring quick and efficient forms of settlement,” said Vietnam Law Association chairman Pham Quoc Anh. “Every judge in Ha Noi and Ho Chih Minh City’s economic courts yearly handles from 30 to 50 disputes while the average arbitrator handles one.”
Vietnam currently has seven arbitration centres, but arbitration has not been popular in the nation due to the lack of a proper legal framework in the 2003 Ordinance on Commercial Arbitration, according to one report. Yet this may not be the sole explanation. Vietnam
“I believe the ordinance already has a sufficient method for arbitration but it is still a habit in Vietnam to use the courts for settlement of disputes. Only for matters involving foreign investor companies do they prefer arbitration, but it is something that will become more popular with the passing of this new law,” Nguyen said. ALB
PRC firms ride the wave of RMB private equity funds Investment Fund earlier this year, is now ready to invest – mainly in large-scale companies with high growth prospects.
Carlyle is not the only private equity giant boosting its investment strategies via RMB funds in China. According to Zero2IPO’s recent PE report for China, there were 26 RMB funds set up (and six foreign invested funds) in H1 2010. This marks a significant increase from the numbers in 2009 – H2’s 15 new RMB funds.
The trend towards localisation, using RMB to raise funds, make acquisitions and exit, has picked up momentum as the international status of China’s currency has increased in the wake of
the financial crisis. “We are seeing a significant rise in the number of RMB funds,” said Walker Wallace, a partner at O’Melveny & Myers.
The significant interest has opened new doors for PE lawyers, especially domestic legal advisors. “There are greater opportunities now for PRC firms because both RMB fund investors and target companies require PRC counsel,” said Wayne Chen, a partner at Llinks Law Offices. Chen has helped numerous clients establish RMB funds in both Shanghai and the Jiangsu region, over the past 12 months.
Global Law Office also recently scored a US$389m engagement, advising furniture retailer Red Star Macalline on its investment from Warburg Pincus, CITIC Private Equity, Fosun Group and Bohai Industrial Investment. ALB
► THE ToP 10 busInEss RIsKs:1 Regulation and compliance
2 Access to credit
3 slow recovery or double-dip recession
4 managing talent
5 Emerging markets
6 cost cutting
7 non-traditional entrants
8 Radical greening
9 social acceptance risk and corporate social responsibility
10 Executing alliances and transactions
Wayne ChenLlinks
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Asian Legal Business ISSUE 10.9
ukreport
ROUNDUP•SJBerwinmanagingpartnerRalphCohenistostanddownfromhisroleasthefirmapproachestheadvancedstagesofmergertalkswithProskauerRose
•MilbankhashiredfivebankingpartnersfromLatham&Watkins’NewYorkoffice,includingMarcHanrahan,formerco-chairofLatham’sglobalbankingpractice,whohasbeenappointedMilbank’sglobalheadofleveragedfinance
•CliffordChanceJapancorporateheadAlanKitchinhasbeenchargedwithassaultinghispartnerMisatoYoshidaatScotland’sGleneaglesHotelinJune.AshurstdeniesthechargeandisexpectedtostandtrialinNovember
•SRSAdvogados’mergerwithSoaresMachado&AssociadoswillseeSimmons&SimmonsfounderJoséSoaresMachadojoinSRSAdvogadosasheadoflitigation,bringingwithhimninelawyerstothefirm’sofficesinLisbon
•K&LGateswillpayforthetotalofninedaysitslawyersrequireofftoattendLondonOlympicsduties,underafirminitiativedevelopedbylawyerBonnyHedderly
Eversheds’ offshoring of support work puts 100 jobs at risk Evershedshassignedaseven-yearagreementwithAccenturetooutsourceitsHR,administrationandfinancerolestoBangalore,India.Theagreementwillberolledoutoverthenext12monthsandisexpectedtoput100jobsintoredundancy,largelyintheareasoffinanceandhumanresources.Undertheagreement,Accenturewilldevelop
acommonITplatformforallEvershedsinternationaloffices,andwilloverseethefirm’sHRsupportservices,administration,generalaccountingfunctions,billingandcollections,andthebusinessprocessesinvolvedfromprocurementtopayment.Thefirmbroughtintheconsultancyatthe
beginningofthisyeartoreviewitssystemsandprocesses,inamovetostreamlineandimproveback-officesystems.ThisisthefifthroundofredundanciesconductedsinceSeptember2008,thelastbeinginSeptember2009,when117roleswerereviewed(including22fee-earnersintherealestatepractice).
Top corporate practices shake off effects of economic slumpRevenuesoftheUK’stop20corporatepracticesfellanaverage4%asdidthetotalfeeincomethetop20firmsreceived,overthe2009-10financialyear.In2010,theMagicCirclefirms,including
SlaughterandMay,continuestoattractthefewmajordeals.CliffordChanceandSlaughtersactedonthestandoutdealoftheyear–Kraft’s
acquisitionofCadbury.Despitethis,CliffordChancestillsawitscorporaterevenuefallbymorethan6%overtheperiod.However,itwasA&O’s12%dropthatwasthelargestamongthebigfive.Linklaters’corporaterevenuedroppedonly1%,
thankslargelytoitactingonLloydsBankingGroup’srecord£13.5bnrightsissue.Thefirmsuffereda14%fallinthepreviouscorrespondingperiod.Despitesufferinganother6%fallinrevenue,
FreshfieldsBruckhausDeringerisconsideredtohaverecoveredthestrongestamongleadingcorporatefirms–itistheonlyfirmtohaveincreasedcorporaterevenuesince2007-08.
Firms increase trainee retention ratesSeptember2010retentionratesamongtheUKtop30lawfirmshaveimprovedacrosstheboard.Theaverageretentionratecurrentlystandsat82%,animprovementof8%onSeptember2009.MagicCirclefirmLinklatersiskeeping87%of
itsSeptemberqualifiers,comparedtoonly76%keptinSeptember2009.CliffordChancewillretain79%ofitstotalnumberofqualifiersinSeptemberandAllen&Overywillkeepon81%.SlaughterandMaypostedthehighestrateintheMagicCirclefirms–93%.OthertopperformersincludedBerwinLeighton
PaisnerandMacfarlanes,whichbothpostedratesofover90%.Evershedswillretain83%ofSeptemberqualifiers(72outof87willremainwiththefirm)whileAshurstwillkeep87%(27outof31).ThelowestfigurewaspostedbyPinsentMasons:thefirmkeptjust55%.
Kochhar announces dual Saudi/UAE tie-up, says Kuwait is next on the listkochhar & Co, India’s sixth-largest
law firm by headcount, has entered the Middle East legal services market after announcing a dual tie-up with Saudi firm Dr Khalid Alnowaiser and UAE-based MIO Advocates.
Dr Khalid Alnowaiser was established in 1996 and is a full-service corporate practice, with offices in Riyadh and Jeddah. MIO Advocates, meanwhile, was established in 1985 and also boasts a full-service corporate practice, with offices in Abu Dhabi and Dubai.
middle eAst >>
“Trade between the Middle East and India has grown”ROHIT KOCHAR, KOCHAR & CO
The arrangement, which is the first by an Indian law firm and the first whereby a law firm has announced a tripartite alliance, is in direct response to the increasing levels of trade between India and countries in the Gulf region.
“Trade and business between India and the Middle East has grown exponentially and we have witnessed the consummation of enormous business transactions between the regions, which are becoming ever more complex in nature,” said Rohit Kochar, chairman and managing director of Kochhar & Co.
He said that, given the potential for further growth between India and the Gulf region and the increasing number of Indian corporates operating there, the firm is also on the lookout for an alliance partner in Kuwait. ALB
NEws >>
19www.legalbusinessonline.com
newsinbrief >>PHILIPPINES: MORALES ELECTED AS SYCIP MP RafaelMoraleshasbeenelectedasmanagingpartnerofPhilippinesfirmSyCipSalazarHernandez&Gatmaitan,succeedingLlewellynLlanillo,whoretiredasapartnerofthelawfirmlastyear.Moralesjoinedthefirm
in1975andwasformerlytheheadofthefirm’sbanking,financeandsecuritiespracticegroup.Morales’selectiontoMPpostatSyCipcapsadistinguisedcareer.InadditiontobeingpastpresidentoftheInterPacificBarAssociation(IPBA)hehasalsoservedasaprofessorallecturerattheUniversityofPhilippinesCollegeofLawandavisitingprofessoratLaTrobeUniversity’sLawSchoolinMelbourne.
FEMALE IN-HOUSE LAWYERS SMASH THROUGH GLASS CEILING Thenotionofaglassceiling,ifiteverwastrue,maybebrokenaswomenincreasinglyfillgeneralcounselpositionsinsomeoftheworld’slargestcompanies.Accordingtothe2010MCCA(MinorityCorporateCounselAssociation)WomenGeneralCounselSurvey,94oftheFortune 500 companieshavewomenastheirgeneralcounsel–anincreaseofnineoverthepast12months.FemaleGCsweremostcommonintheretail,
pharmaceutical/healthandenergysector,withthesesectorsconstituting36ofthe94(38.1%)overallheadcount.ThesurveyalsoshowedmoreethnicdiversityamongfemaleGCsoftheFortune 500 companies;12outofthe94thisyearwerenon-Caucasian,comparedto3outof85lastyear.MCCA’sexecutivedirectorVetaRichardsonsaid
thesurveyresultsshowwomengeneralcounselhave“weatheredtheeconomicstorm”andarecontinuingtheiradvanceatmajorcorporations.
nOrtH AsiA >>
Hogan Lovells strikes first alliance with Mongolian firm Hogan Lovells has entered into
its first alliance since its 1 May merger after sealing an entente with Mongolian firm GTs Advocates. The two firms have been loosely affiliated for the last three years; Hogan Lovells partner Michael Aldrich has been seconded to GTs since April 2009 and will continue to be resident in Ulaanbaatar.
GTs Advocates is a full-service firm representing Mongolian companies as well as multinational corporations, investment banks, private equity firms and funds from North America, Europe and Asia. It recently advised Citigroup and Macquarie Bank as sponsors of the US$439m Hong Kong secondary listing of South Gobi Energy.
Michael Aldrich and GTs executive director, Byamba Batbayar, both said that the timing of the alliance was opportune given the robustness of the country’s economy. “Mongolia’s rich natural resources give the country an extraordinary opportunity to fulfil its ambitious plans to develop its industrial infrastructure and social fabric,” Aldrich said. “We foresee the years ahead to be ones of accelerated growth, stimulated by the government’s extensive plans to further develop the country’s industrial and social infrastructure,” added Batyabar.
► ToP mongoLIAn LAw FIRms
Anand batzaya Advocates
Arlex consulting services
Ashur Law Firm
balco Trademark & Patent office
Erdem & bayar
gTs Advocates
Logos Advocates
Lynch & mahoney
mg Lawyers
mongolia barristers & solicitors
Tsets Law Firm
zata Law offices
Hogan Lovells’ alliance means it is the only international firm with a meaningful presence in the increasingly lucrative Central Asian nation. Only two PRC firms have opened offices in Mongolia: Longan opened earlier this year in association with local firm Zata while Lehman, Lee & Xu says it opened an office in Ulaanbaatar in 2002. ALB
HOnG KOnG >>
Rafael MoralesSyCip Salazar Hernandez & Gatmaitan
► FoRTunE 500 comPAnIEs – FEmALE gEnERAL counsEL
Year Total number of women general counsel
Percentage of women general counsel (%)
2010 94 18.8
2009 85 17.0
2008 92 18.4
2007 90 18.0
2006 83 16.6
2005 76 15.2source: 2010 mccA women general counsel survey, minority corporate counsel Association, Inc. (mccA).
CEP says Mallesons appointment ‘ a coup’ Mallesons Stephen Jaques has
poached Denis Brock, one of Hong Kong’s most experienced commercial litigators, from Clifford Chance in London, prompting chief executive partner Robert Milliner to label the hire ‘a coup’.
Brock has more than 20 years’ experience practising commercial litigation and arbitration both in London and Hong Kong. A graduate with honours from
Buckingham College of the University of London in 1981, Brock also attended the College of Law in London in 1983 and the University of Hong Kong in 1991.
He was most recently a partner in the London litigation and dispute resolution practice of Clifford Chance, but was also formerly the managing partner of the same area of practice in Asia. Brock was based in Hong Kong from 1997-2006.
He is due to commence with Mallesons in October 2010, and said he was delighted to be returning to Asia. ALB
Denis BrockMallesons Stephen Jaques
20
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Asian Legal Business ISSUE 10.9
AustrAliA >>
King & Spalding opens in Singapore, signals energy and arbitration push with Shearman lateral
sinGApOre >>
The Australian Government Attorney-General’s Department,
the International Legal Services Advisory Council (ILSAC) and the Australian Centre for International Commercial Arbitration (ACICA) held an arbitration forum and luncheon in the Australian pavilion at the Shanghai World Expo in June to ramp up awareness of a new arbitration venue in Sydney.
“The facility is mainly a way of demonstrating that we have the ability to perform as a neutral venue,” said ACICA president Doug Jones, who is also a partner at top-tier Australian firm Clayton Utz. “We gave presentations which were aimed at getting Chinese firms and lawyers to come to Australia for arbitration purposes. We are suggesting that Australia is a viable option for firms in China looking for a neutral location for arbitration, as opposed to Hong Kong or Singapore,” he said.
The first dedicated international dispute resolution centre in Australia will open in Sydney on 3 August 2010.
One more international disputes centre for PRC business ► quIcK FAcTs: AusTRALIAn InTERnATIonAL dIsPuTEs cEnTRE (AIdc)
• Officiallyopenson3August2010• FirstdedicatedinternationaldisputeresolutioncentreinAustralia• ProvidescompaniesacrosstheAsiaPacificregionwithadedicatedfacilitytoresolvecommercialdisputes• Internationalarbitrationandalternativedisputeresolutionexpert,MichelleSindler,hasbeenappointedastheinauguralCEOofthecentre
► InTERnATIonAL ARbITRATIon cEnTREs In THE REgIon
Venue Advantages Disadvantages
Hong Kong(www.hkiac.org)
good relations with cIETAc close connection with language close communication with cIETAc and beijing Arbitration Institution good understanding of chinese arbitration rules
Time consuming with average cases taking more than 18 months Too costly to engage arbitrators (minimum us$700)
singapore(www.siac.org.sg)
Efficient and effective arbitration system organised court-like procedures common law system minus complexities like those in American Arbitration Association (AAA)
Australia(www.acica.org.au)
Reasonable arbitrator charges (us$400 for a very reputable and experienced lawyer) straightforward arbitration procedures strong economic connection
Lack of relationship with local arbitrary authorities Lack of promotional activities
king & Spalding will open its eight office outside of its US headquarters
– in Singapore. The new office, which will focus on energy and international arbitration work, will be led by current global energy head Phillip Weems, who was also the firm’s Dubai, Riyadh and Abudhabi managing partner from 2007 until earlier this year.
Weems will be joined by transactions partner Daniel Rogers and recent lateral hire and international arbitration partner John Savage. Savage joins the firm from the Singapore office of US rival Shearman
With major Sino-Australian deals being struck recently, investors may now see the Australian international dispute resolution centre as a convenient venue to resolve any disputes arising from their Australian investments.
Tim Meng, a managing partner with China’s GoldenGate Law Firm, suggests that in order to give dominant venues like Hong Kong and Singapore a run for its money, Australia will have to make big strides fostering close relationships with arbitral institutions in China.
“Communication is key,” said Meng.
“The Hong Kong Arbitration Centre has a close relationship with the China International Economic and Trade Arbitration Commission and the Beijing Arbitration Association. Its representatives come to the mainland frequently to discuss the development and direction of new cases.” ALB
& Sterling, where he most recently served as vice chair of international arbitration and head of Asia disputes.
Robert Hays, King & Spalding’s chairman, said the firm’s expansion into Singapore iswith a view to winning work in Australia and India.
Once King & Spalding opens in the country, it will become the 85th foreign law firm and the 16th from the United States (excluding those firms which hold a QFLP or are in joint law venture or other such arrangements) to have a physical presence in Singapore. ALB
NEws >>
21www.legalbusinessonline.com
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Asian Legal Business ISSUE 10.9
HOnG KOnG >>
sinGApOre >>
Taylor Vinters targets Singapore with alliance Cambridge.law firm Taylor Vinters has set its
expansionary sights on Singapore and the greater Asian market, by forming an alliance with Singapore firm, Keystone Law Corporation.
“We are collaborating in this venture with a leading Singaporean technology law firm– Keystone Law Corporation, which gives us regional credibility and most importantly an entrepreneurial partner that thinks like us,” said the firm’s CEO, Matt Meyer.
According to Keystone Law Corporation director Sean Say, synergies within the niche areas of practice that both firms specialise in, have made this partnership mutually beneficial. “One of the synergies that both firms have is in respect to the information technology and the IT sector. Working out of Cambridge and London, Taylor Vinters have MNC clients who have presence in Asia and Singapore is ideally located for [Taylor Vinters] to service their clients here in Asia,” Keystone Law Corporation director Sean say told ALB.
“Months before this alliance was announced, a good working relationship was established with Taylor Vinters with work referrals being exchanged between the two firms. So far it has worked out quite well,” Say said.
The alliance follows Taylor Vinters’ recent London office launch on 1 June and also follows the firm’s target of obtaining a foreign law practice licence to launch its own
uS firm Gibson Dunn & Crutcher has opened its second office in Asia – in Hong Kong. The new office, which will
focus on corporate transactions and corporate compliance regulation and investigations, will be anchored by new lateral hire Kelly Austin and staffed by partner Joseph Barbeau and associate Kate Yin, who will relocate from the firm’s Palo Alto and Los Angeles offices.
Austin joins the firm after an eight-year stint as GE’s compliance & litigation counsel for Asia- Pacific. In this role she led compliance matters, government investigations, and litigation and ADR proceedings throughout the region. She is widely regarded to have designed and run a “world-class” compliance program for the company. Prior to her time at GE, Austin practiced at Zukerman Spaeder in Washington DC and was appointed to serve as special counsel to the Executive Office of the President.
The firm’s chair and managing partner, Ken Doran, said the hire of Austin was “key to [the firm’s] decision” to launch in Hong Kong. Austin added that the firm’s Hong Kong presence now means it will be able to service the lucrative North Asian markets – something which it has not be able to do entirely through its Singapore office.
“Singapore is central particularly for South Asia and for India, but to provide service across the region, it made sense for us to have a Hong Kong office,” she said.
kelly austinGibson Dunn & Crutcher
Gibson Dunn picks off GE in-house lawyer for Hong Kong launchuPdATE >>
doing business In malaysia
stamp duty Payable on service Agreements
The Malaysian Government had announced that effective 1 January 2009, service agreements will be subjected to ad valorem stamp duty instead of the nominal stamp duty of RM10. Under the new
policy, all service agreements executed from 1 January 2009 are required to be stamped at ad valorem duty of RM5 for every RM1,000 or part thereof, which is essentially 0.5% of the total contract value. This new amendment to item 22 of Schedule 1 of the Stamp Act 1949 would have a significant cost impact on the services sector as a whole as any agreement with a service element would be affected by this new policy.
Due to public concerns raised through various forums, the Ministry of Finance had on 9 September 2009 announced that the Minister of Finance, having reconsidered and reevaluated the issues, had re-considered and decided that all service agreements executed between 15 September 2009 to 31 December 2010 will only be subject to a flat stamp duty rate of RM50. Any amount of stamp duty that is in excess of RM50 is remitted for any instrument of service agreement executed during this “grace period”. This was implemented in accordance with the authority given to the Minister of Finance under Section 80(2) of the Stamp Act 1949, *.
The announcement made by the Ministry of Finance on the deferment of ad valorem stamp duty on service agreements provides temporary relief. However, from 1 January 2011 onwards, ad valorem stamp duty will be re-imposed on all service agreements. As such, companies are advised to itemize and keep the cost for materials and services separate in a service agreement as ad valorem duty will only be imposed on the service elements of the agreement, as opposed to the entire contract amount.
* The Stamp Duty (Remission) Order was gazetted on 5 November 2009 and is deemed to have come into operation on 15 September 2009. All service agreements executed between the period of 15 September 2009 to 31 December 2010 can be stamped at any stamp office at a rate of up to RM50 without having to seek the approval of the Ministry of Finance.
Written by Khairul Ismail, Partner E-mail: [email protected] and Amy Khoo, Associate E-mail: [email protected] Naqiz & Partners PL01, Plaza Level,No. 45, Block A, Medan Setia 1, Plaza Damansara, Damansara Heights, 50490 Kuala Lumpur, Malaysia Tel: + (603) 2095 1188 Fax: + (603) 2095 1186 www.naqiz.com
khairul Ismail
amy khoo
NEws >>
23www.legalbusinessonline.com
“Singapore is central particularly for South Asia and for India, but to provide service across the region, it made sense for us to have a HK office”KELLY AUSTIN, GIBSON DUNN & CRUTCHER
Taylor Vinters targets Singapore with alliance
As important is the growth in the area of corporate compliance. “Compliance issues in Asia present unique challenges and the risk of a local enforcement action for multinational companies operating in Asia is real,” said F. Joseph Warin, Co-Chair of the firm’s white collar crime group “Many of the US-based FCPA disclosure and enforcement actions in the last two years have had an Asia component, and combining on-the-ground expertise in Asia with extensive support from the US offices positions us to be particularly effective for clients,”he said.
Since 1977, the United States Securities & Exchange Commission (SEC) has brought action against 22 companies operating in Asia— a number that many expect to grow exponentially in the year ahead.
The firm launched its first Asian office in Singapore with a quadruple lateral hire from Jones Day in 2008. Jai Pathak, Gibson Dunn’s current Asia managing partner, joined the firm along with Emad Khalil, John Viverito and Saptak Santra. ALB
Gibson Dunn picks off GE in-house lawyer for Hong Kong launch
office in Singapore within the next 12 months. “Like most of our strategic decisions, growing the business in Singapore is client led. Our Cambridge, London and Singapore axis reflects the commercial opportunities that our clients are experiencing, particularly in sectors like technology,” Meyer said.
Through the Law Firm Network, Taylor Vinters has an existing Singapore partnership with local firm Engelin Teh Practice, which handles the firm’s litigation and arbitration issues in the country. “With the economy picking up again, we can expect to see more alliances from foreign and local law firms. Singapore is an ideal location for parties to use as a springboard into Asia,” Say said. ALB
uPdATE >>
Energy & Resources
Intelligent Energy system – a move towards sustainable energy supply
A pilot project for an ‘Intelligent Energy System’ has been launched by Energy Market Authority (EMA). Singapore already has one of most reliable power systems in the world. A large part of
the transmission and distribution networks incorporate automated monitoring and control systems, allowing two way flow of electricity and information in near real-time and providing high operational efficiency and supply reliability to the system. However, with rising energy costs and advances in information and communication technology, distributed generation and energy storage technology, it is imperative to bring the capabilities of Singapore’s power system to the next level by giving consumer more choices to manage their consumption and to integrate Distributed Energy Resources (DERs) in the power system.
The IES Pilot Project seeks to test and evaluate new applications and technologies around a smart grid. The success of the IES Pilot Project will enable EMA to adopt and rollout workable smart grid solutions for Singapore’s power system, thereby enhancing its efficiency and resilience, facilitating the integration of DERs and Electric Vehicles (EVs), reducing wastage, shaving peak loads and deferring capital investments to meet future electricity demand. This will also pave the way for implementing Full Retail Contestability (i.e. full liberalisation of the electricity retail market) to benefit all electricity consumers.
Previously, monthly electricity consumption is only released at the end of the month when the bill arrives. With IES, detailed information of the electricity usage will be provided to consumers in real time to help reduce electricity wastage. The IES systems connected to households and companies should also help to lower costs by allowing users to monitor and regulate their consumption in line with changes in electricity prices.
