IHC Magazine: Jan 2024 issue featuring Counsel of the Year Awards 2023

Magazine for the In-House Community

Volume 3 Issue 1, 2024

COVER STORY

IHC Awards

CROSS-BORDER DATA TRANSFER

In-House Community Magazine

Creative measures & economic development

INNOVATION AND PRIVACY

DIFC’s latest Data Protection Amendment

Counsel of the Year Awards

International Panel of Arbitrators & Advanced Arbitration Rules The SCIA is the first arbitration institution in the Chinese mainland to include foreign professionals on its panel of arbitrators since 1984. The current 1,547-member SCIA panel of arbitrators covers 114 countries and regions, among which 151 are from Hong Kong SAR, 18 are from Macao SAR, 17 are from the Taiwan region and 383 are from foreign countries. The SCIA Arbitration Rules emphasizes party autonomy, bona fide cooperation, efficiency and effectiveness.

About SCIA Established in 1983 as the first arbitration institution in the Guangdong-Hong KongMacao Greater Bay Area, the Shenzhen Court of International Arbitration (also known as the South China International Economic and Trade Arbitration Commission, Greater Bay Area International Arbitration Center, or the SCIA) is an arbitration institution to resolve contract disputes, investment disputes and other property rights disputes among individuals, legal entities and institutions from China and overseas. So far, its arbitration and mediation service has extended to 140 countries and

Latest Achievements & New Breakthroughs In January 2022, SCIA officially opened a new chapter of international arbitration at its new headquarters, SCIA International Arbitration Tower, located in Qianhai, Shenzhen, offering world-class dispute resolution facilities and services. SCIA has also established the South China International Arbitration Center in Hong Kong SAR to provide impartial, efficient and flexible dispute resolution services for parties from different jurisdictions around the world. In 2022, SCIA achieved breakthroughs in a number of key indicators: the total amount in dispute cases accepted by SCIA has increased from RMB 3.9 billion in 2012 to RMB 16.5 billion in 2017 and to RMB 127.2 billion yuan in 2022, ranking “first in Asia and top three in the world.” The highest amount in dispute in a single case accepted by the SCIA in 2022 was RMB 24 billion, which remains the largest arbitration case ever in China.

regions worldwide.

Corporate Governance Structure The SCIA is the country’s first arbitration institution to be established by legislation authorizing its corporate governance structure with an international Council, which ensures openness, transparency and independence.

Currently, seven out of 13 council members are from Hong Kong SAR, Macao SAR and overseas jurisdictions.

Model Arbitration Clause Any dispute arising from or in connection with this contract shall be submitted to the Shenzhen Court of International Arbitration (SCIA) for arbitration.

Headquarters: 35-40/F, SCIA International Arbitration Tower, 5033 Tinghai Blvd., Qianhai, Shenzhen, P.R. China Tel: 86-755-8350-1700, 86-755-8350-1704 Office Address of China (Shenzhen) Securities Arbitration Centre: 41/F, West Square of Shenzhen Stock Exchange, 2012 Shennan Blvd., Futian District, Shenzhen, P.R. China Tel: 86-755-8350-1703 Office Address of GBA International Arbitration Center Exchange and Cooperation Platform: 16/F, Tower 1, Chang Fu Center (CFC), 5 Shihua Road, Futian District, Shenzhen, P.R. China Tel: 86-755-8350-1229 Office Address of South China International Arbitration Center (HK): Suites 5708-5710, 57/F, Two International Finance Centre, 8 Finance Street, Central, Hong Kong SAR, P.R. China Tel: 852-2326-8088

Official WeChat Code of SCIA E-mail: info@scia.com.cn Website: www.scia.com.cn

In-House Community Magazine

Feature contributors

PUBLISHER Rahul Prakash +852 8170 2951 rahul.prakash@ inhousecommunity.com LEAD DESIGNER Richard Oliver EDITOR Sinal Govender WRITER Butch Bacaoco CLIENT RELATIONSHIP MANAGER Toni Angeline Dorotheo Published 6 times annually by InHouse Community Ltd. Publishers of • In-House Community Magazine • IHC Briefing Organisers of the • IHC Events Hosts of • www.inhousecommunity.com • www.mycareerinlaw.com Forums for the In-House Community Opinions expressed herein do not constitute legal advice, and do not necessarily reflect the views of the publishers. © 2022 InHouse Community Limited and contributors.

Susan Ning, King & Wood Mallesons Susan Ning joined King & Wood Mallesons in 1995. She is one of the pioneers engaged in the cybersecurity and data compliance sector and leads a professional team of lawyers with interdisciplinary backgrounds. Her practice areas also include antitrust and competition law, international trade and investment law.

Han Wu, King & Wood Mallesons Han Wu was awarded as “Leading Individual” in 2023 in the Data Security and Privacy area by Chambers. As the partner at KWM, Mr. Wu has extensive experience in providing cybersecurity and data compliance advice in industries including TMT, trading, automobile, manufacturing, semiconductor, pharmaceutical, natural resources, etc.

Raka Roy, Galadari, Dubai Raka is a Partner at Galadari Advocates & Legal Consultants, where she plays a blended role of a commercial and employment lawyer and heads the Intellectual Property and Data Protection practice. She brings a wealth of experience in high profile projects and transactions in IP Auditing, advisory roles for any IP or commercial IP issues (advertisement issues, consumer protection laws, review of product warranties, social media terms, product guidelines, privacy issues, data protection etc.), IP prosecution, brand clearance and opposition, anti-counterfeiting and all related contentious issues.

Jiang Fengwen, Chancebridge Law Firm Graduated from Peking University School of Law and University of California at Berkeley School of Law with LL.M. and JD degrees; licensed to practise law in China and USA, worked in China and Asia Pacific for nearly 30 years in well-known law firm in U.S. and Fortune 500 companies in U.S and Europe, served as Senior VP and General Counsel for Legal and Compliance for China, and Asia/Middle East/ Africa region.

In-House Community Magazine

EDITORIAL GUIDANCE PANEL Carina Wessels Executive: Governance, Legal and Compliance, Alexander Forbes Group Holdings

Carl Watson General Counsel, Arcadis Asia

Navrita Kaur Chief Legal Officer, Omesti Group

Preeti Balwani General Counsel at Hindustan Coca-Cola Beverages

Raymond Goh General Counsel, International of China Tourism Group

Rebecca Hong Managing Counsel, Intel Corporation

Ron Yu University of Hong Kong, Chinese University of Hong Kong, Hong Kong University of Science and Technology

Sally Dyson Director, Firm Sense

Sesto Vecchi Managing Partner, Russin & Vecchi

Stanley Lui APAC Legal Director, TI Fluid Systems Co-Founder, White Hat Guys

Yosr Hamza Director, Legal Counsel, Gartner

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In this issue 6

Counsel of the Year Awards

36 I ntroduction 39 I n-house Industry Legal Teams of the

13

Year

41 In-house Best Practice Management Awards 42 Corporate Social Responsibility 43 In-house Teams of the Year 43 In-house Counsel of the Year

44 C ommended External Counsel 2023 48 China 49 Hong Kong 50 India Malaysia 52 Philippines 53 Singapore South Korea 54 Thailand

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6 NEWS 9 MOVES 13 DEALS

UAE 55 Vietnam

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In this issue 20

25

47

CROSS-BORDER DATA TRANSFER

DATA PROTECTION AMENDMENT

PRC COMPANY LAW

measures Points of Innovation 20 Creative 27 Core 25 Balancing and its application to the New PRC and Privacy economic development

Company Law and Compliance Transformation of Limited Liability Companies

IN-HOUSE DIRECTORY

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NEWS Baker McKenzie Appoints Oanh Nguyen as New Vietnam Managing Partner

Baker McKenzie has appointed Oanh Nguyen as the managing partner for the Vietnam offices for a three-year term, effective January 1, 2024. Oanh will be the first female lawyer to lead the offices in Ho Chi Minh City and Hanoi. She succeeds Manh Hung Tran, who transitions to the role of co-chair of the Asia Pacific Intellectual Property and Data & Technology Practice Groups.

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Oanh joined Baker McKenzie in 1995. Over her 28 years with the Firm, she has led the Banking & Finance and Capital Markets practices in Vietnam and acted on many market-first transactions, including most recently Vietnam’s first local-currency sustainability bonds issue. She has served as a legal adviser to the Capital Markets Committee of Ho Chi Minh City American Chamber of Commerce.

“It’s a great honour. Baker McKenzie has been in Vietnam for 30 years and continues to be one of the most recognised law firms in the country. I am both excited and humbled by the opportunity to lead this office and look forward to building on the Firm’s first position in the market, and steer our team toward new opportunities and heights,” Oanh said.

Shih Yann Loo, Baker McKenzie’s Asia Pacific regional chair, said, “I would like to congratulate Oanh on her appointment. Oanh’s appointment is further evidence of our steadfast commitment to recognising high

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NEWS performers and supporting women. I am confident that Oanh will continue our growth in the Vietnam market.”

Experienced SaaS Executive Joins Opus 2 as CEO to Accelerate Global Growth Leading legal software and services provider Opus 2 has hired US-based experienced SaaS executive Greg Blackman as Chief Executive Officer. Blackman brings more than 25 years of executive leadership experience driving growth in enterprise software and services organisations.

Blackman joins from workflow and collaboration solution e-Builder, which he led to a 5x revenue increase totalling more than US$100 million, as well as the acquisition by Trimble. At Trimble he served as president and general manager, achieving continued expansion for the e-Builder product. Previously, he was Regional Vice President at SAP, responsible for global revenue growth of subscription software, services and support.

“We are excited to have Greg Blackman join Opus 2 as CEO. He has the key distinctive skills required to take on this role: a background leading multifaceted and global organisations, a clear strategic vision, and strong experience in scaling software businesses. His expertise will be an accelerator for Opus 2, and perfectly complements the strengths of the executive team,” said Charles-Hubert Le Baron, partner, mid-cap at Astorg, the private equity firm invested in Opus 2.

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Blackman will be crucial to strategy, innovation and continued growth on Opus 2, a well-established fixture in litigation and hearings services, which is focused on further expansion as a global legal software provider. The company’s award-winning solutions empower law firms and corporate legal teams to be more agile and collaborative, while preparing for and managing cases, disputes, transactions, investigations, hearings, arbitrations and more.

“Opus 2 clients are uniquely driven, creative and innovative in their use of technology. The opportunity to deliver measurable value to them, while also accelerating company growth, is incredibly exciting, said Blackman.

Allen & Overy and Shearman & Sterling Approve A&O Shearman Merger Allen & Overy and Shearman & Sterling, with more than 99 percent of the votes cast at each firm supporting the merger, have overwhelmingly approved the creation of A&O Shearman.

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NEWS

The merger will combine two of the world’s most prestigious law firms with complementary strengths and cultures. Together, they will create an unparalleled firm with a forwardlooking approach to delivering excellence and innovation for clients’ most complex matters.

A&O Shearman will be ideally placed to provide local and cross-border support to clients as they navigate an increasingly complex legal, regulatory and geopolitical environment. The firms will now embark on a period of active integration planning, while working together toward final closing of the transaction, which is anticipated in or before May 2024.

“This is a historic moment for both firms and our profession. We are delighted that our partners have voted so resoundingly in favour of this merger, which is a transformational step for the legal industry. We have long admired Shearman & Sterling for its outstanding reputation, talent and client base, and we are confident that together we will create a truly exceptional global firm that will serve our clients’ needs in an increasingly complex and dynamic world,” said Wim Dejonghe, Senior Partner at Allen & Overy.

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Adam Hakki, Senior Partner at Shearman & Sterling, added: “Our partners have recognised and welcomed this unparalleled opportunity to combine our individual market leadership and brands to serve clients as an integrated global law firm, preeminent in all our markets. A&O Shearman will be a firm unlike any other in the world, built to achieve exceptional outcomes for our clients through an intentional focus on quality, excellence and collaboration. We are creating a new industry leader with truly global capabilities, and we are excited for what is to come.”

With combined experience advising many of the world’s leading corporations and financial institutions, governments and governmental organizations, A&O Shearman has a distinguished heritage reflecting Allen & Overy’s roots as a City of London firm founded in 1930 and Shearman & Sterling’s founding in 1873 in New York City.

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MOVES Christopher & Lee Ong, a member firm of Rajah & Tann Asia, has significantly strengthened its corporate team with Adrian Chee, Jennifer Lee, Justin Chua, Jacyn Phuah, and newly minted partner Adrian Yap. Together with their respective teams of lawyers and staff, the new teams add tremendous depth to the firm’s M&A, Equity and Debt Capital Markets, and Banking & Finance practices.

The new teams are market leaders and recognised as leading lawyers and rising stars in Malaysia by clients, peers and legal publications. They bring a wealth of experience and industry insights, aligning seamlessly with the firm’s culture and client-focused approach.

Adrian Chee, a familiar name across major corporate practice areas, will be part of the Corporate M&A Practice, as the Head of M&A. Alongside him will be Jacyn Phuah, who carries an extensive experience in the Corporate M&A practice.

Deacons, Hong Kong’s longest established and largest independent law firm, has promoted Tana Chan from the Private Clients & Property practice group to the firm’s partnership, effective from January 1, 2024.

Tana specialises in private clients practice including wealth, later-life and succession planning, wills, probate and estate administration. She has extensive experience in advising both private and corporate clients in a broad range of legal issues relating to wills, probate and inheritance of wealth, and providing comprehensive legal services to individuals to ensure smooth transfer of family wealth.

Tana’s expertise lies in will preparation, handling local and foreign grant applications, administration and distribution of estates with multi-jurisdictional elements, and advising on enduring powers of attorney, advance directives, will trusts and succession matters in Hong Kong. Tana also speaks on succession-related topics in seminars for clients and wealth management industry.

With their focused knowledge and experience as banking, finance, and debt capital market lawyers covering both conventional and Islamic finance, Jennifer Lee and Adrian Yap will expand the firm’s Banking and Finance Practice Group.

Admitted as a Greater Bay Area Lawyer in 2023, Tana often assists clients from Mainland China with cross-border succession matters in Hong Kong. She is fluent in English, Cantonese and Mandarin.

Justin Chua, who has in-depth experience in equity capital market transactions across a broad range of sectors, will bolster the firm’s prominent Capital Markets Practice Group.

This appointment brings the total number of Partners at Deacons to 56. This announcement further cements the firm’s position as Hong Kong’s largest leading law firm.

