Asian Legal Business May 2015

M A L AY S I A L AW AWA R D S : A L B A R & PA RT N E R S C O N T I N U E S H O T S T R E A K

MAY 2015

ASIA EDITION

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

IN-HOUSE FOCUS

Singapore GCs on their evolving roles

CAYMANS OR BVI? We compare two key offshore centres

SEA LAW AWARDS

The full list of nominees unveiled

INSIDE n BIG STORY

3

n LEAGUE TABLES

4

n DEALS

PAGE 18

PAGE 24

PAGE 64

n APPOINTMENTS

6 17

LOCAL ROOTS GLOBAL IMPACT “The only local arbitration commission which meets or surpasses global standards” - The Economist Intelligence Unit “Professionalism, competence and transparency” - Global Arbitration Review

BAC/BIAC Profile

Beijing Arbitration Commission

Beijing International Arbitration Center Tel: +86 10 6566 9856 Fax: +86 10 6566 8078 Email: bjac@bjac.org.cn Address: 16/F, China Merchants Tower, No.118 Jian Guo Road, Chaoyang District, Beijing 100022, China

The Beijing Arbitration Commission (BAC), also known as the Beijing International Arbitration Center (BIAC), was established in 1995 as a non-governmental arbitration institution, and became the first self-funded Chinese arbitration institution in 1999. It provides institutional support as an independent and neutral venue for the conduct of domestic and international arbitration and ADR proceedings. It is operated by a Secretariat headed by its Secretary General under the supervision of its Committee. The BAC/BIAC Arbitration Rules 2015 were unveiled on December 4, 2014, and will be effective as of April 1, 2015. The 2015 rules widely adopt UNCITRAL Arbitration Rules and further accept up-to-date international practice.

BAC/BIAC Growth

﹡ From 7 cases filings in 1995 to over 24,000 cases in total by 2014 ﹡ 1500+ new filings on average per year since 2005 ﹡ 500+ international cases in total ﹡ Parties form various jurisdictions including USA, UK, Germany, Australia, Japan, South Korea, Singapore, Hong Kong and Taiwan, etc. ﹡ The sum in dispute of around 10 billion RMB (approx. 1.65 billion USD or 1.20 billion EUR) per year on average since 2010 with a highest claim amount of 4.2 billion RMB (Approx. 0.69 billion USD or 0.51 billion EUR) in 2011

Recommended BAC/BIAC Model Clause: Hearing Room

All disputes arising from or in connection with this contract shall be submitted to Beijing Arbitration Commission / Beijing International Arbitration Center for arbitration in accordance with its rules of arbitration in effect at the time of applying for arbitration. The arbitral award is final and binding upon both parties.

CONTENTS

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34

Malaysian ringgit bank notes of different denominations. REUTERS/Bazuki Muhammad

COVER STORY

Intellectual Property Rankings 2015

In our annual IP Rankings, ALB has researched and identified the leading firms for intellectual property in Asia. Written by Maricel Estavillo

39

1

“BOTH CAYMAN AND BVI CAN BE USED AS A LISTING VEHICLE FOR THE HONG KONG STOCK EXCHANGE BUT CAYMAN IS DOMINANT IN THIS SPACE AND IS ALSO A MUCH MORE POPULAR JURISDICTION FOR THE ESTABLISHMENT OF CLOSED AND OPEN ENDED OFFSHORE FUNDS.” Jonathan Culshaw, Harneys

FE AT URES In-House in focus

In our inaugural GC Section, Alfred Romann speaks to two prominent general counsel based in Singapore about some of the challenges they are facing regionally, and how their role is evolving as a result

18

ALB Malaysia IP Summit 2015

Spoilt for choice

24

The search for consistency

34

The Cayman Islands and the BVI, competing for the offshore Asian market, have their individual charms. Which one you choose depends on your specific requirements, says Sergio Held Islamic finance today is booming, but could its progress be held back by inconsistencies in interpretations across jurisdictions, asks Raghavendra Verma

ALB Malaysia Law Awards 2015 Albar & Partners continued to dominate at the ALB Malaysia Law Awards, after collecting eight gongs at the second edition – including Malaysia Law Firm of the Year – twice its haul from last year.

Meanwhile, Skrine and Zul Rafique & Partners won three awards each

Are you ready?

The launch of the ASEAN Economic

Community is just over six months away, and it will bring both opportunities and challenges As Malaysia gears up to roll out the 11th Malaysia Plan, innovation is positioned at the forefront of the government’s agenda as a quintessential tool “towards becoming a High Income Advanced Nation.” This was the key theme at ALB’s inaugural Malaysia IP Conference, held on March 12th, that brought together 100 of Malaysia’s finest legal minds and innovators

ALB Hong Kong Anti-Corruption Forum 2015 54

24 62

The ALB Hong Kong Anti-Corruption Forum, held on March 26, drew a number of in-house counsel and compliance professionals who heard from a range of distinguished speakers on the latest anti-corruption developments and issues affecting both local and international businesses in Hong Kong

ALB SE Asia Law Awards 2015 58

60

Allen & Gledhill, Rajah & Tann Singapore and WongPartnership lead the pack with 15 nominations each

NEWS BRIEFS

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— — — — — —

The Big Story League Tables Deals Spotlight News Regional Updates Appointments

3 4 6 10 12 17

2

EDITORIAL

MANAGING DIRECTOR Klaus Pfeifer klaus.pfeifer@thomsonreuters.com PUBLISHER Amantha Chia amantha.chia@thomsonreuters.com MANAGING EDITOR Ranajit Dam ranajit.dam@thomsonreuters.com DEPUTY EDITOR Kanishk Verghese kanishk.verghese@thomsonreuters.com JOURNALIST Shangjing Li shangjing.li@thomsonreuters.com COPY EDITOR Karuna Jainpalli karuna.jainpalli@thomsonreuters.com SENIOR DESIGNER John Agra john.agra@thomsonreuters.com TRAFFIC / CIRCULATION MANAGER Rozidah Jambari rozidah.jambari@thomsonreuters.com

ASIAN LEGAL BUSINESS MAY 2015

IN-HOUSE IN THE SPOTLIGHT

T

his month we kick off a new regular section in the magazine. As our regular readers know, we aim to cover the legal industry quite intensively in the publication, with a variety of different stories spanning jurisdictions and practice areas. However, given how much of a chunk of our readership is made up by lawyers on the in-house side, coverage of them and the trends in that space has been limited so far. The May issue aims to address that with the launch of our GC Spotlight section. The inaugural feature interviews two prominent GCs in Singapore, and also hears from a general counsel in Japan. Future issues will focus on different jurisdictions and more in-depth content, and we’d love your feedback on it. To offer comments or suggestions, or if you’d like to be involved, please email me at the email address on the left.

May is also the month of our ever-popular IP Rankings, which maps Asia’s best law firms in this practice area, and boy, have they kept busy. Intellectual property filings continued to grow at a fast pace in 2014, when, led by China, the Asian region was a driving force for another record-breaking year in global IP applications. The number of litigation cases in the region also increased, as did the complexity of disputes. Months of research went into the compilation of these rankings, and I hope our in-house readers find it a useful guide whenever they are on the lookout for external counsel. Congratulations to all the firms that made it.

ACCOUNT MANAGERS Yvonne Cheung Account Director (China) (852) 2847 2003 yvonne.cheung@thomsonreuters.com Shyanne Chen Advertising Sales Manager (Indonesia and Malaysia) (65) 6870 3253 shyanne.chen@thomsonreuters.com Sardor Yangibayev Sales Executive (Philippines, Thailand, Vietnam) (65) 6870 3190 sardor.yangibayev@thomsonreuters.com

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

Henry Cheng Account Manager (Hong Kong) (852) 2847 2016 henry.cheng@thomsonreuters.com DIRECTOR, EVENTS Colin Carter colin.carter@thomsonreuters.com CONFERENCE AND 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

05.2015

BRIEFS

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INSIDE LEAGUE TABLES 4 / DEALS 6 / NEWS 10 / REGIONAL UPDATE 12 / APPOINTMENTS 17

the big story

Beware the accountants PROFESSIONAL SERVICES FIRMS ARE MAKING THEIR PRESENCE FELT IN ASIA’S LEGAL MARKET. HOW WORRIED SHOULD LAW FIRMS BE?

By RANAJIT DAM

I

n late March, Ernst & Young expanded its burgeoning legal offering in Asia with the addition of the 55-lawyer Korean firm Apex Legal to its network. This followed the additions of Shanghai-based law firm Chen & Co and Singapore law firm PK Wong & Associates to EY’s network last year, to go with existing member law firms in India and Japan. EY offers legal services in Vietnam as well. And the Big Four firm plans to keep growing: according to a report in The Australian newspaper, the goal is a 200-strong network of lawyers that spans key commercial centres throughout the AsiaPacific region, with the next firm likely to be from Hong Kong. Talks are also due to start with two small firms in Malaysia. EY is not alone in this regard; Deloitte, for example, offers legal services in China through Shanghai Qin Li Law Firm and elsewhere.

The idea that big accounting firms can

offer so-called multidisciplinary practices, combining law, accounting and other professional services, is not new, but it seems to be growing in momentum of late. And according to Tony Williams, principal of Jomati Consultants, law firms need to take this very seriously. For one, he cited the “sheer size of these firms” and their ability to invest: “Even the smallest firm has global revenues of over $25 billion, and the top three have global revenues which exceed the aggregate global revenues of the top 100 law firms.” Additionally, they have multiple points of contact with clients, and are experienced cross sellers of services; boasting strong brands, they have a high level of recognition in the boardroom.

Finally, they can package their legal services with other services they provide to offer complete business solutions. “This also enables them to market the solutions directly to the CFO, Head of HR, COO and so on, potentially

bypassing the General Counsel,” he added.

Williams said he had “no doubt” that within about five years, the legal elements of the Big Four’s businesses would be substantial. “In relatively flat legal markets, their success will inevitably erode the revenues of traditional law firms,” he noted. So what can law firms do to combat this threat? According to Williams, law firms first need to understand these competitors and their offerings, and why they are attractive to certain clients.

“Then they can consider how they revise their offering and service delivery to make it compelling to the client,” he said. “They will need to take a hard look at their offering and service not from their own but from their clients’ perspective. Law firms can compete but it will not be easy and may require a high level of change.” For law firms, the writing is slowly becoming visible on the wall. And the time to act is now.

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ASIAN LEGAL BUSINESS MAY 2015

MERGERS & ACQUISITIONS SNAPSHOT LEAGUE TABLES

I. LEAGUE TABLE - NORTH ASIA LEGAL AND FINANCIAL RANKINGS NORTH ASIA LEAGUE TABLES NORTH ASIA Announced M&A Legal Rankings - Based on Value Value No. of Market Legal Advisor Rank (US$mln) Deals Share CHINA Announced M&A Legal Rankings 1 Freshfields Bruckhaus Deringer 74,228.8 11 22.4 Linklaters 2 57,249.8 6 17.3 Skadden 3 49,511.6 13 14.9 Stikeman Elliott 4 45,494.2 2 13.7 Allens 5 45,415.8 2 13.7 Herbert Smith Freehills 6 22,169.4 5 6.7 Clifford Chance 7 14,036.6 10 VALUE 4.2 Mori Hamada & Matsumoto 8 13,403.3 25 ($mln) 4.0 Jun He Law Offices 9 12,494.1 10 3.8 DEALS: 10 MARKET SHARE: 7.3 10 Latham & Watkins 11,266.4 5 3.4

NORTH ASIA Announced M&A Financial Rankings - Based on Value Value No. of Market Financial Advisor Rank (US$mln) Deals Share KONG Announced M&A 68,116.8 Legal Rankings 1HONG HSBC Holdings PLC 11 20.5 Somerley 2 61,827.2 17 18.6 Goldman Sachs & Co 3 51,037.0 12 15.4 Anglo Chinese Corp Finance 4 45,486.4 5 13.7 FRESHFIELDS BRUCKHAUS DERINGER UBS 5 30,775.4 12 9.3 JP Morgan 6 24,306.1 14 7.3 Mizuho Financial Group 7 22,559.6 53 6.8 VALUE ($mln) Lazard 8 20,913.3 7 6.3 Morgan Stanley 9 19,894.3 28 6.0 DEALS: 6 MARKET SHARE: 69.0 10 Nomura 17,451.2 39 5.3

JUN HE LAW OFFICES

(*tie)

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

RANK LEGAL ADVISOR II. LEAGUE TABLE - LEGAL CHINA Announced M&A Legal Rankings 2 Clifford Chance

VALUE ($MLN)

DEALS

(*tie)

MARKET SHARE

VALUE RANK LEGAL ADVISOR ($MLN) HONG KONG Announced M&A Legal Rankings 2 Linklaters 45,610.5 Value

11,661.7 4 of 6.8 Value No. Market Legal Advisor 3Rank Linklaters 11,639.3 3 6.8 (US$mln) Deals Share Jun He Law Offices 12,494.1 7.3 4 1 Latham & Watkins 11,133.4 310 6.5 Clifford Chance 2 11,661.7 4 6.8 5* Studio Pedersoli e Associati 9,944.8 2 5.8 Linklaters 3 11,639.3 3 6.8 5* 4 Ligerion ZAO 9,944.8 23 5.8 Latham & Watkins 11,133.4 6.5 Studio e Associati 9,944.8 5.8 7 5* Davis PolkPedersoli & Wardwell 7,707.6 62 4.5 Ligerion 9,944.8 5.8 8 5* King & WoodZAO Mallesons 7,390.4 172 4.3 Davis Polk & Wardwell 7 7,707.6 6 4.5 9 Grandall Law Firm 6,029.1 14 3.5 King & Wood Mallesons 8 7,390.4 17 4.3 10 9 Fangda Partners 5,917.2 1714 3.4 Grandall Law Firm 6,029.1 3.5 Fangda Partners 10 5,917.2 17 3.4 (*tie) Based on Rank Value including Net Debt of announced M&A) 0 M&A deals 0 - (excluding0 withdrawn0.0 (*tie)

Rank 1 2 3 4 5 6 7 8 9 10* RANK (*tie)

3 Rank 4*1 2 4* 3 64* 74* 86 7 9 8 10*9 10*

JAPAN ANNOUNCED M&A LEGAL RANKINGS Value No. of Legal Advisor

(US$mln) Deals Mori Hamada & Matsumoto 13,403.3 25 Freshfields Bruckhaus Deringer 10,474.0 5 Nishimura & Asahi 9,401.5 20 Herbert Smith Freehills 6,021.2 2 Cleary Gottlieb Steen & Hamilton 3,225.7 3 Shearman & Sterling LLP 3,141.9 3 Simpson Thacher & Bartlett 3,000.0 1 DEALS: 25 MARKET SHARE: 25.3 Advokatfirman Vinge 2,923.6 2 Jones Day 2,775.6 6 Gernandt & Danielsson 2,773.6 1 VALUE LEGAL ADVISOR DEALS ($MLN)

(*tie)

45,523.8 (US$mln) 73,345.4 45,410.8 45,610.5 45,410.8 45,523.8 16,143.2 45,410.8 45,410.8 10,527.5 16,143.2 5,450.3 10,527.5 1,546.8 5,450.3 1,514.6 1,546.8 1,514.6

MARKET SHARE

3 of No. 2 Deals 16 3 1 2 21 31 12 3 2 1 12 1

42.9 Market 42.8 Share 69.0 42.7 42.9 42.7 42.8 15.2 42.7 42.7 9.9 15.2 5.1 9.9 1.5 5.1 1.4 1.5 1.4

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&AValue LEGAL RANKINGS No. of Market Legal Advisor Rank (US$mln) Deals Share 1 Kim & Chang 2,820.0 19 7.3 Shin & Kim 2 2,327.4 12 6.1 Lee & Ko 3 2,139.9 15 5.6 Yulchon LLC 4 2,122.2 7 5.5 VALUE Bae Kim & Lee 5 1,401.4 6 3.6 Weil Gotshal & Manges 6 461.7 1 ($mln)1.2 Yoon & Yang 7 178.9 8 0.5 DEALS: 19 MARKET SHARE: 7.3 Clifford Chance 8* 1 0.0 WilmerHale 8* 1 0.0 Skadden 8* 1 0.0 VALUE MARKET RANK LEGAL ADVISOR DEALS ($MLN) SHARE

Market Share 25.3 19.8 17.8 11.4 VALUE 6.1 ($mln) 5.9 5.7 5.5 5.2 5.2 MARKET SHARE

KIM & CHANG

MORI HAMADA & MATSUMOTO

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

(*tie)

2 Freshfields Bruckhaus Deringer 10,474.0 5 19.8 II. LEAGUE TABLE - FINANCIAL 3 Nishimura & Asahi 9,401.5 20 17.8 CHINA Announced M&A Financial Rankings 4 Herbert Smith Freehills 6,021.2 2 of 11.4 Value No. Market Financial Advisor Rank Cleary Gottlieb Steen & Hamilton (US$mln) Deals Share 5 3,225.7 3 6.1 1 JP Morgan 16,763.0 8 9.8 6 Shearman & Sterling LLP 3,141.9 3 5.9 Rothschild 2 12,401.3 5 7.2 7 3 Simpson 3,000.0 13 5.7 LazardThacher & Bartlett 11,133.4 6.5 Morgan Stanley 10,883.8 6.3 8 4 Advokatfirman Vinge 2,923.6 212 5.5 CITIC 10,763.9 6.3 9 5 Jones Day 2,775.6 611 5.2 Somerley 6 10,216.6 8 5.9 10* Gernandt & Danielsson 2,773.6 1 5.2 Mediobanca 7 9,944.8 2 5.8 UBS 8 8,403.8 7 4.9 (*tie) Based on Rank Value including Net Debt of announced M&A deals (excluding withdrawn M&A) Guotai Junan Securities 9 6,789.0 10 4.0 HSBC Holdings PLC 10 5,617.8 2 3.3 (*tie)

Legal Advisor

Skadden Freshfields Bruckhaus Deringer Stikeman Elliott Linklaters Allens Skadden Herbert Smith Freehills Stikeman Elliott Allens Mori Hamada & Matsumoto Herbert Smith Freehills Norton Rose Fulbright Mori Hamada & Matsumoto Allen & Overy Norton Rose Fulbright Slaughter & May Allen & Overy Slaughter & May

DEALS

(*tie) Based on Rank Value including 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)

JAPAN Announced M&A Legal Rankings

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

2

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

Shin & Kim

2,327.4

12

6.1

3 Lee & Ko 2,139.9 15 5.6 HONG KONG Announced M&A Financial Rankings 4 Yulchon LLC 2,122.2 7 of 5.5 Value No. Market Financial Advisor Rank (US$mln) Deals Share 5 Bae Kim & Lee 1,401.4 6 3.6 1 HSBC Holdings PLC 66,916.8 7 63.0 6 Weil Gotshal & Manges 461.7 1 1.2 Somerley 2 61,665.6 16 58.0 7 3 Yoon & Yang 178.9 8 0.5 Anglo Chinese Corp Finance 45,486.4 5 42.8 Goldman Sachs & Co 45,410.8 42.7 8*4 Clifford Chance 13 0.0 UBS 28,014.5 26.4 8*5 WilmerHale 18 0.0 Moelis & Co 6 15,381.2 1 14.5 8* Skadden 1 0.0 JP Morgan 7 11,616.1 5 10.9 Bank of America Merrill Lynch 8 11,435.6 6 10.8 (*tie) Based on Rank Value including Net Debt of announced M&A deals (excluding withdrawn M&A) CITIC 9 10,718.7 5 10.1 Nomura 10 10,640.5 4 10.0

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) ANY NORTH ASIA INVOLVEMENT ANNOUNCED(*tie) M&A ACTIVITY - QUARTERLY TREND

Series1

110.8

114.6

126.2

Series2 146.8

125.2 95.4

3,000

202.8

114.4

134.0

117.7

128.3

148.7

142.5

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

ANY NORTH ASIA INVOLVEMENT ANNOUNCED M&A ACTIVITY - QUARTERLY TREND 220 200 180 160 140 120 100 80 60 40

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 quarterly undisclosed dollarand values butthe withnation no corresponding Rank Value.

Non-UStarget dollar ultimate denominated transactions are ultimate convertedparent to the US dollar equivalent at the time of announcement terms. North excludes Asia includes League tables, trend, dealare listrank areeligible based on of either the target, acquiror, parent, or acquiror at the time of the transaction.

Announced M&Aoftransactions China, Hong Kong, Taiwan, Korea, Japan.dollar Data range from 1 January tobut 22 April withdrawn deals.