In order to meet future consumer demand, the pilot project also seeks to test the management system for DERs to enable the main power grid to combine and contribute the electricity output from various small sources into the grid.
Currently, smart meters have already been installed in two residential precincts as part of the project and results have shown an encouraging 2% reduction in electricity consumption and a 10% shift in consumption in households from peak periods to non-peak periods.
It is anticipated that smart grids and smart grid technologies will soon assume an increasingly important role in Singapore, and such developments should improve reliability of supply and support the trend towards a more sustainable energy supply.
Sandra Seah, Partner ATMD Bird & Bird LLP Phone +65 6428 9429 Email [email protected] ATMD Bird & Bird LLP is a Singapore law practice registered as a limited liability partnership in Singapore. The firm is associated with Bird & Bird, an international legal practice. It is solely a Singapore law practice and is not an affiliate, branch or subsidiary of Bird & Bird or Bird & Bird LLP.
Sandra Seah
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Asian Legal Business ISSUE 10.9
AAG Allen & Overy
A&O strengthens Saudi presence with lateral hireAllen&OveryhasrecruiteditsfirstSaudiArabianpartnerfromitsassociatefirm–AbdulazizAlGasimLawFirm(AAG)–foritsofficeinRiyadhinamovethatseekstointegratetheinternationaltransactionpracticeofAAGandstrengthenthefirm'sstandingintheregion.CorporatepartnerZeyadKhoshaim,whohas
beenadmittedtothebarinbothNewYorkandSaudiArabia,willcontinuetobebasedinAAG'sRiyadh'soffice.Hehassignificantexperienceincorporate,transactional,energyprojects,andcapitalmarketswork.A&Olauncheditsfourthofficeintheregion
earlierthisyear–inQatar–byrelocatingLondonrealestatepartnerRobertPorter.ItalsohasassociateofficesinAbuDhabi,DubaiandRiyadh.
Shearman King & Spalding
King & Spalding to open in Singapore, signals energy and arbitration pushKing&Spalding’snewSingaporeoffice,whichwillfocusonenergyandinternationalarbitrationwork,willbeboostedbyrecentlateralhireandinternationalarbitrationpartnerJohnSavage.SavagejoinsthefirmfromtheSingaporeofficeofUSrivalShearman&Sterling,wherehemostrecentlyservedasvicechairofinternationalarbitrationandheadofAsiadisputes.RobertHays,King&Spalding's
chairman,saidthefirm'sexpansionintoSingaporeisaperfectplatformforthefirmtopenetrateSouthEastAsia,AustraliaandIndia.
► LATERAL HIREsname Leaving going to Practice LocationAndrewLiu Salans ListerSwartz(inassociationwith
EdwardsAngellPalmer&Dodge)PE,Corporate HongKong
AntonyDapiran FreshfieldsBruckhausDeringer DavisPolk&Wardwell Corporate HongKong
AshishBhakta Kanga&Company ARALaw Infrastructure Mumbai
BonnieChan HongKongStockExchange DavisPolk&Wardwell Corporate HongKong
DenisBrock CliffordChance MallesonsStephenJaques Commerciallitigation HongKong
JohnSavage Shearman&Sterling King&Spalding Arbitration,Disputeresolution
Singapore
JonathanOlier CliffordChance White&Case International,M&A Singapore
JoyceNorcini HewlettPackardMENA NokiaSiemensNetwork GeneralCounsel Sweden
JoyciaYoung DLAPiper Clyde&Co IntellectualProperty MiddleEast
KellyAustin GeneralElectric GibsonDunn&Crutcher Corporate HongKong
LanHingLiew Rajah&Tann Baker&McKenzie.Wong&Leow Capitalmarkets Singapore
RoseZhu Allen&Overy K&LGates M&A,IPO,cross-border
Beijing
ShuangZhao SimpsonThacher Shearman&Sterling Corporate HongKong
SimonTay Various WongPartnership Environment Singapore
SusanDeng StandardCharteredBank(China)
MayerBrownJSM PRCemployment HongKong
ZeyadKhoshaim AbdulazizAlGasimLawFirm Allen&Overy Internationalprojects Riyadh
► RELocATIonsname Firm office going from office going to Practice GuyNorman CliffordChance London Dubai Corporate
SimonClinton CliffordChance Dubai Singapore Corporate
JosephBarbeau GibsonDunn&Crutcher PaloAlto HongKong Corporate
KateYin GibsonDunn&Crutcher LosAngeles HongKong Corporate
APPOINTMENTS
► PRomoTIonsname Firm Promotion Practice LocationRafaelMorales SyCipSalazarHernandez&
GatmaitanManagingpartner Corporate,banking,
financePhilippines
John Savage
Rajah & Tan Baker & McKenzie
Baker brings on another lateral in SE Asia to strengthen corporate practice AftertherecentlateralhiresofEmmanuelHadjidakis(fromAllen&Overy,Singapore)andMarkLim(fromAlbar&PartnerstoBaker'sMalaysianmemberfirm,Wong&Partners),Baker&McKenzieisseekingtostrengthenitscorporatepracticewiththehireofLanHingLiew.Liew,acapitalmarketsand
M&Alawyer,joinsthefirmasapartnerfromRajah&Tan,whereshewasanequitypartnerandactedonanumberofhigh-profiledealsincludingrepresentingtheunderwritersonboththeYanlordLandGroupS$280mIPOandGenting'sS$350moffering.Liew'sappointmentbringsthetotalnumberof
partnersatBaker&McKenzie.Wong&Leowto26.Asat1June2010,Bakershadatotalof232partnersacrosstheregion.
Salans Edwards Angell
Edwards Angell adds third partner in HK after Salans lateralAndrewLuihasjoinedEdwardsAngellPalmer&Dodge(EAPD)asthethirdpartnerinitsassociatedHongKongoffice,ListerSwartz.Lui,whowilljointhebusiness
lawdepartment,comestothefirmfromAndrewLui&CompanywhichhadservedasthelocalaffiliateoffFrenchfirmSalans.In2008,LuiwashandpickedfromPinsentMasonstoopenthefirm'sHongKongoffice–somethingwhichwasachievedayearlaterinmid2009.ListerSwartzwasopenedin2008afterthe
mergeroftwosmallerHongKonglawfirms:MartinListerandSwartzSolicitors.
HP Nokia
In-house: Nokia Siemens hires HP MENA legal head for global GC role JoyceNorcinihasbeenappointedasNokiaSiemensNetwork'snewgeneralcounsel.Norcini,whowilljointhecompanyinearlyAugust,comesfromHPwhereshewasEurope,MiddleEastandAfricageneralcounselw.Inher13yearswithHP,Norciniadvisedona
widespecctrumofITandTMTmatters,andwasactivelyinvolvedintheplanningandimplementationonHP'smergerwithCompaqandthecompany'sacquisitionofEDS–twoofthelargestmergersintheITindustry.PriortohertimeatHP,Norcinistartedher
careerasaprosecutorwiththeOfficeoftheDistrictAttorneyinNewYork,wentontoworkincommerciallitigation,andthenbecameanadvisortoPacificBell'stelecommunicationscompanies.
lan Hing liew
andrew lui
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Sirpa-HelenaSormunen,whohadbeenactingasNokiaSiemens'generalcounselsincethedepartureofKirsiKomiearlierthisyear,willcontinueinherroleasheadoflegalandcompliance,CustomerOperations.
DLA Piper Clyde & Co
DLA loses chief to ClydesClyde&CohaspoachedDLAPiper'sheadofintellectualproperty(IP)fortheMiddleEast,SouthAsiaandAfricaregion,JoyciaYoung,tojoinitsMiddleEastIPGroup.Young'sprincipleareasofpracticeareintellectualpropertyandfranchisingandshewillbeworkingcloselywithClyde&Co'sheadofIP,RobSeans.Namedasa''foremostlegalpractitioner'intheareaof
franchisinginboth2009and2010byTheInternationalWho'sWhoofFranchiseLawyers,Young'sdefectionisthelatestblowtoDLA'smountingexodusofseniorpartnersandlawyersleavingthefirmintheMiddleEastandAsia-Pacificregion.Earlierthisyear,DLAPiperlostitsSingaporemanagingdirectorofeightyears,DesmondOngtoUK-basedlawfirmEvershedsasitopensitssecondEastAsianoffice.
Clifford Chance
CC focuses on Middle East corporate practice with senior secondment London-basedpartnerGuyNormanwillbemovedtoCliffordChance'sDubaiofficeinOctoberthisyearasthefirmlookstobuilditscorporatepracticeintheGulfregion.Norman'ssecondmentfollowstherecentrelocationsofNigelWellingsandTimPlewstoDubaiandRiyadhrespectively.HewillarriveinDubaimonthsbeforepresentheadofcorporatepractice
MiddleEast,SimonClinton,movestoSingaporeatthestartof2011.Norman,whohasbeenapartneratCliffordChancesince1998,specialisesincorporatefinance,M&Asandtakeovers.Clintonwillcontinuetoleadthefirm'ssovereignwealthsectorgroup.Meanwhile,NormaniswidelytippedtoreturnfromtheMiddleEastintoamanagementroleatCliffordChanceafterafewyears.
In-house Mayer Brown JSM
Mayer Brown JSM foresees more PRC employment work with new hire MayerBrownJSMhasenhanceditsofferingswiththeadditionofPRCemploymentspecialistSusanDeng,previouslyaseniorlegalcounselofStandardCharteredBank(China)inShanghai.PriortojoiningStandardChartered,DengworkedatJunHeandTransAsiaLawyersinShanghai.Shealsohadfiveyearsofexperienceworkingasarbitrator&deputydivisionchiefoftheJiangsuProvincialPersonnelDepartment.InhernewpositionwithMayerBrownJSM,DengwillworkintheHongKongofficefor10monthsbeforerelocatingtoShanghaitoleadtheemployment&benefitspracticeinChina.Aroundthesametimelastyear,thefirmappointedPRC
qualifiedemploymentlawyerZhouLihuiasforeigncounselfromMinterEllison.
Simpson Thacher Shearman & Sterling
Shearman & Sterling takes on Simpson Thacher capital markets counsel Shearman&SterlinghasaddedanotherpartnertoitsHongKongoffice,itsthirdpartnerthisyear–furtherbolsteringthefirm'scapabilitiesinGreaterChina.ShuangZhao,aNewYork-qualifiedspecialistonsecuritiesofferingandM&Atransactions,isalateralhirefromtheHongKongofficeofSimpson&Thacher.ZhaowilljointheShearmanandSterlingGreaterChinacorporateteamledby
AsiamanagingpartnerMatthewBersani,headofChinapracticeLeeEdwardsandheadofHongKongpracticecolinLaw.ShewilbeworkingwithcapitalmarketspartnersKyungwonLeeandAlanSeemaswellasM&ApractitionersGregPuff,HuangLing,PaulStreckerandPeterChen,whojoinedthepartnershipearlierthisyear.ColinLawwillspearheadthefirm'sHongKongpractice.
Susan Deng
Joycia Young
uPdATE >>
malaysian Tax
The challenges of competition Law in Asia
2011 marks the turning point for the global business economy with the beginning of the construction of a real competition framework in East and South Asia, culminating via the enactment of the Indian
Competition Act, the Chinese Antimonopoly Law, and the Malaysian Competition Bill for 2011.The main provisions are the prohibition of cartels and abuse of dominant position. In Europe, competition law evolved since the 19th century, for example state subsidies, merger control, efficient application of competition law, posed many important challenges for policymakers, multinational and law firms that Asian countries will face.
Firstly, mergers should be taken into account in the context of free trade. Indeed (i) cartels by way of price fixing or restriction of outputs, and (ii) abuse of dominant position by big companies charging exorbitant prices, or on the contrary offering such low prices that they drive competitors out, are considered as two of the most harmful forms of anti-competitive conducts, and as a consequence, these conducts are strictly prohibited and the penalty would result in hefty fines. However a merger, which can reduce the choice to one provider and subsequently eliminating all competitors, is surprisingly not considered even harmful than these conducts. The paragraph about mergers abuses was removed from the Malaysian Competition Bill 2010. Yet, they should be assessed and approved, as was the case with the European Commission.
The second point is the regulation of the state aids. State subsidies can be positive in terms of promoting technologies or fostering social development in needy regions, but they may provide an unfair advantage to the firm involved and ruin the principle of fair competition. The non-interventionist policy of the European Union provides that the aid must first obtain the European Commission’s approval. If it is considered unlawful the amount awarded shall be recoverable in full. The state subsidies was commonly practised in the past as the States were trying to promote their national champions, until that the creation of the European Union effectively removed protectionism.
Finally, encouraging the construction of a South East Asian Union with a market and a competition regulation. ASEAN does not provide for any provision about competition and so far only Indonesia, Singapore, Malaysia, Thailand and Vietnam have completed or are on the way to completing a competition policy.
Norwen Shahreedha Mohd Ghazali (Associate) E-mail: [email protected] Tel: +603 2118 5071 Rachel Dufour (Foreign Legal Executive) E-mail: [email protected] Tel: +603 2118 5000 Azmi & Associates 14th Floor, Menara Keck Seng, 203 Jalan Bukit Bintang, 55100 Kuala Lumpur, Malaysia.
Rachel Dufour
Norwen Shahreedha Mohd ghazali
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Asian Legal Business ISSUE 10.9
CHINAPaul Weiss
PHILIPPINESSyCip Salazar Hernandez & Gatmaitan
Reg
ional
updat
es
Each month, ALB draws on its panel of country editors to bring readers up to date with regulatory developments across the region
SINGAPORELoo & Partners
VIETNAMIndochine Counsel
MALAYSIAWong & Partners
INDONESIABastaman Enrico
On 2 February 2010, the Philippine Congress adopted Republic Act No. 10142, entitled the Financial Rehabilitation and
PHILIPPINES
Philippines Adopts New Corporate
Rehabilitation And Insolvency Framework
determining on whether there is a justifiable reason, the following factors should be considered: whether the act has been conducted according to commercial customary practices, ordinary course of business and ordinary interests; whether the act exerts any adverse effects on market competition and consumer interests; and whether the act has any negative impact on economic efficiency and common interests. The Draft Provisions are silent on whether the intent of an operator with dominant position should be taken into account. According to the antitrust practices in the United States, unlike the per se violations, intent and motives are relevant when determining the consequences of such conducts. Thus, a specific intent to exclude or restrict competition should also be included in the “rule of reason” test.
Different from the business concentration, the prohibition on abuse of dominant position under the AML has not been put into effect. Therefore, the Draft Provisions and the NDRC Draft Provisions should be promulgated and implemented as soon as possible.
Written by Jeanette Chan, partnerSue Yang, associatePaul, Weiss, Rifkind, Wharton & Garrison
Hong Kong Club Building, 12th Floor3A Chater Road, Central Hong Kong Email: [email protected] Ph: (8610) 5828-6300 or (852) 2846-0300
On May 25, 2010, the State Administration of Industry and Commerce (“SAIC”) issued the draft Provisions on Prohibition of Abuse of Dominant Market Position (the “Draft Provisions”). The Draft Provisions, together with the draft Anti-Price Monopoly Provisions issued by the National Development and Reform Commission in August 2009 (the “NDRC Draft Provisions”) will constitute a complete set of implementing rules for Chapter III of the Antimonopoly Law (“AML”).
The AML prohibits the following acts conducted by an operator with dominant position: (i) selling or purchasing products at unfair prices; (ii) selling products below cost without justifiable reasons; (iii) refusal to trade without justifiable reasons; (iv) restricting others to exclusively trade with it or other operators designated by it without justifiable reasons; (v) tying products or imposing other unreasonable conditions without justifiable reasons; and (iv) applying different treatments in price or other conditions without justifiable reasons. While the NDRC Draft Provisions focus on regulating those acts in connection with pricing under (i), (ii) and (vi), the Draft Provisions focus on acts of abuse by means of (iii) – (v) and using different treatments unrelated to pricing under (vi). These provisions set forth useful protocols for an operator that may be recognized as having a dominant position.
Apart from the per se violations under (i), all the other acts of abuse of dominant position under the AML are violations only if no justifiable reasons can be substantiated. The Draft Provisions provides that when
CHINA
Abuse of Dominant Market Position –
Implementing Rules Soon To Be Established
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of the proceedings shall be considered terminated.
While court-supervised proceedings are pending, all taxes due from the debtor are waived. Similarly, the amount by which any indebtedness or obligation of the debtor is reduced or forgiven shall not be subject to any tax.
Written ByPhilbert E. Varona, Partner
Philbert E. Varona SyCip Salazar Hernandez & Gatmaitan 3rd Floor, SSHG Law Center 105 Paseo de Roxas, 1226 Makati City PhilippinesT (+63 2) 982 3500; 982 3600; 982 3700 F (+63 2) 817 3896; 817 3567; 817 3145E [email protected]
Should one do a web search on topics relating to clean technology today, one will easily get at least 100,000 relevant hits, reflecting an inevitable fact – the “CleanTech” era is here. Singapore, a financial and trading hub, has realized the great potential of clean technologies and has implemented various strategies to attract clean technology dollars to its shores.
This following summarises Singapore’s recent progress in Going Green:-
The going green Plan. The 50-hectare CleanTech Park, Singapore’s first eco-business park, which houses a core nucleus of cleantech activities to serve as an epi-centre for research, innovation and commercialisation in clean technology was launched on 25 February 2010. Its master plan was also unveiled jointly by the JTC Corporation and Economic Development Board (EDB) on the same day.
The going green Investment Platform. K-Green Trust (“K-Green”),
Singapore GOING GREEN!
SINGAPORE
Singapore’s first green infrastructure trust and Leader Environmental Technologies Limited (“Leader”), one of our clients, both commenced trading on the Official List of Singapore Exchange (SGX) on 29 June 2010 and 16 July 2010 respectively. K-Green aims to invest in “green” infrastructure assets, while Leader seeks to provide environmental protection solutions.
Transportation going green. At the recent World Urban Transport Leaders Summit 2010 held in Singapore on 30 June to 1 July 2010, Singapore’s Minister for Transport, Mr. Raymond Lim stated Singapore’s aim to encourage the development and use of green technologies in the transport sector. In line with such aim, measure such as test-bedding programmes had already been put in place to achieve a greener environment, including the trial of diesel hybrid buses and diesel particulate filters in conjunction with the vehicle emission test laboratory, and the electric vehicles test-bedding programme to assess the feasibility of the electric vehicle in Singapore’s transport eco-system. The application of these technologies, if successful, will see a significant reduction and minimisation of negative impact on the environment.
Recognition for going green. Four Singapore organisations had also made recent headlines when they clinched top ASEAN awards for energy-saving solutions at the recent 2010 ASEAN Energy Awards held in Vietnam on 22 July 2010. These awards are a recognition of the creative energy efficient solutions provided by these four organisations. Written by Ms Elena Ng and Ms Chew Lee Sian
By Ms Elena NgForeign CounselLegal Associate (Corporate Practice)Ph: (65) 6322-2206Fax: (65) 6534-0833E-mail: [email protected]
and
By Ms Chew Lee SianForeign CounselLegal Associate (Corporate Practice)Ph: (65) 6322-2237Fax: (65) 6534-0833E-mail: [email protected] Loo & Partners LLP 16 Gemmill Lane Singapore 069254
Insolvency Act of 2010 (or Fria). The Fria lapsed into law and became effective on 18 July 2010.
The Fria replaces and repeals the Insolvency Law (Act No. 1956), which was enacted in 1909 and was acknowledged as obsolete. Under the Fria, a debtor is considered “insolvent” if it is “generally unable to pay its or his liabilities as they fall due in the ordinary course of business or has liabilities that are greater than its or his assets.” The Fria provides for the following modes of rehabilitating an insolvent corporate debtor:• Court-supervised rehabilitation proceedings – These may be commenced by the debtor (or a group of affiliated debtors) or by creditors representing a specified minimum amount of claims. The court conducts the rehabilitation proceedings with the goal of putting a rehabilitation plan in place within one year from the commencement thereof. A plan must be approved by the debtor and creditors representing more than 50% of the claims of each class of creditors. • Pre-negotiated rehabilitation – In these proceedings, a debtor files a petition with the court for the approval of a rehabilitation plan which has been previously agreed upon by the debtor and its creditors representing at least 2/3 of the debtor’s total liabilities (and at least 67% and 75% of the debtor’s secured and unsecured obligations, respectively). The court is required to approve the plan within 120 days from the date the petition was filed, failing which, the plan shall be deemed approved. • Out-of-court or informal restructuring agreements or rehabilitation plans – In this scenario, the debtor and creditors representing at least 85% of the debtor’s total liabilities (and at least 67% and 75% of the debtor’s secured and unsecured obligations, respectively) agree on a restructuring or rehabilitation plan. A standstill period may be enforced during the negotiations, provided that such standstill is approved by creditors representing more than 50% of the debtor’s total liabilities.
Under the Fria, an insolvent debtor may choose which of its contracts it wishes to “confirm” by delivering written notice of confirmation to the relevant counterparties. Any contract that is not confirmed by the debtor within 90 days from the commencement
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as returns for investment. Hopefully, these will help to regulate the transaction, and protect the interests of both: the project developer and the buyers.
Decree 71 does little to alter the rules for foreigners and overseas Vietnamese. The decree, however, provides some updates to comply with the Law on Residential Housing regarding house ownership by overseas Vietnamese. Specifically, those individuals who do not have Vietnamese citizenship but can trace their origins to Vietnam, as certified by Vietnamese authority, and are permitted to reside for six or more months in Vietnam are allowed to own one apartment or house in Vietnam.
To a lesser degree, Decree 71 introduces a more detailed definition for villas. It defines villas as houses with at least three sides surrounded by garden. Some villas are classified as “historical” or as “architecturally valuable items” that cannot be modified in any way unless such modifications are for the purpose of reinforcement, renovation, or repair. The Decree also provides more details on separate and common ownership in cases of apartment blocks or condominiums with multiple owners.
In sum, Decree 71 provides clarifications to a number of questions that have posed obstacles to both the investors and end-use buyers of residential development projects. These developments will hopefully provide clearance on funding regulations for new projects to rise.
Written By Le Nguyen Huy Thuy, Partner and Cao Tran Nghia
Indochine Counsel Unit 4A2, 4th Floor, Han Nam Office Bldg. 65 Nguyen Du, District 1 Ho Chi Minh City, Vietnam (Tel) +848 3823 9640 (Fax) +848 3823 9641 [email protected] www.indochinecounsel.com
VIETNAM
New Decree Offers More Funding Channels
For Property Projects
On 23 June 2010, the Government issued Decree No. 71/2010/ND-CP guiding the implementation of the Law on Residential Housing (“Decree 71”). Effective and superseding Decree No. 90/2006/ND-CP dated 6 September 2006, from 8 August 2010 Decree 71 addresses a number of persistent problems with current residential development projects.
Decree 71 liberalizes the mobilization of funds for residential development projects. Methods for fundraising now range from traditional funding via loans from credit institutions and investment funds to co-operation agreements or investment agreements. In the case of investment agreements, investors are allowed to receive funds from contractual partners in return for apartments or houses as soon as their project design is approved and the foundation construction has started. Two conditions for this fundraising via investment agreement are (i) the number of apartments or houses distributed to the partners does not exceed 20% of the total project, and (ii) the distribution is conducted through official real estate exchanges.
For contracts signed with buyers of completed apartments or houses, however, investors can mobilize advance payments only after construction of the project’s foundation is completed. Decree 71 also clarifies how to determine when the foundation of a project is completed and thus clarifies when the investors can sell, transfer or assign a house or apartment attached to the project. Decree 71, however, allows project owners to retain future use rights in apartments or houses (up to 20% of the project),
The Strategic Trade Act 2010, gazetted on 10 June, is Malaysia’s first export control legislation passed pursuant to the UN Security Council Resolution 1540 to control the proliferation of weapons of mass destruction (“WMD”).