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MOVES Allen & Overy has strengthened its APAC funds and asset management practice with new partner hire, Tiffany Toh, in Singapore. She will join the firm in January 2024. Qualified in both Singapore law and New York law, Toh is a highly regarded funds lawyer with extensive experience advising private fund sponsor and institutional investors on the full range of private fund matters, including fundraising and fund formation, GP and LP-led secondaries transactions, co-investments, internal arrangements, spin-outs and regulatory compliance. She has represented leading sponsors across various asset classes, with a particular focus on private equity, venture capital, real estate and credit.

Baker McKenzie has added leading arbitration practitioner David Kim as a partner in Baker McKenzie & KL Partners Joint Venture Law Firm, further bolstering the JV’s bench strength and the firm’s position as the largest international law firm in Korea by partner bench strength.

Kim joins from Lee & Ko, where he led its International Construction Dispute Resolution Practice Group. He is highly regarded in the international arbitration arena, and has acted as counsel in various arbitration cases before the International Court of Arbitration, Singapore International Arbitration Centre, the International Centre for Settlement of Investment Disputes, Hong Kong International Arbitration Centre, Korean Commercial Arbitration Board and the London Court IHC MAGAZINE

of International Arbitration, as well as in ad-hoc arbitrations under the United Nations Commission on International Trade Law rules. Kim has represented multinational corporations, government entities, defence contractors and high-profile individuals in numerous commercial disputes related to construction, shipping, military contracts, energy and natural resources, telecommunications, intellectual property and investor-state matters. He has also previously served as an adjunct professor at the Judicial Research and Training Institute of the Supreme Court of Korea, and is a faculty member for the Delos Dispute Resolution ROAP Asia. Kim is admitted to the bar in Alberta, Canada.

Shook Lin & Bok has added Kenneth Szeto and John Tan as partners in its Corporate Real Estate Practice. They have considerable experience working on a broad range of transactions across the commercial, industrial and residential property sectors in Singapore. Szeto has significant experience in the real estate alternates sector, including co-working and co-living spaces, as well as self-storage facility assets. He also specialises in secured real estate financing, acting on both the lender and the borrower side. He advises private clients on their real estate investment portfolios and long term asset holding strategies. Tan has over a decade of experience in real estate and financing transactions and private client work, with particular expertise in industrial and heritage properties, as well as niche sub-sectors, including co-living, VOL 3 ISSUE 1, 2024

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MOVES co-working, high-tech agricultural, hospitality, manufacturing, medical, aviation and selfstorage assets.

Trilegal welcomes Monika Bhonsale to join the firm as partner in the real estate practice. She will join the firm in Mumbai, and will focus on real estate transactions and related matters in allied sectors. Joining as a real estate partner from AZB & Partners, Bhonsale has almost 20 years of experience in advising domestic and international clients on different aspects of Indian real estate transactions and matters in allied sectors. Throughout her career, she has worked closely with leading businesses and investors in the real estate sector, advising them on acquisitions and sales, title diligences, real estate aspects of M&A and PE transactions, leasing and licensing matters, and joint development and similar arrangements.

Squire Patton Boggs has continued the expansion of its Commodities and Shipping Industry Group with the addition of Ruaridh Guy as a partner in its Hong Kong Litigation Practice. Guy arrives with associates Lauras Rambinas and Tina Wong from the Hong Kong office of Ince & Co. Qualified in both England and Wales and Hong Kong, Guy advises shipping and trading clients on a broad range of dispute resolution matters. His experience includes court proceedings and arbitrations seated in Hong Kong, London, Singapore and Seoul under VOL 3 ISSUE 1, 2024

various rules and institutions, including The London Maritime Arbitrators Association, Hong Kong Maritime Arbitration Group, Hong Kong International Arbitration Centre and Singapore International Arbitration Centre. Guy also has substantial experience in contentious insolvency matters, acting for creditors and liquidators. His team’s expertise includes dry shipping work, such as bills of lading, charter parties, contracts of affreightment, and ship sale and purchase contracts. They also act on wet shipping matters, including collisions, fires and groundings. On the trade side, the team regularly acts in disputes under contracts for the sale and purchase of commodities, in particular oil and oil products, coal and various metals, and on related issues such as letters of credit and guarantees.

Shardul Amarchand Mangaldas & Co has added Shruti Singh as a partner in the General Corporate Practice. She will be based in New Delhi, and will be advising clients on various aspects of M&A transactions and structured & corporate finance.

Singh has 13 years of experience in advising foreign and Indian corporates, entrepreneurs, private equity funds and other organisations on a range of legal and regulatory issues. She has worked on notable deals, such as Temasek and Advent’s joint structured finance and M&A acquisition of Crompton, Dalmia Cement’s IBC acquisition of Murli Industries, Goldman Sachs and Varde’s debt restructuring of Rattan India. Prior to joining the firm, Singh was a consultant with Khaitan & Co in its IHC MAGAZINE

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MOVES restructuring and insolvency practice. She has also participated in the International Visiting Attorney Program at the New York office of Skadden, Arps, Slate, Meagher & Flom, where she has worked in Skadden’s M&A practice. Singh holds a master’s in law degree from the University of Michigan Law School in the United States and a Bachelor of Law (Hons) from NALSAR University.

Norton Rose Fulbright has bolstered its disputes offering with the appointment of top-ranked partner Nick Sharratt as its new regional Head of Dispute Resolution in the Middle East. Known for his exceptional client service, Sharratt has worked in the region for more than a decade, focusing primarily on litigation, international arbitration, asset recovery and multi-jurisdictional enforcement. His bluechip client base spans a range of industry sectors, including financial institutions, energy and infrastructure, construction, commodities, hospitality and transport. Sharratt will be based in the UAE. Shardul Amarchand Mangaldas & Co has added Manish Gupta, Pratyush Khurana and Ashish Ahluwalia as Partners in the General Corporate Practice, based out of the firm’s Gurugram office.

Joining as an equity partner, Gupta has more than 19 years of experience in IHC MAGAZINE

cross-border and domestic M&A, Private Equity and Venture Capital transactions spreading across various sectors. He has successfully represented clients in various financial and strategic investments, joint ventures, acquisitions, divestments & exits, business transfers, corporate and business restructuring. Gupta has previously worked as a partner with IndusLaw and Dentons Link Legal, as a Managing Associate with Luthra & Luthra Law Offices, and as an Associate with Titus & Co. He holds a BALLB (Hons) degree from National Law Institute University, Bhopal.

On the other hand, Khurana has over 14 years of experience in transaction practice involving M&A, joint ventures, business transfer, PE/ VC transactions and General Corporate advisory. He has previously worked as a Partner with IndusLaw, and as an Associate Partner with Dentons Link Legal. His clientele included Info-edge, Waterbridge Ventures, 360 One and Classplus. He holds a BBALLB degree from Symbiosis International University, Pune, and is also a qualified Company Secretary.

Finally, Ahluwalia has over nine years of experience in general corporate and transactional work, like M&A, joint ventures, private equity and venture capital. He regularly advises clients on a range of matters across in relation to M&A and private equity/venture capital transactions. This is Ashish’s second stint at SAM & Co. Previously, he worked as a Partner at IndusLaw. His clients include Big Capital and Rukam Capital, apart from clients in the PE/VC space. He holds a bachelor’s degree in law from Campus Law Centre, University of Delhi, and is also a qualified Company Secretary.

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DEALS Allen & Gledhill has acted as transaction counsel to ARA Trust Management (Suntec), as manager of Suntec Real Estate Investment Trust (Suntec REIT), on the S$500 million (US$373m) sustainability-linked term loan facility to HSBC Institutional Trust Services (Singapore), as trustee of Suntec REIT. Partner Jafe Ng led the firm’s team in the transaction.

Allen & Overy is advising a consortium led by Fajr Capital on the acquisition of a 65 percent stake in Aster DM Healthcare, the holding company of the GCC business of Aster DM Healthcare. On November 28, 2023, Aster DM Healthcare received approval from its board of directors to separate its India and GCC businesses into two distinct and standalone entities. Under the separation plan, the Moopen family (Aster DM

Healthcare founders) will continue to manage and operate the GCC business, retaining a 35 percent stake following the sale of the remaining 65 percent to the Fajr Capital-led consortium. The current market cap of the combined India and GCC business stands at around US$2 billion. The transaction values the GCC business at an enterprise value of US$1.7 billion and an equity value of US$1 billion. The Fajr Capital-led consortium includes Emirates Investment Authority, Al Dhow Holding (AlSayer Group’s investment arm), Hana Investment (subsidiary of Olayan Financing) and Wafra International Investment. A UAE-based private equity firm which invests in the Middle East and Southeast Asia, Fajr Capital is owned by prominent sovereign wealth funds from Abu Dhabi, Brunei Darussalam and Malaysia, and private investors from the Gulf region and beyond. Middle East corporate head partner David Foster led the firm’s team in the transaction, which is subject to regulatory and corporate approvals, including shareholder approval.

AZB & Partners has advised Great Terrain Investment, an affiliate of Warburg Pincus, on its Rs27 billion (US$324m) sale of equity stake of Computer Age Management Services. Partners Vaidhyanadhan Iyer and Jeet Chaudhuri led the firm’s team in the transaction, which was completed on December 4, 2023.

Azmi & Associates has acted as main counsel to national fund and retirement institutions Permodalan Nasional, Employees’ Provident Fund and Kumpulan Wang Persaraan (Diperbadankan) on their

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DEALS ground-breaking strategic investment collaboration with OSRAM Opto Semiconductors (Malaysia). The transaction involves the sale and leaseback of OSRAM’s new state-of-the-art facility with joint investment value of RM2 billion (US$419m) and with clear exit plan for the co-investors. Senior partner Dato’ Azmi Mohd Ali and partners Zuhaidi Mohd Shahari, Mohd Sallahudin Abdullah and Muhammad Inamul Hassan Shah led the firm’s team in the transaction, while Cherha Hempel advised on Austrian law.

Baker McKenzie Wong & Leow (in Singapore) and HHP Law Firm (in Jakarta) have advised MUFG Bank, United Overseas Bank, Bank of China, CTBC Bank, DBS Bank and Mizuho Bank, as the mandated lead arrangers and book-runners, on a US$700 million sustainability-linked syndicated term loan facility for Sarana Multi Infrastruktur (SMI), a state-owned enterprise under Indonesia’s Ministry of Finance. The facility is SMI’s first sustainability-linked loan, which features concrete performance targets that are in line with its ESG commitment. It received strong interest from investors during syndication, resulting in an oversubscription with commitments of approximately US$1.8 billion. Baker McKenzie Wong & Leow banking and finance principal Chu Kah Chin and HHP Law Firm banking and finance senior partner Mita Guritno led their firm’s respective team in the transaction.

Carey Olsen has advised Lightspeed Faction Ventures on the launch of Lightspeed Faction Fund I, a US$285 million closed-ended venture capital fund focused on early-stage IHC MAGAZINE

blockchain opportunities. The fund is a collaboration between Lightspeed Venture Partners (Lightspeed) and the Faction partnership through the newly-formed cryptocurrency firm Lightspeed Faction. Lightspeed Faction will execute its blockchain investment strategy with an institutional approach that leverages Lightspeed’s global investment platform and Lightspeed Faction’s crypto-native VC investing expertise and key ecosystem relationships. The fund will seek to generate longterm capital appreciation through equity and token investments in early-stage projects that are active in blockchain, and may also engage in other token-generative activities, such as staking of digital assets. Working alongside lead counsel Wilson Sonsini Goodrich & Rosati, partner Michael Padarin led the firm’s Hong Kong team advising on all Cayman Islands legal and regulatory aspects of the launch.

Clifford Chance has advised leading hygiene and health company Essity on the proposed sale of its controlling stake in Vinda International Holdings. The proposed sale will be implemented via a pre-conditional voluntary cash offer made by Isola Castle, a company indirectly wholly-owned by Asia Pacific Resources International, to acquire 100 percent of the shares in Vinda. The transaction is the largest third party offer for a Hong Kong-listed company announced in 2023 so far, with an offer price which corresponds to an equity value of Vinda of approximately HK$28.3 billion (US$3.6b). Nasdaq Stockholm-listed Essity conducts sales in approximately 150 countries under leading global brands TENA and Tork and other wellknown brands, including Tempo, Libero and VOL 3 ISSUE 1, 2024

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Libresse. The company traces its roots to the founding of Swedish forest products company Svenska Cellulosa Aktiebolaget (SCA), and was renamed Essity after splitting from its timber, paper and pulp operations. Its subsidiary Vinda is listed in Hong Kong, and is one of Asia’s largest manufacturers and distributors of tissue and other personal care products. Partner Amy Ho, supported by partners Tommy Tam, Yi Yang, Ling Ho and Yong Bai, led the firm’s team in the transaction, which is subject to regulatory approvals and other customary conditions.

Cyril Amarchand Mangaldas has advised BNP Paribas on its exit from Sharekhan Group via 100 percent stake sale to Mirae Asset Capital Markets (India) (MACM) and Mirae Asset Securities (MAS). The Sharekhan Group is primarily engaged in stock broking, commodities/ currency derivatives broking, related products and services, and lending. The firm previously assisted BNP Paribas on its acquisition of the VOL 3 ISSUE 1, 2024

Sharekhan Group in 2015. The proposed transaction will involve the sale of 72.76 percent of the paid-up share capital of Sharekhan, the Sharekhan Group’s holding company and main stock broking entity, to MACM, and the sale of 100 percent of the paid-up share capital of Human Value Developers, which currently holds 27.24 percent stake in Sharekhan, to MAS. Partners Shishir Vayttaden and K Aishwarya, supported by partners Arun Prabhu (technology & telecom head), Anirban Mohapatra, Ankita Ray, Rishiraj Bhatt, Kirthi Srinivas, SR Patnaik (taxation head), Subhojit Sadhu, Shishir Vayttaden and K Aishwarya, led the firm’s team in the transaction, which was signed on December 13, 2023 and is yet to be completed, subject to fulfilment of the conditions precedent, including receipt of the requisite regulatory approvals. AZB & Partners, led by partners Nandish Vyas and Rushabh Maniar, advised Mirae Asset Securities and Mirae Asset Capital Markets (India).

Davis Polk has advised HighTide Therapeutics on its IPO and listing in Hong Kong and Rule 144A and Regulation S international offering, raising proceeds of approximately HK$194.1 million (US$25m). Established in 2011, HighTide is a leading biopharmaceutical company specialising in the discovery, development and commercialisation of multifunctional, multi-targeted therapies for the treatment of metabolic and digestive diseases. Partners Xuelin (Steve) Wang and Yang Chu led the firm’s team in the transaction.

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DEALS Davis Polk has advised the underwriters on the H share rights issue of Zhejiang Expressway and listing of the H rights shares in Hong Kong. The gross proceeds of the rights issue were approximately US$860 million. Hong Kong-listed Zhejiang Expressway is an infrastructure company principally engaged in investing in, developing and operating expressways and high-grade roads in China. Partners James C Lin and Yang Chu led the firm’s team in the transaction.

