Asian Legal Business (SE Asia) Jul 2010

ISSUE 10.7

ALB Special Report: India 2010 Indian innovation is here

International law firms in China Why the partner exodus will continue

US law firms in Asia Navigating the ‘new’ silk road

A celebration of SE Asia’s legal excellence Lateral moves ISSN 0219 – 6875 MICA (P) 215/07/2009

Deals Roundup Region-wide updates debt & Equity market intelligence

www.legalbusinessonline.com

EDITORial >>

A sign of the times IN THE FIRST PERSON

E

arlier this year, ALB’s sibling publication in China wrote that while the defection of Lovells’ then-Beijing managing partner, Robert Lewis, to local Chinese firm Allbright may have come as a shock to many, it should be a celebration of the local legal profession in the country. Never before have local PRC firms been able to attract partners of the quality and standing as Lewis, Rupert Li and many more who have now made the change.

While it is certainly true that local law firms in China have developed substantially over the past few years, one must also pay attention to those factors that influences Lewis, Li and others to move away from their erstwhile employers. Looked at in this way, there is no denying that these moves show a significant chink in the armour of the strategies employed by international law firms in China. Indeed, both Lewis and Li intimated that the inability of their former firms to grow to the scale they wanted, and limited professional development opportunities, were major reasons behind their moves back to local firms.

The fact that the latter requirement, in particular, is not being provided by international law firms – or at least not to the extent that these lawyers deem satisfactory – is indicative of the somewhat outdated attitude that a number of top firms have maintained towards their best legal talent in Asia. Huge salaries, high bonuses and equity are all important, but perhaps just as important is allowing those partners to build and cultivate their own practices within the firm.

This is something that doesn’t sit well within the international firm model operating in Asia. Regulatory restrictions aside, the limited opportunities for growth that some firms now face, in places like China, means many must come to terms with losing international lawyers over the next few years.

What the big firms do in response to this trend will define their fortunes in the region for the next 10 years.

“We have seen a very significant upswing in outbound acquisition activity by Chinese companies who are keen to secure energy resources and are looking around the world to meet their needs” Anna Howell, Herbert Smith (p7)

“Our thriving Asia practice projects to the market that we are a global player and plays an important leverage when tendering for international matters” Steve Nelson, Dorsey (p41)

“We find that in some countries, the international firms are not there or may not have been there long enough to have the link-in with the regulators or the people on the ground we need” Deborah Marris, ANZ Bank (p70)

Huge salaries, high bonuses and equity are all important, but perhaps just as important is allowing those partners to build and cultivate their own practices within the firm

www.legalbusinessonline.com

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| deals>> CONTENTS News >>

contents

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44 cover story ALB Awards 2010 – SE Asia and Japan ALB recognises the outstanding achievements of the leading law firms and in-house legal teams as well as the top deals and dealmakers in SE Asia and Japan

SE ASIA 2010

NEWS ANALYSIS 8 The North Face Blake Dawson in Tokyo, Clayton Utz in Hong Kong and Minter Ellison in Beijing: 2010 seems to be the year of an Asia renaissance for Australian firms 9 Flight of the foreigners Why are high-profile, management-level lawyers choosing to trade life at international law firms for local law firms?

FEATURES 30 ALB Special Report: India 2010 With its massive infrastructure needs, busy capital markets and improving legal frameworks, India has assured itself sound economic growth 36 International legal associations As the storm clouds from the financial crisis

dissipate, many law firms are finding the time is now right to become part of something bigger 40 US firms in Asia Many US firms rode into Asia on the back of inbound investment flows, and have recently lapped up the surge in Asia inflow as the rest of the world stagnated. Outbound business and internal flows within Asia are now predicted to outdo the importance of outbound investment 60 E-discovery Over the last decade law firms have increasingly shunned paper-based discovery methods in favour of electronic systems 64 ALB-ADERANT Managing Partner series: Alan Schiffman and Audrey Sokoloff, Skadden Sharing the Skadden Asia managing partner post for the first time are Audrey Sokoloff and Alan

Country editors The Regional Updates section of ALB is sponsored by the following firms:

Schiffman. ALB discusses the death of the ‘big law’ model and its implications for international firms in Asia 68 ALB In-house Perspective: Deborah Marris, ANZ Bank ANZ Bank’s general counsel for the Asia-Pacific, Europe and America Division discusses her career and the challenges of the GC role in an expanding Asia-Pacific operation

Regulars 4 DEALS 12 NEWS • Trowers opens second Saudi office, boosts Dubai coverage • WongPartnership’s magaing partner goes public • India’s Hemant Sahai looks to rebuild after failed merger

Practice area and industry editors

The Industry Updates section is sponsored by the following firms:

China

Vietnam

Intellectual property / Employment

Paul, Weiss, Rifkind, Wharton & Garrison LLP is a globally oriented, full-service law firm employing over 500 lawyers worldwide. Paul Weiss is headquartered in New York and has offices in Hong Kong, Beijing, London, Tokyo and Washington, D.C.

Indochine Counsel is a commercial law firm focusing on business law practice in the Indochina region. Our areas of practice include: Foreign Investment, Corporate & Commercial, M&A, Securities & Capital Markets, Banking & Finance, Property & Construction, Taxation, Intellectual Property, Information Technology & Internet, International Trade, Outward Investment & Offshore Incorporation, and Dispute Resolution.

ATMD Bird & Bird is a dynamic and progressive firm with an established IP, corporate & commercial, competition and dispute resolution practice. The firm also has extensive regional experience advising both domestic and foreign clients on cross-border transactions. ATMD Bird & Bird has been voted Singapore’s Intellectual Property Firm of the Year at the 2005 and 2006 ALB Awards and the 2005 AsiaLaw (IP) Awards.

Philippines Founded in 1945, SyCip Salazar Hernandez & Gatmaitan is one of the most-established law firms, and the largest, in the Philippines.

Principally based in Makati City, the country’s financial and business centre, the firm also has offices in Cebu City, Davao City and the Subic Bay Freeport. SyCip’s practice covers all fields of law and the broad range of the firm’s expertise is reflected in its client base, which includes top local and foreign corporations, international organisations and governments. SyCip combines the traditions of professional integrity and excellence with a time-tested ability to break new ground.

Singapore Loo & Partners was founded in 1985 as a niche practice, handling mainly banking, corporate, securities and commercial work.

With the support of a comprehensive network of correspondent law firms, the firm serves its clients in their regional needs. Loo & Partners has been regularly noted for its IPO, M&A and general corporate work.

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Malaysia Wong & Partners is a Malaysian law firm dedicated to providing a quality and solution-oriented legal services to its clients. Wong & Partners has grown steadily with international standards of quality and experience and the Firm has a solid commitment to training its lawyers, and invests in training, professional development and quality management programs with the aim of producing lawyers of global standard.

Indonesia Bastaman Enrico is an Indonesian law firm comprising a team of prominent and dedicated professionals who are recognized for their knowledge and experience in handling many notable and high profile transactions in Indonesia. The firm’s specialisations include corporate/ commercial law, mergers & acquisitions, energy & natural resources, plantations and telecommunications law.

International tax AzureTax Ltd provides transparent strategic and ethical tax advice. Through our professional corporate and International, tax advisory and trustee services your tax plan is comprehensively implemented. Our advice provides you with independent innovative and rigorous solutions which deliver results and long-term accountability. We are qualified UK, US, Hong Kong and PRC tax advisors and complete tax filings for UK, US and Hong Kong tax returns.

IT Guidance Software is recognised worldwide as the industry leader in digital investigative solutions. Its EnCase® platform provides the foundation to conduct thorough, networkenabled and court-validated computer investigations of any kind, such as responding to eDiscovery requests, conducting internal investigations, responding to regulatory inquiries or performing data and compliance auditing - all while maintaining the integrity of the data. www.guidancesoftware.com.

TM

Asian Legal Business ISSUE 10.7

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ALB issue 10.7

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Asia editor

Joshua Scott

China editor Yun Zhang

Junior journalists Jess Seah Rashida Yosufzai Alice Yan

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64

• Watch out Hogan Lovells: new trans-Atlantic merger to proceed • Aussie firm’s Tokyo deal a sign of more to come • Flexibility is key to new recruitment market 12 UK Report 14 US Report 72 M&A deal update 74 Capital markets deal update INDUSTRY UPDATES 16 Intellectual Property ATMD Bird & Bird 18 Employment ATMD Bird & Bird 19 M&A Azmi & Associates

21 Islamic Finance Mohamed Ridza & Co 26 • • • • • •

REGIONAL UPDATES China : Paul Weiss Singapore : Loo & Partners Philippines : Sycip Salazar Hernandez & Gatmaitan Vietnam : Indochine Counsel Malaysia : Wong & Partners Indonesia : Bastaman Enrico

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Horwath Financial Services (www.hfs.com.hk), an independent member firm of Horwath International (www.horwath. com), provides a one-stop solution for your financial planning, investment, property financing and general financial health needs. We offer a range of payment options for our services, including a fee-based alternative, setting us apart in an industry that is dominated by commission-driven sales.

Mohamed Ridza & Co. was established in June 2005. A member of Laworld, the Firm currently comprises 4 partners who are assisted by lawyers and staff in a total strength of 15 people. The lawyers in Mohamed Ridza & Co. specialise in a wide spectrum of law which includes, inter alia, Banking & Finance, Capital Markets, Construction, Corporate & Commercial law, Foreign Investment, Mergers & Acquisitions, Oil & Gas, Privatisation, Projects and Real Estate.

M&A

Doing business in Malaysia

Azmi & Associates is reputably known as one of Malaysia’s leading firms in the areas of Mergers & Acquisitions, Capital & Debt Market, Corporate & Commercial, Energy & Utilities, Restructuring, Projects, Construction, Privatisation and Financing, Litigation and Arbitration and is also rapidly building its reputations in the areas of Intellectual Property and information technology.

Naqiz & Partners is a Malaysian law firm with specialised practice areas including Corporate & Commercial, IT/ IP, Islamic Finance and Capital Markets. The firm has consistently been ranked as a “recommended law firm in Malaysia” by prestigious international publications based on its track record of representing local and foreign clients in notable transactions.

ALB enjoys alliances with the following organisations SCCA The Singapore Corporate Counsel Association or SCCA was set up in 2002. It is the pioneer association representing in-house lawyers in Singapore. http://www.scca.org.sg

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NEWS | deals >>

US$435m IPO in 2008

deals in brief

• Deal was finalist for ALB Equity Market Deal of the Year in 2009 • PRC-based underground shopping centre Renhe is one of four Chinese property companies to have offered high-yield notes in the space of a month, with total deal value of US$1.37bn – offerings took place almost simultaneously • Conyers served as both Cayman & BVI counsel; Norton Rose on Hong Kong law (other than taxation)

The CEOs of Sinochem and Statoil sign the M&A agreement

HEADLINE DEAL

| BRAZIL/CHINA | ►► Sinochem - statoil stake acquisition Value: US$3.1bn Firm: Vinson & Elkins Lead lawyer: Alex Msimang Client: Statoil Firm: NautaDutilh Lead lawyer: Harm Kerstholt Client: Sinochem Firm: Demarest & Almeida Advogados Lead lawyers: Altamiro Boscoli, Tatiana Campello Lopes, Bruno Drago Client: Sinochem

Zhang Libin Baker Botts

Firm: Baker Botts Lead lawyer: Zhang Libin Client: Sinochem • Sinochem to acquire 40% stake in Peregrino oil field in Brazil’s Campos Basin from Statoil

| Hong Kong | ►► Renhe Commercial highyield notes offering Value: US$300m

4

• Acquisition will set a record for China’s largest investment in Brazil – the biggest Chinese buyout in Brazil so far is East China Nonferrous Metal Prospecting Bureau’s US$1.22bn purchase of an iron ore project in March 2010 • Demarest conducted due diligence, reviewed the transaction documents, oversaw deal structure and advised on the petrol regulatory aspects of deal.

Was recommended to Sinochem by an undisclosed law firm • Vinson & Elkins represented long-standing client Statoil ASA, Norway’s largest oil and natural gas company. London managing partner and energy projects lawyer Alex Msimang headed up V&E’s team • Deal follows a recent US$1.7bn buyout agreement between China State Grid and Spanish companies Cobra, Elecnor and Isoluxy • Both transactions subject to govt approval in Brazil and China

Paton, Show Mao Chen Client: Renhe Commercial Firm: Latham & Watkins Client: Initial purchasers

Firm: Conyers Dill & Pearman Client: Renhe Commercial

Firm: Jingtian & Gongcheng Client: Renhe Commercial

Firm: Norton Rose Client: Renhe Commercial

Firm: Kaiwen Law Firm Client: Initial purchasers

Firm: Davis Polk & Wardwell Lead lawyers: William Barron, John

• Lathams, Conyers, Jingtian & Gongcheng, Kaiwen and Norton Rose all previously advised on Renhe’s

| hong kong | ►► NVC Lighting Hong Kong IPO Value: US$196m Firm: Jun He Client: Issuer Firm: Freshfields Lead lawyers: Chris Wong, Calvin Lai Client: Issuer Firm: Skadden Lead lawyers: Dominic Tsun, Alec Tracy Client: Goldman Sachs, HSBC Firm: Commerce & Finance Client: Underwriters • PRC lighting manufacturer NVC Lighting raised US$196m on HKSE, despite volatile market conditions due to mounting fears over Europe’s current debt crisis

“There is a very strong pipeline in the market, even stronger than 2007 and early 2008. Unlike the last few years when deals were concentrated on a small number of sectors, there is currently a mixture of state-owned companies and privately-owned companies with a very diverse range of industry sectors” Chris Wong Freshfields

| SINGAPORE | ►► Kaya–Derma-Rx acquisition Value: Undisc Firm: Stamford Law Lead lawyer: Bernard Lui Client: Derma Rx Asia Pacific Firm: Rajah & Tann Lead lawyers: Cheng Yoke Ping, Steve Tan Client: Marico • Indian skincare company Kaya acquires aesthetics business of Derma-Rx, consisting of its share capital and IP rights • Acquisition will allow Marico (owners of Kaya) access to skincare products and establish a presence for Kaya in South-East Asia region

| QATAR | ►► Qatar Holding–Harrods acquisition Value: US$2.2bn Firm: Herbert Smith Lead lawyers: Roddy Martin, Chris Parsons Client: Harrods Firm: Loyens & Loeff Client: Qatar Holding Firm: Latham & Watkins Lead lawyers: Nick Cline, Mike Bond Client: Qatar Holding • Sale of the Harrods Group to Qatar Holding (investment arm of the Qatar Investment Authority). Qatar Holding to be fifth owner of Harrods since establishment in 1840 • Herbert Smith team led by client relationship partners – firm’s relationship with Harrods spans over 20 years

Roddy Martin Herbert Smith

Nick Cline Latham & Watkins

Asian Legal Business ISSUE 10.7

NEWS | deals >>

►► your month at a glance Firm

Allen & Gledhill

Allen & Overy Arfat Selvam Alliance

Jurisdiction Singapore

ICON Leasing Fund Twelve loan Securus Data Property Fund establishment

100 PE

Singapore

Ho Bee Investment MTN

600 Debt market

Singapore

Malaya Glass Products Sdn Bhd divestment

221 M&A

Singapore

Bakrie Telecom Senior Notes due 2015 issue

250 Debt market

Singapore

Premier Land Development property financing

70 Real estate

Singapore

Solutia–Novomatrix acquisition

73 M&A

Japan

Western Digital Corporatio–Hoya Corporation acquisition

Malaysia

Government of Malaysia sukuk-al-ijara certificate issue

Malaysia

CapitaLand Commercial–Hersing Corporation JV

Singapore

Otto Marine MTN

330 Debt market

Shadeed Iron & Steel acquisition

464 M&A

Abbott Laboratories–Piramal Healthcare Solutions acquisition

3,720 M&A

China/Europe

Sinoche –Statoil stake acquisition

3,100 M&A

Blank Rome

Singapore

ICON Leasing Fund Twelve loan

Hong Kong

Korea Resources Corporation debut bond issue

Hong Kong

Li & Fung Limited bond issue

Malaysia

Government of Malaysia sukuk-al-ijara certificate issue

1,,250 Islamic finance

Singapore

Mann Seng Metal International IPO

Undisc Equity market

US/China

Agile Property high-yield notes offering

650 Debt market

China/Hong Kong

NVC Lighting Hong Kong IPO

196 Equity market

Hong Kong

O-Net Communications IPO

US/China

Agile Property high-yield notes offering

China/Hong Kong

Renhe Commercial high yield notes offering

India

Abbott Laboratories–Piramal Healthcare Solutions acquisition

Conyers Dill & Pearman

Crawford Bayley & Co

Firm: Shearman & Sterling Client: Al Ghaith Holding PJSC

Davis Polk & Wardwell

Deacons

• India-based Jindal Steel & Power to acquire Oman-based Shadeed Iron & Steel from Al Ghaith Holding PJSC

94 Banking & Finance 300 Debt market 400 Debt market

66 Equity market 650 Debt market 300 Debt market 3,720 M&A

US/China

Agile Property high-yield notes offering

650 Debt market

China/Hong Kong

Renhe Commercial high-yield notes offering

300 Debt market

China/Hong Kong

Yanlord Commercial high-yield notes offering

US/China

Charles River Laboratories–WuXi Pharma Tech acquisition

300 Debt market 1,600 M&A

US/Hong Kong

Huiyin Household Appliances

58 Equity market

Hong Kong

O-Net Communications IPO

66 Equity market 73 Equity market

Hong Kong

International Taifeng Holdings IPO

Demarest e Almeida Advogados

China/Europe

Sinochem–Statoil stake acquisition

Dorsey & Whitney

US/Hong Kong

Huiyin Household Appliances

58 Equity market

Freshfields

China/Hong Kong

NVC Lighting Hong Kong IPO

196 Equity market

Global Law Office

Hong Kong

O-Net Communications IPO

Hong Kong

Axiata SPV1 5.375% guaranteed notes due 2020 issue

Herbert Smith Shuva Mandal AZB & Partners

93 Corporate

India

Commerce & Finance

Firm: AZB & Partners Lead lawyer: Shuva Mandal Client: Jindal Steel & Power

235 M&A 1,250 Islamic finance

Baker Botts

Colin Ng & Partners

Value: US$464m

94 Banking & finance

Baker & McKenzie

Clifford Chance

►► Jindal Steel & Power– Shadeed Iron & Steel acquisition

Value Deal type (US$m)

Singapore

AZB & Partners

| INDIA/UAE |

Deal name

3,100 M&A

66 Equity market 300 Debt market

Qatar/UK

Qatar Holding–Harrods acquisition

2,200 M&A

Hisham, Sobri & Kadir

Malaysia

Government of Malaysia sukuk-al-ijara certificate issue

1,250 Islamic finance

INCE & Co

Singapore

ICON Leasing Fund Twelve loan

Vietnam

East Guardian Asset Management Fund–HiPT Group stake acquisition

US/China

Agile Property high-yield notes offering

650 Debt market

China/Hong Kong

Renhe Commercial high-yield notes offering

300 Debt market

China/Hong Kong

NVC Lighting Hong Kong IPO

196 Equity market

US/Hong Kong

Huiyin household appliances

Indochine Counsel Jingtian & Gongcheng

94 Banking & Finance Undisc M&A

• Steel plant will be Oman’s first plant; and world’s first plant to produce steel with hot-link technology

Jun He

• AZB advised on regulatory issues as well as the definitive documents

Kaiwen Law Firm

China/Hong Kong

Renhe Commercial high-yield notes offering

300 Debt market

Khaitan & Co

India

Axis Bank purchase of building

170 Real estate

www.legalbusinessonline.com

58 Equity market

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NEWS | deals >>

| INDIA | ►► Abbott Laboratories– Piramal Healthcare Solutions acquisition Value: US$3.72bn

advised Maran; Link’s Delhi office advised Spicejet, AZB’s Mumbai office advised US private equity firm and stake vendor, WL Ross & Royal, and Weil’s Hong Kong team advised on US laws

Firm: Baker & McKenzie Lead lawyer: Pablo Garcia-Moreno Client: Abbott

• Firms reportedly have longstanding associations with their clients – Amarchand picked up first mandate for Maran in 2005; Link picked up first deal for SpiceJet in 2000

Firm: Stephenson Harwood Lead lawyer: Andrew Edge Client: Piramal

• SpiceJet is India’s second-largest budget airline; Maran owns Sun TV, one of India’s leading media groups

Firm: Crawford Bayley Lead lawyers: R A Shah, Samir Dudhoria, Vikrant Kumar Client: Piramal • US-based Abbott Laboratories to acquire Indian pharmaceutical company, Piramal Healthcare Solutions, in one of the largest pharma deals of the year • Baker & McKenzie has longstanding relationship with Abbott; Stephenson Harwood previously advised Piramal’s acquisition of Minrad • Crawford Bailey senior partner R A Shah reportedly sits on Piramal’s board

| MALAYSIA | ►► Government of Malaysia sukuk-al-ijara certificate issue Value: US$1.25bn Firm: Clifford Chance Lead lawyers: Debashis Dey, Qudeer Latif, Anthony Oakes Client: Barclays Capital, CIMB, HSBC Firm: Zaid Ibrahim & Co Lead lawyer: Mohd Azura Nik Client: Joint lead managers Firm: Allen & Overy Client: Government of Malaysia

Firm: Hisham, Sobri & Kadir Client: 1Malaysia Sukuk Global Bhd • Government of Malaysia issues US$1.25bn five year benchmark sukuk-al-ijara

►► Western Digital Corporation–Hoya Magnetics Singapore acquisition Value: US$235m

certificates on 4 June 2010, due in 2015 • Yield a profit rate of 3.9% – lowest absolute yield achieved by an Asian sovereign over the past five years

| JAPAN |

Debashis Dey Clifford Chance

• Largest global sovereign Islamic issuance to date • Clifford Chance’s team led by Qudeer Latif Clifford Chance Dubai office working alongside US and Hong Kong office (which separately advised Bank of New York Mellon) • Allen & Overy last year advised the Government of Dubai’s inaugural sukuk issue – the largest sovereign sukuk ever and largest international sukuk seen in the Middle East in 2009

Firm: Skadden Lead lawyers: Nobu Ishizuka, Ken King, Alec Chang, Stuart Levi, Eric Sensenbrenner Client: Hoya Corporation Firm: Allen & Gledhill Lead lawyers: Prawiro Widjaja, Hoo Sheau Farn Client: Hoya Magnetics Singapore Firm: O’Melveny & Myers Lead lawyers: Mark Easton, Jay Herron, Andy Terner Client: Western Digital Corporation Firm: WongPartnership Lead lawyers: Ng Wai King, Vivien Yui, Kenneth Leong Client: Western Digital Corporation • US hard disk drive manufacturer Western Digital Corporation acquires magnetic media sputtering operations of Hoya Magnetics • Acquisition consists of facilities, equipment, IP, working capital and R&D facilities

| INDIA | ►► Kalanithi Maran–Spicejet acquisition Value: US$162m Firm: Amarchand & Mangaldas Lead lawyers: Reeba Chacko, Arjun Lall Client: Kalanithi Maran Firm: Link Legal Lead lawyer: Atul Sharma Client: SpiceJet Firm: AZB & Partners Lead lawyer: Rajindra Barot Client: WL Ross & Royal Firm: Weil Gotshal & Manges Lead lawyers: Akiko Mikumo, Erika Evasdottir, Ryan Gallagher Client: WL Ross & Royal • Indian media mogul Kalanithi Maran picks up 48% stake in lowcost carrier Spicejet for US$162m • Amarchand’s Bangalore office

6

Asian Legal Business ISSUE 10.7

NEWS | deals >>

• Skadden employed five-lawyer team from Japan office; WongPartnership retained seven lawyers from Singapore office • Western Digital is longstanding client of OMM – in 2007 the firm advised on US$1.25bn bridge facility used to finance acquisition of Komag; in 2008 it advised on US$750m facility to refinance 2007 bridge facility

| Middle East | ►► China National Petroleum Corporation–Syria Shell Petroleum Development acquisition Value: US$1.6bn Firm: Herbert Smith Lead lawyer: Anna Howell Client: CNPC Firm: Stibbe Lead lawyer: Martin In de Braekt Client: CNPC • CNPC acquires 35% interest in Syria Shell Petroleum Development, currently 100% owned by Shell • Shell was advised by own in-house legal team

►► your month at a glance (CONT) Firm

“We have seen a very significant upswing in outbound acquisition activity by Chinese companies who are keen to secure energy resources and are looking around the world to meet their future needs” Anna Howell Herbert Smith www.legalbusinessonline.com

Value Deal type (US$m)

