Asian Legal Business July 2015

ALLEN & GLEDHILL, WONGPARTNERSHIP, ALLEN & OVERY BIG WINNERS AT SE ASIA LAW AWARDS

JULY 2015

ASIA EDITION

MCI (P) 178/01/2015 issn 0219 – 6875 KDN PPS 1793/07/2013(025520)

GETTING READY FOR THE

ASEAN ECONOMIC COMMUNITY BUSINESSES AND LAW FIRMS PREPARE FOR A UNIFIED MARKET

NOBODY’S SAFE

Companies face long arm of the regulator

CYRIL SHROFF Q&A ‘We have an audacious ambition’

TAIWAN REFORMS Anti-competitive behaviour targeted

INSIDE n BIG STORY

3

n LEAGUE TABLES

4

n DEALS

PAGE 20

PAGE 24

PAGE 36

n APPOINTMENTS

6 19

Give yourself a head start, the opportunity and an edge over others. By enrolling for the Executive Masterclass programmes brought to you by . Interact with global subject matter experts who will share with you their learnings and knowledge delivered through case studies and research.

2 - 3 Sept 2015

Senior/Mid-Level management of Islamic Financial Institutions Shariah Audit team members and compliance professionals Supervisors, regulators and Shariah supervisory board members Internal auditors of Islamic Financial Institutions

30 Sept - 1 Oct 2015

External auditors and audit professionals Senior management of corporate organisations and government bodies Academics, researchers and students in areas of Islamic Finance

VENUE Sasana Kijang, Bank Negara Malaysia Kuala Lumpur.

CONTENTS

WWW.LEGALBUSINESSONLINE.COM : @ALB_Magazine : Connect with Asian Legal Business

36

1

“THE BAR IS GOING UP ON CLIENT DUE DILIGENCE. FATCA IS AN OBVIOUS EXAMPLE OF THIS TREND, AS IS THE INCREASED EMPHASIS ON TAX CRIMES BY ANTIMONEY LAUNDERING AUTHORITIES. I BELIEVE THAT GOVERNMENTS AND REGULATORS ARE RESPONDING TO A PUBLIC PERCEPTION THAT SOME PEOPLE AREN’T PAYING THEIR SHARE OF THE TAX BURDEN.” Zachariah Ezekiel, Manulife

Men look at the Taipei 101 building from Elephant Mountain in Taipei. REUTERS/Pichi Chuang

COVER STORY

Getting ready for the AEC

As the ASEAN Economic Community moves towards becoming a reality, how are member-states preparing for it? What do companies need to do to get involved, and what kind of advice are lawyers providing? Ranajit Dam investigates

26

FE AT URES In-house spotlight: Nobody’s safe

20

Think you’re exempt from regulatory scrutiny because you’re not a bank? Well, you can think again, says Christopher Horton

‘Being at the forefront of thought in ADR is our aim’

‘We have an audacious ambition in terms of growth’

24

Taiwan: Sweeping reforms

36

Cyril Shroff, managing partner of the recently created Cyril Amarchand Mangaldas, reflects on the split, talks about expansion plans, and compares Indian and international law firms.

Interview with Ranajit Dam Antitrust law enforcement activity is on the rise in Asia, as local authorities seek to clamp down on anti-competitive behaviour. This is also true in Taiwan, where a recent amendment to its Fair Trade Act laid out a new path for key areas of competition law and transformed the

20

country’s business landscape. Kanishk Verghese reports

40

In the lead-up to CIArb’s Centenary Year Conference in Singapore, Richard Tan, chairman of the Singapore branch of CIArb, and board members Francis Xavier SC and Paul Sandosham talk to Ranajit Dam about what delegates can expect at the conference, CIArb’s goals for Asia, and how the organisation is working to make arbitration in the region more widespread and attractive

SE Asia Law Awards: A&G dominant

Allen & Gledhill dominated the 11th edition of the annual ALB Southeast Asia Law Awards on May 28. WongPartnership and Allen & Overy each picked up four awards, the latter being the big winner among international law firms

NEWS BRIEFS — — — — — —

44

The Big Story League Tables Deals Spotlight News Regional Updates Appointments

3 4 6 10 12 19

EVENTS IN-HOUSE LEGAL SUMMIT — —

SE Asia Indonesia

CONFERENCE —

Data Protection

42 50 52

2

EDITORIAL

PUBLISHER Amantha Chia amantha.chia@thomsonreuters.com MANAGING EDITOR Ranajit Dam ranajit.dam@thomsonreuters.com DEPUTY EDITOR Kanishk Verghese kanishk.verghese@thomsonreuters.com ASSOCIATE EDITOR Eileen Ang eileen.ang@thomsonreuters.com JOURNALIST Shangjing Li shangjing.li@thomsonreuters.com COPY EDITOR Karuna Jainpalli karuna.jainpalli@thomsonreuters.com CONTRIBUTOR Christopher Horton SENIOR DESIGNER John Agra john.agra@thomsonreuters.com TRAFFIC / CIRCULATION MANAGER Rozidah Jambari rozidah.jambari@thomsonreuters.com

ASIAN LEGAL BUSINESS JULY 2015

ASEAN

UNITE T

he countdown has begun. The ASEAN Economic Community, initially slated for Jan. 1 this year, is creeping, sometimes stumbling, towards the new deadline of Dec. 31. While policymakers sound bullish on record, skepticism is rife among more independent observers, citing member-states working at cross-purposes as they look to drive their individual agendas. Splitting the difference, it appears that there will be an AEC by the end of 2015, but the start will be quiet rather than explosive, and it will take some time for the project to really take off.

That said, there is no doubt that a unified market with a free flow of goods, services, capital and labour will be a huge boost for the ASEAN region – hitherto high in potential but low in actual development. Lawyers agree that SMEs will the biggest beneficiaries, able to tap huge pools of both labour and consumers. But as frequently mentioned in our cover story, these same companies have yet to properly embrace the concept, primarily due to a lack of awareness of what the AEC is and how it can benefit them. Governments and media thus need to take the lead in making the AEC dream a reality.

ACCOUNT MANAGERS Shyanne Chen Advertising Sales Manager (Indonesia and Malaysia) (65) 6870 3253 shyanne.chen@thomsonreuters.com Henry Cheng Account Manager (Hong Kong, Korea) (852) 2847 2016 henry.cheng@thomsonreuters.com Yvonne Cheung Account Director (China) (852) 2847 2003 yvonne.cheung@thomsonreuters.com Amy Sim Sales Manager (Japan, Singapore, Taiwan) (65) 6870 3348 amy.sim@thomsonreuters.com

RANAJIT DAM Managing Editor Asian Legal Business Thomson Reuters ranajit.dam@thomsonreuters.com

Sardor Yangibayev Sales Executive (Philippines, Singapore, Thailand, Vietnam) (65) 6870 3190 sardor.yangibayev@thomsonreuters.com SENIOR AWARDS AND OPERATIONS MANAGER Tracy Li tracy.li@thomsonreuters.com SENIOR RESEARCH AND CONFERENCE MARKETING MANAGER Trang Chu Minh chuminh.trang@thomsonreuters.com

ASIAN LEGAL BUSINESS is available by subscription. Please visit WWW.LEGALBUSINESSONLINE.COM for details.

Copyright is reserved throughout. No part of this publication can be reproduced in whole or part without the express permission of the editor. Contributions are invited, but copies of work should be kept, as ALB can accept no responsibility for loss.

MCI (P) 178/01/2015 issn 0219 – 6875 KDN PPS 1793/07/2013(025520) THOMSON REUTERS 18 Science Park Drive Singapore 118229 / T (65) 6775 5088 / F (65) 6333 0900 10/F, Cityplaza 3, Taikoo Shing, Hong Kong / T (852) 3762 3269 / F (852) 2154 6425 www.thomsonreuters.com

BRIEFS

07.2015

3

INSIDE LEAGUE TABLES 4 / DEALS 6 / NEWS 10 / REGIONAL UPDATES 12 / APPOINTMENTS 19

the big story

Beck and call EVERSHEDS’ LAUNCH OF ITS AGILE CONTRACT LAWYER OFFERING IN ASIA IS ANOTHER SIGN THAT ‘NEWLAW’ IS HERE TO STAY. HERE’S WHY COMPANIES IN THE REGION SHOULD EMBRACE THE CONCEPT

By RANAJIT DAM

A

ustralia’s AdventBalance and the United States’ Axiom Law now have company in Asia: law firm Eversheds is bringing its contract lawyer service, called Eversheds Agile, to the region. Agile, which is set to be rolled out in Hong Kong and Singapore during the summer, places lawyers within in-house legal teams on a temporary, contract basis. Already boasting an impressive global clientele that includes GE Lloyds Banking Group and Volvo, Agile’s foray into Dubai last year yielded Middle East clients such as Abu Dhabi Airports Company and the Qatar Foundation.

While law firms have launched similar services in the UK – Berwin Leighton Paisner’s Lawyers on Demand and Pinsent Masons’ Vario are two notable examples – this kind of offering backed by an established law firm is among the earliest in Asia and serves as an important test on how receptive companies in the region are to new models of legal services. Eversheds, however, is confident of a strong start. “Having spoken with clients, we expect the initial demand to be in the financial services sector, for example banking

and transactional lawyers,” said Graham Richardson, the head of Eversheds Consulting, in an email. “This is where the bulk of the UK demand is.”

Certainly it appears to be a good time for non-traditional or ‘Newlaw’ services like this, and for a number of reasons, particularly the cost factor. While local companies have always been cost-conscious, regional legal teams of multinational entities are also being asked to extract maximum bang for the buck from external service providers, as they beef up internally and place more responsibilities on the

shoulders of senior legal personnel. Services like this don’t just cut costs, they also offer fee certainty, which in-house counsel prefer. Secondly, Asian clients, much like clients around the world, like the idea of lawyers who are available to them when needed. In turn, lawyers gain a much better idea of the business and are thus able to provide more focused advice.

In Agile’s case, the connection with an established law firm might also be something that prospective clients value. “This link to Eversheds is a key differentiator and will add value to the clients who see taking an Eversheds Agile lawyer as a long-term investment in an overall relationship with the firm,” said Richardson. “We envisage that our Eversheds Agile lawyers will have practising certificates and be employees rather than independent contractors, so we aim to achieve a situation where they are able to provide legal advice. Again, we think this is different from offerings via recruitment agencies or pure consulting offerings.” Take all these into consideration, and it’s enough to give traditional legalservice providers some food for thought indeed.

REUTERS/Christian Hartmann

briefs

4

ASIAN LEGAL BUSINESS JULY 2015

MERGERS & ACQUISITIONS SNAPSHOT LEAGUE TABLES

NORTH ASIA LEAGUE TABLES

I. LEAGUE TABLE - NORTH ASIA LEGAL AND FINANCIAL RANKINGS NORTH ASIA Announced M&A Legal Rankings - Based on Value Value No. of Market CHINA Announced Legal Advisor M&A Legal Rankings Rank (US$mln) Deals Share 1 Freshfields Bruckhaus Deringer 123,925.0 24 20.8 Linklaters 2 79,689.5 16 13.4 Skadden 3 70,229.4 27 11.8 Stikeman Elliott 4 47,600.1 7 8.0 Guantao Law Firm 5 46,099.7 2 7.8 VALUE Allens 6 45,415.8 2 7.6 ($mln) Bennett Jones 7 45,410.8 1 7.6 Kim & Chang 8 42,266.9 59 7.1 DEALS: 22 MARKET SHARE: 5.0 Bae Kim & Lee 9 27,385.2 28 4.6 10 Herbert Smith Freehills 23,178.7 10 3.9

SKADDEN

(*tie)

Based on Rank Value incl. Net Debt of announced M&A deals (excluding withdrawn M&A)

VALUE MARKET RANK LEGAL ADVISOR DEALS ($MLN) SHARE II. LEAGUE TABLE - LEGAL 2 Kirkland & EllisM&A Legal Rankings 15,736.7 7 4.7 CHINA Announced Value No. of Market 3 Freshfields Bruckhaus Deringer 15,218.0 8 4.5 Legal Advisor Rank (US$mln) Deals Share 4 King & Wood Mallesons 14,732.4 32 4.4 1 Skadden 16,910.0 22 5.0 5 2 JunKirkland He Law & Offices 11,649.3 13 3.5 Ellis 15,736.7 7 4.7 Freshfields Bruckhaus Deringer 15,218.0 4.5 6 3 Linklaters 11,095.3 58 3.3 King & Wood Mallesons 14,732.4 32 4.4 7 4 Clifford Chance 10,593.5 6 3.1 Jun He Law Offices 5 11,649.3 13 3.5 8 6 Jingtian & Gongcheng 10,267.3 8 3.0 Linklaters 11,095.3 5 3.3 9 7 Latham & Watkins 10,125.3 66 3.0 Clifford Chance 10,593.5 3.1 Jingtian & Gongcheng 10,267.3 8 3.0 10 8 Fangda Partners 9,131.2 29 2.7 Latham & Watkins 9 10,125.3 6 3.0 Partners 10 onFangda 9,131.2 29 withdrawn2.7 (*tie) Based Rank Value including Net Debt of announced M&A deals (excluding M&A) 0 0 0 0.0 (*tie)

Based on Rank Value incl. Net Debt of announced M&A deals (excluding withdrawn M&A)

JAPAN Announced M&A Legal Rankings JAPAN ANNOUNCED M&A Rank 1 2 3 4 5 6 7 8 9 10 RANK (*tie)

LEGAL RANKINGS

Value No. of Market (US$mln) Deals Share Mori Hamada & Matsumoto 17,749.7 61 22.7 Freshfields Bruckhaus Deringer 12,846.8 8 16.4 Simpson Thacher & Bartlett 11,698.0 3 14.9 Nishimura & Asahi 10,887.7 46 13.9 VALUE Sidley Austin LLP 10,611.8 3 13.6 Debevoise & Plimpton 8,548.4 4 ($mln) 10.9 Sullivan & Cromwell 8,221.0 7 10.5 DEALS: 61 MARKET SHARE: 22.7 Nagashima Ohno & Tsunematsu 8,220.4 47 10.5 Skadden 7,908.5 3 10.1 Willkie Farr & Gallagher 7,540.9 2 9.6 VALUE MARKET LEGAL ADVISOR DEALS ($MLN) SHARE

Legal Advisor

MORI HAMADA & MATSUMOTO

Based on Rank Value incl. Net Debt of announced M&A deals (excluding withdrawn M&A)

2 Freshfields Bruckhaus Deringer 12,846.8 8 16.4 II. LEAGUE TABLE - FINANCIAL 3 Simpson Thacher & Bartlett 3 14.9 CHINA Announced M&A Financial Rankings 11,698.0 4 Nishimura & Asahi 10,887.7 46 of 13.9 Value No. Market Financial Advisor Rank Sidley Austin LLP (US$mln) Deals Share 5 10,611.8 3 13.6 1 Morgan Stanley 21,351.5 19 6.3 6 Debevoise & Plimpton 8,548.4 4 10.9 Southwest Securities Co Ltd 2 16,495.4 25 4.9 7 3 Sullivan & Cromwell 8,221.0 78 10.5 JP Morgan 15,749.8 4.7 GoldmanOhno Sachs & Co 15,479.4 12 4.6 8 4 Nagashima & Tsunematsu 8,220.4 47 10.5 Deutsche Bank 5 15,243.0 13 4.5 9 Skadden 7,908.5 3 10.1 Huatai Securities Co Ltd 6 15,110.3 30 4.5 10 7 Willkie Farr & Gallagher 7,540.9 2 9.6 CITIC 14,192.7 20 4.2 Guotai Junan Securities 8 13,879.7 17 4.1 (*tie) Based onCiti Rank Value including Net Debt of announced M&A deals (excluding M&A) 9 13,530.3 12withdrawn4.0 Lazard 10 13,223.0 5 3.9

220 200 180 160 140 120 100 80 60 40

Based on Rank Value incl. Net Debt of announced M&A deals (excluding withdrawn M&A)

(*tie)

Based on Rank Value incl. Net Debt of announced M&A deals (excluding withdrawn M&A)

RANK

VALUE ($MLN)

LEGAL ADVISOR

DEALS

MARKET SHARE

2 KONG Linklaters 11 39.2 HONG Announced M&A Legal Rankings68,810.4 Value No. of Market 3 Stikeman Elliott 47,205.8 4 26.9 Legal Advisor Rank (US$mln) Deals Share 4 Guantao Law Firm 46,099.7 2 26.3 1 Freshfields Bruckhaus Deringer 111,592.1 13 63.6 52 Skadden 45,695.4 4 26.0 Linklaters 68,810.4 11 39.2 Stikeman Elliott 47,205.8 4 26.9 6*3 Allens 45,410.8 1 25.9 Guantao Law Firm 46,099.7 2 26.3 6*4 Bennett Jones 45,410.8 1 25.9 Skadden 5 45,695.4 4 26.0 86* Herbert Smith Freehills 16,837.1 4 9.6 Allens 45,410.8 1 25.9 96* Baker & McKenzie 15,903.4 41 9.1 Bennett Jones 45,410.8 25.9 Herbert Smith Freehills 16,837.1 9.6 108 Sidley Austin LLP 10,643.9 44 6.1 Baker & McKenzie 9 15,903.4 4 9.1 LLP 10,643.9 4 withdrawn 6.1 (*tie)10 BasedSidley on RankAustin Value including Net Debt of announced M&A deals (excluding M&A) (*tie)

Based on Rank Value incl. Net Debt of announced M&A deals (excluding withdrawn M&A)

SOUTH KOREA Announced M&A Legal Rankings SOUTH KOREA ANNOUNCED M&A LEGAL RANKINGS Value No. of Market Legal Advisor Rank (US$mln) Deals Share 1 Kim & Chang 42,265.4 58 70.0 Bae Kim & Lee 2 27,385.2 28 45.4 Lee & Ko 3 15,801.7 43 26.2 Yulchon LLC 4 5,394.5 13 8.9 VALUE Shin & Kim 5 3,664.3 27 6.1 ($mln) Clifford Chance 6 1,110.3 4 1.8 Morrison & Foerster 7 1,000.0 1 1.7 DEALS: 58 MARKET SHARE: 70.0 Weil Gotshal & Manges 8 461.7 1 0.8 Yoon & Yang 9 287.9 13 0.5 Stikeman Elliott 10 251.0 1 0.4 VALUE MARKET RANK LEGAL ADVISOR DEALS ($MLN) SHARE

KIM & CHANG

(*tie)

2

Based on Rank Value incl. Net Debt of announced M&A deals (excluding withdrawn M&A)

Bae Kim & Lee

27,385.2

28

45.4

3 KONG Lee & Ko 15,801.7 43 26.2 HONG Announced M&A Financial Rankings 4 Yulchon LLC 5,394.5 13 of 8.9 Value No. Market Financial Advisor Rank (US$mln) Deals Share 5 Shin & Kim 3,664.3 27 6.1 1 HSBC Holdings PLC 108,285.5 9 61.7 6 Clifford Chance 1,110.3 4 1.8 Anglo Chinese Corp Finance 2 82,106.7 6 46.8 73 Morrison Foerster 1,000.0 1 1.7 Goldman& Sachs & Co 81,992.8 5 46.7 Somerley 62,757.9 22 35.8 84 Weil Gotshal & Manges 461.7 1 0.8 Bank of America Merrill Lynch 5 57,504.0 8 32.8 9 Yoon & Yang 287.9 13 0.5 UBS 6 34,012.8 12 19.4 107 Stikeman 251.0 1 0.4 Moelis &Elliott Co 20,167.9 2 11.5 JP Morgan 8 13,225.9 11 7.5 (*tie)9BasedMorgan on Rank Value including Net Debt of announced M&A deals (excluding M&A) Stanley 12,948.1 13 withdrawn 7.4 CITIC 10 11,177.4 6 6.4 (*tie)

Based on Rank Value incl. Net Debt of announced M&A deals (excluding withdrawn M&A)

ANY NORTH ASIA INVOLVEMENT ANNOUNCED M&A ACTIVITY - QUARTERLY TREND ANY NORTH ASIA INVOLVEMENT ANNOUNCED M&A ACTIVITY - QUARTERLY TREND Series1

110.8

114.6

126.2

Series2

202.8 146.8

125.2 95.4

114.4

134.0

117.7

128.3

148.7

142.5

3,000 162.1

162.1

162.1

162.1

2,500 2,000 1,500

93.7

1,000 500

1Q 11

3Q 11

1Q 12

3Q 12

1Q 13

3Q 13

1Q 14

3Q 14

1Q 15

No. of Transactions

Rank Value US$ Billion

(*tie)

NORTH ASIA Announced M&A Financial Rankings - Based on Value No. of Market HONG KONG Announced M&A Value Legal Rankings Financial Advisor Rank (US$mln) Deals Share 1 Goldman Sachs & Co 131,482.1 27 22.1 HSBC Holdings PLC 2 109,485.5 13 18.4 Anglo ChineseFRESHFIELDS Corp Finance 3 82,106.7 6 13.8 BRUCKHAUS DERINGER Morgan Stanley 4 68,737.9 53 11.6 Somerley 5 65,255.9 28 11.0 VALUE Bank of America Merrill Lynch 6 65,059.8 20 10.9 ($mln) UBS 7 35,842.5 18 6.0 Deutsche Bank 8 29,289.1 24 4.9 63.6 JP Morgan DEALS: 13 MARKET SHARE: 9 25,309.4 22 4.3 10 Mizuho Financial Group 25,115.0 78 4.2

0

Notes:League tables, quarterly trend, and deal list are based on the nation of either the target, acquiror, target ultimate parent, or acquiror ultimate parent at the time of the transaction. Announced M&A transactions excludes withdrawn NOTES: deals.

Deals with undisclosed dollar and values arelist rank eligible corresponding Value. acquiror, Non-US dollar denominated transactions are converted to the US dollar equivalent at the time of announcement terms.transactions North Asia includes League tables, quarterly trend, deal are basedbut onwith the no nation of either Rank the target, target ultimate parent, or acquiror ultimate parent at the time of the transaction.

AnnouncedofM&A China, Hongwithdrawn Kong, Taiwan, SouthDeals Korea,with Japan.