Dentons Hong Kong has advised XXF Group Holdings, an established automobile retailer providing automobile finance lease service primarily through its self-operated sales outlets in China, on the global offering of its shares in Hong Kong. The offering raised gross proceeds of approximately HK$113 million (US$14.5m). Capital markets partner and corporate finance head Gordon Ng led the firm’s team in the transaction.

HHP Law Firm has acted for Vale Canada on Vale Canada’s and Sumitomo Metal Mining’s (SMM) proposed divestment of an approximately 14 percent equity interest in Vale Indonesia to Indonesia’s state-owned mining company Mineral Industri Indonesia (MIND ID). A balanced governance structure will support both the stability and growth of Vale Indonesia’s continued operations in Indonesia. Vale Canada signed a Heads of Agreement with MIND ID and SMM regarding the divestment on the sidelines of the AsiaPacific Economic Cooperation Leaders’ Meeting 2023 on November 17, 2023 in front of Indonesian President Joko Widodo and Vice Minister of State-Owned Enterprises Kartika IHC MAGAZINE

Wirjoatmodjo. Norman Bissett led the firm’s team in the transaction, which is expected to complete in 2024, subject to customary closing conditions.

Indochine Counsel has advised Truong Hai Group (Thaco Group) on a groundbreaking US$350 million convertible bond issuance to Jardine Cycle & Carriage (JC&C), marking Vietnam’s largest offering this year. The issuance consisted of 8,680 bonds, each with a face value of Vnd1 billion (US$41,213) and a fixed annual interest rate of six percent, successfully completed on November 14, 2023. The bonds, with a five-year term, will mature on November 14, 2028. A pivotal regional investment holding entity within the Jardine Matheson Group, JC&C is publicly listed in Singapore. Since 2008, JC&C has forged a strategic partnership with Thaco Group through an equity investment, a transaction in which the firm also advised Thaco Group. Managing partner Dang The Duc led the firm’s team in the transaction.

K&L Gates has advised BPEA EQT on its recent investment in Klook, a Hong Kongbased online booking platform for travel and VOL 3 ISSUE 1, 2024

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DEALS leisure experiences in Asia. Along with other investment funds, BPEA EQT participated in the fundraising round, which raised US$210 million. Klook was founded in 2014, and allows users to choose from diverse experiences, ranging from attractions and tours to local transport and experiential stays in over a thousand destinations globally. BPEA EQT is one of Asia’s largest private alternative investment firms, and part of global investment organization EQT. Hong Kong corporate partner William Ho, supported by Taipei corporate partner Joseph Tseng, led the firm’s multi-jurisdictional team in the transaction.

Khaitan & Co has advised Global Dental Services on the approximately US$50 million investment by Qatar Investment Authority in the Series D1 funding round of Global Dental Services. Partners Bharat Anand and Nidhi Killawala, supported by partners Indruj

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Singh Rai and Sudipta Bhattacharjee, led the firm’s team in the transaction, which was completed on November 23, 2023. White & Case Singapore represented Qatar Investment Authority.

S&R Associates has represented Ashv Finance, an RBI-registered non-banking finance company focused on micro, small and medium enterprises, on a US$10 million Series E funding round led by Encourage Capital. Partner Viral Mehta led the firm’s team in the transaction.

Shardul Amarchand Mangaldas has advised JM Financial, as the book-running lead manager, on the qualified institutional placement by Arman Financial Services of approximately US$27.61 million. The issuer filed the placement document with the Indian stock exchanges

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DEALS on December 22, 2023. Capital markets national head partner Prashant Gupta and partner Sayantan Dutta led the firm’s team in the transaction, while Hogan Lovells Lee & Lee advised on the international aspect of the selling and transfer restrictions.

Simpson Thacher is advising The Carlyle Group on its strategic partnership with Korea Investment & Securities (KIS), through which KIS will invest approximately US$300 million in funds operated by Carlyle and will gain access to approximately US$4 billion in overseas credit products. Through the partnership, KIS aims to expand its international offerings and establish a pipeline for retail product development. Carlyle is a global investment firm with US$385 billion in assets under management and deep industry expertise that deploys private capital across its business. Carlyle conducts its operations through three business segments: Global Private Equity, Global Credit and Global Investment Solutions. Partners David Greene, Sage Hughes, Christopher Healey, Nancy Mehlman, Jonathan Goldstein and Jodi Schneider led the firm’s team in the transaction.

Skadden has advised the special committee of Gravitas Education Holdings (GEH) on its merger with eLMTree, an entity holding the core overseas education business of Hong Kong-listed NetDragon Websoft Holdings, a Chinese online game and educational software developer. As a result of the merger, GEH has changed its corporate name to “Mynd. ai” effective December 13, 2023. The merger and name change reflect the company’s new direction to pursue the transformation of IHC MAGAZINE

education via Artificial Intelligence. Corporate partners Yuting Wu (Shanghai) and Peter Huang (Beijing), supported by partners David Goldschmidt (New York), Michael Leiter (Washington DC), Ken Kumayama (Palo Alto), Victor Hollender (New York) and Joseph Yaffe (Palo Alto/Los Angeles), led the firm’s team in the transaction.

Trilegal has advised Arman Financial Services on its qualified institutions placement of equity shares, aggregating to Rs2.3 billion (US$27.6m). This was the company’s first QIP, and is among the few QIPs by NBFCs in 2023. The proceeds from the issue are proposed to be used towards augmenting the company’s capital adequacy ratio, as laid down by the RBI, and for general corporate purposes. Arman Financial Services specializes in offering financial services that include microfinance and loans to MSMEs, as well as facilitating two-wheeler finance. Partner Richa Choudhary led the firm’s team in the transaction.

TT&A has advised Asian Development Bank on its loan facility, via external commercial borrowing, of up to US$125 million to L&T Finance (now merged into L&T Finance Holdings). The borrower is an NBFC and will on-lend the proceeds to various end-users, including to women borrowers for rural group loans and micro finance loans. The ADB financing deal was negotiated and entered into in parallel with a merger process, under which L&T Finance and certain other L&T group companies were to be merged into L&T Finance Holdings. Partner Ambarish

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Mohanty led the firm’s team in the transaction.

Watson Farley & Williams has advised on the refinancing with Investec of five aircraft. A mix of ATRs and A320s, the aircraft were each leased to different lessees located in different jurisdictions, including Fiji, Nepal, the Philippines and the UK. The refinancing, which took place between October and November 2023, saw the firm advise on the prepayment of the existing loan, and discharge of the existing security over the aircraft. The firm also advised Investec on taking new security and local counsel in each jurisdiction, regarding the requirements to register the change in financiers for the aircraft. Avation is a commercial passenger aircraft leasing company with a fleet of 35 aircraft (including Airbus A220, VOL 3 ISSUE 1, 2024

A320, A321, A330, Boeing 777-and ATR 72 aircraft) currently on lease to a global roster of airlines. Investec is an Anglo-South African international banking and wealth management group that provides innovative aviation financing solutions globally for airlines, investors and lessors. Singapore partner Richard Williams led the firm’s team in the transaction, which was completed on October 9, 2023.

WongPartnership has acted for Amethyst Assets, as the offeror, on the voluntary unconditional general offer for Amara Holdings, as well as the financing relating to the general offer. Partners Audrey Chng and Soong Wen E led the firm’s team in the transaction, together with partners Christy Lim, Miao Miao, Oliver Li, Serene Soh and Clarence Kang.

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Cross-border data transfer:

creative measures and its application to economic development

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SUSAN NING, HAN WU KING & WOOD MALLESONS

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n our increasingly interconnected world, cross-border data flow has become a defining feature of the contemporary era. Driven by technological advancements and globalisation, cross-border data flow enables businesses to operate more efficiently on a global scale by facilitating the exchange of information and encouraging healthy competition. The seamless flow of data between different countries and regions not only streamlines production processes but also propels global economic development.

Amidst the benefits of cross-border data flow, concerns have arisen, leading to heightened scrutiny and the implementation of restrictive measures by various nations. Foremost among

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these concerns is the potential compromise of protection of intellectual property, data privacy and security. In an effort to shield the personal information of their citizens, countries may impose limitations on the cross-border transfer of data. Another pivotal factor influencing the rationale for restrictive measures is national security. Governments may endeavor to regulate the movement of sensitive data to prevent unauthorised access or exploitation by foreign entities. In response to the escalating threat of cyberattacks and the growing sophistication of these digital threats, certain countries enact measures that safeguard their critical infrastructure, intellectual property, and classified information. In addition, economic considerations also play a VOL 3 ISSUE 1, 2024

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significant role in managing cross-border data transfer. Some countries opt for a relatively mild strategy on cross-border data flow, aiming to retain economic dynamism, impede the efficiency of global business operations and stifle technological innovation.

These measures may not be quite the same in terms of the framework and rationale of supervision on cross-border data transfer. For example, the United States does not have a generally applicable privacy or data protection legislative regime, and the specific regulations depend on the type and the size of the data in question and the industries the enterprises are in. Currently, both federal privacy laws and certain state laws provide the regulatory framework for this matter.

While the concerns prompting these restrictive measures are valid, finding a delicate balance is crucial. Striking a harmonious equilibrium between safeguarding data, ensuring national security, and fostering economic growth requires international collaboration and the development of common standards. This article aims to offer an overview of diverse data transfer mechanisms within different regulatory frameworks, explore the policy-maker’s role in regulating cross-border data flow and the potential innovative regulatory measures the government may take.

Rationales for restrictive measures on cross-border data transfer 1. D ifferences in cross-border data transfer restrictions in the United States, EU and the People’s Republic of China (“China”) Given the dynamic and rapid development of the data economy and its role throughout both public and private sectors, current legislations in many countries focus on either drafting or amending the data protection laws or privacy laws. Specifically, for regulating and supervising the cross-border data transfer and safeguarding the security of personal information, most countries have adopted certain restrictive measures one way or another to make sure the transferred data and personal information is safe and to minimise the risk of data leakage, personal information subject’s rights and interests.

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One the other hand, EU data protection laws allow member states to transfer personal data to the “whitelist” of other countries. If the transfer is not made to white-listed countries, after applying Appropriate Safeguard provisions or Derogations for Specific Situations provisions under the GDPR, the personal data is generally allowed to be freely moved among countries. In addition, the EU adopts the concept of binding corporate rules (“BCR”) that allow group of corporate affiliates to transfer data to non-EU counties within their corporate group, if the group has a set of BCR that have been approved by the EU data protection authority. This approach further accelerates the efficiency of data movement within the corporate group without burdensome obligations to be fulfilled beforehand, such as prior approval by the data protection authority. The EU data protection model follows the principle of “self-governed” or “self-certified” where enterprises will have greater discretion in terms of data transfer and data protection.

China takes a different approach in terms of supervision on cross-border transfer of personal information and data by adopting three main mechanisms i.e. security assessment, certification of personal information protection or standard contract recordfiling are implemented for the enterprises to follow. These require the enterprise to IHC MAGAZINE

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conduct the compliance works beforehand and the authority will look into the business practice and data processing activities by each enterprise in detail.

2. R ationales behind such different restrictive measures There are multiple reasons why different countries adopt different regulatory measures for the supervision on cross-border data transfer. First of all, each country and/ or region are at different stages of digital economy development, the demand for advanced goods, technologies or services grow along with the movement of data, and they may have different needs and concern either from the authorities or the public. For example, cross-border data flows can improve living standards by utilising global knowledge to facilitate national development in general, and some countries or industries may seek a greater amount of complex knowledge and data volume, such as in AI, TMT, and public health. Meanwhile, complete unsupervised cross-border data flow could potentially threaten a country’s own advantages, intellectual property, and the ability to attract investments.

Where data is allowed to move freely across borders, it promotes global collaboration, enhances market access, and fuels innovation

On the other hand, each country may hold different views on the connection between data and national security. China takes the approach that deems that a greater amount of personal information being transferred overseas could possibly endanger national security and public interests. For example, IHC MAGAZINE

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the Regulations for the Administration of Network Data Security (“Exposure Draft”) first points out the concept of “important data”. This refers to the tampering with, sabotage, leakage, illegal acquisition or illegal use of data which, if it happens, may cause harm to national security or the public interest. Secondly, as Several Provisions on Automotive Data Security Management (for Trial Implementation) provides that if the volume of personal information exceeds 100,000, it is likely to be deemed as “important data”, hence the relevant data processing activities may be subject to security assessment prior to the cross-border transfer of such data. In addition, it is commonly seen under the current laws and regulations where the restrictive measures on cross-border transfer of important data and more than 1,000,000 personal information are the same. This approach is also one of the different restrictive measures that China undertake compare to other countries and regions.

The role of cross-border data transfer regulatory schemes under the digital economy era 1. The Role of a cross-border flow supervision mechanism on the digital economy development The impact of various cross-border data flow supervision mechanisms on digital economy development is multifaceted. Where data is allowed to move freely across borders, it promotes global collaboration, enhances market access, and fuels innovation. However, challenges related to data privacy, national security and other relevant issues may arise. On the contrary, strict regulation may prioritise data sovereignty and security, potentially limiting global data flow. While these measures enhance cybersecurity, they VOL 3 ISSUE 1, 2024

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might impede the efficiency of cross-border business operations, thereby hindering the full realisation of the digital economy’s potential. Alternatively, regulatory approaches aimed at fostering the economy may strike a balance between facilitating data flow and protecting national interests. This approach, grounded in economic development, not only stimulates economic growth, encourages entrepreneurship, and streamlines international business operations but also places a significant emphasis on ensuring the security and privacy of data. This dual focus acknowledges the pivotal role of data in the digital economy while recognising the imperative to safeguard individual privacy and maintain cybersecurity standards. The balance between these considerations is crucial to navigating the complexities of the digital era and fostering a global digital economy that is both secure and innovative.

2023, the State Council of China issued the “Opinions on Further Optimising the Foreign Investment Environment and Increasing Efforts to Attract Foreign Investment” (关于进一步优 化外商投资环境 加大吸引外商投资力度的意见, “the Document”), which highlights the exploration of a streamlined mechanism for secure cross-border data flow. The Document proposes establishing a green channel for eligible foreign-invested enterprises, facilitating efficient security assessments for the outbound transfer of critical data and personal information. This initiative aims to promote the orderly and secure free flow of data, reflecting a growing awareness of the need for regulatory frameworks that both supervise data activities and create an enabling environment for economic growth.

2. N avigating the complex interplay: crossborder data flow regulatory measures and economic development

In navigating the landscape of China’s evolving digital economy, it becomes imperative to dynamically adjust existing cross-border data regulatory mechanisms according to its varying pace and stages of development.

