z Magazine for the In-House Community
Volume 2 Issue 7, 2023
CYBER SECURITY
A Growing Trend and a Call to Action
EVENT
Hong Kong lawyers are walking for good
In-House Community Magazine
IN-HOUSE INSIGHT
Ritankar Sahu on the changing role of a General Counsel
FOCUS ON
DISPUTE RESOLUTION
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 10 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.
Jennifer Wu, TMT Partner, Pinsent Masons Jennifer is a Partner at Pinsent Masons and a senior technology and data specialist working in the technology, media and telecommunications (TMT) team in Hong Kong. She leads the contentious TMT practice and also manages the Hong Kong TMT and data team. Roderick Lai, Partner, Eversheds Sutherland Rod is a Partner in the corporate team of Eversheds Sutherland in Hong Kong, advising clients on cross border M&A, private equity, joint venture and other strategic transactions. Rod has extensive experience working on transactions across a broad range of sectors around the world with particular experience in emerging markets. Wesley Pang, Partner, Eversheds Sutherland Wesley is a Partner in the Global Litigation and Dispute Management Group at Eversheds Sutherland. He is based in Hong Kong, where he heads the firms’ international arbitration practice in Asia. Wesley has 15 years of experience in advising private and sovereign clients on commercial and investor-State disputes in Asia, Europe, the Middle East and Africa under various institutional rules. Duncan Watt, Legal Director, Eversheds Sutherland Duncan is a Legal Director in our Litigation and Dispute Management Group in Hong Kong. He is described by Legal 500 as providing “the commercial edge in disputes”. Duncan specialises in high value disputes and insolvency/restructuring matters in the Asia Pacific region, including advising on commercial contract disputes, warranty claims and negligence issues. In addition to contesting disputes in High Court litigation or arbitration, he regularly utilises alternative dispute resolution processes to resolve disputes at an early stage, including mediation and expert determination.
In-House Community Magazine Kongwat Akaramanee, Partner, Kudun and Partners Kongwat Akaramanee excels in dispute resolution and litigation, advising domestic and international clients in finance, construction, technology, energy, and property development. Renowned for his expertise in compensation claims, EPC contract disputes, and tax matters, he is a trusted and highly sought-after figure in the legal world.
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
DISPUTE RESOLUTION 25 Marriage & Acrimony: Recent Trends in M&A Disputes
29 Thai Court Litigation vs. Arbitration: Deciding the Right Dispute Resolution Option for Your Legal Contract
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33 SCIA promotes high-quality development of GBA with professional arbitration service THE IHC BRIEFING
6 NEWS 9 MOVES 16 DEALS
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In this issue 21
39
42
CYBER SECURITY
IN-HOUSE INSIGHT
EVENT
21
Sahu of 39 Ritankar TLC Modular on the
Kong lawyers 42 Hong are walking for good
Cyber Security Breaches in Hong Kong: A Growing Trend and a Call to Action
changing role of a General Counsel
IN-HOUSE DIRECTORY
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NEWS Luthra and Luthra India Welcomes Atlas Law Partners Luthra and Luthra Law Offices India and Atlas Law Partners come together to create a high synergy, stronger and more diverse firm of 62 Partners and 215 Counsel, offering clients a superior suite of services, in-depth industry expertise and a competitive edge as market leaders. This is a transformative moment for the Firm, infusing decades of collective legal expertise and a rich progressive culture. “The amalgamation is set to cement the collective expertise of both firms, offering clients an enhanced range of services, broader geographical reach and deeper industry insight. We are IHC MAGAZINE
poised to scale new heights,” said Atlas Law Partners Managing Partner Harminder (Harry) Chawla, who assumes the role of Managing Partner at Luthra and Luthra Law Offices India. Harry has an illustrious career spanning over 30 years, the formative part of which were spent under the mentorship of the late Rajiv Luthra, erstwhile Founder and Managing Partner of Luthra and Luthra Law Offices India. Harry’s expertise, leadership and vision will usher in a vibrant phase of expansion, innovation and excellence at the Firm, taking forward Mr Luthra’s legacy and vision. He brings with him his entire team of seven Partners at Atlas Law Partners, which includes highly respected and well-acclaimed lawyers, like Ms Ritu Bhalla and Ms Niti Paul, and their 26 Associates, who are now part of Luthra and Luthra Law Offices India. “I see the integrated synergistic strength as bringing more value to the clients and an increased outreach as a full service law firm through consolidation and leveraging of combined legal talent,” said Ritu Bhalla.
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NEWS “With shared commitment to excellence in client service and enabling opportunities for professional growth of fee earners and nurturing their talent, I see the Firm growing further as an impactful leader in the fraternity,” added Niti Paul.
Consilio to Acquire Lawyers On Demand and SYKE Consilio, global leader in legal technology solutions and enterprise legal services, has come to an agreement to acquire Lawyers On Demand (LOD), a pioneer in flexible legal talent, and SYKE, a premier legal technology consultancy headquartered in the UK. This acquisition will extend Consilio’s Enterprise Legal Services (ELS) business to Europe, the Middle East, Africa, Asia and Australia, expand its current UK business, and further amplify Consilio’s overall global presence. Since its creation in 2007, LOD has built a community of more than 4,500 legal practitioners providing clients with on-demand expertise to meet clients’ needs. The practitioners include lawyers, legal engineers, legal operations consultants, paralegals
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and risk & compliance professionals across 25 countries.
LOD’s clients include 27 members of the FTSE 100 and 54 members of the ASX 200. In 2021, LOD began its relationship with SYKE, Europe’s top legal technology consultancy driving legal system implementations, optimisation and commercial contracting services. “The Flexible Talent market remains fragmented, and we continue to explore opportunities to create impactful solutions for legal teams, as they face an unprecedented amount of talent concerns as a result of historically high attrition rates, budgetary freezes and legal industry salary increases out of reach for many corporations,” said Andy Macdonald, Chief Executive Officer of Consilio. “This acquisition brings LOD’s and SYKE’s deep expertise in flexible legal talent and legal technology consulting onboard, while unlocking greater scale and capabilities for our clients,” Macdonald added.
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NEWS LOD Founder Simon Harper commented “Consilio has a great story, as it has a history of bringing very strategic acquisitions into its fold to become the global leader in legal consulting and services, as well as the world’s largest eDiscovery provider. We’re excited about our shared culture and the vision for what we can offer together to global legal teams. I’ve watched the growth of Consilio’s enterprise legal services business over recent years, and look forward to combining forces to reflect client needs, and to establish one of the largest legal flexible talent and advisory companies in the space.” On completion of the acquisition, UK private equity firm Bowmark Capital will realise its five-year investment in LOD and SYKE – a period defined by considerable growth. Jones Day served as legal advisor, while William Blair & Company acted as financial advisor to Consilio. Rothschild served as financial advisor for LOD, while Stephenson Harwood advised LOD and SYKE.
Allen & Overy Appoints Interim Global Managing Partner Allen & Overy has appointed Khalid Garousha as interim global managing partner for an eight-month period, effective 1 September 2023 to 30 April 2024. Khalid, who will retain his role as regional managing partner in the Middle East and IHC MAGAZINE
Turkey, has worked with the firm for 23 years, and has been a partner based in the UAE since 2004. He is noted as one of the Middle East’s most highly regarded and well-respected M&A and ECM practitioners. “It is a privilege to be asked by the Board to take up this role. Wim and I will work together during this exciting time to continue growing our firm and to deliver excellent service to our clients,” said Khalid. Wim Dejonghe, senior partner at Allen & Overy, commented “Following careful consideration, the Board unanimously selected Khalid as interim global managing partner. Khalid is ideally suited to take up the role, and I would like to thank him on behalf of the firm for his commitment and leadership. I look forward to working closely with him to continue delivering on our strategic aims, staying focused on our clients and people, and holding the proposed merger vote by the end of October.” VOL 2 ISSUE 7, 2023
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MOVES Shardul Amarchand Mangaldas & Co has appointed Priya Subbaraman as Senior Advisor – Regulatory. To be located at the Delhi office, she will be working closely with the Capital Markets and Financial Services team on all regulatory aspects. Priya has close to three decades of leadership experience in Indian and global financial institutions, including stock exchange, investment and commercial banks and securities houses. Prior to joining the firm, Priya worked as the Chief Regulatory Officer of the National Stock Exchange, where she was a key member of multiple regulatory committees. She has worked as the head of compliance for corporate, institutional and commercial banking at Standard Chartered Bank, and was also the compliance officer at Goldman Sachs Securities between 2010 to 2015. Priya holds a bachelor’s degree in law and commerce from Mumbai University. She is also a Company Secretary, and holds a diploma in Business Finance from The Institute of Chartered Financial Analysts of India. Cyril Amarchand Mangaldas has added Swati Sharma as a partner and head of its Intellectual Property Practice, along with a team of highly experienced and qualified IP attorneys and engineers under her. To be based in the firm’s Delhi-NCR office, Sharma comes with almost two decades of VOL 2 ISSUE 7, 2023
experience in IP. Sharma and her team’s experience includes IP transactional and commercial strategy, disputes and prosecution. Over the years, she has been involved in prestigious IP re-branding, brand adoption, IP strategy, tie-ups, IP M&A, IP disputes, business set up and commercial transactions involving IP, and has most recently been associated with the Air India re-branding project. She is also credited for getting well-known declarations before the Trademarks Office in India for marks such as TCS, The Tata T Logo and Flipkart. Sharma is a 2007 graduate of the Guru Gobind Singh Indraprastha University. Mayer Brown has added Allison Lee as a partner in its Corporate & Securities practice. With 15 years’ experience advising public and private companies and private equity firms on cross-border M&A, joint ventures, strategic investments, distribution arrangements and secondary sale transactions across Asia, Lee joins from Debevoise & Plimpton, where she was a member of the firm’s Corporate Department, and Private Equity and M&A Groups in Hong Kong. She speaks Mandarin, and is admitted to practice as an attorney in New York and as a solicitor in Hong Kong. A partner with Mayer Brown, she will become a partner of Mayer Brown Hong Kong upon completion of the relevant requirements with the Law Society of Hong Kong. Yoon & Yang has added leading international construction and arbitration expert Joseph Lee in the firm’s head office in Seoul, South IHC MAGAZINE