DealsSouth with undisclosed valuesisare rank eligible with2015 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 22 April 2015

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5

MERGERS & ACQUISITIONS SNAPSHOT LEAGUE TABLES I. LEAGUE TABLE SOUTHEAST ASIA AND MIDDLE EAST SOUTHEAST ASIA -LEAGUE TABLES

SOUTHEAST ASIA / SOUTH ASIA Announced M&A Legal Rankings Value No. of Market Legal Advisor Deals Share Rank SINGAPORE Announced M&A(US$mln) Legal Rankings 1 Allen & Gledhill 5,306.9 7 19.4 WongPartnership LLP 2 3,454.7 10 12.6 Skadden 3 3,242.2 1 11.8 AZB & Partners 4 2,959.2 30 10.8 Shook Lin & Bok LLP 5 2,328.5 3 8.5 Weil Gotshal & Manges 6 2,003.2 2 7.3 Jones Day 7 1,451.1 3 VALUE5.3 Gibson Dunn & Crutcher 8* 1,423.5 2 ($mln)5.2 Latham & Watkins 8* 1,423.5 1 5.2 Kramer LevinDEALS: Naftalis &7Frankel 8* 1,423.5 1 5.2 MARKET SHARE: 35.4

MIDDLE EAST Announced M&A Legal Rankings

(*tie)

(*tie)

Rank 1 2* 2* 2* 5 6* 6* 8 9 10

ALLEN & GLEDHILL

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

RANK

LEGAL ADVISOR

II. LEAGUE TABLE - LEGAL SINGAPORE AnnouncedLLP M&A Legal Rankings 2 WongPartnership

3 Skadden Rank 41

Legal Advisor

VALUE ($MLN) 3,454.7 Value

3,242.2 (US$mln)

Shook & Bok LLP Allen Lin & Gledhill

2,328.2 5,306.9

5*2

WongPartnership LLP Jones Day

5*4

Gibson Crutcher ShookDunn Lin &&Bok LLP

1,423.5 2,328.2

5*5*

GibsonLevin DunnNaftalis & Crutcher Kramer & Frankel

1,423.5 1,423.5

3,454.7 1,423.5

Skadden

3

3,242.2

Jones Day Latham & Watkins

5*5*

1,423.5 1,423.5

Latham & Watkins

5*

5*5*

Seward KisselNaftalis & Frankel Kramer&Levin

5* 10*

10*

Seward&&Ellis Kissel Kirkland Kirkland & Ellis

1,423.5

1,423.5 1,423.5

1,423.5 810.0

810.0

DEALS 9

No. of 1 Deals 72 92 1 22 21 21 1 11 11 1

MARKET SHARE

Rank 1 2* 2* 4 5* 5* 5* 8 9 10

3 Rank 41

(*tie) RANK

AZB & PARTNERS

3

AZB & Partners Grandall Law Firm

Dorsey & Whitney LLP

Weil Gotshal & Manges Clifford Chance

4* 8*

Allen &Dunn Overy& Crutcher Gibson

4*

8* 0

Linklaters Jones Day

WongPartnership LLP

Latham & Watkins

SubtotalLevin with Legal Advisor Kramer Naftalis & Frankel

8*-

Subtotal without Legal Advisor

-

3,454.7

Value 3,242.2 (US$mln) 2,959.2 61.4 27.6 2,328.5 24.0 2,003.2 0.0 1,451.10.0 0.0 1,423.5 0.0 1,423.5 0 0.0 113.0 1,423.5 2,293.0

MARKET SHARE

DEALS 10

12.6

No. of 1 Deals 130 13 1 12 13 12 1 01 71 162

Market 11.8 Share 10.8 2.6 1.2 8.5 1.0 7.3 0.0 0.0 5.3 0.0 5.2 0.0 5.2 0.0 4.7 5.2 95.3

(*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

No. of Market MIDDLE EAST Announced M&AValue Legal Rankings Legal Advisor

Rank 1 2 3* 3* 0 0 0

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

(*tie) RANK

SHARE

WeilTABLE Gotshal- & Manges 1,193.2 1 17.8 II. 2* LEAGUE FINANCIAL SOUTHEAST ASIA / SOUTH ASIA Announced M&A Financial Rankings 2* Linklaters 1,193.2 1 17.8 Value No. of Market Financial Advisor 4 Luthra & Luthra Law Offices 822.8 4 12.3 (US$mln) Deals Share Rank 5*1 Cravath, Swaine 800.0 11.9 Deutsche Bank& Moore 4,435.4 21 16.2 Bank of America 3,923.8 22 14.3 5*2 Covington & BurlingMerrill Lynch 800.0 11.9 Credit Suisse 3 3,348.0 5 12.2 5* Debevoise & Plimpton 800.0 1 11.9 Citi 4 2,855.6 5 10.4 85 Amarchand 685.7 9 10.2 DBS GroupMangaldas Holdings 2,430.6 4 8.9 Evercore 2,233.5 23 8.1 96 PH Bathiya Partners & Associates 472.6 7.1 Jefferies LLC 7 1,498.5 3 5.5 108 J Morgan Sagar Associates 368.2 5 5.5 Stanley 1,453.2 3 5.3 Nomura 9 1,212.3 2 4.4 (*tie) Based on Rank Value including Net Debt of announced M&A deals (excluding withdrawn HSBC Holdings PLC 10 1,200.0 2 4.4M&A) (*tie)

Legal Advisor

Skadden

6 4*

4* 7

Market Deals Share 30 44.1 1 17.8 1 17.8 4 12.3 1 11.9 VALUE 2 11.9 1 ($mln)11.9 9 10.2 3 7.1 5 5.5

($MLN)

VALUE ($MLN)

LEGAL ADVISOR

Jones Lin Day& Bok LLP Shook

52

Value No. of INDIA ANNOUNCED Legal Advisor M&A LEGAL RANKINGS

(US$mln) AZB & Partners 2,959.2 Weil Gotshal & Manges 1,193.2 Linklaters 1,193.2 Luthra & Luthra Law Offices 822.8 Cravath, Swaine & Moore 800.0 Covington & Burling 800.0 Debevoise & Plimpton 800.0 Amarchand Mangaldas 685.7 30 MARKET SHARE: 44.1 PH Bathiya &DEALS: Associates 472.6 J Sagar Associates 368.2

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

MALAYSIA Announced M&A 2 WongPartnership LLPLegal Rankings

23.0

Market 21.6 Share 15.5 35.4 23.0 9.5 21.6 9.5 15.5 9.5 9.5 9.5 9.5 9.5 9.5 9.5 5.4 5.4

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

INDIA Announced M&A Legal Rankings

ALLEN & GLEDHILL

RANK

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

Value No. of Market (US$mln) Deals Share Announced M&A Legal 44,851.1 Rankings 2 Kirkland & Ellis 64.5 Tulchinsky Stern & Co 44,687.9 1 64.2 De Brauw Blackstone Westbroek 44,687.9 1 64.2 Loeff and Van Der Ploeg 44,687.9 1 64.2 Skadden 3,502.4 2 5.0 Goodwin Procter LLP 3,263.7 2 4.7 Cooley LLP 3,263.7 1 VALUE 4.7 Allen & Gledhill 3,242.2 1 ($mln) 4.7 Linklaters 2,723.9 2 3.9 Allen & Overy DEALS: 7 MARKET SHARE: 1,705.4 5 2.5 19.4

Legal Advisor ASIA/ SOUTH ASIA SOUTHEAST

2*

(US$mln) Deals 462.4 1 0.3 1 0.0 1 0.0 1 0 0.0 0 Subtotal with Legal Advisor 462.7 4 Subtotal without Legal Advisor 654.5 36 0 0.0 0 64.5 40 Industry Total DEALS: 2 MARKET SHARE: 1,117.2 0 0.0 0 Cleary Gottlieb Steen & Hamilton Shook Lin & Bok LLP Clifford Chance Allen & Overy

KIRKLAND & ELLIS

Share 41.4 0.0 0.0 0.0 0.0 VALUE 41.4 ($mln) 58.6 0.0 100.0 0.0

VALUE Based on Rank Value incl.

Net Debt of announced M&A deals (excluding withdrawnMARKET M&A) LEGAL ADVISOR DEALS ($MLN)

Tulchinsky Stern & Co

44,687.9

SHARE

1

64.2

MIDDLE EAST Announced Financial Rankings 2* De Brauw BlackstoneM&A Westbroek 44,687.9 1 64.2 Value No. of Market Advisor 2* Loeff and Financial Van Der Ploeg 44,687.9 1 64.2 (US$mln) Deals Share Rank 51 Skadden 3,502.4 5.0 Barclays 47,194.7 42 67.8 GreenhillProcter & Co, LLC 2 44,687.9 12 64.2 6* Goodwin LLP 3,263.7 4.7 Bank of America Merrill Lynch 3 6,655.0 5 9.6 6* Cooley LLP 3,263.7 1 4.7 Citi 4 4,817.2 6 6.9 85 Allen Gledhill PLC 3,242.2 4.7 HSBC& Holdings 4,146.7 71 6.0 Deutsche Bank 3,704.0 22 5.3 96 Linklaters 2,723.9 3.9 Goldman Sachs & Co 7 3,463.7 2 5.0 10 Allen & Overy 1,705.4 2.5 Morgan Stanley 8 3,273.9 55 4.7 JP Morgan 9 3,263.7 1 4.7 (*tie) BasedRothschild on Rank Value including Net Debt of announced M&A deals (excluding withdrawn M&A) 10 2,114.0 3 3.0

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)

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

400

20 10

800 600

25.3

30

1,000

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 SOUTH ASIA ASIA & & MIDDLE MIDDLE EAST EAST INVOLVEMENT ANY SOUTHEAST SOUTHEAST ASIA ASIA // SOUTH INVOLVEMENTANNOUNCED ANNOUNCEDM&A M&A ACTIVITY ACTIVITY -- QUARTERLY QUARTERLYTREND TREND

0

Notes: 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 deals.

Deals with quarterly undisclosed dollar values eligibleonbut no corresponding Rank Value.

Non-US dollar denominated converted to the US time dollarofequivalent at the time of announcement of terms. Geographic League tables, trend, and dealare listrank are based thewith nation of either the target, acquiror, target ultimate parent,transactions or acquiror are ultimate parent at the the transaction.

Announced M&A transactions excludes coverage includes SOUTH Singapore, Malaysia, Philippines, Thailand, Vietnam, Brunei, Cambodia, Laos, dollar Myanmar, Timor-Leste; SOUTH ASIA: Afganistan, Bhutan, Maldives, Nepal, Pakistan, Sri Lanka; withdrawn deals.

DealsEAST withASIA: undisclosed dollar values are rank eligible but with no corresponding RankIndonesia, Value. Non-US denominated transactions areIndia, converted to theBangladesh, US dollar equivalent at the time of announcement of MIDDLE EAST: United Arab Emirates, Saudi Arabia, Qatar, Jordan, Palestine, Bahrain, Iran, Iraq, Israel, Kuwait, Lebanon, Oman, Syria, Yemen. Data range is from 1 January to 22 April 2015 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

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ASIAN LEGAL BUSINESS MAY 2015

ASIA DEALS: YOUR MONTH AT A GLANCE DEAL NAME

$1.6 BILLION M&A 58.COM’S ACQUISITION OF A 43.2 PERCENT STAKE IN GANJI.COM • New York-listed 58.com, dubbed the Craigslist of China and backed

by Tencent Holdings, said it would issue 34 million new ordinary shares and pay $412.2 million in cash to acquire a 43.2 stake in Ganji.com.

The deal is valued at $1.6 billion, according to Reuters calculations.

• At the same time, Tencent will invest about $400 million in 58.com, leaving its stake at roughly 25.1 percent, 58.com said.

Islamic Finance SAPURAKENCANA PETROLEUM’S ISLAMIC LOAN FROM CONSORTIUM OF 11 LENDERS • The Malaysian oil and gas services firm signed the Islamic loan with a consortium of 11 lenders, coordinated by Maybank.

• According to Reuters, the transaction, which will convert part of the company’s conventional borrowing into a syariah-based facility, is Malaysia’s largest ever.

$3.6 BILLION IPO GF SECURITIES’ HONG KONG IPO • Shenzhen-listed GF Securities, China’s No. 4 brokerage by assets, raised $3.6 billion from the Hong Kong offering, making it the largest IPO so far in Asia this year.

• Red-hot demand from retail investors, who put in orders more than 180 times the number of shares on offer, triggered a rule that forced underwriters to reallocate shares from institutional investors to individuals.

DEAL TYPE

China

1,600

M&A

China

1,600

M&A

China

1,600

M&A

China

1,600

M&A

Han Kun Law Offices

China

1,600

M&A

Norton Rose Fulbright

China

5,500

M&A

Jingtian & Gongcheng

China

5,500

M&A

J. Sagar Associates

India

164

IPO

Khaitan & Co

India

164

IPO

Allen & Overy

Malaysia

2,300

Islamic Finance

Watson Farley & Williams

Malaysia

2,300

Islamic Finance

Davis Polk & Wardwell

Hong Kong, China

3,000

Debt

Linklaters

Hong Kong, China

3,000

Debt

Mayer Brown JSM

Hong Kong, China

3,000

Debt

Haiwen & Partners

Hong Kong, China

3,000

Debt

King & Wood Mallesons

Hong Kong, China

3,000

Debt

Walkers

Hong Kong, China

3,000

Debt

Davis Polk & Wardwell

China, US

300

Debt

Sidley Austin

China, US

300

Debt

Commerce & Finance Law Offices

China, US

300

Debt

Harneys

China, US

300

Debt

Clifford Chance

Hong Kong, China

3,600

IPO

Latham & Watkins

Hong Kong, China

3,600

IPO

Jia Yuan Law Offices

Hong Kong, China

3,600

IPO

King & Wood Mallesons

Hong Kong, China

3,600

IPO

JURISDICTION

Davis Polk & Wardwell Kirkland & Ellis 58.com’s acquisition of Skadden, Arps, Slate, a 43.2 percent stake in Meagher & Flom Ganji.com Weil, Gotshal & Manges

China Overseas Land & Investment’s acquisition of a property portfolio from China State Construction Engineering Corporation Inox Wind’s IPO in India

$2.3 BILLION

VALUE (US$ MLN)

FIRM

SapuraKencana Petroleum’s Islamic loan from consortium of 11 lenders

Establishment of China Cinda Asset Management’s Medium Term Note Programme

Shimao Property’s issuance of 8.375 percent senior high-yield notes

GF Securities’ Hong Kong IPO

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7

ASIA DEALS: YOUR MONTH AT A GLANCE

$360 MILLION M&A GROUPON’S SALE OF A CONTROLLING STAKE IN TICKET MONSTER TO KKR AND ANCHOR EQUITY PARTNERS • Groupon agreed to sell a 46 percent controlling stake in Ticket Monster, its South Korean ecommerce business, to a partnership formed

by KKR and Anchor Equity Partners.

• Groupon will retain 41 percent in the unit after the deal closes. It will receive $285 million in cash, with the rest paid to Ticket Monster.

• The deal is expected to close in the second quarter.

$1.5 BILLION

$2.5 BILLION M&A ALIBABA GROUP’S INTEGRATION OF ITS TMALL ONLINE PHARMACY OPERATIONS • Alibaba Group is integrating its Tmall online pharmacy operations into Hong Kong-listed affiliate Alibaba Health Information Technology. Under the deal, Alibaba Health will buy 100 percent of the online pharmacy operations from a wholly owned subsidiary of Alibaba Group and another investor.

• The deal, which is subject to approval by independent shareholders of Alibaba Health, is expected to be completed in the third quarter this year.

DEAL TYPE

Hong Kong, China

670

Debt

Paul Hastings

Hong Kong, China

670

Debt

DLA Piper

US, Korea

360

M&A

Kirkland & Ellis

US, Korea

360

M&A

Weil, Gotshal & Manges

US, Korea

360

M&A

Clifford Chance

Hong Kong, China

670

Debt

Paul Hastings

Hong Kong, China

670

Debt

Latham & Watkins

Hong Kong, China

953

IPO

Sullivan & Cromwell

Hong Kong, China

953

IPO

Commerce & Finance Law Offices

Hong Kong, China

953

IPO

Fujian Zenith Law Firm

Hong Kong, China

953

IPO

Cleary Gottlieb Steen & Hamilton

US, Canada, China

1,500

M&A

Norton Rose Fulbright

US, Canada, China

1,500

M&A

Paul Hastings

US, Canada, China

1,500

M&A

Ropes & Gray

US, Canada, China

1,500

M&A

McCarthy Tétrault

US, Canada, China

1,500

M&A

Osler, Hoskin & Harcourt

US, Canada, China

1,500

M&A

AZB & Partners

India

450

M&A

Khaitan & Co

India

450

M&A

Latham & Watkins

Hong Kong, US

500

Debt

Norton Rose Fulbright

Hong Kong, US

500

Debt

Shearman & Sterling

Hong Kong, US

500

Debt

Japan

N/A

JV

Japan

N/A

JV

FIRM

JURISDICTION

Haitong International Finance Holdings’ issuance of guaranteed bonds due 2020

Clifford Chance

Groupon’s sale of a controlling stake in Ticket Monster to KKR and Anchor Equity Partners Haitong International Finance Holdings’ issuance of guaranteed bonds due 2020

Fuyao Glass’ Hong Kong IPO

M&A SALE OF CIRQUE DU SOLEIL TO A CONSORTIUM OF INVESTORS LED

BY TPG CAPITAL • TPG will own 60 percent of Cirque Du Soleil after the deal, while a unit of Chinese conglomerate Fosun International will have a 20 percent stake. Canada’s second-largest pension fund, Caisse de dépôt et placement du Québec, will hold a 10 percent stake, while the family trust of the founder will keep the remaining 10 percent.

VALUE (US$ MLN)

DEAL NAME

Sale of Cirque Du Soleil to a consortium of investors led by TPG Capital

Jasper Infotech’s acquisition of Freecharge.com

China Shanshui Cement Group’s issuance of 7.5 percent notes

Pharmaceutical Product Latham & Watkins Development’s joint venture with Shin Nippon TMI Associates Biomedical Laboratories Alibaba Group’s integration of its Tmall online pharmacy operations

Freshfields Bruckhaus Deringer

Hong Kong, China

2,500

M&A

Simpson Thacher & Bartlett

Hong Kong, China

2,500

M&A

8

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ASIAN LEGAL BUSINESS MAY 2015

DEALS

$1.6 BILLION

$2.5 BILLION STB, Freshfields star in $2.5 bln integration of Alibaba’s online pharmacy operations Simpson Thacher & Bartlett is representing Alibaba Group Holding on the integration of its Tmall online pharmacy operations into Hong Kong-listed affiliate Alibaba Health Information Technology Limited, which has turned to Freshfields Bruckhaus Deringer for advice.

Under the deal, Alibaba Health will buy 100 percent of the online pharmacy operations from a wholly owned subsidiary of Alibaba Group and another investor for HK$19.45 billion ($2.5 billion). It will issue shares and bonds to fund the purchase, with the shares priced at HK$5.28 each.

Alibaba said there were currently 186 online-licensed pharmacies on its Tmall online marketplace. Gross merchandise value (GMV) of those businesses for the financial year ended March 31, 2015 was approximately 4.74 billion yuan, it said. After the consolidation, consumers will still to be able to access online pharmacies through Tmall.

A Simpson Thacher team led by Hong Kong partners Celia Lam and Leiming Chen is representing Alibaba Group on the deal.

Freshfields’ Hong Kong corporate partner Edward Freeman is advising Alibaba Health.

“We expect that this integration will en-

$3.6 BILLION CC, Latham, KWM and Jia Yuan star in GF Securities’ $ 3.6 bln HK IPO

K&E, Skadden among five firms on 58.com’s stake acquisition in Ganji

able Alibaba Group to build a healthcare ecosystem that can utilise e-commerce, big data and other technologies to improve the healthcare supply chain,” Daniel Zhang, Alibaba Group’s chief operating officer, said in a statement.

The deal, which is subject to approval by independent shareholders of Alibaba Health, is expected to be completed in the third quarter this year.

If approved, the deal would raise Alibaba Group’s effective equity ownership of Alibaba Health to about 53 percent from 38 percent, making it a consolidated subsidiary, Alibaba said.

Skadden, Arps, Slate, Meagher & Flom is advising Chinese classified advertising site 58.com Inc on its agreement to buy a 43.2 percent stake in its privately-held competitor Ganji.com, which turned to Kirkland & Ellis for advice.

New York-listed 58.com is dubbed the Craigslist of China and backed by Tencent Holdings Ltd. At the current market price, the deal is valued at $1.6 billion, according to Reuters calculations.

At the same time, social networking firm Tencent will invest about $400 million in 58.com, leaving its stake at roughly 25.1 percent, 58.com said. Tencent is being represented by Davis Polk & Wardwell.

Skadden Hong Kong partners Julie Gao, Will Cai, Haiping Li and Rory McAlpine, and Los Angeles partner Michael Gisser are advising 58.com on its transactions with Ganji. com and Tencent. Han Kun Law Offices is advising the company on Chinese law.

A Kirkland & Ellis team led by Hong Kong corporate partners David Zhang and Jesse Sheley, and Shanghai partner Cheryl Yuan is advising Ganji.com. Weil, Gotshal & Manges is representing a selling shareholder.

Clifford Chance and Latham & Watkins have scored key advisory roles in GF Securities’ Hong Kong IPO making it the the largest IPO so far in Asia this year.

Shenzhen-listed GF Securities, China’s No. 4 brokerage by assets, raised $3.6 billion through its Hong Kong offer.

Led by partners Tim Wang, Cherry Chan and Fang Liu, Clifford Chance served as legal advisor to the joint sponsors and underwriters on Hong Kong and U.S law. Beijing King & Wood Mallesons advised on PRC law.

Latham & Watkins advised GF Securi-

ties on Hong Kong and U.S. law, while Jia Yuan Law Offices served as PRC counsel.

The Latham team was led by partners Cathy Yeung, Eugene Lee and William Woo. Shares in GF Securities jumped 36 percent in their debut, helped by rosy prospects for a scheme linking the city’s bourse with mainland exchanges.

Earnings at Chinese securities firms have also ballooned as investors take advantage of margin lending to pile on bets, driving Shanghai and Shenzhen indices to multiyear highs.

REUTERS/Carlos Barria

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$2.3 BILLION WFWAP, A&O star in Malaysia’s largest Islamic facility Watson Farley Williams Asia Practice has advised Malaysian oil and gas services firm SapuraKencana Petroleum on the signing of its $2.3 billion Islamic loan with consortium of 11 lenders coordinated by Maybank, which was represented by Allen & Overy.

The transaction, which will convert part of the company’s conventional borrowing into a sharia-based facility, is Malaysia’s largest ever.

The Islamic facility was structured as a multi-currency commodity murabaha facility and was used to refinance one tranche of the 2014 multi-currency facility, increasing the level of sharia-compliant financing taken out by SapuraKencana and making the company eligible to return to the Securities Commission’s List of Shariah Compliant Securities.

“With the completion of this transaction, SapuraKencana is now on track to return to the Securities Commission’s list of syariah compliant securities,” it said in a statement.

SapuraKencana was omitted from the latest list of Malaysian syariah-compliant stocks as its conventional debt amounted to more than two-thirds of its total assets, Reuters added.

The WFWAP team was led by partner Andrew Nimmo, while the Allen & Overy team was led by Singapore partner Jason Humphreys, who was assisted by the London-based Atif Hanif.

briefs

9

REUTERS/Ho New

10

briefs

ASIAN LEGAL BUSINESS MAY 2015

NEWS

Trowers first foreign law firm to receive Malaysia QFLF

T

rowers & Hamlins has become the first foreign law firm to be granted a Qualified Foreign Law Firm (QFLF) licence in Malaysia. The licence is effective from Apr. 4.

According to the firm, the QFLF licence allows Trowers & Hamlins to operate independently in Malaysia and advise on international legal issues, subject to certain restrictions. However, it is not permitted to advise on Malaysian law. The QFLF licence will last for three years and is renewable.

“Having a presence on the ground in Malaysia over the last three years has really helped us strengthen and grow client relationships,” said Nick White, regional managing partner of Trowers & Hamlins.

“From Kuala Lumpur we have access to the entire ASEAN region, and now, with a QFLF licence, we will be able to grow additional capacity to further advance our reach and capabilities here.”

White will be joined in the firm’s Kuala Lumpur office by partner Nicholas Edmondes. Since July 2012, Trowers & Hamlins has operated a non-trading representative regional office in Kuala Lumpur.

Aside from its Malaysia presence, Trowers has offices in the Middle East in Abu Dhabi, Bahrain, Dubai and Oman, and in the United Kingdom in Birmingham, Exeter, London and Manchester.

Aetra appeals in case seen as test of Indonesia’s investor climate

A

n Indonesian firm has appealed a landmark court ruling that struck down a contract it had to provide water services in Jakarta, in a case likely to be closely watched as a yardstick of the country’s investor friendliness.

Two companies, Indonesia’s PT Aetra Air Jakarta and PT PAM Lyonnaise Jaya (Palyja), part of France’s Suez Environnement, secured contracts with a company owned by the Jakarta government in the late 1990s.

But the Central Jakarta district court last month ruled in favor of a citizen’s group which claimed the companies failed to provide sufficient clean water and annulled the contracts.

“We feel that we have positively helped the stakeholders of this agreement and what was decided at the court was not in accordance with what we had already done,” Pratama S. Adi, Aetra’s corporate secretary, said of the appeal.

The case represents the first time an Indonesian court has, at the instigation of a number of citizens, decided to invalidate an agreement between a government firm and a private party, Indonesian law firm Hadiputranto, Hadinoto & Partners said in a letter to clients.

An Indonesian street vendor fills his containers with clean water at a pump station in Jakarta. REUTERS/Beawiharta

“While there is still hope that the higher level courts will rectify the situation, the Central Jakarta District Court’s decision is a blow to the government’s effort to assure private investors that Indonesia has a solid investment climate underpinning its infrastructure sectors,” the letter said.

Suez Environnement said that it will fight the court decision that annulled its Jakarta drinking water concession and has blamed water problems in the Indonesian capital on lack of investment and frozen tariffs.

Marie-Ange Debon, head of international operations at Suez, said the 70 million euro ($74.08 million) per year contract has not been suspended by the court decision.“The order cannot be executed as long as we appeal,” she said.

Al Tamimi, DLA open offices in Jeddah

A

l Tamimi & Company and DLA Piper have both opened their second Saudi Arabia offices in Jeddah, the country’s second-largest city after the capital Riyadh.