Data rangedollar is fromvalues 1 January 26 June 2015 excludes deals. undisclosed are to rank eligible but with no corresponding Rank Value. Non-US dollar denominated transactions are converted to the US dollar equivalent at the time of announcement of terms. North Asia includes China, Hong Kong, Taiwan, South Korea, Japan Data accurate from 1 January to 26 June 2015

WWW.LEGALBUSINESSONLINE.COM : @ALB_Magazine : Connect with Asian LegalMERGERS Business

briefs

& ACQUISITIONS SNAPSHOT

5

LEAGUE TABLES I. LEAGUE TABLE - SOUTHEAST ASIA AND MIDDLE EAST SOUTHEAST ASIA / SOUTH ASIA Announced M&A Legal Rankings SOUTHEAST ASIA LEAGUE TABLES Value No. of Market Legal Advisor (US$mln) Deals Share Rank 1 Allen & Gledhill 5,677.5 11 12.2 AZB & Partners 2 SINGAPORE 4,550.7 Rankings 49 9.8 Announced M&A Legal WongPartnership LLP 3 4,264.7 12 9.2 Skadden 4 3,242.2 1 7.0 Shook Lin & Bok LLP 5 2,920.0 8 6.3 Ashurst 6* 2,156.1 1 4.7 Davis Polk & Wardwell 6* 2,156.1 3 4.7 Sullivan & Cromwell 6* 2,156.1 1 4.7 VALUE Latham & Watkins 9 2,061.3 3 4.4 ($mln) Weil Gotshal & Manges 10 2,003.2 2 4.3

ALLEN & GLEDHILL DEALS: 11 MARKET SHARE: 25.2

(*tie)

DEALS

MARKET SHARE

11 of No. Deals 1 11 7 11 3 1 7 3 3 2 3 21 11 1 2 2

18.9 Market Share 14.4 25.2 13.0 18.9 9.2 14.4 13.0 6.3 9.2 6.3 6.3 6.3 6.3 6.3 6.3 6.3 5.6 5.6

(*tie) Based on Rank Value including Net Debt of announced M&A deals (excluding withdrawn M&A) (*tie) Based on Rank Value incl. Net Debt of announced M&A deals (excluding withdrawn M&A)

INDIA Announced M&A Legal Rankings Rank 1 2* 2* 2* 5 6 7* 7* 9 10 (*tie)

RANK

Value

No. of

Market Share 32.8 15.6 15.6 15.6 13.8 VALUE11.3 ($mln)8.6 8.6 7.1 6.2

(*tie)

AZB & Partners 4,550.7 Ashurst 2,156.1 Davis Polk & Wardwell 2,156.1 Sullivan & Cromwell 2,156.1 Amarchand Mangaldas 1,910.7 Khaitan & Co 1,573.4 Weil Gotshal & Manges 1,193.2 Linklaters 1,193.2 Luthra & Luthra Law Offices 981.0 DEALS: 48 MARKET SHARE: 32.8 Shardul Amarchand Mangaldas & Co 860.3

AZB & PARTNERS

48 1 2 1 15 21 1 3 12 12

Based on Rank Value incl. Net Debt of announced M&A deals (excluding withdrawn M&A) VALUE MARKET

LEGAL ADVISOR

($MLN)

DEALS

Rank 3 1 4 2 53 4* 6* 4* 6* 4* 6* 4* 4* 9 4* 10

Legal Advisor

WongPartnership LLP Grandall Law Firm Skadden Jones Day Shook Bok LLPLLP DorseyLin && Whitney Nagashima Ohno & Tsunematsu Ashurst Clifford Chance Davis Polk & Wardwell Linklaters Sullivan Cromwell Baker &&McKenzie Allen & & Overy Latham Watkins WongPartnership LLP Weil Gotshal & Manges

VALUE ($MLN) 4,550.7 Value (US$mln) 4,264.7 61.4 3,242.2 27.6 2,920.0 24.0 0.0 2,156.1 0.0 2,156.1 0.0 2,156.1 0.0 0.0 2,061.3 0.0 2,003.2

MARKET SHARE

DEALS No.49 of Deals 12 1 1 1 18 11 1 3 1 11 13 1 2

9.8 Market Share 9.2 1.1 7.0 0.5 6.3 0.4 0.0 4.7 0.0 4.7 0.0 4.7 0.0 0.0 4.4 0.0 4.3

(*tie) Based on Rank Value including Net Debt of announced M&A deals (excluding withdrawn M&A) (*tie) Based on Rank Value incl. Net Debt of announced M&A deals (excluding withdrawn M&A)

INDONESIA Announced M&A Legal Rankings

Value No. of Market Legal Advisor MIDDLE EAST Announced M&A Legal Rankings Rank (US$mln) Deals Share 1 Cleary Gottlieb Steen & Hamilton 462.4 1 21.9 Thomson Geer 2 71.3 1 3.4 Lee & Ko 3 2.9 1 0.1 Shook Lin & Bok LLP 4 0.3 1 0.0 Clifford Chance 5* 0.0 1 0.0 VALUE Herbert Smith Freehills 5* 0.0 1 0.0 ($mln) Baker & McKenzie 5* 0.0 2 0.0 Allen & Overy 5* 0.0 1 0.0 DEALS: 5 MARKET SHARE: 61.6 Kirkland & Ellis 5* 0.0 1 0.0

SKADDEN

RANK

(*tie)

2

SHARE

Based on Rank Value incl. Net Debt of announced M&A deals (excluding withdrawn M&A)

Based on Rank Value incl. Net Debt of announced M&A deals (excluding withdrawn M&A)

RANK LEGAL ADVISOR MALAYSIA Announced M&A Legal Rankings 2 AZB & Partners

Legal Advisor M&A LEGAL RANKINGS INDIA ANNOUNCED (US$mln) Deals

II. 2* LEAGUE TABLE - FINANCIAL Ashurst 2,156.1 1 15.6 SOUTHEAST ASIA / SOUTH ASIA Announced M&A Financial Rankings 2* Davis Polk & Wardwell 2,156.1 2 15.6 Value No. of Market Financial Advisor 2* Sullivan & Cromwell 2,156.1 1 15.6 (US$mln) Deals Share Rank Bank of America Merrill Lynch 6,079.8 3 13.1 5 1 Amarchand Mangaldas 1,910.7 15 13.8 Citi 2 5,687.6 8 12.3 6 Khaitan & Co 1,573.4 21 11.3 Deutsche Bank 3 4,755.4 4 10.3 7*4 Weil Gotshal & Manges 1,193.2 1 8.6 JP Morgan 4,174.8 8 9.0 Credit Suisse 4,093.3 10 8.8 7*5 Linklaters 1,193.2 3 8.6 Morgan Stanley 6 4,045.3 6 8.7 9 Luthra & Luthra Law Offices 981.0 12 7.1 JM Financial Group 7 3,062.9 5 6.6 108 Shardul Amarchand Mangaldas & Co 860.3 12 6.2 DBS Group Holdings 2,430.6 4 5.2 Evercore Partners 9 2,233.5 3 4.8 (*tie)10 Based on Rank Value including Net Debt of announced M&A deals (excluding withdrawn Lazard 2,189.3 2 4.7M&A) (*tie)

ALLEN & GLEDHILL DEALS: 11 MARKET SHARE: 12.2

Based on Rank Value incl. Net Debt of announced M&A deals (excluding withdrawn M&A)

VALUE RANK LEGAL ADVISOR II. LEAGUE TABLE - LEGAL ($MLN) SINGAPORE Announced M&A Legal Rankings 2 WongPartnership LLP 4,264.7 Value Legal Advisor (US$mln) Rank 3 Skadden 3,242.2 1 Allen & Gledhill 5,677.5 4 Shook Lin & Bok LLP 2,919.7 WongPartnership LLP 2 4,264.7 5 3 Latham & Watkins 2,061.3 Skadden 3,242.2 Shook 2,919.7 6*4 Jones DayLin & Bok LLP 1,423.5 Latham & Watkins 5 2,061.3 6* Gibson Dunn & Crutcher 1,423.5 Jones Day 6* 1,423.5 6*6* Kramer Levin Naftalis & Frankel 1,423.5 Gibson Dunn & Crutcher 1,423.5 Kramer 1,423.5 6*6* Seward & Levin Kissel Naftalis & Frankel 1,423.5 Seward & Kissel 6* 1,423.5 10 Drew & Napier 1,250.0 Drew & Napier 10 1,250.0

MIDDLE EAST Announced M&A Legal Rankings Value No. of Market Legal Advisor (US$mln) Deals Share Rank 1 Skadden 54,077.6 61.6 SOUTHEAST ASIA/ SOUTH ASIA 5 Kirkland & Ellis 2 57.8 Announced M&A Legal 50,738.4 Rankings 2 Loyens & Loeff 3* 50,575.2 1 57.6 Tulchinsky Stern & Co 3* 50,575.2 1 57.6 De Brauw Blackstone Westbroek 3* 50,575.2 1 57.6 Sullivan & Cromwell 3* 50,575.2 1 57.6 Allen & Overy 7 4,479.0 6 5.1 Freshfields Bruckhaus Deringer 8 4,384.2 7 5.0 VALUE Cravath, Swaine & Moore 9* 3,263.7 1 3.7 Goodwin Procter LLP 9* 3,263.7 2($mln) 3.7 Cooley LLP 9* 3,263.7 1 3.7

VALUE

LEGAL ADVISOR

MARKET

DEALS

($MLN) SHARE Based on Rank Value incl. Net Debt of announced M&A deals (excluding withdrawn M&A) Kirkland & Ellis

50,738.4

2

57.8

3* Loyens & Loeff 50,575.2 1 57.6 MIDDLE EAST Announced M&A Financial Rankings 3* Tulchinsky Stern & Co 50,575.2 1 57.6 Value No. of Market Financial Advisor 3* De Brauw Blackstone Westbroek 50,575.2 1 57.6 (US$mln) Deals Share Rank 1 Barclays& Cromwell 57,779.2 71 65.8 3* Sullivan 50,575.2 57.6 Goldman Sachs & Co 2 54,488.5 4 62.0 7 Allen & Overy 4,479.0 6 5.1 Lazard 3 50,600.2 2 57.6 84 Freshfields Bruckhaus Deringer 4,384.2 7 5.0 Greenhill & Co, LLC 50,575.2 1 57.6 Bank of Swaine America& Merrill 5 6,819.3 51 7.8 9* Cravath, Moore Lynch 3,263.7 3.7 Citi 6 5,657.5 7 6.4 9* Goodwin Procter LLP 3,263.7 2 3.7 HSBC Holdings PLC 7 4,800.7 10 5.5 9* Cooley LLPBank 3,263.7 3.7 Deutsche 8 4,192.8 41 4.8 Morgan Stanley 9 3,723.5 6 4.2 (*tie) on Morgan Rank Value including Net Debt of announced M&A deals (excluding 10BasedJP 3,413.7 2 withdrawn 3.9 M&A) (*tie)

Based on Rank Value incl. Net Debt of announced M&A deals (excluding withdrawn M&A)

70

Series1

64.8

60

Series2

50

47.4 36.8

40

65.4

63.0 53.8

42.1

49.0

45.4

44.7

35.8

34.1

1,400 1,200

53.1

42.5

42.5

42.5

800 400

20 10

1,000 600

25.3

30

42.5

200 1Q 11

3Q 11

1Q 12

3Q 12

1Q 13

3Q 13

1Q 14

3Q 14

1Q 15

No. of Transactions

Rank Value US$ Billion

ANY SOUTHEASTASIA ASIA/ /SOUTH SOUTHASIA ASIA&&MIDDLE MIDDLEEAST EAST INVOLVEMENT - QUARTERLY TREND ANY SOUTHEAST INVOLVEMENTANNOUNCED ANNOUNCEDM&A M&AACTIVITY ACTIVITY - QUARTERLY TREND

0

NOTES: League tables, quarterly trend, and deal list are based on the nation of either the target, acquiror, target ultimate parent, or acquiror ultimate parent at the time of the transaction. Announced M&A transactions excludes withdrawn Notes: deals. Deals with undisclosed dollar values are rank eligible but with no corresponding Rank Value. Non-US dollar denominated transactions are converted to the US dollar equivalent at the time of announcement of terms. Geographic Leagueincludes tables, SOUTH quarterly trend, and deal list Malaysia, are basedPhilippines, on the nation of either the target, target ultimate or acquiror ultimate parent the Afganistan, time of theBangladesh, transaction.Bhutan, Announced M&A transactions coverage EAST ASIA: Singapore, Thailand, Vietnam, Brunei,acquiror, Cambodia, Indonesia, Laos,parent, Myanmar, Timor-Leste; SOUTH ASIA:at India, Maldives, Nepal, Pakistan,excludes Sri Lanka; withdrawn with undisclosed dollar values are rank eligible but with corresponding Rank Value.Oman, Non-US dollar denominated aretoconverted to the US dollar equivalent at the time of MIDDLE EAST: deals.

United Deals Arab Emirates, Saudi Arabia, Qatar, Jordan, Palestine, Bahrain, Iran,no Iraq, Israel, Kuwait, Lebanon, Syria, Yemen.

Data range transactions is from 1 January 26 June 2015

announcement of terms. Geographic coverage includes SOUTH EAST ASIA: Singapore, Malaysia, Philippines, Thailand, Vietnam, Brunei, Cambodia, Indonesia, Laos, Myanmar, Timor-Leste; SOUTH ASIA: India, Afganistan, Bangladesh, Bhutan, Maldives, Nepal, Pakistan, Sri Lanka; MIDDLE EAST: United Arab Emirates, Saudi Arabia, Qatar, Jordan, Palestine, Bahrain, Iran, Iraq, Israel, Kuwait, Lebanon, Oman, Syria, Yemen

6

briefs

ASIAN LEGAL BUSINESS JULY 2015

ASIA DEALS: YOUR MONTH AT A GLANCE DEAL NAME

$766 MILLION

$4.5 BILLION

SoftBank Corp’s investment in online retailer Coupang

Huatai Securities Co’s IPO on the Hong Kong Stock Exchange

$37 BILLION M&A AVAGO TECHNOLOGIES’ AGREEMENT TO BUY BROADCOM CORP • Avago, which serves the wireless and industrial markets, is offering Broadcom shareholders $17 billion in cash and Avago shares valued at $20 billion.

• The combined company, to be based in Singapore and known as Broadcom, will be the thirdlargest U.S. semiconductor maker by revenue, behind Intel Corp and Qualcomm Inc. • Avago said it intended to fund the cash portion of the deal by using funds from the combined company and new debt of $9 billion.

Indonesia

2,000

Islamic Finance

White & Case

Indonesia

2,000

Islamic Finance

Cleary Gottlieb Steen & Hamilton

Malaysia

766

IPO

Clifford Chance

Malaysia

766

IPO

Adnan Sundra & Low

Malaysia

766

IPO

Albar & Partners

Malaysia

766

IPO

Fenwick & West

South Korea, Japan

1,000

M&A/Equity

Morrison & Foerster

South Korea, Japan

1,000

M&A/Equity

Paul Hastings

South Korea, Japan

1,000

M&A/Equity

Clifford Chance

Hong Kong

4,500

IPO

Simpson Thacher & Bartlett

Hong Kong

4,500

IPO

Commerce & Finance Law Offices

Hong Kong

4,500

IPO

King & Wood Mallesons

Hong Kong

4,500

IPO

Davis Polk & Wardwell

Hong Kong

712

IPO

Skadden, Arps, Slate, Meagher & Flom

Hong Kong

712

IPO

Jingtian & Gongcheng

Hong Kong

712

IPO

JunHe

Hong Kong

712

IPO

Bonelli Erede Papalargo

Hong Kong

712

IPO

Conyers Dill & Pearman

Hong Kong

712

IPO

Latham & Watkins

US, Singapore

37,000

M&A

Morrison & Foerster

US, Singapore

37,000

M&A

Skadden, Arps, Slate, Meagher & Flom

US, Singapore

37,000

M&A

Clifford Chance

Malakoff Corporation’s Malaysian IPO

IPO HUATAI SECURITIES CO’S IPO ON THE HONG KONG STOCK EXCHANGE • Huatai, which is also listed in Shanghai, priced its Hong Kong offering at HK$24.80 per share.

• The firm’s offering elevated Hong Kong to the top spot worldwide as a venue for IPOs, ahead of the U.S. and Shanghai. Hong Kong last held the number one position from 2009 to 2011.

DEAL TYPE

JURISDICTION

Indonesia’s sovereign sukuk issuance

IPO MALAKOFF CORPORATION’S MALAYSIAN IPO • The IPO is Malaysia’s biggest since 2012.

• Malakoff is Southeast Asia’s largest independent power firm by generation capacity, and plans to use funds raised to repay debt as it positions itself for growth in a region with increasing electricity demand growth.

VALUE (US$ MLN)

FIRM

3SBio Inc’s IPO on the Hong Kong Stock Exchange

Avago Technologies’ agreement to buy Broadcom Corp

briefs

WWW.LEGALBUSINESSONLINE.COM : @ALB_Magazine : Connect with Asian Legal Business

7

ASIA DEALS: YOUR MONTH AT A GLANCE

~$620-650 MILLION

DEAL NAME

M&A SUNEDISON’S ACQUISITION OF CONTINUUM WIND ENERGY • According to the Economic Times, the buyout is the biggest in the clean energy sector in India so far.

• The Indian government wants to transform the country into one of the world’s largest renewable energy markets.

• Continuum Wind Energy currently has 170 MW of projects under construction, with approximately 1200MW of projects in the pipeline.

$2.3 BILLION M&A/Equity VEDANTA’S OFFER TO BUY OUT MINORITY SHAREHOLDERS IN CAIRN INDIA • Shareholders in Cairn India, India’s top private sector oil producer, will get one share in Vedanta Ltd for every share held, the companies said. The shareholders will also get one redeemable preference share in Vedanta Ltd with a face value of 10 rupees, making the deal worth roughly $2.3 billion.

• The deal, expected to close in the first quarter of 2016, is the first major structural change under Vedanta Ltd Chief Executive Tom Albanese.

$7.5 BILLION M&A TOKIO MARINE HOLDINGS INC’S ACQUISITION OF OUTSTANDING SHARES OF HCC INSURANCE HOLDINGS • The acquisition would be the biggest M&A deal by a Japanese company this year, after Japan Post Holdings acquired Australian freight and logistics firm Toll Holdings for $5 billion in May. • Tokio Marine said it would be able to greatly diversify its business portfolio through HCC, which runs a number of specialty lines of insurance, including accident and health, and directors’ and officers’ liability.

SunEdison’s acquisition of Continuum Wind Energy

The Hong Kong Government’s second issuance of sukuk

Ctrip’s purchase of a portion of Expedia Inc’s stake in riva eLong Inc

Vedanta’s offer to buy out minority shareholders in Cairn India

China Mobile Games and Entertainment Group’s merger with Pegasus Investment

Tokio Marine Holdings Inc’s acquisition of outstanding shares of HCC Insurance Holdings

FIRM

JURISDICTION

VALUE (US$ MLN)

DEAL TYPE

Davis Polk & Wardwell

India, US, Singapore

~620-650

M&A

Hogan Lovells

India, US, Singapore

~620-650

M&A

BMR Legal

India, US, Singapore

~620-650

M&A

Cyril Amarchand Mangaldas

India, US, Singapore

~620-650

M&A

Allen & Gledhill

India, US, Singapore

~620-650

M&A

WongPartnership

India, US, Singapore

~620-650

M&A

Allen & Overy

Hong Kong

1,000

Islamic Finance

Linklaters

Hong Kong

1,000

Islamic Finance

Skadden, Arps, Slate, Meagher & Flom

China

400

M&A

Wachtell, Lipton, Rosen & Katz

China

400

M&A

Ashurst

India

2,300

M&A/ Equity

Sullivan & Cromwell

India

2,300

M&A/ Equity

Khaitan & Co

India

2,300

M&A/ Equity

Kirkland & Ellis

China

690

M&A

Wilson Sonsini Goodrich & Rosati

China

690

M&A

Guantao Law Firm

China

690

M&A

King & Wood Mallesons

China

690

M&A

Conyers Dill & Pearman

China

690

M&A

Maples and Calder

China

690

M&A

Debevoise & Plimpton

Japan, US

7,500

M&A

Sullivan & Cromwell

Japan, US

7,500

M&A

Willkie Farr & Gallagher Japan, US

7,500

M&A

8

briefs

ASIAN LEGAL BUSINESS JULY 2015

DEALS

$4.5 BILLION

$7.5 BILLION

Clifford Chance, STB on Huatai Securities’ $4.5 bln Hong Kong IPO

S&C leads on Tokio Marine’s $7.5 bln insurance acquisition

Clifford Chance and Simpson Thacher & Bartlett have advised on Chinese brokerage firm Huatai Securities Co’s $4.5 billion IPO on the Hong Kong Stock Exchange.

The firm’s offering has elevated Hong Kong to the top spot worldwide as a venue for IPOs, ahead of the U.S. and Shanghai. Hong Kong last held the number one position from 2009 to 2011.

Clifford Chance advised Huatai, China’s fourth-largest broker by assets, with a team led by Shanghai partner Jean Thio and Hong Kong partner Amy Lo. King & Wood Mallesons advised Huatai on PRC law.

J.P. Morgan, UBS and Huatai Financial Holdings, the brokerage’s Hong Kong-based affiliate, were the joint sponsors of the offering. The three banks, as well as ICBC Inter-

$1.9 BILLION Cleary, CC on biggest Malaysia IPO in nearly 3 years Cleary Gottlieb Steen & Hamilton and Albar & Partners have advised Malakoff Corporation Bhd, Malaysia’s biggest independent power producer, on its $766 million IPO, the country’s biggest in almost three years.

Clifford Chance, led by partner Johannes Juette, advised a group of 13 banks serving as joint placement managers on the interna-

REUTERS/Bobby Yip

national, BNP Paribas and China Merchants Securities, acted as joint global coordinators, bookrunners and lead managers.

A Simpson Thacher team led by Hong Kong partners Leiming Chen and Celia Lam represented the banks, while Commerce & Finance Law Office provided PRC legal advice.

tional aspects of the IPO, with Adnan Sundra & Low acting as Malaysian counsel to the underwriters.

According to Reuters, the 2.74 billion ringgit listing was the biggest for Malaysia’s becalmed IPO market since 2012. Listing proceeds have totalled $10.9 million so far this year, just 1 percent of what was raised in 2014.

Malakoff is Southeast Asia’s largest independent power firm by generation capacity, and plans to use funds raised to repay debt as it positions itself for growth in a region with increasing electricity demand growth.

The company hired Maybank as the transaction manager for the IPO. Maybank is also the joint global co-ordinator with CIMB, Credit Suisse and JPMorgan. Bank of America Merrill Lynch, Deutsche Bank, HSBC, Morgan Stanley, Nomura and RHB are joint bookrunners.

Sullivan & Cromwell is advising Tokio Marine Holdings, Japan’s largest insurer by market value, on its agreement to buy U.S.-based HCC Insurance Holdings for $7.5 billion.

The acquisition would be the biggest M&A deal by a Japanese company this year, after Japan Post Holdings acquired Australian freight and logistics firm Toll Holdings for $5 billion in May. Tokio Marine on June 10 said that it would pay $78 a share, or 1.9 times HCC’s book value as of March 31, representing a 35.8 percent premium to the U.S. insurer’s average share price over the past month.

Tokio Marine Holdings Inc President and CEO Tsuyoshi Nagano poses for a photo at the company headquarters in Tokyo. REUTERS/Toru Hanai

The Japanese insurer said it would be able to greatly diversify its business portfolio through HCC, which runs a number of specialty lines of insurance, including accident and health, and directors’ and officers’ liability.

Sullivan & Cromwell is advising Tokio Marine on the deal, while Willkie Farr & Gallagher is acting for HCC. A Debevoise & Plimpton team led by New York corporate partner William Regner is advising Evercore Partners, Tokio Marine’s financial advisor.

Houston-based HCC had revenue of $2.7 billion in 2014.

briefs

WWW.LEGALBUSINESSONLINE.COM : @ALB_Magazine : Connect with Asian Legal Business

$500 MILLION A&O, CC on landmark Garuda Indonesia sukuk Allen & Overy and Ogier have advised Indonesia’s national airline Garuda Indonesia, on its inaugural $500 million sukuk issuance, while Clifford Chance has advised a consortium of 15 banks in the transaction.

The sukuk is notable for three reasons: It is the first corporate global sukuk out of Indonesia, the first ever offshore U.S. dollar offering by an Indonesian corporate issuer and

the first sukuk issuance utilising the airline capacity structure (as part of a sukuk-al-wakala structure) in Asia.

The offering was also done without any government or financial institution guarantee, making it the first Asia Pacific national flag carrier to successfully issue a U.S. dollar benchmark bond on a standalone basis since Qantas Airways’ U.S. dollar bond offering in April 2006.

Garuda Indonesia is expected to use part of the money raised from the sukuk issuance to refinance its debt (including Garuda Indonesia’s existing $400 million shariahcompliant refinancing), with the rest being used for general purposes, including capital expenditure.

REUTERS/Beawiharta

The Allen & Overy team was led by Singapore partner Kenneth Aboud and Jakarta partner Harun Reksodiputro, while the Clifford Chance team was led by Dubai partners Stuart Ure and Qudeer Latif. The Ogier team was led by Anthony Oakes, Ogier’s head of finance for Asia.