The relationship between cross-border data flow regulatory measures and economic development is intricately complex. Regulatory efforts should not merely fulfill oversight functions, which include safeguarding national security and privacy protection, but should also be attuned to the broader landscape of economic progress. This alignment is crucial because cross-border data flows constitute one of the fundamental requirements for the advancement of the digital economy, unlocking the complete potential of domains such as artificial intelligence and other pioneering technologies.

Recent developments in Chinese cross-border data flow regulatory measures underscore the intricate relationship between regulatory measures and economic development. In August VOL 3 ISSUE 1, 2024

3. Necessity of dynamic regulatory measures on cross-border data flow in shaping China’s digital economy

Much like the dynamic adjustments seen in the antitrust regulatory sphere, where standards for operator concentration are continually adapted to match the expanding scale of the economy, similar flexibility should be applied to cross-border data flow regulations. This adaptability is vital, reflecting the shifting demands of different phases in China’s digital economic development. An illustrative example is the trend of ongoing adjustments to the thresholds for the cross-border data transfer filing and the Standard Clauses Contract filing. On September 28, 2023, the Cyberspace Administration of China released the “Provisions on Regulating and Facilitating Cross-Border Data Flows (Draft for Comments)” (规范和促进数据跨境流动 IHC MAGAZINE

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规定 (征求意见稿), “the Draft”), proposing exemptions for certain situations from the existing Chinese cross-border data transfer regulatory mechanisms, including crossborder data transfer security assessments, standard contract filings, and personal information protection certifications. This dynamic approach ensures that regulatory frameworks remain responsive, effectively facilitating the free and secure flow of data across borders. The transition aims to strike a balance between fostering cross-border data flows and addressing concerns related to national security, public interests, and individual information privacy rights.

Moving forward, it is crucial to sustain the dynamism in cross-border data flow regulatory measures. By continuously adapting to the evolving digital landscape, China can not only meet the demands of its burgeoning digital economy, but also foster an environment that encourages innovation and sustainable economic growth.

Conclusion In conclusion, striking a balance between supervision and economic development is paramount for fostering a thriving and secure digital economy. The dynamic nature of the digital landscape requires regulatory measures that are responsive to the evolving needs of both national security and economic progress. Regulatory frameworks of cross-border data flow should not only ensure the protection of privacy and uphold national security, but also create an environment conducive to the free flow of data, innovation and international collaboration. The ongoing adjustments and proposed exemptions in cross-border data flow regulatory mechanisms signal a proactive approach to addressing the challenges posed by the dynamic digital landscape.

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As we move forward, it is imperative to continue refining and adapting crossborder regulatory schemes, learning from experiences and embracing innovative approaches. Only through a balanced and adaptable regulatory framework can nations effectively harness the benefits of cross-border data flows while mitigating potential risks. This delicate equilibrium will be instrumental in shaping a digital economy that is not only resilient and secure but also propels innovation and sustainable economic development.

Susan Ning, King & Wood Mallesons Susan Ning joined King & Wood Mallesons in 1995. She is one of the pioneers engaged in the cybersecurity and data compliance sector and leads a professional team of lawyers with interdisciplinary backgrounds. Her practice areas also include antitrust and competition law, international trade and investment law.

Han Wu, King & Wood Mallesons Han Wu was awarded as “Leading Individual” in 2023 in the Data Security and Privacy area by Chambers. As the partner at KWM, Mr. Wu has extensive experience in providing cybersecurity and data compliance advice in industries including TMT, trading, automobile, manufacturing, semiconductor, pharmaceutical, natural resources, etc.

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Balancing Innovation and Privacy: DIFC’s latest Data Protection Amendment

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RAKA ROY GALADARI

I

n the world we currently live in, we find ourselves immersed in a landscape defined by digital progress. Within this ever-expanding digital sphere, questions arise about the destiny of individual privacy. The expansion of the digital domain emphasises the need to synchronise technological progress and protect personal data.

The Dubai International Financial Centre (“DIFC”) recently took a significant step forward with its latest amendment to the Data Protection Regulations in September 2023. The amendment focuses on transparency, accountability, and ethical practices while handling personal data, aligning it with international data protection standards.

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What are the key aspects of this amendment?

Prompt Reporting of Personal Data Breaches: The amended regulations places emphasis on the timely and prompt reporting of personal data breaches to the Commissioner and affected Data Subjects ensuring that individuals are aware of the potential risks to their data and enabling them to take the appropriate precautions. Time is of essence in maintaining trust and complying with the data protection mandates.

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obtained by a party. Parties are obligated to initiate efforts to return the data to its rightful owners. Failure to do so, or any non-compliance including using acquired data for personal gain, has implications such as fines and cost recovery measures. The consequences are intended to highlight the significance of responsible data handling.

Transparent Digital Communication and Services: The amendment provides guidelines for collecting and using personal data in digital communications and services. Clear and transparent information must be provided to Data Subjects regarding data usage, with an option to refuse such communications. Default privacy settings should collect only the minimum necessary data. Consent for processing personal data in these contexts must be freely given through clear affirmative acts, promoting transparency and individual choice.

Commissioner’s Authority: Under the new amendments, the Commissioner is granted the authority to investigate and enforce actions against Controllers or Processors involved in unfair or deceptive practices. This includes misleading information about data processing or false claims regarding adherence to data protection principles. Such measures ensure transparency and honesty in data handling practices, reinforcing trust in data-driven processes.

Ethical Use of AI and Autonomous Systems: The most significant update in the latest amendment is the provisions relating to responsible use of autonomous and semi-autonomous systems, particularly focusing on artificial intelligence (“AI”) technology when processing personal data. These provisions prioritise ethical and fair practices, transparency in AI decision-making, data security, and accountability mechanisms. The emphasis on IHC MAGAZINE

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compliance with data protection laws in highrisk processing scenarios signifies a commitment to responsible AI deployment.

Such measures ensure transparency and honesty in data handling practices, reinforcing trust in data-driven processes The latest amendments to the DIFC Data Protection Regulations mark a significant stride towards enhancing data privacy and security in the digital age. By emphasizing transparency, responsible data management, and ethical AI practices, these provisions align with global data protection regulations and promote trust and accountability in datadriven processes. As technology continues to evolve, these regulations serve as a vital framework for protecting individual rights while harnessing the potential benefits of advanced technologies. In a world increasingly reliant on data, the DIFC’s commitment to data protection is a commendable step towards a more secure and ethical digital future.

Raka Roy, Partner, Galadari, Dubai Raka is a Partner at Galadari Advocates & Legal Consultants, where she plays a blended role of a commercial and employment lawyer and heads the Intellectual Property and Data Protection practice.

She brings a wealth of experience in high profile projects and transactions in IP Auditing, advisory roles for any IP or commercial IP issues (advertisement issues, consumer protection laws, review of product warranties, social media terms, product guidelines, privacy issues, data protection etc.), IP prosecution, brand clearance and opposition, anti-counterfeiting and all related contentious issues.

T: +971 55 550 1113 E: raka@galadarilaw.com VOL 3 ISSUE 1, 2024

Core Points of the New PRC Company Law and Compliance Transformation of Limited Liability Companies

Heading 1: Heading 1.3

JIANG FENGWEN BEIJING CHANCEBRIDGE LAW FIRM

O

n December 29, 2023, the new PRC Company Law was finally promulgated by the Seventh Session of the Standing Committee of the PRC National People’s Congress, with the effective date of July 1, 2024 (the new “Company Law”). This is the sixth amendment to the current Company Law since its enactment on December 29, 1993, which is the most significant and comprehensive amendment based on the basic framework and system of the current Company Law.

supervisors and senior management, and the actionable reform and its impact on limited liability companies including foreign-invested enterprises (the “FIEs”), as well as the compliance transformation of such companies to the new Company Law, and the timeframe for such companies to fully comply with the Company Law.

This paper focuses on the core points of the new Company Law in the corporate governance system and the corporate capital system, the obligations of directors,

Compared with the current Company Law, the new Company Law has been revised in the following aspects:

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I. Core Points of the New Company Law in Corporate Governance

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(1) The appointment and resignation of the legal representative and removal of directors Article 10 of the new Company Law stipulates that the legal representative of a company shall, in accordance with the provisions of the articles of association of the company, be a director or manager who performs company affairs on behalf of the company. Article 13 of the current Company Law stipulates that “the chairman, executive director or manager shall serve as the legal representative”. In practice, the legal representative of most companies is the chairman of the board. For large companies, especially the FIEs, managers (unless he/ she is concurrently a director or chairman of the board), usually do not enter the board of directors, and naturally will not serve as chairman. Their authority is limited to being responsible for the company’s daily management activities, attending the board meetings, reporting to the board and implementing the resolutions of the board. Article 10 of the new Company Law has expanded the scope of the legal representative, who may not only be the chairman of the board of directors, but any director or manager carrying out the company’s affairs. This provides a legal basis for smaller companies without a board of directors or a chairman to appoint a legal representative.

This Article 10 also provides that if a director or manager acting as the legal representative resigns, he shall be deemed to have resigned his legal representative at the same time. If the legal representative resigns, the company shall appoint a new legal representative within 30 days from the date of resignation of the old legal representative.

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justifiable reasons, the director may demand compensation from the company. This may not apply to FIEs where most of their directors are appointed to the board because of a position he/she holds in the company. He/she will not receive any remuneration as a director in addition to his remuneration for his normal work but shall only be reimbursed for expenses incurred in connection with his participation in the board meetings. Moreover, in FIEs, especially for joint ventures, the parties thereto usually agree that either party may nominate or remove their members of the board of directors at any time, and the shareholders meeting shall make the final appointment. Therefore, the dismissal of directors before the expiration of the term of office is a frequent occurrence, as long as the company does not remove him/her from their normal work duties without cause, the dismissed director should not claim for compensation from the company merely because he is removed from the board.

(2) The strengthening of shareholders’ capital contribution obligation and improving the system making shareholders losing rights under certain circumstances In respect of shareholders’ capital contribution obligations, the new Company Law introduces the system of shareholders’ loss of rights, aimed at urging shareholders to fulfill their contribution obligation timeously. For the shareholders who fail to pay the capital contribution on time, the first step is for the board of directors to call for payment, give a grace period of 60 days, and after 60 days if he still not paid the capital contribution, the board of directors shall make a resolution of loss of rights, and the shareholder shall lose the equity interest of the unpaid capital contribution from the date of the resolution. The equity portion he/ VOL 3 ISSUE 1, 2024

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she failed to pay shall be transferred within 6 months or reduced for capital cancellation, if failed, then this equity shall be purchased by other shareholders in proportion of their shares. More importantly, the new Company Law clearly provides for the first time that “the amount of capital contribution subscribed by all shareholders of a limited liability company shall be fully paid by the shareholders within five (5) years from the date of establishment of the company in accordance with the provisions of the articles of association of the company” (Article 47).

The above provisions have no precedent in the history of the Company Law, which has demonstrated the determination of the government to rectify the shortcomings of the current Company Law’s comprehensive subscription system, to restrain shareholders’ capital subscription from the macro level, to prevent inflated registered capital, unlimited long-term contribution period and irrational subscription commitments.

(3) Improve the corporate governance structure and its functions and powers.

Corporate governance is mainly the system mechanism of power distribution, operation and mutual checks and balances among the shareholders’ meeting, the board of directors, the board of supervisors (or the audit committee) and the management and its implementation process. The new Company Law has further amended and improved the corporate governance structure.

First, the division of powers between the shareholders’ meeting and the board of directors has been further clarified. Article 59 stipulates that the shareholders’ meeting of a limited liability company is the power organ of the company and exercises the nine powers listed therein.

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After this amendment, any “decision on the company’s business plan and investment plan” and “deliberation and approval of the company’s annual financial budget plan and final accounts plan” are no longer matters that must be decided by the shareholders’ meeting. This may have some impact on FIEs, where the above two items are considered strategic decisions that require approval by the shareholders meeting and/or the Board of Directors. Although the new Companies Law has put the power to “determine the company’s business plan and investment plan” back to the power of the board, the important power of “considering and approving the company’s annual financial budget plan and final accounts plan” is still not stipulated within the scope of the authorities of the shareholders’ meeting or the board of directors. The author believes that since Article 59 stipulates that the shareholders’ meeting is the authority of the company, such important power should not be left blank in both the powers of the shareholders’ meeting and the board of directors, and in practice such an important power should not be decided by the management. Thus, if the company considers these two items must be approved by the shareholders’ meeting and/or the board of directors, it may provide so in the company’s articles of association for implementation.

Article 67 of the new Company Law still uses the enumeration method to list the powers and functions of the board of directors, and “determining the company’s business plan and investment plan” which was deleted from the second and third review drafts has been added back to the powers of the board, making its total powers to be 10 items as listed therein.

The second is to improve the relevant provisions on employee representatives among members of the board, and no longer take whether it is “state-owned assets” as a criterion IHC MAGAZINE

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for judgment. Article 68 clearly stipulates that any company with more than 300 employees shall have employee representatives on its board of directors, unless it already has established a board of supervisors in accordance with the law and has employee representatives therein. There are two different understandings about this requirement: one is that a limited liability company with more than 300 employees should have both employee supervisors and employee directors; the second is that a limited liability company with more than 300 employees does not necessarily need to have additional employee directors if it already has employee supervisors. I prefer the latter understanding. Therefore, a limited liability company (including FIEs) may need to set up employee director or employee supervisor if it meets the aforesaid 300 employee requirements, and the company shall pay attention to such requirements and make reasonable arrangements in advance.

Third, Article 69 expressly provides that a limited liability company may, in accordance with the articles of association, set up an audit committee composed of directors within the board to exercise the functions and powers of the board of supervisors as provided in the new Company Law, without setting up a board of supervisors or appointing a supervisor. This confirms that a limited liability company can choose a single-layer governance model, that is, under the premise of setting up an audit committee under the board of directors, it is no longer necessary to set up a board of supervisors in a traditional corporate governance structure.

Fourth, article 176 stipulates that a solely state-owned company shall set up an audit committee composed of directors on the board of directors to exercise the functions of a board of supervisors provided for in this law, and there shall be no board or such supervisors.

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Fifth, the flexibility of corporate governance has been further enhanced. A limited liability company with a relatively small scale or a small number of shareholders may not have a board of supervisors, but may have one supervisor to exercise the functions of the board of supervision as provided for in this law, and may also not have any supervisor if all shareholders unanimously decide.

Sixth, it is stipulated that a limited liability company should have a manager appointed or dismissed by the board of directors, responsible to the board of directors, but did not list the powers of the manager as in the current Company Law. It clearly provided that the manager shall exercise its authority in accordance with the Articles of Association or as authorised by the Board.