As of the date of writing, the government intends to issue the regulations tentatively on 1 October, but the date the Act comes into force remains unconfirmed. The Act will require persons exporting, transhipping or bringing in transit strategic items to obtain a permit from the Strategic Trade Controller. Brokers who negotiate, arrange for or facilitate the purchasing, financing, conveying, sale or supply of strategic goods, or buy, sell or supply such items must also register themselves.
In short, the Act controls the movement of all goods and technology that can support the development, storage, inventory, etc. of WMD. These include dual-use items that have both military and civilian uses. Malaysia’s control list will be modeled on the EU’s.
Businesses affected will include those dealing with integrated circuits, programmable logic devices, telecommunication equipment, chemicals, aviation, energy, high-grade stainless steel and many more. Physical goods aside, the intangible transfer of strategic technology and sharing of know-how are also caught. Transmissions originating from Malaysia and transmissions routed through equipment in Malaysia are both regulated.
Contravention of the Act will entail minimum fines starting from RM10 million for corporations; RM5 million and/or 10 years’ imprisonment for individuals. Capital punishment or life imprisonment is mandatory for the
MALAYSIA
Malaysian Export Control
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and/or other aspects of the transaction. KPPU may also hold hearings with all relevant parties to obtain additional information on the transaction. If any breach of the Anti-Monopoly Law is evident, KPPU will annul that particular transaction. In addition, KPPU may also impose other sacntions, including a penalty amounting to a minimum of Rp. 25 billion up to Rp. 100 billion or maximum six monthsimprisonment, the revocation of business licenses as well as a prohibition on the directors/commissioners of the company assuming similar roles as directors/commissioners for 2-5 years.
In order to avoid the transactions being annulled or revoked post-completion pursuant to GR No. 57, the parties may volutarily consult with KPPU on their proposed plan of merger, consolidation or acquistion. This pre-notification to KPPU is set out in Regulation of KPPU No. 1 of 2009, which has been actually subsisting prior to the promulgation of GR No. 57.
Written By Bagus Nur Buwono, Partner Bastaman Enrico (Attorneys At Law) Plaza Asia, Zone 12C Jl. Jend. Sudirman Kav. 59 Jakarta 12190, Indonesia Tel: +(62 21) 514 01 380 Fax: +(62 21) 514 01 379 www.bastamanenrico.com E-mail: [email protected]
worst offences. Those involved in the management of a corporation, e.g. directors and managers, can be jointly guilty of a corporate offence, unless the offence was committed without their knowledge, consent or connivance and they had exercised due diligence.
Businesses will have a 3-month grace period after the Act comes into force to apply for permits. In the meantime, companies should conduct preparatory audits to identify what goods, technologies and processes will trigger the permit requirements. Internal compliance programs should also be designed and disseminated throughout the organisation.
As Malaysia is new to such export control, companies who are ahead of the curve will be well equipped to safeguard their operations and reputations from the common stumbling blocks of implementing such a regime.
This article is for information purposes only. The contents do not constitute legal advice and should not be regarded as a substitute for detailed advice in individual cases. No decision to act or not to act in a particular way should be taken merely on the basis of this article, and detailed legal advice should always be sought at the earliest possible moment.
Written by Adeline Wong, Managing Partner and Kong Si Ying, Associate
Wong & PartnersSuite 21.01, Level 21The Gardens South TowerMid Valley City, Lingkaran Syed Putra59200 Kuala Lumpur, MalaysiaTel: +603 2298 7888Fax: +603 2282 [email protected]@wongpartners.com
On 20 July 2010, the Indonesian Government issued Government Regulation No. 57 of 2010 on the merger, consolidation or acquisition of business entities which could potentially lead to monopolistic practices and unfair business competition. This regulation has been long awaited as a requisite implementing regulation pursuant to Articles 28 and 29 of Law No 5 of 1999 on the Prohibition of Monopolistic Practices and Unfair Business Competition (“Anti-Monopoly Law”).
GR No. 57 is applicable for a merger, consolidation or acquisition exercise resulting in the total assets of more than Rp.2.5 trillion or total sales of more than Rp. 5 trillion. If the exercise involves parties which are banks, it is subject to a higher threshold amount, i.e. Rp.20 trillion of the total assets. GR No. 57 requires the parties to notify the Anti-Monopoly Comission (KPPU) within 30 (thirty) business days as of the effective date of the corporate exercise. A merger, consolidation or acquisition among affiliated parties or related corporations is exempted from this rule. A penalty of Rp.1 million per day, but not exceeding a cumulative amount of Rp.25 billion will be imposed for a late notification to KPPU.
Within 90 (ninety) working days as of receiving the notification along with all requisite documents, KPPU will assess the transaction to determine whether or not the said corporate exercise breaches the Anti-Monopoly Law. The committee is tasked to ensure that there is no execution of prohibited contracts, exercise of prohibited activities, and/or the abuse of dominant positions. KPPU will analyse market concentration, market barrier entry, any potential of unfair business competition, efficiency, bankruptcy,
New Anti-Monopoly Regulation On Merger &
Acquisition Exercises
INDONESIA
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Asian Legal Business ISSUE 10.9
FEaTURE | ALB Hot 100 >>
From Abu Dhabi to Auckland and Sydney to Shanghai, ALB’s editorial team has had a busy month pouring over the wealth of lawyers who have set our newsroom abuzz over the past year. In this year’s ALB HOT 100 we have again catalogued the feats of those who have risen above the rest in the most challenging of years for legal markets across Asia.
Now in its seventh year, ALB’s HOT 100 provides an (admittedly subjective) overview of the past year, listing those lawyers that have turned heads – due to outstanding performance in their field, courting controversy, pioneering a path for rest of the profession, or simply being at the centre of things. Let’s remember: winning the game is not the be all and end all; it’s the style, poise, and class with which you play that counts
FEaTURE | ALB Hot 100 >> FEaTURE | ALB Hot 100 >>
31www.legalbusinessonline.com
Technically brilliant and blessed with bountiful PR savvy, these are the lawyers who have led their practice groups on some of the year’s most outstanding transactions, cases and deals
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why hot:RetainedbyoustedThaiPrimeMinisterThaksinShinawatrato“restoredemocracy”inthetroubledKingdom,Amsterdam&Peroffplayedakeyroleinsupportingthe‘redshirt’movementinThailand.Thefirmhasmadeanameforitselfhandlingcomplexmulti-jurisdictionallitigation,commercialarbitrationandpoliticaladvocacyintryingemergingmarkets.PastclientsincludeSingapore’sDrCheeSoonJuanandNigeria’sformerministerofAbuja,NasirEl-Rufai.
name: Robert Amsterdam Title: Founding partnerFirm: Amsterdam & PeroffLocation: Canada
why hot:TosaythatLi’sdefectionfromCliffordChancetoKing&Woodturnedheadswouldbeanunderstatement.ThemanwhowasleadpartnerondealssuchastheproposedChinalco-RioTintomergercitedthedifficultiesthatforeignlawfirmsfaceintermsofgrowingtheirmainlandpresenceasthemaintriggerbehindhismove.Willevenmorenowfollowhislead?
name: Rupert LiTitle: International managing partnerFirm: King & WoodLocation: China
why hot:PeckwasLee&Ko’sleadlawyeronwhatisbeingdubbedthe‘dealofthecentury’−theUS$40bnsuccessfulbidbyaKEPCO-ledconsortiumtodeliverfour1400MWreactorstotheEmiratesNuclearEnergyCorporationby2020.Lee&KowassolecounseltotheKEPCOconsortiumonthedeal,whichcouldseethecompanydominatetheindustryintheyearsahead.
name: Peck Jong KwanTitle: PartnerFirm: Lee & KoLocation: Korea
why hot:HeadoftheBaker&McKenziememberfirm’scapitalmarketsandM&Apracticegroups,Hadinotohasworkedonsomeofthecountry’slargestdealsofthepastyear,includingtheNorthstarRestructuringandtheRepublicofIndonesiaUSDsukuk.ThesedealsensuredthefirmretaineditsholdovertheIndonesianDealFirmoftheYearawardattheALBSEAsiaLawAwards2010.
name: Tuti Dewi HadinotoTitle: Co-founding partnerFirm: Hadiputranto, Hadinoto & PartnersLocation: Indonesia
why hot:BelievedtobeoneofthefinestdealmakersintheMalaysianlegalservicesmarket,Lohworkedonsomeofthefirm’slargestandmostprominentdealsoverthelast12months,includingthePetronasJumbosukukandmanymore.Theimpressivemandatesthatthefirmworkedonin2009sawittakehomethecovetedMalaysianDealFirmoftheYearawardattheALBSEAsiaLawAwards2010.
name: Loh Mei Mei Title: PartnerFirm: Zul Rafique & partnersLocation: Malaysia
why hot:Oneofthemostsought-afterforeignattorneysinKorea,ShinisnotedforhisexpertUSlawadviceonsomeofthecountry’slargesttransactions.Overthepast18months,hehasadvisedonanumberofcapitalmarkets,M&Adealsandcorporatedeals,inadditiontoprovidingadviceonantitrustandcompetitionlawissues.
name: Luke ShinTitle: Foreign lawyerFirm: Kim & ChangLocation: Korea
why hot:AkaiagaintookouttheInternationalDealmakeroftheYearawardattheALBJapanLawAwards2010forhiscounselonsomeof2009’slargesttransactions,includingboththeNikkoAssetManagement&NikkoCitiTrustSaleandthePanasonic-SanyoElectricmerger–bothjointwinnersoftheM&ADealoftheYear.
name: Izumi AkaiTitle: Co-head of Japan practiceFirm: Sullivan & CromwellLocation: Japan
why hot:FormerUSvicepresidentandclimatechangecrusaderAlGoremeritsinclusioninthisyear’sHot100forhischallengetolawyersattendingthisyear’sIPBAannualconferenceinSingaporetohavethe‘moralcourage’tofightagainstglobalwarming.InGore’skeynoteaddresshesaid:“Whenthemountainglaciersaregoneandthere’sclimaticchaos,thenextgenerationofourswillbeasking‘Whatwereyouthinking?Didn’tyouhaveanylawyers?’”Gorehasbeencampaigningtirelesslytoensurethatclimatechangeissuesfinda‘happyending’.
name: Al GoreTitle: Climate change crusaderLocation: US
Foresight, business acumen and a measure of cunning are the traits of lawyers in this category. Meet the names behind some of the watershed events in the industry this year
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why hot:OneofthemostrespectednamesonthedisputeresolutionsceneinHongKong,Gallandhiseponymouslynamedfirmcontinuetogofromstrengthtostrength.Thefirm’smodel,whichispremisedonhandlingcontentiousconflictwork,provedimmenselysuccessfulandlaysoutablueprintforotherlawfirmslookingtodothesame.
name: Nick GallTitle: Managing partnerFirm: Gall Location: Hong Kong
why hot:AfterdepartingAmarchand&Mangaldastwoyearsago,thehusbandandwifeteamofElka&MPBharuchahavedevelopedtheirfirmintooneofthecountry’smostexcitingmid-sizedfirms.Withanimpressivenumberofmandates,thefirmplanstoexpanditsheadcountaggressivelyoverthenextyear,andhasjusttakenupnewofficespaceinMumbai.
name: Alka Bharucha Title: Co-managing partnerFirm: Bharucha & Partners Location: India
why hot:Althoughthefirm’sfinancialstookabatteringalmosteverywhereacrosstheglobeduringtheGFC,Asiatoldadifferentstory.UnderDaCosta’sleadership,thefirmsawa21%improvementonitsrevenues,takinginclosetoUS$86m.
name: Alastair Da CostaTitle: Managing partner, AsiaFirm: DLA PiperLocation: Hong Kong
why hot:ThecharismaticandurbaneIshigurowasrewardedforhiscounselonsomeofthecountry’slargestdealsbytakinghometheawardforJapaneseDealmakeroftheYearattheALBJapanLawAwards2010.Ishiguro’sMori&Hamadaplayedaroleonmostofwinningdeals,includingtheEquityMarketDealoftheYear,theM&ADealsoftheYear,theTMTDealoftheYearandtheJapaneseDealoftheYear.
name: Toru IshiguroTitle: Of counselFirm: Mori Hamada & MatsumotoLocation: Japan
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FEaTURE | ALB Hot 100 >>
Asian Legal Business ISSUE 10.9
FEaTURE | ALB Hot 100 >>
why hot:KochharremainstheonlypracticinglawyertohavebeenawardedtheRajivGandhiAwardfor“YoungAcheiver&Entreprenuer”–evidence,accordingtomany,thathepossessesalevelofbusinessacumenthatfewMPsinIndiacanmatch.Underhisleadership,thefirmstruckatripartitealliancewithSaudifirmDrKhalidAlnowaiserandUAE-basedMIOAdvocates.ExpectthefirmtoannounceasimilararrangementwithaKuwaitlawfirmshortly.
name: Rohit Kochhar Title: Chairman & managing directorFirm: Kochhar & Co Location: India
why hot:OkadaischargedwithanchoringNishimura’sfirstoverseasofficeafterthefirmopenedinBeijingearlierthisyear.ThefirmalsoestablishedanalliancewithfellowJapanesefirmSogyuUryu&ItogainDecember2009.
name: Saori Okada Title: PartnerFirm: Nishimura & AsahiLocation: Beijing
why hot:AldrichhasbeenonsecondmentwithlocalMongolianlawfirmGTsAdvocatesforthelasttwoyearsandwillnowbecomethefirm’sresidentpartnerafterthetwofirmssealedanallianceagreement.ThearrangementmeansHogansLovellsistheonlyinternationalplayerwithapresenceinthenaturalresources-richcentralAsianstate.
name: Michael AldrichTitle: Resident partnerFirm: Hogan LovellsLocation: Mongolia
name: Vincent ConnorTitle: Managing partner AsiaFirm: Pinsent MasonsLocation: Hong Kong
name: Mohan PillayTitle: Managing partnerFirm: Pinsent Masons MPillayLocation: Singapore
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why hot:Whenthetwoannouncedthattheywereformalisingtheirde-factorelationshipbyenteringinajointlawventure,fewweresurprised.Butmanyweretakenabackbythedepthofthetiesbetweenthetwofirms.Aspartofthealliance,MohanPillaywillbecomeapartneratPinsentMasons,whileMPillayequitypartnerChrisChongwillbecomeaconsultantattheUKfirm.ThemodelmayjustreinvigoratetheflaggingJLVmodel
name: Carol HallTitle: Hong Kong managing partnerFirm: WalkersLocation: Hong Kong
name: Guy LockeTitle: Managing partner, AsiaFirm: WalkersLocation: Hong Kongo
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why hot:ThedepartureofHughO’Loughlintothefirm’sJerseyofficehasseenoffshoreplayerWalkersreshuffleitsAsianmanagement.Aspartofthisprocess,Locke,formerlyheadofthefirm’sinsolvencyandcorporaterecoverygroup,waselevatedtotheflagshiproleofAsiamanagingpartner,whileHall,currentheadofinvestmentfundsinHongKong,wasmadeheadofthefirm’ssizeableoffice.
why hot:Therecipientofthe‘ManagingPartneroftheYear’awardattheALBChinaLawAwards2010,WangLinghasenjoyedarecentperiodthathasbeenimmenselysuccessfulforherfirm.Inadditiontoactingonanumberofhigh-profiledeals,thefirmsecuredantitrustapprovalsforthePfizer-WyethandFiat-ChryslermergersinadditiontoadvisingonthecontentiousWahahaDanonesettlement.
name: Wang LingTitle: Managing partnerFirm: King & WoodLocation: China
why hot:Inalegalservicesmarketwhichtendstobemoreinsularthaninternational,Azmihasbrokenthemold.Earlierthisyear,thefirmnotonlyannouncedthelaunchofadedicatedChinadesk,butalsothatithadstruckastrategicalliancewithlocalPRCfirmZhongYintocollaborateontheburgeoninglevelsoftwo-wayinvestmentbetweenMalaysiaandChina.
name: Azmi Mohd AliTitle: Managing partnerFirm: Azmi & AssociatesLocation: Malaysia
why hot:Oneofthefirstlawfirmstobelistedonastockexchange,ILHsawa44%increaseinnetafter-taxprofitforFY2010–intheblackbyA$853,000.Fowlerpredictsmoreofthesamefortheyearahead.Thecompanydeclaredfullyfrankeddividendsof0.75centspershareforFY2010,havingpaidaninterimdividendof0.25centsfullyfrankedinApril2010.
name: Graeme FowlerTitle: Managing directorFirm: Integrated Legal HoldingsLocation: Australia
name: Ian WilliamsTitle: PartnerFirm: Blake DawsonLocation: Australia
name: Natsuko OgawaTitle: Tokyo office headFirm: Blake DawsonLocation: Japan
why hot:ExhibitingthesamespiritforexpansionasitsAussiecounterpartBlakeDawson,KiwifirmKensingtonSwanbecamethefirstNZfirmtoentertheMiddleEast.Theoffice,whichwillbemannedbyfourlawyersinadditiontoLowcay,willtargetgovernmentmandatesaswellasprivateclientsandoutboundworkintoAustralasia.
name: Quentin LowcayTitle: Abu Dhabi office headFirm: Kensington SwanLocation: Middle East
name: Glenn HaleyTitle: Managing partnerFirm: Haley & Co in association with Clayton UtzLocation: Hong Kong
name: Colin DoddTitle: PartnerFirm: Haley & Co in association with Clayton UtzLocation: Hong Kong
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why hot:InopeninganofficeinJapan,BlakeDawsonbecamethefirstAustralianlawfirmtoentertheJapaneselegalservicesmarket.Theoffice,whichwillfocusonassistingJapaneseclientsintheirinvestmentsinAustraliaandsoutheastAsia,willbeledbyAsiainternationalpartnerNatsukoOgawaandformerAustralianinternationalrugbyplayerIanWilliams.
why hot:WhenthefirmopenedinHongKong,ClaytonUtz’sthenchiefexecutivepartnerwasforcedtodefendthemoveinthefaceofcriticismthatitrepresenteda‘strategicu-turn’giventhatthefirmhadresistedinternationalexpansionforthelongesttime.ButinHaleyandDodd,thefirmhasthemanpowertomaketheventureasuccessfulone.HaleycomestothefirmfromlocaloutfitDeacons,wherehewasthatfirm’sheadofdisputes.DoddhasalsobeenbasedinHongKongforanumberofyears.ItisworthnotingthatasClaytonUtztakesitsfirstbaby-stepsintoAsia,itsAustraliancounterpartMallesonsiscelebratingthe20thbirthdayofitsHongKongoffice.
FEaTURE | ALB Hot 100 >> FEaTURE | ALB Hot 100 >>
33www.legalbusinessonline.com
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34
FEaTURE | ALB Hot 100 >>
Asian Legal Business ISSUE 10.9
FEaTURE | ALB Hot 100 >>
why hot:Consideredtobeonthefirm’sbrighteststars,Kapoor’snetworksandcontactsinthesubcontinentrundeepdespitehisrelativelytenderage.Overthepastyear,KapoorhasactedonsuchdealsasRelianceIndustries-ReliancePetroleumUS$1.7bnmerger,ICICIBank’sUS$750mbondofferingaswellasMorganStanleyInfrastructurePartners’investmentinAsianGenco.WatchfortheUSfirm’sIndiapracticetoreallytakeoffintheyearaheadunderKapoor’sguidance.
name: Kirtee KapoorTitle: Partner & head of India practiceFirm: Davis PolkLocation: Hong Kong
why hot:Whetherthefirm’sdecisiontoopenofficesinAustraliaisprudentisunderdebate,butthefactisthatitisthefirstandonlyAsialawfirmtoopeninSydneyandMelbourne.ThelastfewyearshavebeenmarkedbytheinexorabledeclineofthefirmasaforceintheMalaysianlegalservicesmarketandthefailureofitsMiddleEastexperiment.
name: Dato’ Dr Nik Norzrul ThaniTitle: ChairmanFirm: Zaid Ibrahim & CoLocation: Malaysia
why hot:Appointedtothefirm’sinternationalmanagementcouncil,Rapinetwillberesponsiblefordrivingstrategicdirectionandmanagingalloperationsincludingclientandbusinessdevelopment,financialandoperationalaffairs,implementationoffirmpolicies,practicemanagementandexpansionandregionalmanagementandexpansion
name: Crispin RapinetTitle: Asia and Middle East regional managing partnerFirm: Hogan LovellsLocation: England
why hot:GarriguesbecamethefirstmajorSpanishfirmtooutlineitsdesiretocaptureashareoftherapidly-growingIndianlegalservicesmarketafterannouncinganon-exclusivetieupwithIndianlawfirmDuaAssociates.ThearrangementisthefirstofitskindbetweenaSpanishandIndianlawfirmandgivestheSpanishgiantaclearedgeofitscompetitors.
name: Sergio Sanchez SoleTitle: Head of India deskFirm: GarriguesLocation: Spain
why hot:Li’sfirmisthefirstHongKonglawfirmestablishedbyaPRClawyer.LihimselfisadmittedtopracticeinHongKong,theUSandUKandisknownforhisexpertiseinassistingPRCandHongKongcorporationstolistontheHKexandraisefundsthroughthecapitalmarkets
name: Robin LiTitle: Managing partnerFirm: Li & PartnersLocation: Hong Kong
name: Rohan Pradeep ShahTitle: Managing partnerFirm: Economic Laws PracticeLocation:India
why hot:Thepastyearsawtremendousgrowthforthisup-and-comingIndianlawfirm.UnderShah’sastuteguidance,thefirm,whichenjoysapreferentialreferralarrangementwithPinsentMasons,sawitsrevenuesandheadcountswellbymorethan40%onthebackofstrongdemandinitscoreareasoftaxation,commercialandregulatorywork.
why hot:It’sbeenalonger18monthsforTonyHollandthanithasbeenformostotherlawyersacrosstheregion.HollandjoinedDLAPiperfromMallesonsin2008andwasinstalledasthefirm’sDubaimanagingpartner.Whatensuedwas,toputitlightly,anannushorribilusinwhichthefirmrapidlylostcloseto30%ofitsheadcountinDubaithroughlayoffsandpoorrevenuefigures.Lastyear,HollandlefttheGulfboundforthefirm’sAustralasiaalliancepartner,DLAPhillipsFox,wherehenodoubthopesthatgoingwillbealittleeasier.
name: Tony HollandTitle: Chief executiveFirm: DLA Phillips FoxLocation: Sydney
why hot:Managingpartnerofthefirm’sTokyoofficeforthelasttwoyears,SokoloffwaselevatedtothetopregionalpositionearlierthisyearwhereshewilljoinAlanSchiffman.Thepairarechargedwiththetaskofintegratingthefirm’sAsianoperationsmorecloselywithitsotherinternationaloffices.
name: Audrey SokoloffTitle: Joint managing partner, AsiaFirm: SkaddenLocation: Japan
why hot:Lateralhiresdon’tcomemuchbiggerintheGulfthananAlTamimiofficehead,andinAhmedAnani,formerlyheadoftheGulfheavyweight’sQataroffice,Lathamshavepulledoffsomethingofacoup.Anani,whosemoveisstillsubjecttoregulatoryapprovals,willjoinLathamslaterthisyearasapartnerinitscorporatepractice.
name: Ahmed AnaniTitle: PartnerFirm: Latham & WatkinsLocation: Doha
why hot:SandrasegaradepartedDrew&Napierforfellow‘bigfour’playerWongPartnershipearlierthismonthafter17yearswiththefirmThemove,whichissurelyoneoftheLionCity’smosthigh-profilelateralmovesinrecentmemory,issuretosendshockwavesthroughDrew&Napier.NotonlyhavetheylostapartnertoafiercerivalbuttheywillalsohavetodowithoutSandrasegara’sinsolvency&restructuringprowess.InjoiningWongPartnership,Sandrasegarawillalsobeabletolinkupwithhisolderbrother,Dilhan,beforethelatterheadsofftotakeupanexecutivepositionwithTemasek(seep42formore).
name: Manoj SandrasegaraTitle: PartnerFirm: WongPartnershipLocation: Singapore
why hot:Ithasbeenaneventful12monthsforAllen&Overyintheregion.UnderBrown’sguidancetheMagicCirclefirmmadetheunprecedentedmoveofopeningofficesinSydneyandPerth,expandeditsSouth-EastAsianfootprintbyopeninginIndonesiathroughanassociatefirm,andpostedbetterthanexpectedfinancialsforthelastFY.
name: Thomas BrownTitle: Managing partner AsiaFirm: Allen & OveryLocation: Hong Kong
name: David DoranTitle: Partner & chairmanFirm: DFDL MekongLocation: Thailand
name: Marcus CollinsTitle: PartnerFirm: DFDL MekongLocation: Thailand
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why hot:WhilethelegalworldwasfocusingonthehighlypublicisedmergersbetweenNortonRoseandDeacons,andLovellsandHogan&Hartson,twosmallerfirmsinSouth-EastAsiawerefinalisingthetermsoftheirownunion.IndochinalawfirmDFDLMekongfinaliseditsmergerwithBangkok-basedMcEvily&CollinsinJanuary,andwhilenotexactlyonthescaleofaglobalmerger,aftersubsumingtheMcEvily&CollinsbrandinThailand,thelawfirmneverthelessgainedanewofficeinPhuket,twonewpartnersand15lawyers.Itnowhas90lawyersandprofessionalsacrosseightoffices.WithofficesinCambodia,Laos,Vietnam,ThailandandMyanmar,DFDLiswellonitswaytobecomingthefirsttrulypan-ASEANlawfirm.Willtheirexamplebefollowed?