YOUR NEXT LEGAL JOB PRIVATE PRACTICE / IN-HOUSE Experienced Anti-trust Counsel (Singapore)

Deputy General Counsel (Hong Kong)

Legal Director (Beijing, China)

Project Finance Associate (Tokyo, Japan)

A global investment company is seeking a Senior Legal Counsel specialised in anti-trust and competition law. You’ll work with the investment teams on transactions governed under strict regulatory frameworks.

You must be a qualified lawyer with 7 years’ PQE with specific experience in competition law and anti-trust matters. You must have strong familiarity with M&A transactions as well as a solid foundation in the regulatory framework governing M&A in Singapore, as well as either the US, EU, UK, China or India. Experience working in an international law firm or a competition regulator is favourable.

A mid-tier financial services organisation seeks a Deputy General Counsel. The successful applicant will head up a well known financial institution’s corporate investment banking team. Your direct reports will handle private equity, funds, IPOs, M&A and related regulatory matters as well as corporate governance. Ideally, you’ll be a senior lawyer with 12 years’ PQE, have a strong knowledge of private equity and solid experience in corporate transactions. Fluency in Mandarin, English and in written Chinese are essential.

A household name in the TMT industry seeks a Legal Director.

You’ll head up a team of internal and external legal professionals, and be handling strategic technology agreements as well as supporting marketing and business development in the China region. Ideally, you’ll be a qualified PRC lawyer with 12 years’ PQE, a strong knowledge of either the internet or auto industries, and have solid experience in stakeholder management. Experience of practicing US law will be a plus.

Fluency in both Mandarin and English is essential.

Please contact Daryl Hodes at daryl.hodes@hays.com.hk or on +852 2521 1460.

Please contact Jay Li at jay.li@hays.cn or on +86 21 2322 9680

This is a globally recognised law firm with a strong project finance practice that is involved in news-worthy deals across a range of countries and jurisdictions. They are looking for a junior-to-mid level project finance associate to work on the development and financing of energy and infrastructure projects. There’ll be a substantial focus on drafting and negotiating finance documents, so strong drafting and analytical skills are required. You must be a qualified lawyer with 2 years’ PQE outside of Japan. The ability to speak business level Japanese is preferred.

Relocation expenses to Japan will be covered.

Please contact Armin Hosseinipour (Reg ID: R1440509) at armin.hosseinipour@hays.com.sg or on +65 6303 0725.

hays.com.sg | hays.com.hk | hays.cn | hays.co.jp

9

Please contact Jay Hsu at jay.hsu@hays.co.jp or on +81 3 3560 1298.

10

briefs

ASIAN LEGAL BUSINESS JULY 2015

NEWS

China’s Yingke opens in Greece

Y

ingke Law Firm has opened an office in Greece, the firm’s 27th outpost overseas.

The new office will operate under a strategic partnership between Yingke and Machas & Partners, an Athens-based law firm founded in 2011 that also has offices in Monaco and London.

Under the agreement, the new firm will provide services to clients both in China and Greece in the areas of antitrust, M&A, banking and finance, litigation and arbitration and labour law.

Mei Xiangrong, the managing partner of Yingke, said during the launch ceremony that the motivation behind the new office was that Greece needs China and vice versa.

“China has become a comprehensive strategic partner of Greece, not only assist-

REUTERS/Tom Szlukovenyi

Leeds’ Needle Partners opens office in Kuala Lumpur

L

eeds, UK-headquartered law firm Needle Partners has opened a marketing office in Kuala Lumpur that aims to promote its English law offering and its white label service, called Needle Network.

However, the firm has confirmed it won’t be applying for a Qualified Foreign Law Firm (QFLF) licence because “it has no intention on working on Malaysian legal matters nor does it want to be seen in competition with Malaysian law firms.”

Needle Partners, which counts Malaysian banks, corporations and private investors among its clientele, is looking to attract new clients with an interest in the UK market.

REUTERS/Yannis Behrakis

ing the country to overcome its financial crisis and debt problems, but also contributing to the stability of Eurozone and providing solid support through bilateral and multilateral relationships,” Mei said.

Starting with Greece, Yingke aims to open offices in eastern and southern Europe in the coming years, according to a news statement.

According to the ALB Top 50 list of Asia’s largest law firms in 2014, Yingke ranked as the region’s biggest, with approximately 4,000 lawyers as of late last year.

The Needle Network offering aims to provide Malaysian law firms a white label service so that they can outsource any English law work to Needle.

“While we could have simply opened an independent fully operational law firm there, we wanted to create an offering that serves and supports the Malaysian legal sector rather than competing with it,” said managing partner Sharon Needle. “Through the Needle Network, we are able to help Malaysian law firms expand their services to their clients with interests in the UK. Needle Network also acts as a support platform for Malaysian businesses and private investors requiring legal services in the UK.”

Offshore firm Forbes Hare to launch in Singapore

O

ffshore law firm Forbes Hare, which provides provides BVI and Cayman Islands legal and fiduciary services, is set to open a new office in Singapore on July 1.

The Singapore office will be co-led by newly promoted partner Sam Robertson.

The 10-year-old Forbes Hare also has offices in the BVI, the Cayman Islands and London.

“The Singapore launch is an important milestone as we celebrate ten years of business in 2015,” said corporate partner Jose Santos in a statement. “We have seen a marked growth in demand from Asian clients across all our practice groups. We are delighted now to have a presence in Singapore, and we look forward to being of further service to clients old and new.”

SPONSORED ARTICLE

WWW.LEGALBUSINESSONLINE.COM : @ALB_Magazine : Connect with Asian Legal Business

11

BIRD & BIRD

THE NEW SINGAPORE INTERNATIONAL COMMERCIAL COURT AS A FORUM FOR RESOLVING BRAND LICENSING DISPUTES IN ASIA

Lorraine Anne Tay Joint Managing Partner Bird & Bird ATMD, Singapore

In January this year, Singapore established a new court - the Singapore International Commercial Court (SICC). The SICC’s international nature and its special procedural rules mean it has the potential to become an attractive forum for resolving brand licensing disputes in Asia.

•

The SICC offers a number of advantages for resolving disputes concerning brand licensing agreements in Asia:

Despite these advantages, before deciding on the SICC as the forum of choice, it is important to recognise that whether or not an SICC judgment can be enforced in another jurisdiction will depend on the private international law of the country in question. In general, because the SICC is constituted as a superior court, its judgments may be enforced through existing reciprocal enforcement provisions in other jurisdictions including New Zealand, Sri Lanka, Malaysia, Australia, Hong Kong, and most states in India, in addition to the usual common law action on judgment debts. It is less clear whether SICC judgments may be enforced in civil law countries with no reciprocal enforcement provisions.

•

Singapore’s geographical location means that the SICC is conveniently placed to adjudicate disputes that relate to agreements covering Asia, especially for companies that centrally manage their brands in the region from Singapore.

•

As the court can hear disputes concerning agreements governed by foreign law and allows parties to be represented by lawyers qualified in foreign law, parties maintain the freedom to choose the governing law of their agreements. This may be particularly beneficial where a single agreement is used to cover licensing in multiple countries or is between parties of different nationalities since a neutral law can be selected.

Dharma Sadasivan Associate Bird & Bird ATMD, Singapore

• A: Asia: Beijing, Hong Kong, Shanghai, Singapore & Sydney W: twobirds.com

The SICC is a division of the Singapore High Court with a panel of specialist commercial judges from Singapore and international judges from both civil and common law traditions, a number of whom have experience with IP disputes.

The SICC rules seek to combine the best features of arbitration and litigation. For example, as with arbitration, proceedings may be kept confidential and parties may elect a governing law that differs from the seat of the dispute, while third parties can be joined to a case and orders for disclosure made, as provided by litigation.

Companies planning or managing multinational licensing strategies in Asia should consider whether or not the SICC is a useful forum for resolving regional brand licensing disputes. The creation of the SICC clearly contemplated that the resolution of IP disputes would fall within the scope of its jurisdiction, given that the SICC’s international panel of judges includes specialists in IP. This can only serve to strengthen the IP regime in Singapore and help companies protect their brands and other IP as they conduct business in the region.

King & Spalding to launch in Tokyo with Ashurst quartet

U

.S. firm King & Spalding has recruited four partners from Ashurst to open an office in Tokyo.

Ashurst’s former Tokyo managing partner John McClenahan will join the new office alongside Tokyo partners Mark Davies and Christopher Bailey and Perth partner Rupert Lewi, who will relocate to the Japanese capital.

McClenahan, who will head the new office, specialises in banking and project finance, while Lewi and Davies handle primarily M&A and project finance work, with a focus on the energy sector. Bailey, who has been in Tokyo since 2006, specialises in litigation and international arbitration, including energy disputes.

“We are excited to build a new office around a top-tier team with deep roots in the Japanese legal marketplace and expertise in energy, projects, finance, construction and international arbitration,” said Robert Hays, King & Spalding’s chairman, in a statement.

“Given our momentum globally, strategic focus on energy, the growth of energy and related activity in Asia-Pacific, and the op-

REUTERS/Yuya Shino

portunity to launch with an internationally recognised group, Tokyo presents a real opportunity for us.”

In addition to the Tokyo launch, King & Spalding has also significantly boosted its energy practice in Singapore this year. The firm recruited power projects partner Simon

Cowled from Skadden, Arps, Slate, Meagher & Flom in April, and hired Herbert Smith Freehills’ Southeast Asia energy head Richard Nelson in March.

King & Spalding currently has one other Asia office - in Singapore - and three in the Middle East.

12

briefs

ASIAN LEGAL BUSINESS JULY 2015

NEWS

REGIONAL UPDATE

SINGAPORE

PROPOSED REGULATORY FRAMEWORK FOR CAPITAL MARKETS INTERMEDIARIES DEALING IN OVER-THE-COUNTER (OTC) DERIVATIVES CONTRACTS

O

n 3 June 2015, the Monetary Authority of Singapore (“MAS”) issued a Consultation Paper on the Proposed Amendments to Regulatory Framework for Intermediaries Dealing in OTC Derivative Contracts, Execution-Related Advice, and Marketing of Collective Investment Scheme. Pursuant to the proposed amendments to the Securities and Futures Act (Chapter 289) of Singapore mooted in February 2015, a capital markets services licence will be required for intermediaries to deal in over-thecounter derivatives contracts (“OTC intermediaries” and “OTC derivative contracts”), which will be a “capital market product”, unless exempted. The proposed framework sets out the prescribed capital and financial, business conduct, and representative notification requirements to be imposed on OTC intermediaries.

Given the extensive scope of the Consultation Paper, this update will only highlight the main features of the business conduct requirements under the proposed framework.

1. Risk management and controls OTC intermediaries are required to implement risk management systems and controls to manage their operations and activities, such as, effective written policies on all operations, compliance function and arrangements, measures to identify, address and monitor trading and business activities risks, adequate internal audit, and segregation of duties to mitigate potential conflicts of interests.

2. Advertisement Advertising materials published or circulated by OTC intermediaries must not contain any inaccurate or misleading statement or presentation, or any exaggerated statement or presentation that is calculated to exploit an individual’s lack of experience or knowledge.

3. Risk disclosure MAS proposes that prior to the execution of any OTC derivative contracts, a risk disclosure document shall be provided to and acknowledged by the customer in writing. The document will disclose material risks of the product, and whether the OTC intermediary is acting as a principal or an agent.

4. Record keeping OTC intermediaries shall record information in respect of their OTC derivative transactions, such as, customer identification information, documents relating to the establishment of business relations, information necessary to reconstruct the derivative transaction, payment and interest received, and the daily value of each outstanding derivative transaction.

5. Segregation of customers’ moneys and assets A customer must be offered the choice of an omnibus segregation or an individual client segregation model in respect of his moneys and assets for centrally-cleared OTC derivatives. For the latter model, OTC intermediaries must disclose the costs associated with and the level of protection accorded vis-à-vis the omnibus segregation model.

The proposed framework seeks to enhance legal certainty, and strengthen Singapore’s OTC derivatives market.

MR. ANDREW MAK YEN-CHEN Partner T: (65) 6322 2210 F: (65) 6534 0833 E: andrewmak@loopartners.com.sg Loo & Partners LLP 143 Cecil Street, Level Ten, GB Building Singapore 069542 www.loopartners.com.sg

MS. YONG CHANG LING Legal Associate (Corporate Practice) T: (65) 6322 2237 F: (65) 6534 0833 E: yongchangling@loopartners.com.sg

Hong Kong watchdog rejects move to change rule that saw loss of Alibaba IPO

H

ong Kong’s securities regulator has rejected draft proposals by the city’s stock exchange to change listing rules that saw the bourse lose Alibaba Group Holding’s record $25 billion initial public offering to New York last year.

The Securities and Futures Commission (SFC) said last month that its board had unanimously concluded it did not support the draft proposal to introduce so-called weighted voting rights for primary listings put forward last week by Hong Kong Exchanges and Clearing Ltd (HKEx).

The unusually forthright statement has publicly exposed a row between the institutions over the future of Hong Kong’s stock market, at a time when the city’s corporate governance standards are in the international spotlight following a new trading link with China.

HKEx is proposing to change the listing rule that gives shareholders in a company voting rights proportionate to their holdings -- a move that would likely open it up to more listings but also potentially erode the rights of minority shareholders.

A source familiar with the SFC’s thinking said it decided to make the statement after reviewing the HKEx’s proposal at its regular meeting, adding the watchdog felt it was in the public interest to make its position on the subject clear to reduce market uncertainty.

HKEx’s draft proposals offered a number of safeguards to prevent abuse of its proposed dual-class shares, but the SFC questioned the adequacy of those safeguards in its statement.

The source familiar with the SFC’s thinking said the board still had an open mind on whether weighted voting rights could apply to secondary listings in Hong Kong, but that the HKEx’s proposal on this issue was not fully developed.

The issue of weighted voting rights came to the fore in 2014 after the HKEx lost out on the Alibaba IPO because it would not allow the company to adopt an unusual shareholding structure.

The HKEx’s proposal to change its listing rules has proved highly divisive. Among the institutional investors who opposed the move were BlackRock , Fidelity and State Street , while Norges Bank and CICC Hong Kong Asset Management were supportive of the proposal, HKEx said last week.

The HKEx replied to the SFC’s statement, saying the regulator’s comments would have a material impact on the final shape of its proposals.

The public spat between the two bodies with oversight of Hong Kong’s markets highlights their differing roles. HKEx, as a listed company, has an obligation to its shareholders to increase profits by trying to get more companies to float in Hong Kong.

The SFC, on the other hand, is tasked with protecting investors and opposes rule changes that could see some investors have lesser voting power than others.

briefs

WWW.LEGALBUSINESSONLINE.COM : @ALB_Magazine : Connect with Asian Legal Business

13

REGIONAL UPDATE

India’s SNG opens in Doha, expands in Singapore

I

ndian law firm SNG & Partners has opened an office in Doha, its second outside its home country, and also beefed up its first international outpost in Singapore with the addition of associate partner Kshitij Dua. Partner Amit Aggarwal said that two lawyers from the New Delhi office – Rahul Kumar and Aditya Vikram Dua – have been relocated to the new Doha office, which will be bolstered by the additions of an English counsel and a local law counsel. A partner from one of the India offices will also be sent over soon to head the Qatar operation, which means that SNG could conceivably have a five-lawyer team there in the next couple of months in addition to Aggarwal, who will be visiting Doha frequently.

Financial services has been SNG’s strong point, and that will be the Doha office’s main focus, according to Aggarwal. Additionally, the expansion into a new geography also has its advantages.

“We are unique among Indian firms in that we are able to create a ‘corridor’ linking India, Singapore and the Middle East,” he said.

“This will allow us to service clients looking at India from both Southeast Asia and the Gulf region.”

SNG has also doubled the full-time headcount of its Singapore office by adding Kshitij Dua, who joins partner Rahul Sud there.

Sud had been the sole permanent representative of SNG in the city-state since the firm opened its office last year, although Aggarwal himself has been splitting his time between firm’s New Delhi and Singapore offices.

Dua joins from Singapore law firm Straits Law, where he was a foreign legal counsel. He previously worked with ICICI Bank in both India and Singapore.

AllBright forms Shenzhen alliance with HK firm

S

hanghai-based firm AllBright Law Offices has set up a joint venture with Hong Kong firm Stevenson, Wong & Co in the Qianhai Modern Service Industry Cooperation Zone in Shenzhen.

The new firm, called ABL & SW, was registered in Qianhai, the special economic zone in the Pearl River Delta which was intended as a test bed for China’s yuan liberalisation and financial reform.

The new firm will focus primarily on cross-border lending, finance, capital leasing and overseas securities issuances, a spokesperson for AllBright told ALB. The office comprises 10 lawyers, including seven from AllBright and three from Stevenson, Wong & Co. The Shenzhen joint venture follows the establishment of AllBright’s Hong Kong office – in association with Stevenson, Wong & Co – in November 2013.

PHILIPPINES UBER AND OUT: THE PHILIPPINES LEGALIZES UBER BUSINESS MODEL

U

ber has been the most recent poster child of disruptive innovation; its business model refuses to fit typical parameters by which most countries regulate public transport.

Like other jurisdictions, the Philippines characterize persons offering transportation services to the public as public utilities. Not only do these providers have to obtain a franchise and comply with a slew of regulations, they need to be at least 60% Filipino-owned.

It Ain’t Over for Uber Enter Uber (sometime in 2013) whose presence on Manila’s streets quickly gained popularity among normally taxi-riding city residents. But it also gained the ire of franchise holders that saw an unregulated Uber as having an unfair advantage.

Legalizing Uber However, a strong Uber lobby has ultimately resulted in the world’s first set of rules expressly allowing and regulating “transportation network companies” or TNCs. In May of this year, the Philippine Department of Transportation and Communication issued Department Order No. 2015-11, which expanded the recognized transport categories to include a TNC service. The Land Transportation and Franchising Regulatory Board followed suit, with a series of circulars.

One of the LTFRB circulars defines a TNC as an organization, whether a corporation, partnership, or sole proprietorship that provides prearranged transport services for compensation using an internet-based technology application or digital platform technology to connect passengers with drivers using their personal vehicles.

CPC and Accreditation Requirements The new rules require the TNC to obtain a certificate of public convenience from the LTFRB to provide transportation network vehicle services (TNVS) vehicles.

Undoubtedly to address the concerns of franchised operators, TNVS drivers must only carry passengers who pre-arrange rides through TNC-provided online-enabled application and not through phone call or booking service.

Security Check The terms and conditions of TNVS accreditation require the TNC to accredit only drivers with a professional license, and who are registered with the LTFRB as TNVS drivers. TNC’s are required to implement a zero tolerance drug and alcohol policy.

The LTFRB circulars appear to limit liability of TNCs to compliance with terms and conditions specifically applicable to TNCs, but insulates it from actions of drivers that are characterized as independent contractors.

Recently, Congress initiated a probe into the company’s operations.

Regardless of how Uber pans out, regulators may want to follow the LTFRB’s lead and be open to reviewing, and even breaking the mold of rules that more and more have little to do with how people do things or live their lives.

ROSE MARIE M. KING-DOMINGUEZ Partner E: rmmking@syciplaw.com SyCip Salazar Hernandez & Gatmaitan SyCipLaw Center, 105 Paseo de Roxas, Makati City, Philippines Tel: (632) 982 3500, 982 3600, 982 3700 Fax: (632) 817 3145, 817 3896 www.syciplaw.com

14

briefs

ASIAN LEGAL BUSINESS JULY 2015

NEWS

Korea’s Bae, Kim & Lee opens in Hong Kong

K

orean law firm Bae, Kim & Lee (BKL) has established an office in Hong Kong as part of its ambitious growth strategy for the year which saw the firm launch a Dubai office in April, and announce plans to open in Hanoi and Ho Chi Minh City in the second half of 2015.

The new office focuses primarily on financial and regulatory work, and advises corporates and financial institutions on their investments in Korea, as well as Korean clients on their transactions in Hong Kong.

Corporate partner Tongeun Kim has relocated from Seoul to head the new office. He is joined by finance and regulatory specialist Dongwook Kang.

“We have worked for a lot of Hong Kongbased clients for a long time,” said senior

BKL partner Keun Byung Lee, who is overseeing the expansion and operations of the office, in a statement. “[Hong Kong] is where they make a lot of the investment decisions for Korea, and Asia in general.”

The 450-lawyer BKL is the second major Korean law firm to have entered Hong Kong, after rival Kim & Chang opened an office in December 2012.

BKL recently launched a Dubai office in April, becoming the first Korean firm to establish a presence in the Middle East. The firm also plans to open offices in Ho Chi Minh City and Hanoi in the second half of this year.

The firm also has overseas offices in Beijing and Shanghai, which opened in 2002 and 2008, respectively.

Withers launches Japan tax practice with MoFo hires

W

ithers has hired partner Eric Roose and tax advisors Chizuko Tomita and Takeo Mizutani from Morrison & Foerster’s Tokyo office to launch a tax practice in the Japanese capital.

Tomita and Mizutani will head the new office, which will operate under the name Withers Japan, Zeirishi Houjin.

REUTERS/Kim Kyung Hoon

Roose will oversee the firm’s international corporate tax practice in Asia, and will relocate to the newly formed Withers KhattarWong office in Singapore.

“Our family office and entrepreneurial clients frequently require us to handle their corporate transactions as well as personal legal matters, and Eric and the Zeirishi team add significant strengths to our existing corporate tax team in the U.S. and Europe,” said Withers’ managing director Margaret Robertson in a statement.

“We are also very excited to add an affiliate office in Japan to our network, and anticipate that it will result in new ways of working with clients across Asia and the U.S. west coast, where we are also investing in substantial growth.”

The Japan office launch is the latest in a string of new offices openings for Withers. The firm entered Australia through the creation of the Withers SBL alliance last December, and opened three new U.S. offices in San Diego, Los Angeles and Rancho Santa Fe earlier in June.

In Asia, Withers inked an alliance with Singapore’s KhattarWong in April, which saw all 26 partners at KhattarWong join Withers.

REUTERS

Quinn Emanuel hires K&E partner for its Shanghai launch

U

.S. litigation and arbitration firm Quinn Emanuel Urquhart & Sullivan has hired senior White Collar partner Samuel Williamson from Kirkland & Ellis as the firm prepares to launch an office in Shanghai.

Williamson will be the managing partner of Quinn Emanuel’s new office in Shanghai, which is pending regulatory approval from the Chinese authorities.

Williamson, who previously headed K&E’s Asia-based Government Enforcement and Investigations Practice, represent clients in matters involving securities law, antitrust, the U.S. Foreign Corrupt Practices Act, the UK Bribery Act, and other anti-corruption enforcement-related work.

“China has become a major focus of U.S. regulatory enforcement efforts. We felt we needed a White Collar presence on the ground in Asia,” said Quinn Emanuel’s managing partner, John Quinn, in a statement.

Quinn Emanuel‘s Shanghai office will be the firm’s third office in Asia.

briefs

WWW.LEGALBUSINESSONLINE.COM : @ALB_Magazine : Connect with Asian Legal Business

15

Malaysia to tackle uneven Islamic finance practices

M

alaysia’s central bank has said it will finalise operating standards for all major Islamic finance contracts by the end of this year, creating the first comprehensive set of practical guidance for the industry.

The set of 11 standards will complement existing sharia guidelines issued by Bank Negara, as the regulator aims to address inconsistencies in the use of Islamic contracts.

Market practices can vary across the industry partly because many standards are not legally enforceable.

For example, guidelines issued by the Bahrain-based Accounting and Auditing Organisation for Islamic Financial Institutions (AAOIFI) are influential around the world but in most countries are not enshrined in law.

Malaysia’s current sharia standards are enforceable and have been in place for years,

tendency to understand things differently.

We want to avoid this.”

The new standards could help regulators in other countries that are seeking day-today guidance for their own markets, said Laldin, also executive director of the International Shari’ah Research Academy for Islamic Finance in Kuala Lumpur.