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MOVES Korea. A dual-licensed lawyer admitted in New York (2011) and England and Wales (2022), Lee has re-joined the firm as a partner after having worked at international law firms, such as K&L Gates and Pinsent Masons in their Doha offices for eight and a half years from 2015 to 2023. During this period, he successfully represented construction contractors in major international arbitral proceedings in various fora, including the ICC, LCIA, DIFC and QICCA. Lee has also advised many Korean companies undertaking major construction projects in the Middle East region in resolving the difficulties and challenges they face during the execution of those projects. He is also an excellent front-end projects lawyer who has ample experience in developing project, construction and project finance documentation. Clifford Chance has added Philip Podzebenko as a partner in the firm’s corporate practice in Sydney. As one of Australia’s foremost real estate and infrastructure M&A lawyers, Podzebenko will add senior capabilities in real estate and infrastructure investments, deepen relationships with private capital investors and strengthen the firm’s market-leading offerings in private equity, energy transition and infrastructure. He brings more than 20 years of experience advising private capital and strategic investors on real asset M&A, public M&A and capital markets transactions. He has advised leading pension funds, sovereign wealth funds, private equity, investment banks, insurers and other IHC MAGAZINE
financial investors on real asset investments, both in Australia and across Asia. In the infrastructure space, Podzebenko has advised clients on investments in the transportation, energy, telecommunications and digital infrastructure sectors. He joins from Herbert Smith Freehills in Sydney. K&L Gates has added Paul Haswell as a partner in its Hong Kong office. Haswell joins from Seyfarth Shaw (Hong Kong), where he was head of its regional technology practice, handling both contentious and non-contentious technology matters. Haswell has been practicing in Hong Kong for more than 12 years, and is dual qualified in Hong Kong and England and Wales. He is a wellknown technology lawyer in Asia who advises clients on wide-ranging issues, including data and cybersecurity, telecommunications, outsourcing, licensing, cloud and datacentres, and evolving technologies, such as artificial intelligence, cryptocurrency and blockchain. He has worked on major technology disputes that have been resolved through litigation, arbitration and mediation. Haswell also regularly speaks and presents on technology matters across Asia, on topics ranging from cloud computing and data protection to social media and AI. Charles Russell Speechlys has added Thomas Snider as partner and head of its International Arbitration practice. He joins from Al Tamimi & Co, and will be based in the firm’s Dubai office. Snider is a leading VOL 2 ISSUE 7, 2023
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MOVES international arbitration practitioner with over 20 years of experience resolving largescale, complex disputes across the Middle East, Asia and Africa. He is recognised for his expertise in commercial arbitration, investment treaty disputes, state-to-state arbitration and foreign sovereign immunity-related matters. Snider acts for a varied client base, and his work spans a wide range of industries, sectors and disputes types, including construction and infrastructure, energy and national resources, and retail, consumer and leisure. He is on the panel of arbitrators of several arbitral institutions around the world, and is a member of the Court of Arbitration of the Singapore International Arbitration Centre and of the board of directors of the Dubai International Arbitration Centre. Azmi & Associates has appointed Izzat Asyraf Zamri as its new partner, effective 1 August 2023. Zamri graduated from Universiti Teknologi MARA with a Bachelor of Legal Studies (First Class) in 2011 and a Bachelor of Laws (Second Upper) in 2012. He completed his pupillage at Messrs Kadir Andri & Partners in 2012, and was admitted to the High Court of Malaya in February 2013. Prior to joining the firm, Zamri has been in practice for more than ten years, including as a partner in several law firms. His practice primarily focuses on civil and commercial litigation, including claims for breach of contract, highly disputed land acquisition, interlocutory applications, injunction actions, corporate and commercial disputes, land references, industrial relations, directors and shareholders disputes, VOL 2 ISSUE 7, 2023
and tortious disputes. He is experienced in managing contested civil litigation cases, acting as counsel for statutory bodies and companies, handling files involving contractual, corporate and commercial disputes, and conducting hearings up to the Federal Court. Baker McKenzie Wong & Leow, the member firm of Baker McKenzie in Singapore, has added Theodore Heng as principal in its Mergers & Acquisitions Practice Group based in Singapore. Joining from Herbert Smith Freehills in Singapore, Heng brings with him substantial international experience in a full spectrum of corporate and transactional matters across sectors, including the financial services, healthcare and energy industries, with a focus on cross-border private capital deals that are often technology-linked. He regularly acts for global financial sponsors, multinational corporates and technology start-ups in the Asia-Pacific region. Majmudar & Partners has added Mustafa Kachwala as a partner in Dispute Resolution (Litigation and Arbitration) and Real Property. With a career spanning over 18 years, Kachwala is a highly accomplished and reputed lawyer, having extensive expertise in dispute resolution, arbitration and real property law. He brings to the table a comprehensive understanding of real property law, a knack for resolving disputes and a deep proficiency in navigating arbitration matter.
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MOVES Yoon & Yang has further strengthened its Antitrust & Competition practice with the hire of Hee Jae Lee as a partner. A former director of the Korea Fair Trade Commission, Lee has served at the Korea Fair Trade Commission (KFTC) for 18 years from 2005 to 2023. She has extensive experience in all areas of antitrust/competition law, including cartel, dominance, subcontracting, franchise business, large retail business, labelling and advertising, and standardised terms, among others. She graduated from Seoul National University with a bachelor’s degree in consumer studies. During her tenure at the KFTC, Lee worked on high-profile and largescale KFTC investigations, including the case of alleged collusion among Korean instant noodle manufacturers, which led her to being recognised as the “Employee of the Year” at the KFTC in 2012. She was also involved in major investigations against a prominent global electric car manufacturer, global clothing apparel company and major mobile carriers in South Korea for false and exaggerated advertisements, earning her a nickname as “the Ad Killer” in the later stages of her career. While at the KFTC, Lee served as the Head of the Franchise Transaction Investigation Team, Director of the Consumer Safety Information Division and, most recently, Director of the Consumer Transaction Policy in 2023. Cyril Amarchand Mangaldas has added Vasudha Goenka as a partner in its Dispute Resolution Practice. She will be based in Mumbai, with a focus on IHC MAGAZINE
contentious securities market practice. Before joining the firm, Goenka was a Deputy General Manager at the SEBI. She has over 16 years of experience in handling quasi-judicial proceedings in the SEBI, including enquiry, adjudication and Section 11B matters. She has also handled matters pertaining to SAT, settlement and recovery proceedings during her tenure in the SEBI. Goenka is a 2007 graduate of the National University of Juridical Sciences, Kolkata. Dentons Hong Kong has further expanded its banking and finance, capital markets and corporate finance capabilities with the addition of veteran, highly respected and well-known practitioner Nicholas Chua as a partner. Prior to joining the firm, Chua was the Head of Legal of CIMB Bank in Hong Kong and the Global Head of Legal, Investment Banking of CIMB in the region, having worked in the banking industry for some 20 years. While moving back to private practice, he will continue to assist Dentons Hong Kong and the Dentons Regional and International platform, further enhancing the firm’s reputation as a leading banking, finance and corporate finance global law firm. RPC has added experienced M&A lawyer Kenneth Leong as partner to bolster and lead its corporate team in Singapore, expanding the firm’s internationally recognised corporate practice. He joins with a team of associates. Leong is a well-respected and highly regarded M&A specialist with extensive VOL 2 ISSUE 7, 2023
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MOVES experience handling complex and high value corporate transactions across a wide range of sectors, including renewable energy, data centres, logistics, manufacturing, petrochemicals, medical technology, healthcare, education, and food and drink. He was previously a Director at Quahe Woo & Palmer (QWP) and, prior to that, a partner at one of the Singapore big-four, Wong Partnership. Serving as Head of Corporate M&A at QWP, Leong represented private equity funds and their portfolio companies, SWF-backed companies, public listed companies, multinational corporates and family offices. He received his LLB (Hons) from the National University of Singapore, and is a member of the Law Society of Singapore and the Singapore Academy of Law. DFDL has expanded its Indonesia practice with the addition of a new team at DFDL collaborating firm Nusantara DFDL Partnership in Indonesia. Afriyan Rachmad joins as a Partner, bringing with him over 18 years of experience in projects and infrastructure, corporate and commercial, and M&A. He also has expertise in dispute resolution and litigation, including arbitration proceedings, civil cases, employment/industrial relations, competition and anti-trust matters, and criminal cases at various court levels in Indonesia. Joining the team as Foreign Counsel is Jade Hwang, a corporate lawyer with specialisation in cross-border M&A, joint ventures and corporate restructuring. She also has extensive knowledge of capital markets and securities law. Jade has regional experience in VOL 2 ISSUE 7, 2023
Malaysia, Cambodia and Indonesia, where she is currently based. Moreover, Sri Ningsih has been promoted to Partner. With 13 years of experience, Sri is a corporate and commercial lawyer, as well as an employment lawyer. She has been advising foreign clients on establishing local subsidiaries, including joint venture companies and special purpose entities, to facilitate their market entry and business activities in Indonesia. The new team will join the existing team in Indonesia, led by Partner Vinay Ahuja, Head of the Indonesia Practice. Together with Nusantara DFDL Partnership, DFDL will provide comprehensive and integrated legal services to clients across Indonesia and the region. The new team brings extensive experience and expertise in various sectors and practice areas, such as energy, projects and infrastructure, corporate and commercial, M&A, dispute resolution, banking and finance, technology, and foreign investment. Quisumbing Torres has promoted Camille Bianca Gatmaitan Santos as a partner in its Dispute Resolution Practice Group. Her extensive experience in commercial and criminal litigation, arbitration and investigations involving bribery, corruption and employee misconduct make her a formidable asset to the firm’s dynamic team. Bianca is a key member of the firm’s Consumer Goods & Retail, and Technology, Media & IHC MAGAZINE
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MOVES Telecommunications Industry Groups. Through advising and representing various global technology giants, she possesses substantial knowledge specific to the sector. She has a strong track record in resolving disputes in courts, tribunals and administrative agencies. She is particularly adept at leading internal investigations, developing compliance programs, and providing antibribery and anti-corruption training. Bianca currently serves as the Institute Treasurer of the Philippine Institute of Arbitrators (PIARB). She is an accredited arbitrator of the Wholesale Electricity Spot Market (WESM), and a member of the Chartered Institute of Arbitrators. She has also served as the Assistant National Secretary of the Integrated Bar of the Philippines. Bianca is a graduate of Ateneo de Manila University, where she received her JD (Silver Medallist) in 2010 and BS Management (Honourable Mention) in 2006. She was admitted to the Philippine Bar in 2011. Baker McKenzie has further strengthened its Hong Kong bench with the addition of leading tax lawyer Stefano Mariani as tax disputes counsel. An experienced tax litigator in Hong Kong, Mariani is the only solicitor advocate with higher rights of audience who actively represents clients in tax appeals before the Inland Revenue Board of Review, the District Court, the High Court, the Court of Appeal in Hong Kong, and at all stages of civil proceedings. He brings with him extensive experience IHC MAGAZINE