FEaTURE | ALB Hot 100 >> FEaTURE | ALB Hot 100 >>
35www.legalbusinessonline.com
Firm ProfileMori Hamada & Matsumoto
The first case testing Article 21-2 of Financial Instruments and Exchange Law is currently on trial in the Supreme Court of Japan. This is
the Livedoor Case. The Supreme Court is expected to render judgment soon and it will have substantial and important impact on various investors including buyers seeking M&A opportunities.
1 OuTlINE OF aRTIClE 21-2Article 21-2 was enacted recently to reduce the difficulty faced by investors who suffered loss caused by material misstatement of disclosure documents in claiming damages from the issuer.(1) PlaintiffPlaintiff is an investor who purchased securities in the market during the period of material misstatement. The issuer’s liability is strict liability and a “no-fault” defense is therefore not available under the law.
(2) Ceiling of Damage amountArticle 21-2 imposes a ceiling for the measure of damages. The ceiling is the purchase price less the sale price after public notification of the misstatement.
(3) Presumption of Damage amountIf the fact of misstatement is publicized by the issuer or someone who has authority pursuant to Japan’s laws and regulations, the plaintiff can make use of the statutory “presumption of damage amount”. The presumed amount of damage is the deference between one-month average of market price before and after publication date.
(4) Reduction of Presumed Damage amountThe defendant may ask for reduction of the presumed damage amount by establishing that the fall in share price resulted, in whole or in part, from any cause other than the publication of the fact of the misstatement. Where the presumed damage amount is reduced, the court shall order the defendant to pay the investor the lesser of the reduced presumed damage amount and the ceiling amount.
2 THE lIVEDOOR CaSEIn January 2006 the fact of material misstatements in Livedoor’s past disclosure documents was publicized with the result
of an immediate share price drop from around JPY 700 to 100. Numerous Japanese institutional investors who suffered damage filed suites against Livedoor.
Institutional investors who filed suites against Livedoor through trust banks include Public Pension Funds (Government Pension Investment Fund and most of the major public pension funds), Major Financial Institutions (Japan Post Insurance, Japan Post Bank, major insurance company) and Mutual Funds. The amount of claim filed by investors who purchased Livedoor shares through primary and secondary market is assumed to be around 78 billion JPY compared with Livedoor’s Consolidated Net Asset 194 billion JPY.
As to Individual Investors’ suites including more than 3000 individual plaintiffs, in June 2009, Tokyo District Court rendered a judgment of (i) 67% reduction of presumed damage amount and (ii) 7.3 billion JPY of damage to be paid to individual investors (claimed damage amount was 23 billion JPY).
As to the suites concerning Institutional Investors including Public Pension Funds and Major Financial Institutions as plaintiffs who are represented by Mori, Hamada & Matsumoto, in June 2008, Tokyo District Court rendered a judgment of (i) 30% reduction of presumed damage amount and (ii) allowed 9.5 billion JPY of damage (claimed damage amount was 10.9 billion JPY). Livedoor appealed and in December 2009, Tokyo High Court rendered a judgment of (i) 10% reduction of presumed damage amount and (ii) increased the damage amount up to 9.9 billion JPY. Livedoor appealed and the Supreme Court is expected to render judgment soon.
3 IMPlICaTIONS(1) Investors who suffered damageAfter the enactment of Article 21-2, the legal situation changed and it became much easier for investors to recover damage caused by material misstatement. This change will give some impact on fiduciary investors because once a material misstatement of a portfolio company is publicized and some investors file suites, other investors who owe a fiduciary duty will likely take the same action to protect the interests of beneficiaries such as pensioners, beneficiaries of mutual funds and insurance, and shareholders. In such a case the fiduciary investors should carefully prepare for the litigation because
the choice of legal strategy may result in a substantial difference of judgment including a difference of reduction rate. In addition the time necessary for the suite does not necessarily work against the plaintiff because 5% of statutory interest is accrued until the defendant pays the damage amount.
(2) Investors seeking new investment opportunitiesAfter the publication of a past material misstatement by a listed company, the share price may as a result drop drastically leading to investment opportunities for potential new investors. Nevertheless potential investors will need to carefully estimate (i) the amount of damage, including the expected accrued interest, (ii) possibility of delisting, administrative and criminal sanctions, and (iii) the certainty of separation of contingent liabilities in case of investment in subsidiaries.
Both investors who suffered damages and those seeking new investment opportunities in the situation of publication of past material misstatement will need to carefully evaluate the legal impact caused by the Article 21-2 considering the imminent judgment to be rendered by the Supreme Court in the Livedoor case.
Hisao Saito, partner Mori Hamada & Matsumoto tel: 81 3 6212 8336 (direct) fax: 81 3 6212 8236 email: [email protected]
Civil Sanctions for Misstatement of Disclosure Documents in Japan: Imminent Supreme Court Judgment
35www.legalbusinessonline.com
Hisao Saito
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FEaTURE | ALB Hot 100 >>
Asian Legal Business ISSUE 10.9
FEaTURE | ALB Hot 100 >>
why hot:AfterbeinghandpickedbySalanstolaunchtheirHongKongofficeonlyayearago,LuijumpedshiptotheHongKongassociatedofficeofEdwardsAngellPalmer&Dodgeandindoingsobecamethatfirm’sthirdHongKong-basedpartner.
name: Andrew LuiTitle: PartnerFirm: Lister Swartz in assoc with Edwards Angel Palmer & DodgeLocation: Hong Kong
why hot:PickedtoleadAllen&Overy’sJakartapresence,theformerBaker&McKenzie(Hadiputranto,Hadinoto&Partners)energy,infrastructure&projectspartnerwillbehopingtoconsolidatetheMagicCirclefirm’salreadystrongpositioninthearchipelago.
name: Daniel GintingTitle: PartnerFirm: Daniel Ginting Law Firm Location: Indonesia
why hot:SavagetradedlifeatShearman&Sterlingasvice-chairofinternationalarbitrationandheadofAsiadisputestohelpanchorKing&Spalding’snewSingaporeoffice.SavageisadisputeresolutionlawyerofsomereputeintheLionNationandwillbeakeymemberofthefirm’soffice.
name: John Savage Title: PartnerFirm: King & SpaldingLocation: Singapore
Moving in-house, back into private practice, joining the competition or just generally on the way up? Here are some of the more remarkable appointments of the past 12 months
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why hot:Albrechtwasappointedtothefirm’stopAsiapostearlierthisyearfollowingtheretirementoflong-timeincumbentWilliamFifield,whowillreturntothefirm’sDallasoffice.Albrechtwillpresideoverwhatmanyaretippingtobeaperiodoftremendousgrowthforthefirmintheregion,includingaddingtoitssixAsianoffices.
name: Thomas AlbrechtTitle: Asia-Pacific managing partnerFirm: Sidley Austin Location: Hong Kong
why hot:TheformerheadofBird&Bird’sAsiadisputesandemploymentlawpracticesjumpedtoSalansearlierthisyear.FitzGeraldhasover15yearsexperienceintheseareasofpracticeandhisappointmentisopportunelytimed−employment-relatedPRCworkisexpecttoincreaseexponentiallyintheyearahead.
name: Daren FitzGeraldTitle: Partnercompany: SalansLocation: Hong Kong
why hot:WhileDenisBrock’smovefromtheLondonofficeofCliffordChancetotheHongKongofficeofMallesonsismostcertainlythe‘coup’thatRobertMilnerdescribeditas−BrockisoneofthemostexperiencedoftheMagicCirclefirm’slitigatorsandboastsplentyofAsiaexperience−onecan’thelpfeelingthereismoretothisappointmentthenmeetstheeye.
name: Denis BrockTitle: PartnerFirm: Mallesons Stephen JaquesLocation: Hong Kong
name: Justin Davidson Title: PartnerFirm: Norton RoseLocation: Hong Kong
name: Gigi CheahTitle: PartnerFirm: Norton RoseLocation: Hong Kong
why hot:Theformerco-headsofDLAPiper’sAsiaTMT/IPpracticetreadawell-wornpathbyleavingthatfirmearlierthisyearfortherapidly-growingNortonRose.Cheahisanon-contentiousIPlawyerwhospecialisesinoutsourcingandlifesciences,whileDavidsonisconsideredaleaderinIPtransactionwork.TogethertheyhaveworkedforclientssuchasGEMoney,BoeingandAccenture.
why hot:HandpickedbyLathamstobuildtheirdisputespracticeintheregion,theformerJonesDaylawyerisconsideredoneofthemostwell-roundedlitigatorsinthemarket.PowellwasmostrecentlyspeciallitigationcounseltotheLehmanestateinconnectionwithitsbankruptcyproceedings.
name: Simon PowellTitle: PartnerFirm: Latham & WatkinsLocation: Hong Kong
name: Harriet UngerTitle: Partnercompany: Thorp AlbergaLocation: Hong Kong
name: Richard ThorpTitle: Partnercompany: Thorp AlbergaLocation: Hong Kong
name: Everton Robertson Title: Partnercompany: Thorp AlbergaLocation: Hong Kong
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why hot:UngerandThorpheaduptherecentlyopenedHongKongofficeofoffshoreboutiqueThorpAlberga.TheformerMaplesandCalderpartnerswillberesponsibleforbuildingthefirm’sclientbaseintheregionandwillbelookingtonewstarrecruitEvertonRobertsontoplayaroleintheprocess.RobertsonjoinedthefirmfromtheHongKongofficeofoffshorerivalWalkersearlierthisyear.
FEaTURE | ALB Hot 100 >> FEaTURE | ALB Hot 100 >>
37www.legalbusinessonline.com
why hot:AnotherpartnertodepartDLAPiperoverthelast12months,Lee’smovewascertainlyastepupjoiningUSfirmCadwaladerWickersham&TaftasitsmanagingpartnerforAsia.WhilethemoveissprudentoneforLee,thesamecanalsobesaidforthefirm.LeeiswidelyregardedasoneoftheforemostventurecapitalandprivateequitylawyersinChina.
name: Rocky LeeTitle: Managing partner- Asiacompany: Cadwalader Wickersham & TaftLocation: China
why hot:Nguyenbecamefast-growingfirmIndochine’sfifthpartner−andimportantly,itsfirstfemaleone–afterherpromotionearlierthisyear.Nguyenhasledthefirm’sIP&technologypracticesinceitscreationin2007.
name: Nguyen Thi Hong AnhTitle: PartnerFirm: Indochine CounselLocation: Vietnam
name: Abhijit JoshiTitle: Co- managing partnerFirm: AZB & PartnersLocation: India
name: Zia ModyTitle: Co-managing partnerFirm: AZB & PartnersLocation: India
name: Bahram VakilTitle: Co-managing partnerFirm: AZB & PartnersLocation: India
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why hot:Collectively,thethreelawyersarethe‘A’(AbhijitJoshi),‘Z’(ZiaMody)and‘B’(BahramVakil)ofAZBanddefinetheveryessenceofthisfirm.TheirrainmakingskillsanddeepconnectionsinthesubcontinentandacrosstheglobecatapultedthisfirmfromrelativelyobscurityonlyafewyearsagotooneofthemostformidablefirmsinIndia.CliffordChance’sIndian‘bestfriend’hassecuredsomememorablemandatesoverthepast12monthsincludingUAE-basedtelecomserviceproviderEtisalatonitsUS$900macquisitionofastakeinthenewlylicensedIndianoperatorSwanTelecomaswellasaontheIndiangovernmentdisinvestmentdeals.Thefirm’smarket-leadingpositionwasperfectlyexemplifiedbythefactthatittoppedM&Aleaguetablesforthefirsthalfof2010,closing38dealswithatotalvalueofUS$16.6bn.
Check out this and many other ALBsurveys and rankings at www.legalbusinessonline.com
38
FEaTURE | ALB Hot 100 >>
Asian Legal Business ISSUE 10.9
FEaTURE | ALB Hot 100 >>
name: Marc HarveyTitle: Global head of litigationFirm: LinklatersLocation: Hong Kong
name: Stuart SaltTitle: Asia managing partnerFirm: LinklatersLocation: Hong Kong
name: Zili ShaoTitle: Chairman & CEOcompany: JP Morgan ChinaLocation: China
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name: Roger PengTitle: PartnerFirm: Paul HastingsLocation: China
name: Robert LewisTitle: PartnerFirm: AllbrightLocation: China
name: Gordon NgTitle: PartnerFirm: O’Melveny & MyersLocation: Hong Kong n
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name: Arthur MokTitle: PartnerFirm: Ropes & GrayLocation: China
why hot:AnyonewhochosetoleavetheMiddleEastofficesofDLAPiperoverthelast18monthsalmostmeritsautomaticinclusioninourHot100–suchwasthedeeplytroublednatureofthefirm’sexistenceintheGulfduringtheGFC.YoungwasDLA’sheadofIPfortheMiddleEast,SouthAsiaandAfricaandwillworkonbroadeningClyde’sfranchisingofferingintheregion.
name: Joycia YoungTitle: PartnerFirm: Clyde & CoLocation: Middle East
why hot:SoimportantwasAustintothefirm’splansinHongKongthatglobalmanagingpartnerKenDoranimpliedthathadGibsonDunnnotbeenabletotemptherawayfromherin-housepositionatGEtheymightnothaveopenedinHongKong.Austinisknowntohaverunaworld-classcomplianceprogramwhilein-houseandwillbecalledontohelpcompaniesdevisetheirownsysytemsinhernewrole.
name: Kelly Austin Title: Hong Kong managing partnerFirm: Gibson Dunn & CrutcherLocation: Hong Kong
why hot:Apartner-levellateralhirefromCliffordChance,Howell’sarrivaliscrucialbothinAAR’swishtobuilditsenergycredentialsinsoutheastAsiaandthefirm’stieswithitsSingaporejointlawventurepartnerTSMPLawCorporation.
name: Rod HowellTitle: PartnerFirm: Allens Arthur RobinsonLocation: Singapore
why hot:TheformerJonesDaycounselandseniorIPattachéattheUSEmbassyinBeijingwasappointedthecomputingandsoftwaregiant’sglobaldirectorofIPearlierthisyear.
name: Mark CohenTitle: Director for international IPcompany: MicrosoftLocation: China
why hot:Inwhatwasarguablyoneofthemosthigh-profilelateralhiresofthepast12months,SingaporefirmWongPartnershipsecuredtheservicesofformerClyde&CoandDentonWildeSaptepartnerAndrewWatsontoserveasco-headofitsMiddleEastpractice.Watsonwillberesponsibleforexpandingthefirm’sGulfofferingbeyondconstructionandcorporateadvisoryareas.Hewillsitwithinthefirm’sIPandmediatechnologypractice.
name: Andrew WatsonTitle: Co-head of Middle East practiceFirm: WongPartnershipLocation: Middle East
why hot:ThedepartureoftwoAsiamanagingpartnerswithin12monthscausedamanagementreshufflelikenootherwithintheAsiaoperationofthemagiccirclefirm.First,GilesWhitelefttheposttojoinLinklaters’long-timeclientJardineMatheson,andthenonlyalittlemorethensixmonthslaterWhite’sreplacement,ZiliShao,vacatedthepositiontoleadJPMorgan’sChinaoperations.Theresultofthismanagerialmerry-go-roundwastheappointmentofthenEMENAmanagingpartner,StuartSalt,tofillthevoid.Althoughunrelatedtothismanagementreshuffle,MarcHarvey’selevationtoglobalheadoflitigationisjustasimportant.ItmarksthefirsttimethatthefirmhasentrustedtheposttoalawyerbasedoutsidetheUK.
Whyhot:OneofthemosttalkedaboutlawfirmmergersinrecentmemorywasfinallyconsummatedthisyearwithHogan&HartsonandLovellsbecomingHoganLovells,butthemovewasacostlyoneforsomeseniorlawyersatthefirms.RobertLewis,Lovells’formerBeijingmanagingpartner,quitthefirmtojoinlocaloutfitAllbrightasaseniorinternationallegalconsultant.Althoughthelossofa
managingpartnerofthecaliberofLewisismostcertainlyabody-blowforthenewlyformedalliance,itshouldbenotedthathisdeparturewasconsideredsomewhatimminent.AsonesourceclosetoALBnoted:“It’saloss,butwecouldseethatitwasgoingtohappengivenRobert’smissionary-likezealtohelpdevelopthelocallegalmarketinChina.”TherationalebelyingLewis’moveneverthelessisfinefoodforthoughtforanyoneinterestedinhowthemarketwilldevelopoverthenextfewyears.Thereasonsbehindtwosimilardeparturesareperhapsjustasclear.Inane-mailtoclients,Hogan&Hartson’sformerHongKongmanagingpartnerGordonNg
announcedthathiseponymouslynamedfirmhadterminateditsalliancewithHogansandwouldinsteadbejoiningforceswithO’Melveny&Myers.“Effective1stMay2010,Hogan&HartsonwillchangeitsnamebacktoGordonNg&CoandwewillcommenceanassociationwithO’Melveny&Myers.Ourrelationshipwithyouremainsunchanged,”theemailread.Hogan&Hartson‘localised’itsHongKongoperationsmidwaythroughlastyear(allowingittopracticeHongKonglawunderthenameHogan&Hartson),suggestingperhapsthatGordonNg&Co’sdaysasHogans’HongKongally–regardlessofthelatter’smergerwithLovells–werealreadynumbered.ConnectedtoHogans’HongKonglocalisationwasareshufflingofitsmanagementontheMainlandthatsawsomehigh-profilepartnersfrozenoutofthefirm’sruling
cadre.OneofthesewasArthurMok,whoalthoughinstalledasHogans’ShanghaimanagingpartnerwasoverlookedfortheGreaterChinaleadershiprole,whichwasjointlyfilledbythelong-servingJunWeiandStevenRobinson.Inthiscontext,Mok’sdeparturetoRopes&Grayisalsonotsurprising,giventhefirm’sambitiousexpansionplansinChinaandtherolethathadbeenoutlinedforMokinthem.Similarly,thedepartureofRogerPengwasalsowrittenonthewallalthoughhewastheHogan&Hartson’sBeijingmanagingpartner.
why hot:WhileKitchinhasbeeninthenewsforallthewrongreasonslately,thefounderandformermanagingpartnerofAshurst’sTokyoofficedefectedtoUKrivalCliffordChanceearlierthisyeartoheadupthefirm’scorporateandprojectspractice.Widelyregardedasoneofthemostknowledgeableseniorlawyersinthemarket,Kitchin’scapturewasbothacoupforCliffordChanceandablowforAshurst.
name: Alan KitchinTitle: PartnerFirm: Clifford ChanceLocation: Japan
name: Latiff IbrahimTitle: Co-founding directorFirm: Inca LawLocation: Singapore
name: Shashi NathanTitle: Co-founding directorFirm: Inca LawLocation: Singapore
name: Lynette ChewTitle: Co-founding directorFirm: Inca LawLocation: Singaporeo
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name: Kelvin AwTitle: Co-founding directorFirm: Inca LawLocation: Singapore
why hot:AfterahighlypublicizedsplitfromHarryEliasPartnership,thefourlawyersledbythefirm’sformermanagingpartner,LatiffIbrahim,splinteredofftoestablishtheirownboutiquepracticenamedIncaLaw−theinitialsofthefourfoundingdirectorsofthefirm.Afteraperiodofworkingfromhome,intheofficesofclientsandwherevertheycouldfindasparedeskwithaphoneandaninternetconnection,thelawyershavefinallysettleddownintheirnewhomeintheheartofRafflesPlace.
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FEaTURE | ALB Hot 100 >>
Asian Legal Business ISSUE 10.9
FEaTURE | ALB Hot 100 >>
why hot:MenonwillstepdownfromthetoppostatRajah&Tanlaterthisyeartotakeupadifferentkindoftoppost,asSingapore’sattorneygeneral.MenonreplacesWalterWoonwholeavestorejointhefacultyofLawattheNationalUniversityofSingapore.
name: Sundaresh MenonTitle: Managing partnerFirm: Rajah & TanLocation: Singapore
why hot:CapitalmarketspartnerNgwaselevatedtotheHongKongofficeheadpositionearlierthisyearfollowingtheretirementofCliveRoughfromFreshfields’partnership.Ng,whoisalsoglobalco-headofthefirm’scapitalmarketspractice,willbeeagertopositionthefirmascounselofchoiceonHongKonglistingsintheyearahead.
name: Kay-Ian NgTitle: Hong Kong managing partnerFirm: FreshfieldsLocation: Hong Kong
why hot:Afterover15yearsworkingin-houseforCitigroup(includingtimeasthemanagingdirectorandgeneralcounselofitsAsia-PacificInstitutionalclientsgroup)MillerwassuccessfullyluredbyFreshfields’corporatepractice.
name: Royce MillerTitle: PartnerFirm: FreshfieldsLocation: Hong Kong
why hot:RegardedasoneofthemostastutestructuredfinancepractitionersinAsia,TaylorwasnamedheadoftheUSfirm’sChinapracticeearlierthisyear.ShereplacedJamesTervointhetoppostafterherelocatedtothefirm’sSanFranciscooffice.Inherleadershiprole,Taylorwilloverseecloseto100lawyersacrossthreeGreaterChinaoffices.
name: Michelle TaylorTitle: Head of China practiceFirm: OrrickLocation: Hong Kong
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name: Vassili MoussisTitle: Foreign lawyerFirm: Anderson Mori & TomotsuneLocation: Japan
why hot:Themulti-lingualMoussiswasoneofanumberofforeignlawyerstojointheranksofJapaneseandKoreanfirmsoverthepastyear.Moussis,whospecializesinEUlegaladvisory,isamemberofthefirm’santitrust&competitionpractice.
name: Steve JacobsTitle: Foreign lawyerFirm: Indochine CounselLocation: Vietnam
why hot:JacobsjoinedIndochinelatelastyeartoboostthefirmscapabilitiesinM&Aandequity-relatedtransactions.US-qualified,Jacobs’inputwillprovecrucialastheUSgovernmentstepsuptradereliefagainsttheVietnam.Jacobswillalsonodoubtplayaroleineducatingandhelpingtocultivatethefirm’syoungerlawyers.
name: Ben HughesTitle: Co-chair of International disputes groupFirm: Shin & KimLocation: Korea
why hot:Shin&KimpoachedHugheslatelastyearfromUSgiantShearman&Sterlingtolaunchitsinternationaldisputeresolutiongroupalongwiththefirm’schairman,KimBeomsu.Sincelaunchingthegroup,thefirmhaseatenawayatthemarketshareofotherlargefirmsinthecountry.