REUTERS/Jumanah El-Heloueh

but they are technical rather than practical and still open to interpretation, Mohamad Akram Laldin, deputy chairman of the sharia advisory council of Bank Negara, told Reuters.

“Even AAOIFI doesn’t have operational standards, so people in the market have a

REVISION Bank Negara has issued drafts for Islamic contracts including ijara and istisna, which would add to its lone operating guidance covering murabaha, issued in 2013.

The regulator has sought wide industry feedback and is expected to update the new standards regularly to keep up with changing market practices, said Adhha Abdullah, chief executive of Standard Chartered Saadiq.

11-12 November 2015 Marina Bay Sands, Singapore

STEP ASIA CONFERENCE 2015 THE FUTURE OF WEALTH MANAGEMENT IN ASIA 400+ LEADING PRACTITIONERS ATTENDED IN 2014

Programme focus: • Innovation and Regulation -

Law and Business: Frenemies?

• Educating New and Existing Clients on Exchange of Information (EOI) to Automatic Exchange of Information (AEOI) • Divorces – Shopping for a Jurisdiction • Private Trust Company & Family Office (PTC): The Trends for the Future – Good, Bad and Unknown

www.step.org/asiaalb

PLUS MANY MORE....

Accredited for 12 hours CPD

Sponsors include Gold

OUR SPEAKERS INCLUDE: Simon Bruce Farrer & Co, UK Raymond Gwee TEP UBS, Singapore Philip Marcovici TEP Offices of Philip Marcovici, Hong Kong Gurbachan Singh TEP GSM Law & Partners, Singapore Tan Su Shan DBS Bank, Singapore

Silver

Bronze

Farewell dinner

16

briefs

ASIAN LEGAL BUSINESS JULY 2015

NEWS

Kookmin breaking ground in first for Korean bonds

K

ookmin Bank is set to issue the first covered bond under South Korea’s new legislative framework, in a key test of Asia’s appeal to global buyers of secured bank debt.

The 144A/Reg S offering, expected to be for $500 million, will be Kookmin’s first in an $8 billion programme, and the first since lawmakers passed the Korean Covered Bond Act in April 2014.

The legislation is designed to give banks access to a global funding market that has proven resilient in times of crisis, and Kookmin’s debut will test the appeal of the new format versus Korea’s earlier attempts to introduce covered bonds.

Before the 2014 law took effect, Korean banks could only issue covered bonds under securitisation legislation, which limited their appeal to the traditional investor base for senior secured bank debt.

Kookmin turned to a version of covered bonds to boost its access to international markets in the aftermath of the credit crisis in 2009, but still had to offer a yield over 7.5 percent and include credit card receivables.

That proved an expensive experiment for Kookmin, as it had to pay 20 cents on the dollar as a consent fee the following year to remove credit card assets from the collateral pool, after it decided to spin off its credit card business.

The new law brings the format closer to the European standard, giving investors preferential claims to residential mortgages

in the cover pool and dual recourse to the issuer’s other assets. Only mortgage loans and debt issued by government institutions can be used as collateral.

SAFER MORTGAGES The legislation is intended to give Korean banks a new source of funding to encourage them to increase the proportion of longerterm fixed-rate mortgages in the domestic market, where short-term floating-rate loans now dominate and present a potential household debt problem when rates rise.

Banks will need to raise the proportion of fixed-rate lending to 40 percent of total mortgage loans in 2017 from the current 24 percent.

The global covered bond market proved its resilience in the 2008 credit crisis, when investors shunned more risky forms of bank debt, and the introduction of the format will give Korean issuers access to funding in times of global instability. Moody’s said the move will be “credit positive” for Korean banks.

Since the Asian financial crisis, South Korean issuers have been looking to minimise their dependence on offshore funding. In March, the government’s ratio of short-term external debt to reserves fell to 31.1 percent, the lowest in a decade.

Korean banks hope they can price these new bonds well inside their senior unsecured curve to compensate for higher transaction costs in covered bonds, such as creating ve-

hicles used to ring-fence the assets.

PRICING BENEFITS As to where a new Kookmin offering could price, bankers also have different perspectives - from 10bp inside to as much as 30bp under its secondary curve. Kookmin’s debut covered bonds are expected to score ratings of Aa1 from Moody’s and AA+ from Fitch, which is three to four notches higher than the bank’s senior unsecured ratings of A1/A/A. The planned issuance may come in tenors of either three or five years.

Under the new rules, Korean banks can issue covered bonds backed against up to 8 percent of the issuer’s total assets.

Kookmin’s multi-series programme features pre-maturity test and maturity extensions, which, unlike previous issues, will lower the need to sell mortgage loans within a short period in Korea’s illiquid mortgage market.

Yet, some other Korean banks still need to eliminate old negative pledge clauses in outstanding bonds to win the flexibility to create covered pools.

Kookmin completed a consent solicitation in February to do this, while Korea Exchange Bank and Hana Bank have included covered bond carve-out clauses in their senior bond offering, but more lenders have outstanding bonds with terms that do not allow collateral to be set aside for covered bond issues.

First Chinese-owned law firm launched in the UK

T

he first wholly-Chinese owned law firm in the United Kingdom has been launched in London, aimed solely at catering to China-based clients.

YangTze Law Firm is owned by Steve Ng, a Hong Kong and Beijing-based lawyer, and Winston Gao, Shenzhen-based partner at Jun Yan Law Firm.

The firm has been set up as an Alternative Business Structure, following approval from the Solicitors Regulation Authority that allows foreign ownership, since both Ng and Gao are not qualified to practice law in the

UK. The firm will serve the clients of the Yang Tzejiang Legal Network, which includes 3,000 lawyers and 40 firms across the Chinese mainland.

Exeter-based law firm Michelmores will provide back-office support and regulatory help to the new law firm. Malcolm Dickinson, managing partner of Michelmores, will be YangTze Law Firm’s chief executive, with Ng and Gao acting as co-executive directors of the firm.

In the past few years, Chinese firms such

as Zhong Lun and Yingke have opened offices in London. King & Wood Mallesons and Dacheng Dentons, two global firms with a China presence, also have London offices.

“There are many Chinese firms looking to invest and do business in the UK and Europe, but for whom cultural and legal differences can be a real barrier. We are hopeful that YangTze Law will help to unlock the door for a new group of Chinese investors, and we believe that this is great news for both the UK economy and Chinese businesses,” Ng said in a statement.

WWW.LEGALBUSINESSONLINE.COM : @ALB_Magazine : Connect with Asian Legal Business

SPONSORED ARTICLE

17

INCEIF

ECONOMIC CRIME: BLOWN OUT OF PROPORTION OR A REAL THREAT? Assoc Prof Dr Baharom Abdul Hamid School of Professional Studies, INCEIF

There is ambiguity in defining economic crime or sometimes referred to as white collar crime or finance crime. The general notion refers to economic crimes as illegal acts in which offenders’ principal motivation appears to be economic gain. However, is it possible to conclude on the offenders’ motivations merely by observing the criminal act?

Another school of thought claims that economic crimes are illegal acts that successfully provide offenders with an economic return or for which victims incur an economic cost. Although the classification of economic crimes differ from one country to another, the general presumption is that it involves key areas such as banking, credit card, health care, insurance, securities, telecommunications, intellectual property and computer crime, and identity theft.

The pernicious effects of these economic crimes do not only affect the nations’ economy but on a broader basis, it has far deeper impact on the quality of life of the people. Personal and proprietary securities are at stake and in need of serious protection. Taking into consideration all the above, and the fact that economic crimes are emerging as a utmost priority in policy agendas globally, it is sad to note that very limited knowledge is found regarding the economic, social and institutional variables that results in some countries having higher economic crimes rates comparatively. The difference in the dynamism of economic crime or the changes is also quite puzzling.

A: INCEIF-The Global University of Islamic Finance Lorong University A, 59100 Kuala Lumpur Malaysia T: (603) 7651 4000 F: (603) 7651 4071 E: marketing@inceif.org W: www.inceif.org

The matter of fact is that the public had become used to economic crime as a fact of life, even though that it is a dilemma for the legislators to act on the fear of economic crime, a problem that is separable from the reduction of economic crime itself. The assumption of this approach is that the fear of economic crimes are disproportionate to the realistic threat that economic crimes poses.

On this view, at any given level of actual economic crimes, the fear of both can be and ought to be reduced by government measures. The fact that all layers of society and governments are deeply concerned with the rising statistics of criminal activities and it is made worse by the media exposure, highlighting it on a daily basis.

It cannot be argued that the process of estimating the amount of economic crimes actually being committed is indeed an arduous task. The figures do not necessarily provide an accurate picture because they are influenced by variable factors. Examples of these factors include the unwillingness of victims to report actual happenings of economic crimes. The media’s sensationalisation of certain types of economic crimes also seriously distorts the public’s view. The better option would be to rely on the compilation and publication of detailed statistics of economic crimes by the respective government agencies.

The incidence of economic crime is evergreen, it has been niggling the society consistently over time. However it is important to note that sometimes it shows a consistent and persistent trend and pattern in certain time and place.

While economic crimes rarely cause physical injury or death, its severe impact on the economy coupled with the traumatic effect on the people could not be denied. The cost of these economic crimes have ballooned in recent times. In the US, it is estimated that the cost of economic crimes topped US$500 billion annually in 2010, a huge jump from a mere US$5 billion in 1970. The trend is almost similar in Malaysia; the latest estimated cost of economic crimes is RM1.62 billion, rising steadily from RM1.2 billion in 2011 (Royal Malaysian Police Commercial Crime Annual Report 2012).

While Malaysia has been making steady strides in going up the ladder towards transforming the economy and the country to become a high income nation by 2020, the level of economic crime could derail the ambition. According to the findings of the 2014 Global Economic Crime Survey conducted by PwC, a staggering 47% (37% globally) of their respondents said they either have not undertaken a fraud risk assessment in the last two years, or did not know if they have. Worse, 38% (30% globally) of those who hadn’t taken an assessment said they were unsure what a fraud risk assessment involves. Yet, of those that have experienced some form of economic crime, 58% said the number of occurrences and size of crimes have increased. This shows that despite growing awareness of economic crime, organisations may need to do more to protect themselves.

18

briefs

ASIAN LEGAL BUSINESS JULY 2015

NEWS

Vietnam to ease restrictions on foreign stakes in its firms

Churchill Mining and Indonesia in talks to settle coal dispute

V

ietnam’s prime minister approved the scrapping of a 49 percent foreign ownership cap across many listed firms last month in one of the country’s boldest economic reforms yet, although some sectors will remain restricted.

The communist government is stepping up reforms to the $184 billion economy after years of delay that have frustrated foreign investors keen to tap the potential of its private sector, with future Pacific and European Union free trade pacts adding to the allure.

The decree signed by Prime Minister Nguyen Tan Dung will take effect in September.

It is complex and sometimes vague, stating new rules on foreign ownership will apply to sectors Vietnam has committed to open up in its “international agreements”, without specifying which agreements.

It said foreign caps of 49 percent would still apply for areas where “conditions” were placed on foreign investments, except for sectors governed by separate ownership regulations, such as banking, where total foreign stakes are limited to 30 percent.

All other equities would have no foreign limits, unless restricted by the companies themselves.

Long criticised for protectionism, Vietnam has eased foreign restrictions in areas such as banking and property and is pursuing the part-privatisation of hundreds of state-run firms, from airports and textile companies to breweries and ports, which will eventually list on its stock markets.

Some experts say the reform momentum reflects support within the ruling party for a more open economic agenda being pursued by its progressives, keen to lure foreign capital to boost local companies and position Vietnam as a manufacturing centre for the likes of Samsung, Microsoft and Intel.

GOOD TIMING Duong Vuong, a director at asset management firm VinaCapital, said foreigners were interested in the market but had long been shackled by ownership limits. “Everyone has been waiting for this for a long time ...

It’s good timing with everything going on in Vietnam.”

L

REUTERS/Stringer

The new decree, however, could have scope for different interpretations in the months ahead, with various legislation being reviewed and international trade deals still under negotiation, adding to a regulatory web that has been blamed for slowing some of Vietnam’s reforms.

The new regulation could make Vietnam’s market one of the region’s most open and similar to Indonesia, which has limits on only certain sectors. Foreign ownership is mostly capped at 40 percent in the Philippines and 49 percent in Thailand.

Debate on raising the ownership cap has dragged on for nearly two years, with the initial plan being to raise the foreign ceiling to 60 percent.

Investors have complained foreign shareholdings in Vietnam’s most attractive firms are perennially at the ceiling. Companies in which foreigners have their maximum share include Vinamilk, tech company FPT, Refrigeration Engineering and Ho Chi Minh City Securities.

Vietnam has two bourses, the Ho Chi Minh Stock Exchange with a market capitalisation of $50.3 billion, and the smaller Hanoi Stock Exchange, with equities valued at $6.5 billion. That compares with Thailand’s $419 billion and Indonesia’s $345.7 billion.

VinaCapital said the move would be a game-changer. “It will open Vietnam up to the world making the market more competitive, accessible and investor friendly.”

Vietnam’s GDP rose 6.44 percent in the second quarter from the same period a year earlier. The government is targeting GDP growth of 6.2 percent this year, up from 5.98 percent in 2014.

ondon-listed Churchill Mining and the Indonesian government are holding talks aimed at reaching a settlement over a long-running dispute for one of the world’s biggest coal reserves, a source familiar with the negotiations said.

Churchill has been embroiled in an international arbitration battle since 2012 with Indonesia over the licensing of the East Kalimantan coal project that is estimated by the firm to contain 2.73 billion tonnes of coal reserves.

The protracted battle comes at a time when Indonesia’s government under President Joko Widodo has been trying to encourage more foreign investment to revive slowing growth in Southeast Asia’s biggest economy.

A source familiar with the talks did not give details on negotiations but said there was an “open channel” between the mining firm and the government.

“Based on the talks that we’re having, I’d be confident that there will be a settlement, but it’s a question of what Churchill shareholders think will be the right amount,” said the source, who declined to be identified because of the sensitivity of the situation.

The case revolves around the disputed ownership of the 350-square-km (135-square-mile) mine site in East Kutai, which the British miner says is worth around $1.5 billion.

The source said that while talks were ongoing, the legal or arbitration route would continue.

Churchill has spent more than $10 million on its legal bid after claiming that it had been unfairly stripped of its licences and accused of fraud.

A verdict in the arbitration case was previously expected in 2016, but the mining firm’s shares have soared by 50 percent after it issued a statement saying Indonesia was no longer alleging it was involved in fraud.

Indonesia’s attorney general’s office and Churchill’s Australian office could not be reached for comment.

briefs

WWW.LEGALBUSINESSONLINE.COM : @ALB_Magazine : Connect with Asian Legal Business

19

APPOINTMENTS

LATERAL HIRES NAME

LEAVING

GOING TO

PRACTICE

LOCATION

ANTHONY CHEY

Tan Kok Quan Partnership

RHTLaw Taylor Wessing

Dispute Resolution

Singapore

AKSHAY CHUDASAMA

J. Sagar Associates

Shardul Amarchand Mangaldas

Corporate

Mumbai

DAVID GIBBONS

Solo Practitioner

Rajah & Tann

Corporate

Bangkok

JON GRAY

Linklaters

Davis Polk & Wardwell

Capital Markets

Tokyo

JOSEPH LEE

Cadwalader, Wickersham & Taft

Simmons & Simmons

Corporate

Hong Kong

ZHANG LIBIN

Siemens

Broad & Bright

Corporate, Energy, Arbitration

Beijing

GARY LOCK

Herbert Smith Freehills

King & Wood Mallesons

Corporate

Hong Kong

ETHEL YEO

WongPartnership

Lend Lease Asia Holdings

In-House

Singapore

PRADYUMNA MYSOOR

Linklaters

White & Case

Corporate

Hong Kong

DAVID NEUVILLE

Cadwalader, Wickersham & Taft

Simmons & Simmons

Capital Markets

Hong Kong

DAN OUYANG

Paul Hastings

Wilson Sonsini Goodrich & Rosati

Corporate

Beijing/Hong Kong

CAROLYN SNG

Fried, Frank, Harris, Shriver & Jacobson

K&L Gates

Corporate

Hong Kong

JUSTIN TAN

Rodyk & Davidson

Clyde & Co

Corporate

Singapore

VERNON VOON

Tan Kok Quan Partnership

RHTLaw Taylor Wessing

Dispute Resolution

Singapore

SAMUEL WILLIAMSON

Kirkland & Ellis

Quinn Emanuel Urquhart & Sullivan

Litigation, Anti-Corruption, White Collar

Shanghai

CHARLIE WILSON

White & Case

Sidley Austin

Corporate

Singapore

JUNE YEUM

Lee & Ko

Clyde & Co

International Arbitration

Singapore/New York

20

IN-HOUSE FOCUS

ASIAN LEGAL BUSINESS JULY 2015

NOBODY’S SAFE

THINK YOU’RE EXEMPT FROM REGULATORY SCRUTINY BECAUSE YOU’RE NOT A BANK? WELL, YOU CAN THINK AGAIN, SAYS CHRISTOPHER HORTON

F

rom New York to Hong Kong and everywhere in between, the recent levying of fines worth many million or even billions of dollars against some of the world’s largest financial institutions has put compliance squarely in the spotlight.

But compliance creates something of a conundrum these days. When done properly, there is no problem, but as the regulatory burden grows, so does the risk of running afoul of new rules. Compliance departments in large multinationals have limited annual budgets and must cope with a constantly evolving regulatory environment in each country where they have operations.

Compliance issues may have initially gained prominence in the financial sector, but non-financial organizations from WalMart to FIFA – the scandal-laden international football organisation – are finding themselves under increasing regulatory scrutiny and subject to major fines, or worse.

“The trend doesn’t just apply to banks and financial institutions any more, it also applies to corporates, it also applies to the gaming

industry,” says Antonia Thompson-Carey, Market Development Manager for Risk at Thomson Reuters. “A lot of people are thinking, ‘I’m not a bank, it’s not going to affect me’, but it’s just a matter of time – nobody’s going to be exempt.”

DO THE DUE One of the biggest issues in the compliance space is the intensifying focus on know-yourcustomer (KYC) requirements. This trend puts pressure on customers and suppliers to open up to due diligence that now probes deeper than ever before.

“There are so many examples of suppliers and other vendors getting companies into trouble – through data breaches, for example – that it is understandable that regulators are putting emphasis on this,” says Zachariah Ezekiel, AVP and Head of Compliance at Manulife in Singapore.

“Similarly, the bar is going up on client due diligence,” Ezekiel adds. “FATCA is an obvious example of this trend, as is the increased emphasis on tax crimes by antimoney laundering authorities. I believe that

governments and regulators are responding to a public perception that some people aren’t paying their share of the tax burden.”

Although few question the rationale behind the growing emphasis on due diligence of customers and suppliers, it is creating vastly larger workloads for large companies operating in numerous markets and dealing with a vast number of suppliers and customers.

To add another layer of complexity to the mix, due diligence work can no longer be a one-time effort. And for in-house practitioners, the bar can be quite high.

“Third-party due diligence is the biggest problem I face,” says Scott Baucum, Global Director of Monsanto’s Business Conduct Office.

“We have to know who we’re doing business with. We have to know who owns or controls them, whether they’re on a list of enforceable sanction on prohibitied parties.

We have to know a lot of information about someone before we can even negotiate with them,” Baucum explains. “Additionally, we’re facing the onset CONTINUE D O N PAG E 22

Asian Legal Business proudly presents the The Macallan ALB Hong Kong Law Awards 2015.

Committed to recognise the industry and excellence of people behind the great deals, tremendous projects and matters and cases that overturned landmark decisions to set an entirely new jurisprudence, ALB celebrates the 14th year of the most prestigious event in the legal calendar of the Hong Kong’s legal circle.

More information can be found on the event website www.legalbusinessonline.com/awards/ hong-kong-law-awards-2015. For more details on the sponsorship, please contact Amantha at amantha.chia@thomsonreuters.com or call (65) 6870 3917.

EVENT PARTNER

AWARD SPONSORS

ALB SUPPORTS

ASSOCIATE SPONSORS

PROUDLY PRESENTED BY

AWARD PATRON

22

IN-HOUSE FOCUS

CO N T I N U E D F RO M PAGE 20 of procurement-managed contracting – that results in higher provider and supplier turnover, which increases our third-party due diligence and documentation.”

Needless to say, this is creating a rapidly growing demand for professionals who can competently navigate the constantly shifting compliance space.

“I think a major consideration for compliance leaders will be attracting and retaining talent,” says Ezekiel of Manulife. “The demand for skilled compliance professionals continues to exceed supply, particularly as banks continue to staff up in response to recent regulatory enforcement actions.”

“The winners of the battle for talent will be those that can think creatively about sourcing talent from within the business and other control functions, rather than only sourcing recruits from diminishing pools of experienced compliance officers,” he adds.

“Non-legal or compliance hires can bring great insight, practical experience, and rapport with business leaders.”

THE TECH IMPERATIVE In addition to having the right staff in place, companies also need the right tools to facilitate their challenging job requirements.

Tools such as the World-Check due-diligence database ser vice offered by Thomson Reuters are helpful in the seemingly endless pursuit of full regulatory compliance.

However, given the mind-bending complexity of coordinating, confirming and updating across multiple departments in multiple countries with differing regulatory environments, it should not be surprising that there is no one-size-fits-all solution.

“Technology is transforming almost every aspect of business, and compliance is no different,” Ezekiel says. “Areas such as anti-money laundering, sanctions and trade surveillance, and fraud management are already very systems-dependent, and getting more so.”

The growing reliance on technology for compliance work is not just creating the need for IT literacy, but also for a shift in how employees are trained and even how they approach their roles.

“We’re going to need to pay attention to training in terms of the next generational workforce change because employee thought processes are very different regarding all these things,” says Baucum.

This shift in individual training will also be concomitant with evolving relations across different departments that perhaps had pre-

ASIAN LEGAL BUSINESS JULY 2015

viously operated with more independence.

“In the past I was more on the enforcement side of compliance,” Baucum says.

“But in the future, I’m going to have to have much tighter partnerships with my controllership, much tighter partnerships with my substantive regulatory compliance groups, and we’re going to really need our systems to be integrated so we can ensure compliance over all these areas.”

With growing integration and reliance on technology, however, comes additional risk.

“It’s interesting to see the growing nexus between privacy and information security,” says Ezekiel. “Asia is seeing new privacy laws and heightened public awareness of identity theft and data security. This means that compliance professionals are increasingly being pulled into less familiar, technical discussions. As a profession we are going to need to adapt in order to adequately support the business.”

“From a compliance standpoint, keeping data safe and making sure that people cannot penetrate our organisation and steal assets and cash as well as intellectual property – that is something that we’re really going to have to watch, as statistically, it is on the rise,” says Baucum.

Simply having the means to collect large amounts of data is not enough, Baucum notes. Real value is created when that data is properly analysed and presented in a way that reduces redundancy while tightening the net.

“If mergers and partnerships take place in the States, we need providers to stay focused on bringing the procurement operations together with third-party due diligence, and the reporting and metrics tracking pieces have to move toward the analytics element, not just telling me how many claims I had in a country last month,” he says. “The ability to manage risk from distilled data is huge. Data alone is not going to be enough.”

CULTURE IS CRUCIAL Although the administrative and technical demands of staying on top of one’s compliance game can be daunting, organizations should take solace in noting that one of the biggest factors in ensuring compliance comes down to the most basic element of a group working together – culture.

“There are huge requirements to knowing your customer, and the evidence points to the fact that different organisations have different cultures,” says Thompson-Carey.

“Compliance becomes difficult if you don’t have a culture of doing the right thing, if you

don’t have systems in place, if upper management isn’t engaged and switched on, if you don’t have a code of conduct.”

In his report “Ten Regulatory Risk Insights for Asia Pacific in 2015,” Niall Coburn of Thomson Reuters Accelus puts it simply: “The culture within a firm is a barometer that dictates the need and intensity of the amount of regulaton and supervision required.”