China/Hong Kong

Renhe Commercial high-yield notes offering Qatar Holding–Harrods acquisition

Lovells

China/Hong Kong

Yanlord Commercial high-yield notes offering

Loyens & Loeff

Qatar/UK

Qatar Holding–Harrods acquisition

Maples and Calder

US/Hong Kong

Huiyin household appliances

NautaDutilh

China/Europe

Sinochem–Statoil stake acquisition

Norton Rose

China/Hong Kong

Renhe Commercial high yield notes offering

300 Debt market

O’Melveny & Myers

Japan

Western Digital Corporation–Hoya Corporation acquisition

235 M&A

Orrick

Hong Kong

Equinix financing

200 Debt market

Singapore

HG Metal Manfuacturing financing

Rajah & Tann

300 Debt market 2,200 M&A 300 Debt market 2,200 M&A 58 Equity market 3,100 M&A

72

Singapore

Kaya–Derma-Rx acquisition

Richards Butler (in association with Reed Smith)

US/Hong Kong

Huiyin household appliances

Rodyk & Davidson

Singapore

Ascendas Funds Management (S)–DBS Asia Hub acquisition

Shearman & Sterling Shook Lin & Bok Sidley Austin

Skadden

Stephenson Harwood

• In March 2010, Herbert Smith also advised China National Offshore Oil Corporation’s acquisition of LNG for a 20 year period from BG Group

Deal name

Qatar/UK

Latham & Watkins

Stamford Law Corporation

Anna Howell Herbert Smith

Jurisdiction

Undisc M&A 58 Equity market

464 M&A

China/Hong Kong

Yanlord Commercial high-yield notes offering

300 Debt market

Singapore

Ascendas Funds Management (S)–DBS Asia Hub acquisition

US/China

Agile Property high-yield notes offering

650 Debt market

China/Hong Kong

Yanlord Commercial high-yield notes offering

300 Debt market

China/Hong Kong

NVC Lighting Hong Kong IPO

196 Equity market

Japan

Western Digital Corporation–Hoya Corporation acquisition

235 M&A

Malaysia

Asianindo Holdings loan

145 Banking & finance

Singapore

Ezra Holdings financing

100 Banking & finance

Singapore

Kaya–Derma-Rx acquisition

Singapore

ICON Leasing Fund Twelve loan

94 Banking & finance

Abbott Laboratories–Piramal Healthcare Solutions acquisition

Malaysia

Etika International Holdings

Vinson & Elkins

China/Europe

Sinochem–Statoil stake acquisition

WongPartnership

Yuan Tai

83 Real estate

Undisc M&A

India

Wong & Partners

83 Real estate

Shadeed Iron & Steel acquisition

Tay & Partners

Watson, Farley & Williams

Corporate/real estate

3,720 M&A 111 Islamic finance 3,100 M&A

Singapore

ICON Leasing Fund Twelve loan

94 Banking & finance

Singapore/India

Quippo Prakash loan

97 Debt

Malaysia

Masterskill Education Group

Singapore

ICON Leasing Fund Twelve loan

Japan

Western Digital Corporation–Hoya Corporation acquisition

Singapore

Ascendas Funds Management (S)–DBS Asia Hub acquisition

UAE

International Capital Trading construction contract

Malaysia

CapitaLand Commercial–Hersing Corporation JV

93 Corporate

Singapore

HG Metal Manufacturing financing

72

Singapore

Premier Land Development property financing

70 Real estate

Singapore

Solutia–Novomatrix acquisition

73 M&A

Singapore

Otto Marine MTN

Singapore

Tianjin Eco-City property development

659 Finance

China/Hong Kong

Yanlord Commercial high-yield notes offering

300 Debt market

241 Equity market 94 Banking & finance 235 M&A 83 Real estate Undisc Real estate

Corporate/real estate

330 Debt market

Zaid Ibrahim & Co

Malaysia

Government of Malaysia sukuk-al-ijara certificate issue

Zhonglun Law Firm

US/Hong Kong

Huiyin household appliances

1,250 Islamic finance 58 Equity market

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7

NEWS | analysis >>

Analysis >>

The North Face Blake Dawson in Tokyo, Clayton Utz in Hong Kong and Minter Ellison in Beijing: 2010Â seems to be the year of an Asia renaissance for Australian firms.

ALB investigates

8

T

hree top-tier firms announce new Asia offices. Norton Rose is welcomed into Australia with open arms by Deacons. Allen & Overy arrives via the back door.

Rumours persist that Linklaters and Clifford Chance are sniffing around the Australian market. One toptier firm is apparently so concerned about the possibility of a raid that it has been holding a series of crisis meetings aimed at anticipating and preventing a Clutz-style exodus. Is all

this a coincidence, or symptomatic of the same pervasive trend?

The common theme here is the lucrative potential of the Asia market.

Australian firms are looking north and international firms, in turn, are looking to Australia at least in part as a means of resourcing an Asia assault.

However, while there is evidence of a collective dash to capitalise on Asia, this analysis is tempered somewhat by a look at the individual circumstances of each venture.

Asian Legal Business ISSUE 10.7

NEWS | analysis >>

ALB has previously noted that the expansion of Allen & Overy into Australia was as much a product of the unique circumstances within Clayton Utz as it was a testament to the attractiveness of the Asia-Pacific.

Clayton Utz itself is an interesting case study. Despite protestations that the expansion into Hong Kong is a “natural progression” of the work the firm has already done in Asia – and to be fair, the firm has built up some good relationships in the region – we are yet to see any convincing explanation as to why, after 20 years of relationshipsbased strategy, the firm has suddenly decided to hang out the shingle in Hong Kong. The irresistible inference is that Clutz came to the conclusion that its previous strategy was wrong and that a physical presence was preferable to an offshore relationshipbased presence. In last month’s managing partner profile, CEP David Fagan denied that such an epiphany had taken place.

The mysteries of Clayton Utz aside, now is the time for firms to take a close look at their Asia credentials.

Such an analysis may or may not result in a change of policy. It is worth noting that some of the new ventures – particularly Blake Dawson’s foray into Tokyo – have attracted some scepticism about exactly what is to be gained from pushing further into a market which is already well served

by Australians. In the end, the matter comes down to a reprisal of that familiar debate about what a physical presence in a given jurisdiction adds to any given relationship.

Lining up to plead the case in the negative will be Freehills, Gilbert + Tobin and Corrs, all of whom are persisting with a relationship-based or “fly in, fly out” model.

Corrs partner Anthony Latimer told ALB that a physical presence made little difference, as long as Australia-based Anthony Latimer staff make themselves Corrs Chambers available and mobile.

Westgarth “Not being across the road means we cannot be at their office in half an hour, but we can hop on a flight and be there in eight hours,” he said.

Corrs has six partners across its www.legalbusinessonline.com

“Not being across the road means we cannot be at their office in half an hour, but we can hop on a flight and be there in eight hours" Anthony latimer, corrs chambers westgarth

Melbourne, Sydney, Perth and Brisbane offices dedicated to China-related work. Latimer says that his firm’s Asia offering is on a par with that of firms which have a physical presence there, aided by a combination of modern

technology, strong language skills in Australia and senior partners who have spent most of their lives in China.

At the other end, Mallesons has 125 fee earners in Asia and would scoff at the suggestion that a physical presence was irrelevant. As certain individuals within Mallesons are fond of reminding us, it is the size of the footprint that counts, not necessarily the number of offices or shop-fronts a firm can claim to its name.

In the end, it may be the case that there is room for more than one AsiaAustralia model. Now, however, is the time for firms to review their strategy and to stake their claim on the lucrative opportunities to the north. ALB

►► Australian Firms in Asia

BY TOTAL LAWYER NUMBERS Mallesons Stephen Jaques

Allens Arthur Robinson

Blake Dawson

Minter Ellison

Freehills

Clayton Utz

Norton Rose

Number of offices in Asia

3

11

5

2

1*

1

13

Total number of partners and fee-earners in Asia

125

91

48

35

14

6

298

* Formal alliance with TransAsia lawyers in Beijing and Shanghai. Correspondent offices with Soemadipradja & Taher – Jakarta; Frasers Law Company – Ho Chi Minh City, Hanoi

BY GEOGRAPHICAL spread Mallesons Stephen Jaques Hong Kong

Beijing

Shanghai

Singapore

Allens Arthur Robinson

Blake Dawson

Minter Ellison

Freehills

Clayton Utz

13 partners

5 partners

7 partners

2 partners

93 lawyers

18 lawyers

23 lawyers

4 lawyers

3 partners

1 partner

9 lawyers

6 lawyers

1 partner

1 partner

1 partner

1 partner

6 lawyers

7 lawyers

4 lawyers

5 lawyers

4 partners

2 partners

3 partners

8 lawyers

2 lawyers

9 lawyers

Port Moresby

4 partners 12 lawyers

Jakarta

2 partners

2 partners

nil

16 lawyers

17 lawyers

1 lawyer

Tokyo

1 partner 3 lawyers

Bangkok

nil 5 lawyers

Hanoi

1 partner

Ho Chi Minh City

2 partners

6 lawyers

7 lawyers Phnom Penh

2 lawyers nil

9

NEWS | analysis >>

Analysis >>

Flight of the foreigners Law firm partners making a lateral move is not a new or novel trend, but high-profile management-level lawyers choosing to trade life at international law firms for the ‘greener’ pastures of local law firms is. ALB looks at these moves and outlines why this trend should be cause for alarm for international firms in China

T

he news earlier this year that Lovells’ Robert Lewis and Clifford Chance’s Rupert Li were leaving their employers to take up positions in two Chinese local firms rightly turned heads in legal services markets across the region. Never before had such high-profile partners (Lewis was Lovells’ Beijing managing partner, while Li was a member of Clifford Chance’s international management committee) moved, as Li somewhat cheekily remarked, to the “dark side”: from international law firms to their domestic counterparts.

While some have suggested that movements of this sort are evidence 10

of the new-found pulling power and sophistication of China’s domestic law firms, they are perhaps more indicative of some of the problems faced by international law firms in the PRC.

Flight of the foreigners

In their new roles, both Li and Lewis will be charged with a substantively similar task: growing the international stature and presence of their new firms. Lewis a senior international legal consultant and head of international Robert Lewis practice at Allbright, Allbright while Li joins King &

Wood as its international managing partner.

Both lawyers expressed a similar rationale for their departures. For Lewis, the move – though a long-time in the making – was a reaction to the changing dynamic of the Chinese legal services market. One in which competition between international and domestic law firms is more even than it ever has been in the past.

Li’s epiphany was, by his own admission, much more recent but nevertheless similar in tone. “My entire legal career has been spent somewhere on the periphery of some far-flung legal empire. Now I’m suddenly at the centre,” he said earlier this year.

What is also clearly evident from these recent moves, and the many similar defections already seen this year (see table, right) is that they were influenced by the frustrations that many international lawyers face at foreign law firms. It would be Asian Legal Business ISSUE 10.7

NEWS | analysis >>

trite to assume otherwise, especially considering that the decision to move is undoubtedly accompanied by a substantially lighter pay packet and much less complex deals and clients.

Rupert Li sums this up accurately when he says that a coalescence of factors – including the inability to advise on local law and other regulatory restrictions –makes it “very hard for foreign firms to achieve the scale they want to achieve.”

Rupert Li Just as the ambitions King & Wood of foreign law firms are stifled, so too can those be of the lawyers employed there. It is not surprising then that Lewis and others predict en-masse defections from foreign firms in the foreseeable future. “More senior lawyers and even partners at international firms are going to local firms,” Lewis said. “I’m not creating a new trend but I believe my move will accelerate the overall market trend.

Meanwhile, it necessarily requires foreign firms to rethink and reposition [themselves] in China.”

Foreign firms with Chinese Characteristics

Just what the process of ‘rethinking and repositioning’ involve for international law firms is still unclear, with wideranging views on the topic. Both Li and Lewis suggest that redressing the huge price differential between international and local firm charge-out rates would be a good first step.

Lewis notes that there can be a discrepancy of as much as 50% between the two – with partners at top-tier international firms charging, on average, anywhere from US$700US$1,000 per hour. Partners of a similar standing at local law firms bill out at, on average, $US350-$550 per hour. Lewis himself will be available at RMB3,200, 45% less than what he billed out at Lovells.

“The cost base and fee structure of international firms has created a natural market segmentation affecting opportunities for growth and expansion in China,” he said. “In certain segments of the market they would never be able to achieve the same scale and coverage as local firms.”

Few predict, though that foreign www.legalbusinessonline.com

►► Flight of the foreigners: counsel and partners of international firms joining PRC frims (January _May 2010) Name

From

To

Practice

Robert Lewis

Lovells

AllBright

Corporate

Richard Lee

Simmons & Simmons

AllBright

Corporate

Louis Meng

K&L Gates

AllBright

Corporate

Lin Huawei

Paul Hastings

Global

M&A, PE

David Fu

Shearman & Sterling

Global

Corporate, FDI

William Lu

Allen & Overy

Jade & Fountain

TMT

James Zhu

Perkins Coie

Jun He

IP

Zoe Wang

Perkins Coie

Jun He

IP

Steven Cui

Jones Day

Jun He

IP

Rupert Li

Clifford Chance

King & Wood

Capital markets

Gao Yan

Jones Day

Zhong Lun

Energy

Scott Yu

Jones Day

Zhong Lun

Corporate finance

“My entire legal career has been spent somewhere on the periphery of some far-flung legal empire. Now I’m suddenly at the centre" RuperT Li, King & Wood firms would be willing, or able, to slash what they charge clients. “One must remember that the business model of foreign law firms in China, or for that matter elsewhere in Asia, is based on a very similar model to that which is operating in its home jurisdiction,” said a Shanghai partner in a UK law firm. “In my experience, having worked at both US and UK firms in Asia, there is little effort made to tailor its business model to suit local conditions. In fact, it is near impossible to do this. Think, for instance, of the overheads and targets that international firms bring with them. In these contexts alone, augmenting billing rates is impossible,” the partner said.

While it may be ‘impossible’, it is becoming increasingly necessary for international firms to at least explore alternative billing models. Those who don’t face the very real possibility of being undercut by local law firms for inbound work and losing more international lawyers, due to the natural barriers to developing close client relationships that this entails.

These are all things, the Shanghai partner argues, that are exacerbated by the tyranny of distance.

“Overseas offices of international firms may, in theory, have autonomy in terms of the strategic direction of the office, but this is rarely the case in reality. The arm of management extends across the Pacific and I imagine it will extend even further now that Asia is so important to international firms’ offerings.” In this context, Li’s comments about going from the periphery to the centre of the action appear ever more prescient.

Closing the qualitative gap

While these moves are significant, to suggest (as others have sought to do) that they are evidence of the local profession in China having reached the lofty international standards to which it aspires would be incorrect.

As similar trends seen in other Asian jurisdictions (namely India, Korea and Japan) suggests, it will take more than just one lawyer to, as Lewis says, “bridge the last mile gap” between the local and international law firms in China.

Lawyers who are moving in this direction are surely at the vanguard of this process. They are well aware that they must bring much more than just their international experience or their gravitas with them. They know the task of convincing some clients to use local firms over international players is a long-term process but they are more than willing to take up the challenge.

This in itself guarantees that the ‘flight of the foreigners’ will continue. The question is, what can international firms do to stop it? ALB 11

NEWS >>

middle east >>

Trowers opens second

uk report Clifford Chance elects new London management Clifford Chance has appointed a new head of its London real estate practice, with partner Jonathan Solomon taking up the position until 2014.

Solomon is taking over the role held by current charge Cliff McAuley who is retiring.

The loss of McAuley, who heads up both the London and Global practices, will create two new positions, and the firm is to kick off the search for a new head of global real estate in September.

The firm is also in the midst of talks to promote a new head of corporate in London, with partner Simon Tinkler widely believed to be taking up the position. Jeremy Sandelson, the firm’s current global head of litigation was also elevated to head the London litigation practice.

Bakers grow London partnership Baker & McKenzie has made up seven London lawyers to partner, raising its total office partnership number to 87. The promotions have been made in corporate, disputes, pensions, intellectual property and EU, competition & trade.

In addition, the firm has appointed a new head of its six-partner London capital markets team, with partner Edward Bibko taking up the position, replacing partner Tom Philipp from the role. Philipp is staying at the firm. Before Bibko’s appointment, the firm gained Allen & Overy’s US corporate finance counsel, Adam Farlow as a partner in its London capital markets team.

London office head Gary Senior’s tenure has also been extended for a third term.

Firms reveal yearly financial results UK firms have begun announcing their revenue results from the 2009-2010 financial year.

Maritime and transport specialist firm Ince & Co broke the £80m annual turnover for the first time this year, posting revenues of £86.3m for 2009-10, a growth of 8.7%.

Turnover at Charles Russell dropped to £63.2m this financial year, from £69.5m in 2008-09.

Herbert Smith was a rare breed, recording a slight increase in both PEP (up by 2%, to £862,000) and revenues (up by 1.3%, to £449.9m).

australia >>

New PCA arbitration agreement key to ‘steady’ growth

S

ROUNDUP

• Herbert Smith’s European ally Gleiss Lutz has merged with German boutique firm Rittstieg Rechtsanwaelte, and will gain a new Hamburg office through the acquisition.

• Ashurst’s London head of corporate Adrian Clark is stepping down from the role in September this year. He is to be replaced by partner Stephen Lloyd who will take charge of a new globalised practice for the firm’s worldwide offices. In addition, corporate partner Simon Beddow will take over in a new position as European corporate managing partner.

• In Germany, Magic Circle firms Freshfields and Clifford Chance have both announced new managing partners for their local offices – Freshfields promoting employments partner Klaus-Stefan Hohenstatt; and Clifford Chance electing corporate partner Andreas Dietzel.

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ingapore and Hong Kong law firms will not lose international arbitration work to Australian law firms despite a cooperation agreement the Australian Centre for International Commercial Arbitration (ACICA) and the Permanent Court of Arbitration (PCA) have signed recently, as well as the impending launch of an international arbitration centre in Sydney this year.

The agreement places Australia in a good position to compete for commercial arbitration disputes business against well established international arbitration hubs such as Hong Kong and Singapore. But unlike Singapore and Hong Kong, Australia is not located within close proximity to growing economies China and India, a major source of international arbitration disputes.

According to Mallesons Stephen Jaques partner Max Bonnell, who was David Bateson present at the PCA/ Mallesons ACICA signing in Rio de Asian Legal Business ISSUE 10.7

NEWS >>

Saudi office, boosts Dubai coverage

T

rowers & Hamlins has become the third international law firm to have two offices in Saudi Arabia, after opening in the Kingdom’s financial centre, Jeddah. Hogan Lovells (in association with Al-Yaqoub Attorneys & Legal Advisors) and US firm Crowell & Moring (in association with Fahd El Enizy) also both opened Jeddah offices earlier this year.

Trowers’ office, which will operate in association with local outfit Feras Al Shawaf Law Office, will cover the full spectrum of commercial work and will be led by current partner Adrian Creed and senior lawyer Julien Sweeting, who is currently on secondment in Riyadh from the firm’s London office.

Creed said the increasing demand

for legal services in the Kingdom’s western provinces has driven the firm to open in Jeddah – its sixth office in the Gulf region.

Meanwhile, the Adrian Creed firm has pulled off Trowers & Hamlins a dual lateral hire in its Dubai-based international projects group. Stewart Simpson joins the firm from the Dubai office of Simmons & Simmons where he was the managing associate, while Peter Bowring comes on board from the London office of King & Spalding, where he was counsel. The appointments bring the number of partners at Trowers & Hamlins to 122. ALB

Singapore International Arbitration Centre

Janeiro, Brazil, the flow of international arbitration work to Australia is expected to grow steadily over the next few years, but “unspectacularly”. “[The cooperation] is unlikely to generate a great deal of extra work in a tangible sense, but it will increase the confidence people have in Australia as a location for international arbitration disputes to be heard,” Bonnell said.

Despite concerns surrounding Australia’s ability to attract international arbitration disputes away from established centres, Mallesons Hong Kong partner, David Bateson, says the new agreement will bring global business opportunities to Australia. “International arbitration is one of the fastest legal growth areas www.legalbusinessonline.com

due to an increase in the number of cross-border disputes and a necessity to avoid the courts in many developing countries,” he said.

“In Australia, the fact that we are a major exporter of raw materials and attract significant foreign investment in resources means that arbitration law and practice, including the role of the ACICA, is becoming increasingly important.” ALB

“It will increase the confidence people have in Australia as a location for international arbitration disputes to be heard” max bonnell, mallesons

news in brief >> PRC firms secure role on year’s biggest IPO In what is expected to be 2010’s biggest share offering, the Agricultural Bank of China (ABC), has received approval from the China Securities Regulatory Commission (CSRC) for its A-share IPO. PRC firm DeHeng Law Office has secured the role as the issuer’s legal advisor, while King & Wood has been appointed as the legal advisor to the lead underwriters – CICC, Citic Securities, Galaxy Securities and Guotai Junan Securities.

ABC’s IPO is expected to raise between US$17.6bn and US$23bn after its mid-July dual listing in Shanghai and Hong Kong. ABC will be the last of China’s ‘big four’ state-owned commercial banks to go public. DeHeng’s managing partner Wang Li leads the firm’s team on the IPO, consisting of partners Xu Jianjun and Li Guangxin and lawyers Wu Lianhua and Sun Yanli. King & Wood’s legal team is co-headed by partners Yang Xiaolei, Tang Lizi and Su Zheng.

King & Wood recently advised Bank of Communication on its US$4.9bn right issuance in Shanghai and Hong Kong, and, in 2006, it acted for Industrial and Commercial Bank of China in its A+H share IPO, which raised US$22bn and is the world’s largest IPO to date.

Nishimura opens first overseas office in Beijing Nishimura & Asahi, the largest of the Japanese ‘big four’ firms, marked the opening of its planned Beijing representative office in June, after receiving approval from the Ministry of Justice earlier in April. The Beijing office, the firm’s first overseas location, is staffed by partner Saori Okada, who is the chief representative of the new office, and associate Fumiaki Kai. The firm first marked its China ambitions by combining its China practice with that of Soga Uryu & Itoga’s (SUI) in December 2009. The alliance will allow the two firms’ China offices to work on a ‘legally non-exclusive basis’ together, but will remain as independent firms.

►► Japanese firms in China Firm

Location

Anderson Mori & Tomotsune

Beijing

Mori Hamada & Matsumoto

Beijing, Shanghai

Soga Uryu & Itoga

Beijing, Shanghai

Higashi Sakura

Beijing

Nobuo Takai

Beijing, Shanghai

Bridge Roots

Shanghai

TMI Associates

Shanghai

Oh-Ebashi

Shanghai

Fullerene

Shanghai

Kuroda

Shanghai

Yamasaki

Shanghai

Hoenzaka

Dalian

Amemiya Masayala

Shenyang

13

NEWS >>

singapore >>

us report Pro bono goes global at White & Case White & Case has sought to make managing probono programs in each of its offices more efficient by launching a global practice.

The new globalised practice will focus on human rights, promoting good governance and the rule of law, and supporting organisations with a social or environmental vocation. White & Case said that pro bono service is a core value and a branddefining asset for the firm.

“Establishing a global pro bono practice allows us to better manage our global pro bono activity and improve the support we give to our lawyers engaged in pro bono activity,” said Chairman Hugh Verrier Alternative fees here to stay for US firms Alternative fee arrangements and competition over pricing are likely to be permanent features of a new US law firm business model, according to a survey by consultants Altman Weil.

More than 95% of surveyed law firms indicated they now offer AFAs in response to cost-conscious clients, and a majority said this trend will continue.

In addition, the report indicated that attaining partnership in US firms will be more difficult for associates – 50% of firms said they would make fewer offers this year.

Summer programs for associates will also shrink – more than half of the firms said they would cut back placements. “The primary impact on law firms of the recent recession will be a

greater focus on efficiency and productivity driven by client demands for cost control,” said Tom Clay, an Altman Weil principal.

“But most firms are still in the early stages of figuring out how to successfully institutionalize those changes in their organisations.”

US lawyer takes charge of BP’s US$20bn fund Kenneth Feinberg, the founder of prominent US litigation law firm Feinberg Rozen, has been appointed by the White House to administer a US$20bn fund established by BP to compensate victims of the Gulf of Mexico oil spill.

Feinberg has stepped down from his role as the US government’s “Pay Czar,” where he was responsible for monitoring the pay packets of financial institutions bailed out by the US government, to take up the new role.

The veteran lawyer – who is also widely known for his role in administering the September 11 victim’s compensation fund – will oversee the distribution of the funds, including compensating victims, clean-up costs, lawsuits and other spills.

US legal jobs grow The US legal market gained 300 jobs between April and May 2010, according to the US Bureau of Labor statistics, which is growth of 0.3%.

However since March the legal industry has lost 400 jobs, and since May last year more than 22,000 in total.

WongPartnership’s managing partner goes public

D

ilhan Pillay Sandrasegara will leave his current role as managing partner of WongPartnership to join Temasek, Singapore’s state-owned investment Dilhan Pillay company, as head of Sandrasegara portfolio management in WongPartnership October this year.

Dilhan will bring over 20 years of legal experience, including mergers and acquisitions covering both public and private transactions, in Singapore and other jurisdictions in Asia.