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name: Jennifer Mariecompany: Singapore Attorney Generals ChambersLocation: Singapore
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name: Stanley Lai Tze ChangTitle: PartnerFirm: Allen & GledhillLocation: Singapore
name: Michael PollenTitle: PartnerFirm: K & L GatesLocation: Singapore
name: Christopher Tung Title: PartnerFirm: K&L GatesLocation: Hong Kong
name: Rajah BoseTitle: PartnerFirm: K&L GatesLocation: Singapore
name: Paul de CordoverTitle: PartnerFirm: K&L GatesLocation: Middle East
why hot:FewinternationallawfirmshavebeenabletokeepupwithK&LGatesthisyear.ThefirmhasmademorelateralhiresacrossitsAsiaofficesthananyotherinternationallawfirm,butit’snotjustaboutthequantity.Alookatwhothefirmhasbroughtonboardrevealsthatqualityisthemostimportantfactor.ChrisTung,widelyregardedasoneofMallesonsbrighteststars,cameonboardinthefirm’sHongKongofficewhilefellowdisputeresolutionlawyerMichaelPollenjoinedthefirm’sSingaporeofficefromDLAPiper.TheastuteRajahBosealsojoinedinSingaporefromWatsonFarleyWilliams.InPaulDeCordoverthefirmnotonlysecuredtheservicesofapractitionerwhohasbothanintimateunderstandingoftheGulflegalservicesmarketandextremelydeepconnections,butalsosomeonewhohasbeenthroughtheprocessofbuildingapresenceintheMiddleEastfromscratch.DeCordoverwasformerlytheheadofAshursts’practiceinDubaiandiswidelycreditedwithspearheadingthatfirm’slaunchinDubaiandAbuDhabi.
why hot:ThecommencementofanewlegalyearbroughtwithittheappointmentoffournewseniorcounselinSingapore.Singaporefirstintroducedtheseniorcounselschemein1997torecognisethecountry’sbestadvocates.Sinceitsintroduction,58seniorcounselshavebeenappointedandanotherfiveholdthisappointmentexofficio.SeniorcounselsarechosenbytheSeniorCounselSelectionCommittee,comprisingChiefJusticeChanSekKeong,theAttorney-GeneralProfessorWalterWoonandtheJudgesofAppeal,andarechosenonthebasisoftheirability,standingatthebarorspecialknowledgeorexperienceinlaw.Theyarerequiredtodemonstratecontributionstothelawintheformofacademicteaching,writingandresearch,andtotheinstitutionsofcontinuinglegaleducation.
Image:SingaporeAcademyofLaw
name: Andre Francis ManiamTitle: PartnerFirm: WongPartnershipLocation: Singapore
name: George Lim Teong JinTitle: PartnerFirm: Wee Tay & LimLocation: Singapore
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42
FEaTURE | ALB Hot 100 >>
Asian Legal Business ISSUE 10.9
FEaTURE | ALB Hot 100 >>
why hot:Jeyaretnamiscurrentlyheadofthefirm’slitigationandarbitrationgroupandwilltakethereinsofthefirmnextyearwhenlong-timeincumbentHelenYeoretiresfromthefirm’spartnership.Jeyaetnam,aseniorcounsel,iswidelyconsideredtobeoneofthemostaccomplishedandeloquentlitigatorsinSingapore.
name: Philip Jeyaretnam Title: PartnerFirm: Rodyk & DavidsonLocation: Singapore
why hot:NotonlyisWongthemanagingpartnerforAsiaofUSfirmFriedFrank,buthewasalsorecentlyelectedtoasecondtermaspresidentoftheLawSocietyofHongKong.WonghasworkedtirelesslyduringhistenuretohelplocallawfirmsinHongKongpreservetheirexistenceinthefaceofincreasingcompetitionfrominternationalplayers.
name: Huen WongTitle: Managing partner AsiaFirm: Fried Frank Location: Hong Kong
why hot:Nagahamatookhomethelifetimeachievementawardatthe2010ALBJapanLawAwardsforhiscontributiontothedevelopmentofthelegalservicesmarketinthecountry.Nagahamaboastsover40years’experienceintheprofession.
name: Tsuyoshi NagahamaTitle: PartnerFirm: Anderson Mori & TomotsuneLocation: Japan
why hot:TheformerpresidentofthePhilippinesStockExchangesteppeddownfromhispostearlierthisyearandrejoinedACCRALawasapartnerinitscorporatepractice.WidelyregardedtohavepresidedoverareformatorylegislativeperiodforthePSE,whichincludedthepassageoftheREITAct,LimwillbehopingtobringhisinsideknowledgeofPSEtoACCRAlawtohelpbuildthefirm’scredentialsinthearea.
name: Francis LimTitle: PartnerFirm: ACCRA LawLocation: Philippines
why hot:YulchoncontinuestolandsomeofthemostlucrativemandatesinKoreaandabroadandenticesomeofthebesttalentintheKoreanlegalservicesmarket.UnderWoo’sleadership,expectYulchontomakeseriousinroadsintotheterritoryoncethoughttobetheexclusiveprovinceoffirmslikeKim&Chang,Lee&Ko,BaeKim&LeeandShin&Kim.
name: Woo Chang RokTitle: managing partnerFirm: YulchonLocation: Korea
why hot:IndemandarbitratorMichaelHwangwasappointedtotheChiefJusticepositionoftheDIFCCourtsaftertheretirementofSirAnthonyEvans.InadditiontoservingasChiefJustice,HwangisalsothepresidentoftheSingaporeLawSocietyandSingapore’snon-residentambassadortoSwitzerland.
name: Michael HwangTitle: Chief Justicecompany: DIFC CourtsLocation: Dubai
With gusto, gravitas and a touch of charisma, these are the men and women who have made their mark by leading their firms/companies and practice groups through the financial crisis
THE
STA
TES
MEN
:
why hot:PillaymightstillbeWongPartnership’sMP,butcomeOctober2010,hewilljoinSingaporesovereignwealthfund,Temasek,asitsheadofportfoliomanagement.HeplayedaroleincementingthefirmasoneofthestrongestplayersinSingapore,andtookouttheinauguralManagingPartneroftheYearawardatthe2010ALBSEAsiaLawAwards.
name: Dilhan Pillay SandrasegaraTitle: Managing partnerFirm: WongPartnershipLocation: Singapore
why hot:RogersbecametheonlyAsia-basedpartnertobenominatedtothefirm’spartnershipcouncilafterhiselectionearlierthisyear.Thepartnershipcouncilisresponsibleformonitoringtheperformanceofthemanagementcommitteeanditsmembers,toensurethatthefirmismanagedinawaythatisfairtoallpartners,tosafeguardthereputationofthefirmandtoorganizevotesandelectionsrequiredunderthepartnershipagreement.
name: Martin RogersTitle: PartnerFirm: Clifford ChanceLocation: Hong Kong
why hot:Hiselectionasmanagingpartnerofoneofthecountry’sleadinglawfirmscapsanillustriouscareerfortheaffableMorales.InadditiontolecturingatnumerouslawschoolsinthePhilippinesandAustralia,MoraleswasapastpresidentoftheIPBA.
name: Rafael Morales Title: Managing partnerFirm: SyCip Salazar Hernandez & GaitmatanLocation: Philippines
why hot:OneofthefewlawyerstoearnarepeatmentionintheALBHot100,Mitchard’sworkinbuildingSkadden’sembryonicAsiadisputespracticehasbeenexceptional.Inadditiontobringingonsomeofthesomebesttalentinthemarket(AlanTsangfromPinsentMasons)thefirmiswidelybelievedtobeeatingawayatthemarketshareofmoreestablisheddisputesoutfitsinHongKong.
name: Paul Mitchard QCTitle: Partner, head of Asia disputesFirm: SkaddenLocation: Hong Kong
why hot:FewlawyersinHongKongcanclaimtohavehadacareerasdistinguishedasArcullli.Tocapitalloff,hewasawardedtheGrandBauhiniaMedal(GBM)earlierthisyearinrecognitionofhisoutstandingcontributiontolegalandfinancialservices.
name: Ronald ArculliTitle: Chairman/Senior partnercompany: Hong Kong Exchange & Clearings / King & Wood Location: Hong Kong
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44 Asian Legal Business ISSUE 10.9
FEaTURE | Asia’s Leading M&A firms >>
DAMIAN YEODIRECTORLEGALANDGOVERNMENTRELATIONS,SOUTH-EASTASIA-PACIFIC,NOKIA
“Myadvicewouldbetoadoptamorelong-sightedviewofin-house
clienteleandtheworkthattheybringin…tolookateveryclientorpieceofworknotassimplyanotherfileortransactionbuttofocusontherelationshipthatisbeingfosteredandbuilt.Inordertobuildthisrelationship,thelawfirmhastomakeaninvestmentoftimeandeffortintodevelopingin-depthinsightintonotonlythebusiness/productsoftheclientbutalso,onamoreesotericlevel,thecorevaluesandcultureoftheclient.Thesearefundamentalaspectswhichplayabigpartinanycompany'smindsetandappetiteforrisk”
DAVID FLAVELLGENERALCOUNSEL,DANONE(ASIA)
“TherearetwokeythingsIlookforinexternalcounsel.First,Iwantthemtomakeacall:wishy-washyadvice
withnoclearrecommendationisuseless.Iexpectexternalcounseltoexercisejudgmentandgivemetheirbestcall.Second,inprojectworkIwantexternalcounseltobeproactiveandreallyhelpdriveprojects.Idonotwanttobeover-servicedbutIdowantmyexternallawyerstobefocusedontheprojectandthinkingseveralstepsaheadtoensurewegettowhereweneedtogo.IconstantlygoonaboutthistoexternalcounselbutIdonotalwaysreceivewhatIwant”
LUO GANG GENERALCOUNSEL,CHINAUNICOM
“Ourcompanyprovidestelecommunicationsservices,whichistre-mendouslydifferentfromotherbusinesssectors
andissubjecttospecificgovernmentregula-tions.Therefore,itwouldgreatlyfacilitateourbusinessifourexternallawyershaveageneralideaofthetelecommunicationssec-tor,especiallythegovernmentalregulationsinthisarea”
45www.legalbusinessonline.com
FEaTURE | Asia’s Leading M&A firms >>
KP MADHAN KUMARMANAGER–LEGAL,GMRGROUP
“Lawfirmsneedtounderstandtheclient’sbusiness,cultureandenvironmentandprovidequalityandtimelyadvice
(includingprioritisingtherisks)thatenablestheclienttomakebusinessdecisions.Theyshouldreduce/avoidlengthylistsofassump-tionsandcaveatsintheopinionsandDDreportssoastobringmoreaccountabilitytotheiradvice”
PATRICK MORANFIRSTVP–LEGALDEPART-MENT,MERRILLLYNCH(ASIA-PACIFIC)
“Lawfirmsprovidethebestservicewhentheyproactivelyadviseonriskgenerallyrather
thansimplyoffertechnicallegaladvice.Itisexpectedthatthetechnicalquestionswillbeansweredcorrectly;however,thebestfirmsdistinguishthemselvesbythinkingaboutthebroaderpicture.Oneexampleisadvisingonhowaparticulardecisionsetsprecedentforfuturetransactions,andnotingsituationsinwhichthatrisk-rewardanalysismaybedifferent.Thisrequirespartnerinvolvementatcriticaltimes,andforthepartnertomakeanefforttoreachouttothekeyconstituencieswithintheclient”
WAYNE BANNONGENERALCOUNSEL,CARLYLEGROUPASIA
“Knowyourclient–bothonthedealsideandonthelegal/complianceside.Thiswillallowyoutoproviderealvalue
addedservicesduringatransaction”
► AsIA’s LEAdIng m&A FIRms: mETHodoLogy ALB'sLeadingM&Afirms:Asia,nowinitssecondyear,wasasurveyconductedamongtheregion'smostseniorin-houselawyersandbusinessleadersduringthethree-monthperiodfromJune-August2010.Oureditorialteamcontactedsurveyrespondentsdirectlythroughamixtureoftelephonecalling,emailsandface-to-faceinterviews.Respondentswereaskedtoprovidetheiroff-the-recordopinionsastotheleadingM&Afirmsoverthelast12monthsacrosstheregionintheplaceswherethey,ortheircompany,conductsubstantialbusiness.Respondentswerealsoaskedtonameleadingpractitionersintheseareasineachofthefirmstheyselected,inadditiontobeingaskedwhythelawfirmsselectedshouldbeconsideredleadingM&Afirms.Oureditorialteamcombinedtheresultsofthisresearchwithsubmissionsmadebylawfirmsandin-housecounselaspartoftheALBAwardsseriesandtheirownstockofindustryknowledge.
Recent reports indicate that M&A has come back and come back hard. At the vanguard of global M&A’s renaissance has been
Asia – so much so that in the first half of this year M&A out of Hong Kong and China alone made up nearly a third of the global total. Mergermarket’s half-yearly roundup shows that deal volumes in the region expanded by 11% against global gains of 7.8%. In the first half of this year, emerging markets in Asia-Pacific chipped in US$24bn of the US$137bn worth of announced deals worldwide.
This hectic period of deal-making is no doubt due to a confluence of
factors – Asia’s relative economic resilience, banks reopening their loan books, valuations becoming more realistic, and more. But just as these changes have opened the floodgates for M&A in this region, so too have they irrevocably changed the way deals are done. The repercussions for M&A practices looking to preserve their market shares are significant.
DiligenceIn the heady transactional days of four or five years ago, against the backdrop of favourable macroeconomic conditions, dealmakers were, as one M&A lawyer put it, “sprinting”
“Even if the bull market returns, I don’t think anyone wants to risk not being as robust as possible, given what we’ve lived through over the past two years”
As transaction volumes start to return to normal across the region, in-house lawyers single out Asia’s leading M&A practices
46 Asian Legal Business ISSUE 10.9
FEaTURE | Asia’s Leading M&A firms >>
AsIA’s LEAdIng m&A FIRms (ALPHAbETIcALLy by counTRy And FIRm)
► HEAdLInE TRAnsAcTIon LEAdERs The best firms on Asia’s mega-deals
• Baker&McKenzie• CliffordChance• Freshfields• Linklaters• Skadden• Sullivan&Cromwell
► LocAL LEAdERs: AsIAn TIgERs/JAPAn The best local counsel on m&A
honG KonG
• Deacons• Woo,Kwan,Lee&LoJAPAn• MoriHamada&Matsumoto• NagashimaOhno&Tsunematsu• Nishimura&AsahiKoreA• BaeKim&Lee• Kim&Chang• Lee&Ko
sinGAPore• Allen&Gledhilll• WongPartnership
tAiwAn• LCS&Partners• LeeandLi• Russin&Vecchi
► EmERgIng mARKET LEAdERs chinA• Grandall• JunHe• King&Wood
inDiA• Amarchand&Mangaldas• AZB&Partners
inDonesiA• Hadiputranto,Hadinoto&Partners• MelliDarsa&Co
MAlAysiA• KadirAndri&Partners• ZulRafique&partners
PhiliPPines• RomuloMabanta• SyCipSalazarHernandez&GatmaitanvietnAM
• VILAFHongDuc• YKVN
through to execution without unduly digging too deep under the surface on the buy side. In the fervour to get deals done, due diligence became greatly truncated.
But as the wariness washed over Asia’s financial markets during the GFC, greater attention was placed on the health of prospective targets and the shape of their balance sheets. As deal timelines expanded, so too did the due diligence process. More attention was paid to “uncovering skeletons lurking in the closet”, to deal-specific matters and the guiding purpose of transactions.
This trend was accentuated, of course, by the increased prevalence of distressed purchases and disposals during the GFC, but nevertheless market observers almost unanimously state that the changes to due diligence ushered in over the last 18-24 months are here to stay – regardless of the economic climate. “Narrow-focused, skin-deep due diligence is dead,” claimed one respondent. “Even if the bull market returns, I don’t think anyone wants to risk not being as robust as possible, given what we have lived through over the past two years.”
Purposive approachDespite due diligence becoming more exhaustive, ideas about how it should
be executed and the overall purpose behind it are undergoing immense change. For while it is important that due diligence be as extensive as possible, the costs associated with it must also be contained.
“In most M&A deals the largest costs for us are those rendered by external counsel for due diligence,” said one in-house lawyer. “While we want it to be as comprehensive as possible, we are wary of the costs associated with doing so, especially if our external firm unleashes a small army of lawyers to chase every fox down every foxhole. What we have done in response is to plan the process meticulously from start to finish so we can be exhaustive – while also being thrifty.”
Putting external lawyers and key decision makers at the acquiring company together early in the M&A gives them the opportunity to obtain a deeper understanding of the commercial imperatives behind the deal and the potential ‘deal breakers’, then go away and make sure these are reflected in the due diligence process.
“No two acquisitions are the same, but in-house lawyers generally need to prioritise critical issues as much as possible,” said the source. “In some transactions, there is neither the budget nor the time to look over every single issue with a fine toothcomb. In
► LEgAL AdVIsoRs To AsIA (Ex- JAPAn & AusTRALAsIA) m&A dEAL VoLumE Company H1 2010 H1 2009
Rank Deal count Value (US$m) Rank Deal count Deal count – changeAZB&Partners 1 38 16,608 14 9 29WongPartnership 2 24 3,927 20 8 16Kim&Chang 3 24 3,727 1 24 0DLAPiper 4 22 406 10 11 11JonesDay 5 17 3,057 7 13 4FreshfieldsBruckhausDeringer
6 16 4,580 2 19 -3
Allen&Gledhill 7 16 4,151 12 10 6Amarchand&Mangaldas;SureshAShroff&Co
8 14 4,712 21 8 6
Lee&Ko 9 14 1,164 3 16 -2Linklaters 10 13 20,920 6 14 -1
Source: Merger market
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Profile INTA
Thousands gather in Boston to learn, network and advance their careers in trademark law
The International Trademark Association (INTA), a global association that works to support and advance trademarks and intellectual
property as elements of fair commerce, held its 132nd Annual Meeting in Boston, MA. A total of 8,435 attendees from around the globe traveled to the historic city in May to participate in the largest gathering of trademark and intellectual property professionals in the world.
The Meeting featured five days of educational sessions, discussion forums, guest speakers and networking receptions geared to promote the interests of trademark owners and to help advance the attendees’ professional careers.
Kicking off the event was the Opening Ceremony where INTA President Heather Steinmeyer welcomed the audience and spoke about both the challenges and benefits that social media brings to brand owners.
“Web 2.0 has unprecedented reach and impact on brands,” she said. “Retaining customers requires new skills.” Social media, she noted, encourages brand owners to be more creative when marketing to their customers. “Big business can be personal again.”
CEO of Mandalay Entertainment Peter Guber was the Opening Ceremony’s keynote speaker. Guber told the audience that the power of brands is the stories behind it, and really good brands make an emotional impact on their clients. “Think of them as your audiences, not customers,” said Guber.
This Annual Meeting also introduced a number of new programs and events. For the first time, in house practitioners attended a half-day workshop that provided information
to help meet their specific corporate needs. Attendees gained valuable insight from the interactive sessions “Africa: What You Need To Know” and “The Life Cycle of a Brand.” Alexander McGillivray the General Counsel of Twitter, Inc. gave a speech discussing how Twitter.com has evolved over time and encouraged brand owners to contact him if there are concerns about the way that their trademarks are being used on the site.
Adjunct professor and student attendees enjoyed their own tailored program through the Annual Meeting’s first Academic Day, which began with the Trademark Scholarship Symposium and concluded with the Academic and Young Practitioner Happy Hour, an opportunity for the Academic Community and young practitioners to network and learn from one another.
One of the major highlights of the Annual Meeting was the signing ceremony between INTA and the China State Administration for Industry and Commerce (SAIC). Heather
Steinmeyer and An Qinghu, Head of the International Affairs Department at SAIC, signed a Summary on Further Enhancing Cooperation between the two organizations.
“It was an honor to have this ceremony at our Annual Meeting, as it was the first signed agreement between SAIC and an association,” said Steinmeyer. “It reflects both INTA and the SAIC’s strong commitment to work together to further protect trademarks in China.”
The Annual Meeting concluded with a Grand Finale at Boston’s Museum of Science. For one last time in the city, guests networked with their colleagues before heading home. The crowd mingled in the midst of live presentations that featured man-made lightening, IMAX shows of sharks and exhibits that showed evolution of household products. Shortly afterwards, friends parted ways and promised to reconnect at the next INTA Annual Meeting, which will take place in San Francisco on May 14-18, 2011.
48 Asian Legal Business ISSUE 10.9
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these cases, the in-house legal deal teams should draw up a list of priority issues for their external firms to focus on in the due diligence process.”
Despite the important role that in-house lawyers and general counsel have to play in this process, there is still no substitute for initiative on the part of external counsel.
“Too often we receive template-based due diligence reports which provide little in the way of important information,” said one respondent. “Good M&A practices, especially those that have worked with our company before, can separate them from the rest by taking the reins here. By that I don’t mean for them to do work that they were not asked to do, but rather to get
involved in the due-diligence planning process.”
general counsel take the reinsIf the financial crisis has caused dealmakers to refocus their attention on the importance and execution of due diligence in M&A, then it has also brought the role of general counsel under the microscope. According to ALB research, 75% of general counsel surveyed for this report said they had been more involved in M&A deals over the past two years than they had been prior to the GFC. Of this number, almost all expect this new-found status quo to remain – irrespective of the prevailing economic conditions in the future.
“In m&A deals for us the largest costs for us are those rendered by external counsel for due diligence. while we want it to be as comprehensive as possible, we are wary of the costs associated with doing so...”
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But just what does this expanded prerogative entail, especially considering that close to all in-house lawyers will roundly state that M&A work is among the most frequently outsourced to external lawyers? Opinions differ depending on a general counsel’s length of tenure, the size of the company and its in-house legal team, and the size and complexity of the transaction.
Nonetheless, most GCs stressed the importance of the project management aspects of their roles and the need to play a lead role in the business side as well as simply the legal elements of deals.
“The largest change for me is playing more of a role in planning
legal execution timelines,” notes one respondent. “Whereas in the past external lawyers would often communicate the progress of transactions directly with management, I find myself performing this function now – acting as an intermediary between the board and external lawyers, looking at what the boardroom dynamics are, and communicating these throughout the company and to our external law firms.”
Many in-house lawyers find themselves increasingly called on to balance the expectations of key stakeholders within their companies. “What I find is that we need to look more closely at assumptions and expectations of the board and other
“Too often we receive template-based due diligence reports which provide little in the way of important information”
VILAF is a leading Vietnamese law firm and is viewed as having preeminent banking and finance, corporate and litigation practices. The firm has a reputation for innovative and market leading commercial advice, and has been involved in a number of the country’s headline firsts, particularly in the power sector and capital markets.