“Firms must concentrate on improving culture and aligning the firm’s interest with those of the customer in the way business is being done,” Coburn notes. “If there are customer complaints or issues, firms must have an effective way of handling them, acting in the customer’s interests to fix issues in an effective way that brings matters to resolution.”

“Compliance exists because somewhere along the line somebody treated others poorly or abused the system,” says Baucum, noting that an emphasis on treating people fairly goes a long way in reducing the chances of compliance issues cropping up.

“Establishing a culture of honesty and integrity – and respect – is a big part of avoiding compliance issues,” he adds. The huge influence of social media can also provide a helpful feedback loop for organisations, he adds. By pressuring organisations to focus on sustainability and corporate social responsibility, social media can alert companies to issues early on.

LOOKING FORWARD Where is this all headed? Nobody can answer this question with any certainty, but one of the big issues that should become clearer in the short term is the degree to which personal liability will become attached to compliance failures.

“I remember personal liability being a topic of discussion in North America a decade ago,” says Ezekiel. “If it isn’t taken to extremes, it is probably a useful reminder to individual leaders within organizations that they are accountable for their decisions and responsible for implementing appropriate controls.”

If rulings trend toward increased personal liability for the C-suite and other top-level management in the compliance space, however, there will be major ramifications within companies, says Baucum.

“If executives are prosecuted, I think we’re going to see this have an impact on the budgeting process, and I think we’re going to see more attention on compliance excellence in companies,” he says. “Executives pay attention when executives go to prison.”

REUTERS/Luke MacGregor

THOMSON REUTERS REGULATORY INTELLIGENCE

NAVIGATE THE GLOBAL REGULATORY ENVIRONMENT WITH CONFIDENCE Thomson Reuters Regulatory Intelligence delivers a focused view of the global regulatory environment, empowering compliance professionals to make well-informed decisions to manage regulatory risk using the most comprehensive and trusted intelligence available.

This solution cuts through the complexity and sheer volume of content within the regulatory environment by providing clarity on what is most important for your organization, in a cost-effective way.

• A full and up-to-date view of the regulatory environment, from the broadest global industry perspective down to the most granular detail.

• Coverage of over 600 regulatory bodies and over 1000 rulebooks from across the world – more than anyone else.

• Richest source of regulatory content; news, analysis, rulebooks, regulatory events and practical guidance.

• Actionable and practical information; from board level reporting to operational compliance management.

LEARN MORE RISK.THOMSONREUTERS.COM/ARI

© 2015 Thomson Reuters GRC03153/7-15

24

Q&A

ASIAN LEGAL BUSINESS JULY 2015

‘WE HAVE AN AUDACIOUS AMBITION IN TERMS OF GROWTH’ CYRIL SHROFF, MANAGING PARTNER OF THE RECENTLY CREATED CYRIL AMARCHAND MANGALDAS, REFLECTS ON THE SPLIT, TALKS ABOUT EXPANSION PLANS, AND COMPARES INDIAN AND INTERNATIONAL LAW FIRMS. INTERVIEW WITH RANAJIT DAM

ALB: The Amarchand split was a fairly long-drawn-out one that made headlines in India and beyond. How do you feel about the way it turned out? What lessons have you taken away from it?

Shroff: Looking back, the split played out smoothly and quickly. I disagree that it was a fairly long drawn-out process. This is because the end state was clear as soon as the dispute became public and rest was mere process. It was the only logical consequence of the suit filed by Shardul in November. One cannot be partners and keep fighting in court at the same time. Thanks to wonderful mediators, it all closed in record time.

The process was seamless on the ground, as in the offices. People and matters merely flowed over into the respective new firms overnight without any disruptions whatsoever.

It’s too early to say what lessons I have learnt from it, but there is always a silver lining to every cloud. Every challenge is a huge opportunity and I am looking forward to the new innings with great energy. A few years from now, I will look back and say that the split was the best thing that happened to me.

ALB: When you first conceived of Cyril Amarchand Mangaldas, what kind of firm did you see? How are you working towards bringing that firm to reality?

Shroff: When I fir st envisioned Cyril Amarchand Mangaldas in November 2014, I saw it in a very similar way as the erstwhile Amarchand & Mangaldas & Suresh A. Shroff & Co.: a large independent “national champion” with offices at all major commercial

CV 1982 – 1984

Amarchand & Mangaldas & Hiralal Shroff & Co Associate

1985 – 1994

Amarchand & Mangaldas & Hiralal Shroff & Co Partner

1995 – 2015

Amarchand & Mangaldas & Suresh A Shroff & Co Managing Partner

May 2015 – present

Cyril Amarchand Mangaldas Founder & Managing Partner

centres. The establishment of the New Delhi offices and significant lateral recruitments at multiple locations are steps towards bringing that firm to reality. Like AMSS, we aspire to be the biggest and the best Indian law firm.

ALB: Can you elaborate a bit on your immediate and medium-term growth plans for Cyril Amarchand? How would you describe your overall expansion strategy?

Shroff: We intend to have 1,000 lawyers in India by 2017 to 2018. Foreign offices are not planned at least for five years. We intend to

cover the multiple gaps in the Indian legal market, and we aim to continue being involved in important matters and working with clients in the future.

ALB: Do you think that lawyers in the firm will have any issues mentally transitioning from working for the legacy Amarchand, which was a storied institution, to Cyril Amarchand, which is a brand-new outfit?

What internal culture would you like the firm to possess?

Shroff: Cyril Amarchand Mangaldas, whilst newly incorporated, carries forward the 97-year-old legacy seamlessly. It would be a misnomer to describe it as a “brand-new outfit”. Frankly, except for the email addresses, nothing has changed on the ground, and in my case the legacy Amarchand Mangaldas, the storied institution, continues to live and thrive through Cyril Amarchand Mangaldas, which originated in Mumbai at the same location.

T h e m a r ke t p l a c e c o n s i d e r s Cy r i l Amarchand Mangaldas as a seamless reincarnation of the legacy Amarchand Mangaldas—the same value system, but with a much more agile and entrepreneurial internal structure. That is exactly why ALB also gave the new firm the awards for India Deal Firm of the Year and India Managing Partner of the Year. The entire industry treats it as a continuum of the legacy firm and the flag bearer of the value system.

ALB: At ALB’s Southeast Asia Law Awards 2015, where Cyril Amarchand won those two key awards, you described your firm

WWW.LEGALBUSINESSONLINE.COM : @ALB_Magazine : Connect with Asian Legal Business

Q&A

25

as a 97-year-old start-up. What start-up traits does the firm embody?

Shroff: The key attributes of a start-up are typically the entrepreneurial hunger, the willingness to pursue ambitious growth, and the advantage of not being bogged down by an internal bureaucracy. I clearly see these features in the new firm, and our ability to move very swiftly and decisively in pursuing our goals is unmatched. We have an audacious ambition in terms of growth and these “start-up” attributes will provide that impetus.

ALB: One of the awards the firm won was India Deal Firm of the Year. How do you see Indian firms stack up against international law firms? Is there a gulf? If so, how could Indian law firms work towards bridging it?

Shroff: The leading Indian law firms are top class and can stand up against any international law firms; we can compete on all criteria. Indian law firms have evolved in the last two decades. Take my firm, for instance.

The work that we do is clearly of international quality, both in terms of size and complexity as well as sophistication. I wish the fee levels would also reflect the reality that we are an international law firm.

ALB: Following the split, both Cyril Amarchand Mangadas and Shardul Amarchand Mangaldas have been busy with lateral hires, and other firms are worried about a coming shakeup. How do you see the Indian legal industry evolving amid all this?

Shroff: It has been a disruptive event in the talent market in India — and it is not over yet. Other Indian law firms will introspect and make changes. Overall, since competition improves efficiency, I believe the Indian legal industry will further mature as a result of this disruption.

Cyril Shroff accepts an award at the ALB SE Asia Law Awards 2015 held in Singapore on May 28.

For more on the Law Awards, see page 44

ALB: Finally, where do you see Cyril Amarchand five, maybe even 10 years from now?

Shroff: Cyril Amarchand Mangaldas is already the largest law firm in India, with around 600 lawyers by July 2015. Five years from now, I see it having about 1,200 to 1,500 lawyers or even more. Ten years from now, I think we will have an international presence as well, but that is too early to say. The real opportunity in the next decade is in India and that will always be our primary focus. We will deliver modern, world-class service in and from India.

26

COVER STORY

ASIAN LEGAL BUSINESS JULY 2015

GE TTI N G R E ADY FOR THE

By RANAJIT DAM

WWW.LEGALBUSINESSONLINE.COM : @ALB_Magazine : Connect with Asian Legal Business

COVER STORY

27

The ASEAN Economic Community (AEC), an idea years in the making, aims to integrate Southeast Asia’s diverse economies, a region with 620 million people and a combined gross domestic product of $2.4 trillion. The AEC is defined by four pillars: Creating a single market and production base, increasing competitiveness, promoting equitable economic development, and further integrating ASEAN into the global economy.

To synergise the region’s markets and production hubs, this would entail the free flow of goods, services, investments, capital, and skilled labour. We look at how companies in the region, as well as law firms, are preparing for the AEC.

The AEC cometh Ten countries. An area of 1.7 million square miles, teeming with natural resources. A population of approximately 625 million people, predominantly young, making up almost 9 percent of the number of human beings on the planet. The sheer numbers indicate that the countries making up the ASEAN region – combined, the world’s seventh largest economy and one of its fastest growing – should be an economic powerhouse in its own right, but the truth of the matter is that development is at vastly different stages across the 10 member-states.

Slated to come into force at the end of this year, the ASEAN Economic Community (AEC),is expected to harness all this unquestionable potential. The AEC aims to create a single market with a freer flow of capital, services, products and skilled workers across borders. Within a decade or so, there are hopes that it will rival the European Union, as the ASEAN becomes fully integrated as a global economic bloc. And as the economic pie grows, so should the advantages for all member-states. Businesses across the board are expected to become more competitive on cost, thus helping to propel the region to the next level of development.

Azman Jaafar, a partner with RHTLaw Taylor Wessing in Singapore, says he believes that the manufacturing sector should reap the most benefits from the AEC. “There is hope that the services will see growth as well, but we don’t expect member-states to open up the services sector so quickly,” he says. “Singapore and Malaysia are way ahead in opening up their markets. If you look at Indonesia, a lot of services and the

B2C space are all closed or subject to local participation. What will affect both manufacturing and services sectors will be the fact that human capital may not flow as freely as contemplated under AEC.” Lack of awareness is one of the immediate challenges that the AEC faces. While larger companies appear well-set for the community, small and medium-sized enterprises (SMEs) that generate around 90 percent of ASEAN jobs and between 30 to 50 percent of GDP are not on board yet. And then there is preparation: A recent survey by the Asian Development Bank and Institute of Southeast Asia Studies found that less than one-fifth of ASEAN businesses are AEC-ready. “Domestic companies need to strengthen their internal processes so they can support a regionalisation expansion drive,” says Jaafar. “Companies must create the necessary structures that can support cross-border operations and develop more flexible capabilities that can facilitate expansion across cultural barriers. Most important of all, these companies need sufficient financial resources to ensure that the pre-investment preparatory work can be completed prior to the expansion. Many domestic companies do not have budgets for professional advisors to assist them in their work. Without adequate resources being made available, domestic companies will be undertaking huge risks without ample preparation.”

But it’s not just companies that are preparing for the advent of the AEC. Law firms are too, as economic integration is expected to give rise to the need for legal and regulatory challenges that require professional

advice. “We have seen the emergence of regulatory compliance as a major concern for regulated sectors within AEC,” says Jaafar. “The AEC harmonises standards and removes trade barriers. It doesn’t harmonise the laws applicable to investors.”

He adds that with cross-border work on the rise, dispute resolution work can also be expected to increase, noting that the firm’s transactional teams also expecting to work more closely with RHTLaw’s ASEAN Plus partner-firms within the AEC, covering FDI laws and supporting clients in corporate/ M&A work. “Today, everything we do or advise, and any collateral we prepare, are all done with the view of delivering the work within ASEAN and beyond,” says Jaafar.

There is no doubt, however, that the next few years will be exciting for the region.

“China is cooling down and India is heating up,” says Jaafar. “We believe that rivalry and competition from China and India will drive the ASEAN member-states to push the AEC agenda. Member- state compliance may not be 100 percent, but it would be high enough to bring about a positive impact. In particular, the CLMV countries [Cambodia, Laos, Myanmar and Vietnam] are fast coming up.”

He also observes that opportunities will be generated as ASEAN member-states seek to get connected. “Many of the ASEAN states are maritime states, and connectivity presents a challenge,” says Jaafar. “The growth of the AEC in the first few years will see a huge amount of capital expended on transportation, communications and technology. The sheer challenges here may be enough to drive the growth of the region for the years to come.”

28

COVER STORY

ASIAN LEGAL BUSINESS JULY 2015

Singapore McKenzie, Singaporean companies that Singapore is the strongest hub for likely that the bigger Singapore companies traditionally target the domestic market will trade and investment in ASEAN: Hundreds with resources to deploy across the region likely need to reconsider their strategy and of MNCs today use the city-state as their are more prepared than smaller ones and look to expand their ASEAN footprint: “If not regional headquarters, and the Singapore will therefore benefit more from the AEC. properly positioned, many of these solely corporate entity is a popular one in the “These would include companies with domestic-focused companies risk being ASEAN region, being often used as a vehicle manufacturing bases in the region, trademarginalised in a post-AEC environment.” of choice for regional transactions. related services, financial and professional Law firms, meanwhile, remain busy.

“Singapore has been a strong proponent services,” he says. “Singapore-based manu“While trade tariffs have subof free trade and is a party to stantially been removed for most numerous free trade agreements ‘While trade tariffs have substantially been goods, non-trade tariffs remain and economic partnership agreeremoved for most goods, non-trade tariffs high and there are also subment with major economies in stantial barriers to trade-related the world,” says Chia Kim Huat, remain high and there are also substantial services,” says Chia. “We have regional head of the corporate and barriers to trade-related services.’ recently strengthened our trade transactional practice at Rajah & CHIA KIM HUAT, Rajah & Tann practice and are equipped to Tann. “Given our relatively open advise clients on trade-related economy, Singapore is expected issues across the region, including transfer to play a pivotal role in pushing for freer flow facturers and traders can look forward to pricing, anti-competitive trade policies and of trade, services, capital and investments tapping opportunities in ASEAN, including so on.” Additionally, clients require advice among the AEC nations.” the sourcing of lower-cost supplies and bigon strategic acquisitions and investments, Chia says that while AEC is intended to ger markets for their products.” and supply chain integration. benefit companies across the board, it is According to Eugene Lim of Baker &

With the rapid rise of the civil aviation industry, particularly in and among ASEAN member states, now is the best time to register an aircraft in Malaysia. With a strategic location in the heart of the Asia Pacific region as well as having natural reserves of oil leading to a constant stream of oil and gas based clients, Malaysia provides a good market for offshore aviation companies to increase competitiveness in the region.

Furthermore, unlike countries such as the United States, Malaysia permits foreign entities to own and register an aircraft under its name, provided there is a local operator registered with said aircraft.

With this in mind, Azmi & Associates, a Malaysian-based legal firm of 70-strong lawyers located in the heart of Kuala Lumpur, will be more than happy to lend our expertise in the following areas relating to civil aviation law in Malaysia, which are by no means exhaustive: (1) Transfer and Registration of Aircraft (certificate of registration process) (2) Lease of Aircraft (financing lease, operating lease, sale & leaseback, etc) (3) Mortgage of aircraft (deregistration power of attorneys, aircraft mortgages) (4) Setting up of aviation companies (incorporation process, air service permit/license process, etc) (5) Import and Export of aircraft in and out of Malaysia (5) Liaison with the Malaysian Communication and Multimedia Commission (for radio apparatus licenses on aircraft, part of registration process) (6) Liaison with relevant individuals in the Department of Civil Aviation Our dedicated team of aviation experts will be led by our Partner, Norhisham Abd Bahrin, who has accumulated more than 20 years in legal practice together with Ahmed Ezzedin Mohammed who have completed and are currently handling multiple civil aviation matters in Malaysia including: (a) the separation of a general aviation business from an aviation company as part of its corporate exercise (including certification of the general aviation company, and the subsequent transfer and registration of its aircraft); (b) the sale and leaseback of one AgustaWestland AW139 helicopter from a leasing company, to an operator for purposes of offshore aviation services, together with subsequent changes to the lease chain; (c) the operating lease of two Sikorsky S76C++ from leasing company to lessee/operator for purposes of provision of offshore aviation services, together with the importation and exportation process.

For further information or assistance please contact Norhisham Abd Bahrin at: Contact Number: +603 2118 5016 / +6013 338 1868 Email: norhisham@azmilaw.com

WWW.LEGALBUSINESSONLINE.COM : @ALB_Magazine : Connect with Asian Legal Business

SPONSORED ARTICLE

29

RHTLAW TAYLOR WESSING

EMBRACING DIVERSITY IN THE ASEAN ECONOMIC COMMUNITY Azman Jaafar Partner and Head of Corporate Practice RHTLaw Taylor Wessing azman.jaafar@ rhtlawtaylorwessing.com

In the Bali Summit of October 2003, the ASEAN leadership declared the ASEAN Economic Community (“AEC”) as the “realization of the end-goal of economic integration”. This simple declaration has led many to believe that the AEC’s single objective is to amalgamate the ASEAN economies into one homogenous union. Too often, the AEC has been the subject of unfair comparison to the European Union.

We know that our motives are different and at the time of the AEC’s inception, the leadership certainly appreciated the diversity and inequality that already existed within ASEAN. The AEC is a journey that has only begun.

ASEAN is situated in an economically vibrant part of Asia.

The establishment of the AEC reflects the importance placed on ASEAN’s continued relevance in the global economy. ASEAN is not homogenous in terms of its people and economies but the AEC’s diversity is its strength. Economic integration is the endgame, but this is not a hop and a skip away in the near future. With 600 million people and a growing middle class, the AEC is not only intended to develop into a serious regional trading hub that can rival the larger global economies, but the AEC also has a burgeoning growth market from within. The four pillars which define the AEC play a very important role in accelerating economic integration and alleviating the inequality between member states.

There are new opportunities which arise from the creation of the AEC: (a) the attraction of external investors into AEC; (b) the ease of regionalization within AEC and the growth of intra-ASEAN trade; and (c) the need for increased connectivity within ASEAN to facilitate trade activities within AEC. According to a recent survey, less than one-fifth of ASEAN businesses are actually prepared to meet the challenges and opportunities presented by the AEC. With closer economic integration, we can expect greater competition from our ASEAN neighbours.

A: Six Battery Road #10-01, Singapore 049909 T: (65) 6381 6868 F: (65) 6381 6869 W: www.rhtlawtaylorwessing.com

W: www.aseanplusgroup.com

With the AEC, ASEAN will become a more important marketplace for Singapore SMEs. The integration will bring about new threats and increased competitiveness.

This would be a good time for Singapore SMEs to review their capabilities and evaluate their competitive advantage. To stay competitive in the larger global economy, Singapore SMEs must move their businesses up the value chain. With the attraction of new foreign investments into the AEC market, there will also be new opportunities for Singapore SMEs to plug themselves into a more integrated global marketplace. New investments can help them move up the value chain. Organic growth can be a slow and painful process and in today’s world, this may not be an option for many domestic businesses.

Overcoming these challenges will ensure the long-term survival and sustainability of their businesses.

The lowering of trade barriers will facilitate the regionalization of Singapore SMEs. In the long run, with smoother customs processes and freer movement of human capital, services and finances within ASEAN, Singapore SMEs can expect greater predictability and transparency when exporting goods and services within the AEC. With the rising cost of doing business in Singapore, it would be timely for Singapore SMEs to look into relocating parts of their operations to lower cost jurisdictions. The increased connectivity between member states also makes regional expansion an easier task.

Singapore SMEs must gear up to meet these challenges, as regional expansion requires resources and thoughtful planning.

In a typical scenario, a Singapore SME can choose a country like Vietnam as its manufacturing and production base. It can then take full advantage of the AEC by importing components manufactured in Thailand and Indonesia; and employing its engineers and skilled technicians from the Philippines. It can outsource certain services to a company in Malaysia and borrow working capital in Singapore. A regional play will require a Singapore SME to examine its internal processes to ensure that it is sufficiently robust to meet the demands of its regional operations.

The expected increased connectivity within the AEC also contemplates increased investments in infrastructure beyond just transport and logistics services. Connectivity within AEC is all encompassing and refers to the underlying connectivity in infrastructure and people. This level of connectivity will also encompass technology, communications, as well as energy. As we become more interdependent with each other within the AEC, we can also expect an increase in projects that facilitate and promote intra-AEC connectivity.

More efficient cross-border transport is a challenge given ASEAN’s geography. The capital cost for transportation connectivity can be expected to exceed US$ 500 billion.

Whether it is the ASEAN Single Window project, Jakarta Monorail project, the Singapore-Malaysia High-Speed Rail Link project; or the Hydroelectric power projects in Laos, all these projects will contribute towards increased connectivity expected within the AEC. Singapore SMEs are well-positioned to take advantage of these opportunities.

The AEC is a diverse ecosystem which is in the process of being integrated. While the diversity of the AEC as a single market and production base is probably its greatest advantage to investors, the key to its success lies in its ability to enhance connectivity within ASEAN. There is an abundance of new opportunities presenting itself under the AEC. Singapore SMEs should embrace the diversity in AEC and play a more pivotal role in intraASEAN trade under the AEC.

30

COVER STORY

ASIAN LEGAL BUSINESS JULY 2015

Malaysia in investments and raise annual per-capita Malaysia has been facing a fair bit of ecoporting its services talent pool to Singapore. income to $15,000, has been fairly successnomic headwinds of late. Slumping energy “With the AEC, it will be an opportunity for ful at the halfway stage: private investments prices have cut its oil and gas revenues; the Malaysian companies to rapidly deploy talrose at a steady 11 percent to 146.1 billion ringgit has dropped to six-year lows against ent across ASEAN to manage and integrate ringgit ($41.11 billion) in 2014, up from 131.7 the dollar; foreigners have turned net selltheir businesses,” he says. “Cross-border billion ringgit a year ago. ers of Malaysian equities; and the country’s business flow and the demand for profes“Malaysia adapted its economic transpreviously successful IPO market has now sional services to support companies in formation programme in 2010 as part of its all but stalled.

ASEAN will increase.” efforts to become a developed country by In the midst of this, the AEC appears more as He adds that licensing and regulatory 2020,” says Lim. “The impact of the AEC a distraction than something that companies issues such as competition, labour and immion inbound deals could also be viewed in are actively aiming for. “Publicity on the AEC gration work visas often crop up in his firm’s this context and the current Malaysia Plan. has been very limited and while some big work, and this will not diminish with the AEC. Investors should be aware of record private companies may be aware of the opportuni“We and our regional affiliate offices have investments; fiscal reforms; liberalisation ties, the smaller ones may have little knowlbeen assisting in M&A transactions as forof rules governing foreign investors, initial edge,” says Lim Jo Yan, partner and head of eign investors buy up groups of companies public offerings and property the corporate and commercial purchases; and significant infrapractice group at MahWengKwai structure investment.” & Associates (MWK).