in advisory and contentious tax matters, ranging from corporate taxation and group reconstructions to personal taxation, stamp duties and property taxes. He advises on all matters of Hong Kong and international tax law, with a particular focus on dispute resolution. His experience includes cross-border tax planning and Double Taxation Treaty-driven tax structuring. He also advises on trust dispute resolution, including international trusts, estate planning and succession litigation, and charities. Yoon & Yang has continued to strengthen its cross-border capabilities with the hire of two Senior Foreign Attorneys from Lee & Ko and Samsung Electronics. Elayne Heeseung Sung and Irene Y Kim have joined the firm’s Seoul office as Senior Foreign Attorneys. Elayne is a US-qualified attorney who joins from Lee & Ko, where she concentrated her practice in shipping finance from 2001 to 2022. She brings decades of experience advising on cross-border transactions, with a focus on lease and transportation finance. During her 21 years at Lee & Ko, she has advised major financial institutions and Korean shipping companies on a broad range of transactions, including syndicated and bilateral credit facilities, sale and leasebacks, cross-border leases, off-shore financing and export-credit agency supported facilities. Her notable experience includes advising on cross-border tax leases, rehabilitation VOL 2 ISSUE 7, 2023
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MOVES proceedings of Korean shipping companies, financing of new container boxes under KOBC container box lease program, JOLCO for a car carrier, newbuilding projects and advising Korean ECAs and Korean ECA covered lenders on restructuring of offshore drilling companies. Elayne looks forward to developing a strong Transportation financing team at Yoon & Yang with H K Helen Sohn, a leading aviation finance expert who also joined the firm as a partner from Lee & Ko last year. Ashurst ADTLaw has appointed Chok Zheng Kai as an associate director in the corporate real estate practice, based in Singapore, to capitalise significant growth opportunities across sectors. Joining from Allen & Gledhill, Zheng Kai specialises in corporate real estate transactions, and is experienced in advising publicly-listed and private corporations, private equity property funds, asset and REIT managers, property developers and other entities in their real estate dealings in Singapore and the region. Qualified as an advocate and solicitor in Singapore, Zheng Kai advises on a wide range of real estate transactions, including acquisitions, divestments, sale and leasebacks, management, development and leasing of offices, malls, warehouses, industrial buildings, serviced apartments, hotels, mixed-use developments and other specialised facilities, such as hospitals and medical centres, aircraft hangars and data centres. VOL 2 ISSUE 7, 2023
Mayer Brown has added Eiji Kobayashi as a partner in its Corporate & Securities practice. With more than 20 years’ experience representing Japan’s leading industrial conglomerates on their most complex crossborder mergers and acquisitions, Koyabashi previously headed the corporate practice at Norton Rose Fulbright, and was a partner at Paul Hastings in Tokyo. Charles Russell Speechlys has added Vanessa Duff as a partner in the Family team in the firm’s Hong Kong office. Her appointment aligns and supports the firm’s Private Capital focus in the region. Joining from Withers Hong Kong, Duff brings with her over 15 years of experience advising on all aspects of family law. This encompasses issues arising from the breakdown of a relationship, including divorce, financial arrangements and separation. As many of her clients are expatriates, her expertise lies in dealing with cases which have an international perspective, with a particular interest in cases involving Hong Kong-European jurisdictional disputes. Over the years, Duff has built up an extensive international network and an abundance of connections with specialist foreign lawyers, and therefore can confidently manage multicountry cases. Much of her work involves advising on and drafting prenuptial/postnuptial agreements, cohabitation agreements and separation agreements. IHC MAGAZINE
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DEALS Allen & Gledhill has acted as transaction counsel to The Hong Kong and Shanghai Banking Corporation Singapore Branch on the US$1.75 billion term and revolving loan facilities to Olam Treasury. The facilities will be used to refinance the existing loans and finance the working capital and general corporate funding requirements of the Olam Group. The interest margin on the financing is linked to the achievement of sustainability key performance indicators relating to renewable energy share, women farmers receiving livelihood support, and native and beneficial trees distributed in agroforestry programs. Partner Mark Hudspeth led the firm’s team in the transaction. Ashurst has acted as international counsel to CITIC Securities International, as the guarantor, on the successful issuance by its wholly-owned subsidiary, CSI MTN, of Rmb2.5 billion (US$348.3m) 3.1 percent guaranteed notes due 2026. This issuance was a drawdown under CSI MTN’s US$3 billion medium-term note programme, for which CITIC Securities International acted as guarantor. The notes were listed in Hong Kong. This transaction sets the record for the lowest interest rate for dim sum bond public offerings by Chinese non-bank financial institutions in 2023. This issuance follows the firm’s representation of CITIC Securities International, as guarantor, on the establishment of CSI MTN’s US$3 billion medium-term note programme and the first US dollar-denominated drawdown thereunder in 2022. Global finance, funds and restructuring co-head partner Jini Lee, supported by partner Jessica Li, led the firm’s team in the transaction.
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AZB & Partners has advised Qatar Investment Authority on the Rs92.78 billion (US$994.6m) acquisition by Qatar Holding of equity stake of Reliance Retail Ventures. Partners Ashwath Rau and Atreya Bhattacharya led the firm’s team in the transaction, which was completed on September 6, 2023.
Baker McKenzie has advised Wolverine World Wide on the sale of the Hush Puppies trademarks, patents, copyrights and domains in Mainland China, Hong Kong and Macau to Beijing Jiaman Dress. As part of the transaction, Wolverine and Jiaman entered into a license and cooperation agreement providing for mutual engagement and brand stewardship of the Hush Puppies brand in the region. Meanwhile, Wolverine will continue to own and operate the Hush Puppies brand throughout the rest of the world. M&A partner Tracy Wut, supported by partner Luis Zhang from FenXun in Shanghai, led the firm’s team in the transaction. Clifford Chance has advised the Elanora Offshore consortium, which comprises of KI MAenergy, EnergyAustralia, Boskalis, Respect Energy and Polpo Investments, VOL 2 ISSUE 7, 2023
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DEALS on a major 5GW offshore wind farm project in the Bass Strait, off the coast of Gippsland, Victoria. The consortium brings together experts in offshore wind with a proven track record in delivering and financing offshore wind and energy infrastructure in Europe, Asia and Australia. Subject to receiving feasibility licences, the first phase of the Elanora project is anticipated to be operational by 2032, with the second phase completing by end 2034. Once fully operational, the project is expected to generate more than 20TWh of clean energy to Victoria annually, which is 40 percent of the state’s current energy needs. Sydney corporate partner Reuben van Werkum, supported by partners Chad Bochan (finance) and Elizabeth Richmond (antitrust) led the firm’s team in the transaction. Cyril Amarchand Mangaldas has advised Vivriti Capital, as the issuer, and JM Financial, as the lead manager, on the public issue of non-convertible debentures aggregating to Rs5 billion (US$60m). Partners Vijay Parthasarathi (southern region markets co-head), Meeta Kurpad and Rohit Tiwari led the firm’s team in the transaction, which closed on 6 September 2023. Goodwin has advised Tokyo-listed Renesas Electronics on its definitive agreement to acquire New York-listed Sequans Communications in an all-cash transaction that values Sequans at approximately US$249 VOL 2 ISSUE 7, 2023
million, including net debt. Renesas is a leading global provider of microcontrollers who brings combined expertise in embedded processing, analogue, power and connectivity to deliver complete semiconductor solutions. Sequans is a leading developer and supplier of cellular IoT connectivity solutions, providing chips and modules for 5G/4G massive and broadband IoT. Partners Jon Olsen (Santa Monica), John Haggerty (Boston), Jean Lee (Los Angeles) and William Robert (Paris), supported by partners Chi Pan (Hong Kong), Malhar Naik (New York), Jacqueline Klosek (New York), Alex Fisher (London), Saba Rais (London), Sarah Jordan (London), Gretchen Scott (London), Jia Jia Huang (Los Angeles), Marie Fillon (Paris) and Charles-Henri de Gouvion Saint-Cyr (Paris), Ora Grinberg (Silicon Valley), Andrew Lacy (Washington), Richard Matheny (Washington), Jacob Osborn (Washington), Edward Holzwanger (Washington) and PJ IHC MAGAZINE
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McCarthy (Washington) and Deborah Birnbach (Boston), led the firm’s team in the transaction. JSA has assisted India Resurgence Fund (IndiaRF) on the Rs5.25 billion (US$63m) acquisition of a majority stake in Ivy Health and Life Sciences. IndiaRF is a leading India-focused investment fund, backed by Piramal Enterprises and Bain Capital Credit. Ivy Health operates a chain of multi-specialty hospitals certified by the National Accreditation Board of Hospitals & Healthcare Providers-in several cities of Punjab, namely Mohali, Amritsar, Khanna, Hoshiarpur and Nawanshahr. Partner Sidharrth Shankar, supported by partners Prakriti Jaiswal, Shraddha Krishnan Dash, Bharat Bhushan Sharma, Vaibhav Choukse, Ela Bali and Megha Saraf, led the firm’s team in the transaction, which marks IndiaRF’s maiden investment in the healthcare sector and the first of its kind in a regional hospital chain. IHC MAGAZINE
Kudun and Partners has advised the founders of Living Mobile, a leading Thailand-based startup renowned for its exceptional point-of-sale (POS) and software solutions tailored for the food and beverage industry under the brand “FoodStory”. The company’s ground-breaking technology and innovative approach has reshaped the dining experience not only within Thailand but also across international borders. The founders of FoodStory, with other corporate venture capital investors participating in a Series B fundraising round, effectively executed their exit strategy by divesting the business to Line Man Singapore through its Thai subsidiary Wongnai Media. Line Man Wongnai is among Thailand’s esteemed trio of unicorn startups. Amounting to approximately β584 million (US$17m), the deal involved a combination of cash payment and share-swap with newly issued Line Man Singapore shares. Partner Ekachai Chotpitayasunon led the firm’s team in the transaction. Baker McKenzie represented the buyers. VOL 2 ISSUE 7, 2023
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DEALS Khaitan & Co has advised Gokaldas Exports on its acquisition of the Atraco Group, through its wholly-owned subsidiaries. Founded in 1986 and headquartered in Dubai, Atraco Group is a leading manufacturer of apparel with a strong market position and customer relationships across the US and Europe. Its product range includes shorts, pants, shirts, t-shirts, blouses and dresses catering across age groups. The transaction, which has an equity value of US$55 million, will comprise of acquisition of shares and assets, and will be subject to customary regulatory approvals. Partner Anuj Shah, supported by partners Arindam Ghosh and Sharad Abhyankar, led the firm’s team in the transaction, which involved multiple jurisdictions. Maples has acted as Cayman Islands counsel to Zhong An Intelligent Living Service on its IPO of approximately 126.7 million shares and listing in Hong Kong. Established in 1998, Zhong An is a reputable integrated property management service provider headquartered in Hangzhou, with deep roots in Zhejiang province and the Yangtze River Delta Region. The offering, which closed on 18 July 2023, raised approximately HK$149.5 million (US$19m). Partner Everton Robertson led the firm’s team in the transaction, while Jingtian & Gongcheng advised on Hong Kong law and Chinese law. The sponsors, China Merchants Securities (HK) and Huatai Financial Holdings (Hong Kong), among others, were advised by King & Wood Mallesons as to Hong Kong law, and by Commerce & Finance Law Offices as to Chinese law.