Temasek said in a media release that Dilhan was recognised as one of the best corporate lawyers in Singapore, which will come in good use in his new role focusing on governance and value creation opportunities for the Temasek portfolio. Dilhan’s appointment is part of a double move by Temasek to strengthen its management team.

Temasek also appointed Hsieh Fu Hua,

“Recognised as one of the best corporate lawyers in Singapore, Dilhan will head our Portfolio Management” temasek holdings, media release

ROUNDUP

• Pillsbury has hired 14 lawyers from Nixon Peabody’s New York office, including Nixon’s head of global finance, Mats Carlston, who will now head Pillsbury’s leveraged finance practice • Baker & McKenzie has informed 11 new associates who were to join the firm’s New York office this year that they can no longer “accommodate” their placements. “We regret having to make this decision, but unfortunately the work required for these individuals has not materialised,” B&M said • Blank Rome has boosted its Washington DC and LA offices by appointing two partners and two ofcounsel, who join the firm from K&L Gates and LeClairRyan respectively • Orrick New York-based litigation partner Edward Joyce has joined Jones Day as a partner in its insurance recovery practice • White & Case has lost another partner in New York after partner Stuart Caplan moved to join Sonnenschein’s global energy practice • Dechert will overhaul its management structure next year, as current CEO and chairman Barton Winokur is retiring. Current vice chairman Daniel O’Donnell will become CEO and Andrew Levander chairman by mid-2011.

• Perkins Coie has opened its fourth office in California, in San Diego and added four IP partners to the practice

14

the former Singapore Exchange head, as its executive director and president.

Dilhan claimed one of the legal industry’s most illustrious honours after winning the first-ever Managing Partner of the Year award at the 2010 ALB SE Asia Law Awards. He was praised for his leadership and overseeing a period of impressive growth for the firm over the past 12 months. Dilhan fought off strong competition from Hogan Lovells’ Singapore managing partner James Harris, Rodyk’s Helen Yeo and Stephenson Harwood’s Martin Green, which one attendee aptly described as a “fitting farewell.” ALB Asian Legal Business ISSUE 10.7

NEWS >>

news in brief >>

industry >>

China’s Dacheng inks two more mergers PRC firm Dacheng has merged with domestic firms Yunnan BaQian Law Group and Guangzhou Xin Yang Law Firm. The mergers will give Dacheng access to Vietnam and Hong Kong – BaQian and Xin Yang have established a representative office in Hanoi and Hong Kong respectively.

Yunnan BaQian is the largest law firm by headcount and volume of business activity in Yunnan province, and its relationship with Indian firm Brus Chambers also helps Dacheng to expand its market connectivity in India.

Last year, Dacheng entered into a strategic alliance with Indian firm Vaish Associates Advocates via its Singapore JV – Dacheng Central Chambers. In Beijing, Dacheng’s head office has acquired local firm Kingfield and Fengqing over the past six months.

Watch out Hogan Lovells: new trans-Atlantic merger to proceed

T

he partnerships of London-based Denton Wilde Sapte and Chicagobased Sonnenschein Nath & Rosenthal have voted in favour of a merger. The new firm, to be known as SNR Denton, will officially launch on 30 September and will have over 1,400 lawyers located across 18 countries.

The merger will be structured as a Swiss Verein, with the new firm to be composed of a number of member firms, each of which will be a separate legal entity. Baker & McKenzie is perhaps the best known existing example of such a structure. SNR Denton said in a statement that no office closures would take place, particularly in light of the fact that the two firms had distinct geographic footprints.

In a strategy Howard Morris somewhat reminiscent Denton Wilde of the Norton Rose Sapte “headlights” practice areas, SNR Denton said that it would develop a disciplined focus on eight key sectors: financial Institutions and funds; energy, transport and infrastructure; insurance; real estate, retail and hotels; technology, media & telecommunications; health & life sciences, manufacturing and government.

As ALB has previously noted, the new

www.legalbusinessonline.com

►► SNR Denton offices:

• 11 offices and three facilities in the United States; • Six offices in Europe; • Nine offices in the Middle East (Abu Dhabi and Dubai, Amman, Cairo, Doha, Kuwait, Muscat, Riyadh, and Bahrain); • One office in Singapore; • Network of 11 referral firms in Africa (Algeria, Burundi, Ghana, Kenya, Mauritius, Rwanda, South Africa, Tanzania, Tripoli, Uganda, and Zambia), along with associated firms in Beirut, St. Petersburg (Russia), and Ashgabat (Turkmenistan)

firm will be light on any Australasian presence – Sonnenschein has no Asia offices and Denton Wilde’s Asia presence is limited to Singapore.

In contrast to the other trans-Atlantic merger seen in recent times, Hogan Lovells has seven Asia offices spanning China, Singapore, Vietnam, Hong Kong and Japan.

SNR Chairman Elliott Portnoy and Denton CEO Howard Morris will serve as co-CEOs of SNR Denton. ALB

Indian firms fight for government mandate Six Indian law firms haver been locked in battle to secure the lead advisory role on the Indian government’s US$275m disinvestment of its shares in consultancy firm Engineers India. Amarchand & Mangaldas, Axon Partners, Crawford Bayley, Link Legal, Luthra & Luthra and S&R Associates will all put their case to the country’s Department of Disinvestment later this week.

The work promises to be lucrative for the firm that lands the mandate. The Indian government currently holds a 90.40% stake in the company and plans to cash out 10% of this stake, which equates to roughly Rs1100 crore, or US$275m.

“The new firm will be composed of a number of member firms, each of which will be a separate legal entity, and no office closures will take place” SNR Denton statement 15

NEWS >>

Update >>

Japan >>

Intellectual Property Adduction of Further Evidence in a Patent Revocation Appeal – The Singapore High Court Approach

I

n a recent case Martek Biosciences Corp v Cargill International Trading Pte Ltd [2010] SGHC 135 (“Martek v Cargill”), the Singapore High Court dismissed an interlocutory application by Martek (“the applicant”) for leave to adduce further evidence in support of an appeal against the patent revocation decision of the Registrar of Patents (“the Tribunal”) in Cargill International Trading Pte Ltd v Martek Biosciences Corporation [2009] SGIPOS 16 (“Cargill v Martek”). In Cargill v Martek, the Tribunal revoked the applicant’s patent and declared the patent invalid for lack of both novelty as well as an inventive step.

Pending the hearing of the appeal, the applicant applied to adduce evidence relating to experiments described in a prior art document. Generally, in civil proceedings in Singapore, the following principles governing the granting of leave to adduce further evidence as set out in Ladd v. Marshall [1954] WLR 1489 (“Ladd v Marshall principles”) apply: i. Evidence could not have been obtained with reasonable diligence for use at trial; ii. Evidence is such that, if given, it would probably have an important influence on the result of the case, though it need not be decisive; and iii. Evidence must be apparently credible, though it need not be incontrovertible.

The key issue in Martek v Cargill is whether the Ladd v Marshall principles were applicable in an appeal from the Tribunal to the High Court. Before considering the applicable principles, the High Court addressed the nature of the appeal. The High Court highlighted that the hearing before the Tribunal differed from interlocutory applications before the Registrar of the Supreme Court or opposition hearings in the Trade Mark Registry. The hearing displayed characteristics of a full trial i.e. oral evidence having been adduced and cross examination having taken place. The High Court further considered that the Tribunal is the proper forum for the taking of evidence and the High Court sitting in its appellate capacity does not have the discretion to introduce further evidence after a decision has been rendered by the Tribunal.

The High Court therefore applied the Ladd v Marshall principles and dismissed the application on the basis that: 1 further evidence could have been obtained and presented to the Tribunal had the applicant used reasonable due diligence; 2 the evidence would not have influenced the case; and 3 the applicant failed to persuade the High Court of the credibility of the evidence.

The High Court’s decision affirmed that the Ladd v Marshall principles were applicable in both situations, i.e. an appeal from the Tribunal to the High Court and an appeal from the High Court to the Court of Appeal.

Aussie firm’s Tokyo deal a sign of more to come A

ustralian firms Blake Dawson and Minter Ellison have advised on the A$225m acquisition by a Mitsubishi-led consortium of United Utilities Australia in a deal which Blake Dawson partner Ian Williams says exemplifies recent trends in Japanese-Australia investment. Williams told ALB that infrastructure, consumer goods and financial services were proving to be of particular interest to Japanese investors of late. However, he noted that Japanese investment is often overlooked by the media.

“Japan has been in Australia for a long time with joint ventures - for example, you have massive expansions of existing mines - but these often are not deemed newsworthy. Of course China raises more controversial issues with SOEs and FIRB approvals,” he said.

In perhaps what is a market acknowledgement that there is more to M&A than Chinese investment, last year’s A$3.3bn Kirin-Lion Nathan acquisition won the award for ALB M&A deal of the year at last week’s ALB Law Awards, an accolade which has particularly pleased Blake Dawson. “We’ve had a focus on Japan for 15 years now - we recruit partners who have lived there and staff who have had some connection with Japan,” said Williams, who himself spent five years singapore >>

Heng Liling, Patent Engineer Intellectual Property and Technology Group ATMD Bird & Bird LLP 2 Shenton Way #18-01, SGX Centre 1, Singapore 068804 Direct +65 6428 9813 Tel: +65 6534 5266 | Fax +65 6223 8762 Email liling.heng@twobirds.com Web: www.twobirds.com ATMD Bird & Bird LLP is a Singapore law practice registered as a limited liability partnership in Singapore. The firm is associated with Bird & Bird, an international legal practice. It is solely a Singapore law practice and is not an affiliate, branch or subsidiary of Bird & Bird or Bird & Bird LLP.

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Heng Liling

Asian Legal Business ISSUE 10.7

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news in brief >> CC’s confirms Middle East head Clifford Chance’s Dubai-based Graham Lovett has been re-elected as Gulf managing partner for a second five-year term, after a vote of the firm’s regional partnership team. First elected to the Middle East management position in 2005, Lovett’s new leadership term will commence in July this year and last until 2015.

Lovett said in a statement accompanying the announcement that he considers the region “one of the most exciting places to be practicing law”, due to the firm’s “ambition for the future” in the bourgeoning region. He first joined the firm in 1993, and was made up to partner in 2003.

Bonuses (as % of salaries) of surveyed worldwide in-house lawyers As a percentage of your basic salary, what level was your most recent bonus?

working for a Japanese steel company.

The firm has seen a 20% increase in Japan-related transactional work over the past five years and is expecting “incremental” increase to flow from

its new Tokyo office. “A lot of Japanese companies have their head offices outside of Tokyo, so they are hard to access purely on a fly in, fly out basis,” observed Williams. ALB

Back to school for Singapore lawyers “The law is a profession of life-long learning and the best lawyers are those who learn all the time” chan sek keong, chief justice singapore

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awyers in Singapore would be required to follow in the footsteps of lawyers in other common law jurisdictions and undertake specific hours of further legal education before they can have their licences renewed annually, if a new proposed scheme is approved by next year.

The scheme – which follows similar continuing professional development programs in Australia, Hong Kong and the UK – would require all of Singapore’ 3,600 lawyers who currently hold practicing certificates to undertake a specific number of hours of legal education – such as attending courses and seminars, penning articles or holding lectures – in order to have their licences renewed. Initially exempt from the scheme would be foreign lawyers, in-

www.legalbusinessonline.com

house counsel, paralegals, arbitrators, government lawyers and academics.

The Singapore Institute of Legal Education, which will administer the scheme, will introduce it as early as June next year for a trial period, with a view to implementation by April 2012.

“The law is a profession of life-long learning and the best lawyers are those who learn all the time,” said Chief Justice Chan Sek Keong. “For the CPD scheme to be effective, it must be seen as providing real value to both the individual practitioner as well as the wider legal community. Lawyers must be attracted to attend such courses as they would be brought up to speed on the latest developments in the law without having to invest large amounts of time, effort and resources.” ALB

Less than 5% (8.1%) 6-10% (16.1%) 11-15% (17.1%) 16-20% (13.6%) 21-25% (11.7%) 26-30% (10%) 31-35% (5%)

36-40% (4.5%) 41-50% (4.1%) 51-60% (2.6%) 61-75% (1.4%) 76-100% (3.2%) More than 101% (2.6%)

How did this differ from last year’s bonus?

Significantly increased (6.3%) Increased (26.3%) Remained the same (40.3%) Decreased (20%) Significantly decreased (6.5%) Source: In-House Global Salary & Benefits Survey, Laurence Simons document: http://pdfserver.amlaw.com/cc/Global_Inhouse06162010.pdf

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Update >>

Recruitment >>

Employment National Wage Council (NWC) Guidelines 2010/2011

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he NWC guidelines for the period from 1 July 2010 to 30 June 2011 were released on 25 May 2010 (the “Guidelines”). The Guidelines recommended that companies grant sustainable wage increases to their employees, raise productivity, and help vulnerable segments of the workforce. The Guidelines have been accepted by the Government, the Singapore National Employers Federation and the labour movement.

By way of summary, the Guidelines provide that:• Companies should grant sustainable wage increases to employees, taking into account company performance and prospects.

• Companies and unions should take into account the upcoming 1 percentage point increase in employers’ CPF contribution rates (with the first 0.5 percentage point increase on 1 September 2010 and the remaining 0.5 percentage point increase on 1 March 2011) in their wage negotiations.

• Companies should continue to maintain and where possible, enhance flexibility in their wage structures, by building up the monthly variable component from wage increases, and rewarding employees for their contributions through variable payments linked to performance and productivity.

• Companies should pay greater attention to low wage workers in granting wage increases as such workers were particularly affected by the high inflation in 2008 and the downturn in 2009.

• Management must drive productivity measures and proactively look into enhancing productivity in their companies. Companies should reduce their reliance on low-skilled foreign manpower and take advantage of the various government initiatives.

• Companies should engage unions/employees in the process to seek their support in implementing productivity measures. Companies should share productivity gains with employees and formulate appropriate, consistent and transparent Key Performance Indicators that take into consideration employees’ contributions to productivity gains and reward employees accordingly.

• Companies should employ, retain and continue to promote initiatives to enhance the employability and incomes of vulnerable groups, including low wage, contract and casual workers, older workers and women wanting to join or return to the workforce.

• Companies should work with unions/employees to implement re-employment policies and systems by adopting the Tripartite Guidelines on Re-employment of Older Employees.

• The tripartite partners should step up efforts to help low wage workers, so that they can benefit from the enhanced Workfare Income Supplement scheme and the Workfare Training Support scheme which will be introduced from 1 July 2010. Employers and workers are also urged to tap on these schemes.

Dawn Chang, Associate ATMD Bird & Bird LLP 2 Shenton Way, #18-01 SGX Centre 1, Singapore 068804 Direct: +65 6428 9875 Tel: +65 6534 5266 | Fax: +65 6223 8762 Email: dawn.chang @twobirds.com Web: www.twobirds.com ATMD Bird & Bird LLP is a Singapore law practice registered as a limited liability partnership in Singapore. The firm is associated with Bird & Bird, an international legal practice. It is solely a Singapore law practice and is not an affiliate, branch or subsidiary of Bird & Bird or Bird & Bird LLP.

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Dawn Chang

Flexibility is key to new T

he effect of the financial crisis on the legal job market has resulted in a more flexible workforce, with both lawyers and employers opening up to new options and career paths, say Asia-based legal recruiters.

Chrys Leong, a Singapore-based legal recruitment consultant for Hudson Global Resources, says that both employers and employers will benefit by being open to new career choices and opportunities. “Given today’s uncertain business environment … organisations continue to have to roll with the punches, [and] successful organisations can only do so with a flexible workforce,” she said.

“Flexibility … allows jobseekers to open new doors and options for their careers that they may have never previously considered viable.”

One way candidates can be ‘job flexible’ is to say yes to relocation. “Relocating out of your home country does not necessarily mean out of sight and out of mind. It may in fact boost your career by providing you with exposure to work in a unique geography - which may in turn assist you in developing your skills further,” Leong said.

Job relocations that compliment a candidate’s niche skill - whether in-house or geographical relocation - will be less challenging than switching industries and moving into a different area of practice. This is because candidates have already accumulated internal equity and the candidates’ legal work is established and known within that area of practice, said Leong.

To maximise those opportunities and skills being ‘job flexible’ can offer, lawyers need to be certain about the motivations that drive them to change, and how the decision will broaden their horizons and contribute to longer term career objectives. Leong describes this as “taking stock of your work”. However, jobs seeking legal professionals are also advised to weigh up their options carefully before potentially jumping from the frying pan into the fire.

“Before they make the decision, they would consider both push and pull factors. These include who the bosses are, the growth of the company they are currently with – and india >>

India’s Hemant Sahai looks to

I

ndian firm Hemant Sahai Associates (HSA) has elevated two lawyers to its partnership in an effort to rebuild its practice after its short-lived merger with fellow Indian firm Paras Kuhad & Associates.

Corporate finance lawyer Navin Syiem and IP lawyer Payla Chawla will be made-up after having joined the firm in April 2010.

Syiem came to the firm after time in-house with GE Commercial Finance in India as well as stints in the Dubai office of UK firm Ashurst and two other large Indian law firms while Chawla came from Reckitt Benckiser India where he was head of legal of legal.

Asian Legal Business ISSUE 10.7

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recruitment market also the one they are moving to – and the reputation of those companies,” advised the executive general manager of Hudson Singapore, Georgie Chong.

A rebounding economy will also likely mean that the ball will fall back into the candidate’s court. As more opportunities open up in the legal job market some lawyers are starting to upgrade.

Tax lawyer Jack Lee recently traded in his job at an international law firm for a local firm, as he felt like he was at a standstill. “I couldn’t see any progress in the type of work I did and the skills I could build doing it. The GFC didn’t help either – there weren’t any opportunities to move with a bad market. I felt my career options were limited,” he said.

The desire to broaden skills and gain experience was a main motivator for Lee’s departure. “People are generally always on the lookout for roles that add to their skillsets or provide an alternate experience, and are willing to make the jump if they come across a job that offers what they are looking for,” Lee said.

“Flexibility allows jobseekers to open new doors and options for their careers that they may have never previously considered” chrys leong, hudson global resources ALB spoke to a number of legal recruiters to see what type of roles candidates are on the lookout for in the current market. The top three responses were roles where candidates can gain more skills; roles which provided a different professional and work experience; and a role in a better environment.

ALB also polled a number of lawyers and asked them what factors would encourage a move, with those who enjoyed their work environment listing pay increase first, followed by international experience. Those who disliked their work environment listed the type of work they did, followed by promotion opportunities. ALB

rebuild after failed merger

The appointments bring the total number of partners at the firm to seven and are seen as an critical to a firm that was left considerably weaker after a much-hyped 2009 merger that was to last little more than 3 months. ALB www.legalbusinessonline.com

Update >>

M&A Malaysia Introduces Anti-Competition Laws

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he much awaited reform in the Malaysian anti-trust laws has finally taken stance with the recent tabling of the Malaysian Competition Bill 2010 and the Competition Commission Bill 2010 (“the Bills”) in Dewan Rakyat (the Malaysian House of Representatives) on 7th April 2010. The move marks a cornerstone development in the Malaysian economic regulatory scene, through reinforcement of existing regulation on mergers and acquisitions (“M&As”) previously marred with the lack of preventive mechanisms, i.e. only provided for by the Securities Commission Act 1993 (Part IV Division 2) and the Malaysian Code on Take-Overs and Mergers 1998.

The Bills signifies Malaysia’s commitment to putting Malaysia on par with other jurisdictions by prohibiting anti-competitive agreements and an abuse of dominance.

Two main prohibitions provide for (i) agreements or concerted practices between enterprises or association of enterprises which have the objective of significantly “preventing, restricting or distorting” competition, and (ii) the prohibition of abuse by an enterprise or enterprises of a dominant position in Malaysia. Other components include anti-competitive agreements prohibition inclusive of horizontal and vertical agreements which will directly affect business and exclusivity arrangements, nevertheless providing exemptions in the form of relief of liability for agreements promoting efficacy and social benefits.

The Competition Bill 2010 excludes anti-competitive mergers, encourages whistle blowing and is designed to prohibit unfair trade practices and is applicable to any activities outside Malaysia that have an effect on competition in any market in Malaysia. The Bill further provides an illustrative list of activities that may constitute an abuse of dominant position and expressly states that the market share of an enterprise would not in itself be conclusive evidence of whether the enterprise occupies a dominant position in the market. Considerable powers were granted to the authorities, i.e. the Minister of Domestic Trade, Cooperative and Consumerism - the power to exclude certain types of activities from prohibition; the Competition Commission - the enforcement of the Act including imposition of penalties and sanctions on directors found liable for committing offences under the Act and the creation of the Competition Appeal Tribunal to review decisions by Competition Commission.

The Bill can be further reinforced by including mergers and provisions for fair trade practices, and hence a solid merger control regime as those found in foreign jurisdictions.

Nevertheless, the enactment of the Bill will do proper justice by preventing monopoly and cartel activities by big companies, promoting economic growth of the gross domestic product through the protection of competition and consumer’s interest, making Malaysia an attractive package for foreign investments.

Raina Md Radzaif, General Corporate Practice Group Azmi & Associates 14th Floor, Menara Keck Seng, 203 Jalan Bukit Bintang, 55100 Kuala Lumpur, Malaysia.

Phone: +603- 2118 5000 ext :5133 Fax : +603- 2118 5111 E-mail: raina@azmilaw.com

Raina Md Radzaif

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Update >>

asia >>

Asian legal job market T

New Competition Bill in Malaysia Competition Bill 2010

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ith the recent passage of the Competition Bill 2010 (“Bill”) through Parliament on 21st April 2010, Malaysia became the most recent country to implement an anti-monopoly or anti-trust legislation. The Bill which is expected to come into force sometime in mid 2011 should result in significant changes to commercial activities in Malaysia as it is aimed at restricting monopolies and cartel activities in the Malaysian economy.

The changes brought about by the Bill would impact any commercial entity carrying out commercial activities involving goods and/or services in Malaysia (“Enterprise(s)”) and even extends to foreign entities operating in Malaysia. However, the Bill also provides for exceptions where certain entities such as local government bodies and certain practices would not fall within the scope of its ambit.

The Bill focuses on two main areas, namely: • anti-competitive agreements; and • abuse of dominant positions.

In short, the Bill contains provisions restricting horizontal or vertical agreements between Enterprises that would prevent, restrict or distort competition or be seen as an abuse of a dominant position in the market.

A Competition Commission (“Commission”) will be set up pursuant to the Competition Commission Bill 2010 to regulate enforcement of the Bill. The main functions of the Commission are to: • investigate where the Commission believes or suspects there has been an infringement; and • give directions in relation to any infringements under the Bill.

In the event the Commission finds that there has indeed been an infringement within the scope of the Bill, it is empowered to take various actions such as requiring that the infringement be ceased immediately, specify steps which are to be taken by the infringing Enterprise, impose a financial penalty or give any other direction as it may deem appropriate in the circumstances.

Nevertheless, Enterprises may apply for exemptions and avoid potential liability if they are able to establish that the benefits of their actions outweigh any anti-competitive conduct. The Commission is also empowered to grant conditioned or unconditioned exemptions.

It appears that the Bill will apply to most commercial activities in Malaysia regardless of the industry or business activities.

Therefore, businesses should take immediate steps to examine their existing structure, operations and practices to ensure there are no anti-competitive or abusive elements and Jeremiah R. Gurusamy to take positive steps to ensure compliance before the enforcement date of the Bill.

Written by Jeremiah R. Gurusamy, Partner E-mail: jeremiah@naqiz.com Chua Jin Fong, Associate E-mail: jinfong@naqiz.com Naqiz & Partners PL01, Plaza Level, No. 45, Block A, Medan Setia 1, Plaza Damansara, Damansara Heights, 50490 Kuala Lumpur, Malaysia Tel: + (603) 2095 1188 | Fax: + (603) 2095 1186 www.naqiz.com

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Chua Jin Fong

he Asian legal job market is on the road to recovery, according to research from recruitment firms in Asia.

The number of jobs advertisements in Singapore, Greater China and Japan has grown over the last year, according to the Robert Walters Asia Job Index for Q1 2010.

This index tracks the number of advertisements for professional positions across leading online job boards and national newspapers, in Hong Kong, Singapore, China and Japan. The report revealed a marginal 0.2% drop in advertisements compared with Q42009 figures, but an overall increase of 46% since Q1 2009.

Singapore The Singapore job market showed the most improvement with job ads for the legal sector increasing 120% respectively over Q42009. “[Singapore] has been on a healthy recovery since the start of 2010. The increase in job advertisements in Q42009 could be due to a knee-jerk reaction in conjunction with other industries relaxing their headcount restrictions,” said Jasmine Sim, legal division consultant for Roberts Walters’ Singapore’s office. “In light of the recent crisis, we expect more activity and growth in the areas of restructuring, as well as merger & acquisition,” said Sim. According to Singapore’s Ministry of Manpower, the unemployment rate is now 2.2%, the lowest level seen since 2009. Some recruiters in Singapore are saying there will be a slow trickle of new jobs, and the legal market is yet to reap the benefit of an improving economy.