Leong of JLPW says he exStill, lawyers expect a posipects more M&A transactions tive impact on both inbound and in Malaysia as foreign invesoutbound investments, includtors buy up Malaysian compaing M&A. “Malaysia is focusing nies with good talent pools to on developing ser vices, and help consolidate and manage the AEC will likely impact the their various operations across healthcare, education, financial ASEAN. “FDI and M&A transacsupport services – including tions are of necessity long term, legal and consulting services – relational and incomplete. It is logistics and creative sectors,” the relational part that needs says Jeff Leong, founder and a stronger focus, and regular senior partner of Malaysian law monitoring,” he says. “Investors firm Jeff Leong, Poon & Wong REUTERS/Bazuki Muhammad will do well to understand the (JLPW). diverse cultures and religions in Lim recommends local busi‘Malaysia is focusing on developing services, the greater ASEAN region.” nesses need to be prepared and the AEC will likely impact the All told, Lim of MWK does for the advent of the AEC. healthcare, education, financial support not expect the AEC to take off in “Malaysian companies must a fiery manner. “It will take time inevitably prepare for more services – including legal and consulting for the AEC to evolve and in the cross-border transactions, which services – logistics and creative sectors.’ first one or two years the initial involves understanding of differJEFF LEONG, JLPW hiccups need to be redressed,” ent legal and regulatory framehe says. “The ASEAN governworks and access to financial ments may need to do some high-profile markets, freight and forwarding, immigrain the logistics, education, infrastructure and window dressing to bring the general pubtion and manpower requirements,” says Lim. manufacturing sectors across the region.” lic’s attention to the possibilities of the AEC. “Some Malaysian companies in the agriculFor Lim, legal and regulatory issues that The next two years of Malaysian business ture, airlines, banking and telecom sectors companies are currently grappling with life will be dominated by Malaysian politics, seem to have more awareness of the AEC’s generally relate to ensuring compliance with and companies will react to potential politipotential. Malaysian companies should be the existing laws of individual countries for cal uncertainty rather than the AEC per se.” better informed of low-cost manufacturing cross-border investments and transactions.

Meanwhile, Leong says he is looking bases, with ample manpower resources “In extreme cases, arbitration services could forward to busy months ahead as Malaysian of business opportunities or expand their be required,” he adds. companies deploy their cross-border stratcurrent base here. Companies will have to In 2010, Malaysia launched its ambiegies to seize opportunities. “Many are adequately prepare themselves in terms of tious Economic Transformation Programme already familiar with our neighbouring councapital, manpower, technology, business to address lacklustre private and foreign tries and the weakening domestic economic strategy and even the mindset to focus on investment in the country and to jump to conditions in Malaysia will spur Malaysians opportunities in the AEC.” high-income status within a decade. The to venture further afield,” he says.

Leong notes that Malaysia has been exprogramme, aiming to generate $444 billion

SPONSORED ARTICLE

WWW.LEGALBUSINESSONLINE.COM : @ALB_Magazine : Connect with Asian Legal Business

31

JLPW CROSS BORDER ASIA JLPW CROSS BORDER ASIA: CONVERSATIONS WITH JEFF LEONG, SENIOR PARTNER

Jeff Leong Senior Partner

ALB: JLPW CROSS BORDER ASIA announced new offices and alliance agreements in Southeast Asia and beyond recently. Where are you expanding into?

JL: 2015 is a busy year. We signed with JLPW VINH AN LEGAL (Vietnam) in March, acquired a stake in NEWGRATA JLPW LLC (Mongolia) in April, and affiliated with SHEIKH & CHOWDURY (Bangladesh) and OCAMPO & MANALO (Philippines) in May and June 2015 respectively.

known mergers and corporate rescues of banks, insurers, stockbrokers and listed companies, assisting numerous IPOs and listings on Bursa Malaysia and other stock exchanges around the world as well as acting for Lynas in one of the most complex public interest litigation in Malaysia. Others include our 10 years affiliation with international firm Deacons, Graham & James (later Deacons) and current affiliation with China’s largest law firm Dacheng.

ALB: What has been the motivation behind this recent flurry of expansion? Why now?

JL: We were a cross border team from Singapore’s largest law firm in 1994 when Singapore companies went regional, and carried the cross border Asia DNA ever since. 20 years ago, it was 4am drives across the border to a Malaysian affiliate law firm in Johor. Now, it is still 4am drives to the airport for flights to regional affiliate offices in Yangon, Ho Chi Minh City or Dhaka. Knowing Asia exacts a heavy price – we faced the challenges of emerging Asia, survived the 1997 Asian Financial Crisis on our own and grew organically in the ensuing years. Already in the region for a few years, our recent signings formalised existing relationships for Asean Economic Community 2015 and to meet clients’ needs.

ALB: In the Malaysian legal market, very few are looking at cross-border services like JLPW CROSS BORDER ASIA is aiming to offer. In what ways are you different from your domestic peers?

JL: There are many other good lawyers in Malaysia. Perhaps we may look “strange” with our cross border approach, but it is an invaluable and integral part of our founders’ experience, knowledge and skills. The founders remain passionately involved in servicing our clients and building JLPW CROSS BORDER ASIA. We are a teaching law firm with our own Econo Legal Studies research centre. Our lawyers teach in Kobe University and in universities in various parts of Asia, focusing on foreign direct investments, business expansion and M&As. Our training programs are made available to clients and linked to Kobe University via video conferencing. To date, under our Internship Program, we trained over 90 law interns from Japan and 10 from China since 2009. Few lawyers will know of economists such as John Commons, Oliver Williamson, Ronald Coarse or Marc Gallanter – we intertwine a strategic understanding of new institutional economics and legal realism with the law in structuring transactions, managing disputes and serving our clients with good business sense.

ALB: How does this fit in, in terms of the ability to service clients?

JL: Malaysia and Singapore were favoured FDI destinations for foreign investors and home to many MNCs and local companies operating businesses in the region. Our years of experience in servicing the needs of foreign investors remain useful for our clients and our collaborative approach with our regional affiliate partners in servicing clients is working well.

The group numbers about 110 fee earners, with 50 in Malaysia.

We are too small to be a threat to international law firms, but sizable enough to be useful, knowledgeable and connected collaborators in emerging markets for our foreign law firm friends and clients.

ALB: What practice areas would you say are JLPW Malaysia’s strengths at the moment, and which ones are you looking to beef up?

JL: We are primarily a corporate, M&A and capital markets law firm with strong teams in corporate finance, M&As, foreign investment, financial services and dispute resolution. Our teams across the region are fluent in regional languages, including English, Chinese, Japanese and Russian. We are adding capabilities in infrastructure and projects, environment and community engagement for deployment across Asia.

ALB: In 2015, JLPW Malaysia completes 16 years. What are some of its highlights during this time?

JL: We started in the depths of the 1997 Asian Financial Crisis with 3 founders and a trainee in 1999. The worst of times, it demanded tremendous passion, sacrifice, commitment and ALB: How does the next 12 months look like for JLPW nerves of steel with companies failing everywhere. They were CROSS BORDER ASIA? the best of times too, forging strong bonds among our people JL: With the AEC, it will be a busy year for all the offices as we and the financially troubled clients we helped rescue. coordinate, manage and execute deals and transactions for Highlights include developing an industry standard due DE Rclients ASIA in the region. diligence system for capital markets, acting in JLPW variousCRO well SS BOR our

NEW GRATA JLPW LLC

ULAANBAATAR, MONGOLIA

JLPW LEGAL SERVICES (MYANMAR) CO., LTD YANGON, MYANMAR

SHEIKH & CHOWDURY

JLPW CROSS BORDER ASIA

A: c/o JLPW STRATEGIC CONSULTING SDN BHD B-11-10 Level 11 Megan Avenue II Jalan Yap Kwan Seng 50450 Kuala Lumpur Malaysia T: (603) 2166 1108 F: (603) 2166 9728 E: jeff.leong@jlpw.com.my W: www.jlpw.com.my

OCAMPO & MANALO JLPW VINH AN LEGAL

DHAKA, BANGLADESH

MANILA, PHILIPPINES

JLPW CROSS BORDER ASIA c/o JLPW STRATEGIC CONSULTING SDN BHD B-11-10 Level 11 Megan Avenue II Jalan Yap Kwan Seng 50450 Kuala Lumpur Malaysia Tel: (603) 2166 1108 Fax: (603) 2166 9728 Email: jeff.leong@jlpw.com.my

HO CHI MINH CITY, VIETNAM

JEFF LEONG, POON & WONG KUALA LUMPUR, MALAYSIA

BRIGITTA I. RAHAYOE & PARTNERS JAKARTA, INDONESIA

JLPW LEGAL

SARAWAK, MALAYSIA

Members: *Jeff Leong, Poon & Wong, Malaysia *JLPW Legal Services (Myanmar) Co., Ltd, Myanmar *JLPW Legal Sarawak, Malaysia *JLPW Vinh An Legal, Vietnam *Brigitta I. Rahayoe & Partners, Indonesia *New Grata JLPW LLC, Mongolia *Sheikh & Chowdury, Bangladesh

32

COVER STORY

ASIAN LEGAL BUSINESS JULY 2015

The Philippines to become a more common area of discusAccording to Albert Vincent Y. Yu their positions in the local market by way sion. “In some ASEAN countries, including Chang, special counsel with SyCip, Salazar, of strategic M&A and other expansion. But the Philippines, foreign equity ownership in Hernandez & Gatmaitan, the AEC is exmany of the country’s SMEs are focused on businesses is limited to certain percentages, pected to boost the bullish economy of the the domestic market and are currently not and in some cases, entirely prohibited,” he Philippines. “From a Philippine perspective, positioned to become regional players due says. “As to tax issues, the Philippines, under the boost may come in the form of more forto various factors, such as size limitations, current tax laws, imposes one of the highest eign direct investments, increased efficiency limited access to capital, or market forces corporate income tax rates in the and competitiveness of Philippine region.” businesses, better access to tal‘Government programmes and policies are Chang expects that foreign ent, capital and other resources,” focused on the following as ‘growth sectors’: investors will find the Philippines says Chang. “Government proattractive but legal constraints, grammes and policies are fomanufacturing, agro-industry, tourism, cused on the following as ‘growth information technology and business process such as foreign ownership restrictions, may discourage them from sectors’: manufacturing, agromanagement, logistics, and construction.’ pursuing opportunities in the industry, tourism, information ALBERT VINCENT Y. YU CHANG, Philippine market. “Policymakers technology and business process SyCip Salazar, Hernandez & Gatmaitan in the Philippines are aware of management, logistics, and conthese restrictions and other issues struction. In addition, business surrounding the establishment of the AEC,” leaders see opportunities for growth in retail in specific industries. “These issues may be he says. “It is possible that some of these and property sectors, among others, followaddressed by increased awareness and govrestrictions and measures will be relaxed ing the ASEAN integration.” ernment and industry support,” says Chang. over time. Investors who would like to be He notes that larger Philippine compaSince the establishment of the AEC is well-positioned in the Philippine market nies continue to evaluate expansion and expected to cause an increase in both outmay miss opportunities if they wait for these trading opportunities in the ASEAN region bound and inbound FDI, Chang says he exrestrictions to actually relaxed.” and also seek to maintain and strengthen pects to see foreign ownership and tax issues

Vietnam and real property ownership rights should Vietnam got a massive boost at the end more fierce competition and thus difficulties, interact,” she says. “The new laws also allow of June after its prime minister approved especially in terms of technology, managepersonal ownership of residential real propthe scrapping of a 49 percent foreign ownment, marketing, and the retention of highly erties in Vietnam without the requirement for ership cap across many listed firms in one skilled workers,” she adds. residency or work permit.” of the country’s boldest economic reforms Vo notes that Vietnam is also introducing As a result, Vo says she is seeing more yet. Although some sectors will remain significant changes to its corporate laws, and M&A transactions in all sectors as well as restricted, the plan is to step up reforms to real estate business laws with a view to libincreased potential direct investthe $184 billion economy. ment in real property projects To add to this, the AEC is ex‘SMEs that are not well-prepared may and other infrastructure and depected to provide more impetus face more fierce competition and thus velopment projects. There is also for economic growth. “The AEC will probably increase foreign difficulties, especially in terms of technology, a move towards reviving dormant investment into Vietnam because management, marketing, and the retention of BOT power projects and starting new ones. The government is investor s can use lower-cost highly skilled workers.’ aggressively pursuing a plan to labour via their investment in VO HA DUYEN, VILAF equitise some hundreds of stateVietnam and export to their deowned enterprises, while banks sired markets taking advantage continue to restructure and consolidate. of AEC trade liberalisation,” says Vo Ha eralise investment and simplify investment Vo observes, however, that “while the Duyen, chairperson of VILAF. “Many experts procedures and conditions. “Lawmakers regulatory changes are intended to be more predict that Vietnam will be among the two have eventually reached some agreements liberal to investors, changes can cause some or three ASEAN countries that will most on the basic principles to deal with longuncertainty and dynamics, which may make benefit from AEC thanks to this possible lasting confusions about legal rights and it more difficult to manage legal issues afinward flow of investment.” However, she obligations of a local enterprise in which fecting deals and investments in the short notes that preparation is key for companies. foreign investors have acquired some eqterm.”

“SMEs that are not well-prepared may face uity interest, and how foreign investment

SPONSORED ARTICLE

WWW.LEGALBUSINESSONLINE.COM : @ALB_Magazine : Connect with Asian Legal Business

33

SUTEDJA & ASSOCIATES

IS INDONESIA HUMAN RESOURCES READY FOR THE AEC 2015?

Sutedja, S.H. Senior Partner & Head of Dispute Resolution Practice Group

Andrew Sutedja, S.H., LL.M., A.CIArb Partner & Head of Corporate and Commercial Practice Group

A: Jalan Bungur Besar Raya 55, No. 2D, Central Jakarta - 10620 T: (62) 21 420 16 72 F: (62) 21 422 74 60 E: enquiries@sutedjaassociates.com W: www.sutedjaassociates.com

The ASEAN Economic Community shall be the goal of regional economic integration by 2015. AEC envisages following exclusivities: (a) single market and production base, (b) a highly competitive economic region, (c) a region of equitable economic development, and (d) a region fully integrated into the global economy. On top of that, the AEC areas of co-operation include human resources development, capacity building and recognition of professional qualifications. The AEC will transform ASEAN into a region with free movement of goods, services, investment, skilled labour, and freer flow of capital.

In Indonesia there will be a tremendous change in job market priorities as a result of the ongoing transition of the country from an agrarian to an industrialised economy and its alignment with regional community. This transformation is expected not only affected industries or workplaces calling huge numbers of employees but employers require competitive, multi-talented and high skills employees. Is Indonesia human resources ready to compete in the AEC 2015?

Today, the country is facing a serious problem in developing its human resources as a result of mismatch between the local education institutions are preparing the students for,

and the market demands. The current curriculum offered by Indonesian education institutions need improvements equally.

Many subjects delivered in the schools and/or universities do not make a student ready to meet the market demands. The undetermined national education policy is another barrier to produce multi-talented and high skills employees.

Despite many problems in the human resources, the business shall run as usual. Blaming the national education policy in Indonesia will not solve the matter. The active role from the companies in Indonesia now it is more important starting from the recruitment process until continuous training when they are accepted the job offer.

In reality, many companies make the error of viewing training as a cost rather than as an investment; and of those that view it as an investment, many limit the training to technical aspects of the job rather than aiming to develop employees more holistically. Learning from the success story of many companies in the region, they always deliver service excellence in a cost-effective way. A key challenge probably, when implementing business-level strategies, such as effective differentiation from one company to another in providing the good service for their customers.

Indonesia areas, such as publishing articles in various Indonesia’s value proposition as an SMEs – are not ready and there are many media, conducting panel discussions and investment destination is clear. It is the areas for improvement,” says Sutedja. “One seminars, and providing positive feedback to ASEAN’s most populous nation, and its of the areas is producing quality, competitive the government in order to resolve these uneconomy has been gaining strength – it human resources. Another area of potencertainties. The written laws are sometimes now accounts for about 40 percent of the tial problems is the uncertain government open to multiple interpretations and are thus region’s GDP. On top of that, the country policy when it comes to foreign employees not often clear. We are always consulting has a growing middle-class with rising disin Indonesia.” with the relevant authorities to make sure cretionary spending, making it a target for That a proposed integrated single-winthe written laws are interpreted MNCs across a range of industries. correctly.”

“Indonesia actually could enjoy ‘Indonesia actually could enjoy many of While Sutedja notes that the many of the benefits of being in the benefits of being in the AEC as it is the AEC could boost investment to the AEC as it is the largest counIndonesia, there are a number of try and economy in the region,” largest country and economy in the region. things foreign investors should says Andrew Sutedja, managing However, many challenges still remain.’ be aware of. “First of all, foreign partner of Sutedja & Associates.

ANDREW SUTEDJA, Sutedja & Associates investment is limited under the “However, many challenges still Indonesia’s Negative Investment remain; for instance, an uncertain List, which means not all business sectors foreign investment policy, corruption, and a dow policy on investment laws and process are open for foreign investments. Secondly, complicated bureaucracy.” has not been settled yet is one of the major Indonesia is facing political instability, thus He notes that the biggest impact is likely issues that Indonesian companies face, making investors adopt a wait-and-watch to be felt in the areas of import and export, according to Sutedja. “Constant changes approach. As such, the impact of the AEC is the financial sector, agriculture, health and uncertain policies on investments is dependent on the government’s policies, the and labour. However, as in other countries, jeopardizing Indonesia’s competitiveness reform of the bureaucracy, and the creation preparation hasn’t been ideal. “In general, among other countries in ASEAN,” he adds. of a stable political environment.” many Indonesian companies – in particular “Our firm is actively contributing in many

34

COVER STORY

ASIAN LEGAL BUSINESS JULY 2015

Thailand these border countries. The Thai government As part of its preparations for the AEC, trade in services is gradually being opened should set up trade missions, seminars, and Thailand is integrating government agenup, legal professionals will also likely advise help desks to share such information with cies’ databases into its National Single on the progress of liberalisation,” she says. these SMEs.” Window (NSW) to create a full one-stop She notes that Thailand’s SMEs are just She adds that Thailand would stand service to traders and also facilitate crossbeginning to catch on with regard to the to gain from the AEC in more liberalised border tradeIn turn, the NSW will be further AEC, even though, ironically, they stand to areas such as logistics and transportation, linked to similar systems in other ASEAN gain more from AEC integration. “With the financial services, infrastructure countries within the ASEAN Single development, health services, Window. The latter is one of ‘A greater impact would be seen if and tourism-related ser vices. the aspects of the AEC that will require the expertise of legal integration among ASEAN countries is more However, unless trade in services professionals, says Cynthia M. fully realised for trade in services. However, is further liberalised, and until the ASEAN Single Window is fully imPornavalai, partner with Tilleke it remains to be seen how much Thailand plemented, the initial year or two & Gibbins, as it “would require would open up its services sector.’ will not have a dramatic effect on a thorough understanding of Thailand. “Trade in goods has aldocumentary requirements and CYNTHIA M. PORNAVALAI, Tilleke & Gibbins ready been markedly liberalised, the rules of origin.” with a zero tariff already being acRegarding trade in services, corded to most goods traded within ASEAN legal professionals would likely be required tight labour market situation in Thailand, countries,” Pornavalai says. “A greater to advise on levels of foreign equity particismall manufacturing companies are in impact would be seen if integration among pation in particular sectors, she adds, and greater need of unskilled labour, which is ASEAN countries is more fully realised for in relation to financial services, legal profesplentiful in border countries including trade in services. However, it remains to be sionals may also be asked to advise on what Cambodia, Laos, and Myanmar,” Pornavalai seen how much Thailand would open up its financial services and products could be says. “SMEs can increase their profitability services sector.” launched in a specific ASEAN country. “As by setting up manufacturing operations in

Myanmar advices on these new legislations once they The AEC is expected to have a positive to work with foreign multinational corporaare enacted,” they say. “Currently, we have impact on Myanmar economy, particularly tions to obtain new technology and improve more enquiries from client on corporate on the trading and financial services sectors, their capability to compete. “Infrastructure advisory and doing business in Myanmar according to Saw Yu Win and Khoo Yu Lin, development and the skills of the local lasuch as incorporation of a new company in partners with ZICOlaw. “In accordance with bour force also have much room for improveMyanmar in various fields of businesses such the goal of AEC to create a single market and ment as Myanmar only opened its market to as manufacturing, real estate development, production base, Myanmar has pledged to foreign investors in 2008,” they say. finance and trading, conducting eliminate tariff and non-tariff barlegal due diligence on local comrier in cross-border trading,” they pany etc.” say. “In addition, it has committed ‘Infrastructure development and the skills of Saw and Khoo say that while to substantially removing restricthe local labour force also have much room the general view is that Myanmar tions on banking and insurance as will not not ready for AEC by end well as opening its Yangon Stock for improvement as Myanmar only opened of 2015, the country is expected to Exchange by 2015.” its market to foreign investors in 2008.’ carry out its commitments under However, as in other countries, SAW YU WIN & KHOO YU LIN, ZICOlaw the AEC gradually. “We expect the the free flow of goods and services first 12 to 24 months will be the could affect SMEs, say Saw and transition period where Myanmar Khoo. “Most SMEs are not wellwill undergo regulatory reforms to fulfil its prepared to face the AEC,” they add. “SMEs In fulfilling Myanmar’s commitment to commitments under AEC,” they add. “In may be unable to take advantage of the the AEC to allow free flow of investment and the meantime, as the AEC brings in the free benefits and opportunities from the AEC, if capital, the country is revising a number of flow of goods and services, investment, they are not able to collaborate with foreign its key legislations to follow international and skilled labour into Myanmar, it will in companies to acquire new technology and standards. “Foreign investors, whether turn encourage the local SMEs to improve knowhow.” That said, Myanmar companies already set up its business presence in its efficiency and capability to compete.” currently are actively seeking opportunities Myanmar or not, are expected to seek legal

WWW.LEGALBUSINESSONLINE.COM : @ALB_Magazine : Connect with Asian Legal Business

SPONSORED ARTICLE

35

ASSEGAF HAMZAH & PARTNERS

INDONESIA’S NEW COPYRIGHT LAW: ADEQUATE TO TACKLE COPYRIGHT VIOLATIONS Ari Gema Senior Associate (62) 21 25557814 ari.gema@ahp.co.id

After 12 years, Indonesia has as a new copyright law to replace the previous Copyright Law No. 19 of 2002.

The new Copyright Law No. 28 of 2014, which entered into effect on 16 October 2014, was enacted to solve more complex copyright issues in consideration of developments in information and communications technology.

the purpose to determine the amount of royalties as well as the collection and distribution of royalties from the works for the benefit of the author/copyright holder and neighbouring rights holder. The NCMS has recently been established and they are in the midst of developing their internal organizational management and setting standard royalty amounts.

The new Copyright Law emphasizes that a copyright owned by a creator and/or a copyright assigned to a license holder comprises both economic and moral rights. The scope of the economic rights in relation to a particular piece of work covers its: (i) publication; (ii) reproduction; (iii) translation; (iv) adaptation, arrangement and transformation; (v) distribution and copies; (vi) performance; (vii) announcement; (viii) communication; and (ix) rental.

In light of copyright infringements on the internet, there is now a dedicated provision that gives new powers to the Ministry of Law and Human Rights (MOLHR) and the Ministry of Communications and Information Technology (MOCIT) to coordinate the blocking of access to materials that are infringed on websites. The implementing regulations for this provision are currently being prepared by the MOLHR and MOCIT.

On top of that, moral rights constitute the perpetual rights of a creator to: (i) include or not to include his/ her name to a copy of a piece of work that is in the public domain; (ii) use an alias name or pseudonym; (iii) change (his/her work) in accordance with the proprieties of the community; (iv) change the title and subhead of a piece of work; and (v) defend his/ her rights in the event of a distortion, mutilation or modification of the work, or things that may be detrimental to his/her honor or reputation. Further, the new Copyright Law also provides that moral rights cannot be assigned for as long as the creator is still alive. However, the exercise of moral rights can be assigned by will or other courses of action based on the prevailing laws and regulations after the creator passes away.

Under the old Copyright Law, the law enforcement authorities could immediately launch an investigation if they suspected a violation of copyright, even in the absence of a complaint from the author or copyright holder. To address the potential for abuse that this gave rise to, the new Copyright Law provides that an alleged copyright infringement can only be investigated by the authorities if a complaint is filed by the author or copyright holder. This also affords the copyright owner greater visibility and control over the criminal investigation process. It also allows the copyright owner to withdraw the complaint, if so desired.