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Morgan Lewis has represented TAWAL Europe Holdings, an affiliate of Saudi Telecom, on its approximately €1.22 billion (US$1.3b) acquisition of United Group’s telecommunications towers business in Bulgaria, Croatia and Slovenia. TAWAL operates telecommunications towers businesses in the Middle East and Pakistan, and this transaction represents its first investment in Europe. United Group is one of the largest telecommunications and media groups in the Balkans and south-eastern Europe. Partners Anastasia Dergacheva, Mark Geday, Omar Shah and Neil McKnight led the firm’s team in the transaction. Paul Hastings has advised Wuxi Nengda Thermoelectric, a state-owned enterprise in Wuxi City, Jiangsu Province, China, as the guarantor, on the issuance of ¥13 billion (US$88.2m) 1.6 percent credit enhanced guaranteed bonds due 2026 by Hong Kong IHC MAGAZINE
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DEALS Yunlin International. The bonds are supported by an irrevocable Standby Letter of Credit issued by Bank of Shanghai and listed on the Chongwa (Macao) Financial Asset Exchange. The firm has previously advised Wuxi Nengda Thermoelectric as the guarantor on the issuance of Rmb750 million (US$102.6m) 4.2 percent credit enhanced guaranteed bonds due 2025 by Hongkong Yunlin International in January 2023. Shanghai office chief representative and Shanghai and Beijing offices co-chair Jia Yan and corporate partner James Ma led the firm’s team in the transaction. Rajah & Tann Singapore has advised Times Properties, a subsidiary of Cuscaden Peak Investments, on the S$236 million (US$174m) divestment of four good class bungalows located at Yarwood Avenue and Nassim Road. Partner Norman Ho led the firm’s team in the transaction, which has been reported as setting a new record land rate for good class bungalow areas in Singapore. Shardul Amarchand Mangaldas has advised KKR & Co on its follow-on investment in Reliance Retail Ventures (RRV). The transaction involved the US$250 million subscription of approximately 17.16 million RRV equity shares among RRV, Reliance Industries and KKR. With this investment, KKR’s shareholding in RRV has increased to approximately 1.42 percent. Partners Raghubir Menon (regional M&A and private equity head), Natashaa Shroff, Sakshi Mehra, Shiladitya Banerjee and Deepa Rekha, supported by partners Apoorva Murali and Harman Singh Sandhu, led the firm’s team in the transaction, while Simpson, Thacher and IHC MAGAZINE
Bartlett acted as international counsel. Cyril Amarchand Mangaldas and Davis Polk & Wardwell advised Reliance Industries and Reliance Retail Ventures. Skadden has advised SHEIN on its recently announced strategic partnership with SPARC Group Holdings II. SHEIN is a global integrated online marketplace for fashion, beauty and lifestyle products. The partnership will focus on meeting the needs of customers in the US and around the world who enjoy affordable, highquality fashion. Under the agreement, SHEIN acquires an approximately one-third interest in SPARC Group, a joint venture that includes Authentic Brands Group and Simon Property Group, and SPARC Group becomes a minority shareholder in SHEIN. Partners Dohyun Kim and Shu Du (M&A Hong Kong), Victor Hollender (tax) and Page Griffin (executive compensation and benefits Palo Alto and New York) led the firm’s team in the transaction. Trilegal has advised Auxilo Finserve on its Rs4.7 billion (US$57m) equity fundraise from Tata Capital Growth Fund II, Trifecta Leaders Fund-I, Xponentia Opportunities Fund-II and existing shareholder ICICI Bank. Corporate partners Kabeer Mathur and Kunal Chandra and TMT partner Jyotsna Jayaram led the firm’s team in the transaction. TT&A is advising DFC on its loan facility, via external commercial borrowing, of up to US$9 million to Yulu Bikes. The proceeds of this loan will be utilised by Yulu to finance the purchase of approximately 20,000 electric bikes which it will deploy as rentals in India. Partners Gautam Saha and Pallavi Meena led the firm’s team in the transaction. VOL 2 ISSUE 7, 2023
Cyber Security Breaches in Hong Kong:
A Growing Trend and a Call to Action
JENNIFER WU
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ong Kong has witnessed a recent surge in cyber security breaches, with both private and public sectors falling prey to cyberattacks. According to the Office of the Privacy Commissioner for Personal Data (“PCPD”) in Hong Kong, there was a more than 20% increase in reported data breaches in the first half of 2023 compared to the second half of 2022. These breaches have had a profound impact on businesses and individuals, from disrupting business operations to compromising sensitive personal data including credit card details, login credentials and, more severely, medical records. The consequences of these breaches extend beyond financial losses, affecting trust and reputation in the long run. Acknowledging the magnitude and impact of these breaches, the PCPD has taken a more proactive approach to combat the
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issue. The PCPD is actively investigating and reporting breaches of data privacy and issuing comprehensive guidelines to help organisations improve their data management and security practices. This article aims to shed light on the cyber security risks, recent enforcement actions taken by the PCPD, and the recommended measures to prevent data breaches. AN INSIGHT INTO A RECENT INVESTIGATION The PCPD’s investigation into the unauthorised access to credit data in the TE Credit Reference System (“System”) is one example of the impact of data breaches and the remedial measures that could have helped prevent the incident.
The complainant discovered that their credit records in the System had been accessed without their knowledge and consent by several other money lending IHC MAGAZINE
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companies. The System was developed and operated by Softmedia Technology Company Limited (“Softmedia”). Around 680 money lending companies used the TE Credit Reference System, which contained the credit data of about 180,000 borrowers. The PCPD’s investigation report found that Softmedia had failed to put in place adequate security measures to protect the personal data of its customers in three particular aspects: 1.
Unauthorised Access to the Credit Data – Softmedia allowed participating money lending companies unlimited access to borrowers’ credit data without limiting the number of times they could access it or regularly monitoring their use. Additionally, Softmedia relied on money lending companies to declare whether they obtained borrowers’ consent and authorisation to access their credit data, and this System allowed some companies to gain unrestrained access. This is in contravention of Data Protection Principle (“DPP”) 4(1) in Schedule 1 to the Personal Data (Privacy) Ordinance which requires a data user to take all practicable steps to ensure that any personal data it holds is protected against unauthorised or accidental access, processing, erasure, loss, or use.
2. Weak password management – The System had weak password requirements and no restrictions on password changes, which could potentially lead to unauthorised access to the system by employees and render the security function of the password useless. This is likewise a contravention of DPP 4(1). 3. Prolonged retention of the credit records of borrowers who had completed their repayments for more than five years – The System retains credit data indefinitely, including IHC MAGAZINE
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account repayment data showing material default, in violation of the Code of Practice on Consumer Credit Data and DPP 2(2), which provides that all practicable steps must be taken to ensure that personal data is not kept longer than is necessary for the fulfilment of the purpose (including any directly related purpose) for which the data is or is to be used. Softmedia was served an Enforcement Notice to take remedial actions, including: deleting all credit data in the System in respect of which five years or more have lapsed from the date of the final settlement of the loan; imposing restrictions on the number of times money lending companies can access the System; formulating and implementing a strong password management policy; and imposing other security measures. The PCPD has further provided some recommendations to operators of credit reference databases, for example to: implement a personal data privacy management programme; appoint data protection officer(s) and an independent compliance auditor; and adopt strict penalties for contravention. This investigation highlights the importance of ensuring that personal data is protected and that companies take effective measures to prevent unauthorised access to sensitive information. Companies must stay alert to potential risks and take steps to prevent data breaches, or risk facing enforcement action. GUIDANCE ON DATA BREACH HANDLING In response to the rising tide of cyber security breaches, the Commissioner recently revised the “Guidance on Data Breach Handling and Data Breach Notifications” (“Guidance”) in June 2023. It provides organisations with a thorough understanding of what constitutes a data VOL 2 ISSUE 7, 2023
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breach and lays out a clear action plan to follow when one occurs. The Guidance recommends that a comprehensive data breach response plan should outline the procedures to be followed when a data breach occurs and formulate strategies to handle the incident. The plan is recommended to cover a description of what constitutes a data breach, an internal incident notification procedure, designation of the rules and responsibilities of members of the breach response team and their contact details, a risk assessment workflow, a containment strategy, a communication plan, an investigation procedure, a record-keeping policy, a post-incident review mechanism, and a training or drill plan. Upon the occurrence of a data breach, data users are recommended to take the following key steps: (1) identifying and verifying the breach; (2) containing the breach and taking steps to minimise damage; (3) assessing the risks associated with the breach; (4) reporting the breach to the PCPD and the affected individuals, if necessary; and (5) reviewing the incident and implementing measures to prevent future breaches. While data breach notifications in Hong Kong are not mandatory under the current legislative regime, the PCPD highly encourages data users to give such notifications timely to the affected data subjects, the PCPD, law enforcement agencies and other relevant parties when a data breach has occurred. This will allow appropriate measures to be taken to mitigate any potential harm or damage and to demonstrate the data users’ commitment to data privacy. Previously, a data user wishing to make a data breach notification would need to submit a paper form to the PCPD. To facilitate reporting and handling of data breaches, the PCPD has launched an e-Data Breach Notification Form, which can be accessed at their website. This digital VOL 2 ISSUE 7, 2023
CYBER SECURITY BREACHES IN HONG KONG
tool enables organisations to grasp the details of data breach incidents more comprehensively and effectively and report data breach incidents to the Commissioner in a more convenient manner. The key information required to complete the form includes basic information about the data user, particulars of the breach, and an assessment of the breach and remedial actions taken. CONCLUSION AND TAKEAWAYS As cyber threats continue to evolve and grow, it is more crucial than ever for organisations to stay ahead of potential security breaches. The PCPD’s proactive stance – investigating breaches, issuing enforcement actions, and providing practical guidance goes toward fostering a safer data environment in Hong Kong.
To protect your company from cyber threats, corporations should regularly review their processes, stay alert to potential data breaches and invest in robust data security infrastructures, and follow the PCPD’s guidance on data breach handling and notifications. Care needs to be taken in assessing whether to promptly report incidents to the regulator or individuals and companies should involve legal to make these decisions. Companies can minimise the risks and impact of data breaches and maintain the trust and confidence of their customers when handled appropriately.
Jennifer Wu, TMT Partner, Pinsent Masons Jennifer is a partner at Pinsent Masons and a senior technology and data specialist working in the technology, media and telecommunications (TMT) team in Hong Kong. She leads the commercial and TMT disputes practice and also manages the Hong Kong TMT and data team. IHC MAGAZINE
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DISPUTE RESOLUTION 25 Marriage & Acrimony: Recent Trends in M&A Disputes
29 Thai Court Litigation vs. Arbitration: Deciding the Right Dispute Resolution Option for Your Legal Contract
33 SCIA promotes high-quality development of GBA with professional arbitration service
Marriage & Acrimony: Recent Trends in M&A Disputes
RODERICK LAI, WESLEY PANG, DUNCAN WATT, STEVEN YUEN
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lobal M&A activity has slowed significantly – the total value of M&A fell to US$732.82 billion in the second quarter of 2023, from $1.14 trillion in the second quarter of 2022 according to Dealogic data as of June 29 20231. While there have been fewer ‘marriages’ in the past year, we are seeing an uptick in acrimony and ‘divorces’. By that, we mean M&A related disputes in the context of both ongoing M&A activity and deals that have been completed in recent years. This growth appears to have been prompted by the economic headwinds that have seen all
businesses suffer. These include record levels of inflation and high interest rates, coupled with a slower than expected economic recovery by the second largest economy in the world, China, and the continuing conflict in Ukraine. Therefore, obtaining maximum value from M&A ongoing and past activity has never been more important. This article explores three scenarios in M&A disputes that have come to the fore in recent times, highlighting their implications and possible mitigating measures for businesses and their inhouse lawyers.
1 See Reuters.com, reported on 1 July 2023: https://www.reuters.com/markets/deals/global-mergers-acquisitions-plunge-q2-dealmakers-see-green-shoots-2023-06-30/ VOL 2 ISSUE 7, 2023
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MATERIAL ADVERSE CHANGE (MAC) AND CONDITIONALITY RELATED DISPUTES MAC clauses provide a contractual mechanism that may allow the buyer to terminate the acquisition agreement and withdraw from the transaction if, before completion, certain events occur which negatively impact the target company’s value or operations. MAC clauses provide a means for allocating risk between the parties before completion – essentially providing an exit route for buyers in certain, limited, circumstances. Other conditions precedent for the completion of a transaction are also often necessary for regulatory or commercial reasons.