Al Tamimi’s new office is headed by Sumit Soni, who previously spent seven years with White & Case, Latham & Watkins and Baker Botts in Riyadh. Soni handles general corporate commercial matters, including M&A

and joint ventures, advising clients on a wide range of Islamic finance and conventional lending matters.

In the past 18 months, Al Tamimi has opened offices in Oman, Bahrain and Egypt.

With 16 offices located in nine countries across the region, it is the Middle East’s largest law firm.

DLA Piper, apart from opening in Jeddah, has also announced plans for a third office

opening in Saudi Arabia’s Eastern Province before the end of the year, taking the total number of its Middle East offices to eight.

The firm opened its Riyadh office in 2006.

The Jeddah office will be run by legal director Rakesh Bassi, who joined the firm last year from Clifford Chance.

DLA Piper operates in Saudi Arabia in association with Dr Eyad Reda Law Firm and has offices in all six GCC countries.

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11

BIRD & BIRD

THE UNITARY PATENT AND UNIFIED PATENT COURT: WHY YOU NEED TO PREPARE NOW Katharine Stephens Partner, UK

Laura Holt Associate, UK

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

The Unitary Patent (UP) and Unified Patent Court (UPC), expected to be operational in 2016, will substantially change the European patent landscape with knock on effects for those conducting business in the region.

Currently, patents in Europe are obtained on a national basis by application to the patent offices of each country or centrally through the European Patent Office (EPO).

Either way, separate national rights are granted whose infringement and validity is a matter of national law, determined by the national courts. Under the new system, when patents applied for at the EPO grant, patentees will be able to choose whether they grant as a single right covering at least 25 countries (a UP) or as today, as a bundle of national rights validated in selected countries (a European Patent or EP). The new court, the UPC, will have jurisdiction to determine the validity and infringement of UPs and, by default, all granted EPs, including EPs which grant before the UPC is established. This will mean that EPs can be revoked and enforced centrally through a single set of proceedings and the national courts will no longer have jurisdiction to determine the issues. However, during a transitional period of at least 7 years it will be possible to opt-out EPs from the

jurisdiction of the UPC and steps need to be taken now to assess the impact of an opt-out: - If you are a patent holder, opt-out may offer strategic advantage where you perceive a threat of revocation or a weakness in your portfolio as it prevents central revocation.

If you have pending applications at the EPO, you will need to consider whether they should grant as UPs. - If you are a licensee, consider if you want patentees to opt-out. If you are a licensor, consider whether you want licensees to have the right to bring actions in the UPC. Exclusive licensees will have the right to bring infringement proceedings at the UPC in respect of patents which are not opted out unless the licence provides otherwise.

- If you conduct business in Europe or are looking to expand into the region, monitor whether your competitors opt-out. Those looking to clear the market can exploit the UPC to centrally revoke non-opted out EPs whilst patent holders may seek to monetise portfolios through central infringement actions so potential threats should be evaluated carefully.

Bae, Kim & Lee opens in Dubai

B

ae, Kim & Lee (BKL) has opened an office in Dubai, becoming the first Korean firm to establish a presence in the Middle East.

The new office will focus primarily on advising Korean companies on construction, energy and natural resources and international arbitration matters.

Senior BKL partners Kap You (Kevin) Kim and Gun Chul Do will oversee the new office from Seoul, while attorney Hyun Jong (Jason) Kim will lead the Dubai-based team.

Hyun Jong Kim, who has lived in Dubai for the past six years, joined BKL earlier this year from LG Electronics in Dubai, where he was the regional general counsel for the Middle East and Africa. “Korean companies have been very active in the Middle East in recent years and Korean investment in the region continues to expand,” he said in a statement.

This is BKL’s third overseas office. The firm opened in Beijing and Shanghai in 2002 and 2008, respectively.

BKL said it also plans to launch an office in Hong Kong, Ho Chi Minh City and Hanoi in the first half of this year.

Aussie IP firm Davies Collison Cave to open in SG

A

The Burj Khalifa (C) skyscraper is seen as the sun sets over Dubai. REUTERS/Mosab Omar

ustralian IP law firm Davies Collison Cave (DCC) is set to open an office in Singapore this year.

The office is the firm’s first outside of Australia, where it currently has a presence in Melbourne, Sydney, Brisbane, Newcastle and Canberra, among others.

The Singapore office aims to provide patent drafting and patent and design filing and prosecution services.

“This is an extremely exciting new endeavour for the firm,” said Leon Allen, managing partner of DCC, in a statement. “Singapore has had great success in nurturing a culture of innovation across a range of technologies. We believe the high quality patent related services that our attorneys consistently provide will be a great addition to the Singapore innovation landscape.”

DCC currently has more than 285 employees, including 36 partners, in seven Australian offices.

12

briefs

ASIAN LEGAL BUSINESS MAY 2015

REGIONAL UPDATE

SINGAPORE

MAS SEEKS TO FACILITATE SECURITIES-BASED CROWDFUNDING IN SINGAPORE

T

he Monetary Authority of Singapore (MAS) has recently published a consultation paper setting out several proposals to facilitate securities-based crowdfunding in Singapore.

What is securities-based crowdfunding?

Securities-based crowdfunding involves individuals contributing funds to a company (usually a start-up or a small and medium-sized enterprise (SME)) in return for shares in the company. The value of their shares would increase alongside the success of the company and they may also receive a share of the company’s profits through dividends or other distributions. Funds are typically raised through online platforms.

The existing securities framework in Singapore The existing securities framework is not particularly favourable to securitiesbased crowdfunding. Under the Securities and Futures Act (Chapter 289) of Singapore (the “SFA”), any offer of securities would have to be accompanied by a prospectus to be lodged and registered with MAS, unless an exemption under the SFA applies. Indeed, given the high costs and resources involved in preparing a prospectus, it may not be viable for start-ups or SMEs to comply with the prospectus requirement for small fundraising exercises.

In addition, intermediaries which deal in securities, including intermediaries operating securities-based crowdfunding platforms, are required to hold a Capital Markets Services licence under the SFA, unless exempted.

Depending on their business model, intermediaries operating securitiesbased crowdfunding platforms may also be required to meet other licensing requirements if they undertake other regulated activities such as providing corporate finance advisory services to persons making offers of securities or providing financial advisory services to investors. Apart from the foregoing licensing requirements, intermediaries operating securitiesbased crowdfunding platforms would also have to meet various financial requirements.

Proposals to facilitate securities-based crowdfunding in Singapore As a start, MAS proposes to facilitate securities-based crowdfunding only to accredited investors (“AIs”) and institutional investors (“IIs”). AIs generally refer to high net worth individuals with net personal assets exceeding S$2 million in value or whose income in the preceding 12 months is not less than S$300,000, while IIs refer to the list of financial institutions prescribed by the SFA. Securities-based crowdfunding investments tend to entail high risks. For example, they are more likely to experience capital loss and are less liquid as compared with traditional securities investments. As such, MAS is of the view that AIs and IIs are likely to have more capacity, experience and resources in investing in start-ups and SMEs. MAS also proposes to relax certain financial requirements for intermediaries that deal in securities, including those operating securitiesbased crowdfunding platforms, provided that such intermediaries do not handle, hold or accept customer monies, assets, or positions, and do not act as principal in transactions with investors. MAS has proposed that the minimum base capital requirement for such intermediaries be lowered to S$50,000. (The current base capital requirement is S$500,000 and S$250,000 for such intermediaries that deal with retail investors and AIs respectively.) MAS has also proposed to remove the requirement for such intermediaries to maintain a security deposit of S$100,000 with MAS. 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. DEBBIE TAN SUET HUI Legal Associate (Corporate Practice) T: (65) 6322 2213 F: (65) 6534 0833 E: debbietan@loopartners.com.sg

Ex-Yingke partner founds Chinese-run firm in Thailand

D

TL Law Office, a Chinese-run law firm founded by former Yingke partner Shi Datuo, has opened for business in Bangkok.

The firm, in which 35 lawyers from across China have stakes, has come on the back of the increasing trend of Chinese investment into Southeast Asia, where Thailand is one of the top destinations.

Shi said he founded the law firm to serve investors in both China and Thailand as the two-way traffic of capital between the two countries intensifies. For this reason DTL Law Office will focus mainly on transactional work, particularly cross-border investment.

“This is a brand new structure – an overseas law firm owned

by Chinese lawyers,” Shi told ALB. “The Chinese lawyers serve as the board of directors, and have absolute control over the firm.”

Shi added that the firm will act as a stepping stone for Chinese lawyers looking to tap into Southeast Asia, with offices in Myanmar and Cambodia planned in 2016.

Thailand allows foreign firms to list on Bangkok bourse

T

hailand’s securities regulator has announced that it will allow foreign firms to launch initial public offerings (IPO) in the country and list on the Stock Exchange of Thailand, effective immediately.

The change is part of a plan to promote Thailand as a centre of fundraising for companies in neighbouring countries such as Cambodia, Laos, A trader reads newspapers in front of an Myanmar and Vietnam electronic stock prices board in Bangkok. as well as in the Chinese REUTERS/Kerek Wongsa southwestern province of Yunnan.

The IPOs of foreign firms, as well as the local holding companies of foreign firms, will be subject to additional requirements such as a regulation involving investor protection, the Securities and Exchange Commission said in a statement.

briefs

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13

‘A natural fit for each other’ DEBORAH BARKER, THE MANAGING PARTNER OF KHATTARWONG, TALKS ABOUT THE WITHERS FLA How did the Formal Law Alliance (FLA) with Withers come about?

The principal motivation of the alliance is to create a strong platform in Singapore that enables both firms to offer a full legal service to clients, both domestically and reaching out into South East Asia and around the world. The combined strengths of both firms create exactly that platform.

KhattarWong and Withers have known each other for over a decade, and have frequently referred work to each other on tax and litigation matters. What’s more, the two firms have occupied space in the same building (80 Raffles Place) for the past few years, which has brought us into closer, more regular contact.

Both sides of the alliance started talking about our aims for expansion in Asia and beyond, and it became clear that the

two firms would be complementary and a natural fit for each other.

We started to examine mechanisms to facilitate this, and the FLA appeared to be the best way of achieving a close alliance.

DEBORAH BARKER SC

How the FLA will work from the point of view of clients?

Clients of Withers KhattarWong will be able to access an entirely seamless service around the world. Where Withers KhattarWong really stands out is that clients will be able to access advice on every aspect of

their business and personal affairs, as well as philanthropic and charitable giving.

We believe that this all-round service from one provider is in short supply in Singapore and South East Asia. We expect that it will be particularly valuable to families and individuals with complex multi-jurisdictional lifestyles and business interests who need advisors with a global perspective.

Clients in Singapore will be able to receive on the ground advice from Singapore, US and English qualified lawyers, and will also be able to directly access advisors in Hong Kong, Australia, the US, UK, British Virgin Islands, Switzerland and Italy. What’s more, the alliance’s widespread network of close contacts will mean that clients can rely on high quality advice in every jurisdiction around the world.

Ahmad Lutfi, Managing Partner Azmi & Associates (the Firm) is a top ten full-service Malaysian corporate law firm, with other offices covering the southern region of Malaysia, as well as Indonesia and Singapore.

We act as a cost-effective one-stop centre to provide legal support for clients’ corporate objectives, from conception to completion of work.

The Firm is the sole Malaysian member of TerraLex, an international worldwide network of independent law firms based in the US. With this association, the Firm has access to over 17,000 lawyers in various disciplines practicing in nearly 100 countries around the world enabling the Firm a very wide reach over resources for its clients.

Azmi & Associates enjoys very strong reputation for both its Islamic and conventional finance expertise. Ahmad Lutfi Abdull Mutalip heads the 11-member team, specializing in Islamic Banking & Sukuk, Islamic Product Development, Islamic Derivatives, Project and Structured Finance, Asset Acquisition Finance, Conventional Banking & Private Debt Securities, Venture Capital and Private Equity (Conventional and Islamic), Compliance & Regulatory.

In recent years, our banking and finance practice has gone from strength to strength, with inclusion of new practice areas such as Islamic Wealth Management, Islamic Derivatives Instruments, other Banking & Private Debt Securities products. We are also a part of the Islamic Finance Network (ISFIN), a worldwide platform for professional firms specializing in Islamic Finance, based in Brussels, Belgium. Ahmad Lutfi is a member of its board of advisors. Regionally, Azmi & Associates is part of ASEAN Plus group, a regional network comprising 700 lawyers across Asian. Almost all of the member law firms are within the top ten ranking in their respective jurisdiction.

The Firm’s innovative work in domestic and cross-border transactions have garnered accolades and global recognition on international law directory listings and publications, viz The Legal 500, Asian Legal Business, Chambers Global and IFLR 1000. The firm has also been polled the Runner-up in the Islamic Finance News Global Law Poll 2013 for the award of Best Law Firm in the area of Project and Infrastructure Finance: -

awarded by ALB the Malaysia Law Firm of the Year Award 2014 and Corporate Social Responsibility Law Firm of the Year Award 2014. successively recognised as one of the Leading Law Firms in Banking & Finance and Corporate / M&A by AsiaLaw Profiles since 1999. ranked No. 1 in the 2009 and 2011 Mergermarket League Table of Legal Advisors to Malaysian Mergers and Acquisitions by volume of deals. placed as the 8th Largest Law Firm in Malaysia by ALB in 2011. ranked among the Top 12 Leading Legal Firms in the Malaysia International Islamic Financial Centre Directory of the Malaysian Central Bank in 2010. the only Malaysian law firm named in the ALB Fast 30 List among the fastest-growing law firms in Asia - achieving this 3 years in a row from 2008.

Senior Partner, Dato’ Azmi Mohd Ali, has consistently been nominated by AsiaLaw Leading Lawyers survey and the Legal 500 since 2001 as one of the most highly-acclaimed legal experts in the Asia-Pacific region in the Capital Markets and Corporate practice areas. He has also been named in ALB’s Hot 100 for 3 years running, as one of the top consecutively awarded Employer of Choice in Malaysia by ALB since 2010.

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ASIAN LEGAL BUSINESS MAY 2015

NEWS

Hundreds targeted in Asia for illegally sharing Dallas Buyers Club

Bakers first intl law firm in Shanghai FTZ ‘joint operation’

B

Matthew McConaughey, best actor winner for his role in “Dallas Buyers Club,” poses with his Oscar backstage at the 86th Academy Awards in Hollywood, California. REUTERS/Mario Anzuoni

A

cademy Award-winning movie Dallas Buyers Club is earning fame in Asia not for its cinematic wonder alone, but as a cautionary tale for thousands of people who could face legal action for illegally sharing the 2013 film.

The film’s co-producer Voltage Pictures has obtained court orders in Singapore and Australia, forcing Internet Service Providers (ISPs) to reveal the names of hundreds of suspected offenders who downloaded and shared the film illegally.

The scale of the crackdown has been unprecedented, identifying more than 500,000 unlawful distributors worldwide, according to Voltage Pictures.

“We can only pursue a small proportion, but the hope is that that will be sufficient to raise awareness of this massive problem,” said Michael Wickstrom, vice president of Royalties and Music Administration at Voltage Pictures, said in an email to Reuters.

The film, for which Matthew McConaughey won an Oscar for best actor, is about a homophobic, rodeo-loving Texan who contracts AIDS and becomes an unlikely

saviour for gay patients and drug addicts desperate for treatment.

The legal case has sent shivers down the spine of illegal downloaders globally.

“Everyone is now warning each other not to download illegally online,” said a 24-yearold Singaporean studying in the United States, who wished to be known only as Clement.

Voltage Pictures has not demanded specific damages, but alleged infringers are being invited to make a settlement offer. Failure to comply will result in legal action, said Samuel Seow Law Corporation, legal representative for Voltage Pictures in Singapore.

But Wendy Low, a lawyer from Rajah & Tann who has been contacted by some alleged infringers for legal advice, said court proceedings were usually not pursued in cases of small-scale downloads because of the legal costs.

“The damages recoverable may be pegged to the price of a licensed movie download or a DVD, and this may outweigh the legal fees and investigation costs involved,” she said.

aker & McKenzie has become the first foreign law firm to enter into a ”joint operation” in China under Shanghai Free Trade Zone (FTZ) rules after its application with Beijing’s FenXun Partners was approved by the Ministry of Justice.

Last year, the ministry approved a scheme proposed by the Shanghai Judicial Bureau that permitted increased cooperation between foreign and domestic law firms in the FTZ. The scheme proposed two measures for increased collaboration: secondments of lawyers between firms, and formal alliances or setting up joint operation in the Shanghai FTZ. The joint operation is the only formal structure under which international and Chinese firms can work together to serve clients in China under the current regulatory framework.

Previously, foreign lawyers were prohibited from directly participating in China’s legal affairs as a foreign law firm could only set up a representative office or legal branch in the country that provided limited services. With the new pilot measures, the scope of their services in China has expanded further.

“The Joint Operation will allow us to direct work for Baker & McKenzie’s multinational clients investing and doing business in China to FenXun Partners. FenXun Partners will be able to introduce its clients to Baker & McKenzie when they invest and do business outside China,” said Milton Cheng, managing partner of Baker & McKenzie’s Hong Kong, PRC, Vietnam, and Korea offices, in a conversation with ALB. After joining hands, Baker & McKenzie and FenXun Partners will remain structurally separate and independent.

“The announcement... is a very exciting one for our firm. Baker & McKenzie has been committed to China for more than 40 years,” said Eduardo Leite, chairman of Baker & McKenzie’s executive committee, in a statement. “We welcome working closely and productively with the partners and lawyers at FenXun Partners.”

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SPONSORED ARTICLE

15

MICHAEL PAGE

HEALTHY OUTLOOK FOR THE ASIAN LEGAL PROFESSION

Ng Lay-Hoon Associate Director, Legal & Financial Services (65) 6416 9960 layhoonng@michaelpage.com.sg (EA Reg. no: R1108753)

Michael Page International Pte Ltd (EA Licence No.98C5473) is part of the PageGroup.

Registered Office: One Raffles Place, #09-61 Office Tower Two, Singapore 048616

The demand for legal professionals in Asia remains fairly robust, particularly in more mature markets such as Singapore, Hong Kong and China. Findings from the recently released Michael Page 2015 Salary and Employment Outlook reveal there is steady growth in both in-house and private practice roles. There continues to be steady demand across Asia for legal counsels, general counsels and attorneys with well-rounded generalist experiences.

There is also strong demand from law firms and in-house legal departments across Asia for FCPA compliance lawyers.

This is due to an increasingly stringent regulatory landscape and a growing awareness of improprieties and payoffs. The demand for compliance lawyers is also driven by the need for compliance programs that increase a company’s chance of catching wrongdoing before a regulator does. Employers across Asia are particularly seeking lawyers who are able to effectively balance business needs with regulatory requirements and advise on creating opportunities rather than only offering compliance services.

In China, TMT transactions lawyers are in hot demand as many e-commerce companies expand throughout the region. Written and spoken proficiency in mandarin is an ever increasing prerequisite for legal professionals hoping to be employed in China as well as by companies who operate throughout the country. Chinese language proficiency not only applies to legal

professionals working in China but also those whose work focuses on China while being based in Singapore or Hong Kong.

In Hong Kong and Singapore, dispute resolution continues to be a central focus for the legal industry. However, in Singapore in particular, the implementation of the Personal Data Protection Act in 2014 will contribute to a skills shortage for legal professionals skilled in this area, with professionals being sourced from overseas if need be.

In terms of trends, we are starting to see companies seriously contemplating hiring local lawyers within growth markets, as local management prefer having support within a close proximity to their business and also an understanding of the local legal climate.

Robust conditions for legal recruitment will continue for the next 12 months across Asia. Legal professionals with a strong sense of business acumen will be highly sought after as the legal function of a company is increasingly seen as a business partner. Growth for the legal sector will strengthen across industrial sectors and the professional services industry operating throughout Asia.

The Michael Page 2015 Greater China Salary and Employment Outlook is available here: http://www.michaelpage.com.hk The Michael Page Singapore 2015 Employee Intentions report is available here: http://www.michaelpage.com.sg

BTMU becomes first foreign lender in decades to open in Myanmar

J

apan’s Bank of Tokyo Mitsubishi UFJ Ltd (BTMU) has invested $100 million to become the first foreign lender in decades to open a branch in Myanmar, said Chief Executive Officer Go Watanabe.

Crippled by mismanagement during 49 years of military regimes and cut off from much of the world due to Western sanctions, the domestic banking sector is ill-equipped to provide services to local citizens, let alone global companies.

A semi-civilian government took power in 2011 and has initiated sweeping economic reforms. In October, it granted nine foreign banks licenses to operate on a limited basis, its biggest move to date to bring in muchneeded foreign capital to a fast-growing economy.

The banks were required to put up minimum paid-in capital of $75 million, but BTMU - a subsidiary of Mitsubishi UFJ Financial Group Inc - put in $100 million, Watanabe said.

“We decided that we would show a strong

commitment to this country,” he told reporters at the branch in Yangon, Myanmar’s commercial capital.

He said BTMU will aim to gain 150 accounts from foreign companies with deposits of $100 million within its first year of operating in the country.

Japan’s Sumitomo Mitsui Banking Corp - a subsidiary of Sumitomo General view of traffic near Sule pagoda in Yangon. REUTERS/Soe Zeya Tun Mitsui Financial Group submit applications for their final licenses in Inc - and Singapore’s Oversea-Chinese Bankthe coming months. ing Corp Ltd said they plan to open branches.

The six are Japan’s Mizuho Bank Ltd - a Licenses are limited to one branch that subsidiary of Mizuho Financial Group Inc can provide loans to foreign companies and and Singapore’s United Overseas Bank Ltd, only in foreign currency. Licensees are also as well as Australia and New Zealand Bankexpected to lend to domestic banks. ing Group Ltd, Bangkok Bank PCL, ICBC and Myanmar’s Central Bank said on April 2 Malayan Banking Bhd. that it expected six more foreign banks to

16

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ASIAN LEGAL BUSINESS MAY 2015

NEWS

Vietnam to allow greater foreign stakes in banks

V

ietnam is changing rules to allow foreign investors bigger stakes in local banks in its latest move to rebuild a financial sector battered by bad debt, according to the prime minister.

The government will soon issue a decree to permit foreigners to buy stakes “above the current 30 percent ceiling,” Prime Minister Nguyen Tan Dung was quoted as saying in a government statement. He did not elaborate.

The 30-percent cap covers total foreign shareholdings and limits a single foreign strategic investor to a one-fifth stake.

That has proved unattractive for many foreign lenders which see little incentive in a minority share and limited control of banks requiring restructuring and recapitalisation.

“At least the policy would help expand the market because with the current 30-per-

cent limit for foreign ownership, Vietnamese banks will be out of sight of financial investors,” said Trinh Hoai Giang of Ho Chi Minh City Securities.

Dung made the comments to Nobuyuki Hirano, president of Japan’s Bank of TokyoMitsubishi UFJ, which owns 19.73 percent of VietinBank. It is among only six foreign lenders that are strategic investors in Vietnamese banks.

Vietnam is recovering from a toxic debt headache and real estate slump caused by unrestrained lending and costly investments by state-run firms in non-core areas. Its nonperforming loans (NPL) ratios have been among Asia’s highest.

Moves to free-up the banking sector come as Vietnam pursues a broad but protracted programme of liberal reforms, including partial state-sector privatisation and greater

room for foreign equities investment, as interest grows in one of Asia’s fastest growing economies, from clothing and high-tech manufacturing to retail and agribusiness.

ANZ maintained its 6.5 percent forecast for GDP growth in 2015 and 2016.

The State Bank of Vietnam (SBV) has moved to consolidate the banking sector by increasing credit growth, steering mergers and acquisitions and boosting capital for its asset management firm to buy bad debt.