OUR KEY SPECIALISTS:Ngo Thanh Tung:Chairman,Partner,withexpertiseinmaritime,litigation,corporateandcommercial.Email:[email protected]
Vo Ha Duyen:ExecutivePartner,withexpertiseintax,insurance,securedtransactionsandjointventures.ShewasnamedinMarquisWho’sWhointheWorld.Email:[email protected]
Nguyen Duy Linh:Partner,withexpertiseindisputeresolution,commercial,employmentandmaritime.Email:[email protected]
Tran Anh Duc:CountryManagingPartner,withexpertiseinfinance,bankingandforeigninvestment.HewasnamedinWho’sWhoInternational,2009.Email:[email protected] Duong Anh:ExecutivePartner,withexpertiseinforeigninvestment,infrastructuredevelopment,property,corporateandcommerce,taxandemployment.Email:[email protected]
Nguyen Quang Hung:Partner,withexpertiseinbanking,capitalmarket,foreigninvestment,corporateandcommerce.Email:[email protected]
Tran Tuan Phong:ManagingPartnerofHanoiOffice.HeisVietnam’sleadingM&Alawyer,withexpertiseincorporate,financeandforeigninvestment.Email:[email protected]
Nguyen Truc Hien:Partner,withexpertiseintax,commercial,property,constructionandprojectfinance.Email:[email protected]
Pham Si Hai Quynh:Partner,withexpertiseinmaritime,insurance,commerceandproperty.Email:[email protected]
HCMC Office:SaigonTowers,Suite505–50729LeDuanStreet,District1HoChiMinhCity,VietnamT:(84-8)38277300F:(84-8)38277303W:www.vilaf.com
Hanoi Office:HCO(Melia)Building,Suite60344BLyThuongKietStreet,Hanoi,VietnamT:(84-4)39348530F:(84-4)39348531W:www.vilaf.com
alB – Leading M&A firms 2009 & 2010IFlR – Debt and Equity Linked Deal of the Year 2010Pacific Business Press – Asian Counsel Firm of the Year 2010BID – International Arch of Europe Award of Year 2009 & 2010
World Confederation of Businesses – BIZZ 2010alB – Vietnam Deal Firm of the Year 2007 & 2009alB – Employer of Choice of the Year 2009 & 2010IFlR – Vietnam National Law Firm of the Year 2006, 2007, 2008
THE FIRM HaS RECENTlY RECEIVED THE FOllOWINg aWaRDS:
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aBOuT lCS
• Oneofthe5largestfirmsinTaiwan
• LeadingfirminReturntoTaiwanIPOsandTDRs.
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recognitionbytheIFLRAwardsandALBAwards.
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respectivefieldstobestserveourclients.OurChinese
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FIRM PROFILELCS&Partners(LCS)isanelitecorporatelawfirminTaiwanandregularlyadvisestop-tierdomesticandinternationalclientsoncomplexandinnovativetransactions.LCShasmorethan50attorneyslicensedtopracticeinTaiwanandtheUnitedStates,withnumerousmembershavingreceivedLL.M.,J.D.and/orS.J.D.degreesfromlawschoolsintheUnitedStates.Sincebeingfoundedin1998,LCShasadviseddomesticandinternationalclientsonthelargestandmostsignificantM&AandsecuritizationdealsinTaiwan,andhasbeenamarketleaderincapitalmarketstransactions,includingReturntoTaiwanIPOsandTDRsby foreign issuers.Ourattorneyspridethemselvesonbeingabletohandlethe largestandmostcomplextransactions.
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department heads about the deal and build a legal framework around this,” said one respondent.
“Internally, I find myself becoming the keeper of processes; it is a more commercial role.”
External counselDespite the increasing involvement of general counsel, M&A deals are not a zero-sum proposition for external lawyers. If anything, the role that outside counsel are expected to play is correspondingly more important. While in-house lawyers continue to value cost-effectiveness, accuracy
“Those law firms who invest time in building a relationship with us – who’ll pick up the phone, rather than email, and ask how things are going even when there is no transaction in sight – will get repeat work. It’s as simple as that”
and quick turnaround time above all else in M&A deals, many now want a fundamental change in approach.
An overwhelming number of respondents are now calling for external counsel to take a more collaborative approach to their delivery of legal advice in connection with M&A transactions. “Don’t treat us as if we know nothing about the law,” protested one in-house lawyer. “We want you to work as if you were an in-house lawyer.. Work with us and with our team… Don’t simply take the work, go off and report back to us intermittently.”
► 1/1/2010–15/7/2010 Target primary nation/region
Value of deals (US$m)
Number of deals
TheAmericas 559,512 6,035
Europe 303,410 7,538
CentralAsia/Asia-Pacific 211,713 5,399
Africa/MiddleEast 42,868 619
Japan 33,186 1,166
unknown - -
Total 1,150,688 20,757
► 1/1/2009–15/7/2009 Target primary nation region
Value of deals (US$m)
Number of deals
TheAmericas 457,769 6,043
Europe 312,321 7,381
CentralAsia/Asia-Pacific 199,956 5,076
Africa/MiddleEast 18,181 443
Japan 35,084 1,337
unknown 4 1
Total 1,023,316 20,281
m&A activity by region: 2009-2010 comparison
Others challenged law firms to change their mindset when it comes to advising on transactional work. Intrinsic in this process is throwing away the ‘transaction hopping’ mindset and adopting a more relationship-based approach. “The list of law firms we use for acquisitions is small,” said one general counsel.
“But those law firms who invest time in building a relationship with us – those who’ll pick up the phone, rather than email, and ask how things are going even when there is no transaction in sight – will get repeat work. It is as simple as that.” ALB
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54 Asian Legal Business ISSUE 10.9
alB spECIal REpORT | Philippines 2010 >>
54 Asian Legal Business ISSUE 10.9
PhiliPPines 2010
alB spECIal REpORT | Philippines 2010 >>
alB spECIal REpORT | Philippines 2010 >>
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Justified optimismI
n the Philippines, optimism is something of a default setting. Through countless setbacks, economic downturns, falling FDI
levels and dysfunctional capital markets there was a feeling that things would eventually pick up. But as the country enters the new financial year, there is a growing sense that professionals need no longer accentuate the positives. A new, pro-growth government has swept to power with an unusually large mandate, the country’s capital markets are in overdrive and the more lucrative sectors of the economy are increasingly attracting the interest of foreign investors— all of which means that this time, the sanguinity heard around downtown Makati is justified.
Turning the PSE into a powerhouseAt the height of the GFC, when bourses across the region were watching years of solid gains being wiped out in days, the Philippines Stock Exchange (PSE) was creating records of its own. By the end of 2009, the PSE index was at 2,052 points; up 63% on the same period from 2008 and had had its largest single annual index growth since 1994. Similarly impressive are the statistics on capital raised. In the year ending August 2008, the PSE raised only PHP6.2bn, but for the year ending August 2010, this figure had increased by nearly 700% to over PHP44bn. At the start of this year and with 23% year-to-date growth under its belt, the PSE was third worldwide in the growth stakes, just behind the Shenzhen and Shanghai stock exchanges.
“Unlike so many other economies in Asia, the Philippines actually benefitted from the GFC,” claims Agustin Montilla, a partner at Romulo Mabanta Buenaventura Sayoc & de Los Angeles. “There was strong demand throughout the crisis, especially in the fourth quarter of 2008 and throughout 2009, and there was plenty of capital markets work coming in.”
That busy period was indicative of the scarcity of traditional financing on offer at the time. Just as had occurred in other South-East Asian economies, very little funds were coming out of Europe or the US, and China “would not listen unless you were speaking energy and resources”. Philippines companies still had a lot of capital expenditure requirements to fund but instead of turning to the dollar market, they went pesos,” says Montilla.
The pesos market may have been the only option available to capital-starved Filipino corporates in the midst of the GFC, but indications are that the popularity of raising funds in this fashion is here to stay. “The numbers I am seeing out come out of the PSE in terms of capital raised are promising, but I feel there is a lot more to come,” said Francis Lim, the former CEO and president of the PSE who is now a partner at ACCRA Law (full name: Angara Abello Concepcion Regala & Cruz). “The
reason is because now we have a legal framework to support the development of a robust capital market. In the past it was the lack of laws, and the archaic nature of what we did have, that was holding us back.”
And although five new capital markets laws have been promulgated over the last five years, concerns, especially on the equity side, still linger. “When I say we had a good couple of years, I should point out that was pretty much all debt. There were no significant equity deals and we have still not had an IPO in 2010,” says Montilla.
Even though Cebu Pacific, a low-cost airline, is expected to launch a P25.7bn IPO in the coming months, few other listings are in the pipeline – and the onus to stoke demand may rest with the PSE and the regulators themselves.
“I feel one of my biggest achievements as CEO and President of the PSE was that I was able to turn it into an advocate for legal change… Perhaps that was the lawyer in me acting,” says Lim. “But that process is still unfinished.”
The two pieces of legislation which Lim says are “nearly complete” are the Stock Market Competitiveness Act and the Collective Investments Schemes law. The former would provide incentives in the form of company tax concessions for private companies to go public, while the latter would create a legal framework to support the introduction of products like unit trusts and other structured investment products.
Francis lim ACCRA Law
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56
“[Both laws] if introduced, would really take the PSE to the next level. We are in what is becoming one of the most competitive regions in the world. With these laws it is hoped we no longer lag behind places like Indonesia, Thailand and Vietnam,” Lim says.
getting REITs rightOne area where lawyers are almost unanimous in their enthusiasm is REITs. After more than two years of deliberation, consultants, roadshows and hearings, the REIT Bill finally became law last year and thus created a legal framework for an entirely different class of financial product in the Philippines.
“The passing of the REIT law was an extremely positive and welcome development for the Philippine economy, the capital markets and
the real estate sector,” said Ricardo Castro, a partner at Quisumbing Torres – the Baker & McKenzie member firm for the Philippines. “It takes elements from other REIT laws in place across the region and has blended them with sound corporate governance standards.”
In the Philippines model, the country’s Securities & Exchange Commission will oversee not only REIT managers but potentially also the managers of the property underlying the REIT. There will also be a strengthening of corporate governance checks and balances in the form of requirements for independent directors at both the fund manager and the property manager level, and the need for property and fund managers to remain functionally independent from the REIT sponsor – all elements which are not present in
REIT regimes in Singapore or Hong Kong and ones which have led some to voice concerns that the Act is perhaps too stringent.
The perceived conservatism of the law notwithstanding, interest from clients remains high. Quisumbing Torres is currently handling a number of instructions from companies interested in REIT, ACCRA is working on “two of the biggest deals in the pipeline”, and SyCip Salazar Hernandez & Gatmaitan is working with clients to “develop REIT opportunities.” It is no surprise that all three firms view REITs as a potential goldmine of work and have redoubled their marketing efforts to real estate companies.
The picture is estimated to be just as rosy for the law firms beneath this top end of the market. Lim believes that smaller players should also be receiving instructions by now. “REITs are not just for the largest companies…the threshold was deliberately set at only PHP300m so more could be involved,” he says.
For a small but increasingly vocal segment of corporate Manila, the current buzz surrounding REITs has more to do with the fact that the law has finally been passed than anything else. “Call me jaded, but I’m not as excited about REITs as they are, and I’m not sure they should be,” says Agustin Montilla. “Even though we are currently working with clients who are interested, we feel that the first significant REITs transactions are still 12-18 months out because of the lack of regulations and what we see behind this as being a lack of real support from the Philippine tax authorities.”
The friction costs of launching a REIT – ostensibly taxation related issues – still need to be ironed out, and there is feeling that property companies won’t exactly be falling over themselves to grab a piece of the action once they take a look at the fine print.
“Why would they do a REIT if they can access the market at very low rates?” asks Montilla. “You can get 6-7% yields on five-year paper at the
Rafael Morales SyCip
“I think talk of specialist and boutique firms taking market share away from the biggest firms is exaggerated. some are doing well for themselves in areas like litigation, but they are unable to compete when it comes to resources at their disposal.”
Rafael Morales SyCip
alB spECIal REpORT | Philippines 2010 >>
57www.legalbusinessonline.com
to Baker & McKenzie’s vast global network and its prior experience in areas like REITs also has the potential to shake up the market.
This is not to mention the competition that is emanating from the bottom end. One of the more noteworthy trends of the past few years has been the proliferation of specialist and boutique law firms. Often staffed by lawyers from larger law firms like SyCip, Quisumbing Torres and ACCRA Law, or by lawyers returning to practice from stints in-house or in government, these firms are making a name for themselves in areas like taxation, shipping and dispute resolution.
But what kind of challenge are they presenting? “I think talk of specialist and boutique firms taking market share away from the biggest firms is exaggerated,” says Morales at SyCip. “Some are doing well for themselves in areas like litigation, but they are unable to compete when it comes to resources at their disposal.”
Francis Lim, whose five-year hiatus from private practice has allowed him to reappraise the legal services market with fresh eyes, comments that although things have not changed drastically since he left, the country’s largest law firms should not let complacency set in. Boutique firms will always pose a threat, but that is not life-threatening,” he said. “Often, their emergence is in direct response to some of the failings of larger firms; failures to be more flexible on costs, services standards and in some cases to manage legal talent effectively, and this should serve as a wake-up call for institutional law firms to be more aware of the environment in which they are operating and about how to structure and grow their practices.” ALB
57www.legalbusinessonline.com
“The passing of the REIT law was an extremely positive and welcome development for the Philippines economy, the capital markets and the real estate sector”
moment and that is practically what you are getting in the dollar market now for that type of risk… property companies have a lot of options at the moment.”
Whether or not a REIT deal comes to market anytime soon, it is clear that this type of work and, more generally, capital markets work is set to become an even more lucrative advisory area for Philippine law firms.
“We’ve seen a number of law firms start to aggressively target these areas in anticipation of work coming in,” said one observer. “Some are picking up lawyers returning to private practice after time in government or the public sector, others are recruiting securities lawyers at the senior associate and partner level, and some are even said to be looking at subsuming niche capital market practices.”
Competitive edgeWhat effect are such practices having, or likely to have, on the competitive dynamic of the Philippine legal services market? Most predict the effect on the status quo – which at the moment sees firms like Romulo and SyCip dominate the most lucrative corporate and transactional work – will be minimal. (Montilla comments that his transactional works is “95% of the time opposite a lawyer from SyCip”, and that the only other firm he sees on the other side is Picazo Buyco Tan Fider & Santos. “For the blue-chip work it is very much a two- or three-horse race,” he says.)
But will these firms continue to enjoy an uninterrupted hegemony at the top of the market? Francis Lim’s return to ACCRA Law and the knowledge, know-how and connections he brings with him is sure to have an impact. Similarly, Quisumbing Torres’ access
Ricardo Castro,Quisumbing Torres
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alB spECIal REpORT | Philippines 2010 >>
When Joseph Gonzales decided to leave the law firm he had called home for over 12 years and make the move in-house,
he had a fair idea of what he was getting himself into. His transition from being a transactional lawyer at local heavyweight SyCip Salazar Hernandez & Gatmaitan to the VP of legal & corporate at conglomerate Aboitiz Equity Ventures (AEV) was, in a purely legal sense, quite straightforward: “I was offered by a former colleague [the opportunity] to join the corporate world, and it wasn’t too big a career change, as I jumped into transactional work of the same nature,” he says. And while Gonzales lists the management, leadership and budgeting, planning and staffing responsibilities as challenging, the far greater task, he would discover, was how to build a legal function in a company with an insatiable appetite for growth. “The challenge for us has been trying to define our role within a rapidly expanding organisation,” he says.
Since he came in-house just under four years ago, much of this has involved Gonzales and the company’s 20-strong legal team establishing metrics, benchmarks and standards to ensure that the legal function operates as smoothly and efficiently as possible.
Starting from scratchIssues like how and when to use external legal counsel, what types of work should be handled in-house and what areas, if any, the legal team should be specialising in are the sorts of questions that Gonzales says the company’s legal function has been grappling with. While he notes that many questions are left unanswered, many are finding resolution because of the sheer amount of work generated by the company.
“Professionally, we've grown simultaneously with the company. The sheer variety of transactions has helped expose us to a variety of learning experiences,” he said. “We've acquired new companies outside the core businesses and set up joint ventures, we've assisted in bidding for assets, and
Joseph Gonzales, Aboitiz Equity Ventures:
Building an in-house team in the PhilippinesJoseph Gonzales, VP of legal & corporate at Aboitiz Equity Ventures, talks to ALB about the challenges associated with building the legal function of one of the Philippines’ fastest-growing conglomerates
we're always there when the time comes to finance those acquisitions. We've worked on unsecuritised debt which raised a few billions of pesos to fund our various subs, and there we've pretty much standardised the templates for notes facility agreements. Every notes issue we do pushes the envelope a little bit further towards protecting the borrower, and I'd like to think we've changed the parameters of what's acceptable contractually in the local debt market.”
And that is just, in Gonzales’s own words, the “non-garden” variety work that he and the legal team are overseeing. AEV is a publically-listed holdco with a focus on areas like power, transportation and food and it should come as no surprise to learn that the group’s activities in the country’s booming power and energy sectors are keeping the team busy at the moment. “It's a period of growth [for AEV], especially in the power sector, and its subsidiary, Aboitiz Power, has been busy bidding on assets to be privatised while nurturing the existing generating and distribution businesses.”
Gonzales says that this means most days are a “constant cycle” of setting up bid vehicles, closing won bids, organising and making sure the right structure is there together with the right contractual relationships.
“Fortunately, the GFC didn't affect the Philippines too much, except perhaps in terms of scaring away foreign investors,” he says. “That probably meant we became busier, as our subs were then able to take advantage of local opportunities without that added threat to consider. For sure we'll have a busier year, as the conglomerate's appetite for growth has yet to be satiated.”
External counselGonzales notes that his job has been made somewhat easier thanks to the assistance of law firms in the Philippines and internationally. These firms avoid giving what he calls “weaselly advice.”“[I dislike] opinions and memos that are so packed with qualifications, there's hardly any meat left to make decisions on. It's unfair to expect a client to pay through the nose for useless advice.”
Firm Practice area Lawyers
SyCiplitigation EdLombos
banking RafaelMorales
Puno&Puno hydropowerbids EricPuno
Caguiao&Gatmaytan
disputes BenCaguiao
Puyat,Jacinto&Santos
energy MonaDimalanta
GibsonDunn&Crutcher(Singapore)
internationalEmadKhalil,SaptakSantra
In-house perspectIve
59
Profile Hyatt Hotel & Casino, Manila
Hyatt Hotel and Casino Manila:Contemporary luxury, timeless classic
59www.legalbusinessonline.com
As far as luxury hotels in the city go, Hyatt Hotel and Casino Manila in downtown Malate is of a relatively tender age. Despite opening only
six years ago, the hotel exudes timeless style and class.
With 376 elegantly designed and wonderfully appointed guestrooms (suites are standard throughout the hotel), including 106 luxurious executive rooms and four presidential suites fit for royalty, Hyatt Hotel and Casino Manila is the city’s five-star hotel of choice, so much so that it was recognised internationally by the Best Business Hotel in Asia Awards and the World Luxury Hotel Awards, winning the prestigious awards of “Best Business Hotel in 2008” and “Best Luxury Casino Hotel in 2009”.
location, location, location Situated just minutes from Manila’s international airport, a stone’s throw from the city’s world-famous shopping malls and close to the Central Business District, as well as a number of well-known historical landmarks, Hyatt Hotel and Casino Manila is the perfect destination for leisure and business travellers alike.
The hotel’s casino facilities are a cut above what is on offer in Manila. The Las Vegas-style casino is a picture of opulence and style. Occupying four floors, the casino features 123 game tables and 626 slot machines of 30 different types. For guests whose visit is more business than leisure, Hyatt Hotel and Casino Manila has all needs covered. The state-of-the-art Business Centre is fitted with the latest equipment and technology, and is located conveniently near the hotel lobby.
The hotel’s Le Salon facilities are also perfect for business engagements that require a more personal or professional touch. The three meeting rooms (which double as banquet rooms) are all soundproofed, come complete with WiFi Internet access, and offer other important conference and meeting technology.
Rooms with a viewOf course, it would be remiss not to point out some of the finer features of Hyatt Hotel and Casino Manila’s stunning rooms, all of which help make them the perfect oasis after a busy day of shopping or work.
Each spacious room offers large Italian white marble bathrooms featuring rain showers and a relaxing deep soaking tub. The rooms are also, of course, fitted with all the latest technology, including LCD TVs, DVD players, work stations and ergonomic chairs.
For guests who prefer an ultra luxurious alternative, the hotel’s Presidential Suites offer the perfect solution. With each room measuring a minimum of 190 sq m, these suites are designed with a spacious dining area, an elegant salon, a private study, the latest in-room technology, including plasma screen televisions and a Bang & Olufsen hi-fi system, a vanity area, floor-to-ceiling windows, a walk-in closet, a dry sauna, a personal bar, a full kitchen, ample storage and advanced security features, all in more than enough room for travellers to spread their wings.
Similarly, the Regency Club® is another step up and is perfect for the business traveller in search of privacy, convenience and an outstanding level of personalised service. The private concierge feature is a welcome addition to the hotel scene in the Philippines, as is the exclusive private lounge where daily continental breakfast, all-day coffee and tea, and evening cocktails and canapés are served.
Culinary delightsHyatt Hotel and Casino Manila is also home to a number of world-class restaurants, each of which are sure to satisfy even the most discerning of palates. The hotel
offers three banquet facilities, three world-class restaurants, a pastry shop and two magnificent entertainment outlets and a posh music bar, all of which are absolutely five-star in their offerings.
Guests can enjoy everything from sumptuous, expertly crafted buffets and traditional Hong Kong fare to the best steaks in the Philippines – all while enjoying a collection of fine wines from across the world. For guests who prefer to spend their evenings with classy cocktails, a visit to the hotel’s Pool Bar or The Lounge both a chic and stylish atmosphere.
Those who prefer to belt out the tunes themselves rather than listen to them will find a home in the hotel’s Music Bar, which is another first for the hotel industry in the Philippines. The Music Bar offers seven custom-designed music pods that can accommodate 8-50 people.
While Hyatt Hotel and Casino Manila provides facilities that are hard to find in any other hotel in the Philippines, where it really excels is in customer service, which has become a trademark of the Hyatt brand worldwide. It is clear that from the moment travellers step into the hotel’s avant garde lobby until the time they check out, they will be treated as if they were the hotel’s one and only guest. Staff expertly trained in the fine art of customer service will make a stay at Hyatt Hotel and Casino Manila a truly unforgettable experience, leaving guests free to enjoy world-class facilities.