The present global environment has resulted in parties seeking to utilise clauses of this kind as buyers look to extract themselves from or re-negotiate deals. Inevitably, parties may well interpret the clauses differently or the factual matrix which is alleged to have triggered the buyer’s possible escape route. This is particularly in cases where, amongst other things, the MAC clause includes events such as regulatory changes, sanctions, and force majeure events (for example, armed conflicts and a global pandemic) that may affect the target company’s prospects. MAC disputes invariably revolve around the determination of whether the adverse event meets the threshold for triggering the clause and whether the buyer is justified in seeking to terminate or re-negotiate the deal. Whether or not a MAC has occurred is primarily a factual question, and depends on the express wording of the clause. As such, there is no unified approach or interpretation of the relevant MAC clause making it a ripe area for disagreement and dispute. Further, where a buyer seeks to invoke the MAC clause when it is not entitled to do so, it may be liable IHC MAGAZINE
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to the seller for repudiatory damages. This notwithstanding, a buyer may seek to leverage a MAC clause in order to re-negotiate the contract where it is arguable that a MAC event has occurred. Because the interpretation of such clauses comes down to the exact wording of the provision, parties must be precise in drafting the MAC clause to mitigate risks of disputes. In particular, this involves specifying the scope of events or situations that would trigger the clause and the impact required to justify termination or re-negotiation. For example, the MAC clause can operate and be linked to specific triggers, objective criteria, duration of an adverse event, etc. From the seller’s perspective, it is common to include carve-outs to narrow the scope of the MAC clause, such as by excluding certain events which are outside of the seller’s control. Further, parties may consider tailored mechanisms to resolve disputes arising from MAC or condition precedent clauses to provide a structured procedure for addressing disagreements promptly. Apart from litigation or arbitration, the inclusion of an expert determination mechanism could also be an alternative, depending on the specific circumstances. For sellers, deal certainty is a critical factor in assessing whether to engage in a M&A transaction and this is even more important in deteriorating economic conditions. Sellers should be very careful in accepting a MAC or other conditions precedent for the completion of the transaction (e.g. financing conditions) and such conditions must be tightly drafted to minimise optionality. At a commercial level, even if these conditions are acceptable, sellers should also be looking at the financial condition of their buyers to assess the potential for buyer withdrawal and consider requesting VOL 2 ISSUE 7, 2023
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deposits or reverse break fees (if commercially viable) as a commercial disincentive to terminate an agreement. EARN-OUT, DEFERRED CONSIDERATION DISPUTES Earn-outs, deferred consideration and other similar mechanisms are useful tools that are often included in M&A transactions to bridge valuation gaps and align the interests of the buyer and seller. Under an earn-out arrangement, a portion of the purchase price is contingent upon the future performance of the acquired company. While using an earn-out can help move a deal forward, disputes often arise when the parties disagree on the achievement of post-closing earn-out benchmarks, the calculation of performance metrics, or the buyer’s alleged interference in the acquired company’s operations.
Earn-out disputes increase when economic volatility results in business performance falling below expectations. The economic conditions in recent years, including, among other things, the US-China trade war, the COVID-19 pandemic, and the conflict in Ukraine have created this exact volatility. Invariably, this resulted in parties differing in their assessment of the impact of external factors on the acquired company’s performance, leading to disagreements and in some circumstances the potential for formal proceedings. These disputes can have significant financial implications and strain the post-acquisition relationship, highlighting the importance of clearly defined earn-out provisions and robust mechanisms to resolve disputes if amicable outcomes are not forthcoming. To avoid and/or mitigate the risk of earn-out disputes, where possible, parties should: carefully define the earn-out benchmarks; and specify the performance metrics and VOL 2 ISSUE 7, 2023
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indicators against which the earn-out consideration will be calculated, the timing and structure of the earn-out payments, and any restrictions on the target company’s activities during the earn-out period. Buyers and sellers should play out the potential economic scenarios in order to avoid surprises. Sellers, in particular, should be made aware of the contingent nature of earn-out structures, ensure that they are comfortable with this risk and/or consider commercial alternatives. Additionally, apart from having a robust mechanism for resolving disputes, a clear and open channel of communication and an ongoing dialogue between the buyer and seller can help manage expectations and minimise the potential for conflicts and hopefully avoid the need for formal proceedings altogether. POST-CLOSING PRICE ADJUSTMENT DISPUTES Purchase price adjustment mechanisms, such as completion account adjustments for working capital or net assets, are commonly employed in M&A transactions to account for changes in the target company’s financial position between signing and closing. These adjustments ensure that the purchase price accurately reflects the target company’s financial position at the time of closing. Accordingly, the purchase price may increase or decrease to reflect changes in the working capital during the intervening period.
In these challenging times, M&A transactions are more prone to disputes related to purchase price adjustments because of the greater degree of discrepancy between a seller’s pre-closing estimate and a buyer’s actual post-closing working capital. Price adjustment disputes can also arise from the parties’ different interpretations of accounting principles, treatment of specific items, or the calculation methodology, which would affect the final purchase price. IHC MAGAZINE
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To minimise disputes related to purchase price adjustments, parties should invest resources early in the transaction process to conduct thorough financial due diligence and engage financial experts to pre-emptively identify potential areas of disagreement. Clear and detailed provisions should be included in the purchase agreement, specifying the treatment of key items and outlining the process for resolving disputes (we recommend that the financial experts are also involved in the drafting of these provisions if possible). This will help to ensure a shared understanding of accounting principles and methodologies. As important as drafting purchase price adjustments with care is ensuring that the carefully drafted mechanisms that have been prepared are utilised. Too often, deadlines are missed, leading to disputes which could otherwise have been avoided. CONCLUSION The recent trend of M&A related disputes highlights more than ever the importance of getting ahead of any potential dispute by conducting thorough due diligence to identify areas of risk, precise drafting of agreements to manage those risks, and formulating an effective dispute resolution mechanism at the drafting stage of the relevant contract to map out a clear and robust approach should such a situation arise.
Finally, engaging legal and financial experts early in the transaction process can help identify potential areas of disagreement and facilitate proactive solutions. Effective communication, negotiation, and alternative dispute resolution methods can also play a crucial role in resolving disputes and preserving the value generated by M&A transactions.
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Roderick Lai, Partner, Hong Kong Rod is a Partner in the corporate team of Eversheds Sutherland in Hong Kong, advising clients on cross border M&A, private equity, joint venture and other strategic transactions. Rod has extensive experience working on transactions across a broad range of sectors around the world with particular experience in emerging markets. Wesley Pang, Partner, Hong Kong Wesley is a Partner in the Global Litigation and Dispute Management Group at Eversheds Sutherland. He is based in Hong Kong, where he heads the firms’ international arbitration practice in Asia. Wesley has 15 years of experience in advising private and sovereign clients on commercial and investor-State disputes in Asia, Europe, the Middle East and Africa under various institutional rules. Duncan Watt, Legal Director, Hong Kong Duncan is a Legal Director in the Litigation and Dispute Management Group in Hong Kong. He is described by Legal 500 as providing “the commercial edge in disputes”. Duncan specialises in high value disputes and insolvency/ restructuring matters in the Asia Pacific region, including advising on commercial contract disputes, warranty claims and negligence issues. In addition to contesting disputes in High Court litigation or arbitration, he regularly utilises alternative dispute resolution processes to resolve disputes at an early stage, including mediation and expert determination. Steven Yuen, Associate, Hong Kong Steven is an Associate in the Litigation and Dispute Management Group at Eversheds Sutherland. Steven’s practice covers commercial and financial services dispute resolution, banking and finance litigation, and contentious insolvency and asset recovery actions. His experience in dispute resolution extends to contentious proceedings in the courts of Hong Kong, England & Wales, and the People’s Republic of China. Another area of Steven’s focus is financial regulatory investigations. He is experienced in advising financial institutions regarding regulatory compliance and investigations by regulators and enforcement agencies in Hong Kong.
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Thai Court Litigation vs. Arbitration: Deciding the Right Dispute Resolution Option for Your Legal Contract KONGWAT AKARAMANEE AND ITTIPAT NIMBOONCHAJ
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usiness entities frequently find themselves at a crossroads when deciding on the ideal dispute resolution clause for their agreement. Should they opt for Thai court litigation or arbitration?
Considerations Official Costs and Fees
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What represents the most appropriate dispute resolution clause for their agreement? The following succinct comparison aims to provide clarity and assist in making that crucial decision: Venue for Proceedings
Thai Court
Arbitration Institution
When the claim amount does not exceed THB 50 million, the court will impose a fee of 2%, but not exceeding THB 200,000. For claims exceeding THB 50 million, the plaintiff is required to pay a court fee of THB 200,000, along with an additional 0.1% on the excess amount. No upper ceiling has been established for the collection of the fee.
Fees differ by institution and typically include a filing fee, institution fee, arbitrator fee (per individual), and other expenses. For example: 1. Thailand Arbitration Center (THAC) - Proceedings Conducted in English: i) Filing Fee: THB 50,000; ii) Institution Fee: Ranges from THB 50,000 to THB 1.6 million (depending on the amount of claims); iii) Arbitrator Fee (Per Arbitrator): from THB 150,000 to 50 million (depending on the amount of claims); iv) Expenses: Charged on an actual basis with an initial deposit of THB 50,000. IHC MAGAZINE
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Venue for Proceedings Thai Court
Official Costs and Fees (Cont’d)
Arbitration Institution 2. Thai Arbitration Institute (TAI): i) Arbitrator Fee: Ranges from THB 6,000, with an additional fee of 2% to 0.02% (depending on the amount of claims and number of arbitrators); ii) Assistance Fee: Ranges from THB 5,000 to THB 240,000 (depending on the amount of claims); and iii) Expenses: Charged as specified in TAI’s regulations with an initial deposit of THB 3,000. 3. Singapore International Arbitration Centre (SIAC): i) Filing Fee: SGD 2,000 (for overseas parties); ii) Administration Fee: Ranges from SGD 3,800 to SGD 95,000 (depending on the amount of claims); and iii) Arbitrator Fee: Ranges from SGD 6,250 to SGD 2 million (depending on the amount of claims). Remarks When seeking a Thai Court order for enforcing an arbitral award, the party seeking such orders shall be responsible for a court fee at the rate of: i) For a domestic award: When the claim amount enforcing does not exceed THB 50 million, the court will impose a fee of 0.5%, but not exceeding THB 50,000. For claims exceeding THB 50 million, the plaintiff is required to pay a court fee of THB 50,000, along with an additional 0.1% on the excess amount. No upper ceiling has been established for the collection of the fee. ii) For a foreign award: When the claim amount enforcing does not exceed THB 50 million, the court will impose a fee of 1%, but not exceeding THB 100,000. For claims exceeding THB 50 million, the plaintiff is required to pay a court fee of THB 100,000, along with an additional 0.1% on the excess amount. No upper ceiling has been established for the collection of the fee.
Duration
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Following the enforcement of the Act on Determining Timeframes for Judicial Proceedings B.E. 2565 (2022), the President of the Supreme Court issued the Judicial Regulation on the Timeframe for Court Cases B.E. 2566 (2023), which outlines the following summarized timelines for court proceedings:
Arbitration generally aims for expedited proceedings. In some institutions, cases with smaller claims might be resolved by merely examining documentary evidence. However, post-award proceedings, such as seeking court orders for recognition, enforcement, or setting aside an arbitral award, can prolong the duration.