(4) Improving the provisions on the responsibilities of shareholders and directors, supervisors and senior management, and enhancing the duties of directors of companies on the safety of the company’s capital The current Company Law is very vague and not detailed lacks maneuverability in the liability of shareholders, directors, supervisions and senior management, which makes it difficult to enforce liability in case of their violations of the law.

The new Company Law has expanded and refined the responsibilities and liabilities of shareholders and directors, made detailed and strict regulations, strengthened their obligations, and profoundly reflected the spirit of “If you want to wear a crown, you must bear its weight.” For example, Articles 22, 23, 26 and 27 respectively stipulate that shareholders, actual controllers and directors, supervisors and senior management shall not damage the interests of the company by using affiliated VOL 3 ISSUE 1, 2024

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relationships. If they violate these provisions and cause losses to the company, he/she shall be liable for compensation. Where a shareholder of a company abuses the independent status of the company as a legal person or the limited liability of the shareholders to evade liabilities and seriously harms the interests of the creditors of the company, he/she shall bear joint and several liability for the liabilities of the company. Where a shareholder of a company takes advantage of two or more companies to commit acts as prescribed in the preceding paragraph, each company shall bear joint and several liability for the liabilities of any company. In the case of a company with only one shareholder, if the shareholder fails to prove that the property of the company is independent of his own property, he shall bear joint and several liability for the debts of the company. Where the convening, voting or resolution of the shareholders’ meeting or the board of directors of a company violates any law or regulation, the shareholders who have not been notified to attend the meeting may, within 60 days from the date when they know or should know that the resolution has been made, request the people’s court to revoke it. The new Company Law has also clearly specified the following four situations in which the resolutions shall be void: the resolution was made without convening the shareholders’ meeting or the board of directors meeting; no vote was taken on the matter of the resolution; a quorum is not present at the meeting or the number of voting rights held not met with the requirement of this Company Law; or the number of persons consenting to the resolution or the number of voting rights held does not reach the number of persons or voting rights stipulated in this Company Law or the Articles of Association. These provisions are made by the state according to the developing social practice and judicial practice and are necessary for the protection of law-abiding shareholders and creditors.

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Articles 179 to 188 of the new Company Law stipulate that directors, supervisors and senior management shall abide by laws and regulations and the articles of association of the company, and that they have the duty of loyalty and diligence to the company, and enumerate the specific acts that violate the duty of loyalty or diligence (Articles 181-184). It also clarifies the meaning of the duty of loyalty and diligence in Article 180, that is, the duty of loyalty is to avoid conflicts between their own interests and the interests of the company, and not to seek improper interests by taking advantage of their authority. The duty of diligence refers to the performance of duties being in the best interests of the company to do the managers usually should have reasonable attention, and provides that the controlling shareholder of the company, the actual controller does not serve as a director of the company but the actual implementation of the company’s affairs are also applicable to the provisions of the duty of loyalty and diligence. This is the first time that China has clearly defined the meaning of the duty of loyalty and diligence at the level of law, providing a clear standard of conduct on how to fulfill the duty of loyalty and diligence in the process of performing duties, and also helps the judicial organs to judge the behavior of directors and supervisors in case of violation of the duty of loyalty and diligence in practice.

In contrast, although the current Company Law has provided the director of loyalty and diligence obligations, the provisions are too vague and difficult to enforce in case of violations.

With regard to the liability of shareholders and directors, supervisors, and senior management for losses caused to the company by violation of laws and regulations, the new Company Law also stipulates in Article 211 and Article 226 that profits are distributed to shareholders before making up for losses and drawing down IHC MAGAZINE

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statutory common reserve funds in violation of the law. The shareholders shall return to the company the profits so distributed to them, and if losses are caused to the company thereby, the shareholders and the responsible directors and supervisors shall be liable for compensation. Where the registered capital is reduced in violation of the provisions of this Law, the shareholder shall refund the funds it has received. Where losses are caused to the company, the shareholders and the responsible directors, supervisors and senior management shall be liable for compensation.

(5) The director’s liability insurance system has been introduced The new Company Law expands and refines the powers, duties and obligations of directors, which means that directors serving as directors of companies may be liable for unforeseeable and incalculable compensation liabilities. There is no doubt that it will lead to the imbalance of personal benefits and risks of directors, as well as the concern about the risks of being a director and even hesitation about whether to accept the appointment of directors. For this reason, the new Company Law introduces the system of directors’ liability insurance and stipulates in Article 193 that a company may purchase insurance for directors’ liability during their term of office.

(6) In order to solve such the difficulties in deregistration of companies and “zombie companies” in practice, the contents of simplified deregistration procedures and compulsory deregistration are added in light of the practical experience of various localities.

As the main body of the market, the company withdrawing from the market according to law should have been their important civil rights, but in China, this is not the case and there have IHC MAGAZINE

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been many practical problems making the dissolution of a company much more difficult than its establishment. Article 240 of the new Company Law stipulates that if the company has not incurred any debts or has paid off all debts during the existence of the company, it may cancel the industrial and commercial registration through simple procedures upon the commitment of all shareholders. Such a simple procedure of deregistration of withdrawal does not require liquidation of the company, it only requires the commitment of all shareholders and the announcement that the company has not incurred any liabilities or has paid all debts in full. If the shareholders make any false commitment in the simple procedure of deregistration, they shall bear joint and several liability for the debts of the company existing before its deregistration. This is to urge companies to voluntarily pay off corporate debts before the “end of life”, protecting the interests of creditors and reducing liquidation costs.

Article 241 of the new Company Law also stipulates that “zombie companies” that have had their business licenses revoked or ordered to close down but have not applied to the company registration authority for deregistration of the company for three years, the company registration authority may make an announcement through the National Enterprise Credit Information Publicity System for not less than 60 days, if there is no objection after the expiration of the 60-day period, the company registration authority may cancel the company registration.

II. Strengthening legal liabilities The new Company Law not only stipulates the legal liability of the company, but also adds the specific amount of penalty for violations to the directly liable person in Chapter 14, including but not limited to making false reports of registered capital, submitting false materials VOL 3 ISSUE 1, 2024

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or obtaining company registration by other fraudulent means. If a shareholder of the company makes false capital contributions, fails to pay the monetary or non-monetary property as capital contributions on time, or if shareholders withdraw their capital contribution after the establishment of the company, provide false records or conceal important facts of the financial accounting report, etc. the specific penalty provisions for the subject of liability and the person directly responsible are stipulated. These provisions will enable the company and the relevant responsible parties to have laws to follow and to be prosecuted for violating the law, and also provide a clear legal basis and standard for the judiciary authority to adjudicate cases.

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governance structure, strengthened and refined the responsibilities of directors, supervisors, and senior managers, etc. In this regard, limited liability companies must amend their existing (joint venture) contracts and articles of association and other relevant legal documents in accordance with the new Company Law to fully comply with the requirements of the new Company Law.

III. Focus and Deadline for the Compliance Transformation of Limited Liability Companies into the New Company Law For domestic companies within limited liability companies, the compliance transformation to the new Company Law is relatively simple, that is, mainly to transform the company from the current Company Law system to the new Company Law system. The compliance IHC MAGAZINE

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transformation should be completed before the new Companies Law becomes effective (i.e. 1 July 2024).

However, as a part of a limited liability company, FIEs transformation into the new Company Law is a very complex project, as it will be a transformation from the old FIE laws into the new Company Law within the 5-year grace period (from January 1, 2020, to the end of 2024). Now, as the new Company Law will become effective on July 1, 2024, such a transformation should, at least in theory or in best practice, also be completed by July 1, 2024.

This change represents a major change in corporate governance and other aspects of FIEs, and the workload for such transformation is huge, particularly for Sino-foreign joint ventures, because there are many specific provisions in the Law on Equity Joint Ventures and its implementing regulations were very different from the corresponding provisions in the current Company Law or the new Company Law. Thus, their compliance transformation to the new Company Law will be a huge burden in terms of both “quality” and “quantity.” In the case of a joint venture contract, for example, there may be as many as 130 terms that need to be amended. Some are “compulsory amendments”, some are “should be amended” and others “may be amended”. Furthermore, not only a large number of contract and articles of association amendment work should be done, but also to complete the communication with the company’s internal leadership and the negotiation with the joint venture partners. Therefore, the shorter the remaining time, the more likely it is that the negotiations with the joint venture partner will become passive and fail to achieve the desired outcome, and will most likely end up having to accept a compromise position.

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According to information obtained from the relevant government authorities, for FIEs that fail to complete the above-mentioned transformation after the expiration of the transition period, the government authority will not handle their other registration items applied for by them, i.e., FIEs will not be able to register other changes and the highest power body of an FIE may not be able to make important decisions normally, which will have a serious impact on the operation of such FIEs.

A full version of this article can be found online by scanning this QR code.

Jiang Fengwen Senior International Consultant, Beijing Chancebridge Law Firm. Senior VP and Senior Expert, docQbot Practice: Corporate Governance & Compliance; Cross-Border Investment & M&A; and Legal Technology.

Graduated from Peking University School of Law and University of California at Berkeley School of Law with LL.M. and JD degrees; licensed to practise law in China and USA, worked in China and Asia Pacific for nearly 30 years in well-known law firm in U.S. and Fortune 500 companies in U.S and Europe, served as Senior VP and General Counsel for Legal and Compliance for China, and Asia/Middle East/ Africa region.

Tel: 8610 8541 9666 Email: fengwen.jiang@chancebridge.com

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Counsel of the Year Awards

36 I ntroduction 39 I n-house Industry Legal Teams

44 Commended External

Counsel 2023 48 China of the Year 41 I n-house Best Practice Man49 Hong Kong agement Awards 50 India 42 C orporate Social Malaysia Responsibility 52 Philippines 43 I n-house Teams of the Year 53 Singapore 43 I n-house Counsel of the South Korea Year 54 Thailand UAE 55 Vietnam

In-House Community Counsel of the Year Awards 2023 Celebrating Excellence in Legal Practice

I

n a compelling display of resilience and adaptability, legal professionals convened virtually on 24 November 2023 for the second consecutive online IHC Counsel of the Year Awards ceremony. This event not only celebrated the outstanding achievements of legal professionals in South Africa, Asia, and the Middle East, but also cast a spotlight on the dynamic evolution of legal practice across the globe.

Rahul Prakash from In-House Community

Rahul Prakash, publisher of In-House Community, set the stage with insightful remarks on the shifting landscape of the legal profession. He noted that, with the return of travel and the introduction of a new hybrid office model, the term “legal eagle” has taken on a new meaning. Prakash also reflected on a perceptible shift in the legal landscape over the past 18 months. Over this time, lawyers have been at the forefront of monumental IHC MAGAZINE

tasks, ranging from overseeing large multi-jurisdictional deals to orchestrating comprehensive restructurings. Their role has extended beyond traditional boundaries, encompassing innovative process changes that have reshaped the way legal services are delivered. A common trend emerging is the significant digital transformation initiatives being undertaken across industries.

Against this background, the 2023 In-House Community Counsel of the Year Awards are a true reflection of excellence and innovation, covering a spectrum of categories and illustrating the diverse nature of the profession. The awards included the prestigious In-House Industry Teams of the Year, Commended External Counsel of the Year, In-House Best Practice Management Awards, Corporate Social Responsibility (CSR), Diversity & Inclusion, Innovation, In-House Teams of the Year, and In-House Counsel of the Year.

The event reached the zenith of legal prowess with a record-breaking 160 nominations and 51 shortlisted in-house teams. The unenviable task of selecting the winners was placed on esteemed judges Fei Meng Chee and Peter Connor, along with the team at In-House Community.

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Fei Meng Chee from Hong Leong Investment Bank Berhad

Fei Meng has extensive experience in corporate finance, capital markets and securities regulations over her illustrious career. She served as a legal practitioner, in house counsel in conglomerates, a partner in one of the top law firms in Malaysia, an equity capital markets banker and as a regional head of legal in one of the leading banks in Malaysia prior to serving as the General Counsel of the Securities Commission of Malaysia from April 2019 to June 2022. She is currently serving on the board of an investment bank in Malaysia.

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Both judges acknowledged the remarkable quality of the submissions, underscoring the industry’s commendable work over the past year and expressed the difficulty in selecting winners. Fei Meng was dazzled by the quality of the submissions received this year noting that she was very impressed and inspired by the agility, innovation and dedication displayed by the shortlisted individuals and legal teams.

They have each demonstrated how in house legal support can be transformed to be assessable, usable and relatable making them a valuable partner to their business teams in ensuring transactions are executed and completed effectively and efficiently with minimal legal and regulatory risks

She went on to congratulate all the winners for being recognised for their remarkable achievements.

Peter Connor from AlternativelyLegal

Peter has worked in Asia for many years as a General Counsel and more recently conducting his T-Shaped Lawyer Workshops as an advocate for the rising need for lawyers to act with both legal expertise and business mindsets. He has recently published the first of two books on reimagining the role of the in-house lawyer and the legal department.

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Peter Connor was equally complimentary, noting just how much work legal teams are doing throughout Asia, Africa and the Middle East. I can also tell how much it means to the nominated teams and individuals to have that work recognised in the Awards.

He also gave praise to In-House Community for “providing a forum to give the in-house community the credit they deserve and so dearly cherish.”

These words are made even more impactful when considering the combined experience of the judges for this year’s awards.

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Before jumping into the recipients of the awards, it is essential to extend recognition to the remarkable teams that, while not ultimately selected as winners, demonstrated outstanding dedication and innovation. Each shortlisted team showcased commendable achievements, and it would be remiss not to acknowledge and appreciate their invaluable contributions.

Some of the highlights include the dedication to customer experience and championing of new business activities by the legal team of Manulife Financial Asia Limited all whilst pursuing various CSR and diversity projects to benefit the broader community. The team at GSK had a busy 2022 with various strategic projects including the establishment of the local entity in Vietnam and the delivery of the global business development project. Although a relatively small group of three, the legal team at GMR have developed specialised skill sets apart from general corporate advisory. This has allowed them

Nupur Nadir from GMR Group

to close noteworthy transactions such as the internal restructuring and demerger of a listed entity in the GMR Group. Similarly, Velio’s team of four does not back away from challenges, including the ever changing regulatory requirements that come with working in the environmental industry. Not only does the team ensure compliance with all new regulations, but they have also established an exhaustive safety management system to mitigate risks to the business.

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In-house Industry Legal Teams of the Year

Having acknowledged the commendable shortlisted teams, the focus shifted to the winners of the evening. Selected from an exceptional pool of contenders, these winners stand as exemplars of legal prowess, innovation, and unwavering dedication to best practices. Tim Gilkinson, founder of In-House Community and Pacific Business Press, was called upon to present the awards for In-house Industry Teams of the Year.