Under the new Copyright Law, copyright protection for works has been extended from 50 years to 70 years after the death of the creator of books, pamphlets and other written works; speeches, lectures and sermons; music and songs, drama and musical shows and choreographic works; artwork in the form of paintings, drawings, batik, carvings and sculptures; and architectural work, visual aids and maps. If a piece of work is owned by a legal entity, the period of protection still remains 50 years from the time of publication.

If an assignment of rights agreement to works such as books and other written works, and songs and music, does not stipulate the duration of the assignment period, by law the copyright ownership will automatically be assigned back to the original author after 25 years.

A: Menara Rajawali 16th Floor, Jalan DR. Ide Anak Agung Gde Agung Lot # 5.1 Kawasan Mega Kuningan, Jakarta 12950, Indonesia T: (62) 21 2555 7800 F: (62) 21 2555 7899 W: www.ahp.co.id

The new Copyright Law also provides for the establishment of two National Collective Management Societies (NCMS), which represent the interest of the author/copyright holders and neighbouring rights holders in the musical field. They are created with

In addition to the ability to enforce the expanded economic rights, there is a new provision which creates a landlord liability principle wherein the landlord of commercial premises, i.e. retail stores, shops, traditional markets etc., has the obligation to prohibit any businesses operating within their premises from selling, distributing, copying or duplicating protected copyright works. Failure to comply, which is classified as a willful act to prevent infringements of copyright materials, will result in the offending party being subject to fines of up to IDR 100 million.

To emphasize the economic rights of the author and the copyright holder, the new Copyright Law imposes criminal sanctions for copyright infringements for commercial purposes. The new Copyright Law increases the amount of fines. Terms of imprisonment are not so heavy for the end sellers of infringed works, but heavy sanctions are available in the case of the producers of infringed works. It also introduces “piracy” as a copyright crime. The term “piracy” refers to the copying and distribution of works extensively so as to gain economic benefits. This will result in the offending party being subject to a term of imprisonment of up to 10 years and/or a fine of up to IDR 4 billion.

36

TAIWAN

ASIAN LEGAL BUSINESS JULY 2015

SWEEPING REFORMS

ANTITRUST LAW ENFORCEMENT ACTIVITY IS ON THE RISE IN ASIA, AS LOCAL AUTHORITIES SEEK TO CLAMP DOWN ON ANTI- COMPETITIVE BEHAVIOUR. THIS IS ALSO TRUE IN TAIWAN, WHERE A RECENT AMENDMENT TO ITS FAIR TRADE ACT LAID OUT A NEW PATH FOR KEY AREAS OF COMPETITION LAW AND TRANSFORMED THE COUNTRY’S BUSINESS LANDSCAPE. KANISHK VERGHESE REPORTS

T

aiwan’s amended Fair Trade Act (TFTA) came into effect in February, bringing with it some of the biggest changes to the Act since its inception in 1992. The amendments, which focus primarily on merger control, cartel enforcement and unfair competition, have changed the way business is conducted in Taiwan. But while the legal community has welcomed the reforms, it has also pointed out areas where further fine-tuning is needed.

Some of the TFTA’s most significant reforms have been in the area of merger control, lawyers say. Firstly, the assessment of whether a company needs to file a pre-merger notification with the Taiwan Fair Trade Commission (TFTC) has been broadened to include the company’s controlling entity, affiliates and any brother and sister companies under common control. Secondly, in Taiwan, where it is common for businesses to be controlled by a single person or noncorporate entities, individuals can now be defined as a party to a merger and subjected to pre-merger filing requirements.

Lawyers point out, however, that some grey areas remain. For example, the TFTC uses a market share ratio and a turnover

ratio when conducting its merger control assessments. The amended TFTA features a new clause stating that when calculating the turnover threshold, the total turnover of the party, as well as its group companies, has to be included, says Dr. Matt Liu, a partner at Taiwanese law firm Tsar & Tsai.

The TFTC had proposed to remove the market share threshold from the assessment, but Taiwan’s Legislative Yuan rejected the proposal, much to the surprise of the TFTC and the legal industry. As a result, calculating the market share threshold has become a difficult task, as the new clause applies only to the turnover threshold, explains Liu. “This gives rise to the question of when calculating the market share threshold, do we consider the market share of all the group companies, or just the entity that is a party to the merger? We have received different opinions from the TFTC officials on this issue, so it is not very clear. The TFTC has to issue a ruling making this clear,” he says.

SHIFTING THE BURDEN OF PROOF The updated TFTA also contains enhanced measures to help the TFTC combat cartels.

These include larger administration fines

for antitrust violations, an extension of the statute of limitations for conducting investigations from three years to five years, a direct appeal process to the Administrative Court, and the introduction of a suspension and termination system.

Another significant amendment allows the TFTC to presume the existence of collusion between competitors based on its assessment of market conditions, product or service characteristics, and cost analyses.

Prior to the amendment, the burden of proof lay with the TFTC to demonstrate the existence of a cartel agreement among competi-

TAIWAN

WWW.LEGALBUSINESSONLINE.COM : @ALB_Magazine : Connect with Asian Legal Business

37

REUTERS/Nicky Loh

tors. The new TFTA shifts the burden of proof to the accused parties. “The change was made because the TFTC recently lost some cartel enforcement cases in court, which ruled that that the TFTC failed to fulfil its burden of proof. The new amendment gives the TFTC a more powerful weapon for cartel enforcement, and puts them in a better position to win those cases,” says Stephen Wu, a partner and head of the competition law practice group at Lee and Li. The business community and some lawyers have criticised the cartel enforcement amendment, citing its lack of economic

“THE CHANGE WAS MADE BECAUSE THE TFTC RECENTLY LOST SOME CARTEL ENFORCEMENT CASES IN COURT, WHICH RULED THAT THAT THE TFTC FAILED TO FULFIL ITS BURDEN OF PROOF. THE NEW AMENDMENT GIVES THE TFTC A MORE POWERFUL WEAPON FOR CARTEL ENFORCEMENT, AND PUTS THEM IN A BETTER POSITION TO WIN THOSE CASES.” Stephen Wu, Lee and Li

38

TAIWAN

ASIAN LEGAL BUSINESS JULY 2015

A tale of two cases Prior to the amendment of the TFTA, the onus was on the TFTC to demonstrate the existence of collusive pricing between competitors. But with the new TFTA, the burden of proof now lies with the accused parties. Lawyers say the amendment was proposed and passed because in recent years, some key court decisions have gone against the TFTC. A widely reported example is the ‘Coffee Case’. In November 2011, the TFTC fined four major convenience store chains in Taiwan for jointly raising the price of their freshly brewed coffee by NT$5 ($0.16) during the same week. The identical amounts and timing of the increases suggested that there was a collusive agreement, or a “meeting of the minds”, among the chains, claimed the TFTC. However, the Supreme Administrative Court decided in April 2014 that the price hikes could be explained by ‘conscious parallel pricing’ or ‘the act of price following’. “The TFTC was unable to prove that there was a cartel agreement in place.

Since the burden proof was on the TFTC, it failed to prove its case, and therefore lost the case,” says Stephen Wu, a partner and head of the competition law practice group at Lee and Li.

foundation and potential to create situations where accused parties are seen as guilty of price collusion until proven innocent.

“Companies now face a difficulty. If you increase your price, and a competitor increases their price at almost the same time, then the TFTC can assume that you are conducting a cartel, unless you can prove your decision is justifiable based on actual cost analysis or other documents convincing enough to show that the decision was made without any coordination among competitors,” says Wu. “Other jurisdictions like the U.S. and the EU have this assumption, but their competition agencies, instead of the accused parties, are required to prove both economic evidence and behavioural evidence,” he adds.

For his part, Tsar & Tsai’s Liu says that even though the burden of proof has been

REUTERS/Richard Chung

Another case that drew media attention is the ‘Milk Case’. In October 2011, the TFTC slapped three major dairy producers in Taiwan with administrative fines for simultaneously raising the price of fresh milk by NT$6 per litre. The TFTC asserted that it was impossible for this to have taken place without collusion, and that the inelastic demand for fresh milk as well as the three producers’ combined market share provided an added incentive to collude.

Throughout the investigation, the accused parties did not provide sufficient evidence to prove that no price collusion had occurred. Interestingly, although the TFTC found no direct evidence of a meeting of the minds, it won the case. “Given the similarity between the Coffee Case and the Milk Case, the lawmakers and the media questioned how the TFTC won one case and lost the other,” says Wu. “As a result, they decided to change the law to shift the burden of proof to the accused parties, and to equip the TFTC with a more powerful weapon so in the future it can win both of these types of cases.”

shifted to the companies, the TFTC still needs reasonable grounds to presume the existence of a cartel. “It will be interesting to observe how stringent the court will be on requiring the TFTC to prove the reasonableness of their indirect evidence, and whether the court will change the standard of burden of proof in the future. There is room for a company to argue that the indirect evidence the TFTC puts forward is insufficient, so I don’t think the TFTC will always prevail, even under the new provision,” says Liu. Furthermore, the TFTC’s powers remain limited after the Legislative Yuan rejected a proposal to grant the Commission the right to conduct dawn raids. “I thought the dawn raid proposal would be passed by the legislature. When you look at international practices, dawn raids are a very important

weapon for agencies to conduct cartel enforcement,” says Liu. “In Taiwan, we only have a leniency programme. But if you don’t have search and seizure power, it is not very useful because when you have only one leniency applicant and the other companies deny their conduct and are uncooperative, it is very difficult for the TFTC to collect sufficient evidence to prove the existence of a cartel,” adds Liu. It is highly likely that the proposal for dawn raids will be a top priority when the next round of amendments is tabled, which could be in another three to five years.

However, the TFTC is set to gain another advantage. In June, four months after the amended TFTA took effect, the Legislative Yuan passed a new provision requiring the TFTC to set aside 35 percent of the money it receives from fines and penalties for a ‘whistleblower reward fund’. The fund will create a financial incentive for companies, employees or insiders to come forward with information on anti-competitive behaviour.

“With the whistleblower reward soon to be in place, businesses should regularly conduct internal investigations. Otherwise, they could be exposed to the risk of employees providing information and acting as government witnesses against the company,” says Liu. STRENGTHENING INTERNAL CONTROLS With companies in Taiwan now exposed to whistleblowers and tasked with shouldering the burden of proof in cartel enforcement cases, lawyers advise businesses to keep detailed and transparent records, particularly of their internal pricing procedures.

“Most companies deem their cost analyses as highly confidential information and are reluctant to disclose that information to the TFTC. Now that the law has changed, I urge companies to prepare a detailed cost analysis before increasing the price of their good or service, and provide this documentation at the very beginning if the TFTC decides to investigate,” advises Wu. While the amended TFTA has enhanced Taiwan’s competition regime, companies need to pay special attention to the new merger control requirements, and carefully document their pricing strategies and cost analyses to avoid getting ensnared in a TFTC investigation. Businesses should also look to future court decisions on cartel cases under the new TFTA for further clarity. With the onus now on the companies to justify their pricing strategies, will the TFTC consistently prevail in these cases? Only time will tell.

LIMITED SPACE • COMPLIMENTARY PASSES* AVAILABLE • RESERVE NOW With chairing of the 2015 ASEAN Summit, Malaysia has become the center of attention of the SEA region. Taking advantage of the spotlight on Malaysia, Asian Legal Business is pleased to return to Kuala Lumpur with the 3rd annual Malaysia InHouse Legal Summit. Featuring the most pertinent legal and compliance topics, this event is tailored to bring together seniorlevel corporate counsel, business leaders and private practice lawyers. At the Summit you will get opportunities to interact with the most brilliant minds in the region, receive regulatory updates and get practical tips to help you in your day-to-day work.

TOPIC HIGHLIGHTS • Receive updates on the latest regulatory developments, judicial and legislative trends in Malaysia • Hear an in-depth analysis of the new Amendments to the Companies Act and how it affects the work of in-house counsel • Learn more about integreated anti-corruption initiatives across Asia-Pacific region and how you can mitigate corruption-related legal risks • Explore the changing position of in-house legal teams and master methods and technologies to drive efficiency • Take away optimal strategies on how to negate compliance risks with regard to the Personal Data Protection Act and Good and Services Tax • Understand how the upcoming ASEAN Economic Community and tighter ASEAN integration impacts business strategy and compliance responsibilities WHY YOU SHOULD ATTEND • FREE* passes to in-house counsel and business leaders with access to full-day sessions • Insight into the latest legal issues from Malaysia and the SEA region • Unique networking opportunities with leading legal experts and peers • In-depth panel discussion sessions with some of the most distinguished corporate counsel in the region • VIP networking luncheon and refreshments • Detailed speaker notes

EXPERT SPEAKERS

THE RT. HON. TAN SRI DATO SERI MD RAUS SHARIF President of The Court of Appeal

THE HON. DATO’ MAH WENG KWAI Judge of the Court of Appeal (retired)

DAVID LEE Partner, Zul Rafique & Partners

ERIC FINKELMAN General Counsel, APAC, Avon

DR MARK LOVATT Business Integrity Programme Manager, Transparency International Malaysia

CHUA CHENG KWEE Regional Sales Director of AsiaElite Client Services, APAC, Thomson Reuters

ABHINAV BHATT Vice-President & Senior Counsel, Global Products & Solutions, AsiaPacific, Middle East & Africa, Mastercard

HEMA LATHA SINNAKAUNDAN General Counsel, Legal, Compliance & Company Secretarial, Sun Life Malaysia Assurance Berhad

MUHAMED NASRI SALLEHUDDIN Executive Director, Corporate & Support Services, Company Secretary and Head of Legal, Khazanah Nasional Berhad

MUHAMMAD SURIA DOSHI ABDULLAH Senior General Manager, Group Legal & Intellectual Property Management Services, SIRIM Berhad

THAVAKUMAR KANDIAHPILLAI Vice-President, Legal, Sapura Kencana Petroleum President, Malaysian Corporate Counsel Association (MCCA)

DATO’ NORAZLAN BIN MOHD RAZALI Director of Agency Integrity Management Division, Malaysian Anti-Corruption Academy

LILY KHAIRI Head of Legal, Shell Malaysia

EDMUND WEI KEONG SIA Commercial Counsel, Motorola Solutions

*Non-sponsor law firms, related legal service provider and vendor suppliers are exempt from free passes.

Limited seats available for this exciting summit! Secure your free pass via www.regonline.com/MYIHLS2015 or contact Gillian Cui at xuexin.cui@thomsonreuters.com / +86 10 5980 3735 to find out more details about the summit! www.legalbusinessonline.com/ihs/malaysia-ihls-2015 EVENT SPONSOR

ASSOCIATE SPONSORS

ONLINE LEGAL RECRUITMENT SPONSOR

ALB SUPPORTS

PROUDLY PRESENTED BY

40

Q&A

ASIAN LEGAL BUSINESS JULY 2015

‘BEING AT THE FOREFRONT OF THOUGHT IN ADR AND DISPUTE AVOIDANCE IS OUR AIM’ IN THE LEAD-UP TO CIARB’S CENTENARY YEAR CONFERENCE IN SINGAPORE, RICHARD TAN, CHAIRMAN OF THE SINGAPORE BRANCH OF CIARB, AND BOARD MEMBERS FRANCIS XAVIER SC AND PAUL SANDOSHAM TALK TO RANAJIT DAM ABOUT WHAT DELEGATES CAN EXPECT AT THE CONFERENCE, CIARB’S GOALS FOR ASIA, AND HOW THE ORGANISATION IS WORKING TO MAKE ARBITRATION IN THE REGION MORE WIDESPREAD AND ATTRACTIVE.

ALB: What can attendees expect at CIArb’s Centenary Year Conference in Singapore?

CIArb: The highlight of the conference will be the keynote address by the Honourable the Chief Justice Sundaresh Menon, Chief Justice of Singapore and the patron of CIArb. His speech will challenge commercial parties, their legal advisors, arbitrators and national courts to come to terms with the full implications of party autonomy in arbitration.

Arbitration’s ability to continue delivering upon its promises of finality, expediency and commercially informed resolution of disputes depends upon these insiders adjusting their traditional paradigms to manage the high stakes involved in arbitration’s one-shot dispute resolution model.

Furthermore, arbitrators need to be bold in embracing the innovative techniques suggested by available guidelines and standards and counsel must play a supportive role in the reform process. In line with that, the keynote speech will also introduce the new CIArb Guidelines for International Arbitration.

Additionally, delegates can expected to hear luminaries such as Gar y Born, president of the Singapore International Arbitration Centre (SIAC) Court of Arbitration; Alexis Mourre, president-elect of the ICC International Court of Arbitration; Justice Quentin Loh, judge of the Supreme Court of Singapore; Sir Vivian Ramsey QC, judge of the Singapore International Commercial Court; Michael Hwang SC, chief justice of the DIFC Courts.

ALB: From CIArb’s perspective, how has awareness of arbitration as a viable method of dispute resolution been developing in Asia?

CIArb: The Far East/Australasia is now

CIArb’s largest regional membership base outside the UK. This reflects the growth of knowledge of arbitration and other forms of ADR in the region. Governments in Asia have been proactive in developing arbitration in their countries by increasingly enacting arbitration-friendly legislation. Previously, the courts were reluctant to enforce awards, but this is improving. There has been a surge of cases in the more established arbitration institutions in the region, such as the Hong Kong International Arbitration Centre (HKIAC), the Kuala Lumpur Regional Centre

for Arbitration (KLRCA) and the SIAC. New arbitration institutions, such as the Seoul International Dispute Resolution Centre (SIDRC), have also opened.

We are seeing an increased investment in treaty arbitrations in the region and new treaties being signed which include arbitration as the preferred dispute resolution method between investors and states. This is highly encouraging.

should they do to innovate and differentiate themselves from the competition?

CIArb: Whilst CIArb promotes and develops all techniques of dispute avoidance and resolution, in the mercantile and international commercial world, arbitration retains its premier place.

By identifying specific areas of expertise – the CIArb-KLRCA-INCEIF joint venture in delivering a Diploma in Islamic Banking Arbitration in September is an example – Asia can play to its strengths as a multicultural and innovative centre for dispute avoidance and resolution.

The institutions in the region are putting in place innovative procedures to meet parties’ requirements for certainty, speed and reasonable cost. SIAC, KLRCA and HKIAC lead the way. Over the last few years, many institutions have introduced procedures in their rules that deal with some of the common problems in arbitration, such as joinder of third parties, consolidation of arbitration, expedited procedures and emergency arbitrations.

One innovation that’s been getting more recognition is the Arb-Med-Arb procedure.

Generally, in this process, arbitration is commenced and then stayed for mediation to take place – in most cases, by a mediator who is not on the appointed arbitral tribunal to ensure impartiality. If settled, the parties can request the arbitrator(s) to record the settlement in the form of a consent award.

But if it fails, then arbitration will resume.

This is being promulgated by the SIAC and Singapore International Mediation Centre (SIMC), among others.

ALB: Similarly, how are arbitral institutions in the region developing? What more

ALB: What is CIArb doing to increase its own influence as well as knowledge of its

“THE KEYNOTE SPEECH

BY THE CHIEF JUSTICE OF SINGAPORE WILL OFFER A FANTASTIC INSIGHT INTO WHAT HE SEES AS THE REAL CHALLENGES TO ARBITRATION AND WHAT REFORMS ARE NEEDED.”

Q&A

WWW.LEGALBUSINESSONLINE.COM : @ALB_Magazine : Connect with Asian Legal Business

guidelines within Asia?

CIArb: CIArb recently appointed Camilla Godman as its regional director for the Far East/Australasia, and she will be based in the region. Her appointment illustrates how CIArb has become a global organisation.

Throughout the year, CIArb conducts various arbitration courses in the region that are suitable for all levels of experience. The new guidelines, which reflect good ADR practice with an international perspective, will be an integral part of the course curriculum.

Meanwhile, the election of Datuk Sundra Rajoo as CIArb President for 2016 demonstrates the commitment, respect and maturity in the approach to ADR of both CIArb and Asia.

ALB: Do you believe international arbitration can be made more attractive? What measures is CIArb is taking to achieve this?

CIArb: CIArb is an internationally recognised accreditation body with a reputation for excellence. By maintaining rigorous teaching and assessment standards, parties considering submitting their disputes for arbitration by a CIArb-accredited arbitrator can be reassured of certainty, speed and cost-effective solutions.

It is important to us that participants in the process are competent and informed, and we work to achieve this through our ‘Golden Thread’: delivering education, training and qualifications; developing the learned society; and facilitating ADR. Adhering to these strands – particularly being at the forefront of thought in ADR and dispute avoidance – is our aim.

CIArb works with policymakers across the globe to promote ADR as well as the effective, economical and ethical resolution of international commercial disputes through arbitration. We also constantly listen to experienced professionals – both lawyers and non-lawyers – to understand what challenges they face. Whatever we learn feeds into the education and training we provide.

ALB: How is CIArb working to give younger arbitration practitioners better access to the international arbitration world?

CIArb: The future of ADR depends on nurturing the leadership talent of our younger members. That’s why CIArb has the Young Members Group (YMG), which is open to all members aged 40 and under. The YMG has over 3,000 members in more than 90 countries and is very active in Asia.

Richard Tan

Francis Xavier SC

Providing world-class education and training that will allow practitioners to develop their careers is a priority for us. CIArb’s Pathways programme gives the specialist knowledge and skills needed to get ahead in ADR, whilst also qualifying candidates for CIArb membership.

In addition, by organising networking events and supporting moots, CIArb gives young members opportunities to gain better access to the field.

ALB: What are some of CIArb’s key goals for Asia in the next few years?

CIArb: CIArb aims to increase the numbers being trained and educated in Asia so that the region will be the driving force in ADR’s development. Ultimately, we want to create a virtuous circle through education and further knowledge acquisition.

We act in the public interest to promote and facilitate the use of ADR to avoid litigation. In the UK and EU, CIArb currently advises all levels of government in order to develop the learned society within ADR and raise public awareness of alternatives to court. We work actively with members and partners across the wider business community on ADR matters.

Our Far East/Australasia office will continue this work in the region. Camilla supports an active branch volunteer network in the delivery of member and educational services. She will identify new opportunities for CIArb to strengthen engagement with members and the ADR community.

ALB: What other initiatives is CIArb is working on?

CIArb: CIArb will soon launch its new Arbitration Rules, which are based on the UNCITRAL Arbitration Rules (2010). These are CIArb’s first international arbitration

41

Paul Sandosham

rules, which can be used in both domestic and international arbitral proceedings. The new guidelines ensure that the process remains predictable, expeditious and fair.

They also feature additional provisions that are aimed modernising and clarifying the UNCITRAL Rules, such as the Emergency Arbitrator Rules and a checklist of what matters should be addressed at the case management conference. More importantly, administrative fees have been capped, regardless of the amount in dispute.

Apart from the Diploma in Islamic Banking & Finance Arbitration, which will be run as a regional course from Kuala Lumpur, we have two other highly anticipated courses: the Diploma Course in International Dispute Management for Senior Executives later from September and the Diploma in International Commercial Arbitration in January 2016.

ALB: What do you hope delegates will take away from the CIArb’s Centenary Year Conference in Singapore?

CIArb: CIArb Singapore has designed a twoday conference with a distinguished lineup of speakers from around the globe who will discuss hot topics in the international arbitration world. There will be numerous networking opportunities with senior legal and arbitration practitioners and in-house legal counsel. The keynote speech by the Chief Justice of Singapore will offer a fantastic insight into what he sees as the real challenges to arbitration and what reforms are needed.

Delegates will gain an increased level of understanding of the arbitration process and hear about recent developments impacting the international arbitration world. Above all, they will be able to network and develop contacts with fellow international arbitration practitioners.