The SBV has overseen four mergers and two acquisitions of banks since 2012, and expects more this year.

Nguyen Thuy Duong, who handles financial services for Ernst & Young in Vietnam, said test cases with foreign strategic partners had proved successful. “Foreign investors indeed have helped Vietnamese banks a lot, changing them inside out,” he said.

119.5mm

186mm

Disputes Resolved www.thomasphilip.com.my +603-6201 5678 tp@thomasphilip.com.my

Litigation.

Arbitration.

Mediation.

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17

APPOINTMENTS

LATERAL HIRES NAME

LEAVING

GOING TO

PRACTICE

LOCATION

BENNY BERNARTO

Makarim & Taira S.

Norton Rose Fulbright

Corporate

Jakarta

PAUL CASSINGHAM

K&L Gates

Eiger

Corporate

Taipei

GRACE CHEN

Bird & Bird

Covington & Burling

Employment (Of Counsel)

Beijing

KYUNGSEOK KIM

Linklaters

White & Case

Corporate, Private Equity

Hong Kong

MIN-TZE LEAN

Morgan Lewis Stamford

Baker & McKenzie.Wong & Leow

Corporate

Singapore

RICHARD NELSON

Herbert Smith Freehills

King & Spalding

Energy

Singapore

THOMAS NG

Linklaters

Freshfields Bruckhaus Deringer

Finance

Hong Kong

WENDY WENSENG PAN

O’Melveny & Myers

Sidley Austin

Corporate

New York/Shanghai

AJAY SAWHNEY

Link Legal

K Law/ Krishnamurthy & Co

Corporate

Delhi

GAUTHAM SRINIVAS

Link Legal

K Law/ Krishnamurthy & Co

Corporate

Delhi

TAN CHUAN THYE

Morgan Lewis Stamford

Rajah & Tann

Dispute Resolution

Singapore

PEGGY WANG

Linklaters

White & Case

Private Equity

Hong Kong

NAME

FIRM

PROMOTION

PRACTICE

LOCATION

ERIC BERG

White & Case

Asia Head

Banking and Finance

New York

FIONA CUMMING

Allen & Overy

Partner

Banking and Finance

Hong Kong

HAIPING LI

Skadden, Arps, Slate, Meagher & Flom

Partner

Corporate

Hong Kong/Shanghai

PROMOTIONS

RELOCATIONS NAME

FIRM

FROM

TO

PRACTICE

SAORI NAKAMURA

Morrison & Foerster

Tokyo

Singapore

Corporate

18

GC SPOTLIGHT

ASIAN LEGAL BUSINESS MAY 2015

A CHANGING DYNAMIC

IN OUR INAUGURAL GC SECTION, ALFRED ROMANN SPEAKS TO TWO PROMINENT GENERAL COUNSEL BASED IN SINGAPORE ABOUT SOME OF THE CHALLENGES THEY ARE FACING REGIONALLY, AND HOW THEIR ROLE IS EVOLVING AS A RESULT

I

n-house counsel in the Asia-Pacific region face a constant tug of war between the regional demands of their businesses and the specific legal requirements of individual markets, especially at a time when budgets to engage outside counsel are dropping.

“Gone are the days when you had a big budget. In most companies, including mine, you have to maximise your limited resources,” says Siong Koon Sim, general counsel for Asia Pacific at Electrolux, the global home appliances company.

In-house counsel at regional and mul-

tinational companies have to deal with an increasingly diverse bouquet of issues.

Increases in cross-border trade, more complex logistics and a trend by companies to produce goods in multiple markets and distribute them internationally means in-house lawyers have to be both experts in individual markets and regional generalists. They have to know, in broad strokes, how labour laws in one country differ from those in another or how trade rules will impact their business. Labour regulations in some countries are in flux. Indonesia, for example, is moving towards implement-

ing requirements that labour contracts be done in two languages, including the local Bahasa Indonesia.

Countries are stepping up their enforcement efforts in a range of areas. Data privacy is a concern, to varying degrees, in countries across the region.

These are just samplings of the multiple issues company lawyers have to deal with.

“The most pressing regional issue we have is related to pending regulations af fecting the mobile phone industr y, especially in Indonesia and India,” says Steven Howard, director and general

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counsel for Asia Pacific at Sony Mobile Communications. The knowledge requirements go deeper than that. Both these countries are considering imposing levels of local content on local production, which could force changes in supply chains and distribution.

Keeping tabs on the changing landscape is a key requirement for effective in-house counsel. At the same time, they have to use this knowledge to lay the groundwork for their companies to adapt to changing conditions.

And in the Asia-Pacific region, much is in flux. Evolution and change is very much the norm.

Countries are quickly signing trade deals, and they are changing their own laws to protect labour or protect business or attract more investment. They are also coming up with new approaches to deal with disputes, as Singapore is trying to do with the creation of the Singapore International Commercial Court. And, perhaps most significantly, they are coming together in regional groupings that will lead to the emergence of new rules and regulations – even as the ultimate aim is to eliminate complexity.

A case in point will be the official creation later this year of the ASEAN Economic Community (AEC), which aims to further tighten links between the ten members of the Association of Southeast Asian Nations (ASEAN) while creating a single, large and globally relevant economic block.

“One long-term hope for the AEC is that there will be freer flow of goods and services across borders, so products made in one AEC member country can enter another and not be subject to any such local content or production requirements,” says Howard.

“We are realistic in knowing it will be a while until such a situation exists.”

“We are still waiting to see what the AEC will be,” says Sim. “I think the motivation for forming the AEC was, ironically, China and the US. Although ASEAN was successful, we need to be more attractive in order to compete with the major economies of the China and US markets.’ And things are moving dynamically.”

NATIONAL CONCERNS, REGIONAL ISSUES These dramatic moves demand that inhouse lawyers have a good understanding of the law and the practice in a number of areas and in multiple geographies. In-house company lawyers with regional or multina-

tional companies have to keep abreast of a lot of legal trends and developments.

A sampling, on a recent day, includes the emergence of Singapore’s International Commercial Court, labour relations in Malaysia and Indonesia, Chinese import and export rules and more.

Singapore’s efforts to develop a more significant international profile could lead to the creation of a legal hub in which companies might be able to sort out disputes.

From a strictly legal perspective, the SICC is generally seen as a Singapore court.

“ONE LONG-TERM HOPE FOR THE AEC IS THAT THERE WILL BE FREER FLOW OF GOODS AND SERVICES ACROSS BORDERS, SO PRODUCTS MADE IN ONE AEC MEMBER COUNTRY CAN ENTER ANOTHER AND NOT BE SUBJECT TO ANY SUCH LOCAL CONTENT OR PRODUCTION REQUIREMENTS. WE ARE REALISTIC IN KNOWING IT WILL BE A WHILE UNTIL SUCH A SITUATION EXISTS.” Steven Howard, Sony Mobile

“I believe that the ASEAN community might be more willing to do this,” says Sim. “Singapore by far… has been very pragmaticfinding solutions within reason to achieve a common objective such as promoting good neighbouring relations etc.”

Singapore is certainly working to make itself more relevant to the international community, and the SICC, which has commence with a set of well known legal jurists, is a good example.

“How do you enforce agreements? How do you enforce judgments? How do you

GC SPOTLIGHT

19

show that it is a neutral ground to resolve disputes? Is arbitration or mediation the way forward? “ asks Sim. “I think that the success of the Singapore story is its ability to improve and innovate its past successes to demonstrate its value to the international arena.”

There are a lot of good questions around the SICC with issues that need to be resolved or clarified e.g. question of national sovereignty, how to enforce SICC judgements, need for bilateral or multi-lateral treaties etc.

“It is a very good experiment but how far will it go? I don’t know,” says Sim. The Singapore proposal could create another avenue for dispute resolution within the region, possibly creating one more thing that in-house lawyers need to know about and master.

OUTSIDE HELP Help can be found in the form of outside counsel, who can provide both industry and specific expertise. The challenge is often finding the right outside counsel and to do so with the contradictory factors of increasingly limited budgets and expanding portfolios.

“In my company we are using law firms more for the simple reason that we don’t have enough internal resources and need for specialised assistance,” says Sim. For Electrolux, the balance between inhouse and outside counsel is based on the size of the business in a particular country.

“As the business expands in a particular country, it will makemore sense to have an in-house counsel,” says Sim. “We are engaging more external lawyers but ask me this question in three years’ time and then I will say we should be using less,” Sim says.

Law firms are also increasingly being forced to compete for business. Once upon a time, firms would have put several lawyers to work on a particular issue, and bill for that. Tightening budgets mean that this is no longer an option except in very unusual circumstances. Firms might now put one senior and one junior lawyer to work on an issue.

Competition also means that external law firms are more willing – often eager – to learn more about the companies they work with and become true partners.

The need for external counsel depends on the country and the issue in question.

In Singapore, for example, Electrolux has in-house lawyers but it will seek outside

20

GC SPOTLIGHT

help in specific cases such as intellectual property, arbitration or other specialised areas of the law.

“Let’s say we go to the Philippines. I don’t have an in-house lawyer there and though there are some similarities in the law, there are some differences,” Sim says.

“It would be wise on my part to seek an external lawyer.”

Over time, the need for outside counsel changes drops, unless there are changes in the law.

One challenge that in-house lawyers like Sim face constantly is finding firms that will address their needs and the needs of the customer.

“I can get a standard textbook answer from good law firms, but that is not what I need. I don’t want to be paying good money for something I don’t need. I’m looking for a specific answer to a specific question delivered in an expedient way. It is not easy to find that kind of lawyer.”

Big companies tend to work with multiple firms. Some companies, like Sony, use more outside lawyers than others for domestic issues.

“We definitely use outside counsel, because you are talking to my whole team,” jokes Howard during a phone conversation.

“I need help on specific local matters.”

For some issues, like employment, Howard covers four separate markets including Malaysia, Singapore, Indonesia and Australia but the company distributes products across the region.

“I cover everything from South Korea to New Zealand and out to India, except for China and Japan,” Howard says, pointing out the Sony is using more outside counsel over time.

“You don’t have to look at litigation or dispute resolution; just on the regulatory side to ensure compliance, we are definitely using more. Countries are getting more into enforcement and we really want to stay one step ahead of that.”

This means finding outside partners that in-house lawyers can trust and rely on. This is not always easy.

With labour matters such as termination or cases that are dealt with at local courts or tribunals, it often makes more sense to work with local firms, both in terms of local understanding and the final bill.

“There are times when you find that the service is not what you expected or what you would like,” Howard says. “We had one firm that, throughout its written advice, got the name of the product wrong. It made me

ASIAN LEGAL BUSINESS MAY 2015

REUTERS/Pablo Sanchez

“I CAN GET A STANDARD TEXTBOOK ANSWER FROM GOOD LAW FIRMS, BUT THAT IS NOT WHAT I NEED. I DON’T WANT TO BE PAYING GOOD MONEY FOR SOMETHING I DON’T NEED. I’M LOOKING FOR A SPECIFIC ANSWER TO A SPECIFIC QUESTION DELIVERED IN AN EXPEDIENT WAY. IT IS NOT EASY TO FIND THAT KIND OF LAWYER.” Siong Koon Sim, Electrolux realise that they did not know our business and I did not use them again. They did not care enough to learn about our business.”

And there are times when law firms provide answers, feedback, advice or support that might not be what the company wanted.

“In those cases, the good firms will give us a discount or reduce things. I have had many firms that have been much more

understanding than (the ones that) say ‘no, this is it, this is what you paid for.’”

“Overall, the services that we have gotten and the advice have been very good but, of course, you learn which firms are good in what areas,” says Howard. “I would not usually do a one-stop shop for any one country because there may be certain firms that are more suited for one type of matter than others.”

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GC SPOTLIGHT

ASIAN LEGAL BUSINESS MAY 2015

Q&A

’The key is to become a business enabler’

REINHARD SCHU Position: VP & General Counsel Organisation: KVH Location: Tokyo, Japan

What are some of the issues that in-house legal departments today are facing?

In-house legal departments are often seen as an administrative function, approving documents, applying stamps and seals, dealing with corporate secretarial matters, managing compliance and interacting with government agencies. In addition, many people first think of disputes and conflicts when I mention to them that I head a legal team. Frequent frustrations I hear from businesses about legal teams include slow response time, antiquated procedures and a lack of business sense. The old joke of the legal function as the “business prevention department” still holds some truth. Of course, many legal teams have long overcome such clichés and modernised themselves, but their biggest challenge remains to transform their perception in the business.

How much of this is tied to their mode of operation and structure?

Legal departments are often functionally positioned in an organisation’s approval chain, and are therefore perceived as a hurdle that needs to be overcome. This leads to the tendency in the business to strike a commercial deal first and then hand the matter over for legal approval. The legal team is put in the uncomfortable position of being the one delaying the transaction.

But of course, legal and commercial terms are one and the same, and not separate. Businesses that agree on a price first and then allow the risk profile to be altered afterwards expose themselves to hidden costs and erosion of margin.

Operationally, many legal functions still act in a completely unstructured way, with queries raised by internal customers directly to individual lawyers and each lawyer keeping their own files in a silo.

This leads to a lack of collective knowledge and consistency within the team. It is also very difficult to

garner meaningful management information.

What are some of the fundamental changes you would recommend?

For me the key transformation for a legal team is to become a business enabler, a resource that the business values and actually wants to use. Paradoxically, sometimes this means minimising the direct involvement of the legal team in business processes such as sales and order intake, and instead providing the right tools to the business to empower them to close transactions themselves within the defined policy framework. These range from user-friendly, automated self-service templates, to full incorporation of legal documentation into ordering process to a digitised execution process. It also means having standard terms and conditions that are reasonable and readily acceptable to customers and vendors in the industry. Couple this with a CFO-backed policy of not deviating from them for transactions below a certain value, or extra incentives for sales staff to complete the deal on standard paper, and the amount of bespoke contract work will shrink dramatically.

Secondly, legal teams must present themselves as an internal service provider, with an easy, paperless and central route to access the service, a quick initial response, a defined operating level framework and a general attitude of eagerness to help the business achieve its goals.

Thirdly, the legal service should be standardised and harmonised across the legal function with a defined policy framework, complete internal sharing of resources and knowledge and a defined end-to-end process of handling a legal service request. This may be the most difficult transformation for lawyers, who are traditionally used to working individually, but it is key to a modern legal service department.

Can you share some best practices you have employed at KVH Asia?

At KVH, I rolled out a number of practices that implement the principles I mentioned earlier. We provide electronically locked down self service templates for frequent transactions such as NDA, customer and vendor contracts. The business user can self-populate certain fields and then directly close the transaction. We also worked closely with the product, pre-sales and order handling teams to automate the integration of legal terms and product SLA directly into the order form generation tool which sales staff use to produce to generate an order form ready for customer signature.

We engaged an external LPO provider (Integreon) to handle routine legal work such as NDA reviews and change requests to our standard terms. This frees up valuable time for our team lawyers to deal with higher value and more complex matters. As a side benefit, it also created playbooks for each contract type, which can be used for consistency of legal review across the team. I also introduced step-bystep internal operational process that set out how team lawyers handle and document each matter.

More recently, we truly innovated the legal support service by introducing a central electronic legal service request system. It is browser-based and captures key data from the business user, before sending the request to the legal team. Any team member can pick up the service request, and the system then tracks all further steps and keeps the business user informed. At the same time, the system provides each legal team member with their personalised “to-do” list and gives me as the team leader a complete master list of all active and closed legal service requests, as well as management information which gives great insights into how our legal resources are being utilised.

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24

OFFSHORE

ASIAN LEGAL BUSINESS MAY 2015

SPOILT FOR CHOICE REUTERS/Juan Carlos Ulate

THE CAYMAN ISLANDS AND THE BVI, COMPETING FOR THE OFFSHORE ASIAN MARKET, HAVE THEIR INDIVIDUAL CHARMS. WHICH ONE YOU CHOOSE DEPENDS ON YOUR SPECIFIC REQUIREMENTS, SAYS SERGIO HELD

“2014 SAW 2,687 DEALS WITH AN AGGREGATE DEAL VALUE OF $277 BILLION, MAKING IT BY FAR THE BEST YEAR FOR OFFSHORE-TARGETED M&A FOR THE PAST DECADE. THE YEAR WAS UP MORE THAN 60 PERCENT IN VALUE TERMS OVER THE PREVIOUS YEAR DESPITE BEING BROADLY FLAT IN TERMS OF VOLUME.” Cameron Adderley, Appleby

T

he Cayman Islands remains the top destination for offshore transactions, including mergers and acquisitions and IPOs, edging out other popular destinations such as the British Virgin Islands (BVI).

The latest Offshore-i report from law firm Appleby, which is headquartered in Hamilton, Bermuda, and with offices in a range of offshore centers as well as London, Shanghai and Hong Kong, showed that Cayman Islands has positioned itself as the number one destination for offshore legal operations.

“The Cayman Islands dominated deal volumes as a top target, accounting for a quarter of all deals done offshore,” said Appleby in its report. “Bermuda, the BVI and Hong Kong were largely level-pegging behind.”

Cayman’s position in the offshore world is particularly significant given that 2014 was a peak year in terms of the total value of transactions, which at $277 billion topped the previous peak set in 2007.

REUTERS/Nayef Hashlamoun

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26

OFFSHORE

ASIAN LEGAL BUSINESS MAY 2015

Ugland House (R), which houses the office of the Cayman Islands’ largest law firm Maples and Calder and is the registered office of some 18,000 companies, on Grand Cayman Island. REUTERS/Alan Markoff

“The year was up more than 60 percent in value terms over the previous year despite being broadly flat in terms of volume,” says Cameron Adderley, partner and Appleby’s global head of corporate, in the report.

Stability along with legal and political certainty helped the Caymans take the top spot.

“There are many and varied and well known reasons for this popularity but investor familiarity and comfort with the laws and regulations and the political regime in Caymans and Bermuda is perhaps paramount,” says David Lamb, a Hong Kong-based partner and co-chairman at Conyers Dill & Pearman, an offshore specialist law firm.

Lamb says that the choice of offshore destinations should be based on the type of transaction in question and the stakeholders involved.

“The Cayman Islands is the leading jurisdiction in the Far East, at least for public company deals, but it is not alone,” he said.

“Bermuda has for many, many years traditionally been at the forefront of transactional activity in the Far East and the two jurisdictions are neck and neck, for example in IPOs

“CAYMAN ISLANDS COMPANY LAW IS RELATIVELY SIMPLE AND STRAIGHTFORWARD, IT DOES NOT GET IN THE WAY OF THE DEAL. IT IS FLEXIBLE. FOR EXAMPLE, CAYMAN COMPANIES CAN PAY DIVIDENDS AND REDEEM AND REPURCHASE SHARES OUT OF CAPITAL PROVIDED SOLVENCY IS MAINTAINED.” Greg Knowles, Maples and Calder

on the Main Board of the Hong Kong Stock Exchange,” he says.

STABILITY COUNTS Cayman Islands do offer a number of advantages when compared to other jurisdictions, not the least of which is political stability.

“The Cayman Islands are a politically stable democracy with rule of law,” says Greg Knowles, partner and head of corporate at

Maples and Calder, an international law firm that advises clients on the laws of the Cayman Islands, Ireland and the British Virgin Islands.

Asian companies, particularly Chinese ones, often find the relative simplicity of the Cayman Islands attractive along with plenty of legal teams on the ground with a clear China focus.

“Cayman Islands legal advice is available, increasingly, in the Chinese language from

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ASIAN LEGAL BUSINESS MAY 2015

Traders work on the floor of the Hong Kong Stock Exchange. REUTERS/Victor Fraile

“BOTH CAYMAN AND BVI CAN BE USED AS A LISTING VEHICLE FOR THE HONG KONG STOCK EXCHANGE BUT CAYMAN IS DOMINANT IN THIS SPACE AND IS ALSO A MUCH MORE POPULAR JURISDICTION FOR THE ESTABLISHMENT OF CLOSED AND OPEN ENDED OFFSHORE FUNDS.” Jonathan Culshaw, Harneys

lawyers with broad and deep experience of significant corporate transactions during the business day in Asia,” says Knowles. “Cayman Islands company law is relatively simple and straightforward, it does not get in the way of the deal. It is flexible. For example, Cayman companies can pay dividends and redeem and repurchase shares out of capital provided solvency is maintained.

“There is no requirement to hold an annual shareholders’ meeting or to conduct an annual audit,” Denton adds.

This simplicity, which makes it relatively easy for stakeholders and their lawyers to manage Caymans-based companies, combined with a constant interest by the country itself to adapt its legislation to international requirements without affecting companies doing business there.

“Cayman has demonstrated an ability to work with onshore regulators to accommodate their requirements in a timely and effective manner and there has been no material loss of business either in Asia or glob-

ally,” says Jonathan Culshaw, Asia managing partner at Harneys. “Last year also saw the introduction of a revised and much improved limited partnership law which demonstrates how Cayman continues to refine its products to better meet the requirements of international capital.”

Culshaw highlights that a number of regulatory changes abroad are having an impact on business in the Cayman Islands.

Not the least of these are the Foreign Account Tax Compliance Act (FATCA) in the United States and the European Union’s Alternative Investment Fund Manager Directive (AIFMD).

He believes that the Cayman Islands and the BVI are the only two real choices of offshore jurisdictions for Asian companies.

“Both are popular vehicles for the establishment of material debt issuing vehicles, outbound and inbound investment structures and joint ventures,” Culshaw says. “Both Cayman and BVI can be used as a listing vehicle for the Hong Kong Stock Exchange but Cayman is dominant in this space and is also a much more popular jurisdiction for the establishment of closed and open ended

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30

OFFSHORE

ASIAN LEGAL BUSINESS MAY 2015

A man walks out of the Shanghai Stock Exchange building at the Pudong financial district in Shanghai. REUTERS/Carlos Barria

offshore funds.”

In constantly and quickly adapting its domestic rules to regulatory changes around the world, the Cayman Islands displays a nimbleness that serves it well.

“The Cayman Islands have always sought to maintain their position as the offshore jurisdiction of choice by making improvements to their laws,” says says Mark Western, joint managing partner and head of Finance at Maples and Calder in Hong Kong. “Cayman Islands was one of the first offshore jurisdictions to sign up to an intergovernmental agreement with the United States in relation to FATCA and the first reporting by Cayman financial institutions will take place later this year.”

“In addition, the Cayman Islands have signed up to the OECD’s common reporting standards for automatic exchange of information,” he says. “That constant review and updating continues.”

A series of legal amendments in the last few years have helped the Cayman Islands maintain close links with Asia, says Nathan Powell, corporate and commercial specialist

“THE SHANGHAI-HK STOCK CONNECT IS GOOD FOR THE MARKETS AND AN INJECTION FOR THE IPO MARKET, AS WOULD A SHENZHEN-HK STOCK CONNECT. IPOS ARE UP; DISPUTE RESOLUTION IS ALSO DOING WELL.” David Lamb, Conyers, Dill & Pearman

partner at Ogier, a Jersey-headquartered firm with eight offices around the world including Hong Kong, Shanghai and Tokyo.

“Although it was already a leading jurisdiction for listings in Asia, the amendments to the Cayman companies law in 2011 were specifically designed to enhance Cayman’s flexibility and attractiveness for corporate transactions in the Asian market, including the ability to have an English and Chinese name,” Powell says. “These changes have helped to consolidate Cayman’s market leading position.”

The popularity of the Cayman Islands is on ample display in the Hong Kong stock market.

“Around 70 percent of all Hong Kong IPOs now use a Cayman listing vehicle,” Powell said. “Cayman is also commonly used for Taiwan listings and for Asian companies listing on stock exchanges in both London and New York.”