Tim Gilkinson of Praxonomy and founder of In-House Community

This coveted award recognises teams demonstrating exceptional dedication, innovation, efficiency, integration, encouragement, improvement, CSR, and diversity. Among the distinguished winners were Alexforbes led

by Carina Wessels. The team has overseen dramatic improvements in client service delivery across regulatory compliance and business solutions and successfully defended complex litigation brought against them.

Alexforbes team

The rest of the industry winners saw a spread that reflects the vast expertise across the Asian region. Embracing technology and innovating legal services were a cornerstone of many of the winners. The team at AIA Singapore proactively worked with various business units to innovate including the digitalisation of the in-house legal services delivery model. This project saw AIA Singapore’s Legal division collaborating with their Technology division to digitalise their internal contract approval process/depository. For these efforts, AIA Singapore were also winners in the Technology Integration and Innovation Asia categories.

AIA Singapore team

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Aboitiz Equity Ventures embarked on “GT 2025” with the goal of becoming the first techglomerate in the Philippines. This will see all businesses under the Aboitiz Group working together to harness the benefits of technology and innovation to add value across the group.

Tech unicorn M_Service has continued making strides in its innovative approach to legal delivery including the roll out of its e-contract project, while Bayer Holding concluded the successful digitalisation of signatures/seals and developing a chat-bot to answer questions on contract management, compliance and data privacy.

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led to several improvement projects including larger activities in Indonesia, India and the Philippines to better respond to local legal requirements and business needs. Meanwhile, IBM’s team of over 40 professionals supported one of the business’ largest markets in various consulting deals in excess of 50 million USD, and emergency responses for multiple client related privacy, cyber incidences, and outages. FedEx Hong Kong maintains a dedicated regional compliance team that has overseen various initiatives to drive a culture of compliance, including the 24/7 FedEx Alert Line and Compliance Automation project to promote ease of tracking requests. Nikon Greater China has also recently assisted in the launch of online retail services, a project involving privacy protection and cross border transfer of personal data in multiple jurisdictions.

Phuoc Doan and Nam Le from M_Service

Akiko Kikuchi from Bayer Holding

Another key theme emerging was the dedication to compliance. Although a modestly sized team of six, the DNV Group legal team supports the business across 28 countries and has been key in rolling out an internal regulatory and tax compliance program. This has IHC MAGAZINE

IBM Japan team

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category celebrate teams that have exhibited exceptional adaptability. For their dynamic approach to change management Alexforbes and M1 Ltd were selected as winners in South Africa and Asia respectively.

Chee Hoong Pang from Nikon Greater China

Over and above the legal prowess of the winners in this list, various teams used their legal skills for the greater good within their communities. Archer Daniels Midland Company (AMD) continues to be a global leader in nutrition and agricultural processing and has been well supported by its legal team in key joint ventures. In its commitment to a more ethical approach to business, the team has also facilitated the cooperation between ADM and World Vision Vietnam to support smallholder farmers. Chalhoub Group’s commitment to diversity and impact has supported Emirates Red Crescent (ERC) in their emergency relief effort ‘Bridges of Giving’, to assist with the crisis in Turkey and Syria. The team has also received formal recognition from the Dubai Foundation of Women for their charitable and volunteer contributions.

These awards recognise those who set a new benchmark for the legal community in their respective industries and have become testament to the evolving and dynamic nature of the legal profession.

In-house Best Practice Management Awards: In a rapidly evolving legal landscape, change management has assumed paramount importance. Recognising this, the awards in this VOL 3 ISSUE 1, 2024

Karen Teo from M1 Ltd

Notwithstanding all the change occurring in the profession, compliance remains a cornerstone of in-house practice management. TI Fluid Systems and Nestle Group (Greater China) demonstrated their continued dedication in this arena and were acknowledged as co-winners in this category.

Stanley Lui from TI Fluid Systems

Technology adoption and integration are also vital, especially as the need for global legal teams to work collaboratively and seamlessly increases. The legal team from Syngenta Group comprising of 45 members, the majority of which are millennials, are worthy co-winners in the Integration Category. This IHC MAGAZINE

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team supports over 190 subsidiaries and has developed contract playbooks and policies for the multinational company. The team operates from the core principle of “One SGC Legal”, which enables the sharing of resources and synergies within the team.

Joining Syngenta Group as the other co-winner in this category are the team from Max Life Insurance Company. This team prides itself in providing innovative solutions to the business including enabling the disbursement of over 30,000 death claims in the 2022 financial year, resulting in the highest claims paid ratio of 99.34%, automating contracts, litigation management and introducing a compliance tracker.

Corporate Social Responsibility: The importance of Corporate Social Responsibility in the legal community was highlighted with the Asian Development Bank (ADB) securing the coveted award, showcasing the industry’s commitment to broader societal impact. ADB’s Energy Transition Mechanism (ETM) initiative showcases the design and execution of a replicable and sustainable financial mechanism that uses public-private collaboration to retire coal-fired power plants on an accelerated basis and replace those with clean power capacity.

Jogendra Ghimire from Asian Development Bank (ADB)

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Diversity & Inclusion: FedEx Hong Kong was honoured for its exemplary efforts in fostering Diversity, Inclusion & Equity (DE&I), reflecting a commitment to a legal profession that mirrors the diversity of the communities it serves. The work in the DE&I space includes establishing a DE&I Council chaired by the Senior Vice President Legal & General Counsel AMEA and the creation of a DEI Dashboard for capturing data on gender and age. By uncovering the gender and age distribution across teams, markets and job levels, FedEx are able to design targeted actions to build diverse teams.

Innovation: The policy and legal team at Abu Dhabi Global Market (ADGM) showcased a series of remarkable achievements introducing innovative legislative initiatives, including sweeping changes to the capital markets regime, fostering the world’s first fully regulated carbon trading exchange, and enhancing regulations for private capital markets and over-the-counter leveraged products. These achievements position ADGM as a global leader in financial services innovation and regulation and for these reasons the team has been recognised for in the Innovation Middle East category.

Lawrence Paramasivam from ADGM FSRA

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In-house Teams of the Year: Recognising both small and large teams, the awards celebrated the achievements of both. M1 Ltd and State Grid Overseas Investment Ltd (SGOI) emerged as co-winners in the small team category.

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screening and review process of law firms and the introduction of the legal firm work distribution monitoring tool.

Josephine Chin from Maybank

Dingxian Wang from State Grid Overseas Investment Ltd

In the large team category, Flydubai and Malayan Banking Berhad (Maybank) Group secured top honours as In-house Teams of the Year in the Middle East and Asia. Flydubai’s legal team are a talented and diverse group of individuals, coordinating with counsel, courts and various experts across six continents on a daily basis. The transactions team has strategically managed the acquisition of 20 new Boeing 737 MAX aircraft through a combination of sale-and-leaseback and debt finance transactions. Equally impressive, the litigation and regulatory team has prioritised Flydubai’s compliance effort in the data protection and intellectual property spaces.

The global team at Maybank comprising over 100 lawyers has also continued to support the business as the largest financial services group in Malaysia. The team has taken steps to create an integrated, collaborative and highly efficient global in-house legal team in order to work more efficiently, seamlessly and cost-effectively in supporting the business. Some of the innovative steps taken recently include the automation of the VOL 3 ISSUE 1, 2024

In-house Counsel of the Year: In a fitting conclusion, individual excellence was acknowledged with Carina Wessels from Alexforbes as the In-house Counsel of the year for South Africa. Carina is both a lawyer and business person. She is well respected by her team and colleagues who note that “she treats everyone with respect” and is “a leader in the true sense of the word”. Carina assisted with the negotiations of the investment by Prudential Financial Inc in Alexforbes at a total value in excess of R2.3 billion and was instrumental in giving governance, legal and compliance comfort to the US listed investor.

Carina Wessels from Alexforbes

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Penny Koo from AIA Singapore bookended the evening following on the awards for her team earlier in the evening by being recognised as co-winner of In-House Counsel of the Year for Asia (impressively having won this award in 2021 as well). Whilst Penny is the youngest member of AIA Singapore’s Executive Committee, she is driving some of the business’ most significant initiatives. She is known for her “faster, simpler, more connected” approach which has not only transformed AIA’s legal function to be more digitally-enabled, it has also fundamentally changed the way customers engage with the company. Penny has been instrumental in redefining the role of in-house counsel as a business partner and driver of innovation, including the refinement of the compliance department’s fraud detection and investigation process. According to her team “she has redefined the counsel role by driving innovation with her agility and creativity, providing the critical thought leadership and support to enable our business to achieve greater heights despite the challenging business environment.”

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in the achievement of Link’s strategic objectives and the sustainability of the business.

Link Asset Management team

The 2023 laureates stand as living testament to the unwavering spirit of the legal profession. Their accomplishments echo through the legal corridors (virtual and in offices), resonating with the promise of a future where excellence, ethics, and innovation converge, shaping a legal landscape that is not only proficient but also profoundly impactful.

Standard Chartered Bank team Penny Koo from AIA Singapore

Joining Penny as the other In-House Counsel of the Year for Asia is Kenneth Wong who serves as both chief legal officer and company secretary of Link Asset Management. He has been instrumental in overseeing a HKD 1.8 billion rights issue, the largest in Hong Kong by a non-financial institution. Kenneth ensures that effective risk management plays an integral role IHC MAGAZINE

Martin Chen from Hektar Asset Management

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David Blanco from Bayer SEA

Kris Daswani from Standard Chartered Bank

Najah Che Omar from Petroliam Nasional Berhad (Petronas)

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Ngoc Tran Linh from MB Shinsei Finance Liability Limited Company (MCredit)

Dang The Duc from Indochine Counsel

Bui Ngoc Hong from LNT & Partners

Veolia Korea team Nguyen Anh Tuan from LNT & Partners

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Rossana Chu from LC Lawyers

Napatorn Termglinchan from Baker McKenzie

Tuan Nguyen from Bizconsult Law Firm

Gilbert Gan from Zaid Ibrahim & Co (in association with KPMG Law)

Mark Gorriceta from Gorriceta Africa Cauton & Saavedra

As the virtual curtain descends on the 2023 awards evening, the resounding successes of the evening’s winners serve as beacons illuminating the path for future lawyers. Their dedication, innovation, and commitment to best practices set a formidable standard, inspiring the legal community to reach new heights. As we reflect on this year’s achievements, there is a collective anticipation for the return to in-person celebrations in 2024, where the camaraderie, networking, and shared passion for legal excellence will once again fill the venue. Here’s to the winners, the future they inspire, and the eagerly awaited return of the awards evening in person next year.

Richard Stapley-Oh from KPMG Law

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COUNSEL OF THE YEAR AWARDS 2023

Commended External Counsel 2023

In recognition of outstanding contributions and commendable service in external legal support, the Commended External Counsel of the Year 2022-2023 awards serves as a testament to the invaluable partnership between private practice lawyers and in-house legal teams. Selected through recommendations, votes and testimonials from the in-house counsel and other buyers of legal services in Asia and Middle East, this accolade highlights the crucial role played by these legal professionals in extending and enhancing the capabilities of in-house legal departments. Here are the Commended External Counsel 2022-2023.

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Samuel Yang

China Laura Liu

Anjie Broad yanghongquan@anjielaw.com

FenXun Partner

Laura Liu (刘佳) is a partner at the Baker McKenzie FenXun Joint Operation Office in Beijing. She advises clients across a range of transactional, advisory and contentious competition matters.

With a global perspective and deep understanding of clients’ businesses, Laura has assisted a significant number of China-based multinational companies in navigating layers of regulatory control, such as global multijurisdictional merger control and foreign investment review assessments in their cross-border M&A deals, as well as managing the global coordination of regulatory control filing strategies to obtain necessary clearances in China and overseas jurisdictions.

Laura has also advised numerous clients on complex competition compliance and advisory matters. In addition, Laura has considerable experience in handling dawn raids and antitrust investigations facing the China competition authority. Clients have commented that “she is very diligent, responsive and definitely knows her stuff” and that “her advice is right to the point and commercially practical. Laura has been recognised as Rising Star: Antitrust & Competition, Legal 500, 2020-2021, and Future Leaders (Partner): Competition, Who’s Who Legal, 2021.

“I am very honored to be recognised alongside the most reputable lawyers in the profession. I am truly humbled by the In-House Community’s recognition. As our firm is a member of Baker McKenzie global platform, I’d like to appreciate the collaboration opportunities and support extended by Baker McKenzie FenXun Joint Operation as well as our partners, colleagues with global network. A huge thank you to our clients, together with our team, we will take this as a mandate to be more accessible, responsive and coordinated for providing integrated legal solutions for our clients to deal with complex business challenges”.

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Samuel heads the Technology, Data Protection & Cybersecurity practice. He boasts nearly two decades of experience as in-house counsel and an external lawyer. Recognised as a true expert in the field, he provides comprehensive advice on regulatory, commercial, and corporate issues. Specialising in telecommunications, cybersecurity, data protection, and various technology-related domains, Samuel’s expertise spans hardware and software, technology procurement and transfer, distribution, licensing, internet, and social networking matters. Clients benefit from his nuanced guidance on a wide spectrum of legal considerations within the dynamic landscape of technology. Samuel is well-ranked by all major legal ranking agencies.

“It’s an honour to receive the Commended External Counsel 2022-23 Award. I want to thank the In-House Community and our clients for entrusting me, and my coworkers for their support. I will continue doing my best to deliver high-quality legal services to repay the trust and support I have received”.

CUI Liguo, Guantao Law Firm Bing LIANG, Anjie Broad Chen Ke, Allbright Law Offices Deming Zhao, Global Law Offices Derrick Zhao, Fangda Partners Frank Chen, Anjie Broad Chao (Kelvin) Gao, Han Kun Law Offices Gary GAO, Zhong Lun GUAN Yue, Guantao Law Firm Haitao (Harry) Liu, King & Wood Mallesons Honghuan Liu, FenXun Partner VOL 3 ISSUE 1, 2024

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COUNSEL OF THE YEAR AWARDS 2023

Micheal Yau, Eversheds Sutherland

Hong Kong

Maggie Kwok, Harneys Rossana Chu

LC Lawyers Rossana.Chu@eylaw.com.hk

Sophia Man, Baker McKenzie Vicki Liu, Allen & Overy Ian Chapman, Allen & Overy Patrick Chan, Charles Russell Speechlys David Bulley, Appleby

Rossana Chu is a Corporate Partner and has been in the corporate practice for more than 26 years. She handles engagements of different types such as M&As including takeovers and privatizations of Hong Kong listed companies, capital market transactions, corporate financing, asset management, ESG, corporate restructuring, regulatory compliance and employment issues. Rossana is an awardwinning lawyer and profiled in various reputable international directories that highlight her historical achievements. Rossana is one of the two founders of the Association of Retired Elderly Limited, a non-profit-making organisation with a focus on improving the welfare of the elderly in Hong Kong.