60 Asian Legal Business ISSUE 10.9
maRkET DaTa | M&A >>
Asia-Pacific M&A Activity - Quarterly Trends
League Table of Financial Advisors to Asia-Pacific (ex-Japan) M&A (Jan 01, 2010 - August 20, 2010)League Table of Legal Advisors to Asia-Pacific (ex-Japan) M&A (Jan 01, 2010 - August 20, 2010)
29-Jul-10 Sanyo Electric Company Limited(49.95% Stake)
Mori Hamada & Matsumoto Panasonic Corporation 4,839
29-Jul-10 Panasonic Electric Works Limited (49% Stake)
Kikkawa Law Offices; Advising financial advisor (Daiwa Securities Group Inc):Shearman & Sterling
Panasonic Corporation 4,698
20-Aug-10 Dana Petroleum Plc Allen & Overy Korea National Oil Corporation
2,916
9,17716-Aug-10 Cairn India Limited (60% Stake)
S&R Associates; Shepherd & Wedderburn
Vedanta Resources Plc AZB & Partners; Latham & Watkins
18-Aug-10 Potash Corporation of Saskatchewan Inc
Jones Day; Stikeman Elliott BHP Billiton Limited 41,908Blake, Cassels & Graydon; Cleary Gottlieb Steen & Hamilton; Slaughter and May
1,44230-Jul-10 AWB Limited Freehills GrainCorp Limited Gilbert + Tobin
20-Aug-10 AWB Limited Freehills Agrium Inc Clayton Utz; McCarthy Tetrault
1,756
30-Jul-10 Tanjong plc (52.82% Stake) Cheong Kee Fong & Co; Slaughter and May
Tanjong Capital Sdn Bhd 2,474
2-Aug-10 Hunan Nonferrous Metals Corporation Limited
China Minmetals HK (Holdings) Limited
Freshfields Bruckhaus Deringer; Grandall Legal Group
1,520
AnnouncementDate
Target Company Target/SellerLegal Advisor
Bidder Company Bidder Legal Advisor Seller Company Deal Value(USDm)
Asian Legal Business ISSUE 10.9
Top 10 Announced Deals - Asia-Pacific (July 24, 2010 - August 20, 2010)
Valu
e (U
SDm
)
Value (USDm)
Num
ber o
f dea
ls
Volume
00
100,000
150,000
200,000
250,000
50,000
600
700
800
400
500
100
200
300
900
Industrial and Commercial Bank of China Limited
Linklaters10-Aug-10 Industrial & Commercial Bank of China (Asia) Limited (27.19% Stake)
1,395
MARKET DATA | M&A >>
M&A TRANSACTIONS AND STATISTICAL ANALYSIS
Notes: Top deals table includes lapsed and withdrawn bids, and is based on geography of either target, bidder or seller company being Asia-Pacific•Quarterly trend graph excludes lapsed and withdrawn bids, and is based on dominant geography of target only being Asia-Pacific•League tables are based on geography of either target, bidder or seller company being Asia-Pacific. League tables of legal advisors include lapsed and withdrawn bids, while league tables of financial advisors exclude lapsed and withdrawn bids. League tables are ranked by value • Statistics includes all deals valued over USD 5m. Where deal value not disclosed, deal has been entered based on turnover of target exceeding USD 10m•Activities excluded from statistics include property transactions and restructurings where the ultimate shareholders’ interests are not changed.
Rank House Value (USDm) Deal Count
1 Slaughter and May 85,896 15
2 Cleary Gottlieb Steen & Hamilton 77,858 4
3 Herbert Smith/Gleiss Lutz/Stibbe 50,166 8
4 Blake, Cassels & Graydon 48,698 5
5 Debevoise & Plimpton 46,160 3
6 Jones Day 45,219 25
7 Norton Rose 42,799 23
8 Stikeman Elliott 42,091 5
9 Sullivan & Cromwell 38,427 6
10 Simpson Thacher & Bartlett 37,546 7
Based on announced deals, including lapsed and withdrawn bids, from 1 January 2010 to 20 August 2010
In association with
Rank House Value (USDm) Deal Count
1 JPMorgan 76,442 26
2 Goldman Sachs 70,890 35
3 Bank of America Merrill Lynch 63,124 20
4 Barclays Capital 62,871 13
5 BNP Paribas SA 58,166 13
6 Royal Bank of Scotland Group 52,532 10
7 Morgan Stanley 45,616 28
8 RBC Capital Markets 45,541 7
9 Santander Global Banking and Markets 42,967 2
10 TD Securities 42,187 2
Based on announced deals, excluding lapsed and withdrawn bids, from 1 January 2010 to 20 August 2010
Q103
Q209
Q310*
Q210
Q110
Q409
Q309
Q109
Q203
Q303
Q403
Q104
Q204
Q304
Q404
Q105
Q205
Q305
Q405
Q106
Q206
Q306
Q406
Q107
Q207
Q307
Q407
Q108
Q208
Q308
Q408
61www.legalbusinessonline.com
maRkET DaTa | M&A >>
Asia-Pacific M&A Activity - Quarterly Trends
League Table of Financial Advisors to Asia-Pacific (ex-Japan) M&A (Jan 01, 2010 - August 20, 2010)League Table of Legal Advisors to Asia-Pacific (ex-Japan) M&A (Jan 01, 2010 - August 20, 2010)
29-Jul-10 Sanyo Electric Company Limited(49.95% Stake)
Mori Hamada & Matsumoto Panasonic Corporation 4,839
29-Jul-10 Panasonic Electric Works Limited (49% Stake)
Kikkawa Law Offices; Advising financial advisor (Daiwa Securities Group Inc):Shearman & Sterling
Panasonic Corporation 4,698
20-Aug-10 Dana Petroleum Plc Allen & Overy Korea National Oil Corporation
2,916
9,17716-Aug-10 Cairn India Limited (60% Stake)
S&R Associates; Shepherd & Wedderburn
Vedanta Resources Plc AZB & Partners; Latham & Watkins
18-Aug-10 Potash Corporation of Saskatchewan Inc
Jones Day; Stikeman Elliott BHP Billiton Limited 41,908Blake, Cassels & Graydon; Cleary Gottlieb Steen & Hamilton; Slaughter and May
1,44230-Jul-10 AWB Limited Freehills GrainCorp Limited Gilbert + Tobin
20-Aug-10 AWB Limited Freehills Agrium Inc Clayton Utz; McCarthy Tetrault
1,756
30-Jul-10 Tanjong plc (52.82% Stake) Cheong Kee Fong & Co; Slaughter and May
Tanjong Capital Sdn Bhd 2,474
2-Aug-10 Hunan Nonferrous Metals Corporation Limited
China Minmetals HK (Holdings) Limited
Freshfields Bruckhaus Deringer; Grandall Legal Group
1,520
AnnouncementDate
Target Company Target/SellerLegal Advisor
Bidder Company Bidder Legal Advisor Seller Company Deal Value(USDm)
Asian Legal Business ISSUE 10.9
Top 10 Announced Deals - Asia-Pacific (July 24, 2010 - August 20, 2010)
Valu
e (U
SDm
)
Value (USDm)
Num
ber o
f dea
ls
Volume
00
100,000
150,000
200,000
250,000
50,000
600
700
800
400
500
100
200
300
900
Industrial and Commercial Bank of China Limited
Linklaters10-Aug-10 Industrial & Commercial Bank of China (Asia) Limited (27.19% Stake)
1,395
MARKET DATA | M&A >>
M&A TRANSACTIONS AND STATISTICAL ANALYSIS
Notes: Top deals table includes lapsed and withdrawn bids, and is based on geography of either target, bidder or seller company being Asia-Pacific•Quarterly trend graph excludes lapsed and withdrawn bids, and is based on dominant geography of target only being Asia-Pacific•League tables are based on geography of either target, bidder or seller company being Asia-Pacific. League tables of legal advisors include lapsed and withdrawn bids, while league tables of financial advisors exclude lapsed and withdrawn bids. League tables are ranked by value • Statistics includes all deals valued over USD 5m. Where deal value not disclosed, deal has been entered based on turnover of target exceeding USD 10m•Activities excluded from statistics include property transactions and restructurings where the ultimate shareholders’ interests are not changed.
Rank House Value (USDm) Deal Count
1 Slaughter and May 85,896 15
2 Cleary Gottlieb Steen & Hamilton 77,858 4
3 Herbert Smith/Gleiss Lutz/Stibbe 50,166 8
4 Blake, Cassels & Graydon 48,698 5
5 Debevoise & Plimpton 46,160 3
6 Jones Day 45,219 25
7 Norton Rose 42,799 23
8 Stikeman Elliott 42,091 5
9 Sullivan & Cromwell 38,427 6
10 Simpson Thacher & Bartlett 37,546 7
Based on announced deals, including lapsed and withdrawn bids, from 1 January 2010 to 20 August 2010
In association with
Rank House Value (USDm) Deal Count
1 JPMorgan 76,442 26
2 Goldman Sachs 70,890 35
3 Bank of America Merrill Lynch 63,124 20
4 Barclays Capital 62,871 13
5 BNP Paribas SA 58,166 13
6 Royal Bank of Scotland Group 52,532 10
7 Morgan Stanley 45,616 28
8 RBC Capital Markets 45,541 7
9 Santander Global Banking and Markets 42,967 2
10 TD Securities 42,187 2
Based on announced deals, excluding lapsed and withdrawn bids, from 1 January 2010 to 20 August 2010
Q103
Q209
Q310*
Q210
Q110
Q409
Q309
Q109
Q203
Q303
Q403
Q104
Q204
Q304
Q404
Q105
Q205
Q305
Q405
Q106
Q206
Q306
Q406
Q107
Q207
Q307
Q407
Q108
Q208
Q308
Q408
www.legalbusinessonline.com
MARKET DATA | M&A >>
In association with
Notes: League tables are based on geography of either target, bidder or seller company. League tables of legal advisors include lapsed and withdrawn bids, while league tables of financial advisors exclude lapsed and withdrawn bids. League tables are ranked by value•Statistics includes all deals valued over USD 5m. Where deal value not disclosed, deal has been entered based on turnover of target exceeding USD 10m•Activities excluded from statistics include property transactions and restructurings where the ultimate shareholders’ interests are not changed.•Q3 10* = 1 July 2010 to 20 August 2010
League Table of Legal Advisors to Greater China M&A (Jan 01, 2010 - August 20 , 2010)
Rank House Value (USDm) Deal Count
1 Slaughter and May 40,573 10
2 Herbert Smith/Gleiss Lutz/Stibbe 38,731 6
3 Simpson Thacher & Bartlett 37,356 5
4 Cravath Swaine & Moore 36,988 2
5 Cleary Gottlieb Steen & Hamilton 35,950 3
6 Weil Gotshal & Manges 35,774 3
7 Norton Rose 35,624 2
8 Sullivan & Cromwell 35,500 2
9 Debevoise & Plimpton 35,500 1
10 Davis Polk & Wardwell 30,228 5
Based on geography of either target, bidder or seller company being China, Hong Kong, Macau or Taiwan
League Table of Financial Advisors to Greater China M&A (Jan 01, 2010 - August 20, 2010)
Rank House Value (USDm) Deal Count
1 China International Capital 16,911 12
2 JPMorgan 10,164 8
3 Deutsche Bank 8,055 11
4 Morgan Stanley 7,278 9
5 Guotai Junan Securities 6,505 3
6 Credit Suisse 6,378 10
7 Goldman Sachs 5,626 7
8 BNP Paribas 4,316 5
9 UBS Investment Bank 4,015 8
10 Hopu Investment Management 3,100 1
League Table of Legal Advisors to Japanese M&A (Jan 01, 2010 - August 20, 2010)
Rank House Value (USDm) Deal Count
1 Mori Hamada & Matsumoto 17,163 39
2 Shearman & Sterling 12,462 9
3 Nagashima Ohno & Tsunematsu 8,967 20
4 Skadden Arps Slate Meagher & Flom 8,250 7
5 Nishimura & Asahi 7,517 21
6 Anderson Mori & Tomotsune 6,595 12
7 Latham & Watkins 5,235 5
8 Gibson Dunn & Crutcher 5,131 3
9 Kikkawa Law Offices 4,774 2
10 Morrison & Foerster 4,333 11
Based on geography of either target, bidder or seller company being Japan
League Table of Financial Advisors to Japanese M&A (Jan 01, 2010 - August 20, 2010)
Rank House Value (USDm) Deal Count
1 Nomura Holdings 22,216 46
2 JPMorgan 7,891 8
3 Morgan Stanley 7,324 16
4 Daiwa Securities Group 7,266 21
5 Bank of America Merrill Lynch 6,104 4
6 Citigroup 5,467 5
7 ABeam M&A Consulting 5,228 2
8 Goldman Sachs 4,328 9
9 UBS Investment Bank 4,054 2
10 Deutsche Bank 3,521 3
League Table of Legal Advisors to Southeast Asian M&A (Jan 01, 2010 - Auguest 20, 2010)
Rank House Value (USDm) Deal Count
1 Allen & Gledhill 6,925 18
2 WongPartnership 6,167 30
3 Kadir, Andri & Partners 4,274 2
4 AZB & Partners 3,901 7
5 Rajah & Tann 3,765 5
6 Weerawong, Chinnavat & Peangpanor 3,367 2
7 Drew & Napier 3,317 4
8 Shook Lin & Bok Singapore 2,878 3
9 Clifford Chance 2,641 8
10 Norton Rose 2,493 2
Based on geography of either target, bidder or seller company being Southeast Asia
League Table of Financial Advisors to Southeast Asian M&A (Jan 01, 2010 - Auguest 20, 2010)
Rank House Value (USDm) Deal Count
1 CIMB Group 11,808 16
2 JPMorgan 7,484 4
3 UBS Investment Bank 7,438 7
4 RHB Investment Bank 6,897 5
5 Morgan Stanley 6,349 8
6 Deutsche Bank 5,829 6
7 Credit Suisse 5,513 8
8 Standard Chartered 5,009 3
9 Goldman Sachs 4,732 6
10 Royal Bank of Scotland Group 4,719 3
League Table of Legal Advisors to Indian M&A (Jan 01, 2010 - August 20, 2010)
Rank House Value (USDm) Deal Count
1 AZB & Partners 28,587 42
2 Allen & Overy 12,578 5
3 Linklaters 12,170 4
4 Talwar, Thakore and Associates 10,700 2
5 Herbert Smith/Gleiss Lutz/Stibbe 10,700 1
6 S&R Associates 9,323 2
7 Latham & Watkins 9,297 2
8 Shepherd & Wedderburn 9,177 1
9 Amarchand & Mangaldas & Suresh A Shroff & Co 6,020 19
10 Crawford Bayley & Co 4,779 2
Based on geography of either target, bidder or seller company being India
League Table of Financial Advisors to Indian M&A (Jan 01, 2010 - August 20, 2010)
Rank House Value (USDm) Deal Count
1 Morgan Stanley 25,527 8
2 Standard Chartered Plc 22,203 6
3 Barclays Capital 14,005 6
4 UBS Investment Bank 13,529 6
5 HSBC 12,119 6
6 Goldman Sachs 11,733 5
7 Rothschild 10,948 3
8 BNP Paribas SA 10,749 2
9= Global Investment House KSCC 10,700 1
9= State Bank of India 10,700 1
62 Asian Legal Business ISSUE 10.9
maRkET DaTa | capital markets >>
EqUITy CapITal maRkETs TRaNsaCTIONs lIsT asia, inc Japan, ex australia & New Zealand25 July – 21 aug
Issuerproceeds
(UsDm) Issue date Currency Bookrunner(s) sector
HONGkONGPoly(Hong Kong)Investments Ltd 453.4 08/04/10 HKD BOCI Asia; Citigroup Global Markets Asia; Standard Chartered Bank (HK) Real EstateChina Mengniu Dairy Co Ltd 156.3 07/28/10 HKD BNP Paribas (Hong Kong) Consumer StaplesBrightoil Petroleum(Hldgs)Ltd 133.3 07/30/10 HKD BOC International (China) Ltd IndustrialsLoudong General Nice Res 35.4 08/03/10 HKD Bocom International Energy and PowerINDIaSKS Microfinance Ltd 358.3 08/03/10 INR Citigroup Global Markets India; Kotak Mahindra Capital Co; Credit Suisse FinancialsEngineers India Ltd 211.7 08/03/10 INR HSBC Securities & Capital; SBI Capital Markets Ltd; ICICI Securities & Finance Co; IDFC-SSKI Ltd IndustrialsMakeMyTrip Ltd 80.5 08/11/10 USD Morgan Stanley Consumer Products and ServicesCox & Kings(India)Ltd 65.0 08/17/10 USD Morgan Stanley; Indiainfoline Ltd Consumer Products and ServicesBajaj Corp Ltd 63.7 08/13/10 INR Kotak Mahindra Capital Co Consumer Products and ServicesINDONEsIaBNI 152.5 08/12/10 IDR Bahana Securities; Danareksa Sekuritas; PT Mandiri Sekuritas; Macquarie Securities Ltd FinancialsBerau Coal Energy PT 148.5 08/04/10 IDR Credit Suisse; JP Morgan Securities Asia Pte; CLSA Global Emerging Markets MaterialsJapaNINPEX Corp 6,236.7 07/26/10 JPY Goldman Sachs International; Nomura International PLC; JP Morgan Securities Ltd Energy and PowerMatsumotoKiyoshi Holdings 180.2 08/17/10 JPY Nomura Securities RetailKenedix Inc 175.8 07/27/10 JPY UBS Ltd Real EstatepHIlIppINEsBPI 221.2 08/13/10 PHP BPI Capital FinancialssINGapOREAvago Technologies Ltd 304.1 08/13/10 USD Deutsche Bank Securities Corp; Barclays Capital; Morgan Stanley; Citi High TechnologyTiger Airways Holdings Ltd 92.5 08/18/10 SGD Morgan Stanley (Singapore); Citigroup IndustrialsOceanus Group Ltd 52.9 08/19/10 TWD Polaris Securities Ltd Consumer StapleskOREaNHynix Semiconductor Inc 494.4 07/27/10 KRW Credit Suisse; Nomura Holdings Inc; Shinhan Investment Corp; Woori Invest & Sec Co Ltd High TechnologyMando Corp 358.9 08/19/10 KRW Morgan Stanley (Asia) Ltd; Citi; Macquarie Equities (Asia) Ltd IndustrialsDohwa Consulting Engineers 37.2 07/30/10 KRW Woori Invest & Sec Co Ltd IndustrialsGolden Narae Reit Co Ltd 34.8 08/13/10 KRW Kyobo Securities Co Ltd Real EstateHepaHope Korea Inc 10.3 08/03/10 KRW Golden Bridge Investment & Sec HealthcareTaIwaNAcer Inc 500.0 08/05/10 USD JP Morgan Securities Inc; Citigroup Global Markets Inc High TechnologyENG Electric Co Ltd 32.0 08/20/10 TWD Fubon Securities Co Ltd High TechnologyPruksa Real Estate PCL 94.7 08/18/10 THB Phatra Securities Co Ltd Industrials
DEBT CapITal maRkETs TRaNsaCTIONs lIsT asia, inc Japan, ex australia & New Zealand25 July – 21 aug
Issuer proceeds (UsDm)
Issue date Currency Bookrunner(s) sector
HONGkONGEnTie Commercial Bank Ltd 1,263.0 08/06/10 TWD KGI Securities (Taiwan) FinancialsNoble Group Ltd 748.5 07/30/10 USD JP Morgan Consumer StaplesShimao Property Holdings Ltd 500.0 07/27/10 USD Morgan Stanley; HSBC Holdings PLC; Standard Chartered PLC Real EstatePCCW-HKT Capital No.4 Ltd 498.0 08/19/10 USD HSBC Holdings PLC; Morgan Stanley & Co; RBS; Standard Chartered Bank PLC FinancialsDah Sing Bank Ltd 51.5 08/05/10 HKD BNP Paribas (Hong Kong) FinancialsHongkong Electric Finance Ltd 38.6 08/11/10 HKD Standard Chartered Bank (HK) FinancialsINDIaUnion Bank of India 399.4 08/04/10 USD Barclays Capital; Citi; Deutsche Bank AG; Standard Chartered PLC; UBS Investment Bank Financials
IDBI Bank Dubai Intl Centre 349.8 07/29/10 USDBarclays Bank PLC; HSBC Holdings PLC; BNP Paribas SA; Royal Bank of Scotland AG; Standard Chartered Bank PLC
Financials
Canara Bank 161.0 07/29/10 INRAK Capital Services Ltd; Almondz Global Securities Ltd; Axis Bank Ltd; Darashaw & Co Ltd; Edelweiss Capital; ICICI Bank Ltd; ICICI Sec Primary Dealership; SPA Merchant Bankers; Taurus Finsec Pvt Ltd; Trust Investment Advisors
Financials
HDFC 160.8 07/27/10 INR Axis Bank Ltd Financials
Bank of Baroda 152.4 08/17/10 INRAK Capital Services Ltd; Darashaw & Co Ltd; ICICI Bank Ltd; Real Growth Projects Ltd; SPA Merchant Bankers; Trust Investment Advisors; Yes Bank Ltd
Financials
LIC Housing Finance Ltd 145.0 08/18/10 INR Axis Bank Ltd FinancialsNational Housing Bank 139.2 08/10/10 INR JP Morgan Sec India Pvt Ltd; Barclays Bank PLC; ICICI Bank Ltd FinancialsLIC Housing Finance Ltd 135.8 08/10/10 INR Axis Bank Ltd; Trust Investment Advisors Financials
NCRPB 109.0 08/04/10 INRSPA Merchant Bankers; AK Capital Services Ltd; Almondz Global Securities Ltd; Axis Bank Ltd; Darashaw & Co Ltd; ICICI Sec Primary Dealership; Kotak Mahindra Bank Ltd; LKP Shares & Securities Ltd; Trust Investment Advisors; Yes Bank Ltd
Consumer Products and Services
NABARD 108.4 08/09/10 INR Barclays Capital; Axis Bank Ltd; ICICI Bank Ltd FinancialsHDFC 107.4 08/18/10 INR Axis Bank Ltd; ICICI Sec Primary Dealership; ICICI Bank Ltd; Kotak Mahindra Finance Ltd FinancialsTata Teleservices Ltd 106.9 08/16/10 INR Yes Bank Ltd TelecommunicationsExport-Import Bank of India 64.4 08/20/10 INR Trust Investment Advisors FinancialsIDFC 43.5 08/06/10 INR Axis Bank Ltd; ICICI Sec Primary Dealership; Trust Investment Advisors; AK Capital Services Ltd Financials
Nagarjuna Construction Co Ltd 42.8 08/11/10 INR ICICI Bank Ltd; Trust Investment Advisors Industrials
Export-Import Bank of India 42.8 07/28/10 INR Barclays Bank PLC FinancialsIL&FS 32.2 08/17/10 INR AK Capital Services Ltd; ICICI Bank Ltd FinancialsINDONEsIaBerau Capital Resources PTE 103.5 07/26/10 USD Credit Suisse; Deutsche Bank Securities Corp MaterialsJapaNJapan Housing Finance Agency 1,568.9 08/20/10 JPY Mitsubishi UFJ Morgan Stanley Government and AgenciesToyota Motor Credit Corp 999.2 08/09/10 USD UBS Investment Bank; Barclays Capital; HSBC Securities Inc FinancialsSumitomo Life Insurance No. 3 789.5 07/29/10 JPY Nomura Securities FinancialsJapan Finance Corp 575.5 07/29/10 JPY Mitsubishi UFJ Morgan Stanley; Mizuho Securities Co Ltd Government and AgenciesJapan Finance Corp 575.5 07/29/10 JPY Mitsubishi UFJ Morgan Stanley; Mizuho Securities Co Ltd Government and AgenciesNissay 2010 Fund SPC 564.5 07/27/10 JPY Daiwa Sec Capital Markets; Nomura Securities FinancialsJRTT 405.5 08/04/10 JPY Nomura Securities; Mizuho Securities Co Ltd IndustrialsJFM 351.2 08/10/10 JPY Mizuho Securities Co Ltd Government and AgenciesHyogo Prefecture 350.7 08/06/10 JPY Nomura Securities; Barclays Capital Japan Government and AgenciesBank of Fukuoka Ltd 341.5 07/27/10 JPY Nikko Cordial Securities Inc FinancialsJFM 234.1 08/10/10 JPY Mizuho Securities Co Ltd Government and AgenciesFukuoka Prefecture 233.8 08/06/10 JPY Mitsubishi UFJ Morgan Stanley; Credit Suisse Securities(JP); Daiwa Sec Capital Markets Government and AgenciesChugoku Electric Power Co Inc 231.7 08/04/10 JPY Nomura Securities Energy and PowerKyushu Electric Power Co Inc 231.7 08/04/10 JPY Nomura Securities Energy and PowerKyushu Electric Power Co Inc 231.7 08/04/10 JPY Nomura Securities Energy and PowerCity of Yokohama 231.7 08/04/10 JPY Mitsubishi UFJ Morgan Stanley; GSJCL Government and AgenciesKajima Corp 227.6 07/27/10 JPY Daiwa Sec Capital Markets IndustrialsToyota Motor Credit Corp 222.5 07/27/10 AUD Nomura International PLC FinancialsOdakyu Electric Railway Co Ltd 175.5 08/06/10 JPY Nikko Cordial Securities Inc IndustrialsJAFCO Co Ltd 173.8 08/04/10 JPY Nomura Securities FinancialsToyota Finance Australia 156.5 08/20/10 AUD Mitsubishi UFJ Sec Intl Plc FinancialsToyota Motor Finance(NT)BV 154.1 08/10/10 NZD Daiwa Capital Markets Europe IndustrialsToyota Motor Finance(NT)BV 128.7 08/18/10 AUD Mizuho International plc IndustrialsToyota Leasing (Thailand) 125.4 08/11/10 THB CIMB Thai Bank Public Co Ltd; Bangkok Bank; Kasikornbank PCL FinancialsNomura Real Estate Holdings 117.0 08/06/10 JPY Nomura Securities Real EstateOrix Corp 116.8 08/20/10 JPY Daiwa Sec Capital Markets FinancialsOrix Corp 116.8 08/20/10 JPY Daiwa Sec Capital Markets FinancialsUrban Renaissance Agency 116.8 08/20/10 JPY Nikko Cordial Securities Inc; Nomura Securities Government and AgenciesSBI Holdings Inc 116.0 08/13/10 JPY Mizuho International plc FinancialsJRTT 115.9 08/04/10 JPY Nomura Securities; Mizuho Securities Co Ltd IndustrialsCity of Nagoya 115.5 08/02/10 JPY Nikko Cordial Securities Inc; Mizuho Securities Co Ltd Government and AgenciesAmerican Honda Finance 100.0 08/03/10 USD Bank of America Merrill Lynch; Deutsche Bank Securities Corp FinancialsToyota Motor Finance(NT)BV 84.9 08/10/10 AUD Daiwa Capital Markets Europe Industrials