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Considerations Duration (Cont’d)
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Venue for Proceedings Thai Court
Arbitration Institution
(1) Court of First Instance: The Court of First Instance is required to adhere to a strict timeline for its proceedings, ranging from six (6) months to one (1) year from the date of accepting the complaint. (2) Court of Appeal: The timeline ranges from four (4) months to one (1) year from the day the Court of Appeal receives the case from the Court of First Instance. (3) Supreme Court: The Supreme Court is obligated to render judgment within one (1) year of receiving cases from the Court of First Instance. However, the aforementioned timeframe is not absolute. The court might extend the duration for deliberation and conclusion of the case due to various unforeseen circumstances that may arise during the proceedings.
Flexibility of Procedure
Parties must adhere to Thai legal proceedings, all of which are conducted only in Thai language.
Parties have the flexibility to determine and agree on various aspects of the arbitration proceedings, such as the seat of arbitration, procedural regulations, language, number of arbitrators, and the selection of arbitrators.
Privacy
Unless ordered otherwise by a judge, court proceedings are public.
The arbitral proceeding is private and confidential.
Enforcement
There are three tiers of courts: First Instance, Appeal, and Supreme. If the parties are dissatisfied with the judgment rendered by the Court of First Instance, they can submit an appeal within one month from the date of pronouncement of the judgment.
An arbitral award is final. If the losing party fails to comply with the arbitral award, the other party can pursue the recognition and enforcement of the arbitral award across 172 jurisdictions under the New York Convention.
A judgment of the Court of Appeals may be considered final unless permission for appeal to the Supreme Court is granted. The appeal to the Supreme Court is discretionary and requires
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However, the losing party is also entitled to request a court order for setting aside of the arbitral award (if applicable), and has a right to object to the enforcement of the arbitral award in the court stage.
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Venue for Proceedings Thai Court
Arbitration Institution
permission from the Supreme Court. Parties dissatisfied with the Court of Appeal’s judgment can seek permission by submitting a petition for permission along with an appeal (Dika) within one month from the date of the Court of Appeal’s judgment pronouncement. Since an appeal process does not automatically suspend or halt the execution of a judgment, the winning party can enforce the judgment if the losing party does not comply with the judgment within the period stipulated by the court, unless there is an order to stay execution. However, judgments cannot be enforced outside Thai jurisdiction.
In conclusion, the choice between Thai court litigation and arbitration should fundamentally hinge on the nature of the agreement, the potential dispute, the nationality of the parties, and other relevant details, as each avenue offers distinct advantages and drawbacks. There is no one-size-fits-all answer as to which option is superior. We hope that this succinct overview will assist you in making a decision tailored to your unique circumstances. Should you require further information, please contact our Dispute Resolution, Litigation, and Arbitration Practice team members or alternatively, contact the authors of the article. All information, content, and materials contained in or referred to in this article do not, and are not intended to constitute, legal advice and are purely provided for general informational purposes only. For more information, please contact the authors.
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Kongwat Akaramanee, Partner, Kudun and Partners Kongwat Akaramanee excels in dispute resolution and litigation, advising domestic and international clients in finance, construction, technology, energy, and property development. Renowned for his expertise in compensation claims, EPC contract disputes, and tax matters, he is a trusted and highly sought-after figure in the legal world. Ittipat Nimboonchaj, Associate, Kudun and Partners Ittipat Nimboonchaj is active in the firm’s dispute resolution and litigation practice. He advises and represents local and international clients on complex commercial disputes, corporate litigation, arbitration, mediation, construction disputes, insurance, employment protection law, and employment disputes.
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SCIA promotes highquality development of GBA with professional arbitration service
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ocated on the landmark skyscraper in Qianhai, the SCIA Tower, the new headquarters of the Shenzhen Court of International Arbitration (SCIA) provides an impressive sea view, overlooking the 5.5-kilometer-long highway bridge linking the booming city in South China with Hong Kong. As China’s first arbitration institution established in South China, including Hong Kong and Macao, in 1983, the SCIA now possesses influence that extends far beyond the region. According to the SCIA, the total amount in dispute of arbitration cases it accepted in 2022 hit RMB 127.2 billion ($17.47 billion)
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— compared with RMB 16.5 billion in 2017 and RMB 3.9 billion in 2012 — the highest in Asia and top three in the world among its peers. Roughly one-third of the total amount, or RMB 42 billion, belonged to international arbitration cases. So far, the arbitration and mediation services of SCIA have been extended to 140 countries and regions. Describing it as a “pleasantly surprising ‘report card’”, An Xin, vice president of SCIA, told reporters in Shenzhen recently that the SCIA is gaining more trust from the market as an increasing number of Chinese and foreign companies have chosen the SCIA for arbitration over the years, and amounts involved were markedly augmented as well. IHC MAGAZINE
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In one of the cases several years ago, an investment dispute arose between Chinese and US companies, involving an amount of over RMB 13 billion, An recalled. The case, which was later famed for being the largest dispute amount in the history of Chinese arbitration, impressed the vice president a great deal. Due to the absence of an arbitration clause in the initial contract, the dispute reached a deadlock at the very beginning. Through negotiation, the three parties involved in the case agreed to choose SCIA to settle the dispute. As a result, the dispute was resolved in just 13 days, saving time and effort compared with going to court, An said. In 2022, the largest amount in dispute in a single case accepted by the SCIA rose to RMB 24 billion, which remains the largest arbitration case ever in China, according to the SCIA. There were 147 cases with dispute amounts each exceeding RMB 100 million, and 21 cases with dispute amounts exceeding RMB 1 billion individually, both ranking first in the country, the SCIA figures indicated. “Due to the voluntary nature of arbitration based on the agreement of the parties involved, the selection of an arbitration institution depends on the long-term trust of the
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market and the accumulated credibility of the institution,” An said. The growing influence of SCIA, on the other hand, could better facilitate the quality development of Shenzhen, the young city neighboring Hong Kong, which was once a vanguard of China’s reform and opening-up. On the global stage Shenzhen has achieved an economic miracle, developing from a small fishing town 43 years ago into a city with the third largest gross domestic product within the Chinese mainland. Now Shenzhen is fulfilling a new role designated by China’s State Council to build itself into a demonstration city, allowing it to set models for other mainland cities in terms of globalization, openness and innovation. “SCIA is making a bigger contribution to the enhancement of Shenzhen’s legal and international performance, bolster its international credibility, optimize the business environment and develop high-level openness”, An noted.
Globalised governance Since hiring foreign arbitrators in 1984, the first trial of a Chinese arbitration institution, the SCIA has continuously attracted outstanding professionals from overseas to participate in international arbitration in China. In the new panel of arbitrators for the SCIA, there are 1,547 arbitrators from 114 countries and regions worldwide, with arbitrators from overseas accounting for about 36 percent of the total, a level leading the country in its sector. In one of the foreign-related cases accepted by the SCIA, one party involved was a company from Dongguan, a city neighboring Shenzhen
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in Guangdong province, while the other was a Canadian firm.
institution, works to improve its international credibility.
According to SCIA, each party chose an arbitrator, one from Dongguan and the other from Canada. To ensure fairness in the proceedings, the SCIA appointed a professional from Hong Kong, the third jurisdiction in the case, as the presiding arbitrator.
The mechanism was first established in 2012 by administrative regulations and was further stipulated in the Ordinance on the Shenzhen Court of International Arbitration, which was passed by the city’s legislation body in 2020.
As a result, the case was heard by three arbitrators from three different jurisdictions, using English as the arbitration language, and a final award was made. Such arrangements are common in international arbitration cases in SCIA, said An. Besides the globalised panel of arbitrators, the Statutory Body Governance Mechanism of SCIA, which separates the decision-making power and execution power within the VOL 2 ISSUE 7, 2023
It was the first of its kind worldwide to establish specific legislation for a particular arbitration institution, a move that aims to stabilise the expectations of domestic and foreign parties regarding the independence and impartiality of the city’s international arbitration. Specifically, it is the SCIA Council that exercises the decision-making and supervision power.
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The council members, appointed by the Shenzhen Municipal Government, include well-known figures from the legal, business, and other relevant fields worldwide. According to the Ordinance, at least one third of the council members should be from overseas, an approach that helps to prevent local protectionism, administrative interference, and internal control. Currently, seven out of the 13 council members of SCIA are from Hong Kong, Macao and overseas jurisdictions. The governance mechanism of SCIA instills confidence in its fairness and professionalism, said Zhou Long, a partner with Greenfield Lawyers, a firm that integrates business areas such as corporate securities, intellectual property, litigation arbitration and foreign investment based in Shenzhen.
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“Market entities all hope to resolve disputes through independent, fair, and efficient means,” said Zhou. “The innovations of SCIA bring more guarantees for the construction of the business environment in Shenzhen.”
Innovative efforts According to SCIA, it has adopted a large number of innovative measures over the past four decades to enhance the market-oriented, rule-of-law business environment, and international credibility. Throughout the years, SCIA has adhered to the “party-centered” principle, and has introduced and gradually improved innovative rules to help parties appoint arbitrator, such as the “Arbitrator Nomination Method” and “Exclusion Method.” These rules aim to give parties the utmost rights to select the presiding or sole arbitrators, thereby eliminating concerns about the impartiality of the arbitral tribunal. VOL 2 ISSUE 7, 2023
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The move could also allow the parties to experience the openness of the business environment in Shenzhen and the full respect for market entities, An explained.
The establishment of the China (Shenzhen) Securities Arbitration Center is expected to promote the construction of Shenzhen into a global financial innovation center.
In order to better serve Chinese enterprises’ “going global” strategy, in 2019, SCIA established the South China International Arbitration Center (HK) in Hong Kong, forming a new development pattern of “Shenzhen + Hong Kong” and “dual-city, dual-institution”. This has promoted the integration of rules and mechanisms in the GuangdongHong Kong-Macao Greater Bay Area.
The second center aims to propel and safeguard the development of high-tech industries and advanced manufacturing industries in the city while the third center is predominantly built for the construction of a global maritime center city.
In 2022, the SCIA established a center in Jiangmen, a city in western Guangdong, and was entrusted to manage the Jiangmen Arbitration Commission. This helps the institution serve the western part of Guangdong with its experience and further promotes the integrated development of the Greater Bay Area. To support the high-quality development of the economy of Shenzhen, as well as that of the Greater Bay Area as a whole, SCIA has accelerated the construction of “three centers” for key and emerging industries such as finance, venture capital, technology, port and logistics. The three centers include the China (Shenzhen) Securities Arbitration Center, the China (Shenzhen) Intellectual Property Arbitration Center and the SCIA Maritime Arbitration Center. According to SCIA’s blueprint, the first center is designed to facilitate the comprehensive reform tasks that Shenzhen is undertaking as a pilot demonstration city. It will also implement pilot tasks of arbitration in the national securities and futures industry.
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Regional cooperation The Guangdong-Hong Kong-Macao Greater Bay Area consists of the two special administrative regions of China and nine cities in Guangdong, including Guangzhou and Shenzhen. It has been a national strategy to develop the most open and vibrant region in South China, with a combined population of approximately 86.3 million, into a dynamic world-class city cluster, and an internationally renowned science and technology innovation center with global influence. Headquartered in the GBA, the SCIA established the South China International Arbitration Center (HK) (SCIAHK) in 2019, the first independent arbitration institution established by an arbitration court of the Chinese mainland outside its jurisdiction. According to SCIA, the SCIAHK invited Prof. Peter Malanczuk, a renowned German professor to draft its arbitration rules, with reference to the widely recognized Arbitration Rules of the United Nations Commission on International Trade Law and drawing on the arbitration experience of both Shenzhen and Hong Kong. The rules, based on the fundamental structure of international arbitration procedures, were officially issued on May 1, 2022. IHC MAGAZINE
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Given that the framework of the rules aligns with internationally accepted practices, the rules provide convenience for foreign individuals to understand and use, said the SCIA.