42

EVENTS

ASIAN LEGAL BUSINESS JULY 2015

(L-R) Ranajit Dam, Managing Editor, Legal Media Group, Thomson Reuters; Judy Chang, Head, Global Business Ethics & Compliance, eBay; Bijie Thomas Elavinkal, Regional Counsel, Asia Pacific, Ingredion Singapore; Justus Chua, Head of Legal & Compliance, Regional Operating Unit SE Asia & South Korea, Boehringer Ingelheim

How Wai Ho, Head of Compliance, Ascendas (far left) with colleagues from Thomson Reuters Legal & IP & Science

SE ASIA IN-HOUSE LEGAL SUMMIT

Lee Jwee Nguan, Director (Legal & Enforcement Division), Competition Commission of Singapore

CARLTON HOTEL, SINGAPORE

27 MAY 2015

Great in-house counsel crowd at the Lexis Nexis sponsor booth

(L-R) Neil McInnes, Partner, Pinsent Masons MPillay; Owen Hawkes, Partner, Deal Advisory, Dispute Advisory Services, KPMG

Insightful presentation on investment in ASEAN by Oliver Massmann, Partner, Duane Morris Vietnam

(L-R) James Lau, Company Secretary & Chief Legal Officer, NatSteel Holdings; Jonathan A. C. Wise, Executive Director, Head of Legal, Singapore & SE Asia, Nomura Singapore; Rebecca Tai, Head of Legal, Ezion Holdings; Quyen Hoang, Managing Partner, LNT & Partners; Stanley Park, MD/Head of Legal, APAC, Scotiabank Global Banking & Markets

EVENT SPONSORS

ASSOCIATE SPONSORS

SUPPORTING ORGANISATION

WWW.LEGALBUSINESSONLINE.COM : @ALB_Magazine : Connect with Asian Legal Business

SPONSORED ARTICLE

43

IP ACADEMY THE 5TH GLOBAL FORUM ON INTELLECTUAL PROPERTY

SIMPLE PAST, PRESENT CONTINUOUS…FUTURE PERFECT? Mark Cheng IP Academy mark_cheng@ipacademy.com.sg

Introduction Held over two days at Marina Bay Sands, Singapore, the 5th Global Forum on IP (GFIP) 2015 is the anchor event, and key highlight of the IP Week @ SG initiative.

Since its inception in 2006, this biennial event has established itself as Asia’s preferred multi-disciplinary IP event, delivering highly focussed thought leadership discussions on the latest IP trends and issues, as well as practical strategies and insights on navigating the everevolving IP landscape.

Theme In conjunction with Singapore’s golden jubilee, this year’s theme – Simple Past, Present Continuous…

Future Perfect? – aims to draw an arc to connect the dots between the ages. Join us as we embark on a comprehensive examination of the historical roots of IP, the current state of IP today, and its uncertain future.

The conference’s eponymous opening plenary session will examine the above theme, with our panellists presenting their views on the evolving architecture of the global IP system, as well as the influence of major national IP systems and the tension between the territoriality of IP Rights and the global scope of IP exploitation. Our other key plenary sessions will also tackle hard-hitting issues such as: ASEAN and the challenges of economic integration; IP strategies and risk management in ASEAN; IP interoperability between ASEAN and other regions; IP development and trends in China; current issues in the various types of IP; multinational IP litigation strategies; and a special judges’ plenary session featuring views from notable international jurists on the evolving role of the courts.

Besides the plethora of programmes available for participants, GFIP 2015 will also allow participants the advantage of tailoring their conference experience to suit their particular learning needs. GFIP 2015 participants can choose from two tracks – the Legal Track, or the IP Strategy Track –to customise their conference journey. Our Legal Track offers participants cutting-edge Thought Leadership discussions relating to the latest developments in IP law, macro-issues on IP law and economics, as well as discussions on the future growth path of IP; our IP Strategy Track will feature business-oriented discussions on how organisations can better develop, manage, protect and leverage on their IP – participants will walk away with a wealth of practical IP strategies and tips that they can implement into their own organisations.

A: 51 Bras Basah Road #01-01 Manulife Centre Singapore 189554 (Please enter via IP 101) W: www.ipacademy.com.sg

Notable Speakers For this year’s event, the GFIP 2015 team has spared no effort or expense to bring in some of the biggest movers and shakers in the IP scene, both locally and abroad.

In order to engender the best discussions, we’ve carefully curated a list of speakers that hail from a broad and varied range of disciplines. This year’s distinguished list of speakers include: members of the judiciary (Justice Colin Birss, Justice George Wei, and Justice Leo Kong); directors of international and national IP policy, and IP associations (WIPO, SIPO, JPO, Heads of ASEAN IP offices, INTA); IP practitioners and experts (Dr Stanley Lai SC, Tan Tee Jim SC, James Mellor QC, Helen Cheng, Gary Ma, Nick Redfearn); IP directors of major global businesses (Xiaomi, ZTE, Qihoo 360, Canon, Expedia, Zynga, MediaTek), as well as renown IP academics and thought leaders (Professor Liu Chuntian, Professor David Llewelyn, Professor Susanna Leong, Professor Ng-Loy Wee Loon, Professor Tan Cheng Han SC, Professor Andrew Christie, Dr Neil Wilkof, Dr Eleonora Rosati).

Networking Opportunities Aside from the slew of exciting panel sessions and lectures, no conference experience would be complete without an opportunity for participants to let their hair down and mingle. With that in mind, the GFIP 2015 team have put together the very first GFIP 2015 Dinner Extravaganza. Featuring a host of IP’s biggest speakers, VIPs, CEOs, Chief Legal Counsels and delegates in attendance, the GFIP Networking Dinner Extravaganza is the perfect opportunity for attendees to make new contacts, entertain key clients, and enjoy a night of lively good fun.

If that isn’t enough, the GFIP 2015 team has also developed another first in its Online Networking Platform. By using the platform, participants can now take their interactions online to directly contact, message, and set up meetings with other delegates.

As part of the larger initiative, IP Week @ SG 2015 will also feature the very first IP Fiesta, a celebration of IP in Singapore and beyond. Visitors will enjoy ample opportunities to interact and network with exhibitors, IP professionals and industry experts, from around the globe in a convivial setting. There will be a special ASEAN segment as well as an “SG50” segment in celebration of Singapore’s 50th birthday.

Why You Should Attend GFIP 2015 Since its inception, the GFIP event has grown from strength-to-strength. This year’s conference promises to be even bigger and better, with an expected conference attendance of close to 600 global IP and industry leaders congregating to exchange views and engage in debate on critical and cutting-edge IP issues. We expect close to 1,500 attendees for the whole IP Week @ SG event. We hope that you will join us for this critical and enriching pitstop in your IP journey.

Early bird discounts are available until 31 July 2015. Please visit us at https://www.ipos.gov.sg/ipweek2015/.

44

LAW AWARDS

ASIAN LEGAL BUSINESS JULY 2015

28th MAY

THE FULLERTON HOTEL SINGAPORE

A&G DOMINANT AT SOUTHEAST ASIA LAW AWARDS Allen & Gledhill dominated the 11th edition of the annual ALB Southeast Asia Law Awards, picking up a total of nine awards at the gala dinner held at the Fullerton Hotel on May 28, including both Singapore Deal Firm of the Year (shared with WongPartnership) and Southeast Asia Law Firm of the Year.

WongPartnership picked up four awards in total including three in the deal category. Allen & Overy was the big winner among international law firms, also picking up four awards, all in the deal category.

Other notable winners included Drew & Napier, which won both the Arbitration Law Firm of the Year award and the Commercial Litigation Law Firm of the Year, the 11th

straight time it had won the latter award.

Ashurst’s Matthew Bubb won the coveted Managing Partner of the Year award, capping a successful night for the firm, which also picked up the Energy and Resources Law Firm of the Year award.

The recently formed Cyril Amarchand Mangaldas won two awards – for India Deal Firm of the Year, as well as India Managing Partner of the Year, which was won by Cyril Shroff.

Among in-house teams, Asian Development Bank won three awards – including the In-house Team of the Year award – while Maybank Investment Bank & Maybank Kim Eng won two awards.

GUEST OF HONOUR

For the FULL WINNERS LIST, visit our website: www.legalbusinessonline.com/awards/se-asia-law-awards-2015

Wai Ming Yap Inter-Pacific Bar Association

INDIA ENERGY AND RESOURCES LAW FIRM OF THE YEAR W I NN ER (L-R): Ben Rowse, Nardello & Co (Presenter); John Howes, Pinsent Masons MPillay

Luthra & Luthra Law Offices

(L-R): Mohit Saraf, Luthra & Luthra Law Offices (Presenter); Matthew Bubb, Jessica Ham, Ashurst

ENERGY AND RESOURCES LAW FIRM OF THE YEAR

CONSTRUCTION LAW FIRM OF THE YEAR W I NN ER

W I NN ER

Pinsent Masons MPillay (L-R): Timothy Pitrelli, Goldman Sachs (Presenter); Mohit Saraf, Luthra & Luthra Law Offices

Ashurst

LAW AWARDS

WWW.LEGALBUSINESSONLINE.COM : @ALB_Magazine : Connect with Asian Legal Business

ARBITRATION LAW FIRM OF THE YEAR W I NN ER Drew & Napier (L-R): Sivananthan Sivagnanaratnam, Creative Technology Ltd (Presenter); Low Pei Lin, Allen & Gledhill

(L-R): Ipsita Aggarwal, Olam International Ltd (Presenter); Erroll Ian Joseph, Drew & Napier

INTELLECTUAL PROPERTY LAW FIRM OF THE YEAR

COMMERCIAL LITIGATION LAW FIRM OF THE YEAR

W I NN ER

W I NN ER

Allen & Gledhill

(L-R): Stanley Park, Scotiabank (Presenter); Erroll Ian Joseph, Drew & Napier

Drew & Napier

45

46

LAW AWARDS

ASIAN LEGAL BUSINESS JULY 2015

PHILIPPINES DEAL FIRM OF THE YEAR W I NN ER SyCip Salazar Hernandez & Gatmaitan (L-R): Low Sai Choy, Far East Organization (Presenter); Rachel Eng, WongPartnership; Chiam Tao Koon, Allen & Gledhill

(L-R): Jane Lewis, Thomson Reuters (Presenter); Cyril Shroff, Cyril Amarchand Mangaldas

SINGAPORE DEAL FIRM OF THE YEAR

INDIA DEAL FIRM OF THE YEAR

W I NN ER S

W I NN ER Cyril Amarchand Mangaldas

Allen & Gledhill (L-R): Ramit Nagpal, Asian Development Bank (Presenter); Rafael Morales, SyCip Salazar Hernandez & Gatmaitan

WongPartnership

VIETNAM DEAL FIRM OF THE YEAR W I NN ER Vision & Associates (L-R): Tony Kinnear, Thomson Reuters (Presenter); Emmanuel Hadjidakis, Baker & McKenzie.Wong & Leow

(L-R): Cyril Shroff, Cyril Amarchand Mangaldas (Presenter); Clarinda Tjia-Dharmadi, Latham & Watkins

THAILAND DEAL FIRM OF THE YEAR

INTERNATIONAL DEAL FIRM OF THE YEAR

W I NN ER

W I NN ER

Baker & McKenzie

Latham & Watkins (L-R): Ranajit Dam, Thomson Reuters on behalf of Vision & Associates; Wai Ming Yap, Inter-Pacific Bar Association (Presenter)

LAW AWARDS

WWW.LEGALBUSINESSONLINE.COM : @ALB_Magazine @ALB_Magazine : Connect : Connect withwith Asian Asian Legal Legal Business Business

(L-R): Evangelos Apostolou, EY Solutions LLP (Presenter); Au Huey Ling, Allen & Gledhill; Alvin Chia, WongPartnership

47

(L-R): Stanley Park, Scotiabank (Presenter); Sweet Ping Phang, Albar & Partners; David Lee, Zul Rafique & Partners; Shawn Er, Watson Farley & Williams Asia Practice

DEBT MARKET DEAL OF THE YEAR

ASSET AND CORPORATE FINANCE DEAL OF THE YEAR

W I NN ER S SapuraKencana’s Loan Facility

W I NN ER Facilities for KKR & Co’s Acquisition of Goodpack

FIRMS: Albar & Partners; Allen & Overy; Graham Thompson; Watson, Farley & Williams Asia Practice; Zul Rafique & Partners

FIRMS: Allen & Gledhill; Conyers Dill & Pearman; Fangda & Partners; Kim & Chang; Maples and Calder; Nishimura Asahi; Paul Hastings; Simpson Thacher & Barlett; Stibbe; Walkers; White & Case; WongPartnership BANKS: Credit Suisse Securities; DBS Bank; Goldman Sachs; Macquarie Capital; Mizuho Bank; Morgan Stanley Asia (Singapore); Natixis, New York Branch; Natixis, Singapore Branch

The Republic of Indonesia’s Rule 144A/Reg S Global Sukuk Bond Offering FIRMS: Allen & Overy; AZP Legal Consultants; Thamrin & Rachman; White & Case BANKS: CIMB Investment Bank; Emirates NBD; HSBC; Standard Chartered Bank

DEAL OF THE YEAR W I NN ER Roy Hill Iron Ore Mine Project FIRMS: Allen & Overy; Herbert Smith Freehills; Latham & Watkins (L-R): Karen Ong, Bursa Malaysia (Presenter); Matthew Osborne, Herbert Smith Freehills; Clarinda Tjia-Dharmadi, Latham & Watkins

VIETNAM DEAL FIRM OF THE YEAR - 2015 Asian Legal Business

Vision & Associates Attorneys, Patent & Trademark Agents Investment & Business Consultants

HANOI

Unit 308-310, 3rd Floor, Hanoi Towers, 49 Hai Ba Trung Street, Hoan Kiem District, Hanoi, Vietnam

HO CHI MINH CITY

Sau,Street, DistrictDistrict 1, Ho Chi Minh Vietnam Unit 905, 9th Floor, CitiLight Tower, 45 Vo Thi Sau 1, Ho ChiCity, Minh City, Vietnam

Tel: + 84 4 3934 0629 Tel: + 84 8 3823 6495

Fax: +84 4 3934 0631 Fax: +84 8 3823 6496

Email: vision@vision-associates.com E-mail: hcmvision@vision-associates.com

Managing partner:

Mr. Pham Nghiem Xuan Bac

Contact: Mr. Luu Tien Ngoc (Partner)

Number of partner:

14

Number of fee earners: 66 (including partners)

Languages:

English, French, Russian, Vietnamese

Website:

www.Vision-Associates.com

48

LAW AWARDS

ASIAN LEGAL BUSINESS JULY 2015

BANKING AND FINANCIAL SERVICES IN-HOUSE TEAM OF THE YEAR W I NN ER (L-R): Ranajit Dam, Thomson Reuters on behalf of Maples and Calder; Karen Ong, Bursa Malaysia (Presenter)

Asian Development Bank

(L-R): Amantha Chia, Thomson Reuters (Presenter); Dalvin Kaur, Maybank Investment Bank & Maybank Kim Eng

INVESTMENT BANKING IN-HOUSE TEAM OF THE YEAR

OFFSHORE LAW FIRM OF THE YEAR W I NN ER

W I NN ER

Maples and Calder (L-R): Alan Dickson, Conyers Dill & Pearman (Presenter); Ramit Nagpal; Asian Development Bank

Maybank Investment Bank & Maybank Kim Eng

CORPORATE CITIZENSHIP LAW FIRM OF THE YEAR W I NN ER Hogan Lovells Lee & Lee (L-R): Devidas Banerji, Khaitan & Co. (Presenter); Ramit Nagpal, Asian Development Bank

(L-R): Sardorbek Yangiboev, Thomson Reuters (Presenter); Cyril Shroff, Cyril Amarchand Mangaldas

INDIA MANAGING PARTNER OF THE YEAR

INNOVATIVE IN-HOUSE TEAM OF THE YEAR W I NN ER Asian Development Bank

W I NN ER (L-R): Ranajit Dam, Thomson Reuters on behalf of Hogan Lovells Lee & Lee; Esther An, City Developments Limited & Singapore Compact Program Committee Chairperson (Presenter)

Cyril Shroff, Cyril Amarchand Mangaldas

LAW AWARDS

WWW.LEGALBUSINESSONLINE.COM : @ALB_Magazine @ALB_Magazine : Connect : Connect withwith Asian Asian Legal Legal Business Business

49

MANAGING PARTNER OF THE YEAR W I NN ER Matthew Bubb, Ashurst

(L-R): Amantha Chia, Thomson Reuters (Presenter); Dalvin Kaur, Maybank Investment Bank & Maybank Kim Eng

IN-HOUSE LAWYER OF THE YEAR

(L-R): Wai Ming Yap, Inter-Pacific Bar Association (Presenter); Ramit Nagpal, Asian Development Bank

IN-HOUSE TEAM OF THE YEAR

W I NN ER

W I NN ER

Dalvin Kaur, Maybank Investment Bank & Maybank Kim Eng

(L-R): Jane Lewis, Thomson Reuters (Presenter); Matthew Bubb, Ashurst

Asian Development Bank

ASSOCIATE SPONSOR

AWARD PATRON

ALB SUPPORTS

(L-R): Wai Ming Yap, Inter-Pacific Bar Association (Presenter); Kenneth Lim, Au Huey Ling, Loong Tse Chuan, Long Pee Hua, Michelle Fum, Low Pei Lin, Kamilah Kasim, Yap Yin Soon, Tan Boon Wah, Chiam Tao Koon, Allen & Gledhill

SE ASIA LAW FIRM OF THE YEAR W I NN ER Allen & Gledhill

PROUDLY PRESENTED BY

50

EVENTS

ASIAN LEGAL BUSINESS JULY 2015

(L-R) Ranajit Dam, Managing Editor, Asian Legal Business, Thomson Reuters; Hilton King, General Counsel, Sampoerna Strategic; Christopher Monahan, Chief Counsel – Asia Pacific, AECOM; Satria Primaldi Hasymi, General Counsel OTP Geothermal; Paku Utama, Course Coordinator, Corruption Eradication Commission of Indonesia, Senior Investigator, Ernst and Young Professor Hikmahanto Juwana, Professor of International Law, University of Indonesia; Member of the Legal Experts Team, Ministry of Defense

INDONESIA IN-HOUSE LEGAL SUMMIT

Full house for ALB’s 2nd Annual Indonesia In-House Legal Summit

PULLMAN, JAKARTA Arsul Sani, Member of Parliament (DPR/MPR-RI), Republic of Indonesia (Committee of Law, Security and Human Rights & Legislation Committee)

12 MAY 2015

(L-R) Rafael Wijayanto, General Manager, Legal, MEC Coal; Angela Hertiningtyas, Indonesia Counsel, Procter & Gamble; Lydia Tumbelaka, Director, Bank CIMB Niaga; Kunthi Hartini, Legal & Compliance Manager, Novo Nordisk Indonesia; Reza Topobroto, Director, Legal Affairs, Microsoft Indonesia; Davidson Samosir, Editor-in-Chief, English Newsroom, Hukumonline

(L-R) Melissa Ng, Partner, Clifford Chance; Dede Fikry, Senior Associate, Linda Widyati & Partners (LWP) in association with Clifford Chance; Arnaud Granger, Managing Director, Banking, Mergers & Acquisitions, Barclays; Ricardo Simajuntak, Co-Chair, PERADI; Thomas Sugito, Senior Legal Counsel, Triputra Investindo Arya

PANEL SPONSOR

ASSOCIATE SPONSORS

SUPPORTING ORGANISATIONS Indonesian Corporate Counsel Association

Indonesian Corporate Counsel Association

Perkumpulan Penasehat Hukum Internal Perusahaan I

C

C

Perkumpulan Penasehat Hukum Internal Perusahaan

A I

C

C

A

Local Knowledge. Global Standards.

LWP in association with Clifford Chance is committed to delivering world class legal services to our clients in Indonesia through local expertise at international standards.

Key practice areas

Key sectors

n Corporate M&A

n Energy & Natural Resources

n Banking & Finance

n Infrastructure, Transport & Logistics

n Projects & Infrastructure

n Consumer Goods & Retail

n Capital Markets

n Private Equity

n Arbitration

n Banks & Financial Institutions

Key contacts Linda Widyati linda.widyati@cliffordchance.com

Jeroen Koster jeroen.koster@cliffordchance.com

Arisia Pusponegoro arisia.pusponegoro@cliffordchance.com

Melissa Ng melissa.ng@cliffordchance.com

in association with CLIFFORD CHANCE

Jakarta Linda Widyati & Partners DBS Bank Tower 28th Floor Ciputra World One Jl. Prof. Dr. Satrio Kav 3-5 Jakarta 12940 T +62 21 2988 8300 F +62 21 2988 8310 jakarta.bd@cliffordchance.com www.lwp.co.id Singapore Clifford Chance Marina Bay Financial Centre 25th Floor, Tower 3 12 Marina Boulevard Singapore 018982 T +65 6410 2200 F +65 6410 2288 www.cliffordchance.com

52

EVENTS

(L-R) Noriswadi Ismail, Global Data Protection and Privacy Specialist; Prof. Abu Bakar Munir, Professor of Law, University of Malaya; Nakorn Serirak, Consultant & former Freedom of Information & Privacy Expert, Information Commissioner’s Office Thailand; Hiroshi Miyashita, Former Privacy Officer, Cabinet Office of Japan

ASIAN LEGAL BUSINESS JULY 2015

DATA PROTECTION CONFERENCE

(L-R) Trevor Hughes, President, International Association of Privacy Professionals (IAPP); Alyssa Rosinski, Global Business Development Director, IAPP; Tuan Haji Abu Hassan Ismail, former Commissioner, Personal Data Protection Department Malaysia; Noriswadi Ismail, Global Data Protection and Privacy Specialist; Sam Pfeifle, Publications Director, IAPP

FROM COMPLIANCE TO ACCOUNTABILITY JW MARRIOTT, KUALA LUMPUR

Ben Gerber, Global Privacy Officer, Standard Chartered Bank

7 MAY 2015

Annelies Moens, former Deputy Director, Compliance, Office of the Federal Privacy Commissioner Australia; Head of Sales & Operations, Information Integrity Solutions (IIS)

Cécile de Terwangne, Senior Expert, Data Protection Unit, Council of Europe

Full house for the opening address by Excellent networking at ALB’s inaugural Trevor Hughes, President, International Philippines Association In-House of PrivacySummit Professionals (IAPP)

SPONSOR

SUPPORTING ORGANISATIONS

Terry McQuay, President & Founder, Nymity

Dana Simberkoff, Chief Compliance & Risk Officer, AvePoint

LEGAL KNOWLEDGE WITHOUT . One platform, expanding possibilities.

Sign up for a free trial today or find out more at www.westlawasia.com.

westlawasia.com

The New Global.

Lex Mundi member firms deliver the resources you need to do business in today’s global marketplace.

It’s not just where you do business.

It’s what you know, who you know and how to get it done.

Lex Mundi member firms deliver local knowledge and experience where you are today and where you’re going tomorrow. With preferred access to 21,000 lawyers in more than 100 + countries around the world, we help you get down to business wherever you do business.

Get ready to take on the world with our World Ready network of 160 top-tier member law firms.

Lex Mundi — the law firms that know your markets.*

* The 160 selected member firms of Lex Mundi include: Chiomenti Studio Legale Gide Loyrette Nouel A.A.R.P.I. • Noerr LLP • Uría Menéndez • Bowman Gilfillan Amarchand & Mangaldas & Suresh A. Shroff & Co. • Clayton Utz • JUNHE Nishimura & Asahi • Demarest Advogados • Alston & Bird LLP • Baker Botts L.L.P. Faegre Baker Daniels LLP • McGuireWoods LLP • Morrison & Foerster LLP

Search our full listing of Lex Mundi Member Firms at: www.lexmundi.com/lexsearch2