“As far as we have seen in the legal industry, while there has been some improvement this year the extent of the change and the increase in hiring has not matched the more positive sentiment we are seeing in [other sectors of] the market,” said Law Alliance managing consultant, Jacqueline Keddie.

Hong Kong Despite being outperformed by Singapore, Hong Kong has also shown steady improvement in recruitment activity from the start of 2010 and the trend is expected to continue. “[Hong Kong] has witnessed key areas of growth in corporate and corporate finance at all levels, due to an increase in IPO activity and Hong Kong being China’s premier listing location. It will continue to benefit from the mainland’s aggressive growth,” said Ricky Mui, legal division manager at Roberts Walters’ Hong Kong office.

Hot sectors Banking and finance practices are leading a strong recovery in both Hong Kong and Singapore, with a resultant boost in salaries and continued demand from foreign lawyers for Asia-based roles. Chris Mead, general manager at Hays Singapore, said banking and finance has “sprung back to life”, particularly in the private banking and wealth management space. This has flowed through into increases in salaries from a minimum of 10% up to 28% for A-grade, high-end candidates, especially for Asian Legal Business ISSUE 10.7

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springs back to life

Update >>

Islamic Finance Changes in the Labuan International Business and Financial Centre (Labuan IBFC) legislation

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lawyers with banking and finance and regulatory and compliance exposure at the 4-6 PQE level.

Mead says this means the market “has come full cycle” since the “big dive” induced by the crisis in 2008, with the current bounce boosting salaries to pre-crisis levels. And despite recent global attention given to the BP oil spill in the Gulf of Mexico, demand for candidates in the oil and gas sector in Asia also remains strong, while the life sciences sector, including healthcare and pharmaceuticals experience, is hot.

This demand is being met by candidates who are increasingly looking for Asian experience. “There is no doubt this is Asia’s century, and there is definitely a strong flow of candidate interest from places like Australia, the UK and Europe,” Mead said.

According to Law Alliance’s Keddie, greater preference is also being given to candidates already in the country – or at least within the Asia-Pacific region. “Recruitment [in Singapore] has not yet picked up for expatriate and senior-level in-house roles. Except for roles that require highly specific skills, clients are not considering relocating candidates from external jurisdictions,” she said.

This is a significant contrast to market conditions seen pre-2008, where strong demand for lawyers meant that expatriate lawyers were generally able to secure roles if they were keen on a move to Singapore. But this may soon change with a recovering economy. “Australia and the UK produce good lawyers, and in Singapore they are particularly well received,” said Mead. She added that US lawyers “have a better hit rate” in Hong Kong, particularly among US companies with offices in the jurisdiction. ALB www.legalbusinessonline.com

abuan, Malaysia has been developed as an integrated IBFC, with a niche in Islamic market. It offers a wide spectrum of financial products and services to customers worldwide, particularly in the Asia Pacific.

Although Labuan is part of Malaysia, the operations of business in Labuan IBFC are governed by a separate set of legislation, which are independent of the laws governing financial activities in the domestic market.

The restructuring of Labuan IBFC laws which took place at the early year of 2010 is amongst the great steps undertaken by the Government of Malaysia in representing and rebranding Labuan as a premier international business and aggressive financial hub in the Asia Pacific. With the growth of potential consumers and with the recent ‘white-listing’ of the centre by the Organization for Economic Cooperation and Development (OECD), it is believed that the restructuring would offer a great benefit for the consumer in structuring their investment via Labuan IBFC and attract more foreign investments into Malaysia in particular through Labuan.

Changes in the way the jurisdiction operates began in January 2008 when it re-named and re- positioned itself as Labuan IBFC in keeping with its goal to be the premier IBFC in the Asia Pacific region. In line with this objective, Labuan identified five key areas of focus, namely, holding companies, Islamic finance, insurance including captive insurance, private wealth management and fund management. A dedicated unit to market and promote Labuan was set up, followed since then by the legislative changes.

The amendments made to the four existing laws namely the Labuan Companies Act 1990; Labuan Business Activity Tax Act 1990; Labuan Financial Services Authority Act 1996 and Labuan Trusts Act 1996 changed radically the existing laws which basically made to cater the insurgence needs of the uprising demands from the investors worldwide. Meanwhile the enactment of the four new acts namely Labuan Islamic Financial Services and Securities Act 2010; Labuan Financial Services and Securities Act 2010; Labuan Foundations Act 2010; Labuan Limited Partnerships and Limited Liability Partnerships Act 2010 had broaden the prospective for the investors in getting a wider choice of financial products in maximising their investment opportunities. It allows the creation of Labuan foundations, limited liability partnerships, protected cell companies (insurance and mutual funds), shipping operations, Labuan special trusts and financial planning activities.

With the enactment and restructuring of the body in Labuan IBFC, it is believed that the centre is expected to be more competitive in the financial arena especially in Asia Pacific. The new regulatory framework is expectant to give more robust market in the industry and provide a more transparent and accountable framework especially for the Labuan FSA to regulate and monitor the financial institutions and licensed entitles operating from the jurisdiction.

Mohamad Nazran Basirun Partner, Kuala Lumpur Tel: +603-20924822 Email: nazran@ridzalaw.com.my

Mohamad Nazran Basirun

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Shanghai >>

Former Rolmax partner sets up new boutique practice in Shanghai

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hen Zhensheng, a veteran shipping lawyer and partner at Shanghai-based Rolmax Law Office for the last five years, has left the firm. Zhensheng has founded his own boutique firm Panocean, located in Shanghai, with two other lawyers – Zhang Chao and Liu Chunquan.

Zhang Chao, previously a senior lawyer with Shanghai firm Hisun & Co, focuses on maritime law but also has experience in general corporate and real estate matters. Liu Chunquan formerly practised in Guangsheng’s Shanghai office, and mainly advises clients on IP and IT-related legal issues.

The new firm will focus on the provision of shipping, IP and corporate legal advice. Earlier this year, Wu Yiyi, also a Rolmax partner, left the firm to join Minter Ellison as the chief representative of the firm’s Shanghai office. ALB

Dubai >>

Former A&G partner appointed to DIFC Court M

ichael Hwang has been appointed Chief Justice of the Dubai International Financial Centre’s (DIFC) Court, to replace Sir Anthony Evans who retires after five years in the position. Hwang, who has served on the court since 2005 as Deputy Chief Justice, was a partner at Allen & Gledhill from 1972 and head of the firm’s litigation and arbitration department for 10 years. In 1997, he was one of the first lawyers in Singapore to be elevated to the position of senior counsel and is currently president of the Singapore Law Society and Singapore’s non-resident ambassador to Switzerland.

Sir Anthony Evans’ tenure as Chief Justice was characterised by a number of milestones for Dubai’s common law judicial system. He oversaw the development of a pro bono scheme, the establishment of a Small Claims Tribunal, the introduction of the urgent case handling facility and an electronic case management system and implemented a Professional Code of Conduct for all DIFC Courts users. ALB

September 2010 Corporate Counsel 31 AugustYork- 3Hotel, Singapore Certificate in Management This 4-day CCCM is specifically designed to enhance the management and leadership competence of in-house legal cousel.

As a participant in the CCCM you will expand your management toolkit and improve your professional effectiveness.

The CCCM will help you - Understand your preferred learning and leadership styles; Develop a more commercial mindset; Manage your workload better; Improve the ethical culture of your organisation; Hone your ability to influence and persuade others; and Demonstrate improved cross-cultural communication skills. NEW THIS YEAR - Learn to interpret financial statements and perform a pro-active role in enhancing financial outcomes for your organisation.

This course entitles participants to 24 CLE Points.

Fees in Singapore Dollars: Regular fee: S$3,000 per participant Discounted fee: S$2,800 per participant for current members of SCCA, Indonesian Corporate Counsel Association, Malaysian Corporate Counsel Association, Hong Kong Corporate Counsel Association, Association of Corporate Lawyers Sri Lanka, In-house Counsel Forum Korea.

(Group rates available on request.)

Sign up at http://www.scca.org.sg or call the SCCA Secretariat at 6236 2848.

For overseas participants, we have negotiated a special rate at York Hotel: Superior Room S$200, Deluxe Room $220 per night (breakfast & internet access included, service charge 10% and GST 7% extra). Please make reservations directly with York Hotel (Tel: +65 6235 0423 / 6235 5084; Fax: +65 6732 1217; Email: enquiry@yorkhotel.com.sg).

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Asian Legal Business ISSUE 10.7

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appointments ►► LATERAL HIRES Name

Leaving

Going to

Practice

Location

Peter Bowring

Simmons & Simmons

Trowers & Hamlins

International projects

Dubai

Stewart Simpson

King & Spalding

Trowers & Hamlins

International projects

Dubai

Sudipta Routh

Clifford Chance

Luthra & Luthra

PE/M&A

Mumbai

Rizal Mansor

Wedlake Bell

Trowers & Hamlins

Corporate

Bahrain

Timothy Goh

Allen & Gledhill

Trowers & Hamlins

Corporate

Bahrain

Niall McMorrow

Keypoint

Trowers & Hamlins

Corporate

Bahrain

Peter Hawkes

Cobbetts

Trowers & Hamlins

Real estate

Bahrain

Everton Robertson

Walkers

Thorp Alberga

Finance

Hong Kong

Michael Yu

Global Law Office

Norton Rose

M&A, IPO

Beijing

Samuel Chau

Sidley Austin

Gide Loyrette Nouel

Banking & finance

Hong Kong

Rocky Lee

DLA Piper

Cadwalader

Venture capital, PE

Beijing

Darren FitzGerald

Bird & Bird

Salans

International arbitration Hong Kong

Andrew Horton

Richards Butler (Reed Smith) Barlow Lyde & Gilbert

Marine, energy & trade

Hong Kong

Gurdeep Singh Randhay

Ernst & Young

Colin Ng & Partners

Tax

Singapore

Dilhan Pillay Sandrasegara

WongPartnership

Temasek

Corporate

Singapore

►► Promotions Name

Firm

Promotion

Practice

Location

Navin Syiem

Partner

Corporate finance

New Delhi

Partner

IP

New Delhi

Patric McGonigal Eduardo Leite

Hemant Sahai Associates Hemant Sahai Associates Barlow Lyde & Gilbert Baker & McKenzie Trowers & Hamlins DLA Piper Nixon Peabody

Sandeep Katwala

Linklaters

Marine, energy & trade Energy, infrastructure, M&A Banking Corporate Tax controversies and litigation India

Singapore Sao Paulo

Jeremy Ingham Steven Liu David Cheng

Nguyen Thi Hong Anh Guy Locke

Indochine Counsel Walkers

Partner Executive committee chairman Partner Head – corporate Chair/managing partner – China and Asia Pacific Managing partner – Europe, Middle East and Africa Partner Managing partner – Asia

Ho Chi Minh City Cayman Islands

Carol Hall

Walkers

IP and technology Insolvency, corporate recovery Investment funds

Payla Chawla

Managing partner – Hong Kong

Walkers

“Insolvency growth” prompts Walkers to appoint new Asia MP Offshore firm Walkers has promoted the head of its insolvency and corporate recovery group, Guy Locke, to head its Asia practice. The firm said Locke’s promotion was made in response to growth in the insolvency and corporate recovery practice, especially in Asia.

In addition to Locke’s promotion, Carol Hall, who heads Hong Kong investment funds, has been named Hong Kong managing partner.

Hall assumes the role of Hugh O’Loughlin who will move to take over responsibility over the Jersey office later this year.

Carol Hall In Jersey, the firm has also

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Bahrain Beijing Shanghai London

Hong Kong

hired partner Nigel Weston from Mourant du Feu & Jeune, who will co-head the finance and corporate practice; as well as finance & corporate associate Neil McDonald, from Slaughter and May in London.

Bird & Bird

Salans

Salans HK gains Two Birds’ disputes head Salans has appointed international arbitration specialist Darren FitzGerald, the head of Bird & Bird’s Asia dispute resolution and China employment practices, as a partner in its Hong Kong office.

FitzGerald will join four other lawyers stationed permanently in the Hong Kong office (five others in Hong Kong also work across other offices). He has 15 years of experience in dispute resolution and regulatory matters in the Asian region, with a focus on disputes in Hong Kong and the PRC.

Salans opened in Hong Kong office in April last year after recruiting Pinsent Mason’s Andrew Liu – who is no longer with the firm – to head up the office.

Partner Benny Pang, recruited a few months after the launch, now Darren FitzGerald acts as the Hong Kong managing partner. Earlier in May the firm elevated Shanghai senior associate Liu Wei to the partnership.

Linklaters

Linklaters names new Middle East head Linklaters has announced that Sandeep Katwala, a partner at the firm since 2000, will take over as Europe, Middle East and Africa managing partner from Stuart Salt, who held that role before being handed the Asia portfolio earlier this year.

Katwala’s practice focuses on energy and infrastructure projects in India, and Indian inbound and outbound corporate M&A and joint venture investments. He has headed up Linklaters’ India practice for the last six years and will continue with that role as part of his new commitments.

Simon Davies, Linklaters managing partner, said that a role which integrates responsibility over India and EEMEA region is strategic. “The CEE, Middle East, Russia/CIS and Africa are all important and dynamic parts of the firm’s business. Plus, crossborder activity between India and Sandeep Katwala the EEMEA region is now a major area of global investment and our clients are at the forefront of this,” he said.

Clifford Chance

Luthra & Luthra

CC senior associate joins Luthra partnership Clifford Chance senior associate Sudipta Routh has quit the firm to take up partnership with Indian firm Luthra & Luthra in Mumbai and head up its private equity and M&A practice. Routh was working in the Magic Circle firm’s London-based banking & finance practice, and has also had stints as a manager-legal for ICI India and as a partner at Indian firm Trilegal.

Routh is the ninth lawyer that the fast-growing Indian firm has enticed back home to India over the past 12 months.

Baker & McKenzie

New global chairman for firm Baker & McKenzie has announced that Eduardo Leite has been elected the next chairman of the firm’s Asian Legal Business ISSUE 10.7

NEWS >>

executive committee. The executive committee, which consists of eight elected partners, is the firm’s primary management team, with responsibility over both day-to-day firm business and global business strategy.

Leite, who has expertise in energy, infrastructure and M&A, is based in Sao Paulo. His new role commences on 30 October, when he takes over the reins from John Conroy, who is concluding his second term as chairman after having served on the firm’s executive committee since 1998.

Richards Butler

Barlow Lyde & Gilbert

Barlow’s senior appointments the “start of many more,” says MP Barlow Lyde & Gilbert has strengthened its marine, energy & trade (MET) practice in Asia with the lateral hire of Andrew Horton and the elevation of Patric McGonigal to partner.

Horton, a shipping lawyer with almost 20 years of experience, comes from the Hong Kong office of Richards Butler (in association with Reed Smith) where he was partner. Singapore-based McGonigal was made up to the firm’s partnership and will work with Horton and senior lawyer Gary Yin to develop the firm’s MET offering in Asia. Yin also recently joined the firm from DLA Piper in Hong Kong.

The appointments push the total number of Asiabased lawyers at the firm to over 50, nine of whom are partners.

Trowers & Hamlins

Good things quadruple for Trowers in Bahrain A fortnight after opening its second office in Saudi Arabia (Jeddah), Trowers & Hamlins has brought four new lawyers on board in Bahrain. Rizal Mansor (from Wedlake Bell, UK) and Timothy Goh (from Allen & Gledhill, Singapore) were added Timothy Goh to the corporate department.

Niall McMorrow (Keypoint, Bahrain) joined the firm’s banking team and Peter Hawkes (Cobbetts, UK) became the sixth lawyer in Trowers’ real estate team.

In addition to these lateral hires, the firm also promoted Bahrain-based banking lawyer Jeremy Ingham to its partnership. Ingham’s promotion means he is the firm’s sixth partner in the Bahrain office and its 123rd worldwide.

Walkers

Thorp Alberga

Robertson joins new offshore player in HK Everton Robertson has joined offshore boutique Thorp Alberga as a partner in its newly-launched Hong Kong office. Robertson, who specialises in www.legalbusinessonline.com

pre-IPO financing, private equity, M&A and capital markets transactions, joins the firm from Walkers.

He becomes the firm’s sixth partner globally, and the third in a Hong Kong office opened in April this year, by former Maples and Calder partners Harriet Unger and Richard Thorp.

Global Law Office

working for a broad range of major corporate and financial institutions.

Chau’s practice focuses on banking and structured finance work, emphasising leveraged, real estate, project and asset-based financings throughout Hong Kong, the PRC and Asia region.

Samuel Chau

Norton Rose

New Nortons partner defies movement trends Michael Yu, a former partner at PRC firm Global Law Office, has moved to international firm Norton Rose, defying recent movement trends by lawyers from international to PRC. The new addition will take the partner headcount in Beijing to six and bring the total number of partners to 45 across the Asian offices.

The appointment is part of Norton Rose’s strategy for its China ambitions. “We are concentrating on growing our China offices to reflect the demands of our clients,” said Tim Marsden, London-based group head of corporate. Yu’s corporate expertise includes M&A, IPOs and private placements. He has Michael Yu advised many large-scale projects including China Mobile’s asset acquisition in eight different provinces, CNOOC and Shell Petrochemicals’ US$2.7bn financing project, China Netcom’s RMB5bn bond issuance and the establishment of BOCI Limited.

DLA Piper

New Beijing corporate practice head for firm DLA Piper has promoted Steven Liu to head up its corporate practice in Beijing, shortly after the departure of venture capital and PE practice head Rocky Lee. Liu, who has been a partner at DLA Piper for three years, will oversee the firm’s overall Beijing corporate practice work. He will focus on PE and venture capital, which is a responsibility broader to that in Lee’s former role.

Liu’s recent work includes advising Datang Telecom in its US$171.8m investment in Semiconductor Manufacturing International Corporation and AsiaInfo in its US$733m acquisition of Linkage, the US$40m NASDAQ listing of QKL Stores and VanceInfo’s US$60m secondary and follow-on NASDAQ offering.

Gide Loyrette Nouel

Gide makes key addition to Hong Kong banking & finance practice Gide Loyrette Nouel has appointed Samuel Chau to head its banking & finance practice in Hong Kong. Chau previously served as a consultant in the international finance group of Sidley Austin’s Hong Kong office, and he has 15 years of experience

Nixon Peabody

Nixon Peabody names new China leader following former chair’s departure Nixon Peabody has appointed David Cheng, a partner in the firm’s tax controversies and litigation team, to take over the role of chair and managing partner of the China and Asia Pacific practice. This follows the defection of previous chair Henry Liu to DLA Piper. Nixon Peabody now has three partners and five other legal practitioners located in the Shanghai office.

David Cheng Cheng has represented a host of US, European Union and Chinese companies in cross-border matters, and serves as external general counsel for a number of large and emerging Chinese companies, managing their global legal needs. Formerly based in Silicon Valley, he now spends a majority of his time in the firm’s Shanghai office, which was opened in 2008.

DLA Piper

Cadwalader Wickersham Taft

Rocky Lee trades DLA Piper for Cadwalader DLA Piper’s China venture capital and PE practice has been dealt a huge blow with the recent loss of lead partner Rocky Lee in Beijing. Lee left his position at DLA Piper to become Cadwalader Wickersham & Taft’s Asia managing partner and head of Greater China corporate practice.

Cadwalader’s chairman Christopher White said Lee’s appointment is part of the firm’s long-term strategy for Asia.

Rocky Lee “At this critical moment in the development of Asian finance and given the emerging influence of China, it is more important than ever for clients to seek expert advice concerning complex regulatory and legal matters in Asia,” said Lee. He joined DLA Piper as head of its venture capital and private equity practice in China in 2006. Lee will be based in Cadwalader’s Beijing office. Having advised on many transactions like the NASDAQ IPOs of China Natural Gas and GLG Life Tech Corporation, and the acquisition of Pera Global by Baring Private Equity Asia and CAX, Lee is widely recognised as a veteran of China venture capital and high technology matters.

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News | regional update >>

Regional updates

CHINA

26

CHINA

Paul Weiss

Philippines

SyCip Salazar Hernandez & Gatmaitan

SINGAPORE Loo & Partners

Vietnam

Indochine Counsel

MALAYSIA

Wong & Partners

INDonesia

Bastaman Enrico

Each month, ALB draws on its panel of country editors to bring readers up to date with regulatory developments across the region

CEPA VII: More Investment Facilitation for Hong Kong Service Providers in China On May 27, 2010, the Hong Kong Special Administrative Region and Mainland China entered into the Seventh Supplement (“Supplement VII”) to the Closer Economic Partnership Arrangement (“CEPA”), which was first executed in 2003. Under Supplement VII, Mainland China will provide 35 market liberalization and trade and investment facilitation measures to qualified Hong Kong Service Suppliers across 19 sectors including banking, securities, medical services, tourism, audiovisual services and air transport.

The most significant improvements are discussed below.

Supplement VII provides very favorable measures for Hong Kong Service Suppliers investing in medical services in Mainland China. They are permitted to set up wholly-owned hospitals in Shanghai, Chongqing, Guangdong, Fujian and Hainan (the “Pilot Areas”).

For joint venture hospitals established in the Pilot Areas, there is no ceiling on the percentage shareholding of the Hong Kong Service Suppliers. There is also no minimum amount of total investment for joint venture hospitals established in Guangdong.

This compares favorably with the regime for foreign investors from other countries or outside the Pilot Areas: under the general regime, hospitals may be established only in the form of equity or contractual joint ventures with Chinese parties. The amount of total investment may not be lower than RMB 20 million and the Chinese party must hold at least 30 percent of the total equity interests.

In the area of audiovisual services, Supplement VII allows Hong Kong

Service Suppliers to set up whollyowned enterprises or equity or contractual joint ventures to produce video and sound recoding products.

Existing regulations prohibit any foreign investor from establishing any type of foreign-invested enterprise to engage in the production of video and sound recording products in China. For this preferential treatment to become effective, the Ministry of Commerce and other regulators (in particular the General Administration of Press and Publication) will have to adopt enabling regulations.

Another area opened to Hong Kong Service Suppliers is “internet cultural services” which include the operation of online gaming services and business premises for internet access, i.e., internet cafes. Hong Kong Service Suppliers are permitted to become minority investors in contractual joint ventures with a Chinese party to engage in the operation of online gaming services and internet cafes. Online games and internet cafes remain closed to all other foreign investors currently.

The service liberalization measures under Supplement VII will take effect on January 1, 2011.

Written by Hans-Günther Herrmann, counsel Bianca Ip, senior paralegal Paul, Weiss, Rifkind, Wharton & Garrison Hong Kong Club Building, 12th Floor 3A Chater Road, Central Hong Kong Email: hhermann@paulweiss.com Ph: (852) 2846-0300

Philippines

Implementing Rules and Regulations of the REIT Act of 2009 Approved Republic Act No. 9856 (or The Real Estate Investment Trust (REIT) Act of Asian Legal Business ISSUE 10.7

News | regional update >>

2009) took effect on February 9, 2010.

Its Implementing Rules and Regulations (IRR)-- promulgated by the Securities and Exchange Commission (SEC), in coordination with the Bangko Sentral ng Pilipinas and the Department of Finance pursuant to Section 22 of the REIT Act-became effective on June 10, 2010.

The REIT Act requires a REIT to register its shares in accordance with a REIT Plan and other requirements that may be imposed by the SEC. The IRR sets out information that should be in the REIT Plan including the REIT’s investment policy, business plans for property investment and management, nature and risks of making property investments. It also provides that a REIT must issue shares or record transfer of its shares in the name of its shareholders in the form of “uncertificated” shares, and engage the services of a transfer agent to monitor subsequent transfers of the shares.

The IRR sets out the powers of the REIT as well as the qualifications and functions of its Fund Manager and Property Manager, who are both required to be appointed by a REIT under the REIT Act. The IRR also requires the REIT to appoint a Property Valuer and sets out the latter’s qualifications.

The IRR enumerates allowable investments for REITs including real estate within and outside the Philippines. However, at least 75% of the Deposited Property must be invested in income-generating real estate, and at least 35% of the Deposited Property must be invested in income-generating real estate within the Philippines. On the other hand, investments in incomegenerating real estate outside the Philippines must not exceed 40% of its Deposited Property and requires special authority from the SEC. Aside from those enumerated in the REIT Act, the IRR requires additional information that must be disclosed in the REIT’s annual, quarterly or current reports including breach of the borrowing limit of the REIT and how and when to address said breach, proposed change in the Fund Manager, Property Manager or Property Valuer, material changes in its income stream, and major changes in its accounting policy.

The IRR grants REITs a 30-day curing period within which to correct www.legalbusinessonline.com

events the occurrence of which would disqualify them from availing themselves of tax incentives.