The Cayman Islands (and its close competitor BVI) are also benefitting from developments in Asia.

A case in point is the Shanghai Hong Kong Stock Connect Scheme that was launched in

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“ALTHOUGH IT WAS ALREADY A LEADING JURISDICTION FOR LISTINGS IN ASIA, THE AMENDMENTS TO THE CAYMAN COMPANIES LAW IN 2011 WERE SPECIFICALLY DESIGNED TO ENHANCE CAYMAN’S FLEXIBILITY AND ATTRACTIVENESS FOR CORPORATE TRANSACTIONS IN THE ASIAN MARKET, INCLUDING THE ABILITY TO HAVE AN ENGLISH AND CHINESE NAME. THESE CHANGES HAVE HELPED TO CONSOLIDATE CAYMAN’S MARKET LEADING POSITION.” Nathan Powell, Ogier

November 2014 and allows investors to invest in both cities. A similar scheme is in the works to link Hong Kong and Shenzhen.

“The Shanghai-HK Stock Connect is good for the markets and an injection for the IPO market, as would a Shenzhen-HK Stock Connect,” says Lamb of Conyers Dill & Pearman. “IPOs are up; dispute resolution is also doing well.”

BVI APPEAL While Cayman Islands remain the top offshore destination for Asian deals and M&A, the BVI also stands as an important offshore destination and close competitor for market share in the offshore legal business. “[BVI] have many of the advantages of the Cayman Islands and are increasingly highly regarded as a domicile for, in particular, holding companies, joint venture entities and trusts for use in commercial transactions,” says Knowles. “BVI companies have been listed on all the major international stock exchanges, including the (Hong Kong Stock Exchange).”

For Lamb of Conyers Dill & Pearman, private companies are the ones that benefit the most from BVI´s regulatory scheme.

And the BVI offers some other advantages, says Culshaw of Harneys.

“BVI is a more cost-effective place to do business and its companies law is in some respects clearer and more flexible than that of Cayman,” he said. “It continues to be the preferred domicile for the establishment of debt issuing vehicles and investment holding companies and is also a popular jurisdiction for the establishment of joint ventures.”

Culshaw also points to the Virgin Islands Special Trusts Act, which allows for the creation of special trusts known as VISTA. “Its unique VISTA trust product is also a popular product in Asia allowing first generation wealth to effectively structure for the future whilst retaining control of the running of the family business.”

That’s not to say that the Cayman Islands lags far behind in this area.

“The continuing attractiveness of the Cayman Islands as a jurisdiction for deals has also resulted in an increase in Cayman Islands trust structures,” said Denton. “Such trust structures are used as estate planning and succession vehicles for wealthy individuals (often founders of businesses) and also as vehicles to retain, reward and incentivise employees and senior management.”

BOOM RIPPLES Culshaw highlighted other advantages of both Cayman Islands and BVI. “Jurisdictions other than BVI and the Cayman Islands struggle to win material work in Asia as they can offer only minor cost savings in terms of establishment costs which are outweighed by the lack of legal and corporate services support in the same time zone,” he said.

The boom in offshore business in both Cayman Islands and the BVI is causing some ripples. The rise in business has led to a rise in business disputes. The rising number of disputes is straining the efforts of law firms to deal with the increasing demand for services.

“Commercial disputes in the region are on the rise, typically leading to shareholder led litigation,” said Powell. “We established a litigation team in Hong Kong led by Mandarin speaking partner Ray Ng, previously the head of our litigation practice in BVI.” Maples and Calder also sees the rise of opportunities for offshore law firms to take on more litigation-related mandates that go beyond commercial disputes. Solid legal systems make these destinations appealing to resolve disputes.

“Litigation is another growth area, reflecting the fact that the Cayman court system is now widely accepted as being an efficient place to litigate claims,” Powell said.

Moving from strength to strength, the

Cayman Islands remains popular well beyond Asia.

IPOs from the U.S. have been strong, some with ties to Asia but listing in the U.S. nonetheless. The biggest recent example is the $25 billion listing of Chinese e-commerce provider Alibaba. The fact that Chinese companies remain keen to list in Hong Kong or further abroad is good news for these destinations.

At the same time, other types of deals continue to flow.

“There is a steady stream of private equity investment transactions utilising Cayman vehicles,” says Western. “Funds has been an especially active practice area with Cayman Islands companies, limited partnerships and unit trusts being used for hedge and private equity funds.”

One sector that has seen a spike in business is aviation.

“On the finance side, we have increasingly seen Cayman companies being used for aircraft financing transactions, in particular, as well as for more general capital markets deals,” adds Knowles.

For Appleby, the law firm that generated the Offshore-i report, the financial and insurance sectors are key drivers of the offshore universe.

“The financial and insurance activities sector was once again on top, thanks to two deals worth north of US$5 billion each.

Deal value remains widely dispersed with 17 subsectors showing cumulative deal activity worth more than US$1 billion each,” the report says.

Meanwhile, in the fourth quarter of 2014, the most popular deal by type in the offshore region, was capital increases. “[This] is a new definition to represent minority stake transactions that do not involve third-party acquirers,” Appleby says. “There were 225 of these deals, 211 acquisitions, and 135 minority stake deals in the quarter.”

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34

ISLAMIC FINANCE

ASIAN LEGAL BUSINESS MAY 2015

THE SEARCH FOR CONSISTENCY

ISLAMIC FINANCE TODAY IS BOOMING, BUT COULD ITS PROGRESS BE HELD BACK BY INCONSISTENCIES IN INTERPRETATIONS ACROSS JURISDICTIONS, ASKS RAGHAVENDRA VERMA

I

slamic financial institutions are attracting huge investments with increasing presence in the non-Muslim nations and according to Ernst & Young (E&Y) the asset size of the industry will double to $3.4 trillion by 2018. However the industry still lacks internationally recognised standards, which remain inconsistent across the key markets of Asia, Europe and the Middle East.

“The diversity in the Islamic banking is a legacy of the last 14 centuries [of Islam] and all financial contracts discussed in the current Islamic finance represent a reflection of the different views of different schools of Islamic law,” says Ahcene Lahsasna, deputy director of Centre of Research and Publication at the Global University of Islamic Finance (INCEIF) in Kuala Lumpur.

The industry thrives on the Islamic values attached to its functioning and choice of financial products that must exclude charging of interest and investments in prohibited sectors like weapons and chemicals.

Before introducing securities and other financial instruments in the market, the Islamic financial institutions must get fatwas – rulings from the religious scholars – in support of these instruments.

The industry has several standards to choose from and according to a 2013 PWC report titled Islamic Finance Creating Value, these include the Islamic Financial Services Board, International Financial Reporting Standards, Accounting and Auditing Organisation for Islamic Financial Institutions (AAOIFI), Malaysian Accounting Standards Board, General Council for Islamic Banks

and Financial Institutions and International Islamic Financial Market.

According to Lahsasna, there are some differences among various sharia standards applied in different jurisdictions that result in differences in practice when it comes to the operation of the Islamic financial institutions. Some examples include charging a fee on guarantees, selling of debt, the features of guarantees in some equity contracts ap-

“THE DIVERSITY IN THE ISLAMIC BANKING IS A LEGACY OF THE LAST 14 CENTURIES [OF ISLAM] AND ALL FINANCIAL CONTRACTS DISCUSSED IN THE CURRENT ISLAMIC FINANCE REPRESENT A REFLECTION OF THE DIFFERENT VIEWS OF DIFFERENT SCHOOLS OF ISLAMIC LAW.” Ahcene Lahsasna, INCEIF

plications, the level of the mixed portfolio, the status of some sharia contracts (such as wafa and inah), and liquidity facility in sukuk issuance.

While the AAOIFI and Organisation of Islamic Cooperation (OIC) standards do not permit charging a fee on providing a guarantee, the Islamic Bank of Jordan and some sharia boards allow the practice based on their resolutions. In some cases there are different practices within one jurisdiction For example, the Islamic financial institutions in Malaysia allow charging fees on a guarantee, but Al-Rajhi Bank, which is also based in Malaysia, does not allow it as it follows AAOIFI standards as well as the resolutions of their sharia board, says Lahsasna.

According to Lahsasna, lawyers working on Islamic finance related instruments often get prior instructions from the institutions they are working with about the rules and standards to be followed in drafting the legal documentation. “While drafting contracts for a guarantee for example, lawyers get a briefing on whether the bank takes a fee on kafala (or guarantee) or not, the percentage charged and how at the time of the closure it would be taken into account,” he says.

Another important issue which divides opinion among the Islamic scholars is tawarruq, which is a contract for liquidity management and applied in some banking applications such as personal financing, home financing, overdraft, cash line, and other banking applications.

According to Lahsasna, the issue of tawarruq contracts is still debated among

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35

INCEIF

INCEIF EXECUTIVE SCHOOL IN ISLAMIC FINANCE – 9TH TO 15TH AUGUST 2015, KUALA LUMPUR, MALAYSIA

The global Islamic Finance industry grows by leaps and bounds annually. Measured as at 1H 2013 asset size came to around USD 1.6 trillion (IFSB Islamic Financial Stability Report 2014). Without a shadow of doubt, the growth is continuing to put tremendous pressures on the human capital supply chain to support the various components of Islamic Finance.

The human capital supply chain in Islamic Finance is increasingly being served by a plethora of programmes delivered by a growing number of education and training providers. More universities are embarking on Islamic finance courses in addition to traditional programmes in Shariah, Islamic Jurisprudence and Fiqh Muamalat. Away from the brick and mortar set-up, online training and education providers offer short to medium term duration certificate courses in one or more areas of specialisation.

A relatively unchartered water in Islamic Finance education is the provision of quality and industry relevant Executive Education (EE). This road is well treaded in conventional finance offered by globally renowned business schools. Executive Education offerings in Islamic Finance is currently restricted to short 1 to 2 day programmes with coverage specific to a particular topic like Sukuk or Islamic banking. These programmes are mostly technical in approach focussed on the how’s’ and the what’s’.

Enhance your competency with industry driven academic & executive programmes at INCEIF 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

INCEIF befitting its vision to become the knowledge leader in Islamic finance sees its role in Executive Education (EE) as going beyond the current scope and has embarked in rolling out its inaugural Executive School in Islamic Finance to be held from 9 – 15 August 2015 in Kuala Lumpur. This intensive seven-day programme, is designed to deliver industry relevant Executive Education in Islamic Finance. The programme is ideal for senior executives, board members and those responsible for shaping the direction, mission, policies and major programmes of their organisations be it Islamic or conventional Financial Institutions, central banks, regulatory bodies and industry-related agencies.

The programme sees definite value-creating linkages between the various commercial components of Islamic Finance and thus it covers areas namely Islamic banking, Islamic capital market, Sukuk, Takaful, Islamic wealth management etc. At the same time, the programme also deals with the foundation and infrastructural grounding of Islamic finance tackling pervasive issues confronting the Islamic finance industry namely Shariah, regulation/

supervision, legal, taxation, technology and human capital development.

Amongst the topics to be covered are:TOPICS

Islamic Finance and the World Economy – Prospects in the light of current challenges The foundational aspects and paradigm of Islamic Finance Global Cross Border Development in Shari’ah for Islamic Finance Banking and Takaful:- Global Industry Outlook Legal Documentation, Dispute in Islamic Banking – Court Settlement/Arbitration Taxation in Islamic Finance – Cross Border and Multi-jurisdictional perspectives Creating strategic advantage through the use Technology in Islamic Banking & Finance

The programme is designed to combine both academic rigor and industry relevance by INCEIF bringing together the crop of industry leaders combined with the crème of INCEIF’s own faculty. To date we have lined up over 30 speakers who are leaders in their own respective organizations who will be sharing their vision, strategies and critical insights into Islamic finance. This line-up include senior management of Islamic banks, takaful companies, regulators, supervisors, consulting firms as well as members of the legal fraternity. Meanwhile INCEIF’s faculty members will be sharing the load in providing fresh academic insights through knowledge sharing sessions and presentation of research findings.

The seven days programme will be filled by a series of activities in terms of presentations and panel/roundtable discussion. A business networking session has also been planned to allow participants to network amongst themselves and with the major stakeholders in the industry.

In essence participants for the upcoming Executive School may expect to develop new critical insights into the business of Islamic finance. By interacting with industry leaders, they will be able to gain a strategic appreciation of Islamic finance with a view of formulating initiatives for their own organizations. Interactions with other participants over the length of the programme is also expected to bore out potential areas of collaboration within Islamic Finance to open up new business opportunities.

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ISLAMIC FINANCE

ASIAN LEGAL BUSINESS MAY 2015

Malaysian ringgit bank notes of different denominations. REUTERS/Bazuki Muhammad

sharia scholars and it resulted in different practices by the Islamic financial institutions depending the position and stand of their respective sharia board. “Tawarruq is a product designed for liquidity management, a real challenge for the IFIs, which should be justified by the sharia board of each financial institution” he says. “Some scholars do not allow it, whereas some allow it and others allow it only when it is needed.”

Furthermore, allowing tawarruq also depends upon the financial maturity of a country. It may be allowed in the jurisdictions that have a very strong stock market infrastructure, while the jurisdictions with a weak infrastructure may compromise its requirement, as tawarruq requires a sophisticated banking platform to operate efficiently in a sharia-compliant manner, says Lahsasna.

For example, says Lahsasna, the Saudiheadquartered Al-Rajhi bank, Kuwait Finance House and Asian Bank of Qatar, practice tawarruq business in Malaysia through Bursa Suq Al-Sila’. “It is possibly because the infrastructure in Malaysia is very strong and the operation is based on clear standards and guidelines regarding sharia compliance through the supervision of the relevant authorities,” he says, “However, these very institutions may have reservations in doing tawarruq in many other jurisdictions because of the inadequate banking infrastructure in those jurisdictions.”

Another inconsistency among the standards relates to debt instruments. Under Islamic finance rules, debt cannot be sold unless it is a mixed portfolio and according to Lahsasna, the ratio of the mixture recommended by major standards varies depending

on the sharia board’s resolution, though it is generally 30 percent. “However the practice in some places in the Middle East shows there are other benchmarks used which differ from the 30 percent benchmark and it may go lower than that,” says Lahsasna.

Among all the standards, AAOIFI, which are based in Bahrain, are the most accepted ones and are set as a major reference point and benchmark for the industry at the global level, says Lahsasna. “For anyone who wants to start [an Islamic finance business], the easy way is to look at the readymade AAOIFI standards,” he says.

Furthermore, according to the PWC report, AAOIFI’s accounting, auditing, governance and sharia standards have played an important role in enhancing credibility and demand for Islamic banking products. “Regulations and industry standards are important to maintain consumer confidence, growth and innovation,” it said.

Efforts are currently been made in Malaysia to bring in widely recognised sharia standards for the local market, says Lahsasna.

However, in challenging situations, the standards may or may not be applied and the resolutions by the banks’ own sharia board could be used to address the relevant issues faced by the institution, says Lahsasna. “As long as there is a sharia board fulfilling the requirements of competency of knowledge in sharia, institutions can still be run without referring to a benchmark,” he says.

According to Lahsasna, the resolutions carry full sanity as they are based on objective procedures, standards and requirements that are very well known in Islamic jurisprudence.

Divergence in standards is not the only

aspect that divides the international Islamic finance industry according to E&Y’s World Islamic Banking Competitiveness Report 2013-14 — customer attitudes, regulations and profitability vary significantly across the Islamic markets.

Indeed it is a major challenge for Islamic banks, which serve 38 million customers globally, to adjust the propositions, operating models, systems, tools and processes and at the same time to understand and fully capitalise on the international opportunities, said the E&Y report.

Furthermore, the report said that, most of the Islamic banks believe that digital and mobile banking adoption will grow beyond payments to more complex savings and financing products.

In United Kingdom, the Islamic finance industry got the impetus for growth from the flexibility provided by the Financial Services Authority in respect to the regulatory treatment of Islamic deposits and stamp duty on Islamic mortgages, said the PWC report.

The next big wave of Islamic finance will be driven by Bahrain along with Qatar, Indonesia, Saudi Arabia, Malaysia, UAE and Turkey, said the E&Y report. “There continues to be a huge demand on the key reference centres – Bahrain and Malaysia in particular – to provide leadership for the next phase of industry’s progress,” it said.

The notion of the “halal economy,” inclusive growth and differentiating through responsible banking could be the gamechanger that Islamic banking has been looking for, said the E&Y report. “Hence, the rise of Dubai, London and Istanbul at this hour is definitely a positive development that will help to raise the performance bar for all,” it said.

According to Lahsasna, there is also an aggressive penetration from non-Muslims, both individuals and countries, into the industry as, for example in Malaysia, the majority of the stakeholders and the depositors in the Islamic banks are non-Muslims, especially Chinese. “Many countries including Japan, China, South Korea, Hong Kong, France, United Kingdom, Germany and Luxembourg are adopting Islamic finance,” he says.

One of the reasons behind the increasing popularity of Islamic finance is its products, which according to Lahsasna, are more secure as they are backed up with real assets and in an event of an economic crisis or default they do not turn toxic. “Financial crises in the recent past have proven that Islamic finance is quite a resilient industry, where the losses are minimal,” he says.

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COVER STORY

ASIAN LEGAL BUSINESS MAY 2015

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COVER STORY

I

ntellectual property filings continued to grow at a fast pace in 2014. Led by China, the Asian region was a driving force for another record-breaking year in global IP applications. The number of litigation cases in the region also increased, as did the complexity of disputes.

According to the World Intellectual Property Organisation (WIPO), there were about 2.6 million patent applications and 7 million trademark applications worldwide in 2013. Led by China, the IP offices in Asia received a whopping 58.4 percent of the patent applications and 48.2 percent of the trademark applications. Patent filings via the Patent Cooperation Treaty (PCT) grew by 4.5 percent to 215,000 in 2014. Trademark filings under the Madrid Protocol system grew by 2.3 percent to 47,885, while OUR RESEARCH design filings under the Hague — ALB drew information from firm system increased by 9.6 percent to submissions, interviews, editorial 14,441 in 2015. resources and market suggestions China stood out as a formidable to identify and rank the top firms for IP powerhouse in 2014. In patents, Intellectual Property in Asia. for instance, China was at par with — The IP rankings are separated into the United States. Combined, the two tables: “Patent” and “Trademark/ t wo countries accounted for 87 Copyright”. The rankings are also percent of the growth in filings via divided into tiers, with the first tier the PCT last year. China’s Huawei identifying the strongest IP firms in Technologies filed the most patent each jurisdiction. applications (3,442) via the PCT. — The rankings cover the following While China enjoyed a doublejurisdictions: China, Hong Kong, digit growth in PCT filings in 2014, India, Indonesia, Japan, Malaysia, Japan continued to suffer a slump, Philippines, Singapore, South Korea, declining by 3 percent to 42,459 Taiwan, Thailand and Vietnam. applications. India’s PCT applica— The rankings feature both domestic tions grew by 5.6 percent to 1,394 and international firms. The following in 2014, while South Korea, Malaysia jurisdictions have separate tables and Singapore also boasted strong for domestic firms and international figures. firms: China and Japan.

On the trademark front, China — Our research did not cover Australia was the most designated country and New Zealand. under the Madrid system. India, which only became a party to the OUR RANKINGS Madrid Protocol in 2013, witnessed Our rankings were based on the astounding growth of 273 percent following metrics: last year. More countries in Asia — Firm’s visibility and profile in the are set to accede to the Madrid region Protocol, with Indonesia, Malaysia — The volume, complexity and size of and Thailand making preparawork undertaken tions. In designs, a growing area in — Key personnel hires and growth of the IP services, two Asian companies practice group joined the roster of top 10 filers via — Key clients and new client wins the Hague system: South Korea’s — Presence across Asia and in individual Samsung Electronics and China’s jurisdictions Lenovo. The list used to be dominated by U.S. and European companies.

With the number of IP filings rising as Asia grows in importance on the global platform, the volume of IP disputes is also increasing. In the technology-driven jurisdictions of Korea, Japan and China, patent-related disputes are prominent. In the rest of the Asian territories covered in this report, trademark disputes were more common in 2014. The region also saw an increase in the number of cross-border litigation cases, and in trade secret-related disputes involving former employees.

METHODOLOGY

ASIAN LEGAL BUSINESS MAY 2015

CHINA DOMESTIC PATENTS TIER 1 • CCPIT Patent and Trademark Law Office • China Patent Agent (HK) • Fangda Partners • King & Wood Mallesons • Liu Shen & Associates TIER 2 • An, Tian, Zhang & Partners • AnJie Law Firm • China Sinda • JunHe • Zhongzi Law Office TIER 3 • Boss & Young • Dacheng Law Offices • HFG Law Firm & IP Practice • Hylands Law Firm • Unitalen Attorneys at Law • Zhong Lun Law Firm • ZY Partners TIER 4 • CN-KnowHow IP Group • Guantao Law Firm • Hengdu Law Offices • Tahota Law Firm

TRADEMARKS/COPYRIGHT TIER 1 • CCPIT Patent and Trademark Law Office • China Patent Agent (HK) • King & Wood Mallesons • Liu Shen & Associates TIER 2 • AnJie Law Firm • An, Tian, Zhang & Partners • China Sinda • Dacheng Law Offices • Fangda Partners • Hylands Law Firm • JunHe • Unitalen Attorneys at Law • Wintell & Co • Yingke Law Firm • Zhong Lun Law Firm • Zhongzi Law Office TIER 3 • Boss & Young • CN-KnowHow IP Group • Guangdong Guangda Law Firm • Guantao Law Firm • Hengdu Law Offices • HFG Law Firm & IP Practice • Tahota Law Firm • ZY Partners

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CHINA INTERNATIONAL PATENTS TIER 1 • Allen & Overy • Baker & McKenzie • Bird & Bird • Jones Day • Orrick, Herrington & Sutcliffe • Rouse TIER 2 • Deacons • Hogan Lovells • Mayer Brown JSM TIER 3 • Clifford Chance • DLA Piper • Ella Cheong • Finnegan, Henderson, Farabow, Garrett & Dunner • Freshfields Bruckhaus Deringer • Morrison & Foerster • Norton Rose Fulbright • Perkins Coie • Ropes & Gray • Simmons & Simmons • Squire Patton Boggs • Vivien Chan & Co • Wilkinson & Grist

TRADEMARKS/COPYRIGHT TIER 1 • Baker & McKenzie • Bird & Bird • Hogan Lovells • Mayer Brown JSM • Rouse TIER 2 • Deacons • Jones Day • Norton Rose Fulbright • Simmons & Simmons • Wilkinson & Grist TIER 3 • Allen & Overy • Clifford Chance • CMS, China • DLA Piper • Ella Cheong • Freshfields Bruckhaus Deringer • Squire Patton Boggs • Vivien Chan & Co

CHINA

Helped by generous government subsidies and the rise of China as a global trade hub, Chinese IP filings continued to grow in 2014. However, the ascent of China as a top IP destination is creating new challenges, such as concerns over weak IP protection and slow and inefficient litigation. The government has tried to address these problems with regulatory reforms, most recently enacting amendments to the Trademark Law on May 1, 2014. Key changes include a higher compensation ceiling of 3 million yuan ($500,000) for trademark infringement, the introduction of sound mark registration, and greater protection for well-known trademarks.

In 2014, China also established dedicated IP courts in Beijing, Shanghai and Guangzhou.

China saw a mix of IP disputes in 2015.