“I am honoured to be recognised alongside the most senior and reputable lawyers in the legal industry. I could not have accomplished this achievement without the invaluable support of my clients and my firm. Thank you to In House Community for the award and IHC members for their nominations”.

Jonathan Chapman, Ashurst Jason Ng, Baker McKenzie Dominic Geiser, Latham Watkins Tracy Wut, Baker McKenzie Wilfred Ng, Bird & Bird James McKeon, Campbells Alex Liu, Boase Cohen & Collins Alan Yeung, Clifford Chance Mark Chan, Clifford Chance Joyce Chan, Clyde & Co Chris Whiteley, CMS Miranda So, Davis Polk Kwok Kit (KK) Cheung, Deacons Catherine Zheng, Deacons Machiuanna Chu, Deacons Mark Johnson, Debevoise & Plimpton Carolyn Bigg, DLA Piper

Ik Wei Chong, Clyde & Co Susan Ning, King & Wood Mallesons Wei CUI, AnJie Broad Wei Guo, Tian Yuan Law Firm

Jocelyn Chow, Eversheds Sutherland Benita Yu, Slaughter and May Jonathan Hammond, Simmons & Simmons Fiona Loughrey, Simmons & Simmons

Yanling Ren, Tian Yuan Law Firm Yi XUE, Zhong Lun Zhaolin Wang, JunHe Zhe (Kevin) Yu, Zhong Lun

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India Ashwath Rau, AZB & Partners Haigreve Khaitan, Khaitan & Co

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Malaysia Deepak Sadasivan Adnan Sundra & Low

Abhishek Awasthi, AZB & Partners Varoon Chandra, AZB & Partners Pallavi Meena, TT&A Gautam Saha, TT&A Cyril Shroff, Cyril Amarchand Mangaldas Apeksha Mattoo, Trilegal Nikhil Naredi, Shardul Amarchand Mangaldas Gautam Chawla, Trilegal Anuj Shah, Khaitan & Co Soumitra Majumdar, JSA Alka Bharucha, Bharucha & Partners

Legal Education: LLB (Hons), LLM (Hons), King’s College London Bars Admissions: Bar of England & Wales (1993), Malaysian Bar (1994) Deepak has been extensively involved in corporate work including acquisitions, listings, joint ventures and corporate restructuring exercises, as well as corporate and commercial litigation. Since 1999, he has been primarily involved in capital markets and finance work, and has advised extensively on numerous transactions involving project finance, Islamic finance, derivatives, structured finance and securitisation.

He was the managing partner of the Firm for over a decade and during his tenure, the Firm was privileged to have received various awards and accolades from inter alia International Financial Law Review, Islamic Finance News and Asian Legal Business. He is individually ranked as a Band 1 lawyer in Banking & Finance and Islamic Finance by Chambers & Partners, as an Elite Practitioner in Banking & Finance by Asialaw Profiles, and as a Hall of Fame lawyer in Banking & Finance, Capital Markets and Islamic Finance by the Legal 500.

IHC MAGAZINE

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COUNSEL OF THE YEAR AWARDS 2023

Deepak Pillai, Christopher & Lee Ong

Malaysia Gilbert Gan

Zaid Ibrahim & Co (in association with KPMG Law) gilbertgan@ziclegal.com

Azman Othman Luk, Rahmat Lim & Partners Amin Abdul Majid, Zaid Ibrahim & Co (In association with KPMG Law) Jonathan Lim Hon Kiat, Zaid Ibrahim & Co (In association with KPMG Law) Mohanadass Kanagasabai, Mohanadass Partnership

Gilbert is the Managing Partner of Zaid Ibrahim & Co (in association with KPMG Law), Malaysia’s largest law firm. His principal focus areas are Mergers and Acquisitions, Corporate Restructurings, and Equity Listings. He has advised on numerous take-overs and mergers of public listed companies and acquisitions and disposals of private companies and businesses.

His other practice areas are exchange traded derivatives and funds such as structured warrants, ETFs, and REITs as well as private equity and venture capital funds. Gilbert is recognized and has received several legal awards published by several legal journals.

“I am honoured to be acknowledged as one of Malaysia’s leading external counsels.

This award is only possible and reflects the support I have received from my colleagues, mentors and clients throughout my professional career. I would like to dedicate this award to them. Thank you, In-House Community for this amazing recognition”.

Dato Azmi Mohd Ali, Azmi & Associates Zulkifly Rafique, Zul Rafique & Partners Nitin Nadkarni, LHAG D.P. Naban, Rosli Dahlan Saravana Partnership Chong Mei Mei, Raja, Darryl & Loh Jeyanthini Kannaperan, Shearn Delamore & Co Chong Mei Mei, Raja, Darryl & Loh Jeyanthini Kannaperan, Shearn Delamore & Co Quek Ngee Meng, Halim Hong & Quek Sanjay Mohanasundram, Sanjay Mohan Advocates & Solicitors

Yau Yee Ming, Christopher Lee & Ong Munir Abdul Aziz, Wong & Partners Karen Abraham, Shearn Delamore & Co Andri Aidham Badri, Kadir Andri & Partners Selvamalar Alagaratnam, Skrine Christopher Leong, Chooi & Company + Cheang & Ariff Wong Jin Nee, Wong Jin Nee & Teo Thavalingam C Thavarajah, T Thavalingam & Co VOL 3 ISSUE 1, 2024

IHC MAGAZINE

COUNSEL OF THE YEAR AWARDS 2023

CONTINUED

Philippines

PAGE 52

Enrique V. Dela Cruz Jr. Jude Ocampo

Divina Law enrique.delacruz@divinalaw.com

Ocampo & Suralvo

Jude is a Philippine attorney specializing in mergers and acquisitions, corporate law, and tax. He holds a Master of Laws degree from Harvard University, where he received the Ayala Scholarship Grant, the Lopez Scholarship Grant, and the Landon H. Gammon Fellowship for Academic Excellence. He also earned a Master of Business Administration degree (Finance and Supply Chain Management) from UNC-Chapel Hill’s Kenan-Flagler Business School, where he was a UNC Kenan-Flagler Fellow. He is a graduate of and a former professorial lecturer on tax law and constitutional law at the University of the Philippines College of Law. “We in Ocampo & Suralvo Law Offices are grateful for again being recognised and commended by our clients” .

Mark Gorriceta, Gorriceta Africa Cauton & Saavedra Danny Bunyi, Divina Law Franchette Acosta, Villaraza & Angangco Patricia Bunye, Cruz Marcelo & Tenefrancia Sylvette Y. Tankiang, Villaraza & Angangco

He graduated from UST – AB Legal Management (cum laude) in 1996, and Juris Doctor (with honors) in 2000, both as a fulluniversity scholar. In 2001 he earned his Masters in Public Management degree from the Ateneo School of Government. In 2002, he completed a post graduate Fellowship on Leadership and International Relations at the John F. Kennedy School of Government at Harvard University.

In May 2005, he obtained his Master of Laws – LLM in International and Comparative Business Law (with Distinction, Chevening Scholar), from London Metropolitan University, UK (20042005). He also earned a Single Masters Course (MsC) in International Trade Law, from the University College London UK (2005-2006).

He is a Certified Information Privacy Manager (CIPM) issued by the International Association of Privacy Professionals (IAPP). He also completed the FINTECH Certification Program from Harvard University, USA (March 2019-March 2020). Currently, he is a member of the London Court of International Arbitration (LCIA) – Asia Users Council. He is also an accredited Arbitrator of the Construction Industry Arbitration Commission (CIAC). He is also a member of the Advisory Council of the OADR. “I am very honored to be recognised alongside the most reputable lawyers in the profession. This recognition is truly special as it comes from the in-house counsels of our various client companies. Also, big thanks to our clients, my colleagues, and the In-House Community”.

Nilo Divina, Divina Law Regina Jacinto-Barrientos, PJS Law

Julito R. Sarmiento, Samiento Loriega

Francisco Lim, ACCRALAW

Rose Marie King-Dominguez, SyCip Salazar Hernandez & Gatmaitan

Rafael Morales, Morales & Justiniano Ramon Quisumbing, Quisumbing Torres/Baker McKenzie IHC MAGAZINE

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CONTINUED

Singapore Aloysius Ng, Allen & Gledhill

COUNSEL OF THE YEAR AWARDS 2023

Dae Sagong

Yoon & Yang dsagong@yoonyang.com

Ameera Ashraf, Wong & Partners Hanim Hamzah, KPMG Law Alban Kang, Bird &Bird Eng Beng Lee, Rajah & Tann Shirin Tang, Morrison & Foerster Edmund J Kronenburg, Braddell Brothers Craig Loveless, Norton Rose Bryan Tan, Reed Smith Rajesh Sreenivasan, Rajah & Tann Joyce A. Tan, Joyce A. Tan & Partners Jai S. Pathak, Gibson Dunn Valerie Kong, Clifford Chance Fatim Jumabho, Herbert Smith Freehills South Korea

Dae Sagong is a partner at Yoon & Yang LLC. Mr. Sagong has focused his practice on Energy & Utilities, Environmental & Waste, Project & Real Estate Development, Financing & Investing, M&A, Construction & Infrastructure, SOC, Aviation. Mr. Sagong has successfully advised and counselled numerous clients including Macquarie Asset Management, Macquarie Capital, IGIS Asset Management, KDB KIAMCO, Vena Energy, ØRSTED, Aquila Capital, Argo Energy, GS E&C, Hoban, Korean Air, KDB, Korea Eximbank based on his deep understanding of Korean legal system and expertise of such practices.

“I consider this award as a recognition bestowed by IHC on behalf of our clients, and therefore, I sincerely express my gratitude once again to both the esteemed clients and to IHC. I aim to share this honor with the entire Yoon & Yang LLC one team”.

Edward Dhong, Yoon & Yang Daniel Sae-Chin Kim, O’Melveny & Myers Iksoo Kim, Paul Hastings Cho Young Kyun, Kim & Chang Sean (Sungwoo) LIM, Lee & Ko Jae Hoon KIM, Lee & Ko Claudia Chong-Ah Hong, Shin & Kim Kurt B. Gerstner, Dentons Lee Jin Yeong CHUNG, Kim & Chang Eui Jong (EJ) Chung, Bae, Kim & Lee Jeong Han Lee, Bae, Kim & Lee Yoon, Hee Woong, Yulchon Young Ho Kang, Yoon & Yang

VOL 3 ISSUE 1, 2024

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COUNSEL OF THE YEAR AWARDS 2023

CONTINUED

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Darani Vachanavuttivong, Tilleke & Gibbins

Thailand Napatorn Dasananjali Termglinchan

Baker McKenzie, napatorn.termglinchan@bakermckenzie.com

Warot Wanakankowit, Warot Advisory Services Wayu Suthisarnsuntorn, Pisut & Partners UAE

Napatorn is active in the consumer goods and retail and healthcare and life sciences industries, as well as investigations, compliance and ethics and mergers and acquisitions practices. She has advised numerous multinational clients on their operations in Thailand. She regularly advises on issues relevant to foreign investors, such as compliance, foreign investment, consumer protections, mergers and acquisitions, and corporate structures. Napatorn is particularly fluent in advising on legal issues surrounding licensing and approval requirements for consumer products and requirements of e-commerce and multi-level marketing businesses in Thailand. She is also experienced in corporate investigation work, particularly corporate fraud and misconduct.

Andrew Johnston, Addleshaw Goddard Sara Khoja, Clyde & Co Sandeep Dhama, Stephenson Harwood Husam Hourani, Al Tamimi Philip Ireland, Maples Group Christopher R. Williams, Bracewell Will Seivewright, DLA Piper Dina Mahdi, Hadef & Partners Ben Ward, Allen & Overy

“I am truly honored to be recognised by clients, colleagues and the in-house community for this award. I share this award with the strong Baker McKenzie team and look forward to continuing delivering services of highest quality to our clients”.

Samata Masagee, DLA Piper Kudun Sukhumananda, Kudun & Partners Weerawong Chittmittrapap, Weerawong C&P Stephen Jaggs, Allen & Overy Arkrapol Pichedvanichok, Chandler MHM Thanathip Pichedvanichok, Thanathip & Partners Jessada Sawatdipong, Chandler MHM Peter Shelford, DLA Piper

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COUNSEL OF THE YEAR AWARDS 2023

Bui Ngoc Hong

Vietnam Nguyen Anh Tuan

LNT & Partners hong.bui@lntpartners.com

Bizconsult

Mr. Tuan is the Managing Partner at Bizconsult Law Firm, one of the most reputation professional law firms in Vietnam. Practicing the law since 1998, he has advised numerous companies around the world – including industrial companies, financial institutions, and investment in a wide range of M&A transactions.

Main areas of practice: Foreign Investment, Corporate & Commercial, Mergers & Acquisition, Capital Market, Emloyments & Labors, Intellectual Property, Franchise, Real Estate.

“I am very honored to be recognised as a Commended External Counsel of the Year 2022-2023, alongside the most reputable lawyers in the profession. I’d like to express my special thanks to the in-house counsels for their votes and support extended to me.

Also big thanks to our clients, my colleagues, and the In-House Community for survey and organizing this very impressive Counsel of the Year Award e-ceremony”.

Mr. Hong Bui is a Partner of LNT & Partners.

He is in charge of the firm’s Corporate practice group. He advises many aspects of investment in Vietnam, including setting up businesses and contractual arrangements, corporate restructurings, and M&A. His experience extends into many practice areas, including: manufacturing; trading and retail; logistics; fintech; education; healthcare and pharmaceuticals. He is also a contributor to business publications and seminars, regarding cross-border transactions, M&A and restructuring, contracts, employment, and dispute settlement in Vietnam. Mr. Hong Bui has been named an In-House Community – Commended External Counsel of the Year through 2017 – 2021.

“I am much honored to be recognized by the in-house counsels for their votes. Since 2017, this is the fifth time I have received this award. This special honor affirms my belief that I can only be a value-adding lawyer by working hard and striving for clients’ interest. I appreciate the valuable supports from our clients, my colleagues, and the InHouse Community”.