In the meantime, the Bureau of Internal Revenue is drafting the regulations to implement the tax provisions of the REIT Act. Written By Carina C. Laforteza, Partner SyCip Salazar Hernandez & Gatmaitan 3rd Floor, SSHG Law Center 105 Paseo de Roxas 1226 Makati City, Philippines T: (632) 8179811 to 20 F: (632) 8173896; 8173567 E: cclaforteza@@syciplaw.com W: www.syciplaw.com

SINGAPORE

Acra’s New Initiatives To Encourage Voluntary Compliance Amongst Companies The Accounting and Corporate Regulatory Authority (ACRA) has been implementing several initiatives as an impetus for locally incorporated companies to comply with the corporate regulatory requirements as well as acknowledge companies who have made the effort to comply.

For a start, ACRA will focus on the preparation of the annual financial statements, the holding of Annual General Meeting (AGM) and the filing of the Annual Returns (AR).

Whilst these three requirements are important disclosure requirements, their breach ranks top amongst the list of non-compliance of corporate regulatory requirements by companies in Singapore.

Instead of resorting to prosecutorial action, ACRA encourages compliance through various non-penal measures and public education to raise awareness on the importance of compliance. In

this respect, the thrust of the latest initiatives outlined below is to emphasise the importance of these requirements and encourage directors to put in place adequate internal systems and processes which would ensure continuing prompt compliance with the legal and statutory requirements:• Colour-coded Compliance Rating and Certificate of Compliance This rating system recognises companies with a good record for holding its AGM on time, tabling and filing up-to-date financial statements and AR for the year in question with a positive compliance rating (in the form of a green tick) which makes them eligible for a Certificate of Compliance; while those which were non-compliant in their filing would be given a negative rating (in the form of a red cross).

The compliance rating record and other relevant information for all locally incorporated companies will be reflected on ACRA’s free online Directory of Registered Entities for inspection by the public. The Certificate of Compliance translates this information into a more readable form and will also give stakeholders greater transparency and make them better-informed of the state of affairs of the company concerned.

• End of Financial Year (FY) Reminder Letters This is a new value-added reminder service provided to private and nonlisted public companies to alert them that their FY has come to an end and remind them of the actions required to meet the regulatory requirements.

Previously, reminders are sent one month before the deadline for AGM, which, in some cases, could have been too late for the company.

• Shorter Extension of Time (EOT) With its implementation on 1 July 2010, the maximum allowable period for holding of AGM and laying of financial statements at AGM will be reduced from three months to two months. This would ensure that financial statements which are eventually filed are not outdated and companies make early arrangement to have their financial statements done and their AGM held more promptly.

As a custodian of the corporate repository, the business community and government agencies have come to

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News | regional update >>

rely on ACRA for useful corporate and financial information. The timely and accurate disclosure of such information by companies plays an instrumental role in ensuring that corporate data of registered entities in ACRA’s custody are up-to-date and accurate.

For more details on the new compliance initiatives, please visit www.acra.gov.sg.

Written by Ms Tan Chin Yee and Mr Nicholas Chang Ms Tan Chin Yee Legal Associate (Corporate Practice) Ph: (65) 6322-2238 Fax: (65) 6534-0833 E-mail: tanchinyee@loopartners.com.sg and Mr Nicholas Chang Corporate Finance Executive Ph: (65) 6322-2236 Fax: (65) 6534-0833 E-mail: nicholaschang@loopartners.com.sg Loo & Partners LLP 16 Gemmill Lane Singapore 069254

Vietnam

Vietnam: New Rules for Construction Contracts The Vietnamese Government recently issued Decree No. 48/2010/ND-CP dated 7 May 2010 (Decree 48) setting forth new rules on contracts involving construction activities (Construction Contracts).

Decree 48 applies to those involved in Construction Contracts within Vietnam that require an investment of 30% or more state owned capital, with an exception to those Contracts using official development assistance or where international treaties conflict with Decree 48. Construction Contracts using less than 30% state owned capital are not obligated, but encouraged to follow Decree 48.

Under Decree 48, Construction Contracts are classified according to the working substances or the contract value of the Construction Contracts.

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Construction Contracts classified by working substances include (i) construction consulting contracts, (ii) construction execution contracts, (iii) equipment and technology supply contracts, (iv) construction designing and execution contracts, (v) designing and equipment and technology supply contracts, (vi) equipment and technology supply and construction execution contracts, (vii) designing - equipment and technology supply and construction execution contracts, and (viii) turnkey contracts.

Construction Contracts classified by contract value include (i) package contracts, (ii) fixed unit price contract, (iii) adjusted unit price contract, (iv) time based contract, and (v) [completion] percentage based contract.

Decree 48 also establishes seven governing principles when executing Construction Contracts: (i) Construction Contracts shall be entered into on the principles of voluntariness, equality, good will, cooperation, and observance of law and social ethics; (ii) Construction Contracts shall be entered into only after the principal has selected the contractor and the contracting parties have finished the contract negotiation process; (iii) The contract value cannot exceed the winning bid (in a case of bidding) or the approved cost estimate of the bidding package (in a case of contractor designation); (iv) Construction Contracts involving simple and small-scale jobs or bidding packages may set forth all relevant contents within the contract. Construction Contracts involving complex and largescale bidding packages should separate the contractual terms into general and particular conditions; (v) If the investor signs contracts with many contractors for the performance of various bidding packages in one project, the contents of these contracts must be consistent and coordinated during the performance of each contract so as to ensure the general investment effectiveness of the project; (vi) For partnership contractors, the partners must make a partnership agreement. This partnership agreement requires the signatures of all the partners who enter into the Construction Contract with the principal; and

(vii) The principal and the contractor must appoint their representatives to negotiate and enter into Construction Contracts; Decree 48 takes effect from 1 July 2010 and replaces the regulations on Construction Contracts as stipulated in Decree No. 99/2007/ND-CP dated 13 June 2007.

Written By Ho Phuong Luan, Associate Indochine Counsel Unit 4A2, 4th Floor, Han Nam Office Bldg.

65 Nguyen Du, District 1 Ho Chi Minh City, Vietnam (Tel) +848 3823 9640 (Fax) +848 3823 9641 luan.ho@indochinecounsel.com www.indochinecounsel.com

MALAYSIA

Competition Law heralds changes to Business Practices in Malaysia The recently passed Competition Act 2010 and Competition Commission Act 2010 (expected to come into effect in 2011) will require Malaysian businesses to change current business practices which are anti-competitive.

Framework The Act draws on concepts common to most competition laws, in particular, those of the United Kingdom and Singapore.

The Act is centered around two key prohibitions: anti-competitive agreements and abuse of dominant position.

Anti-Competitive Agreements The Act prohibits agreements between enterprises that have either the object or effect of significantly preventing, restricting or distorting competition in Malaysia (“Prohibition”). The Act lists some particularly serious forms of behavior, such as price fixing and bid rigging that will be illegal in all Asian Legal Business ISSUE 10.7

News | regional update >>

cases. However, less serious types of restriction will either fall outside the Prohibition entirely (because they do not significantly impact on competition in Malaysia) or will qualify for a defence to the Prohibition.

In addition, the Act contains a schedule listing a small number of activities that will be excluded entirely from the Prohibition, including acts necessary to comply with other laws and collective bargaining agreements.

Notably, the Malaysian legislators have decided that it will not introduce merger control laws – a form of regulations adopted by many other countries with competition laws – with the Act. Perhaps somewhat unique, is that the Prohibition applies to both horizontal agreements and vertical agreements (i.e. arrangements between enterprises at different levels in the production of distribution chain).

Abuse of Dominant Position The Act also prohibits enterprises from abusing their “dominant position” in a market. The term refers to one or more enterprises possessing such significant power in a market that they are able to adjust prices, outputs, or trading terms without effective constraint from competitors or potential competitors.

A broad range of conduct may fall within the ambit of “abuse of dominant position”, including, among others, the imposition of unfair purchase or selling prices and the imposition of unconnected conditions as a condition precedent to the conclusion of a contract.

Penalties The Competition Commission will be empowered to impose a financial penalty of up to 10% of the worldwide turnover of an enterprise over the period during which the infringement occurred.

Conclusion It is likely that the Competition Commission will produce guidelines and regulations to supplement the Act during the first one to two years of its life. It is hoped that the Commission will be given free rein, devoid of political pressures, to achieve the objectives of the Act when the Commission begins its serious work. www.legalbusinessonline.com

This article is for information purposes only. The contents do not constitute legal advice and should not be regarded as a substitute for detailed advice in individual cases. No decision to act or not to act in a particular way should be taken merely on the basis of this article, and detailed legal advice should always be sought at the earliest possible moment.

Written by Andre Gan, partner Wong & Partners Suite 21.01, Level 21 The Gardens South Tower Mid Valley City, Lingkaran Syed Putra 59200 Kuala Lumpur, Malaysia Tel: +603 2298 7828 Fax: +603 2282 2669 andre.gan@wongpartners.com

INDonesia

Indonesia – New Foreign Investment Regulations On 25 May 2010, the Government of the Republic of Indonesia issued Presidential Regulation No. 36 of 2010 and known as a “Negative Investment List” specifying certain business activities in which foreign capital investment is prohibited or conditional (“New Negative List”). This New Negative List supersedes Presidential Decision No. 77 of 2007 (as amended) which contained the previous version of the negative list.

The New Negative List is significantly more detailed than the previous version as it is designed to provide certainty for foreign investors in certain industries and to attract additional foreign investment in Indonesia. It has also been crafted with the aim of achieving the Indonesian government’s investment target as well as to undertake the Indonesian commitment in relation to the ASEAN Economic Community (AEC).

Some of the changes to the New Negative List involve significant increases in the percentage of permitted foreign equity ownership in certain industries,

although additional restrictions which were not previously stipulated have been imposed. Additional industries included in the New Negative List include the business of Geothermal Power, which is open to foreign equity ownership of up to ninety percent (90%). In addition, foreign equity restrictions in relation to a number of industries have been relaxed, which has resulted in increased foreign ownership thresholds such as in the business of direct selling (from a maximum of 60% to 90%) and construction (from a maximum of 55% to 67%).

The New Negative List has also resolved a number of long standing uncertainties caused by conflicting regulations issued by the Capital Investment Board and the Ministry of Communication and Information relating to foreign investment in the telecommunication tower industry.

The New Negative List resolves existing conflicts disallowing foreign investment in the telecommunication tower industry.

While the New Negative List may resolve certain conflicts in the near future, we anticipate that conflicts between different governmental institutions similar to the telecommunications tower situation, may still possibly arise in the future. Due to the hierarchy of law in Indonesia, there is still potential for additional conflicts to arise in other industries. Certain existing substantive laws (such as Media legislation) which override or are inconsistent with the New Negative List, which will continue to be in effect.

Written By Enrico Iskandar and Jeffry Latumahina Enrico Iskandar Managing Partner, Bastaman Enrico E-mail: enrico@bastamanenrico.com Jeffry Latumahina Associate, Bastaman Enrico E-mail: jeff@bastamanenrico.com Bastaman Enrico (Attorneys At Law) Plaza Asia, Zone 12C Jl. Jend. Sudirman Kav. 59 Jakarta 12190, Indonesia Tel: +(62 21) 514 01 380 Fax: +(62 21) 514 01 379 www.bastamanenrico.com

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ALB special report | India 2010 >>

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India 2010

Asian Legal Business ISSUE 10.7

ALB special report | India 2010 >>

Indian innovation

I

ndia by no means escaped the worst of the financial crisis, but the fact that it was insulated from the effects of highly structured and synthesised financial instruments has seen it weather the economic storm, better than most economies in the region. So much so that it is now not uncommon to hear India mentioned in the same breath as Asia’s other powerhouse economy, China.

A host of regulatory changes including those relating to corporate finance, foreign exchange and Rupee liquidity, plus the relaxation of restrictions vis-à-vis overseas borrowing and FCCB buybacks, were seen as the major reasons behind the

resilience of the Indian economy.

In many respects though, India has more to look forward to than China.

Where China is reaching the apex of its economic power, India has only just started its ascent, with massive infrastructure needs to be fulfilled, capital markets that are busier than most in Asia and legal frameworks which are slowly but surely becoming more transparent. The country has assured itself sound economic growth for at least the next few years – and the news is equally as good for the country’s legal services market.

Law firms in India have grown in size and sophistication as a result of the country’s innovation. They

►► India’s largest law firms Rank Name

Total no of partners

Total no of lawyers

Total no of partners/ lawyers

1

Amarchand & Mangaldas

43

443

486

2

FoxMandal

50

400

450

3

Khaitan & Co

34

209

243

4

J Sagar & Associates

40

180

220

5

Dua Associates

40

190

230 200

6

AZB & Partners

20

180

7

Luthra & Luthra

24

155

179

8

Desai & Diwanji

16

142

158

9

Singhania & Co

17

140

157

10

Kochhar & Co

30

103

133

*Source: ALB50 2010. This table does not purport to be exhaustive.

are not only capable of competing against international law firms with mandates, but also capable of luring their own lawyers back home. ALB

Neeta Sanghavi, Country Counsel UBS: Finding the right mix As UBS’s country counsel for India, Neeta Sanghavi has worked with some of the world’s largest law firms on India’s most innovative capital markets deals of the last few years. She says the standards at domestic Indian law firms are rising.

Sanghavi says that given the hectic nature of capital market deals in India at the moment, turn-around time and “time and attention” are all-important factors in the selection of external counsel. Perhaps even more so than the traditional ‘cost-minimisation’ concerns of general counsels.

When searching for the right external counsel to engage, Sanghavi says it is crucial for in-house lawyers to look beyond the ‘star partner’ who turns up for the pitch, only to go missing for the rest of the deal. Ask whether a firm has the necessary depth of talent in their ranks to complete the deal.

Sanghavi says that although these are all areas where local Indian firms have improved over the past few years, there are still a number of areas where they can do better. She highlights specialized skills, industry knowledge, commerciality and quality of closing opinion as four such areas and challenges Indian firms to become more like their international counterparts in these areas.

Government disinvestment: levelling the legal playing field?

W

ith the Indian government intent on untangling its complex web of asset ownership through a mega-disinvestment program, law firms are in for a busy time over the next 12 months. But while the country’s largest law firms may have hitherto dominated capital markets work, this time around a number of smaller emerging firms may be given a chance to pit their skills against the biggest and ‘best’.

Earlier this year, the country’s Department of Disinvestment said that the Government would seek to

www.legalbusinessonline.com

sell off Rs400bn (US$8.9bn) it holds in a number of India’s corporates.

Disinvestment Secretary Sumit Bose said that for the first time his department would invite a select number of law firms to pitch for the right to offer advice on these deals.

Bose said the country’s top 15 law firms for fundraising in the previous quarter would be asked to submit tenders for mandates and new share sales. “We are drawing up a list of the top law firms based on league tables and inviting them to tender,” he said.

“The change we have brought about is to make the process dynamic.”

“We are drawing up a list of the top law firms based on leaguie tables and inviting them to tender. The change we have brought about is to make the process dynamic” Sumit Bose

Disinvestment Secretary 31

ALB special report | India 2010 >>

The country’s largest law firms – the likes of Amarchand & Mangaldas, AZB & Partners, Khaitan & Co and Luthra & Luthra – will be joined by a host of smaller and upcoming firms like Axon Partners, Jurisprudent Consulting and Rajani Associates.

Although Jurisprudent, Axon, Amarchand and Jones Day teamed up to tender for the mandate to advise on the Engineers India share sale (the first share sale of the new process) they were defeated by a joint Luthra & Luthra/DLA Piper bid. As part of this deal, the government Mudhurima Mukherjee will sell its 10% stake Luthra & Luthra (approximately 33.7m shares) in Engineers India.

“The process in the fresh round of divestments for short-listing law firms was fairly transparent and detailed,” notes Mudhurima Mukherjee, head of capital markets at Luthra & Luthra.

“Law firms were invited and judged on objective parameters such as the firms’ capital market experience, profiles and experience of individuals,

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after which they considered financial bids.” On this occasion it was the financial aspects of the tender which got the Luthra & Luthra/DLA Piper bid over the line. ALB understands that the two firms undercut the Amarchand-led consortium by as much as $US30,000. Luthra & Luthra/DLA Piper cited Rs136Lakhs (US$292,000) while the Amarchand bid came in at Rs150Lakhs (US$322,500).

Switching from being adversaries to partners, Luthra & Luthra and Amarchand teamed up to successfully bid on the IPO of the country’s second-largest oil and gas producer, Oil India. This offering will allow the state-owned company to sell 11% of its enlarged share capital, with a further 10% being sold off at the time of offering to three state-controlled refiners: Indian Oil Corporation, Hindustan Petroleum and Bharat Petroleum Corporation.

The two transactions will reduce the government’s stake in Oil India to 78.4%.

Amarchand had previously worked on the US$1.25bn IPO of NHPC, the first corporate to take the IPO route to

►► Busiest capital markets law firms of 2009 • • • • • • • • • • • • •

Amarchand & Mangaldas Luthra & Luthra S&R Associates Crawford & Bailey Khaitan & Co AZB & Partners Wadia Ghandy J Sagar & Associates Axon Partners Jurisprudent Consulting Partners Rajani Associates Kanga & Co Vaish Associates Advocates

government disinvestment. Yet despite the flurry of work seen for Indian and international firms so far, there is still a lot more to come over the next 12 months.

Boutiques, start-ups get a run

Inviting law firms to tender for government legal work is not an entirely new development for the Indian legal services market. But whereas in the past the process was dogged by claims of nepotism, political favouritism and bias, the way in which the disinvestment program tenders are being handled has brought the government praise in many circles.

Lawyers have lauded the “objectivity and transparency,” of the process.

Yet it should come as no surprise that most of these voices are coming from the nation’s smaller law firms, many of whom are seeing this as an opportunity to crack the big firms’ hold on capital markets work in India.

Abhimanyu Bhandari, co-founder of boutique firm Axon Partners, said he welcomed the new objective approach being employed by the government and hoped that it would be carried through to the private sector. “The process is being run very well,” he says. “I hope that going forward, niche and small law firms who make it to the league tables are given a chance.

Bhandari (who was previously with Shearman & Sterling in Singapore and Cravath) and Anubhav Singhvi, also a Shearman alumnus, set up Axon just over a year ago. The firm pitched for work on the EIL and Coal India disinvestments with fellow boutique Jurisprudent Consulting.

“Once given the chance, firms like Asian Legal Business ISSUE 10.7

ALB special report | India 2010 >>

our – and others – won’t disappoint.

Our lawyers are experienced and this work, which is extremely complex in nature, will give us a chance to prove our worth. Hopefully, it will also bring mandates elsewhere,” he says.

For the time being though, smaller firms like Axon, Jurisprudent and others will have to focus on perfecting their pitch in this disinvestment round. ALB understands that no boutique or smaller firm has achieved the minimum 70 ‘quality points’ required by the Department of Disinvestment to be considered for a mandate – even though they are greatly outstripping their larger

counterparts on costs.

A lawyer familiar with the tendering process said that small firms’ failure to reach the 70-point mark is directly related to the ‘infrastructure and criteria’ guidelines outlined in the EOI guidelines. “The boutiques and smaller firms can’t demonstrate this satisfactorily at the moment, which accounts for why the larger firms are still dominating,” the lawyer said.

“They might need to consider joint bids with other local firms, in addition to international firms, to get them over the line. They have the quality; they just need to prove they have the depth of talent.”

“Our lawyers are experienced and this work, which is extremely complex in nature, will give us a chance to prove our worth.

Hopefully, it will also bring mandates elsewhere ” Abhimanyu Bhandari

Axon Partners

►► Disinvestment tenders: How they work

• For most mandates, invited law firms are sent a tender guideline document in which the mandate is explained and they must address the following points: prior experience and capability of handling public offerings, infrastructure and manpower, understanding of the regulatory framework" and "indicative timeline, and strategy for the public offerings Law firms must then chose their own international partner for the mandate and respond to the above criteria • The firms are then graded by the Disinvestment Ministry to make up 25% of the firm’s ‘quality score’ • Firms must obtain a quality score of at least 70 out of 100 to be considered • The firms which have the highest quality score plus tender the lowest-cost bid win the mandate

Firm Profile

Singhania & Partners LLP

F

IRM PROFILE: Singhania & Partners LLP is a full service national law firm with a successful international law practice out of its offices at New Delhi, Noida, Bangalore, Hyderabad and Mumbai with a team of over 130 including 70 lawyers with some of the best brains in the business. Some lawyers possess dual qualifications as Chartered Accountants or Company Secretaries.

PRACTICE AREAS: Corporate & Commercial, Mergers & Acquisitions, Joint Ventures, Technology Transfer, Bid Process Management, Public Private Partnership, Private Equity, Due Diligence, Cross Border Transactions, Employment Law, Project Finance, Structuring/Restructuring, Financing, Taxation, Real Estate, Regulatory, Intellectual Property (Trademarks/copyright & Patents), Litigation & Arbitration (Supreme Court, State High Courts & District Courts, Consumer MAIN OFFICE S&P House, H 186, Sector 63 Noida 201 301 (NCR of Delhi) Tel: +91 (120) 463 1000 Fax: +91 (120) 463 1001 eFax +1 646 607-4000 (USA) Email: info@singhania.in

www.legalbusinessonline.com

Forums, Administrative & Taxation Tribunals, Domestic & International Commercial Arbitration, DRT, MRTP, BIFR, CLB etc).

SECTORS: Airport, Ports, Roads, Railways, Power, Telecom, Trading, Construction, Manufacturing, Banking & Finance, Defence, Technology, Environment, Food & Drugs, Retail & Franchise etc.

CLIENTS: American Bureau of Shipping (ABS Group), America Online, Altera Corporation, AVI-OIL, Brightpoint, Boortmalt, Choice Hotels, CTCI, Denel, Dorma, Egis International, Flagstone, General Electric, Greenpoint, GMR Hyderabad International Airport, Herbalife, IJM Infrastructure, Indian Minerals Corporation, Inotek, Jones Lang-LaSalle, Louis Berger, McGraw-Hill Companies, Mentor Graphics, Manchester United, Marubeni, New Holland Fiat, National Instruments, Network Solution Inc,

9th Floor, Himalaya House 23, K.G. Marg New Delhi 110 001 Tel.: +91 (11) 4153 1000 Fax: +91 (11) 4153 1001 Email: del@singhania.in

#401 Prestige Meridien II 30 M.G. Road Bangalore 560 001 Tel.: +91 (80) 4113 1900 Fax: +91 (80) 4113 1901 Email: blr@singhania.in

Pelikan, Powerwave, PricewaterhouseCoopers, Ricoh India, Raytheon, Resort Condominiums International, Sharp, Standard & Poor’s, Scott Wilson, Technopak, Telenor, Telent (earlier Marconi), Unitech, Usha Breco (Usha Martin Group), Verizon and PSU’s/Ministries such as Dedicated Freight Corridor Corporation of India, National Highways Authority of India, Punjab State Electricity Board, Power Finance Corporation, Nuclear Power Corporation Ltd, Security Printing & Minting Corporation Ltd. (SPMCIL), IFCI Ltd, Infrastructure Development Finance Company Ltd, State Bank of India, Punjab National Bank, IDBI Bank, RailTel Corporation, Rail Vikas Nigam Ltd, Ministry of Power, Ministry of Finance, Ministry of Railways, Ministry of Surface Transport, Ministry of Road Transport and Highways, Ministry of Chemicals and Petrochemicals etc..

Plot No. 47, Vittal Rao Nagar Madhapur, Hitech City Hyderabad 500 081 Tel: +91 (40) 2311 7977 Fax: +91 (40) 2311 5977 Email: hyd@singhania.in

123 Mittal Court "A" Nariman Point Mumbai 400 021 Tel: +91 (22) 2288 5550 Fax: +91 (22) 2288 5560 Email: mum@singhania.in

33

ALB special report | India 2010 >>

The passage to India: HC ruling presents a roadblock

J

ust over a week before the 2009 Christmas holidays started, a 15-year long case on the future of foreign law firms in India was reaching its finale. But the judgment handed down by the Bombay High Court last December certainly crushed any seasonal cheer. Law firms in the west who were hoping it would forge a path towards liberalisation of the legal market were badly disappointed.

The case centered on whether the Reserve Bank of India (RBI) was right in granting permission in the early 1990s to three foreign firms – White & Case, Ashurst and Chadbourne & Parke – to set up liaison offices there. These offices were allowed to act as a base for largely non-litigious work; to foster communication between the firm’s international offices, local clients and government bodies; and to collect information and promote foreign investments, as well as for “technical and financial collaborations in India with clients and prospective clients”.

However, according to the group who challenged the decision, the Mumbaibased Lawyers Collective, the RBI should not have permitted the offices.

The group said law is not a trade or business like the RBI’s other industry grantees. They also argued that even though the firms weren’t advising on litigious matters, the practice of law also constitutes non-litigious work – their ‘liaison’ activities. They contended that in order to continue carrying out ‘liaison’ activities, foreign law firms

34

must be enrolled under the country’s Advocates Act; the three firms granted permission to practice in India were not enrolled. “This is quite a landmark judgment,” says Aparajit Bhattacharya, a partner at Delhi-based Hemant Sahai Associates. “It’s going to have a significant impact on the opening up of the legal services sector.”