The pool of cases, which also includes several patent invalidation, trademark cancellation disputes and trade secret charges against former employees, indicate that China’s IP market is becoming more sophisticated. While many disputes involve a foreign party, a number of cases feature only Chinese companies, such as the litigation between Guangzhou Pharmaceutical Holdings and Jiaduobao over a famous herbal tea. The damages awarded in this case – 150 million yuan ($24 million) – is said to be the highest amount awarded in IP litigation in China to date.

CCPIT Patent and Trademark Law Office, China Patent Agent (HK), Fangda Partners, King & Wood Mallesons and Liu Shen & Associates dominate the Chinese domestic rankings. Fangda moves up to Tier 1 in patents this year, on the back of a strong caseload and client portfolio.

Out of the international firms, Allen & Overy, which has won four preliminary injunctions for its pharmaceutical clients in the last 12 months, climbs to Tier 1 for patents this year.

HONG KONG

A reflection of Hong Kong’s trade hub status, many of the law firms in the city deliver regional and international IP prosecution work for both local and overseas clients. They are handling more IP litigations with a cross-border nature,

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HONG KONG PATENTS TIER 1 • Baker & McKenzie • Bird & Bird • Deacons • Hogan Lovells TIER 2 • Barron & Young • Ella Cheong • Jones Day • Marks & Clerk • Morrison & Foerster • Quinn Emanuel Urquhart & Sullivan • Wilkinson & Grist TIER 3 • Eagle IP • Freshfields Bruckhaus Deringer • Mayer Brown JSM • Robin Bridge & John Liu • Squire Patton Boggs • Vivien Chan & Co

TRADEMARKS/COPYRIGHT TIER 1 • Baker & McKenzie • Deacons • Hogan Lovells • Mayer Brown JSM TIER 2 • Bird & Bird • Norton Rose Fulbright • Quinn Emanuel Urquhart & Sullivan • Robin Bridge & John Liu • Simmons & Simmons • Wilkinson & Grist TIER 3 • Barron & Young • Clifford Chance • Eagle IP • Ella Cheong • Freshfields Bruckhaus Deringer • Jones Day • Morrison & Foerster • Squire Patton Boggs

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INDIA PATENTS TIER 1 • Anand and Anand • K&S Partners • Lakshmikumaran & Sridharan • Remfry & Sagar TIER 2 • Chadha & Chadha • Fox Mandal & Associates • Khaitan & Co • Khurana & Khurana • Lall Lahiri & Salhotra • R.K. Dewan & Co • Singh & Singh Lall & Sethi • Subramaniam, Nataraj & Associates TIER 3 • ALMT Legal • Amarchand & Mangaldas & Suresh A Shroff & Co • DePenning & DePenning • Fidus Law Chambers • IndusLaw • Majmudar & Partners • Perfexio Legal • RNA IP Attorneys • Saikrishna & Associates

TRADEMARKS/COPYRIGHT TIER 1 • Anand and Anand • Lall Lahiri & Salhotra • Remfry & Sagar • Saikrishna & Associates TIER 2 • Amarchand & Mangaldas & Suresh A Shroff & Co • Chadha & Chadha • Fidus Law Chambers • Fox Mandal & Associates • Khaitan & Co • Khurana & Khurana • K Law/Krishnamurthy & Co • Lakshmikumaran & Sridharan • Luthra & Luthra • R.K. Dewan & Co • RNA IP Attorneys • Singh & Singh Lall & Sethi • Subramaniam, Nataraj & Associates TIER 3 • ALMT Legal • DePenning & DePenning • K&S Partners • Krishna & Saurastri Associates • Majmudar & Partners • Phoenix Legal

REUTERS/Arko Datta

and particularly advising on cases with a connection to China.

With an expanded IP team and an involvement in several contentious cases, Hogan Lovells moves up to Tier 1 in patents. On the trademark front, Hogan Lovells and fellow Tier 1 firm Deacons are advising on a trademark dispute case between luxury tea brand TWG Tea Company and Tsit Wing (Hong Kong) Company. Wilkinson & Grist, which does several industrial patent disputes and prosecution work, climbs to Tier 2. Quinn Emanuel Urquhart & Sullivan and Robin Bridge & John Liu also feature in Tier 2 for trademarks/copyright this year. The two firms are working on several infringement cases in Hong Kong which have strong ties to China.

INDIA

India’s already heated competition and disputes between the innovators and generics in the pharmaceutical industry is set to enter a new phase with the boom of the biosimilar industry. In a case between Roche and India’s Drug Controller General and Biocon and Mylan, the Delhi High Court issued an injunction preventing the two from misrepresenting their drugs as similar to Roche’s breast cancer drug Herceptin. Stakeholders are also seeing a heightened level of IP enforcement activity in India. “Enhanced awareness of

IP enforcement is seen among the local units of foreign, multinational companies.

They are enforcing more of their patent rights. There has been a lot of litigation and requests for injunctions,” notes an IP lawyer in India. Furthermore, many Indian companies have been creating and bolstering their existing R&D departments, and therefore fast adding to their IP portfolios.

Remfry & Sagar and Anand and Anand retain their top-tier status for both patents and trademarks/copyright this year.

Lall Lahiri & Salhotra climbs to Tier 1 for trademarks/copyright on the back of a number of top trademark cases it has handled, including defending wellknown brands such as Exxon Mobil and Häagen-Dazs. The firm has also been involved on a number of patent litigation cases in the pharmaceutical and industrial sectors, and jumps to Tier 2 for patents.

Meanwhile, Khurana & Khurana acquired a Mumbai-based IP law firm last year and has worked on several patent validity opinions for several pharmaceutical and industrial clients, including China’s Xiaomi. As a result, the firm moves up to Tier 2 for patents and enters the trademarks/copyright rankings in Tier 2 this year. Elsewhere, boutique IP firms Singh & Singh and Lall & Sethi merged this April, creating a powerhouse across all areas of IP. “The main inspiration was to build an IP practice which was not family-owned and family run, but was managed and run by

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competent professionals,” says Chander Lall, senior partner at Singh & Singh Lall & Sethi. “The other aspect was to create a firm which was efficient in all areas of IP. The core competencies of the two firms were different and there were obvious synergies for better combined growth,” says Lall. The newly merged firm has plans to add up to 10 new lawyers to the team over the next six months, and is well positioned to rival India’s Tier 1 firms in both patents and trademarks/copyright.

INDONESIA

In 2014, Indonesia passed a new copyright law. Among the changes, the new law lays down the moral and economic rights of creators, extends the duration of protection from 50 years to 70 years from the author’s death, introduces a collective management society system, and imposes criminal sanctions to infringements and landlord liability.

Indonesia is also preparing to amend its trademarks law ahead of its accession to the Madrid Protocol. With 62,813 trademark applications in 2013, Indonesia has a bustling trademark market and, in fact, has the highest volume of filings in the whole of Southeast Asia. Thus, most of the cases handled by law firms involve the enforcement of infringed goods, trademark disputes and trademark cancellation proceedings. Patent work in the country

INDONESIA PATENTS

TRADEMARKS/COPYRIGHT

TIER 1 • Hadiputranto, Hadinoto & Partners • Rouse & Co International/Suryomurcito & Co

TIER 1 • Hadiputranto, Hadinoto & Partners • Rouse & Co International/Suryomurcito & Co

TIER 2 • AMR Partnership • Biro Oktroi Roosseno • Inter Patent Office • Tilleke & Gibbins

TIER 2 • Biro Oktroi Roosseno • Inter Patent Office • Januar Jahja & Partners • SKC Law • Tilleke & Gibbins

TIER 3 • Assegaf Hamzah & Partners • Budidjaja & Associates Lawyers • Januar Jahja & Partners • Makarim & Taira S. • SKC Law

TIER 3 • Assegaf Hamzah & Partners • Budidjaja & Associates Lawyers • HeruLukito & Partners • Makarim & Taira S. • Roosdiono & Partners

is mainly related to freedom-to-operate searches for their clients and patent prosecution.

A case that has attracted significant media attention is the copyright infringement case filed by the daughter of Indonesia’s first President, Sukarno, over a film about his father. She claims that some scenes in the movie infringe on her copy-

right as the writer of the original script for the film. More than the stature of the parties in this case, this is important as the case received the first temporary injunction granted in Indonesia for an IP case.

The injunction was later overturned by the Supreme Court, and is now on appeal.

Tilleke & Gibbins, which has gained several new IP clients such as Bulgari,

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joins Tier 2 for both patents and trademarks/copyright. Januar Jahja & Partners, a boutique IP firm that does a lot of trademark cancellation and infringement cases, also features in the rankings for the first time this year. Meanwhile, Hadiputranto, Hadinoto & Partners and Rouse & Co International/Suryomurcito & Co cement their top-tier standing in Indonesia.

JAPAN

In May 2014, the Grand Panel of the IP High Court affirmed a Tokyo Court decision on a Samsung vs. Apple lawsuit. It denied Samsung an injunction that could prevent Apple from importing and selling into Japan some products using a patented technology declared by Samsung under FRAND (fair, reasonable and nondiscriminatory) terms. This came ahead of the landmark August 2014 agreement between Apple and Samsung to drop all patent infringement cases, except those involving licensing, outside the US. The Japanese IP High Court decision on the Samsung and Apple case stood out in

an other wise relatively quiet year for Japanese patent prosecution and litigation. For the past five years, growth in IP filings has been relatively flat. Patent disputes last year focussed on the traditional areas of electronics, telecommunications and pharmaceuticals. One noticeable trend is the rise of litigation cases involving patent trolls, says one IP lawyer. “Five to six years ago, these were non-existent in Japan,” he says. While the filing situation in Japan was relatively stagnant in 2014, much of the action was in overseas IP prosecution. A testament to the growing exports of Japanese brands, IP law firms were kept busy assisting their clients register and enforce their intangible assets abroad.

Japan has also amended its patent and trademark laws. A new post-grant opposition system from the Patent Act 2014 amendment has come into force, and is designed to give the patent holder more certainty at an earlier stage in the patent lifecycle, and enhance the overall stability of patents in Japan. Japan’s Trademark Act has been amended to allow the registration of non-traditional marks such as colour and sound. The use of non-

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JAPAN DOMESTIC PATENTS TIER 1 • Abe, Ikubo & Katayama • Mori Hamada & Matsumoto • Nagashima Ohno & Tsunematsu TIER 2 • Anderson Mori & Tomotsune • Atsumi & Sakai • Nakamura & Partners • Nishimura & Asahi • Oh-Ebashi LPC & Partners • Ohno & Partners • TMI Associates TIER 3 • Abe & Partners • Ryuka IP Law Firm • Sugimura International Patent & Trademark Attorneys

TRADEMARKS/COPYRIGHT TIER 1 • Mori Hamada & Matsumoto • Nakamura & Partners • TMI Associates TIER 2 • Anderson Mori & Tomotsune • Atsumi & Sakai • Nagashima Ohno & Tsunematsu • Nishimura & Asahi • Oh-Ebashi LPC & Partners • Sugimura International Patent & Trademark Attorneys TIER 3 • Abe, Ikubo & Katayama • Ohno & Partners • Ryuka IP Law Firm

REUTERS/Yuya Shino

traditional marks has been on the rise in recent years, with companies like Apple and Intel registering such marks across jurisdictions worldwide. With the new amended trademark law, businesses are now able to protect these marks in Japan as well. Trade secret enforcement is another area that is gaining traction. Meanwhile, there are also efforts to reform the Unfair Competition Prevention law to strengthen safeguards against industrial espionage.

Nagashima Ohno & Tsunematsu, which represents several consumer electron-

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JAPAN INTERNATIONAL PATENTS TIER 1 • Finnegan, Henderson, Farabow, Garrett & Dunner • Hogan Lovells • Morrison & Foerster • Ropes & Gray TIER 2 • Foley & Lardner • Quinn Emanuel Urquhart & Sullivan • Squire Patton Boggs TIER 3 • Baker & McKenzie REUTERS/Bazuki Muhammad

TRADEMARKS/COPYRIGHT TIER 1 • Baker & McKenzie • Hogan Lovells • Morrison & Foerster TIER 2 • Finnegan, Henderson, Farabow, Garrett & Dunner • Foley & Lardner • Squire Patton Boggs

ics, semiconductor and pharmaceutical companies on invalidity and infringement cases, joins Tier 1 for patents this year, alongside Mori Hamada & Matsumoto and Abe, Ikubo & Katayama. Mori Hamada, Nakamura & Partners and TMI Associates retain their Tier 1 standing for trademarks/ copyright. Abe & Partners enters the rankings in Tier 3 for patents this year, on the back of a strong caseload, particularly in the pharmaceutical industry.

Morrison & Foerster, Hogan Lovells and Finnegan, Henderson, Farabow, Garrett & Dunner stand out as some of the top international firms for IP in Japan. Ropes & Gray moves up to Tier 1 for patents this year, sporting a healthy list of blue-chips clients, while Quinn Emanuel Urquhart & Sullivan climbs to Tier 2. Newly merged Squire Patton Boggs also moves up a tier for both patents and trademarks/copyright. Baker & McKenzie’s high quality work and strong portfolio of clients keeps the firm in Tier 1 for trademarks/copyright.

MALAYSIA

Last year, IP filings continued to grow at an impressive pace in Malaysia. This was driven not only by the increase in foreign applications, but also by the notable rise in local applications. In trademarks, for example, the Malaysian IP Office received 15,400 local applications in 2014, compared with 19,171 foreign applications. The gains in 2014 are somewhat attributable to the various legal reforms that Malaysia has implemented since 2011, including amendments to its patent, industrial design, trademark, copyright and geographical indications laws.

IP practitioners say rightsholders in Malaysia are giving priority to enforcement. “More IPR owners are availing the service of IP Courts. This was not the case before. Cases could drag on for six to seven years. These days, a case could be disposed in 18 months,” says an IP partner at a Malaysian law firm.

Zaid Ibrahim & Co, which features in Tier 2 for patents and trademarks/copyright this year, has been gaining prominence in Southeast Asia’s IP market, and recently bolstered its IP department with a number of IP partner hires from their local competitors. Rahmat Lim & Partners moves up to Tier 2 patents on the back of increased due diligence and litigation work, while Lee Hishammuddin Allen & Gledhill, with its string of infringement cases for its major clients, moves up to Tier 2 for trademarks/copyright.

MALAYSIA PATENTS TIER 1 • Shearn Delamore & Co • Skrine • Wong & Partners/Baker & McKenzie TIER 2 • Marks & Clerk • Rahmat Lim & Partners • Shook Lin & Bok TIER 3 • Lee Hishammuddin Allen & Gledhill • Raja Darryl & Loh • Tay & Partners • Wong Jin Nee & Teo • Zaid Ibrahim & Co

TRADEMARKS/COPYRIGHT TIER 1 • Shearn Delamore & Co • Skrine • Wong & Partners/Baker & McKenzie TIER 2 • Lee Hishammuddin Allen & Gledhill • Tay & Partners • Wong Jin Nee & Teo • Zaid Ibrahim & Co TIER 3 • Marks & Clerk • Rahmat Lim & Partners

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PHILIPPINES PHILIPPINES PATENTS/ TRADEMARKS/ COPYRIGHT TIER 1 • ACCRALAW • Castillo Laman Tan Pantaleon & San Jose • Quisumbing Torres/Baker & McKenzie • Romulo Mabanta Buenaventura Sayoc & De Los Angeles • SyCip Salazar, Hernandez & Gatmaitan TIER 2 • Baranda & Associates • Bengzon Negre Untalan • Betita Cabilao Casuela Sarmiento • Carag Jamora Somera & Villareal • Cruz Marcelo and Tenefrancia • MarksPro • Puyat Jacinto & Santos • Villaraza & Angangco

After two straight decades of inclusion in the United States Trade Representative Special 301 Watch List, the Philippines was finally removed from the list in 2014.

In the same year, it implemented a new copyright and enforcement law that gives the Intellectual Property Office of the Philippines a stronger enforcement mandate, and a cheaper and faster alternative to settling disputes for IP owners. The new law also includes civil and criminal liability for copyright infringement of thirdparty providers, making intermediaries such as online marketplaces more liable.

As a result, coupled with an improving economy, more foreign brand and patent owners are looking to enforce their rights. “The implementation of the new law is still in its baby stage, but clients are interested to explore the new options at the IP Office,” says an IP partner at a Philippines firm.

ACCR A L AW, Ca s tillo L a ma n Ta n

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Pantaleon & San Jose, Quisumbing To r r e s/B a ke r & M cKe nzi e , Ro m u lo Mabanta Buenaventura Sayoc & De Los Angeles and SyCip Salazar, Hernandez & Gatmaitan feature in Tier 1 as the major IP players in the Philippines. Romulo Mabanta continues to assert its dominance in all aspects of IP, ranging from filing and prosecution to enforcement, litigation and licensing of IP rights. The firm’s IP group is headed by partner Rogelio Nicandro, with partner Benjamin Lerma as the vice chair, and comprises more than 10 partners.

Headed by Enrique Manuel, SyCip Salazar’s IP department consists of 24 lawyers, including 12 partners. Franco Noel Manaig retired from the firm’s partnership in late 2014, while Melyjane Bertillo-Ancheta was promoted to partner in January this year. SyCip Salazar counts Colgate Palmolive Company, Merck & Co, Rolex, Abbott Laboratories and Coach among its extensive list of blue-chip clients. In the last year, the firm won no-

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table new client wins, including Samsung Electronics, LG Household & Health Care and Dyson Technology.

SINGAPORE PATENTS TIER 1 • Allen & Gledhill • ATMD Bird & Bird • Drew & Napier • Marks & Clerk Singapore • Spruson & Ferguson TIER 2 • Amica Law • Baker & McKenzie.Wong & Leow • Lee & Lee • Rodyk & Davidson • WongPartnership TIER 3 • Colin Ng & Partners • Donaldson & Burkinshaw • Gateway Law Corporation • Mirandah Asia • Rajah & Tann • Ravindran Associates

SINGAPORE

Singapore continues to make strides in its determined plan to transform into an Asian IP hub. The Intellectual Property Office of Singapore (IPOS) recently established a representative office in the Chinese city of Guangzhou in a bid to cash in on the burgeoning Chinese IP market. IPOS was also appointed in 2014 as an International Searching Authority and an International Preliminary Examining Authority under the PCT, becoming the first to offer these services in the Southeast Asian region. It also launched the IP Valuelab, positioned to be its IP management and strategy lab, particularly for IP commercialisation and IP valuation. Singapore has also made a considerable effort to grow its pool of patent agents.

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The Asian IP Hub directive from the government is evident in the work of law firms in Singapore, as more firms are now involved in carrying out IP Hub-related programmes. The city-state is also starting to see unprecedented cases such as the Nestle vs. Petra Foods and Delfi Singapore which tackles the registrability of shapes as trademarks. Singapore amended its copyright laws in July 2014 to enhance safeguards against online infringement. The new law gives IP owners the option to apply for court orders to block access to “flagrantly infringing” online sites.

In patents, Allen & Gledhill, ATMD Bird & Bird, Drew & Napier, Marks & Clerk Singapore and Spruson & Ferguson, retain their Tier 1 position, based on a strong portfolio of clients, noteworthy cases, and a large market share of patent prosecution work. Rodyk & Davidson, which is involved in patent cases for several pharmaceutical and industrial clients, and WongPartnership, with its several

DONALDSON & BURKINSHAW LLP

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prosecution clients, move up to Tier 2 in patents. In trademarks/copyright, Amica Law, Baker & McKenzie.Wong & Leow and WongPartnership, with their large-scale litigation cases and an impressive list of newly acquired clients, climb the rank-

ings to Tier 1. Led by Lam Chung Nian, WongPartnership’s IP team has been busy working on notable copyright, trademark and patent infringement cases, as well as advising on IP portfolio management and licensing matters. The firm has been

SINGAPORE TRADEMARKS/COPYRIGHT TIER 1 • Allen & Gledhill • Amica Law • ATMD Bird & Bird • Baker & McKenzie.Wong & Leow • Drew & Napier • WongPartnership TIER 2 • Colin Ng & Partners • Donaldson & Burkinshaw • Gateway Law Corporation • Lee & Lee • Rajah & Tann • Rodyk & Davidson TIER 3 • Ella Cheong • Mirandah Asia • Ravindran Associates • RHTLaw Taylor Wessing

REUTERS/Edgar Su

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particularly active in the copyright space, advising several trade associations and other big-ticket clients on the amendments to the Copyright Act, as well as on copyright infringement suits. On the trademark front, the firm acts on behalf on a host of blue-chip global clients across industries ranging from electronics and pharmaceuticals, to education service providers and FMCG retailers.

Drew & Napier cements its top tier position across all facets of IP this year.

Led by managing director Dedar Singh Gill, the firm handles close to 25 percent of all patent filings in Singapore, and is involved on major patent, copyright and trademark infringement litigation, including the previously mentioned Nestle vs.

Petra Foods and Delfi case. The firm is currently handling several patent litigation cases in the pharmaceutical space, as well as a number of trademark opposition and infringement cases for leading global brands.

Meanwhile, Donaldson & Burkinshaw

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enters the rankings for both patents and trademarks/copyright this year.

SOUTH KOREA

Despite the landmark decision last year between Apple and Samsung to cease all patent litigations in key markets outside the U.S., the number of IP disputes has increased in Korea, mainly in the areas of pharmaceuticals and electronics. “Patent, unfair competition cases and trademark disputes have grown as more IP owners, mostly foreigners, are enforcing their rights here,” says one IP lawyer.

In one notable case between Pfizer and Samjin Pharmaceutical, the Seoul Central District Court ruled in 2014 that Samjin’s “skinny labeled” drug constituted patent infringement. Elsewhere, the decision by the Intellectual Property Tribunal of the Korean Intellectual Property Office to uphold the validity of the active ingredient entecavir in the Bristol-Myers

Squibb’s (BMS) blockbuster hepatitis B drug Baraclude also was a notable case.

The ruling has stopped two generic drug makers from doing an early launch of their versions of the BMS drug. Kim & Chang, which is involved in both the Pfizer and BMS cases, retains its Tier 1 position for IP in Korea.

Cases involving trade dress protection, an IP right recognised under South Korea’s Unfair Competition Prevention and Trade Secrets Act, are gaining traction. In MUPL Co. vs. Mcostar Co., the Seoul Central District Court ruled that a store’s look and feel can be protected under trade dress. In addition, most of the copyright cases heard by the courts since last year are related to educational and review materials, undoubtedly a big business in the country.

In Mar ch this year, the National Assembly passed the amendments to the Pharmaceutical Affairs Act for the establishment of the Patent-Market Approval Linkage and the first generic exclusivity

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SOUTH KOREA PATENTS TIER 1 • Kim & Chang • Lee & Ko • Yulchon TIER 2 • Bae, Kim & Lee • Lee International IP & Law Group • Shin & Kim • Yoon & Yang TIER 3 • AIP Patent & Law Firm • Central International Law Firm • Cho & Partners • Kasan IP & Law Firm • Kim, Choi & Lim • Koreana Patent Firm

TRADEMARKS/COPYRIGHT TIER 4 • Barun IP & Law • Law Firm Yangjae • Muhann Patent & Law Firm • You Me Patent & Law Firm • Y.P. Lee Mock & Partners • 5T International Patent Law Firm

TIER 1 • Kim & Chang • Lee & Ko TIER 2 • Bae, Kim & Lee • Lee International IP & Law Group • Shin & Kim • Yoon & Yang • Yulchon TIER 3 • Barun IP & Law • Central International Law Firm • Cho & Partners • Jipyong • Kim, Choi & Lim • Muhann Patent & Law Firm • You Me Patent & Law Firm • YP Lee Mock & Partners

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COVER STORY

TAIWAN PATENTS TIER 1 • Jones Day • Lee and Li • TIPLO TIER 2 • Baker & McKenzie • Formosa Transnational • Tsar & Tsai TIER 3 • Deep & Far • Eiger • Finnegan, Henderson, Farabow, Garrett & Dunner • Saint Island International Patent & Law Offices • Winkler Partners TIER 4 • CN-KnowHow IP Group • Guantao Law Firm • Hengdu Law Offices • Winston & Strawn

TRADEMARKS/COPYRIGHT TIER 1 • Baker & McKenzie • Lee and Li • TIPLO • Tsar & Tsai TIER 2 • Eiger • Formosa Transnational • Jones Day • Winkler Partners TIER 3 • Deep & Far • Saint Island International Patent & Law Offices

system. These are Korea’s answers to the US Hatch Waxman Act and pushed in compliance with the Korea-US Free Trade Agreement. With a direct impact on the release of generic drugs, the enforcement of the new law is sure to result in more pharmaceutical disputes, says an IP practitioner.