Dr. Nguyen Anh Tuan, LNT & Partners Dang The Duc, Indochine Counsel Richard Stapley-Oh, KPMG Law Hung Q. Nguyen, VILAF Truong Nhat Quang, YKVN

Dr. Nguyen Thi Lang, Duane Morris Mark Oakley, ACSV Legal Manh Hung Tran, Baker McKenzie

Bui Ngoc Anh, VILAF Duyen Ha Vo, VILAF Giles Cooper, Allens Linh Doan, Watson Farley & Williams Mark Fraser, Frasers Law Company Nguyen Huu Phuoc, Phuoc & Partners

VOL 3 ISSUE 1, 2024

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IHC Directory Your ‘at a glance’ guide to some of the region’s top service providers.

Practice Area key INV

Alt’ Investment Funds (inc. PE)

ENR

Energy & Natural Resources

LDR

Litigation & Dispute Resolution

COM

Antitrust / Competition

ENV

Environment

MS

Maritime & Shipping

AV

Aviation

FT

FinTech

PF

BF

Banking & Finance

INS

Insurance

RE

Projects & Project Finance (inc. Infrastructure)

CM

Capital Markets

IP

Intellectual Property

RES

REG

Compliance / Regulatory

IA

International Arbitration

TX

CMA

Corporate & M&A

IF

Islamic Finance

TMT

Employment

LS

Life Sciences / Healthcare

E

— Law Firms — ASIA

HONG KONG Conyers Dill & Pearman

CHINA

Tel: Email: Contact:

Broad & Bright

Website:

Tel: Email: Contact: Website:

(86) 10 8513 1818 broadbright@broadbright.com Mr Jun Ji (Jun_ji@broadbright.com) www.broadbright.com

COM • CMA • ENR • LDR • TMT

East & Concord Partners Tel: Email: Contact: Website:

(86) 10 6590 6639 Beijing@east-concord.com Mr. Dajin Li www.east-concord.com

(852) 2524 7106 hongkong@conyers.com Christopher W.H. Bickley, Partner, Head of Hong Kong Office www.conyers.com

BF • CM • CMA • INV • LDR

Elvinger Hoss Prussen

Tel: (852) 2287 1900 Email: xavierlesourne_hk@elvingerhoss.lu Contacts: Mr Xavier Le Sourne, Partner, Ms Charlotte Chen, Counsel Website: www.elvingerhoss.lu * Elvinger Hoss Prussen’s Hong Kong office provides inbound and outbound legal services only under Luxembourg law

BF • CM • CMA • IP • LDR

BF • CM • CMA • INV • TX

Llinks Law Offices

W. K. To & Co.

Tel: Email: Website:

(86) 21 31358666 master@llinkslaw.com www.llinkslaw.com

BF • CM • CMA • INV • LDR

Tel: Email: Contact: Website:

(852) 3628 0000 mail@wktoco.com Vincent To www.wktoco.com

CMA • E • LDR • RE • REG

W. K. To & Co. Tel: Email: Contact: Website:

(86) 10 8587 5076 wktoco@wktoco.com Cindy Chen www.wktoco.com

CMA • E • LDR • RE • REG

Anand and Anand

IP • LDR

IHC MAGAZINE

Restructuring & Insolvency Taxation Telecoms, Media & Technology

Clasis Law

Tel: (91) 11 4213 0000, (91) 22 4910 0000 Email: info@clasislaw.com Contacts: Vineet Aneja, Mustafa Motiwala Website: www.clasislaw.com CMA • E • LDR • REG • RES

INDONESIA ABNR (Ali Budiardjo, Nugroho, Reksodiputro) Tel: Email:

(62) 21 250 5125/5136 info@abnrlaw.com infosg@abnrlaw.com Contacts: Emir Nurmansyah, enurmansyah@abnrlaw.com) Nafis Adwani, nadwani@abnrlaw.com Agus Ahadi Deradjat, aderadjat@abnrlaw.com Website: www.abnrlaw.com BF • CM • CMA • ENR • PF

Makarim & Taira S. Tel: Email: Contact: Website:

(62) 21 5080 8300, 252 1272 info@makarim.com Lia Alizia www.makarim.com

BF • CMA • E • LDR • PF

INDIA Tel: Email: Contact: Website:

Real Estate / Construction

(91) 120 4059300 pravin@anandandanand.com Pravin Anand - Managing Partner www.anandandanand.com

Mochtar Karuwin Komar Tel: Email: Contact: Website:

(62) 21 5711130 mail@mkklaw.net, ek@mkklaw.net Emir Kusumaatmadja www.mkklaw.net

AV • CMA • ENR • LDR • PF

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IHC DIRECTORY

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SSEK Legal Consultants Tel: Email: Contact:

Website: Twitter:

(62) 21 521 2038, 2953 2000 ssek@ssek.com Denny Rahmansyah Managing Partner www.ssek.com @ssek_lawfirm

Morales & Justiniano

Yulchon LLC

Email: Contact:

COM • CMA • IP • LDR • TX

Tel:

Website:

(632) 834 2551, (632) 832 7198, (632) 833 8534 ramorales@primuslex.com Mr. Rafael Morales Managing Partner www.primuslex.com

BF • CMA • E • ENR • RE

BF • CM • CMA • IP • LDR

MALAYSIA

Ocampo & Suralvo Law Offices

Adnan Sundra & Low

Tel: (603) 2070 0466 Email: enquiry@adnansundralow.com Contacts: Deepak Sadasivan, Rodney D’Cruz Website: www.asl.com.my BF • CM • CMA • IF • PF

Azmi & Associates Tel: Email: Contact:

Website:

(603) 2118 5000 general@azmilaw.com Dato’ Azmi Mohd Ali Senior Partner www.azmilaw.com

BF • CM • CMA • ENR • PF

Trowers & Hamlins LLP Tel: Email: Contact: Website:

(601) 2615 0186 nwhite@trowers.com Nick White – Partner www.trowers.com

BF • CMA • ENR • IF • PF

PHILIPPINES ACCRALAW (Angara Abello Concepcion Regala and Cruz Law Offices)

Tel: (632) 830 8000 Email: accra@accralaw.com Contacts: Emerico O. De Guzman, Ana Lourdes Teresa A. Oracion, Neptali B. Salvanera Website: www.accralaw.com CMA • E • IP • LDR • TX

Tel: Website:

(82-2) 528 5200 www.yulchon.com

TAIWAN Deep & Far Attorneys-at-Law

Tel: Email: Contact: Website:

(632) 625 0765, info@ocamposuralvo.com Jude Ocampo www.ocamposuralvo.com

Tel: Email: Contact: Website:

(8862) 25856688 email@deepnfar.com.tw Mr. C. F. Tsai www.deepnfar.com.tw

COM • CM • E • IP • LDR

CMA • ENR • PF • TX • TMT

SyCip Salazar Hernandez & Gatmaitan Tel: Email: Contact:

Website:

(632) 8982 3500, 3600, 3700 sshg@syciplaw.com Hector M. de Leon, Jr. - Managing Partner www.syciplaw.com

BF • CMA • E • ENR • PF

Villaraza & Angangco Tel: Email: Contact: Website:

(632) 9886088 fm.acosta@thefirmva.com Franchette M. Acosta www.thefirmva.com

CMA • IP • LDR • REG • RES

SOUTH KOREA Bae, Kim & Lee LLC Tel: Email: Contact: Website:

(82 2) 3404 0000 bkl@bkl.co.kr Kyong Sun Jung www.bkl.co.kr

BF • CMA • IA • LDR • RE

THAILAND Chandler MHM Limited Tel: Email:

(66) 2266 6485 jessada.s@chandlermhm.com, satoshi.kawai@chandlermhm.com Contacts: Jessada Sawatdipong, Satoshi Kawai Website: www.chandlermhm.com BF • CMA • ENR • PF • RE

Kudun & Partners Limited

Tel: (66) 2 838 1750 Email: info@kap.co.th kudun.s@kap.co.th chinawat.a@kap.co.th pariyapol.k@kap.co.th Contacts: Kudun Sukhumananda Capital Markets, Corporate M&A, Banking & Finance Chinawat Assavapokee Tax, Corporate Restructuring, Insolvency Pariyapol Kamolsilp Litigation / Dispute Resolution Website: www.kap.co.th CMA • CM • LDR • RES • TX

Kim & Chang Tel: Email: Website:

(82-2) 3703-1114 lawkim@kimchang.com www.kimchang.com

COM • BF • CMA • IP • LDR

DivinaLaw Tel: Email: Contact: Website:

(632) 822-0808 info@divinalaw.com Nilo T. Divina, Managing Partner www.divinalaw.com

BF • CMA • E • LDR • TMT

Yoon & Yang LLC

Tel: (82 2) 6003 7000 Email: yoonyang@yoonyang.com Contacts: Jinsu Jeong, Junsang Lee, Myung Soo Lee Website: www.yoonyang.com COM • E • IP • LDR • TX

VOL 3 ISSUE 1, 2024

IHC MAGAZINE

IHC DIRECTORY

Pisut and Partners Co., Ltd.

Tel: (66) 202 66226, 202 66227 Email: info@pisutandpartners.com Contacts: Mr. Pisut Rakwong Website: www.pisutandpartners.com CM • CMA • E • LDR • RE

Weerawong, Chinnavat & Partners Ltd.

Tel: (66) 2 264 8000 Email: Veeranuch.t@weerawongcp.com Contacts: Veeranuch Thammavaranucupt Senior Partner Website: www.weerawongcp.com BF • CM • CMA • LDR • PF

VIETNAM Global Vietnam Lawyers LLC

Tel: (84) 28 3622 3555 Email: info@gvlawyers.com.vn Contacts: Nguyen Gia Huy Chuong Website: www.gvlawyers.com.vn CMA • IP • LDR • RE • REG

LE & TRAN Tel: Contact: Email: Website:

(84) (28) 38 421242 Stephen Le info@letranlaw.com www.letranlaw.com

COM | E | IA | LDR | RE | RES

Russin & Vecchi

Ho Chi Minh Office: Tel: (84) 28 3824-3026 Email: lawyers@russinvecchi.com.vn Contacts: Sesto E Vecchi - Managing Partner Nguyen Huu Minh Nhut – Partner Nguyen Huu Hoai – Partner Hanoi Office: Tel: (84) 24 3825-1700 Email: lawyers@russinvecchi.com.vn Contact: Mai Minh Hang – Partner Website: www.russinvecchi.com.vn CMA • E • IP • INS • TMT

VILAF Tel:

(84) 28 3827 7300, (84) 24 3934 8530 Email: duyen@vilaf.com.vn, tung@vilaf. com.vn, anh@vilaf.com.vn Contacts: Vo Ha Duyen, Ngo Thanh Tung, Dang Duong Anh Website: www.vilaf.com.vn

PAGE 58

— Law Firms — MIDDLE EAST

— Law Firms — NORTH AMERICA

BAHRAIN

CANADA

Trowers & Hamlins

Meyer Unkovic Scott

BF • CMA • IF • LDR • RE

CMA • IP • IA • LDR • RE

Tel: Email: Contact: Website:

(973) 1 751 5600 bahrain@trowers.com Louise Edwards - Office Manager www.trowers.com

OMAN Trowers & Hamlins Tel: Email: Contact: Website:

(968) 2 468 2900 oman@trowers.com Louise Edwards - Office Manager www.trowers.com

BF • CMA • LDR • PF • RE

UAE Afridi & Angell Email: Contact: Website:

dubai@afridi-angell.com Bashir Ahmed - Managing Partner www.afridi-angell.com

BF • CMA • LDR • RE • REG

Tel: Email: Contact: Website:

(412) 456 2833 du@muslaw.com Dennis Unkovic www.muslaw.com

— Arbitration — Services Beijing Arbitration Commission / Beijing International Arbitration Center (Concurrently use) Tel: Email: Contact: Website:

(86) 10 85659558 xujie@bjac.org.cn Mr. Terence Xu（許捷） www.bjac.org.cn

Hong Kong International Arbitration Centre Tel: Email: Website:

(852) 2525 2381 adr@hkiac.org www.hkiac.org

AMERELLER Tel: Email: Contact: Website:

(971) 4 432.3671 gunson@amereller.com Christopher Gunson www.amereller.com

CMA • E • IA • LDR • REG

Trowers & Hamlins LLP

Dubai office: Tel: (971) 4 351 9201 Email: dubai@trowers.com Contact: Jehan Selim - Office Manager Abu Dhabi office: Tel: (971) 2 410 7600 Email: abudhabi@trowers.com Contact: Jehan Selim - Office Manager Website: www.trowers.com BF • CMA • LDR • PF • RES

BF • CMA • RE • ENR • LDR

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IHC DIRECTORY

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Maxwell Chambers Pte Ltd Tel: Email: Website:

(65) 6595 9010 info@maxwell-chambers.com maxwell-chambers.com

Shenzhen Court of International Arbitration (Shenzhen Arbitration commission) Tel:

Email: Website:

(86) 755 83501700, (86) 755 25831662 info@scia.com.cn www.scia.com.cn

— Sport & Leisure — Splash Diving (HK) Limited Learn to Dive and Fun Dive with the Winner of the PADI Outstanding Dive Centre/Resort Business Award!

Tel:

(852) 9047 9603, (852) 2792 4495

Email:

info@splashhk.com

Website:

www.splashhk.com

Alternative Legal Service Providers

— Charitable — Organisations

LOD - Lawyers On Demand Tel: Email: Contact: Website:

(65) 6326 0200 singapore@lodlaw.com Oliver Mould lodlaw.com

Impact India Foundation An international initiative against avoidable disablement. Promoted by the UNDP, UNICEF and the World Health Organization in associa-

Peerpoint by Allen & Overy Tel: Email: Contact: Website:

(852) 2974 7000 info@peerpoint.com Stephanie Szeto www.peerpoint.com

tion with the Government of India.

Tel:

(91) 22 6633 9605-7

Email:

nkshirsagar@impactindia.org

Website:

www.impactindia.org

Vario from Pinsent Masons (HK) Ltd Tel: Email: Website:

(852) 2294 3454 enquiries@pinsentmasonsvario.com https://pinsentmasonsvario.com

Risk, Investigation — and Legal — Support Services LegalComet Pte Ltd (LEGALCOMET) Tel: Contact: Email: Website:

(65) 8118 1175 Michael Lew, Founder & CEO michael@legalcomet.com www.legalcomet.com

Konexo

Tel: (65) 66911 4567 Contacts: Joan Oh Email: enquiries@konexoglobal.sg Website: www.konexoglobal.com

— Non-Legal — Recruitment True Recruitment Asia

Tel: (852) 5325 9168 WhatsApp: (852) 5325 9168 Email: kannan@truerecruitmentasia.com

VOL 3 ISSUE 1, 2024

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TOPIC/SUBJECT

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mycareerinlaw.com

The best opportunities from top legal recruiters

IHC MAGAZINE

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