While the decision in favour of the Lawyers Collective was not groundbreaking, it did help reinforce the Indian legal fraternity’s opposition to international law firms. It also clarified certain issues surrounding India’s legal market liberalisation plans. Clearly, foreign firms “cannot carry on non-litigious practice in India, which includes drafting of applications, consultancy work or any legal work that does not involve appearing before the courts, unless they abide by the Advocates Act,” Bhattacharya says.

The decision led the High Court to urge the government to make a formal decree on liberalisation. “[The government must] make appropriate decisions in the matter relating to foreign law firms practising the profession of law in India as expeditiously as possible,” it said.

Setbacks

It’s two steps forward and three steps back as more issues are being raised by the judgment’s implications. Firstly, the judgment had many questioning the legitimacy of foreign firms’ establishing ‘best-friends’ status with

local Indian firms. Clifford Chance, Allen & Overy, Linklaters and Clyde & Co all enjoy ‘best-friend’ agreements with AZB & Partners, Trilegal, Talwar Thakore & Associates and ALMT Legal, respectively.

Many local lawyers feel that foreign ‘best-friend’ firms effectively have an avenue to bypass the prohibitions of having liaison offices. But are foreign firms falling under the definition of having liaison offices? According to a partner at one Indian ‘best-friends’ firm (who did not wish to be named) this is not the case. “Our foreign ‘best-friend’ partner was never practising local law,” he says. “This is a relationship fully compliant with the law, and the High Court decision doesn’t change anything.”

Yet that is no consolation to locals still suspicious of the internal workings of these relationships, since there is no official monitor on whether the firms involved are sharing more than just referrals. “These relationships could well come under scrutiny,” says Bhattacharya. “While ‘best-friends’ relations would not fall within the ambit of a liaison office per se, the underlying philosophy [of the decision] objecting to the setting up of liaison offices by foreign law firms would presumably also apply to entering into ‘best-friends’ relationships. It could also be argued that [these] relationships are more like referral arrangements, and don’t mean that foreign law firms are practising in India or have an office there.”

The larger issue the case has highlighted is the potential for ‘bestfriend’ firms to share financial systems, but as Bhattacharya says, there’s no way of finding this out. “It’s basically an internal thing – documents aren’t filed with a public office,” he explains. “If it’s a relationship where profits and losses are being shared and they’re actually funding the operation of an Indian law firm, there’s obviously an issue. The High Court decision would have an impact on those kinds of operations, because technically that foreign law firm is operating out of India.”

There’s also another way to potentially circumvent regulations, by sending lawyers on secondments.

In a recent poll by the Indian legal trade magazine Bar & Bench, 46% of respondents said that ‘best-friend’ firms sending partners to India are gaining access to the legal sector and Asian Legal Business ISSUE 10.7

ALB special report | India 2010 >>

►► Indian lawyers returning home

The ability of law firms to lure back lawyers who have left for the supposedly ‘greener pastures’ of international law firms is undoubtedly not only a measure of that firm’s pulling power, but also serves as an indication of the complexity, sophistication and maturity of a legal services market. Looking at the high number of Indian lawyers who have returned home over the past 12 months, one can’t help but feel that the country’s legal services market is quickly becoming one of the most well-rounded in the region.

India firms such as Khaitan & Co, Amarchand & Mangaldas, Nishith Desai Associates (NDA) and Luthra & Luthra are either in the process of recruiting or have recently boosted their numbers with significant hires. Vivek Kathpalia, a partner at NDA, said that the firm has recently received several enquiries from lawyers overseas, particularly Indian lawyers who would normally seek positions abroad after completing their LLM degrees there.

"We've received a number of enquiries and we're very excited with this development," said Kathpalia.

"We've responded positively and look forward to them joining us soon."

Luthra & Luthra has been one of the most active firms in this regard bringing home nine senior lawyers from US and UK firms over the past 12 months. The firm said that its hires were both a consequence of contracting legal markets abroad and the need to increase the level of international experience of its lawyers. Some 37 lawyers have rejoined Indian firms from international firms over the past 12 months.

bypassing restrictions, compared to 14% who felt it was simply part of the “non-monetary exchange of skills”.

Market sentiment could be explained by recent strategies adopted by foreign firms. For example, Linklaters made

www.legalbusinessonline.com

headlines after two partners quit the firm to join their Indian best friend, Talwar Thakore & Associates.

And Allen & Overy sent Singapore capital markets partner Srinivas Parthasarathy to Trilegal. While this is common practice, secondments of foreign lawyers happen “across the board” in the Indian legal industry and the firm itself brings in secondments “occasionally.”

The issue isn’t that lawyers are coming into India but whether they are advising on local laws – even those lawyers coming in on a fly-in, fly-out basis. “The foreign lawyers here cannot sign off on an Indian opinion, and so long as they have a work permit on a limited business visa and not have any income generated here, they don’t get a tax status so it’s technically not official.

There’s nothing stopping them [from doing that],” says Bhattacharya. Yet the recent decision hasn’t clarified whether a foreign law firm can set up an office with lawyers admitted to the Indian bar. It’s no surprise that resourceful law firms would want to find as many avenues as possible to secure a passage into the world’s second-fastest growing major economy.

Diplomatic relations

Despite the HC ruling, diplomatic negotiations could present foreign firms with a ticket into the country.

Indian Solicitor-General and chairman of the Bar Council of India, Gopal Subramanium, has met with the Australian Attorney General, Robert

McClelland to discuss liberalisation of the legal markets in the two nations.

McClelland told the Indian delegation that the aim of establishing greater ties between the two nations was not to take work away from local Indian practitioners, but to form partnerships so that Australian and Indian firms may compete for international legal work. Preparatory work is also underway for a free trade agreement (FTA) between Australia and India that could cover legal services.

At present, foreign legal firms cannot establish a presence in India or enter into partnerships with local lawyers or firms. While the relationship between the Australian and Indian legal communities is in its “embryonic phase”, McClelland said at the time that liberalisation was “inevitable”.

The Law Council of Australia and the Bar Council of India have signed a memorandum of understanding (MOU) to promote closer ties between the two legal communities. They also discussed a number of matters of mutual interest, including improved legal services market access through enhanced twoway professional mobility of lawyers and other legal cooperation. These reforms will strengthen opportunities for greater cooperation between foreign and Australian lawyers, McClelland said at the time. Further, the Bar Council of India visited seven Australian university law schools as part of that trip, to consider adding them to the six Australian university law degrees already recognised in India. ALB

35

associations>> >> Feature | international legal association

Joining the alliance As the storm clouds from the GFC dissipate, many law firms are finding that the time is now right to become part of something bigger, by joining an international legal network

“We serve as a resource pooling channel whereby members can tap into the resources of other members.

We combine to shoulder the cost of large-scale seminars and marketing efforts ” Richard Hetke

ALFA International

I

t’s no secret that legal markets in Asia-Pacific are amongst the world’s fastest growing. Every day the legal presses are thrown into overdrive reporting on the birth of new law firms, en-masse partner moves, alliances, mergers and joint-ventures.

Yet despite their growth legal ►► quick facts: International law firm networks Lex Mundi • established 1989, 160 member firms in 99 countries • members are prominent local law firms recognised for the breadth and depth of their legal expertise and their reputations • all members are full-service commercial law firms Meritas • established 1990, over 170 member firms in 60 countries • firms practise in all business areas MSI Global Alliance • established 1990, over 250 independent member firms in 100 countries • membership includes accounting firms • caters for full service, commercial firms which are independent and medium sized in their market and focused on one specific geographic region TerraLex • has 158 firms in 100 countries • members are full-service law firms, typically has only single member in each market, however some jurisdictions may have multiple distinct markets

36

sectors in the region are still viewed – rightly or wrongly – as the most underdeveloped and isolated, and firms here are the least capable of dealing with the demands of multi-national clients. Expansion is needed, but this is not always the most financially viable option for law firms in Asia given the fiscal pressures that many still feel.

This is where international legal networks have an important role to play. Not only do they offer law firms of all sizes a clear-cut answer to their client’s calls for seamless, cross-border advice, but they also provide the means by which some firms can take their own development to the next level.

More than just referrals

While the central importance of international legal networks arguably lies in the steady stream of referral work they open up for their members, they also offer much more. Today these organisations represent a vital part of the rapidly developing Asian legal services market. In many respects they act as a gateway between the East and West, a means by which knowledge, know-how and business development skills can be transferred between developed and developing markets.

International legal associations provide member firms with a wealth of shared resources, the costs of which would normally be prohibitively

expensive for smaller firms to bear.

“We serve as a resource pooling channel whereby members can tap into the resources of other members,” says Richard Hetke, CEO of ALFA International. “We combine to shoulder the cost of large-scale seminars and marketing efforts that would be beyond the financial wherewithal of most individual members.”

These resources may include things such as non-privileged legal research to expert references and client referees, depending on the particular association.

Barbara Dawson, chair of Lex Mundi, agrees that her network is about more than referrals. “Members are not required to refer business only to other Lex Mundi member firms; they are free to refer a matter to the best lawyer for a particular matter. Lex Mundi has an overall commitment to help member firms be the best firms that they can be.

To remain competitive today all firms have a need to continuously improve their practices,” she says.

Global best practice

An important part of helping law firms ‘be the best they can be’ is providing tools to help them efficiently manage their operations. For Dawson, this means a focus on the professional development of its members and the compilation of best practices in a number of key areas so “firms can Asian Legal Business ISSUE 10.7

Feature | international legal associations >>

With over 35 years of unrivalled experience in the United Arab Emirates Afridi & Angell is a premier, high quality law firm with a diversified regional and international practice based on conventional and Islamic banking and financial services, infrastructure and project finance, private equity, maritime and transport law, insurance, litigation support, arbitration, capital markets, real estate and construction.

www.legalbusinessonline.com

37

Feature | international legal associations >>

simply access and implement these best practices and not have to reinvent the wheel.”

Jean-Paul Bignon, chairman of Meritas, says his network offers similar services to its members, but often the most important thing is not having to worry about referring one’s client to another law firm. “Our recruitment process is extremely thorough and we are one of the few networks to reevaluate a firm’s membership on a continuous basis,” he says.

Meritas is not only an ‘invitation-only’ network, but one of the few that grades law firms on their work. The recipient of referred work is graded by the sending firm on the basis of price, quality of work and turnaround time. Results are available to all members and Bignon says they create a ‘peer pressure effect”, where firms know if they don’t perform “they’ll be kicked out.” He is not shy in saying that Meritas has expelled members for failing to live up to these standards. “We want to make sure there is an element of comfort,” he says.

“We want to create a network where a law firm in Paris can refer a client to a law firm in Shanghai without any apprehension at all.”

Association membership is also an invaluable business development resource for the mid-sized firm that is looking to increase its regional and international client base, according to James Mendelssohn, CEO of MSI Network. In his experience, membership

of international legal associations give that extra edge to a law firms’ pitch.

“Access to global resources provided by an international association opens the door to new business opportunities that would previously have been out of the firm’s reach. [It] enables firms to project a stronger marketing proposition when pitching for work from new clients and when trying to win more business from existing clients,” Mendelssohn says.

They also provide firms, many of which are in nascent development stages, with a ready-made set of contacts only a phonecall away. “The benefit for Asian firms– many of whom are newer and have less developed contacts than their counterparts in Europe – is that association membership will provide a network of ‘guaranteed’ contacts where none existed in the past. [This is different from the] US or Europe, where many professionals have some historic contacts and simply use a network or association to supplement them.”

No time like the present

For those law firms considering joining an international legal association, there is no time like the present. Whether a firm is actively seeking out alternative streams of instructions, looking to bolster its regional and international profile in a depressed market or for avenues of growth that do not come with the costly and onerous overheads associated with opening branch offices, this avenue may hold the solution.

►► major international law firm alliances - asia-pacific region Country

Lex Mundi

Amir & Amir Law Associates Jun He Law Office

n/a Grandfield Law Offices

n/a Lehman Lee & Xu

n/a King & Wood

Hong Kong

Deacons

Gallant YT Ho & Co

ONC Lawyers

Hogan Lovells

India

Amarchand & Mangaldas

Khaitan & Co

Indonesia

Ali Budiardjo, Nugroho, Reksodiputro Nishimura & Asahi

Hanafiah Ponggawa & Partners Kojima Law Offices

Chandan Associates; Rajinder Narain & Co Lubis, Santosa & Maulana Kojima Law Offices

Kochhar & Co; Mulla & Mulla & Craigie Blunt & Caroe Ali Budiardjo, Nugroho, Reksodiputro Nishimura & Asahi

n/a

n/a

Lee & Ko n/a

Bangladesh China

Japan Jordan

Ali Sharif Zu’bi, Advocates & Legal Consultants Korea Hwang Mok Park Kuwait Abdullah Kh Al-Ayoub & Associates Malaysia Skrine Pakistan Rizvi, Isa, Afridi & Angell The Philippines Romulo Mabanta Buenaventura Sayoc & De Los Angeles Singapore (currently recruiting) Sri Lanka FJ & G De Saram Taiwan Tsar & Tsai Law Firm Thailand Tilleke & Gibbins UAE Afridi & Angell Vietnam n/a

Meritas

MSI Global Alliance

A perfect example is the Philippines’ firm Carag De Mesa & Zaballero, recently admitted as a member of MSI. Partner Christina Zaballero says that membership ill allow the firm to retain its independence and keep its overheads low, and it will also place it in a better position to service global clients looking to do business in the Philippines.

“With many clients now requiring advice in jurisdictions throughout Asia and in Europe, the Middle East and North America, it is important that we establish stronger, more formal links to law firms around the world,” she says. “Membership also enhances the profile of our firm in the Philippines and will play an important part in our strategy to attract international corporations requiring legal and tax –related services in our country and neighbouring regions.”

This may explain why each of the associations ALB spoke to note an upturn in enquiries. “We have not only had an increase in the number of law firms wanting to join, but we have also seen more of our existing members come to us and refer potential new members,” says Bignon. “This is particularly exciting as it will help Meritas gain a greater foothold in regions where our coverage is not so good.”

The growing importance of legal association membership runs parallel to a number of paradigmatic attitudinal shifts in legal sectors across the region, which Mendelssohn

Pacific Rim Advisory Council Terralex

World Law Group

Amir & Amir Law Associates Hylands Law Firm; Liu, Shen & Associates; AllBright Law Offices; Wang Jing & Co Boughton Peterson Yang Anderson Singhania & Partners

n/a King & Wood

Kartini Muljadi & Rekan

n/a City Yuwa

n/a

Yuasa and Hara; Kikkawa Law Offices n/a

n/a n/a

Kim, Chang & Lee n/a

Yoon Yang Kim Shin & Yu n/a

Bae Kim & Lee n/a

Zain & Co n/a Accra Law

Chooi & Company n/a Carag, De Mesa & Zaballero

Skrine n/a Sycip Salazar Hernandez & Gatmaitan

Azmi & Associates n/a Accra Law

Joyce A Tan & Partners n/a Russin & Vecchi Russin & Vecchi Bin Shabib & Associates Russin & Vecchi

Low Yeap Toh & Goon John Wilson Partners n/a Hutter & Dhira Ltd Emirates Advocates n/a

Rodyk & Davidson n/a Lee & Li Tilleke & Gibbins International Ltd n/a n/a

Kelvin Chia Partnership n/a Pamir Law Group Seri Manop & Doyle n/a n/a

Shearn Delamore n/a Sycip Salazar Hernandez & Gatmaitan Rodyk & Davidson n/a Formosa Transnational Chandler & Thong-Ek n/a n/a

n/a Vaish Associates

n/a

* This table does not purport to be exhaustive

38

Asian Legal Business ISSUE 10.7

Feature | international legal associations >>

believes will benefit those firms that are part of global legal networks. “We are seeing two interesting trends emerge. Firstly, in-house counsel are under huge pressure to control costs and are looking at the role that can be played by mid-size firms that offer not only more competitive and flexible rates, but also better services,” he says.

Mendelssohn also sees more movement at the lateral level, with midmarket firms likely to be the biggest beneficiaries of the big-firm exodus.

“Good opportunities for mid-size firms to make lateral hires from larger firms are emerging, as partners running successful practices at ‘big law’ firms become disillusioned with the overheads inherent in the larger firm structure and are attracted by the opportunities offered by the smaller firms. Mid-sized firms, particularly those that are members of international associations, are in a strong position to capitalise on these exciting growth opportunities.”

reinforce the huge role that the region has to play in ensuring stability returns to world markets. It should come as no surprise then, that legal associations are redoubling their efforts to attract new Asia-Pacific members, particularly from emerging markets.

“There are a number of emerging markets in the Asian region whose firms will benefit greatly from improved access to quality firms (and their clients) overseas – for example, Vietnam, Cambodia and Laos,” says Mendelssohn. While he notes that MSI still continues to receive a steady stream of cold enquiries or recommendations from existing members in the region, he says that the flow has certainly slowed compared to the last few years.

Nonetheless, Mendelssohn says that MSI is looking to fill vacancies in a number of key jurisdictions.

“We anticipate a surge of enquiries throughout 2010 and are advising firms that are pondering association membership to come forward sooner The future is Asia rather later, The financial crisis – and Asia’s relative MeritasHalfPg:ALB HlfPg 7/1/2010 12:30 PMthan Page 1 as territorial vacancies with the larger, more insulation from it– has only served to

“There are a number of emerging markets in the Asian region whose firms will benefit greatly from improved access to quality firms” James Mendelssohn

MSI Network

prestigious associations are limited.

We are currently seeking members in Cambodia, Indonesia, Myanmar, South Korea and Taiwan,” he says.

Bignon’s Meritas is actively looking to increase its presence in Asia as well.

The association recently welcomed Middle East heavyweights Bin Shabib & Associates on board as its UAE member and is “monitoring developments” elsewhere in the region, while making inroads in Eastern Europe and Africa. “We are always looking for new members. A big network means a stronger network for our members and their clients,” Bignon says. ALB

New economy. New demands.

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39

Feature | US firms in Asia >>

Many US firms rode into Asia on the back of inbound investment flows, and have recently lapped up the surge in Asia inflow as the rest of the world stagnated.

But these firms have reaped even more richly in recent years from the steady increase in two other streams of work: Asia outbound business and internal flows within Asia. Both streams are forecast to outdo the importance of outbound investment, and US firms have already been regearing their Asia practices.

Alice Yan investigates 40

Following the flows in Asia:

US firms ride the surge in outbound and intra-Asia

U

S firms in Asia have given a mixed forecast for the region in 2010: blue skies with a chance of rain – in the form of stagnation.

Reports by US firms in Asia over the past 12 months have been unanimously positive, quantified in the doubledigit growth rates seen since the downfall. Leading firm Dorsey has

seen the revenue growth rates of its Asia practice shoot up close to 20% in the past year, with utilisation growth in the impressive 20-30% range.

Orrick’s Asia practice has also seen its revenues increase, in addition to increasing headcount of around 12-20% over the last six months. K&L Gates managing partner in Asia David Tang says their workflow has picked up since Asian Legal Business ISSUE 10.7

Feature | US firms in Asia >>

the second quarter of 2009, and has generated revenue growth of 10-15% and 10% utilisation growth rate.

The growth figures, impressive as they are, probably still understate actual revenue expansion for US firms.

“Fees from some engagements are paid on a milestone basis,” says Christopher Stephens, Asia managing partner of Orrick. “There are lots of projects especially in capital markets and finance for which work done in May and June will show up in July.”

Tang says this expansion has been seen across the board. “Client demand has revved up across all geographical markets and practice areas in the region – from IP to clean technology – in the past 12 months. But the upward trend has been particularly apparent in capital markets.” He says capital markets were the first to come around after the downfall, with a continued influx of listings that have been pending now ready to take advantage of

projection for China for 2010 is 9%.”

However, the US firms foresee possible storm clouds on the horizon. The biggest risk is loss of confidence in the EU and its currency; the big question being whether it will stir a contagion in the market – or be better contained the second time round. Tang says while Asia enjoys a buffer, it is not immune.

“The global economy is closely tied and developments in Europe will generate a ripple effect…the Euro shock in the past 2-3 months has already been felt here.”

Stephens says the second dark cloud is the US deficit. It may squeeze out smaller countries with the tightness felt more painfully because of Europe’s dire need for access to liquidity. The risk of the ‘double-dip’ may not be overwhelming, but it does produce uncertainty. And uncertainty breeds lawyers’ greatest fear: stagnation.

Movement – any movement – in the market generates legal work, and US firms have certainly reaped both the

“Our thriving Asia practice projects to the market that we are a global player and plays an important leverage when tendering for international matters” the positive swing in investors’ moods.

“The Agricultural Bank of Asia, for example, is the largest IPO we’ve seen and is symbolic of the pent-up demand finally finding an outlet.”

Tang says that the firm’s other Asian offices are not far behind.

“Our Singapore office has been quite occupied with financial restructuring work and commercial disputes,” Tang says. “Our Tokyo office has been quite active in asset backed financing.”

Stephens says growth in the region has been led by China. “China enjoys enormous liquidity with over 2.5 trillion in US dollar reserves – the largest in the world and about 30% of the global total. With a credit crunch still affecting the rest of the world, China continues to amass capital.

We continue to see steady volumes of listings in Hong Kong and China,” Stephens says. “The OECD growth www.legalbusinessonline.com

“The trend for interregional investment is only going to continue. A greater proportion of capital in Asia will remain in Asia” Chris Stephens

Orrick

Steve Nelson

Dorsey

ups and downs in Asia. But uncertainty allows for indecisive investors, market inactivity, and idle lawyers. “There are just too many unknowns – economic factors like European debt and liquidity and geo-political legal issues in Iran, Israel and even Korea,” Tang says.

Transactions are being held off and lawyers are left waiting behind in the bleachers.

Inbound outbound swell But for now, US firms in Asia continue to reap the long-term trend of expansion in capital flowing inbound and outbound from the region, which is forecast to amplify. The growth of inbound capital has, in fact, been accelerated by the global slump, and the relative confidence in Asia it produced. “There will continue to be a movement of capital from west to east as more international investors

41

Feature | US firms in Asia >>

– including those in Asia – perceive Asia targets favorably,” Stephens says, “Asia, having weathered the financial crisis well, has earned the confidence of US and European investors. More interestingly as the tail of the financial crisis continues is the flow of capital from Asian countries to other countries in Asia and globally.” Furthermore,

Stephens says that capital inflow will be sustained by the growing recognition that Asian economies will soon substantially outgrow those developed economies in the next decade.

But whereas inbound business has always been the ‘bread and butter’ work for US firms in Asia, the steady rise of outbound work in recent years has dramatically transformed in its importance to law firms: from ancillary or non-existent to a solid half-share of aggregate work.

on the back of this relatively new and highly lucrative workflow. Nelson says Dorsey set up an office in Asia purely to cater to the Asian interests of their US clients. “Our traditional reliance on our home market has gradually declined. We’re taking on much more locally generated work, especially in capital markets. Our current inbound outbound composition is half-half.”

The shift of US firms’ workflow into outbound required them to branch out into new practice areas. “Ten years ago, Dorsey had an exclusive reliance on FDI. M&A made up 10% of our total work in a good year and capital markets were non-existent,” Nelson says. “Now 40% of our work is in M&A and 40% in capital markets, with the remainder in IP and general commercial work.”

He says the firm envisages the growth in outbound to further magnify over the next few years; it has begun realigning

“Our traditional reliance on our home market has gradually declined. We’re taking on much more locally generated work especially in capital markets. Our current inbound outbound composition is half-half” Dorsey’s senior partner Steve Nelson says that while governments in Asia have been encouraging outbound investment in the last ten years, the traditional hesitance toward foreign investment has thawed slowly. “Now finally, there is growing confidence in outbound investment urged by business necessity, as local firms realise they cannot become successful in the global domain – or even in the domestic economy in the long-term – if they cannot establish a solid position in the US and UK markets,” he says.

Stephens says China in particular has really come out in the last couple of years in outbound work; primarily in natural resources but also with broader interests in infrastructure, energy and manufacturing, and the finance required for these deals.

US law firms have been fast to jump

42

Steve Nelson

Dorsey

their strategic focus in preparation. “We have recently refocussed our Shanghai office towards strengthening local networks so it can best leverage the growing outbound flows,” Nelson says.

“We are encouraging lawyers in our Shanghai office with local connections to invest time in building relations with former classmates and colleagues.”

Internal flows expand There has been an upsurge in capital circulation within Asia, in what Nelson calls the ‘new silk road’. “We’ve seen a huge growth in trade and investment in the last five years within Asia and from the Middle East into Asia,” Nelson says. He says that local investors have recognised that the high opportunity markets are close by home.

“Asia is already the biggest destination for outbound investment for Asian Legal Business ISSUE 10.7

Feature | US firms in Asia >>

Korea and Japan and second-largest for Taiwan and China. We are also seeing strong flows between India and the rest of Asia, and a lot more Islamic finance.”

Stephens is in consensus. “Vietnam’s leading investor is Korea and the leading investor in Indonesia and China is Japan. The trend for interregional investment is only going to continue. A greater proportion of capital in Asia will remain in Asia,” he says.