With such measures in place, foreign companies will have more confidence in choosing Chinese arbitration and obtaining fair outcomes, she noted.
Compared to the provisions regarding arbitration time and costs in other international arbitration institutions, these rules greatly enhance efficiency. They make it convenient for the parties to anticipate the deadline for the arbitration award and provide various cost optimization options.
Meanwhile, in an effort to facilitate the reform of Shenzhen, the SCIA is also function as the GBA International Arbitration Center.
This provides more convenience for Chinese enterprises in resolving disputes during their “going global” process, making full use of and leveraging the unique characteristics of the Hong Kong legal system, according to SCIA. Carmen Kan Wai-mun, a member of the Legislative Council of Hong Kong and chief legal adviser to Bank of China (Hong Kong), said SCIA has played an important role in the coordinated governance of the Greater Bay area. “The SCIA fully demonstrates the collaboration, governance, construction, and sharing between the mainland and Hong Kong and Macao,” said Kan. “The relevant mechanisms can fully leverage the expertise of Hong Kong professionals, pool their collective wisdom, and incorporate the advantages of the common law system, thereby ensuring the ‘independence’ of the arbitration institution from a governance perspective,” she commented.
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Under the arrangement, professionals from Hong Kong and Macao can participate in Shenzhen’s international arbitration such as council members, arbitrators, mediators, agents and expert witnesses, to resolve crossborder disputes. Acting as a bridge and link between the two cities, this will deepen cooperation with Hong Kong and Macao, and jointly improve the business environment in the Greater Bay Area, according to SCIA. “In the future, we will continue to make great efforts to promote SCIA’s internationalization and the cooperation between Hong Kong and Macao, introduce international organisations and well-known overseas arbitration institutions through collaboration on the basis of the arbitration institutions in the Greater Bay Area, accelerate the construction of Shenzhen as a pilot city of an international commercial arbitration center, and make every effort to build Shenzhen as a model for international arbitration,” said An.
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In-House Insights with Ritankar Sahu of TLC Modular On the changing role of a General Counsel
YOUR CAREER JOURNEY HAS TRAVERSED MULTIPLE COUNTRIES WITH ROLES IN-HOUSE AS WELL AS PRIVATE PRACTICE. CAN YOU TELL US ABOUT YOUR JOURNEY SO FAR? I am currently the General Counsel & Chief Compliance Officer of TLC Industries and was hired as part of Goldman Sachs Asset Management’s investment in TLC in March 2022. My expertise is in construction projects, governance controls and turnaround management. TLC is a property developer with a specialised expertise in sustainable modular construction, operating across the Asia-Pacific.
I am also responsible for delivering the group’s compliance program, the core focus of which is on corporate governance, anti-bribery/anti-corruption controls, data protection, diversity/inclusion, and supply chain controls. Prior to joining TLC, I worked at Norton Rose LLP in London and Abu Dhabi. I then moved in-house and was Corporate Counsel at Jacobs Engineering Group in Singapore, Mumbai, and Hong Kong. Most VOL 2 ISSUE 7, 2023
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recently, I served as the General Counsel, Head of Compliance and Director of Standard Chartered PE’s portfolio company Maxpower Group (as well as the Maxpower-Mitsui & Co., Ltd. Joint Venture) in Singapore, Jakarta and Rangoon. I am a former Visiting Scholar at Duke Law School in North Carolina and engaged, at both Duke and the University of Fribourg Law School in Switzerland, in advanced research on why compliance programs fail. BEING IN THE INDUSTRY AS LONG HAVE YOU HAVE, WHAT HAS BEEN YOUR EXPERIENCE OF THE EVOLVING NATURE OF THE GENERAL COUNSEL ROLE OVER THE LAST DECADE? GCs play a crucial role in prioritising among competing obligations, managing risk and providing clarity to ensure long-term sustainability of revenue streams. Amidst uncertainty, GCs must offer strategic clarity and deploy governance and control mechanisms for the company to set and execute strategy.
GCs are no longer limited to a reactive role and often find themselves in the centre of disruption management
GCs are no longer limited to a reactive role and often find themselves in the centre of disruption management. They need to pre-empt problems as decisions are being made. In terms of a corporation’s corporate governance/compliance program delivery, especially in markets with high corruption exposure, GCs can influence internal controls so that they are coherent, comprehensive and material to IHC MAGAZINE
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the business. GCs are capable of aligning organisational leaders around a shared definition of good corporate governance, scoping the program to focus on a core set of material issues, setting meaningful goals, and governing program execution toward success. An experienced GC’s knowledge of regulations and disclosure frameworks will ensure that corporate governance controls are consistent with industry expectations, stakeholder expectations and organisational capabilities. GCs need to train their minds and teams to operate in an environment which will never offer absolute clarity. A GENERAL COUNSEL, MORE OFTEN THAN NOT, IS UNDER THE SCANNER FOR LEGAL SPENDS AND HAS THE UNIQUE CHALLENGE OF ENSURING INTERNAL STAKEHOLDER BUY-IN. HOW DO YOU DEAL WITH THIS HURDLE? WHAT IS YOUR APPROACH TO BUDGET MANAGEMENT? The rising increase in legal costs have made the management of defence costs (as well as pre-emptive efforts to thwart disputes/compliance breaches) a pressing priority for many companies. Having said that, because businesses still view legal departments as cost centres, GCs need to demonstrate that the legal team is adding value to the business and not just consuming operational expenditure.
GCs who run their offices like a business have more credibility at the Board level and will be favourably looked upon during budget cuts. I tend to go for fixed-fee arrangements with outside counsel with the right sets of assumptions. This takes some work on both sides. It is also important for the GC to realise that law firms are not looking to lose money. The compelling need to VOL 2 ISSUE 7, 2023
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preserve cash but still spending enough to have operational control alongside recognition of ‘true’ contingent liabilities is something that GC’s like me who run distressed assets need to develop an expertise in. AS CHIEF COMPLIANCE OFFICER, WHAT IS YOUR MODUS OPERANDI FOR OPERATING IN FINANCIALLY STRESSED ENVIRONMENTS, IN LIGHT OF ENFORCING COMPLIANCE PROGRAMS? Dealing with distressed assets is always complex as there is the perennial risk of default. There will never be enough in terms of anti-enforcement funds or a failsafe strategy to thwart an event of default. Then there is the bit about how much to spend on compliance efforts.
The US FCPA is the single biggest legislation affecting anti-corruption program compliance globally and given our manufacturing bases in transition economies, we are quite exposed. The application of such anti-corruption laws is not dependent upon the existence of any contractual arrangements that a company may have in place. To feed the messaging down and dissipate this through the ranks of employees that such laws exist and can affect the balance sheet is difficult, especially with limited resources. For a compliance program to be realistic and successful, it needs to pay due
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attention to the physiological and psychological aspects of human behaviour. This is what I try to keep a track of. The risk of people doing things they should not be doing is quite high for a variety of reasons. I tend to not to focus too much on consensus building because otherwise, the program enforcement will fail. WHAT IS YOUR ADVICE TO YOUNG LAWYERS LOOKING TO SUCCEED IN-HOUSE? It is very important for lawyers starting an in-house career to be of a certain mindset. And the phrase that describes that mindset is ‘being commercial’. This does not mean revenue generation at any cost. This means understanding how the business makes money and being able to support the business on controlled risk-taking. It takes years to apply law school taught principles to the art of in-house lawyering. It gets better with time. One needs to be flexible and have an open mind. Basic knowledge of finance, accounts, marketing, and sales depending on the industry the employer is operating in is important. Managing relationship with outside counsel (law firms, audit firms, risk advisory firms, lenders, et. al) is an art that an aspiring in-house counsel needs to get better at with time.
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Hong Kong lawyers are walking for good The Hong Kong Legal Walk begins on 20 October 2023, marking only the second event in its history. As the opening ceremony approaches, Phil Taylor looks at what makes the event special, and what it means for its participants, benefactors and charities
W
alking for a just cause may be in lawyers’ bones. Over the years, and across the world, countless causes have been supported in this way. Walking together in public is a way of showing solidarity and raising money for those less fortunate, lawyers have often been at the forefront of these initiatives. It was while mulling over thoughts like these in late 2020, that Jonathan Bell, an entrepreneur with extensive background in the legal sector, realised that something was missing in Hong Kong. The London Legal Walk, a popular annual fundraising event supporting free legal advice services, is approaching its 20th anniversary and has raised over £10 million in that time. Similar events take place in other cities. But there was a noticeable gap in Hong Kong.
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“This idea came to me: there’s that great initiative in London, so let’s take that initiative and that model, and run it in Hong Kong - or walk it, for that matter,” says Bell. And so the Hong Kong Legal Walk (HKLW) was born. The timing could not have been much better. After the challenges of the past few years, including the long months of lockdown and isolation, many people were keen to get outside and get involved in something bigger. Speaking to the Hong Kong Legal Talk podcast in September, Amanda Rasmussen, Managing Director of FTI Consulting, summarised this succinctly. “It came at a really good moment. I think we were all feeling very frustrated throughout Covid, and this was an opportunity to get
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the first walk took place a year later with the organisers setting an aspirational goal. “The plan was to raise a million Hong Kong dollars for four charities,” explains Bell. “We hit a million dollars on the day of our closing ceremony, with the last donation coming in. It was high drama and the vibe in that room was incredible. And I could genuinely say to our supporters: ‘Thanks a million!’”
Lord Neuberger being presented with his “Steering Committee - Honorary Member” t-shirt from Founder Jonathan Bell after his fireside chat with HKLW Vice Chair Angel Wong at Hong Kong Arbitration Week 2022
together with peers at a time when we couldn’t really do that - but we could actually walk together,” she explained. Bell’s first step in turning his idea into a reality was to approach a number of key organisations including the Hong Kong Bar Association (HKBA), the Hong Kong International Arbitration Centre (HKIAC) and the Association of Corporate Counsel (ACC), who were all quick to lend their support. Support was also voiced by Bob Nightingale MBE, a founder of the London Legal Support Trust (the charity behind London’s walk), as well as two former Presidents of the United Kingdom Supreme Court, Lord Phillips and Lord Neuberger. “This certainly put the wind in our sails; to have their support early on was extremely encouraging,” Bell says. From there, things grew quickly. The HKLW was formally launched in October 2021, at an event hosted by the Bar Association, and VOL 2 ISSUE 7, 2023
This attracted wide attention and laid a solid foundation for the next year’s event, which has the same financial goal, and Bell says that more than 100,000 HKD has already been raised before the opening ceremony yet to take place.