63www.legalbusinessonline.com
maRkET DaTa | capital markets >>Premier Investment Corp 82.1 08/11/10 JPY Nikko Cordial Securities Inc Real EstateToyota Motor Finance(NT)BV 81.4 08/18/10 ZAR Mizuho International plc IndustrialsEhime Bank Ltd 80.6 07/29/10 JPY Daiwa Sec Capital Markets FinancialsNagatanien Co Ltd 80.1 07/28/10 JPY Daiwa Sec Capital Markets Consumer StaplesToyota Finance Australia 60.0 08/20/10 USD Mitsubishi UFJ Sec Intl Plc FinancialsORIX JREIT Inc 58.5 08/06/10 JPY Daiwa Sec Capital Markets Real EstateUrban Renaissance Agency 58.4 08/20/10 JPY Nikko Cordial Securities Inc; Nomura Securities Government and AgenciesmalaysIaCelcom Transmission(M)Sdn Bhd 1,336.3 08/18/10 MYR CIMB Investment Bank Bhd; Maybank Investment Bank Bhd TelecommunicationsDanga Capital Bhd 1,111.0 08/03/10 SGD Oversea-Chinese Banking; DBS Bank Ltd; CIMB Investment Bank Bhd FinancialsMalaysia Airports Capital Bhd 318.4 08/20/10 MYR CIMB Investment Bank Bhd; Citi FinancialsCagamas Berhad 315.5 08/11/10 MYR Al Rajhi Banking & Investment; RHB Investment Bank Bhd; RBS FinancialsMalaysia Debt Ventures Bhd 157.2 08/16/10 MYR CIMB Investment Bank Bhd FinancialsCagamas Berhad 148.9 08/03/10 MYR HSBC Bank Malaysia Bhd; CIMB Investment Bank Bhd; Malayan Banking Bhd FinancialsPadiberas Nasional Bhd 127.3 08/18/10 MYR Standard Chartered Bk Malaysia; Bank Muamalat Malaysia Consumer StaplespHIlIppINEsADB 996.1 08/12/10 USD Morgan Stanley; UBS Investment Bank Government and AgenciesAlliance Global Group Cayman 496.5 08/13/10 USD UBS Investment Bank Consumer StaplesADB 104.5 07/28/10 BRL Daiwa Securities SMBC Europe Government and AgenciessINGapORESTATS ChipPAC Ltd 600.0 08/04/10 USD Credit Suisse; Deutsche Bank Securities Corp High TechnologyPSA International Pte Ltd 498.4 08/03/10 USD Barclays Capital Group; Credit Suisse; Goldman Sachs & Co IndustrialsSPIAA 451.2 07/30/10 AUD Commonwealth Bank of Australia; Westpac Banking Energy and PowerCapitaLand and Treasury Ltd 258.4 08/17/10 SGD DBS Bank Ltd FinancialsCapitaMalls Asia Treasury Ltd 257.1 08/12/10 SGD DBS Bank Ltd; Standard Chartered Bank (SG) FinancialsOlam International Ltd 250.0 08/06/10 USD HSBC Holdings PLC; JP Morgan Consumer StaplesCMT MTN Pte Ltd 221.6 08/19/10 SGD DBS Bank Ltd FinancialsCDLHT MTN Pte Ltd 111.4 08/06/10 SGD Standard Chartered Bank (SG); DBS Bank Ltd FinancialsSwiber Holdings Ltd 81.1 08/20/10 SGD DBS Bank Ltd IndustrialsBanyan Tree Holdings Ltd 36.9 08/10/10 SGD Hong Kong & Shanghai Bank (SG) Media and EntertainmentKeppel Land Ltd 36.7 07/26/10 SGD CIMB Bank Bhd Real EstateCDLHT MTN Pte Ltd 18.6 08/06/10 SGD Standard Chartered Bank (SG) FinancialssOUTH kOREaHART 2010-B 1,171.2 08/19/10 USD Bank of America Merrill Lynch; Barclays Capital; Societe Generale Financials
Posco Co Ltd 428.5 08/04/10 KRWWoori Invest & Sec Co Ltd; KB Invest & Sec; Korea Investment & Securities; Daewoo Securities Co Ltd; Samsung Securities
Materials
Woori Bank 336.0 07/26/10 KRW Hana Daetoo Securities Co Ltd FinancialsWoori Bank 285.9 08/13/10 KRW KB Invest & Sec FinancialsWoori Bank 278.5 08/12/10 KRW KB Invest & Sec FinancialsWoori Fin Hldgs Co Ltd 257.1 08/03/10 KRW SK Securities Co Ltd FinancialsKorean Airlines Co Ltd 253.8 08/02/10 KRW Korea Development Bank; Daewoo Securities Co Ltd; Hana Daetoo Securities Co Ltd IndustrialsKorea District Heating Corp 253.2 07/29/10 KRW Tong Yang Securities Energy and PowerShinhan Financial Group Ltd 253.2 07/29/10 KRW SK Securities Co Ltd; Daishin Securities Co Ltd FinancialsHyundai Motor Co Ltd 253.2 07/30/10 KRW Korea Investment & Securities IndustrialsLotte Engineering & Constr Co 172.2 08/09/10 KRW Tong Yang Securities; KB Invest & Sec; SC Securities Korea Ltd IndustrialsSamsung Techwin Co Ltd 170.6 08/20/10 KRW SK Securities Co Ltd High TechnologyAsiana Airlines Inc 126.8 08/13/10 KRW KB Invest & Sec; Hana Daetoo Securities Co Ltd IndustrialsLG Display Co Ltd 116.4 08/12/10 JPY Korea Development Bank High TechnologyHyundai Elevator Co Ltd 101.3 07/29/10 KRW Daewoo Securities Co Ltd IndustrialsShinhan Card Co Ltd 100.0 08/02/10 USD HMC Investment Securities Co FinancialsShinhan Bank 92.7 08/16/10 KRW Daewoo Securities Co Ltd FinancialsHyundai Capital Services Inc 85.8 08/05/10 KRW SK Securities Co Ltd FinancialsShinhan Bank 85.8 08/05/10 KRW Hana Daetoo Securities Co Ltd FinancialsHanwha Corp 85.8 08/06/10 KRW Samsung Securities MaterialsKyongnam Bank 85.2 08/18/10 KRW Samsung Securities FinancialsDoosan Infracore Co Ltd 84.6 08/12/10 KRW Korea Development Bank; Kumho Investment Bank; KB Invest & Sec IndustrialsNHN Corp 84.5 08/13/10 KRW Woori Invest & Sec Co Ltd High TechnologyShinhan Bank 84.4 07/28/10 KRW Woori Invest & Sec Co Ltd FinancialsShinhan Card Co Ltd 77.6 08/09/10 KRW Hana Daetoo Securities Co Ltd FinancialsKDB Capital Corp 75.6 07/26/10 KRW Korea Investment & Securities FinancialsHanwha Engineering & Constr Co 75.6 07/28/10 KRW Samsung Securities IndustrialsSK Engineering & Constr Co Ltd 68.6 08/04/10 KRW Daewoo Securities Co Ltd; Tong Yang Securities IndustrialsKT Capital Corp 68.5 08/10/10 KRW Korea Investment & Securities FinancialsKDB Capital Corp 67.7 08/11/10 KRW Korea Investment & Securities FinancialsKorea Development Bank 59.9 08/11/10 HKD Standard Chartered Bank (HK) FinancialsAju Capital Co Ltd 54.2 07/26/10 KRW E Trade Korea Co Ltd FinancialsShinhan Card Co Ltd 51.7 08/09/10 KRW Kiwoom Securities Co FinancialsHyundai Capital Services Inc 51.5 08/05/10 KRW Tong Yang Securities FinancialsHana SK Card 51.4 08/04/10 KRW IBK Securities Co Ltd FinancialsHyundai Capital Services Inc 51.1 08/18/10 KRW Dongbu Securities FinancialsDaelim Information & Service 50.6 07/28/10 KRW Dongbu Securities; KB Invest & Sec; Korea Development Bank; Bookook Securities Co Ltd High TechnologyHyundai Card Co Ltd 50.6 07/29/10 KRW SK Securities Co Ltd FinancialsDaishin Securities Co Ltd 50.0 07/26/10 KRW Shinhan Investment Corp FinancialsHanjin Heavy Ind & Const Hldg 50.0 08/03/10 USD Korea Development Bank IndustrialsLotte Aluminum Co Ltd 50.0 08/06/10 USD Daewoo Securities Co Ltd MaterialsIBK Capital 46.2 07/26/10 KRW Korea Development Bank FinancialsDongwon F&B Co Ltd 43.1 08/10/10 KRW Korea Investment & Securities Consumer StaplesShinhan Bank 42.9 08/03/10 KRW Dongbu Securities FinancialsHyundai Capital Services Inc 42.8 08/10/10 KRW Hyundai Securities Co Ltd FinancialsKLC 2nd Securitization 42.6 08/19/10 KRW Daewoo Securities Co Ltd; Korea Development Bank FinancialsDaegu Bank Ltd 42.3 07/30/10 KRW Dongbu Securities FinancialsSamsung Card Co Ltd 42.3 08/20/10 KRW SC Securities Korea Ltd FinancialsTong Yang Major Corp 42.2 07/29/10 KRW Shinhan Investment Corp; Dongbu Securities; Tong Yang Securities MaterialsLotte Card Co Ltd 42.2 08/12/10 KRW Korea Development Bank FinancialsEland World Ltd 42.0 07/26/10 KRW Tong Yang Securities RetailJeonbuk Bank 42.0 07/26/10 KRW KB Invest & Sec FinancialsShinhan Card Co Ltd 42.0 07/26/10 KRW Mirae Asset Securities FinancialsHansol Paper Co Ltd 42.0 07/28/10 KRW KB Invest & Sec MaterialsKorea Development Bank 39.7 07/30/10 HKD Credit Suisse FinancialsWoori Financial Co Ltd 34.5 08/09/10 KRW SK Securities Co Ltd FinancialsHyundai Card Co Ltd 34.3 08/05/10 KRW Dongbu Securities FinancialsLotte Card Co Ltd 34.3 08/04/10 KRW Daewoo Securities Co Ltd FinancialsHyundai Commercial 34.0 08/17/10 KRW SC Securities Korea Ltd; Tong Yang Securities; KB Invest & Sec FinancialsKDB Capital Corp 30.0 07/27/10 USD KB Invest & Sec FinancialsLotte Card Co Ltd 30.0 08/02/10 USD Daewoo Securities Co Ltd FinancialsTaIwaNTaipower 371.2 08/19/10 TWD Yuanta Securities Co Ltd Energy and PowerTaiwan Business Bank Ltd 189.6 08/09/10 TWD Grand Cathay Securities Corp Financials
Formosa Petrochemical Corp 188.1 08/13/10 TWDYuanta Securities Co Ltd; Cathay Securities Investment; Masterlink Securities Co; Mega Securities Co Ltd; Grand Cathay Securities Corp; Shanghai Commercial & Savings; Jih Sun Securities; Capital Securities Corp; Polaris Securities Ltd
Energy and Power
Far Eastern New Century Corp 188.0 08/20/10 TWD Masterlink Securities Co MaterialsFirst Commercial Bank Co Ltd 156.5 07/29/10 TWD Masterlink Securities Co; Yuanta Securities Co Ltd FinancialsChailease Securitization 2010 134.0 08/10/10 TWD KGI Securities (Taiwan) FinancialsUni-President Enterprises Corp 56.4 08/21/10 TWD Mega Securities Co Ltd Consumer Products and ServicesTHaIlaNDPTTEP AIF 200.0 08/04/10 USD Bangkok Bank Energy and PowerSiam Cement PCL 158.7 08/19/10 THB Siam Commercial Bank PLC; Bangkok Bank; Kasikornbank PCL; Krung Thai Bank; Bank of Ayudhya Plc MaterialsDouble A (1991)Pcl 78.8 08/17/10 THB Standard Chartered Bank(Thai); Krung Thai Bank MaterialsMetropolitan Electricity 31.7 08/19/10 THB Standard Chartered Bank(Thai) Energy and PowerVIETNamVietnam National Shipping Line 52.0 08/04/10 VND SCB (Vietnam)Ltd Industrials
Contact Us
Managing Counsel, Oil & Gas Major - 12+ years PQE Excellent opportunity for a dynamic Singaporequalified lawyer to join as the head of the legal team here supporting the trading arm of this oil &gas major. Candidates must have a depth of experience with commodities trading gained at a bulgebracket bank and preferably be familiar with regional regulatory issues. You should also possessgood people management and communication skills. Ref GIS-766
Head of Legal, Real Estate Giant - 12+ years PQE Our client, a real estate heavyweight with a globalportfolio of properties, is looking to take on an energetic and commercially savvy lawyer to head itslegal and company secretariat function. Ideal candidates should be Singapore qualified and haverelevant experience gained with a top firm and/or with a local listed company. You should haveexcellent interpersonal skills and proven management ability. Ref GIS-759
Commercial IP/IT Lawyer, Technology/R&D Leader - 2 to 5 years PQE Exciting opportunity for a Singapore qualified lawyer with solid corporate commercial experience to join a dynamic organisation on the cutting edge of the R&D and technology sectors. Some prior experience in IP/IT work is an advantage. A creative work environment and a fulfilling career awaits you. Ref GIS-758
Corporate Energy/Infrastructure, London - 3 to 7 years PQE Our client is a leading firm in this practice area and now requires a senior associate to join the Group. Candidates will need diverse projects experience in the Energy, Mining and/or Infrastructure sectors. Experience in engineering and construction work and familiarity with the standard form contracts is required. You will engage in a range of transactional work throughout the EMEA region. Ref SPL-186Shipping Lawyers, Major International Law firm, London - 2 to 5 years PQE Our client is a large global law firm with a small but highly regarded shipping practice. They now welcome applications from experienced junior and mid level shipping lawyers. Candidates will be highly motivated and want a career in shipping law. The firm offers good client contact, excellent remuneration & benefits and a friendly culture. Ref SPL-136
M&A / Private Equity Lawyer, Beijing – 3 to 5 years PQE Wall Street law firm which has one of Asia’sleading M&A / P.E. practices seeks an ambitious M&A / P.E. lawyer with international law firm experience to join its busy team and get involved in some cutting edge work alongside several leading partners in a supportive environment. Fluent Mandarin is required. Ref TPC-732
Asset Finance Lawyer, Singapore – 2 to 5 years PQE This UK law firm, a market leader acrossdifferent practice areas, is looking for ship finance or aviation finance lawyers for their Singaporeoffice. A collegiate environment, quality work and excellent remuneration are on offer. Ref APS-763
Banking & Finance Lawyer, Singapore – 2 to 5years PQE Our client, a global US law firm, is interested to hear from excellent banking and finance lawyers with a background in general bank finance, project finance or structured finance for their expanding Singapore office. Excellent quality of work and outstanding remuneration at one of the most prestigious law firms in the world. Ref APS-677
Corporate/M&A Lawyer, Singapore - 2 to 5years PQE This top US law firm wants to hire anotherCorporate/M&A lawyer for their Singapore office. Ideally you will be US qualified and coming from atop US/UK law firm. Excellent quality of work (with a focus on private equity), remuneration at USlevels and a friendly firm culture are on offer. Ref APS-541
International Arbitration, Singapore - 2 to 5 years PQE This top UK law firm is looking to expand their highly-regarded dispute resolution/international arbitration team. You will be working at a leading team on a variety of high value commercial dispute or investment treaty matters. Excellentacademics and prior experience at a top tier firm are required for this role. Ref APS-745
For current opportunities in private practice, in-house or overseas,
visit our website or contact us: e | [email protected] t | singapore 65 6818 9701
www.jlegal.com melbourne sydneysingapore hong kong london
Recruitment | Singapore In-house
Recruitment | Singapore Private Practice
Shipping Litigator, Hong Kong - 2 to 6 years PQE Our client, a global UK law firm, with one of theworld’s leading shipping practices, is now seeking a capable litigator to work on a broad range of matters including Charterparties, Bills of Lading, Cargo claims, Int’l Trade and Commodity Disputes. Enjoy a generous remuneration package & the chance to rapidly develop your career. Ref TPH-686
Recruitment | International
jlegalyour global recruitment partner
GURBANI & CO is looking to hire up to 3 motivated litigation associates with 1-4 years’ PQE to join their expanding litigation and arbitration practice in the areas of maritime/shipping law, insurance (general, marine and non-marine) and international trade. Successful applicants will work closely alongside senior partners in an exciting and challenging environment. Good exposure will be provided to interesting and high level work. Successful applicants are also assured of a healthy exposure to court work and advocacy. Attractive remuneration packages are on offer.
Please send your application to Gurbani & Co, 78 Shenton Way #31-02, Singapore 079120 or by email to [email protected]
About the FirmGurbani & Co offers a sophisticated commercial legal practice complemented by a dedicated team of skilled advocates. The firm enjoys a distinguished reputation in regional legal circles as a provider of outstanding legal services, particularly in the marine and insurance industry since 1989. In these specialist areas, our lawyers work at the cutting edge of legal developments, combining rigorous analysis with astute judgment that comes only with in-depth knowledge and specialist experience. Gurbani & Co is consistently listed in renowned legal directories as a leading marine and insurance law practice in the Asia Pacific region.
We also enjoy an excellent reputation in international commercial arbitration. Our lawyers have acted both as arbitrators and counsel in large scale ICC and other institutional arbitrations.
Advocates & SolicitorsNotaries Public
Commissioners for Oaths
LONDON • HONG KONG • SINGAPORE • BEIJING • BRISBANE • MELBOURNE • PERTH • SYDNEY • AUCKLAND • WELLINGTON
www.hughes-castell.com.sg
In-houseVP, Legal and Compliance (12-15 yrs pqe) Singapore This specialized medical device company is seeking someone to take on senior oversight responsibility for both legal and compliance matters across the Asia-Pacific region. You will work closely with senior management on all legal matters and strategic input, ensure that the elements of an effective compliance program are being addressed, perform general reviews and advise business leaders. Strong knowledge of relevant laws in Asia and the US with the ability to lead a complex compliance program required. Ref: 9246/ALB
Head of Regulation and Competition (8+ yrs pqe) Singapore Oversee all regulatory issues for the Asia Pacific operations of this global IT and telecommunications conglomerate. This mandate is responsible for ensuring all telecom regulatory requirements are identified and clearly understood by the business. A strong track record in presenting to senior management and external stakeholders is a must. Ref: 9234/ALB
Compliance and Legal Director, Asia-Pacific (8+ yrs pqe) Singapore Are you ready to manage the corporate compliance program for the Asia Pacific operations of a medical device corporation? Experience with regional compliance programs in Asia and the FCPA or other laws affecting US-based MNCs is required. Leadership, communications and teamwork skills desired. Ref: 9247/ALB
Senior Legal Counsel (6-8 yrs pqe) Malaysia Take a lead role on a top IT company’s Malaysian legal team. This mandate covers corporate and contract matters across the country, and those with experience in litigation, oil and gas, HR and customer contracts are encouraged to apply. Previous IT experience would be advantageous. Ref: 9123/ALB
ASEAN Legal Counsel (5-8 yrs pqe) Singapore Develop your career by covering a range of maters at this international business. This role requires experience in commercial transactions, IP, competition, environmental and litigation issues. Those who can liaise with legal authorities and have worked at an MNC will have an advantage. Ref: 9239/ALB
Legal Counsel (5-7 yrs pqe) Singapore Advise on all aspects of the equities and investment finance flow business at this Fortune 500 global bank. This role requires strong experience in banking products, including credit and preferably securities. You should be able to communicate effectively with various business clients and take the lead on solving complex problems. Ref: 9249/ALB
India Legal Counsel (5-7 yrs pqe) Mumbai Join a top US energy conglomerate by taking on a stand alone, regional role based in India. You must be experienced in corporate commercial work and/or dispute resolution, and those with direct experience in the oil and gas field will have a distinct advantage. Indian qualification with fluent English required. Ref: 9194/ALB
ISDA/Derivatives Lawyer (3-8 yrs pqe) Singapore An international financial services firm is seeking an ISDA or Derivatives Lawyer to advise on and review swap and derivative transactions in the Asia-Pacific region. To succeed in this role, you must have quality derivatives negotiation or general banking experience. A working proficiency in written and spoken Mandarin is required. Ref: 9220/ALB
Legal Counsels (3-7 yrs pqe) Singapore This tele-communications giant is seeking both junior and senior legal counsels to help support their expanding operations in Singapore. Prior telecommunications experience is preferred, but those who demonstrate a strong ability and willingness to learn will be considered. Strong contractual/commercial experience required, prior regulatory exposure and Singapore qualification preferred. Ref: 9235/ALB
Private PracticeReal Estate Associate (4-6 yrs pqe) Singapore Our client, a respected international law firm, is seeking an associate to join their leading corporate practice group. You should be Singapore qualified and have real estate or property experience. Ref: 9124/ALB
Associate (4+ yrs pqe) Singapore Excellent opportunity to join a UK commercial law firm. This position will help develop the firm’s presence in Singapore and requires construction and dispute resolution experience. An independent attitude with common law qualification is required. Ref: 9212/ALB
M&A Associate (3+ yrs pqe) Singapore Do you have experience at a top-tier law firm and want to get cross-border experience at one of the most prestigious international firms in the world? Our client is seeking a talented M&A Associate to take on international clients and deals. Fluent English is required. Ref: 9087/ALB
Banking Associate (2+ yrs pqe) Singapore Advise banking clients at this respected international law firm. To succeed in this role, you must have a common law background and a strong understanding of the banking business. Ref: 9168/ALB
HONG KONGTel: (852) 2520 1168 Fax: (852) 2865 0925 Email: [email protected]
SINGAPORETel: (65) 6220 2722 Fax: (65) 6220 7112 Email: [email protected]
BEIJINGTel: (86) 10 6581 1781 Fax: (86) 10 6581 1773 Email: [email protected]
Happiness Is Finding The Right Job
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