Besides local knowledge and networks, intra-regional investment attracts another home ground advantage. For example, the resource company Sinogold, with significant mining operations on the mainland, found it could only list its shares outside of Asia at a discounted price due to the ‘China risk’. But when Sinogold went to list in Hong Kong their share price doubled.

“Many companies find that while they are penalised outside of Asia for having significant Chinese associations, they can actually list at a premium within Asia because it is essentially a Chinacentric capital market,” Nelson says.

“This is reflected in the substantial rise in IPOs and secondary listings our firm has seen and worked on in China and Hong Kong.”

For US firms in Asia, the growing composition of their work stream in internal workflow places even greater priority on nurturing their local expertise and contacts.

Prioritising Asia in global firm strategy Given Asia has become the focal point of increasingly larger and lucrative capital flows, it is unsurprising that it is a clear priority in US firms’ global business strategy. Management focus and global resources have been geared toward Asia in two complementary strategies.

The first strategy is investing in the infrastructure and human capital of the Asia practice itself. “Growth in our Asia offices, in terms of new offices and adding lawyers, is the fastest across our firm,” Tang says. The second is strengthening ties between the firm’s Asia practice and its other offices. Tang says integration is crucial to making www.legalbusinessonline.com

the most of the lucrative potential of effective cross-referral of work. “Asia is a huge revenue generator in its own right but also as an importer and exporter,” Tang says.

“Our work draws on resources from virtually all 36 offices on a daily basis.

Our top twenty clients use seven to eight of our offices in any given year.”

Nelson says there are strong dollarbased incentives for making strong relationships between offices and individual lawyers Dorsey’s key strategic focus. “Cross-referral work between our Asia and global offices makes up 15-20% of overall revenue,”

“Client demand has revved up across all geographical markets and practice areas in the region” David Tang

K&L Gates

Synergic benefits The strategic reasons for prioritising Asia run beyond the obvious dollars flowing from a high-growth region.

Nelson says the figures from their Asia practice look impressive, but the priority they’ve received from the firm is not proportionate to their relative size or revenue generation. “Our Asia offices generate less than 5% of our overall firm revenue,” he says.

But building up a successful Asia practice yields significant synergic benefits. Nelson says that Dorsey’s Asia practice constitutes a winning plaque in the firm’s overall global image for both its current and potential clients. “Our thriving Asia practice projects to the market that we are a global player, and plays an important leverage when tendering for international matters,” he says.

“The firm has worked on many multinational M&A deals which it would not have gotten if it didn’t have Asia capabilities. It is also an index of the capabilities of our firm. China and Hong Kong are very competitive markets, and our ability to perform well in them is impressive, particularly for a firm from a mid-west background with a non-financial practice focus.”

Stephens also says Orrick’s Asia practice is one angle in its triangular global strategic matrix. “We have strategically set up our offices in what we see as the essential geographical locations around the world: New York, London and China.” ALB

43

EVENTS | ALB LawLaw Awards 2010 SE Asia Awards >>>>

W

hile 2009 was a trying year of corporate collapse and market melancholy, a large number of big-ticket, high-profile, innovative and complex deals nevertheless took place and many of them were nominated and shortlisted for this year’s ALB Law Awards.

Hence, Asian Legal Business (ALB) is delighted to announce the official list of winners from two of the most important nights on Asia’s legal calendar: The ALB SE Asia Law Awards and the ALB Japan Law Awards.

Though they cover the achievements of law firms, in-house legal teams and financial institutions from two different regions, the ALB SE Asia Law Awards and the ALB Japan Law Awards are united in their recognition of Asia’s legal excellence in what was by even the most conservative of measures, a difficult and challenging year for all lawyers.

At the ALB SE Asia Law Awards, Allen & Gledhill was again the big winner overall. Singapore’s largest law firm by headcount took home a total of eight trophies across a number of categories, including Singapore Deal Firm of the Year.

Of the international law firms in contention, Clifford Chance was the

44

most successful scoring six awards including the International Deal Firm of the Year Award.

On the deal front, two of 2009’s largest and most complex capital markets transactions that defied the Great Recession took home top honours. The Singapore Deal of the Year was taken out by CapitaMall’s S$2.8bn IPO. This deal was a favourite among the 31-strong judging panel for a number of reasons, not least of which was that the offering was the largest IPO in Singapore since 1993 and was one of the few IPOs in Singapore to involve the spin-off of a subsidiary by the parent company.

The SE Asia Deal of the Year was taken out by the blockbusting Maxis IPO, which also came out on top in the Equity Market Deal of the Year Category. The US$3.3bn IPO was the largest ever listing in Malaysia and SE Asia and drew in over 20 law firms and investment banks. Judges favoured the deal for its complexity, value and the fact that it was the first deal in the country to feature cornerstone investors.

At the ALB Japan Law Awards, pre-eminent local law firms like Mori Hamada & Matsumoto, Nagashima Ohno & Tsunematsu and Nishimura &

Asahi stole the limelight, featuring in 19 of the total 24 categories of awards on the night. Among the foreign law firms operating in Japan, the big Wall St firms of Simpson Thacher & Bartlett and Sullivan & Cromwell came out of the event on top, receiving four awards each.

On the in-house side, notable winners included financial institutions Morgan Stanley, Daiwa Securities, Goldman Sachs and Nomura, which collectively swept away a total of 17 trophies.

The year’s most coveted deal award – the Japan Deal of the Year – went to the record-breaking Mitsubishi UFJ Global Offering deal. This deal was a favourite among the 25-strong judging panel for a number of reasons, not the least of which was that the highly complex transaction was the largest follow-on offering ever by a Japanese issuer, and the largest securities offering in Japan since 1998. Additionally, the deal was completed in a highly challenging business environment and was executed simultaneously across three jurisdictions.

The finalists in each deal category at the ALB SE Asia Law Awards and the ALB Japan Law Awards were assessed against a range of criteria – size, complexity, breadth and Asian Legal Business ISSUE 10.7

| ALB |Law EVENTS EVENTS SE Asia Awards Law2010 Awards >>

The winners revealed!

Many of the most important members of the legal profession were in attendance at this year’s ALB SE Asia Law Awards and ALB Japan Law Awards, to see the best and the brightest take the stage to receive their richly deserved and hard-earned trophies. Here are all the winners across the 36 and 24 Award categories respectively

innovation. Finalists in each firm and in-house category, meanwhile, were recognised for their outstanding client service as well as their ability to combine rigorous analysis with sound judgement when acting on important transactions, projects and cases throughout calendar year 2009.

ALB, together with all the award sponsors, would like to once more congratulate not only all the winners but also all the finalists for the excellence of work they have delivered under the most testing of market conditions. ALB ►► The ALB Law Awards series – global recognition for Asia’s legal excellence ALB China Law Awards Shanghai – 16 April 2010 ALB Australasian Law Awards Sydney – 13 May 2010 ALB Japan Law Awards Tokyo – 28 May 2010 ALB SE Asia Law Awards Singapore – 4 June 2010 ALB Hong Kong Law Awards Hong Kong – 10 September 2010

wwwalbawardscom www.legalbusinessonline.com

►► DEAL AWARDS CATEGORIES

►► FIRM AWARDS CATEGORIES

Award

Winner

Award

Winner

ASSET & CORPORATE FINANCE DEAL OF THE YEAR

South Beach Consortium term loan facility

COMMERCIAL LITIGATION LAW FIRM OF THE YEAR

Drew & Napier

ISLAMIC FINANCE DEAL OF THE YEAR

Petronas Jumbo sukuk

CONSTRUCTION LAW FIRM OF THE YEAR

Allen & Gledhill

INSOLVENCY & RESTRUCTURING DEAL OF THE YEAR

Lehman Minibonds settlement and unwinding

ENERGY & RESOURCES LAW FIRM OF THE YEAR

Latham & Watkins

PROJECT FINANCE DEAL OF THE YEAR

Senoko Power Project refinancing

IP LAW FIRM OF THE YEAR

Drew & Napier

DEBT MARKET DEAL OF THE YEAR

Republic of Indonesia US$3bn bond offering

Rajah & Tann

EQUITY MARKET DEAL OF THE YEAR

Maxis IPO

THE SINGAPORE CORPORATE COUNSEL ASSOCIATION AWARD INTERNATIONAL ARBITRATION LAW FIRM OF THE YEAR

SE ASIA M&A DEAL OF THE YEAR

Northstar Pacific - Delta Buma transaction

OFFSHORE LAW FIRM OF THE YEAR

Walkers

REAL ESTATE LAW FIRM OF THE YEAR

Allen & Gledhill

IPP FINANCIAL ADVISERS AWARD SINGAPORE M&A DEAL OF THE YEAR

PetroChina - Singapore Petroleum acquisition

SE ASIA DEAL OF THE YEAR

Maxis IPO

SINGAPORE SHIPPING LAW FIRM OF THE YEAR

Allen & Gledhill

SINGAPORE DEAL OF THE YEAR

CapitaMalls IPO

TAX & TRUSTS LAW FIRM OF THE YEAR

Allen & Gledhill

INDIA DEAL FIRM OF THE YEAR

Amarchand & Mangaldas & Suresh A Shroff

INDONESIA DEAL FIRM OF THE YEAR

Hadiputranto, Hadinoto & Partners

MALAYSIA DEAL FIRM OF THE YEAR

Zul Rafique & partners

PHILIPPINES DEAL FIRM OF THE YEAR

Sycip Salazar Hernandez & Gatmaitan

THAILAND DEAL FIRM OF THE YEAR

Baker & McKenzie

VIETNAM DEAL FIRM OF THE YEAR

Freshfields Bruckhaus Deringer

►► IN-HOUSE AWARDS CATEGORIES Award

Winner

BANKING & FINANCIAL SERVICES INHOUSE TEAM OF THE YEAR

Standard Chartered Bank

INVESTMENT BANK IN-HOUSE TEAM OF THE YEAR

UBS

IT/TELECOMMUNICATIONS IN-HOUSE TEAM OF THE YEAR

SingTel

REAL ESTATE & CONSTRUCTION IN-HOUSE TEAM OF THE YEAR

CapitaLand

HILL DICKINSON AWARD SHIPPING IN-HOUSE TEAM OF THE YEAR

Neptune Orient Lines

SE ASIA SHIPPING LAW FIRM OF THE YEAR Ince & Co

INTERNATIONAL DEAL FIRM OF THE YEAR Clifford Chance

SINGAPORE IN-HOUSE TEAM OF THE YEAR CapitaLand

SINGAPORE DEAL FIRM OF THE YEAR

Allen & Gledhill

SINGAPORE IN-HOUSE LAWYER OF THE YEAR

MANAGING PARTNER OF THE YEAR

WongPartnership - Dilhan Pillay Sandrasegara

CapitaLand - Low Sai-Choy

IPP Financial Advisers IPP Financial Advisers Pte Ltd is Singapore’s largest independently owned financial advisory Founded in 1983, it is also Singapore’s oldest and most established, with a reputation for impartial advice and high levels of ongoing service rather than just simple product implementation All representatives are licensed by MAS and offer clients the full range of services from life insurance and medical cover, to savings plans and wealth management, right through to legacy planning and will writing There is also a specialist expatriate division offering tax-efficient and globally portable financial services Based in Singapore, IPP also has licensed offices in Hong Kong and Malaysia IPP currently has in excess of SGD 225 Billion of assets under advice and has recently established ‘IPP Privilege Circle’, with exclusive offerings and expert advice for High Net Worth individuals around the world Contact details: Ian Pryor P: +65 6309 0138 | F: + 65 6309 0127 | E: eag@ippfacom | W: wwwippfacom

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EVENTS | SE Asia Law Awards >>

deals of the year Asset & Corporate Finance Deal of the Year Winner

►► South Beach Consortium term loan facility

• largest Asia issuance in last 5 years and second largest Asia issuance ever

Project Finance DEAL OF THE YEAR

Finalists • CIMB-Standard Islamic Infrastructure Fund • Pengurusan Aset Air ijarah and musyarakah programme • Republic of Indonesia US-dollar sukuk • Safeena first investment • Sunway City musharakah mutanaqisah term financing

winner

►► Senoko Power Project refinancing

Insolvency & Restructuring Deal of the Year Winner

►► Lehman Minibonds settlement and unwinding

Firms: Allen & Gledhill; Appleby; Baker & McKenzie Wong & Leow; Conyers Dill & Pearman; WongPartnership Banks: DBS Bank; HSBC; OCBC; Sumitomo Mitsui; United Overseas Bank • S$400m raised through innovative cross-border structure involving mezzanine facility subordinated to senior bank lenders, and ability of investors of notes to convert notes into ordinary shares • one of largest property-backed loans made in Singapore market in the challenging economic and financial climate of 2009 • interplay between different senior and mezzanine financing structures and need to address varied intercreditor interests of senior and mezzanine lenders required detailed and delicate drafting of key provisions, resulting in intense negotiations

Finalists • Asia Lion and PSA World Port term loan facility • Mapletree Trustee bridge loan refinancing • Safeena first investment • Suntec REIT refinancing • UOL Equity Investment term loan facility

Islamic Finance Deal of the Year Winner

►► Petronas Jumbo sukuk

Firms: Cleary Gottlieb; Kadir, Andri & Partners; Lovells Lee & Lee; Milbank; Zul Rafique & partners Banks: Bank of New York Mellon; CIMB; Citibank; Morgan Stanley • sukuk issued concurrently with US$3bn bond; size of the issue, widespread investor interest and involvement of multinational corporation such as PETRONAS make this truly global issuance • one of two largest global sukuks ever done and first global corporate sukuk of 2009

46

Firms: Allen & Overy; Appleby; Cravath, Swaine & Moore; Fountain Court; Stamford Law Corporation; Weil Gotshal & Manges; WongPartnership Bank: HSBC Accountant: PwC • structure of Minibond Programme has different tiers and many different types of swaps, each requiring substantial documentation and review • both Singapore and English law have to be taken into account in the enforcement proceedings, and settlement deed entered into by seven geographically disparate parties • unprecedented legal issue on whether Lehman Brothers Special Financing would have priority claim on liquidation proceeds, and lack of judicial/commercial precedents in respect of numerous issues

Firms: Allen & Overy; Clifford Chance; Latham & Watkins; Rajah & Tann Banks: ANZ; Bank of Tokyo Mitsubishi UFJ; BNP Paribas; Calyon; DBS Bank; Fortis Bank; ING Bank; KBC Bank; Mizuho Corporate Bank; National Australia Bank; Natixis; OCBC; RBS; Societe Generale; Sumitomo Mitsui; Sumitomo Trust & Banking Co • refinancing of existing bridge loan involved rolling over existing hedge arrangements and establishing corporateguaranteed loan for refurbishing power plants • multi-jurisdictional issues involved because transaction involved Belgian and Japanese sponsors and Dutch and Singapore borrowers and mezzanine lender that is Japanese governmental entity • several branches to this financing, each individually highly innovative and complex

Finalists • Aircel Indian telecom infrastructure project financing • ONGC Greenfield Petrochemical Complex Project financing • Perusahaan Listrik Negara Fast Track Programme project financing • Sasan Ultra Mega Power Project financing

Debt Market Deal of the Year

Finalists • Davomas restructuring • Deutsche Bank Lodha investment restructuring • Measat Satellite Systems project finance restructuring • Suzlon Energy convertible bonds consent solicitation • TT International restructuring

Winner

►► Republic of Indonesia US$3bn bond offering

Firms: DLA Piper; Linklaters; Marsinih Martoatmodjo Iskandar Kusdihardjo Banks: Barclays; CIMB; Citigroup Global Markets; Credit Suisse; Deutsche Bank; Nomura; UBS • first guaranteed medium-term note program established for the Republic of Indonesia • biggest emerging market sovereign bond since Czech Asian Legal Business ISSUE 10.7

EVENTS | SE Asia Law Awards

Republic in June 2008; largest sub-investment grade offering since April 2008; and largest deal in Asia since Hutchison Whampoa’s US$5bn dollar deal in Nov 2003 • drawdown involved dual series issuance pursuant to Rule 144A and Reg S, and followed four weeks after establishment of program

Finalists

SE Asia M&A Deal of the Year winner

SE Asia Deal of the Year winner

►► Northstar Pacific - Delta - Buma transaction

►► Maxis IPO

Firms: Ali Budiardjo, Nugroho, Reksodiputro; Clifford Chance; Hadiputranto, Hadinoto & Partners; K & L Gates; Melli Darsa & Co; Milbank; O’Melveny & Myers; Shook Lin & Bok; Rodyk & Davidson; Stamford Law Corporation; Susanto & Partners Banks: Bahana Securities; Bank of Tokyo-Mitsubishi UFJ; Barclays; CLSA; Danareksa Sekuritas; Deutsche Bank; ING Bank; Macquarie Capital; Sumitomo Mitsui Accountant: PwC • involves six major deals which were interwoven into one large transaction with simultaneous closings: i Northstar bought 40% of Delta ii Delta bought Buma iii-vi Buma raised approximately US$1bn to finance its buyout by Delta through a refinancing, a new facility, a bond and an equity offering • requires complex documents to be prepared, and coordination with many parties involved in the transaction • involved rare leverage buy out (LBO) structure created to accommodate the acquisition of shares in BUMA by Delta

L-R: Ian Pryor, Managing Partner, Expatriate Advisory Group & Director, HNW Division, IPP Financial Advisers Pte Ltd with the winners

• Adaro Indonesia US$800m bond offering • Indika US$230m senior notes offering • Majapahit US$125bn guaranteed notes offering • Sterlite Industries US$500m convertible bond offering • Tata Steel US$875m exchange offer • Temasek US$15bn guaranteed notes offering • Vincom US$100m convertible bond offering

Equity Market Deal of the Year winner

►► Maxis IPO

Firms: Adnan Sundra & Low; Clifford Chance; Kadir, Andri & Partners; Linklaters; Zul Rafique & partners Banks: AmInvestment Bank; CIMB; CLSA; Credit Suisse; DBS Bank; Goldman Sachs; HSBC; JPMorgan; Maybank; Nomura; RBS; RHB; Standard Chartered Bank; UBS • USD33bn IPO of one of Malaysia’s leading mobile communications service providers • largest ever listing in Malaysia and SE Asia • transaction was first in Malaysia to feature cornerstone investors

Finalists • Bank Danamon Indonesia rights offering • Bank Tabungan Negara IPO • BW Plantation share issue • CapitaLand rights issue • CapitaMalls IPO • DBS Group rights issue • Neptune Orient Lines rights issue

Firms: Adnan Sundra & Low; Clifford Chance; Kadir, Andri & Partners; Linklaters; Zul Rafique & partners Banks: AmInvestment Bank; CIMB; CLSA; Credit Suisse; DBS Bank; Goldman Sachs; HSBC; JPMorgan; Maybank; Nomura; RBS; RHB; Standard Chartered Bank; UBS • USD33bn IPO of one of Malaysia’s leading mobile communications service providers • largest ever listing in Malaysia and SE Asia • transaction was first in Malaysia to feature cornerstone investors

Finalists • Northstar Pacifc – Delta – Buma transaction • Perusahaan Listrik Negara Fast Track Programme project financing • Petronas Jumbo sukuk • Republic of Indonesia US$3bn bond offering

Singapore Deal of the Year

Finalists • AIG Asia consumer finance business disposal • BAT Indonesia - Bentoel merger • China Investment Corporation - Bumi Resources investment • HSBC - Bank Ekonomi acquisition • Qatar Telecom - Indosat tender offer • Royal Bank of Scotland Asia banking business disposal • Tech Mahindra - Satyam acquisition

winner

►► CapitaMalls IPO

IPP Financial Advisers Award Singapore M&A Deal of the Year winner

►► PetroChina - Singapore Petroleum acquisition

L-R: Ian Pryor, Managing Partner, Expatriate Advisory Group & Director, HNW Division, IPP Financial Advisers Pte Ltd with the winners

www.legalbusinessonline.com

Firms: Allen & Gledhill; Baker & McKenzieWong & Leow; Drew & Napier; Freshfields Bruckhaus Deringer; King & Wood; Shearman & Sterling Banks: Bank of America Merrill Lynch; Deutsche Bank • US$23bn deal was challenging as PetroChina is a company listed on Shanghai, Hong Kong and New York; target company of acquisition was also listed company in Singapore • four law firms cooperated closely in this deal and made announcements in four jurisdictions almost simultaneously to comply with rules of each exchange • first public takeover by a Chinese company of a target in Asia, and possibly largest public M&A deal in Singapore corporate history since 2001

Firms: Allen & Gledhill; Allen & Overy; Clifford Chance; WongPartnership Banks: Credit Suisse; DBS Bank; Deutsche Bank; JPMorgan • at S$28bn was largest initial public offering in Singapore since 1993 and ranked by Reuters as the tenth largest IPO globally in 2009 • one of the few initial public offerings (“IPO”) in Singapore involving the spin-off of a subsidiary by the parent company • size of deal meant: significant amount of legal due diligence, including co-ordination with foreign counsel in six other countries; and coordination across multiple practice areas

Finalists

FINALISTS

• Advanced Technology Investment Company - Chartered Semiconductor Manufacturing acquisition • KS Energy - Aqua-Terra - SSH privatisation • OCBC - ING Bank Asian Private Banking acquisition • Sincere Watch acquisition

• Lehman Minibonds settlement and unwinding • PetroChina – Singapore Petroleum acquisition • Senoko Power Project refinancing • South Beach Consortium term loan facility • Temasek US$15bn guaranteed notes offering

47

EVENTS | SE Asia Law Awards >>

in-house awards Banking and Financial Services In-House Team of the Year WINNER

►► Standard Chartered Bank

FINALISTS • CIMB • Citibank • DBS Bank • HSBC • Maybank • OCBC

IT/Telecommunications In-House Team of the Year WINNER

WINNER

►► SingTel

►► Neptune Orient Lines

Chan Su Shan, General Counsel/Company Secretary, Singapore Telecommunications Ltd

L-R: Tony Goldsmith, Partner, Hill Dickinson; Lee Hong, Group Legal Manager, Neptune Orient Lines

FINALISTS

FINALISTS

• Axiata • Maxis • StarHub • Tata Communications

Investment Bank In-House Team of the Year

• Cargill (Singapore) • MISC Berhad • Pacific Carriers

Singapore In-House Lawyer of the Year

Real Estate & Construction In-House Team of the Year

WINNER

WINNER

WINNER

Hill Dickinson Award Shipping In-House Team of the Year

►► CapitaLand

►► CapitaLand - Low Sai-Choy

Jun Wong, Executive Director & Head of Corporate Legal, UBS

FINALISTS

FINALISTS

FINALISTS

• City Development • Far East Organization • Jones Lang LaSalle

►► UBS

• Bank of America Merrill Lynch • Credit Suisse Deutsche Bank • Goldman Sachs • JPMorgan Morgan Stanley • Nomura

• City Development - Sharifah Skakila Shah • DBS Bank - Kenneth Fagan • OCBC - Loretta Yuen Ling • StarHub - Veronica Lai

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Asian Legal Business ISSUE 10.7

EVENTS | SE Asia Law Awards

Singapore In-House Team of the Year WINNER ►► CapitaLand

FIRM AWArds Commercial Litigation Law Firm of the Year winner

Construction Law Firm of the Year winner

►► Drew & Napier

►► Allen & Gledhill

L-R: Adrian Pang, Emcee; Jimmy Yim SC, Director, Drew & Napier LLC

L-R: Adrian Pang, Emcee; Serena Choo, Partner, Allen & Gledhill LLP

• 7 Senior Counsel- practice is winner of this category since its inception in 2005 • Advising the MAS in relation to the Lehman Minibond notes programme and sucessfully represented Singapore PM Lee Hsien Loong and Lee Kuan Yew in defamation action against the Far East Economic Review

• A perennial finalist in this category, Allen & Gledhill’s practice spans both contentious and non-contentious work • Significant representative matters include acting for Tuas Power in a project to design, procure, commission, startup, test and deliver the S$2bn BioMass Clean Coal Power and Multi-Utilities Plant and acting for the consortium developing the S$2bn South Beach Project

L-R: Joyce Fong, Senior Vice President & Company Secretary, Singapore Exchange Limited; Low Sai Choy, Senior Vice President, Legal & Company Secretary, CapitaLand

FINALISTS • DBS Bank • Neptune Orient Lines • OCBC • SingTel • Temasek Private Holdings

FINALISTS • Allen & Gledhill • Rajah & Tann

www.legalbusinessonline.com

• Wong & Leow • WongPartnership

FINALISTS • Drew & Napier • Pinsent Masons

• Rajah & Tann • WongPartnership

49

EVENTS | SE Asia Law Awards >>

Energy & Resources Law Firm of the Year Winner

IP Law Firm of the Year Winner

►► Drew & Napier

►► Latham & Watkins

The Singapore Corporate Counsel association award International Arbitration Law Firm of the Year Winner