Yoon & Yang joins Tier 2 for the first time this year. The firm is currently handling several highly-contentious patent

ASIAN LEGAL BUSINESS MAY 2015

cases such as the patent infringement dispute between SK Innovation and LG Chem over lithium-ion batteries. Kim & Chang and Lee & Ko feature in Tier 1 for trademarks/copyright this year, while Shin & Kim, Bae, Kim & Lee, Yulchon and Lee International IP & Law Group solidify their leading positions for IP in Korea. Yulchon, with a 25-strong team of lawyers dedicated to IP, has had a fruitful year across all areas of IP. The firm is advising on a number of patent infringement and invalidation cases, particularly in the pharmaceutical and electronics industries. The firm advised Samsung Electronics on its highly publicised patent litigation in Korea against Apple, which was eventually settled last August. On the copyright front, Yulchon successfully defended CJ E&M in a copyright infringement suit filed by Seoul Broadcasting System.

TAIWAN

Since the implementation of new amendments to its Trade Secrets law in 2013, Taiwan has seen a build-up of enforcement activities in this area. Other than cases related to trade espionage, most of the cases filed and heard since the beginning of last year were related to the enforcement of trademarks, especially of known fashion labels and luxury brands.

In patents, an IP practitioner voices some concern over the handling of cases.

“The IP Court needs more resources and judges. One area that has been hit very hard is in patents. Sometimes, appeals are refused,” says a partner from a law firm in Taiwan.

Jones Day, Lee and Li, TIPLO, Baker & McKenzie and Tsar & Tsai retain their toptier status for IP in Taiwan. Meanwhile, local firm Eiger joins the rankings this year in Tier 2 for trademarks/copyright and Tier 3 for patents.

THAILAND

Thailand is the latest country in Southeast Asia to amend its copyright law, addressing IP infringement on the Internet. In two separate bills passed into law last February, Thailand has introduced intermediary liability and penalties for recording movies in theatres. Thailand is also

keen on following Australia’s footsteps and introducing plain packaging rules for tobacco products – a move that would have a substantial effect on trademark protection. Thailand already has some regulations in place for tobacco consumption, advertising and packaging.

The top firms in Thailand have been busy working on the enforcement of IP rights and the prosecution of trademarks. The trio of Baker & McKenzie, Domnern Somgiat & Boonma and Tilleke & Gibbins maintain their leading position in Thailand. Rouse moves up to Tier 1 for patents this year, spurred on by the expansion of its patent litigation department last year through lateral partner hires.

THAILAND PATENTS TIER 1 • Baker & McKenzie • Domnern Somgiat & Boonma • Rouse • Tilleke & Gibbins TIER 2 • Chavalit & Associates • Satyapon & Partners • Siam Premier International TIER 3 • Ananda IP • Dej – Udom & Associates • Dharmniti Law Office • Vidon & Partners

TRADEMARKS/COPYRIGHT TIER 1 • Baker & McKenzie • Domnern Somgiat & Boonma • Tilleke & Gibbins TIER 2 • Chavalit & Associates • Rouse • Satyapon & Partners • Siam Premier International TIER 3 • Ananda IP • Dej – Udom & Associates • Dharmniti Law Office • Vidon & Partners

COVER STORY

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VIETNAM

With its growing economy, Vietnam is seeing a rise in IP infringement cases and enforcement activities. Some of the common cases since last year have related to the parallel imports of drugs, domain name disputes, infringement of well-known marks in the automotive, industrial, and apparel and lifestyle industries. In a step to address cross-border IP infringement, Vietnam passed a new circular earlier this year on customs procedure which allows the inspection and suspension of goods, and penalties for imports and exports of infringing goods.

Vision & Associates moves up to Tier 1 for both patents and trademarks/copyright this year. The firm has expanded its IP team and is working on several highprofile cases. Baker & McKenzie, Hogan Lovells, Tilleke & Gibbins and Pham & Associates remain among Vietnam’s leading firms for IP, while Bross & Partners is a new entrant this year.

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VIETNAM PATENTS

TRADEMARKS/COPYRIGHT

TIER 1 • Baker & McKenzie • Pham & Associates • Tilleke & Gibbins • Vision & Associates

TIER 1 • Baker & McKenzie • Hogan Lovells • Tilleke & Gibbins • Vision & Associates

TIER 2 • Hogan Lovells • Indochine Counsel • InvestConsult Group • Rouse

TIER 2 • Bross & Partners • Indochine Counsel • InvestConsult Group • Pham & Associates • Rouse

TIER 3 • Bross & Partners • Phuoc & Partners

TIER 3 • Phuoc & Partners

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LAW AWARDS

ASIAN LEGAL BUSINESS MAY 2015

27 MARCH INTERCONTINENTAL KUALA LUMPUR

ALBAR CONTINUES HOT STREAK AT MALAYSIA LAW AWARDS Albar & Partners continued to dominate at the ALB Malaysia Law Awards, after collecting eight gongs at the second edition, twice its haul from last year. These included Malaysia Deal of the Year, Malaysia Law Firm of the Year, Managing Partner of the Year and Dealmaker of the Year, with the latter two going to Datuk Syed Zaid Albar.

At the gala awards GUESTS OF HONOUR dinner held at the InterContinental Kuala Lumpur on March 27, Skrine and Zul Rafique & Partners collected three awards each, the former being named the KLRCA Award Arbitration Law Firm of the Year and IP Law Firm of the Year, and The Hon. Dato’ Mah Weng Kwai the latter being named Ret. Judge, Court of the Labour & Employment Appeal, Malaysia Law Firm of the Year.

With more than 160 private practice lawyers, in-house counsel and members of the judiciary watching, Wong & Partners and Shearn Delamore & Co. shared the Malaysia Deal Firm The Hon. Tan Sri James Foong of the Year award, while Cheng Yuen Clif for d Chance was Ret. Judge, Federal named the International Court, Malaysia Deal Firm of the Year.

In the in-house categories, Maybank won three awards including Banking & Finance InHouse Team of the Year and In-House Lawyer of the Year (shared by Mohd Nazlan Ghazali with Raphael Kok of Shell). Sime Darby was named Malaysia In-House Team of the Year.

MIArb AWARD MALAYSIA IN-HOUSE TEAM OF THE YEAR W I NN ER Sime Darby

(L-R): Elaine Lee, Janice Lee, Noorhoney Abu Hassan, Choo Suit Mae, Sime Darby; Lam Ko Luen, Malaysian Institute of Arbitrators (Presenter); Lily Azyam, Sime Darby

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MANAGING PARTNER OF THE YEAR W I NN ER Datuk Syed Zaid Albar Albar & Partners

(L-R): Sharifah Dalilah Albar, Albar & Partners; Ezly Onn, Bank of Tokyo - Mitsubishi UFJ (Malaysia) Bhd (Presenter)

(L-R): Sharifah Dalilah Albar, Izian Idiawaty Husin, Natalie Peh, Albar & Partners; YA Dato’ Varghese George, Court of Appeal, Malaysia (Presenter)

MALAYSIA DEALMAKER OF THE YEAR W I NN ER Datuk Syed Zaid Albar Albar & Partners

MALAYSIA LAW FIRM OF THE YEAR (L-R): Sharifah Dalilah Albar, Albar & Partners; Thavakumar Kandiahpillai, Malaysian Corporate Counsel Association (Presenter)

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LAW AWARDS

ASIAN LEGAL BUSINESS MAY 2015

MALAYSIA DEAL OF THE YEAR W I NN ER SapuraKencana’s Loan Facility FIRMS: Albar & Partners; Allen & Overy; Watson Farley & Williams Asia Practice; Zul Rafique & Partners (L-R): Izian Idiawaty Husin, Albar & Partners; Shawn Er, Watson Farley & Williams Asia Practice LLP

(L-R): Preetha Pillai, SKRINE; Tan Sri Dato’ Cecil Abraham, KLRCA Advisory Board (Presenter)

DEBT MARKET DEAL OF THE YEAR

KLRCA AWARD ARBITRATION LAW FIRM OF THE YEAR

W I NN ER SapuraKencana’s Loan Facility FIRMS: Albar & Partners; Allen & Overy; Watson Farley & Williams Asia Practice; Zul Rafique & Partners

(L-R): Mohamed Nasri Sallehudin, Khazanah Nasional Bhd (Presenter); Shawn Er, Watson Farley & Williams Asia Practice LLP; Izian Idiawaty Husin, Albar & Partners

W I NN ER SKRINE

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LABOUR AND EMPLOYMENT LAW FIRM OF THE YEAR W I NN ER Zul Rafique & Partners (L-R): Raja Singham, Brickfields Asia College (Presenter); Sharifah Dalilah Albar, Albar & Partners

(L-R): Natalie Peh, Albar & Partners; James Patrick Monteiro, Society of Construction Law Malaysia (Presenter)

ISLAMIC FINANCE LAW FIRM OF THE YEAR

SCL MALAYSIA AWARD ENERGY, PROJECTS AND INFRASTRUCTURE LAW FIRM OF THE YEAR

W I NN ER Albar & Partners

(L-R): Ranajit Dam, Thomson Reuters on behalf of Zul Rafique & Partners; Eddie Law, eLawyer Recruitment (Presenter)

W I NN ER Albar & Partners

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IN-HOUSE SUMMIT

ASIAN LEGAL BUSINESS MAY 2015

ARE YOU READY? THE LAUNCH OF THE ASEAN ECONOMIC COMMUNITY IS JUST OVER SIX MONTHS AWAY, AND IT WILL BRING BOTH OPPORTUNITIES AND CHALLENGES The official launch of the ASEAN Economic Community (AEC) at the end of 2015 will not set off any fireworks. No light switch will go on. Nevertheless, the official launch date on December 31, 2015, will mark the continuation of a multi-year process leading to the emergence of a new globally competitive economic zone that could be worth $4.7 trillion by 2020.

Companies from around the world are not oblivious to the opportunities that greater integration among the 10 nations that make up the Association of Southeast Asian Nations (ASEAN) will generate. They are certainly to benefit from closer trade ties, easier movement of products and services and links to global trade within a region that is home to 600 million people. The eventual harmonization of trade rules, standards and enforcement will open up even more opportunities.

Two-thirds of companies surveyed by the American Chamber of Commerce (AmCham) in Singapore say ASEAN markets will become increasingly important over the next two years in terms of revenues. Nine out of every 10 companies expect trade or investment into ASEAN countries to rise over the next five years.

But these things will not happen easily. As they enter, solidify or expand their presence in ASEAN, companies will have to address a series of key risks often linked to changing regulations, particularly in these areas of trade, taxation and IP. These were some of the issues discussed at ALB’s ASEAN Integration Summit held on Mar. 26 in Singapore.

CHANGING ENVIRONMENT Even after the official launch, work towards full implementation of the AEC agreements will continue. Various initiatives that have been evolving since 1993 should start having a more significant impact by reducing barriers, enhancing competitiveness and lowering transaction costs, says Aladdin Rillo, a senior economist at the Asian Development Bank Institute.

Greater integration will remain a work in progress even after the launch date but to reach all its targets the AEC will have to over-

(Top) Experts on ASEAN Governance discuss AEC’s potential (L-R) Yeo Lay Hwee, European Union Centre; Aladdin Rillo, Asian Development Bank Institute; Chris Humphrey, EU-ASEAN Business Council; Michael Ewing-Chow, National University of Singapore (Above) Ho May Kim of Duane Morris & Selvam delivers a session on ASEAN’s dispute resolution mechanism followed by an in-depth discussion by (L-R) Sarbjit Singh, Duane Morris & Selvam; Dato’ M Rajasekaran, Raja, Darryl & Loh; Barryl Rolandi, Kandar & Partners; Nguyen Hong Hai, Duane Morris Vietnam (Left) Thomas McNutt of the American Chamber of Commerce Singapore on the ASEAN Economic Outlook for 2015

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and challenges is to pre-empt them. For example, companies may agree to avoid local courts and settle conflicts in specific dispute resolutions centres. Singapore has emerged as the regional hub for dispute resolution and is the third largest dispute resolution centre in the world behind London and Geneva.

The launch of the Singapore International Commercial Court could further cement the state’s position in this regard, says Ho May Kim, an associate director at Duane Morris & Selvam, a law firm. “In terms of dispute resolution, it is difficult to integrate laws as such,” says Ho. The region is unlikely to follow the European model of integration in this regard but it might be able to follow the European lead in terms of the quality of laws and transparency. “If we can achieve that, then there would be far more investment into the ASEAN region,” adds Ho. Delegates listening attentively to Mr. Simon Tay of the Singapore Institute of International Affairs as he talks about harmonizing ASEAN amidst the patchwork of legal systems dividing the region WORKSHOP SPONSOR

come some significant challenges. Firstly, there are enormous differences in levels of development across the 10 ASEAN countries.

Secondly, there is competition for resources, exports and investments among ASEAN members. And finally, weak institutions at both national and supranational levels make it difficult to implement agreements, including agreements countries have signed up for.

These challenges have very real impact on companies. Trade in services, for example, is still far from seamless even though liberalizing service sectors is a stated priority in the AEC blueprint. Moving people from one country to another also remains difficult. At the same time, product standards are far from harmonised while agreements on investment are in place but compliance is spotty.

“The (problem) is more at the national level. They all agree at the regional level,” says Rillo. “In the area of investments, countries are still constrained in terms of raising foreign equity participation.”

IP CONCERNS Issues linked to intellectual property (IP) will remain a concern even after the launch of the AEC. Standards and regulations are far from uniform and protections vary widely.

The best IP environment in the region may be in Singapore, which is looking to become an IP hub to attract innovation. Malaysia and Thailand are chasing Singapore in their efforts to become innovation hubs, but they have some way to go. Well behind them, at

least in terms of the production of research papers, are Vietnam, Indonesia and the Philippines.

With the quality of IP protection in the region varying from country to country, many hope that the AEC will be able to remedy this over the next few years.

“They are not there yet, but they are moving in that direction,” says Thomas McNutt, Head of Government and Public Affairs at AmCham Singapore.

Across ASEAN, an Intellectual Property Portal is part of an effort to raise standards of protection across the region. The ultimate idea is to allow for IP such as patents to be recognized across all countries in the region.

The various trade agreements the AEC is involved with rarely include complicated protections for issues such as IP, protections that are included in newer agreements like the Trans-Pacific Partnership, currently being negotiated.

“We hear about all these next generation higher standards such as IP protections, cross border data flows and that kind of thing.

None of the ASEAN+1 FTAs have these sort of protections. They are very basic, loweringthe-tariff type of agreements,” says McNutt.

MOVING TOWARDS THE AEC The closer trade ties and regulatory alignment brought about by the AEC later this year are key to addressing challenges of trade, taxation and IP. One way to get around various hurdles

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ALB HOSTS INAUGURAL MALAYSIA IP CONFERENCE As Malaysia gears up to roll out the 11th Malaysia Plan, innovation is positioned at the forefront of the government’s agenda as a quintessential tool “towards becoming a High Income Advanced Nation.” This was the key theme of ALB’s inaugural Malaysia IP Conference, held on Mar. 12 with 100 of Malaysia’s finest legal minds and innovators.

Peter Wee of the Malaysia IP Association applauded the timely nature of the conference, given that in preparation for the ASEAN Economic Community, Malaysia acts as the Chair for the ASEAN Summit at the end of 2015 in Kuala Lumpur.

IP FINANCING SCHEME AND IP VALUATION The monetisation of intellectual property (IP) is actively advocated by the government to encourage entrepreneurship and develop small and medium-sized enterprises (SMEs). In 2013, the government unveiled the IP Financing Scheme (IPFS), worth 200 million ringgit (approximately $55.2 million) and targeted to enable companies of all sizes, especially SMEs, to access business financing via the monetisation of their IP assets. To date, Malaysia Debt Ventures, the government-backed entity in charge of the IPFS, has disbursed approximately 40 million ringgit worth of funding across 13 companies.

Additionally, in June 2014, the government launched a pilot IP marketplace with the aim of providing a platform to facilitate IP trading. However, concerns remain, especially as banks have little awareness of the correct IP valuation methodology to use and therefore refrain from funding projects collateralised with IP rights.

IP VALUATION In an effort to address these concerns the IP Corporation of Malaysia (MyIPO) has introduced the Malaysian IP Valuation Model, providing guidelines to financiers on quantifying and assessing IP assets as well as rigorous training schemes to expand the base of qualified local IP valuers. Kherk Ying Chew of Wong & Partners and Michael Nixon of Baker & Mckenzie.Wong & Leow shared a practical overview of IP valuation, weighing the pros and cons of the cost, market and income-based methods according to their complexity, revenue forecast reliability and

(Above, L-R) Michael Lee, Vice-President, International Centre for Dispute Resolution (ICDR); Jessica Park, Legal Officer, World Intellectual Property Organization (WIPO) Arbitration and Mediation Center, Singapore; Cheah Yew Kuin, Local Principal, Baker & McKenzie.Wong & Leow; Chew Kherk Ying, Head of IP & Dispute Resolution, Wong & Partners (Right) Full house during the IP financing panel

industry applicability. Nixon concluded that the income method is the most frequently used worldwide due its ability to account for risk factors and cash flow, while the cost method is useful at the early stages of IP development. He warned that there is no onesize-fits-all solution and the valuation method must be selected on basis of an in-depth understanding of the assets, the legal rights protecting the assets and data availability.

SME MASTERPLAN 2012-2020 Technological innovation remains limited in SMEs with 70 percent of IP owned by foreigners. Scarce knowledge of drafting IP policies and licensing agreements and of alternative financing opportunities besides public funds are some of the contributing factors, said Saifol Bahri Mohamad Shamlan of SME Corporation. To this end, SME Corporation has launched the SME Masterplan for 2012-2020 including the Technology Commercialisation Platform, which offers incubation facilities, testing services and matching with potential financiers at the early stages of IP commercialisation. The Ministry of Science, Technology and Innovation (MOSTI) allocated

50 million ringgit under its newly implemented buy-back policy this year, to encourage local players – especially SMEs – to launch innovative products and services, while the Inland Revenue Board of Malaysia offers tax incentives to SMEs to register patents and trademarks.

TECHNOLOGY COMMERCIALISATION SMEs and businesses in general must also understand the building blocks of a technology licensing agreement, said Muhammad Suria Doshi bin Abdullah of SIRIM. An optimal technology licensing agreement should determine the purpose, duration and territorial limits for the use of IPR, the renewal, sub-licensing and termination conditions and include clauses on confidentiality, operational and financial risks as well as dispute resolution. Correct terminology serves to avoid the licensor’s future claim of “implied rights.” Employment contracts must also clarify the ownership of business assets — including IP — to avoid cases such as the lawsuit brought by blue LED inventor Shuji Nakamura. Furthermore, a comprehensive IP policy and regular IP audit are essential to

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uncover under-utilised or unlicensed IP assets and identify potential threats of infringement by competitors.

PATENT ANALYTICS AND BUSINESS STRATEGY Analytics from patent and trademark data offer valuable competitor-intelligence and serve as a crucial business strategy tool. Eric Khoo of Thomson Reuters described how patent landscape analysis may help companies pinpoint partnership and licensing opportunities and facilitate due diligence prior to joint ventures, mergers and acquisitions or entry into a new market. Data on submitted patent applications helps companies gain understanding on who the key innovators in their target company/industry are and the rate between pending and granted applications assist in assessing the expected level of IP protection in the sector.

ANTI-COUNTERFEITING AND BRAND PROTECTION Companies have recognised the adverse reputational and commercial effects of copyright and trademark infringement and the subsequent need to join forces with government and industry peers. Countries in the Asia-Pacific are increasingly resorting to website blocking, search engine de-listing, advertising restrictions and the so-called 3-pronged graduated response to combat digital piracy.

An example of this is Malaysia’s Bersatu Membanteras Cetak Rompak, an anti-piracy campaign launched by key representatives of the government and the creative content industry. Ramani Ramalingam of the Recording Industry Association gave an overview of the four main components of the campaign, including the National Moment of Silence, celebrity-driven messages, consumer engagement and legal crackdowns. The first blocks initiated on May 23 2011 by the Malaysia Communications and Multimedia Commission (MCMC), however, attracted significant security backlash, leading to the hacking of government websites.

Enforcement raids continue, albeit at a reduced rate, while regulations and guidelines on notice and take-down procedures for hosting providers are expected to be introduced in the near future.

Representing a regional perspective, Matthew Kurlanzik of 21st Century Fox advocated for collaboration with ad networks to blacklist illicit ads, with search engine providers to remove illegal and promote legitimate content and with governments to

legitimise website blocking. In response to a popular dilemma whether website blocking is an infringement on your fundamental human rights, Kwee Tiang Ang of IFPI Asia cited the European Court of Justice’s decision that copyright itself is a fundamental right deserving protection. Ang advocated that website blocking is effective and that it does not unnecessarily restrict information access.

IP-RELATED ALTERNATIVE DISPUTE RESOLUTION Malaysia has made great strides in recent years to create a welcoming environment for alternative dispute resolution (ADR). In most domestic cases dealing with IP infringements and counterfeits, IP owners have leaned towards filing in courts due to the speed and efficiency of the IP Court in reaching decisions and the court’s power to impose permanent injunctions, explained Kherk Ying Chew of Wong & Partners. The government therefore amended its Arbitration Act in 2005 and 2011, repealing the 1952 law that confined the arbitration structure through frequent interference by the courts and limited jurisdiction.

Arbitration is often considered an optimal choice in the case of complex, multi-jurisdictional IP and technology disputes, offering a well-informed, time- and cost-efficient resolution, explained Jessica Park of the World Intellectual Property Organization (WIPO)’s Arbitration and Mediation Center’s office in Singapore. Park also recommended expedited arbitration as an alternative or a hybrid process, combining mediation and arbitration in appropriate cases. When preparing for arbitration as a potential dispute settlement method, stakeholders must evaluate the purpose of the dispute resolution, the number of arbitrators needed (often contingent on budget) and the time commitment of the arbitrators to avoid delays in the conduct of the ADR process. Yew Kuin Cheah from Baker & McKenzie.Wong & Leow highlighted that both in-house and external counsel have complementary roles to play in procuring an expeditious and effective dispute resolution process. Michael Lee of the International Centre for Dispute Resolution emphasised the importance of selecting the right forum or seat for arbitration based on the perceived neutrality of the jurisdiction and the extent of support by the local courts. Cheah discussed the importance of rules of privilege in an arbitration setting involving parties from different jurisdictions where laws governing legal privilege may differ. Lee and Park agreed, that while not necessarily bound by strict rules of legal privilege, some arbitral

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institutions have implemented rules to allow arbitrators to adopt the most protective standard of privilege ensuring an appropriate level of protection is granted to all parties to the arbitration.