Helping out, in many ways This year, the HKLW has selected the charities Mind HK, Equal Justice Hong Kong and Justice Without Borders to benefit from fundraising initiatives of the participants. Angel Wong, Vice Chair of the HKLW Steering Committee and Charities Lead for the organisation, explains that recipient charities are selected carefully, with due diligence carried out examining their allocation of funds, efficiency, past achievements, future prospects and impact on Hong Kong. “The overall theme we want to follow is to support charities that do things for the general good of Hong Kong, but also we want to support those that provide some sort of pro bono or legal-related service,” explains Wong. “So we select two charities who work generally for Hong Kong and two who run legal initiatives.” The impact of HKLW on these chosen charities can not be overestimated. Catherine IHC MAGAZINE
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Husted, Allen & Overy’s Head of Social Impact Hong Kong, noted on the Hong Kong Legal Talk Podcast that as well as the obvious and important fundraising element, HKLW significantly raises awareness about what the charities do. This is positive for them and their beneficiaries. “Hopefully, some other law firms would then step forward separately to do pro bono work for those charities - and others,” added Husted. This could include firms or barristers chambers who are new to pro bono work On the same podcast, Stephen Lai, HKLW’s Head of Media, explained how the initiative has been able to help charities which otherwise may not have the resources, skills or ability to promote themselves and what they do for the community. He also pointed out how, despite the amount of money in Hong Kong, there are unfortunately some members of society who can get left behind. Lai’s view, echoed by the other podcast guests, is that initiatives such as HKLW provide valuable moral and financial support to those who are less fortunate. “It’s really good, I think, to look after them and say - we’re all part of Hong Kong, we’re in the same team, we haven’t forgotten about you,” commented Lai.
A message of unity Those behind the HKLW have been keen to put a message of unity at the front and centre of the organisation and everything it does. “We’re passionate about helping Hong Kong and local communities but it’s about more than that: it’s about uniting Hong Kong and getting the legal community to come together to work on something that’s greater than themselves, that’s bigger than the billable
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hour, and bigger than any standalone pro bono initiative,” Bell says. The message of working for a common cause has been very effective, say the organisers, and it is clear that they have done an effective job in bringing people from across the legal sector together after a difficult period.
“The overall theme we want to follow is to support charities that do things for the general good of Hong Kong, but also we want to support those that provide some sort of pro bono or legalrelated service”
This was strongly recognised in a keynote speech given by Winnie Tam, a Senior Counsel and former Chair of the Hong Kong Bar Association, during the 2022 closing ceremony held at the Hong Kong Club on 19 November. “We hope this is just the beginning of a period of working together; we put aside our political differences, ideological differences or competitiveness in practice,” said Tam. “We have all come together because we believe in Hong Kong and that we need to be working together to help bring Hong Kong to the forefront again in the face of all sorts of challenging circumstances.”
Together in diversity This sense of unity has been achieved despite the HKLW following a slightly different format from the London walk, and others like it. Rather than hosting a single, centralised, mass-walking event on one day, participants (whether groups or individuals) are encouraged to register and then organise their own event at a date and time that suits them VOL 2 ISSUE 7, 2023
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Jason Karas Managing Partner of Karas So LLP in Association with Mishcon de Reya is presented with the HKLW Fundraising Challenge Trophy 2022 by Vice Chair Angel Wong. Pictured alongside Jamie Chan, Kerry Poon and Raymond Shek of the firm, alongside Founder Jonathan Bell and Chris Seddon
within the HKLW period. In 2023, the walk will take place between Friday, 20 October and Sunday, 26 November. Participants record their walks using an app of their choice, and share the results with the HKLW central team for verification. People are also strongly encouraged to publicise their experiences on social media, helping create a buzz and more of that sense of togetherness. Although this format initially came about because of Covid-19, it has proved successful for a number of reasons. Firms can incorporate the HKLW into corporate team-building events, or use it as part of their broader wellness, pro bono and Corporate Social Responsibility programmes, and busy lawyers may find it preferable not to have to commit to one set date, dictated centrally. Meanwhile, others from outside the immediate legal community may feel more inclined to join in, adding to the positive experience.
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“People can bring their kids or dogs on the walk with them, and because they’re walking in their own groups, they’re pretty relaxed,” Wong says. And doubtless the profile-raising aspect of the walk appeals to the participant firms’ marketing teams, too. Photos on the HKLW from 2022 show smiling teams wearing branded T-shirts, as well as featuring plenty of dogs and babies, and some firms have chosen to host their own spin-off events at venues around the city. This way of organising the walk gained the favour of Lord Neuberger (who is also a Non-Permanent Judge of the Hong Kong Court of Final Appeal) who commented in 2022 that it gives the feeling that there are walks happening everywhere, anytime, Wong reports. It is easy to see why HKLW has chosen to continue with this way of operating in 2023.
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Along with walks of all shapes and sizes taking place over the five-week period, participants will be raising money in many different and creative ways, something very much encouraged by the HKLW organisers. “Each firm takes a bit of a different approach,” says Bell. “There are different levels of participation.” Some participants wear fancy dress - Wong recalls seeing a giant chicken in 2022 - and last year, one international firm walked the streets along with a trolley selling bubble tea, manned by the firm’s Asia Managing Partner.
“Firms have all sorts of motivations the PR bit is great - but we’re doing it because of the unifying message”
This instils an element of friendly competition, as do some other incentives offered by the HKLW organisers. “We recommend that people walk at least 7.5km,” says Wong, “but if they want to, they can walk 10km or even more. We have an award for the longest distance walked by an individual, last year we gave a best-dressed award, and this year we’re hosting a bakery challenge, too, where the runner up will be asked to donate to the winner’s chosen charitable cause.” Individuals can participate as a Walker, a Trekker (walking more than 7.5km) or a Challenger (over 25km). Some take this to extremes: Bell highlights that David Swain, an IP lawyer and General Counsel of Hong Konglisted bio-pharmaceutical company Essex Bio-Technology, walked 254 km in a month for the 2022 event. IHC MAGAZINE
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For firms, there is the chance for corporate recognition, too. High fundraisers will appear on a public leaderboard posted on LinkedIn, with an award for the most funds raised presented at the closing ceremony. Those organisations which raise at least 15,000 HKD will be labelled Benefactors and have their names featured on the HKLW website and social media feeds. Firms which reach a higher tier by raising 35,000 HKD will achieve Leading Benefactor status. This entitles the firm to provide a public quote from its managing partner and will gain it a feature on HKLW’s advertising campaign on the MTR, Hong Kong’s subway system. Bell comes back again to the community benefits of the walk. “Firms have all sorts of motivations - the PR bit is great - but we’re doing it because of the unifying message,” he says, pointing out that for firms this is a great way to improve employee engagement, emphasise wellness and vitality, and enhancing vital pro bono and CSR programmes. “There are so many great positive points that are covered by getting involved with an initiative like this.” HKLW has been warmly welcomed and embraced by numerous organisations and individuals across Hong Kong, and has already had a significant impact, with the goals and values of the organisation clearly resonating with many in the legal community. On its LinkedIn page, HKLW has found the opportunity to share feedback from a number of supporters and participants. Ann Ng, Head of Investment Funds Asia, at offshore firm Maples Group, recently highlighted the opportunity that the walk gave members of her firm “to come together for a common cause of raising awareness and resources for those in need.” Responding to questions VOL 2 ISSUE 7, 2023
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posed by HKLW, Ng specifically noted how HKLW’s goal of improving access to justice appealed to her firm’s values, as well as how the event gave Hong Kong’s lawyers an opportunity to show their “resilience and empathy.” “It’s a reminder of the positive change that can occur when we prioritize social responsibility and community well-being,” she added.
Essential support HKLW provides an opportunity for other businesses to play their part in this community effort, too. This year, there are three headline sponsors: FTI Consulting, Rede Chambers and Ashford Benjamin. HKLW is staffed by volunteers, and so the financial support of these businesses is vital to ensure that the walks themselves, as well as the various satellite initiatives, take place and run efficiently. “Their money is kind of our war chest for the organisation of the walk and being able to host events. For example, we’re organising a Family Fun Day for everyone that takes part - a community event with games and activities for kids to do.” Others have contributed in different ways. In 2022, two art galleries, Wei Gallery and Artyze, donated works of art to be awarded as prizes; while events company WeRaise donated prizes and hosted a silent auction. The success of HKLW so far is a testament not only to the financial and practical support of sponsors and benefactors, but to the careful, strategic and business-savvy planning which Bell and his fellow organisers have applied.
Onwards and upwards Looking to the future, Bell again points to the success of the London Legal Walk, and is clearly inspired and enthused by the £10
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million fundraising achievement over the history of that organisation. “If we were able to raise a million dollars in our first year, then just imagine where we can take this in 5, 10, 20 years. It’s a tremendous opportunity for us to make this the go-to charitable event in the legal calendar in Hong Kong,” he says. There is clearly vast potential, and HKLW is riding an impressive wave of momentum, based, Bell says, on its message alone. Last year, 830 walkers took part in the inaugural event, and with 10,000 lawyers in Hong Kong, there is room for plenty more to be added. “We’d love to see a strong showing from that group, from the larger law firm side, from the barristers chambers side - there’s great potential to make this an annual staple,” says Bell. “More scale, more charities benefited, more members of our community having their lives impacted is what it’s all about.” Wong echoes this sentiment and repeats HKLW’s goal of uniting the whole legal profession. “We hope the event becomes known by every entity in the legal industry,” she says. Speaking to the Hong Kong Legal Talk podcast, Allen & Overy’s Husted listed a number of reasons why her firm had been motivated to support this cause. “For us, it was a really good opportunity to support,with our fellow lawyers, these great organisations. We get approached all the time and we have to be selective about what we do, but this was new, and it’s always good to support something new to Hong Kong. And, the fact is that it was supporting four great NGOs, two of which we already worked with.”
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Husted also noted that HKLW had tapped into a genuine community spirit in the city. “Across Hong Kong within the legal profession, people are extremely collaborative when it comes to things like pro bono, volunteering or community investment. Bringing everyone together … proved to be really special,” she explained. On the podcast, Rasmussen explained FTI Consulting’s motivation for becoming a key sponsor and getting involved in HKLW. “Giving time, donations and charity to something that engenders endorphins is always a good idea,” she said. “More seriously, it’s always a challenge for corporates to think about what charities to support and how to support them. Charities tend to be looking for longterm support that means that they can ensure sustainability and that their programmes have longevity. This model puts each of them on a pedestal and then allows law firms and others to explore ways of advancing other programmes with those charities.”
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into a changing attitude among businesses towards CSR and charitable initiatives. Things have come a long way since the days when a company would simply hand over a cheque, treating charitable giving like a business transaction. Organisations such as HKLW give supporters of all types and at all levels a platform, but also a way of connecting more deeply and directly with the community. Based on its record so far, HKLW will doubtless continue to grow rapidly, assisting many good causes and making a difference to many more lives. That growth is also likely to translate into a spread beyond Hong Kong’s borders. The model has been proven, and the seed has been sown. That can only be a good thing. The 2023 Hong Kong Legal Walk Opening Ceremony takes place on 20th October, and will feature a ‘fireside chat’ with The Honourable Mr Justice Robert Tang GBM SBS in conversation with HKLW Vice Chair, Angel Wong.
HKLW’s skill, and doubtless a key to its success, has been the ability to tap More details on all aspects of the Hong Kong Legal Walk, including its supporters and chosen charities, can be found on its website: https://legalwalkhk.ic.hk/ and on its LinkedIn feed.
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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
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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 2 ISSUE 7, 2023
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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 52
— 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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PAGE 53
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
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