To heed what Nobel Prize winner Edmund Phelps once said, ”it is an innovation crisis that is at the origin of our economic decline.”

Innovation is more than just a research and development policy. It is the ability of a system to produce new ideas, bring them to markets, and translate them into economic growth. This is where IP rights play an important role as businesses learn how to manage and protect their assets. Legal and IP counsel must therfore adopt a pro-active stance to drive IP commercialisation, contributing to the ASEAN IPR Action Plan in achieving “one vision, one identity, one community.”

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ALB HONG KONG ANTI-CORRUPTION FORUM 2015

(Clockwise from top) Alice Chan, Hong Kong Department of Justice’s prosecutions division, discusses current issues in prosecuting corruption cases in Hong Kong; Torsten Duwenhorst, KPMG; Kyle Wombolt, Herbert Smith Freehills; Deborah Kaplan, Morgan Stanley; Stanley Lui, Nobel Biocare Asia; Bella Chhoa, Hang Lung Properties

The ALB Hong Kong Anti-Corruption Forum, held at the Excelsior Hotel in Hong Kong on Mar. 26, drew a number of in-house counsel, private practitioners and compliance and ethics officers, who heard from a range of distinguished speakers on the latest anticorruption developments and issues affecting both local and international businesses in Hong Kong.

The summit kicked off with an overview

by Alice Chan, senior assistant director of public prosecutions from the Hong Kong Department of Justice’s prosecutions division, of the current issues in prosecuting corruption cases in Hong Kong, which included summaries of recent notable cases.

Following on from Ms. Chan, David Bishop, principal lecturer at the University of Hong Kong’s School of Business, presented a keynote legislative update on global anticorruption trends and developments. Bishop noted that there has been an uptick in investigations and enforcement, especially in the financial industry. He also highlighted some key points raised by the Organisation for Economic Co-operation and Development (OECD) in its report on foreign bribery published in December 2014. The report, which analysed 427 foreign bribery corruption cases brought by OECD Member States between February 1999 and June 2014, found that almost three out of every four foreign bribery cases arose from third party conduct. It also found that 53 percent of the bribery cases analysed involved corporate management or CEOs – a surprisingly high figure for upper management, who are tasked with setting the right tone from the top.

The first panel of the day focussed on improving anti-corruption training within a company, and featured speakers Jil Leong, assistant general counsel of Thomson Reuters’ Global Growth & Operations division, Sarah Bower, chief legal counsel and principal, transactions & restructuring, at KPMG, and Sophia Yap, global deputy chief ethics and compliance officer at CBRE. In the following panel, Roshni Subapanditha, sales specialist for Enhanced Due Diligence at Thomson Reuters, spoke about conducting at advanced due diligence for anti-bribery and anti-corruption matters in order to negate the third party risks that companies face, and how best to manage these risks.

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with tighter anti-corruption collaboration and joint enforcement. ALB’s Southeast Asia Anti-Corruption Forum intends to connect policy-makers and playmakers from across the region behind these initiatives with senior representatives from the private sector, translating high-level (inter-)governmental frameworks into practical operational, business, compliance and training strategies for corporations. For more details, visit our website at http://www.legalbusinessonline. com/conferences/se-asia-anti-corruptionforum-2015 or contact Sheila Lum at sheila. lum@thomsonreuters.com.

ALB will also hold its second annual Japan Anti-Corruption Forum in Tokyo in the second half of 2015.

(Above) The final panel of the day, on establishing an ethical, transparent and compliant culture throughout a company.

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In the next session, Torsten Duwenhorst, forensic partner and head of the forensic technology network at KPMG, gave a presentation on managing bribery investigations internally and conducting an effective anti-corruption risk assessment. Duwenhorst talked the delegates through the process of conducting risk assessments, which involves the development of a risk framework where potential red flags are defined and qualified, and the use of comprehensive data and analytics.

The panel after lunch examined ways to manage corruption issues across multiple jurisdictions, subsidiaries and business partners. Moderated by Kyle Wombolt, global head of corporate crime and investigations at Herbert Smith Freehills, the panellists included Yong Kai Wong, managing director and head of legal and compliance at CITIC Capital, Deborah Kaplan, anti-corruption counsel at Morgan Stanley, and Susannah Lindenfield, managing director of legal and compliance at The Blackstone Group. The panellists agreed that keeping detailed and proper documentation to ensure that a company is transparent and has a clear auditable trail is key to managing corruption issues. The group also highlighted education and training within the company as vital components in both identifying and minimising risk.

David Bishop from the University of Hong Kong returned to the stage to moderate the final panel of the day, which also included speakers Stanley Lui, APAC general counsel at Nobel Biocare Asia, Bella Chhoa, company secretary, general counsel and assistant director of corporate affairs at Hang Lung Properties, Lora Yip, head of Asia legal and compliance at Vanguard Investments Hong

Kong, and James Bidlake, executive director of the legal and compliance division at Morgan Stanley. The panel looked at how to establish an ethical, transparent and compliant culture throughout a company to help minimise risks and protect the organisation’s reputation. “One thing that has changed dramatically in the financial industry is the increase in resources committed to compliance,” said Bidlake. While investing in manpower and training is key to managing risks within the company, the panellists also discussed practical ways to have that culture permeate throughout the business. “After conducting compliance training with employees, a key issue is how to ensure that those compliance principles will stick in their minds.

Adding compliance as a key performance indicator is one way to make it stick,” said Lui. That method would mean the company is not only looking for unethical behaviour and digging it out, but also rewarding positive behaviour, added Bishop.

The ALB Hong Kong Anti-Corruption Forum is the first in a series of Anti-Corruption conferences planned across Asia in 2015. On May 6, ALB held its China Anti-Corruption Forum in Shanghai, and on June 30, ALB will hold its inaugural Southeast Asia AntiCorruption Forum in Singapore. Home to some of the world’s richest and poorest countries, the average score for ASEAN member states in Transparency International’s 2014 Corruption Perceptions Index is a meagre 38 out of 100. Governments, international organisations and civil society therefore advocate for the creation of an ASEAN Integrity Community, complementary to inaugural regional economic harmonisation efforts

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P R O U D LY P R E S E N T E D B Y

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LAW AWARDS

ASIAN LEGAL BUSINESS MAY 2015

28th MAY

THE FULLERTON HOTEL SINGAPORE

A&G, RAJAH & TANN, WONGPARTNERSHIP LEAD NOMINATIONS Allen & Gledhill, Rajah & Tann Singapore and WongPartnership lead the nominations for the ALB SE Asia Law Awards 2015, with each receiving 15 nods, including Singapore Deal Firm of the Year.

Baker & McKenzie, Drew & Napier, Norton Rose Fulbright and Philippine firm Sycip Salazar Hernandez & Gatmaitan are tied on 11 nominations, with Vietnamese law firm Vision & Associates right behind them on 10. Herbert Smith Freehills has nine nominations.

Among in-house teams, CIMB Group of Companies and Maybank Group of Companies lead with eight nominations each, while Goldman Sachs has five.

The winners will be announced at a gala dinner that will be attended by the cream of SE Asia’s legal and business communities.

TOTAL LAW FIRM NOMINATIONS Allen & Gledhill Rajah & Tann Singapore WongPartnership Baker & McKenzie Drew & Napier Norton Rose Fulbright Sycip Salazar Hernandez & Gatmaitan WongPartnership Vision & Associates Herbert Smith Freehills

15 15 15 11 11 11 11 11 10 9

TOTAL IN-HOUSE NOMINATIONS (excluding deals) CIMB Group of Companies Maybank Group of Companies Goldman Sachs

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

8 8 4

6th Annual

2, 3 & 4 June 2015, Pan Pacific Hotel, Singapore

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Strategic Exchange Partner

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Gold Strategic Partner

Display Desk

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LAW AWARDS

ASIAN LEGAL BUSINESS MAY 2015

NOMINATIONS FOR KEY CATEGORIES Arbitration Law Firm of the Year • Allen & Gledhill • Ashurst • Baker & McKenzie • Colin Ng & Partners • Drew & Napier • Duane Morris & Selvam • Freshfields Bruckhaus Deringer • Herbert Smith Freehills • Kadir Andri & Partners • LNT & Partners • Norton Rose Fulbright • Rajah & Tann LCT Lawyers • Rajah & Tann Singapore • RHTLaw Taylor Wessing • Shook Lin & Bok • SyCip Salazar Hernandez & Gatmaitan • Watson Farley & Williams (Thailand) • WongPartnership Banking and Financial Services Law Firm of the Year • Allen & Gledhill • Baker & McKenzie • Duane Morris & Selvam • Hanafiah Ponggawa & Partners • Herbert Smith Freehills • Kadir Andri & Partners • LNT & Partners • Milbank, Tweed, Hadley & McCloy • Norton Rose Fulbright • Rajah & Tann LCT Lawyers • Rajah & Tann Singapore • RHTLaw Taylor Wessing • Shook Lin & Bok • SSEK Legal Consultants • SyCip Salazar Hernandez & Gatmaitan • Tay & Partners • Tumbuan & Partners • Vision & Associates • Watson Farley & Williams Asia Practice • WongPartnership Commercial Litigation Law Firm of the Year • Allen & Gledhill • Baker & McKenzie • Drew & Napier • Freshfields Bruckhaus Deringer • Hanafiah Ponggawa & Partners • Herbert Smith Freehills • Kadir Andri & Partners • Rajah & Tann LCT Lawyers • Rajah & Tann Singapore • RHTLaw Taylor Wessing • Shearn Delamore & Co • Shook Lin & Bok • SyCip Salazar Hernandez & Gatmaitan • Tay & Partners • Vision & Associates • WongPartnership • Zul Rafique & Partners Construction Law Firm of the Year • Allen & Gledhill

• Drew & Napier • LNT & Partners • Pinsent Masons MPillay • Rajah & Tann LCT Lawyers • Rajah & Tann Singapore • Shearn Delamore & Co • Tumbuan & Partners • Vision & Associates Corporate Citizenship Law Firm of the Year • Allen & Gledhill • Drew & Napier • Duane Morris Selvam • Herbert Smith Freehills • Hogan Lovells Lee & Lee • Rajah & Tann Singapore • RHTLaw Taylor Wessing Energy and Resources Law Firm of the Year • Allen & Gledhill • Ashurst • Baker & McKenzie • DFDL • Drew & Napier • Duane Morris & Selvam • Freshfields Bruckhaus Deringer • Hanafiah Ponggawa & Partners • Herbert Smith Freehills • Kadir Andri & Partners • Latham & Watkins • LNT & Partners • Milbank, Tweed, Hadley & McCloy • Norton Rose Fulbright • Rajah & Tann Singapore • SSEK Legal Consultants • SyCip Salazar Hernandez & Gatmaitan • Vision & Associates • Watson Farley & Williams (Thailand) • Watson Farley & Williams Asia Practice • WongPartnership India Energy and Resources Law Firm of the Year • Amarchand & Mangaldas & Suresh A. Shroff & Co (Mumbai) • Amarchand & Mangaldas & Suresh A. Shroff & Co (New Delhi) • Luthra & Luthra Law Offices Insurance Law Firm of the Year • Baker & McKenzie • Morrison & Foerster • Norton Rose Fulbright • Rajah & Tann Singapore • SyCip Salazar Hernandez & Gatmaitan • Vision & Associates • Watson Farley & Williams (Thailand) Intellectual Property Law Firm of the Year • Allen & Gledhill • Baker & McKenzie • Drew & Napier

• Freshfields Bruckhaus Deringer • LNT & Partners • Rajah & Tann LCT Lawyers • Rajah & Tann Singapore • RHTLaw Taylor Wessing • Shearn Delamore & Co • SyCip Salazar Hernandez & Gatmaitan • Tay & Partners • Tilleke & Gibbins • Vision & Associates • WongPartnership Offshore Law Firm of the Year • Bedell Cristin • Conyers Dill & Pearman • Harney Westwood & Riegels Singapore • Maples and Calder • Walkers Tax and Trusts Law Firm of the Year • Allen & Gledhill • Baker & McKenzie • DFDL • Drew & Napier • Morrison & Foerster • Rajah & Tann Singapore • Shearn Delamore & Co • Vision & Associates • WongPartnership India Deal Firm of the Year • Amarchand & Mangaldas & Suresh A. Shroff & Co (Mumbai) • Khaitan & Co • Luthra & Luthra Law Offices Philippines Deal Firm of the Year • Gatmaytan Yap Patacsil Gutierrez & Protacio • Quisumbing Torres • SyCip Salazar Hernandez & Gatmaitan Real Estate Law Firm of the Year • Allen & Gledhill • Baker & McKenzie • BROSS & Partners • Drew & Napier • Hanafiah Ponggawa & Partners • LNT & Partners • Morrison & Foerster • Rajah & Tann LCT Lawyers • Rajah & Tann Singapore • RHTLaw Taylor Wessing • SSEK Legal Consultants • Tay & Partners • Vision & Associates • WongPartnership Maritime Law Firm of the Year • Allen & Gledhill • Clyde & Co Clasis Singapore • Hanafiah Ponggawa & Partners • Herbert Smith Freehills • Duane Morris & Selvam • Rajah & Tann LCT Lawyers • Rajah & Tann Singapore • Shearn Delamore & Co • SyCip Salazar Hernandez &

Gatmaitan • Watson Farley & Williams Asia Practice • Wikborg Rein Singapore Deal Firm of the Year • Allen & Gledhill • Drew & Napier • Duane Morris & Selvam • Rajah & Tann Singapore • Shook Lin & Bok • Watson Farley & Williams Asia Practice • WongPartnership Thailand Deal Firm of the Year • Baker & McKenzie • DFDL • Linklaters • Tilleke & Gibbins • Watson Farley & Williams (Thailand) Vietnam Deal Firm of the Year • Baker & McKenzie (Vietnam) • LNT & Partners • LVN & Associates • Rajah & Tann LCT Lawyers • Vision & Associates International Deal Firm of the Year • Baker & McKenzie.Wong & Leow • Duane Morris & Selvam • Freshfields Bruckhaus Deringer • Latham & Watkins • Linklaters • Milbank, Tweed, Hadley & McCloy • Norton Rose Fulbright • Sidley Austin • Watson Farley & Williams Asia Practice India Managing Partner of the Year • Cyril S. Shroff, Amarchand & Mangaldas & Suresh A. Shroff & Co (Mumbai) • Shardul S. Shroff, Amarchand & Mangaldas & Suresh A. Shroff & Co (New Delhi) • Rajiv Luthra, Luthra & Luthra Law Offices Managing Partner of the Year • Datuk Syed Zaid Albar, Albar & Partners • Matthew Bubb, Ashurst • L-Martin Desautels, DFDL • Krishna Ramachandra, Duane Morris & Selvam • Stephen Revell, Freshfields Bruckhaus Deringer • Constant Ponggawa, Hanafiah Ponggawa & Partners • Alastair Henderson, Herbert Smith Freehills • Imran Muntaz, Imran Muntaz & Co • Nguyen Ha Quyen Hoang, LNT & Partners

LAW AWARDS

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

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NOMINATIONS FOR KEY CATEGORIES • Yozua Makes, Makes & Partners • David Zemans, Milbank, Tweed, Hadley & McCloy • Jeff Smith, Norton Rose Fulbright • Chau Huy Quang, Rajah & Tann LCT Lawyers • Tan Chong Huat, RHTLaw Taylor Wessing • Robert Lazar, Shearn Delamore & Co • Sarjit Singh Gill SC, Shook Lin & Bok • Jennifer Tumbuan, Tumbuan & Partners • Pham Nghiem Xuan Bac, Vision & Associates • Dato’ Zulkifly Rafique, Zul Rafique & Partners

ASSOCIATE SPONSOR

Investment Banking In-House Team of the Year • CIMB Group of Companies • Goldman Sachs • Maybank Investment Bank

(OTHER FINALISTS WILL BE ANNOUNCED ON THE NIGHT) Banking and Financial Services In-House Team of the Year • Asian Development Bank • CIMB Group of Companies • Maybank Group of Companies

AWARD PATRON

In-House Team of the Year FINALISTS WILL BE ANNOUNCED ON THE NIGHT

Innovative In-House Team of the Year • AEV Lex • Asian Development Bank • Scomi Oiltools

Law Firm of the Year • Albar & Partners • Hadiputranto, Hadinoto & Partners • Shearn Delamore & Co • Wong & Partners

In-House Lawyer of the Year • Timothy Pitrelli, Goldman Sachs • Dalvin Kaur, Maybank Investment Bank

ALB SUPPORTS

PROUDLY PRESENTED BY

28th MAY THE FULLERTON HOTEL SINGAPORE

R E S E R VAT I O N S N O W AVA I L A B L E Finalists for the SE Asia Law Awards 2015 may now reserve seats for this year’s most prestigious legal awards ceremony taking place at The Fullerton Hotel Singapore on May 28.

Enjoy fine wine and a four-course gourmet dinner and celebrate with more than 300 key law firm and in-house leaders, investment bankers and members of the judiciary and academe, the success of the SE Asia’s legal industry in the past year.

ASSOCIATE SPONSOR

AWARD PATRON

INDIVIDUAL SEAT - S$365 TABLE OF TEN - S$150 (+7% GST for Singapore-based companies)

ALB SUPPORTS

To reserve tables or seats, please register online at www.regonline.com/SEALA2015.

For registration assistance, please contact Sheila at sheila.lum@thomsonreuters.com or call (65) 6870 3252.

PROUDLY PRESENTED BY

MICHAEL PAGE LEGAL

Regional Legal Counsel

Legal Counsel

Legal Counsel

› Fast moving consumer goods industry

› Major Hospitality group

› Global financial institution

› Varied and challenging work

› Regional role

› Newly created role

Our client is a distinct market leader in its field within the FMCG industry with expanding business needs in the region. Being a business partner and working closely with the General Manager and the Regional General Counsel, you will be responsible for providing full legal support and advice to support the achievement of commercial and corporate objectives while minimising legal risks. You are a Commonwealth qualified lawyer with a minimum of 6 year’s of PQE gained in a reputable multinational and/ or law firm. A dynamic and self-motivated individual, you have demonstrated a track record in building strong working relationships with diverse stakeholders.

Our client, a global luxury hospitality group, is currently seeking a Legal Counsel to join their Singapore office.

Reporting to the Head of Legal, you will be in charge of providing legal advice and support to entities in the asia pacific region. This encompasses reviewing, negotiating a wide range of agreements and developing strategies to manage risks. You are a qualified lawyer with at least 5 years of PQE gained in private practice and/ or in-house within a well-established company. Prior exposure to the real estate, construction or hospitality industry is a plus.

Our client, a reputable bank offering a broad range of products and services, is currently seeking a Legal Counsel to join their team in Singapore. Reporting to the General Counsel, you will provide strategic legal services including legal advice, transactional work, preparation of documents, legal negotiation and representation. You will work closely with the relevant businesses in identifying and managing legal risks with internal and external counterparts. The successful candidate will have at least 7 year’s of PQE experience obtained with a leading international law firm or a major bank. In addition, you will possess excellent communication and negotiation skills.

Please contact Ng Lay Hoon (Reg. no: R1108753) quoting ref: H2661870 or visit our website.

Please contact Isis Descormiers (Reg. no: R1440080) quoting ref: H2726710 or visit our website.

Please contact Isis Descormiers (Reg. no: R1440080) quoting ref: H2714290 or visit our website.

To apply for any of the above positions, please go to www.michaelpage.com.sg quoting the reference number, or contact the relevant consultant on +65 6533 2777 for further details.

Get Connected. Stay Ahead.

Specialists in legal recruitment

Legal

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www.michaelpage.com.sg

CSR

Michael Page International Pte Ltd (EA Licence No.98C5473) is part of the PageGroup.

Registered Office: One Raffles Place, #09-61 Office Tower Two, Singapore 048616

SPECIALISTS IN LEGAL RECRUITMENT

ASIAN LEGAL BUSINESS MAY 2015

LAW FIRM HELPS BRING ELECTRICITY TO SARAWAK VILLAGE

M

alaysia law firm Thomas Philip has worked with the Kuala L um p ur-S e l a n g o r Chin e s e Assembly Hall (KLSCAH) Women Section to help bring electricity to Penan Village in Ulu Baram, a remote area in the state of Sarawak.

The two entities provided sponsorship for two micro-hydro power generators to Lightup Borneo, which has brought electricity to Penan, a village of 49 households.

Lightup Borneo is an Initiative to bring lighting and electricity to off-grid rural villages in the Malaysian states of Sabah and Sarawak.

It builds and installs micro-hydro generators to provide cost-effective sustainable renewable green energy as a catalyst to bring positive changes to interior rural communities.

To date, Lightup Borneo has implemented 18 micro-hydro projects in Sabah, Sarawak, Kelantan and Pahang through the contributions of volunteers, along with donations.

“We are very proud to be a part of this

initiative to bring electricity to Penan Village in Ulu Baram,” said Mathew Thomas Philip, managing partner of Thomas Philip, in a statement. “It will greatly improve these families' quality of life and be the impetus for better access to information and education. As Thomas Philip commits 10 percent of our time and 1

percent of our revenue to CSR projects, we are grateful to our clients for their contributions to this worthwhile cause.”

Currently, Lightup Borneo volunteeers are busy installing a 3kW micro-hydro generator at another interior village of 17 households in Betong, Sarawak.

Special rates available. Register Now.

THE AGE OF INNOVATION: ADDRESSING THE PERILS & PROMISES OF ARBITRATION Marina Bay Sands / 3RD & 4TH September

In celebrating its centenary year the Chartered Institute of Arbitrators (CIArb) will hold a series of conferences around the world – with the Singapore branch hosting the final celebratory event: “The Age of Innovation: Addressing the Perils and Promises of Arbitration”. Join the conference to hear the keynote address given by The Honourable the Chief Justice Sundaresh Menon, Chief Justice of Singapore, the current patron of CIArb, and our distinguished speakers discuss the following topics • The rise of international arbitration in Asia: A study on successfully blending civil law and common law practices • To what extent would arbitration users be better served if International Arbitration was more predictable rather than more flexible?

• Averting the “Clone Wars”: Are arbitral institutions doing enough to innovate and differentiate themselves from the competition?

• In what ways can international arbitration be improved? – An in-house counsel perspective • To what degree will new and innovative techniques and measures enhance the attractiveness of international arbitration?

KEYNOTE SPEAKER

The Honourable the Chief Justice Sundaresh Menon, Chief Justice of Singapore • The new CIArb guidelines; what you need to know • Effectively Managing an Investment Treaty Arbitration – an Asian Perspective There will be numerous networking opportunities with fellow arbitration practitioners and in-house legal counsel at the conference luncheons, cocktail reception and at the gala dinner on the closing night. This conference is must-attend for every arbitration practitioner and legal counsel involved in international arbitration.

BOOK NOW TO JOIN THE CHARTERED INSTITUTE OF ARBITRATORS CENTENARY CELEBRATION EVENT! CIArb members, in-house counsel and Event partners can save over SG$300 on their registration pass* – early bird registration open until July 1st. To book, please visit www.ciarb100.com.sg and follow the booking link, or email register@ciarb100.com.sg for more information * all event passes include full conference attendance, drinks reception after day 1 of the conference and gala closing dinner on day 2 PLATINUM SPONSOR

GALA DINNER

GOLD SPONSOR

SILVER SPONSORS

BRONZE SPONSOR

BAG SPONSOR

LANYARD SPONSOR

Hill International

Selected sponsorship opportunities are still available – please email sponsorship@ciarb100.com.sg for more information SUPPORTING ORGANISATIONS

CIL

Centre for International Law National University of Singapore

INTER-PACIFIC BAR ASSOCIATION

BINDER SPONSOR