►► Rajah & Tann

Jimmy Yim SC, Director, Drew & Napier LLC L-R: John O’Toole, General Counsel Asia Pacific, Bank of America Merrill Lynch, Gautam Narasimhan, Associate, Latham & Watkins

• One of the most active practices in Southeast Asia the firm advises E&R companies on project financings, capital markets financings, bank financings and M&A activities across the region, but particularly in Singapore, Indonesia, India, Papua New Guinea, Laos and Thailand • Clients include PT Adaro and its subsidiaries, Senoko Power / Marubeni Corporation, Nippon Oil Exploration and Vedanta Resources

FINALISTS • Gibson, Dunn & Crutcher • Linklaters • Lovells Lee & Lee • Luthra & Luthra • Milbank • Norton Rose

• Award winning IP practice successfully acted for MediaCorp Ltd in a copyright infringement action concerning claims of groundless threats of copyright infringement as well as a counterclaim for copyright infringement • Successfully represented SingTel, in a trade mark infringement matter against Taiwanese computer firm Mitac International Corporation, which alleged that SingTel used “mio” trademarks similar to those it already had in place

FINALISTS • Allen & Gledhill • ATMD Bird & Bird • Baker & McKenzie Wong & Leow • Lee & Lee • Rodyk & Davidson

L-R: Chua Kee Loon, Partner, Rajah & Tann LLP; Chua Lee Ming, General Counsel GIC & VP of the Singapore Corporate Counsel Association

• Led by Chong Yee Leong and anchored by Andre Yeap SC, Francis Xavier SC and Chong Boon Leong, 2009 was another strong year for the firm’s world-renowned international arbitration practice • On top of a GAR 30 ranking (The only Asian law firm to achieve such a feat) the firm had 62 pending international arbitrations with a total quantum value of US$39bn pending as at September 2009

FINALISTS • Allen & Gledhill • Drew & Napier • Herbert Smith • Norton Rose • Shearman & Sterling

Walkers ALB Offshore Law Firm of the Year

3 Church Street # 16-02, Samsung Hub Singapore 049483 T +65 6595 4670 F +65 6595 4671 info@walkersglobalcom

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Since opening their Singapore office in early 2009, offshore leader Walkers has had a significant impact on the region, culminating in the award of ‘Offshore Law Firm of the Year 2010 for South East Asia’ from ALB magazine The team which has now grown to 5 lawyers offering advice upon Cayman Islands and BVI law matters, has completed a large volume of noteworthy transactions in the region in the past year across its range of practice areas, encompassing finance, corporate and investment funds The office is managed by John Rogers who heads up the Finance Group and Ashley Gunning, head of the Investment Funds team They are supported by Finance Partner David Collins, senior funds and corporate attorney Laura Rogers and associate Grace Teo all of whom have a wide range of experience of Asian markets “As the first Cayman Islands law firm to open an office in Singapore and because of our ability to offer both local Cayman Islands and BVI advice, we have received an excellent response from Singapore and international law firms, regional and international banks and investment managers both based in Singapore and elsewhere The feedback from our clients is that they are pleased to have us here on the ground and appreciate our ability to offer face-to-face meetings and real-time advice and execution,” commented Mr Gunning In addition to the Cayman Islands and BVI capability, Walkers also provides Jersey legal advice through its international network and this will be bolstered in the near term with the addition of an office in Dublin, bringing Irish law into the mix The Singapore office works seamlessly with the global network and particularly with the lawyers in the firm’s Hong Kong office, which also boasts an insolvency and corporate restructuring team to service the Asian markets for offshore work “We were delighted to receive the Offshore Law Firm of the Year 2010 Award for South East Asia from ALB magazine,” Mr Rogers said “The award recognises the great strides Walkers has made since we launched in Singapore It is a particularly exciting time to be operating in this region and we are very grateful to all the firms and clients who have chosen to work with us over the past year As a result of the tremendous workflow we have enjoyed, we anticipate further expansion to the team in the coming months” Asian Legal Business ISSUE 10.7

EVENTS | SE Asia Law Awards

Offshore Law Firm of the Year Winner

Real Estate Law Firm of the Year Winner

SE Asia Shipping Law Firm of the Year Winner

►► Walkers

►► Allen & Gledhill

►► Ince & Co

L-R: David Collins, Partner; John Rogers, Partner; Ashley Gunning, Partner – Walkers

L-R: Janet Taylor, General Counsel STATS ChipPAC, Ho Kin San, Partner, Allen & Gledhill LLP

Richard Lovell, Senior Partner, Ince & Co

• A strong 2009 puts Walkers in the mix for a number of awards this year • Deal highlights include acting as offshore counsel on OCBC’s acquisition of ING’s Asian Private Banking business, Safeena first’s investment and the Sincere Watch acquisition – all of which are finalist deals at this years awards

• Always a contender in this category, the firm had another strong year despite the financial crisis bringing property transactions to a grinding halt • Highlights include acting on the acquisition of the Singapore International Convention & Exhibition Centre, Katong Mall and divestment of several buildings, as well as a number of REIT deals including FCT’s acquisition of Alexandra Technopark and the Tianjin Eco-City

• A winner of this award at last years event, 2009 was another strong year for Ince & Co in Southeast Asia • The firm advised on the Safeena first investment and was appointed to the ship finance legal panel of a number of international banks including Standard Chartered and DVB Bank

FINALISTS • Appleby • Cains • Conyers Dill & Pearman • Maples and Calder

www.legalbusinessonline.com ALB_AD186x119_FA_Final.indd 2

FINALISTS • Drew & Napier • Lee & Lee • Rajah & Tann • Rodyk & Davidson • WongPartnership

FINALISTS • Clyde & Co • Holman Fenwick & Willan • Stephenson Harwood • Watson, Farley & Williams

6/23/2010 10:24:24 AM

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EVENTS | SE Asia Law Awards >>

Singapore Shipping Law Firm of the Year Winner

Tax & Trusts Law Firm of the Year Winner

India Deal Firm of the Year Winner

►► Allen & Gledhill

►► Allen & Gledhill

►► Amarchand & Mangaldas & Suresh A Shroff

L-R: Dharmendra Yadav, Vice President, Legal CIMB Bank; Low Pei Lin, Partner, Allen & Gledhill LLP

L-R: Anthony Lee, Head of Legal, Compliance & Secretarial, HSBC, Tang Siau Yan, Allen & Gledhill LLP

S H Bhojani, Partner, Amarchand & Mangaldas & Suresh A Shroff

• Boasts one of the largest shipping practices of any large, full-service law firm in Singapore capable of handling dry and wet work • 2009 major highlights include acting as counsel to Ocean Tankers (Pte) Ltd who entered into a US$70m sale and leaseback of the vessel “Ocean Queen” in a highly structured Shariah-compliant sale and leaseback transaction

• Always a strong contender in this category and winner of this award last year, the firm’s practice spans the entire breadth of the area • 2009 highlights include advising on numerous high-profile capital markets deals, including the issuance of bonds by Temasek, Singapore Telecommunications Limited, Port of Singapore Authority, Singapore Post Limited and South Beach Consortium Pte Ltd, and on the issuance of Islamic debt securities by the Monetary Authority of Singapore and Majlis Ugama Islam Singapore

FINALISTS • Haridass Ho & Partners • JTJB • Rajah & Tann • TS Oon & Bazul

FINALISTS • Baker & McKenzie Wong & Leow • Drew & Napier • KhattarWong • WongPartnership

• A winner of this award in 2009, the firm will once again be in the mix after a strong 12 months on the deal front • Notable matters include acting on Cairn India’s US$16bn bond offering and NHPC’s US$13bn public offering

FINALISTS • AZB & Partners • J Sagar & Associates • Khaitan & Co • Luthra & Luthra • Talwar Thakore & Associates • Trilegal

ALB Indonesia Deal Firm of the Year 2010 ALB Indonesia Deal Firm of the Year 2009, 2008, 2007 and 2005 Chambers Asia Indonesia Law Firm of the Year 2010 IFLR Law Firm of The Year 2009, and 2000-2007 Who’s Who Legal Indonesian Law Firm of the Year 2009

Wealth of experience.

Comprehensive local knowledge.

Broad global perspective.

Hadiputranto, Hadinoto & Partners The Indonesia Stock Exchange Building, Tower II, 21st Floor Sudirman Central Business District Jl. Jenderal Sudirman Kav. 52-53 Jakarta 12190, Indonesia Tel: +62 21 515 5090/91/92/93 Fax: +62 21 515 4840/45/50/55 Email: Please contact Timur Sukirno (Chairman) at timur.sukirno@bakernet.com

www.hhp.co.id Hadiputranto, Hadinoto & Partners is a member of Baker & McKenzie International, a Swiss Verein.

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Advert_CSB_6_DSusanty_JKT_07_02_10_FINAL.indd 1

Asian Legal Business ISSUE 7/2/2010 8:57:04 PM 10.7

EVENTS | SE Asia Law Awards

Indonesia Deal Firm of the Year

Malaysia Deal Firm of the Year

Winner

WINNER

►► Hadiputranto, Hadinoto & Partners

►► Zul Rafique & partners • A perennial finalist and winner of this category in 2005 • Acted on three finalist deals this year including CIMBStandard Islamic Infrastructure Fund, Maxis IPO and the Petronas Jumbo sukuk

Philippines Deal Firm of the Year winner

►► SyCip Salazar Hernandez & Gatmaitan

FINALISTS • Adnan Sundra & Low • Azmi & Associates • Kadir, Andri & Partners • Shearn Delamore • Shook Lin & Bok • Skrine

Mark C Innis, Managing Partner, Hadiputranto Hadinoto & Partners

L-R: Philbert E Varona, Partner; Mia G Gentugaya, Partner; Rafel A Morales, Managing Partner; Vicente D Gerochi IV, Partner, Sycip Salazar Hernandez & Gatmaitan

• One of the most formidable players in the Indonesian legal services arena, the Baker & McKenzie member firm has been nominated for awards in no less than 10 categories at this years awards

• Another perennial finalist and a winner in this category in 2008 the firm had another strong year advising on three finalist deals including AIG Asia’s consumer finance business disposition; Royal Bank of Scotland Asia banking business disposal and the OCBC - ING Bank Asian Private banking acquisition

FINALISTS • Ali Budiardjo, Nugroho & Reksodiputro • Lubis Ganie • Makes & Partners • Melli Darsa & Co • SSEK

FINALISTS • ACCRA Law • Picazo Buyco Tan • Quisumbing Torres • Romulo Mabanta Buenaventurs & De Los Angeles

ALB sub 10-7 Zul Rafique.pdf 1 6/30/2010 2:44:59 PM

ALB SE Asia Law Awards 2010 Malaysia Deal Firm of the Year Islamic Finance Deal of the Year (PETRONAS Jumbo Sukuk) Equity Market Deal of the Year (Maxis IPO) South East Asia Deal of the Year (Maxis IPO) D3-3-8 Solaris Dutamas, No 1 Jalan Dutamas 1, 50450 Kuala Lumpur, MALAYSIA Tel: 603-6209 8228 fax: 603-6209 8221 / 8331 / 8381 email: enquiries@zulrafique.com.my

www.zulrafique.com.my www.legalbusinessonline.com

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EVENTS | SE Asia Law Awards >>

Thailand Deal Firm of the Year winner

winner

Managing Partner of the Year winner

►► Baker & McKenzie

►► Freshfields Bruckhaus Deringer

►► WongPartnership – Dilhan Pillay Sandrasegara

L-R: Yeo Jih-Shian, Associate; James Lockett, Special Counsel (Hanoi); Lorrainne Tay, Partner, Baker & McKenzie

Tran Mai Van, Office Manager, Freshfields Bruckhaus Deringer

L-R: Low Soon Heng, MD, Deputy General Counsel, Asia – Deutsche Bank, Dilhan Pillay Sandrasegara, Managing Partner, WongPartnership LLP

• A perennial finalist in this category and a winner in 2008 and 2009 the firm has had another successful year • Deals include acting in the acquisition of shares in Siam City Bank by Thanachart Bank and providing English and Thai law counsel to the Bank of Tokyo Mitsubishi UFJ, Ltd, Sumitomo Mitsui Banking Corporation and Mizuho Corporate Bank Ltd in connection with a USD 300 million term loan agreement made with PTT Public Company Limited “PTT”

FINALISTS • Allen & Overy • Chandler & Thong-Ek • Clifford Chance

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Vietnam Deal Firm of the Year

• A finalist in this category in 2008 and 2009 • Acted on some of the country’s most high-profile deals of 2009 including AES Corporation on the US$21m development and financing of the 1200MW coal-fired Mong Duong 2 power plant and ANZ on the US$550m acquisition by ANZ of ABN AMRO Bank NV’s business in Vietnam as part of ANZ’s acquisition of RBS’s businesses in Asia

FINALISTS • Allens Arthur & Robinson • Baker & McKenzie • VILAF • YKVN

• Dilhan Pillay’s leadership has seen the firm transformed into one of the largest law firms in the Lion City with a footprint that extends to mainland China and the Middle East • Led the firm’s he recent restructuring initiatives which finetuned the firm’s regional strategy • These initiatives are also part of Dilhan’s succession plan, where he sees that involving a younger generation of lawyers in the strategic development of the Firm, even beyond the level looked at for succession, empowers and develops them into leaders of the future • Dilhan still maintains a busy corporate practice, having acted on the CapitaMalls Asia IPO and ATIC’s acquisition of Chartered Semiconductor Manufacturing

Asian Legal Business ISSUE 10.7

EVENTS | SE Asia Law Awards

FINALISTS • Allen & Overy - Kenneth Aboud • Linklaters Allen & Gledhill - Kevin Wong • Lovells Lee & Lee - James Harris • Rodyk & Davidson - Helen Yeo • Stephenson Harwood- Martin Green • Watson, Farley & Williams - Chris Lowe

Singapore Deal Firm of the Year WINNER ►► Allen & Gledhill

International Deal Firm of the Year WINNER ►► Clifford Chance

Ho Kin San, Partner, Allen & Gledhill LLP

FINALISTS

L-R: Andrew Brereton, Partner; Lee Taylor, Partner – Clifford Chance

• Drew & Napier • Rajah & Tann • Rodyk & Davidson • Stamford Law Corporation • WongPartnership

FINALISTS • Allen & Overy • Baker & McKenzie • Davis Polk & Wardwell • Latham & Watkins

• Linklaters • Lovells • Milbank • Shearman & Sterling

www.legalbusinessonline.com

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EVENTS | Japan Law Awards >> www.albawards.com

deals of DEBT MARKET DEAL OF THE YEAR Winner

►► DEAL AWARDS CATEGORIES

►► IN-HOUSE AWARDS CATEGORIES

Award

Winner

Award

Winner

DEBT MARKET DEAL OF THE YEAR

USJ Buyout Financing

BANKING & FINANCIAL SERVICES IN-HOUSE TEAM OF THE YEAR

Mitsubishi UFJ Financial Group

EQUITY MARKET DEAL OF THE YEAR

Mitsubishi UFJ Global Offering

JAPANESE INVESTMENT BANK INHOUSE TEAM OF THE YEAR

Nomura

The CANADIAN CHAMBER OF COMMERCE IN JAPAN AWARD M&A DEAL OF THE YEAR

Nikko Asset Management & Nikko Citi Trust Sale and Panasonic – Sanyo Electric Acquisition

MERCEDES-BENZ JAPAN AWARD INTERNATIONAL INVESTMENT BANK IN-HOUSE TEAM OF THE YEAR

Morgan Stanley

Finalists

TMT IN-HOUSE TEAM OF THE YEAR

Hitachi

THE JAPAN IN-HOUSE COUNSEL NETWORK AWARD TRADING COMPANY IN-HOUSE TEAM OF THE YEAR

Itochu

• Électricité de France Samurai Bond Offering • Japan Finance Corporation Global Bond Offering • Kenedix Global Convertible Bond Offering • Secured Capital TMK Bond Buyback

JAPAN IN-HOUSE LAWYER OF THE YEAR

Morgan Stanley – Philip Quirk

JAPAN IN-HOUSE TEAM OF THE YEAR

Morgan Stanley

REAL ESTATE DEAL OF THE YEAR

Pacific Century Place Marunouchi Building Acquisition

TMT DEAL OF THE YEAR

Bellsystem24

THE AMERICAN CHAMBER OF COMMERCE IN JAPAN AWARD INTERNATIONAL DEALMAKER OF THE YEAR

Sullivan & Cromwell – Izumi Akai

JAPANESE DEALMAKER OF THE YEAR

Mori Hamada & Matsumoto – Toru Ishiguro

Equity Market Deal of the Year

►► FIRM AWARDS CATEGORIES Award

Winner

DISPUTE RESOLUTION LAW FIRM OF THE YEAR

Nishimura & Asahi

INSOLVENCY LAW FIRM OF THE YEAR

Nishimura & Asahi

IP LAW FIRM OF THE YEAR

TMI

OFFSHORE LAW FIRM OF THE YEAR

Maples and Calder

JAPANESE DEAL TEAM OF THE YEAR

Nishimura & Asahi – M&A Team

ZENSHO AWARD INTERNATIONAL DEAL FIRM OF THE YEAR

Sullivan & Cromwell

JAPANESE DEAL FIRM OF THE YEAR

Mori Hamada & Matsumoto

OSAKA LAW FIRM OF THE YEAR

Oh-Ebashi

JAPAN DEAL OF THE YEAR

Mitsubishi UFJ Global Offering

LIFETIME ACHIEVEMENT AWARD

Anderson Mori & Tomotsune – Tsuyoshi Nagahama

SPONSORS Mercedes-Benz Japan Mercedes-Benz Japan was established in 1986 as an integral part of the worldwide group of Daimler, and has been a pioneer since the dawn of automotive history, and a global leader in the industry.

For nearly a quarter century, Mercedes-Benz Japan has contributed to the growth of the Japanese automotive industry and its market through our comprehensive business activities that have focused ultimately on customer satisfaction.

Contact details T: 0120-009927 (Toll Free from Japan) Email: direct_sales.pool-id@daimler.com

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►► USJ Buyout Financing Firms: Baker & McKenzie GJBJ Tokyo Aoyama Aoki Koma Law Office (Gaikokuho Joint Enterprise); Nagashima Ohno & Tsunematsu; Nishimura & Asahi Banks: Bank of Tokyo Mitsubishi UFJ; Chuo Mitsui Trust & Banking; Calyon Bank; Development Bank of Japan; GE Financial Service; Goldman Sachs; Mizuho Corporate Bank; Nomura; Sumitomo Mitsui; Sumitomo Trust & Banking

Zensho As legal profession recruitment specialists, Zensho is proud to sponsor this year’s award for International Deal Firm of the Year. Specialist recruitment within the legal profession requires local market specialization, long-term commitment, personal attention, discretion, initiative and a sincere intention to help. Our success depends upon our consistent ability to quickly make connections, produce results and maintain strong, lasting relationships within the legal and business community. We hope our continued efforts to be a trusted advisor and provider of accurate and timely information will make us the market’s provider of choice.

Contact details T: +81-3-5575-5091 Email: enquiry@zenshogroup.com

Winner ►► Mitsubishi UFJ Global Offering Firms: Maples and Calder; Mori Hamada & Matsumoto; Nagashima Ohno & Tsunematsu; Paul, Weiss; Simpson Thacher & Bartlett Banks: Daiwa Securities; JPMorgan; Mitsubishi UFJ Securities; Morgan Stanley; Nomura Accountant: Deloitte

Finalists • Elpida Memory Global Offering • Hitachi Global Offering • Mizuho Financial Group International Offering • NEC Common Stock Offering • Nomura Global Offering • Sumitomo Mitsui Global Offering

The Canadian Chamber of Commerce IN Japan Award M&A Deal of the Year

Joint winnerS ►► Nikko Asset Management & Nikko Citi Trust Sale Firms: Kim & Chang; Mori Hamada & Matsumoto; Nagashima Ohno & Tsunematsu; Paul Hastings; Paul, Weiss; Skadden; Sullivan & Cromwell Bank: Citigroup and... ►► Panasonic-Sanyo Electric Acquisition Firms: Arnold & Porter; Baker & McKenzie GJBJ Tokyo Aoyama Aoki Koma Law Office (Gaikokuho Joint Enterprise); Mori Hamada & Matsumoto; Nagashima Ohno & Tsunematsu; Nishimura & Asahi; Simpson Thacher & Bartlett; Sullivan & Cromwell; Weil Gotshal Asian Legal Business ISSUE 10.7

EVENTS | Japan Law Awards >> www.albawards.com

the year

& Manges; Zhong Lun Banks: Daiwa Securities; Goldman Sachs; Mitsui Sumitomo

• Orrick - Yoichi Katayama • Paul, Weiss - Tong Yu • Simpson Thacher & Bartlett - David Sneider

Japanese Dealmaker of the Year

• Linklaters Tokyo • Paul, Weiss • Simpson Thacher & Bartlett

Japanese Deal Firm of the Year

Finalists

WINNER

WINNER

• Mitsui Sumitomo - Aioi - Nissay Dowa Insurance Business Combination • Nippon Mining - Nippon Oil Business Integration • Sompo Japan Insurance - Nipponkoa Insurance Acquisition • Sumitomo Mitsui Banking - Nikko Cordial Securities Acquisition • Yoshimoto Kogyo Privatisation

►► Mori Hamada & Matsumoto - Toru Ishiguro

►► Mori Hamada & Matsumoto

FINALISTS

FINALISTS

• Anderson Mori & Tomotsune - Akiko Kimura • Nagashima Ohno & Tsunematsu - Fumihide Sugimoto

• Anderson Mori & Tomotsune • Nagashima Ohno & Tsunematsu • Nishimura & Asahi

Real Estate Deal of the Year

Japanese Deal Team of the Year ►► Nishimura & Asahi - M&A Team

FINALISTS

winner ►► Pacific Century Place Marunouchi Building Acquisition Firms: Anderson Mori & Tomotsune; Skadden; Walkers; White & Case

• Anderson Mori & Tomotsune - Capital Markets Team • Mori Hamada & Matsumoto - Capital Markets Team • Mori Hamada & Matsumoto - M&A Team • Nagashima Ohno & Tsunematsu - Capital Markets Team

Zensho Award

Finalists • AIG Otemachi Building Sale • Forum Partners - Galileo Japan Trust Investment • Mitsubishi Estate - Towa Real Estate Acquisition • Shinsai-bashi Osaka Building Acquisition

TMT Deal of the Year

Japan Deal of the Year

WINNER

International Deal Firm of the Year WINNER ►► Sullivan & Cromwell

FINALISTS • Davis Polk & Wardwell

WINNER ►► Mitsubishi UFJ Global Offering Firms: Maples and Calder; Mori Hamada & Matsumoto; Nagashima Ohno & Tsunematsu; Paul, Weiss; Simpson Thacher & Bartlett Banks: Daiwa Securities; JPMorgan; Mitsubishi UFJ Securities; Morgan Stanley; Nomura Accountant: Deloitte

FINALISTS • Bellsystem24 • Nikko Asset Management & Nikko Citi Trust Sale • Pacific Century Place Marunouchi Building Acquisition • Panasonic - Sanyo Electric Acquisition • USJ Buyout Financing

Winner ►► Bellsystem24 Firms: Baker & McKenzie GJBJ Tokyo Aoyama Aoki Koma Law Office (Gaikokuho Joint Enterprise); Mori Hamada & Matsumoto; Nagashima Ohno & Tsunematsu; Nishimura & Asahi; Ropes & Gray; Simpson Thacher & Bartlett Banks: Bank of Tokyo Mitsubishi UFJ; Citigroup; Goldman Sachs; Mizuho Corporate Bank; Nikko Cordial Securities; Sumitomo Mitsui; UBS Accountant: PwC

Finalists • eAccess - ACCA Merger • Hitachi Global Offering • Panasonic - Sanyo Electric Acquisition

The American Chamber of Commerce in Japan Award

International Dealmaker of the Year

In-House Awards Banking & Financial Services In-House Team of the Year WINNER ►► Mitsubishi UFJ Financial Group

FINALISTS • Shinsei Bank • Sumitomo Mitsui

International Investment Bank In-House Team of the Year

WINNER ►► Morgan Stanley

FINALISTS • Deutsche Bank • UBS

Japanese Investment Bank In-House Team of the Year

WINNER

WINNER

►► Sullivan & Cromwell - Izumi Akai

►► Nomura

FINALISTS

FINALISTS

• Davis Polk & Wardwell - Ted Paradise • Morrison & Foerster - Dale Caldwell

• Citigroup • Daiwa • Mitsubishi UFJ Securities • Mizuho Securities

www.legalbusinessonline.com

Mercedes-Benz Japan Award

TMT In-House Team of the Year WINNER ►► Hitachi

FINALISTS • IBM • NTT DoCoMo • Sanyo Electric Corporation

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EVENTS | Japan Law Awards >> www.albawards.com

the japan in-house counsel network award

Trading company In-House Team of the Year

FIRM Awards Dispute Resolution Law Firm of the Year

WINNER ►► Itochu

FINALISTS

WINNER

• Mitsui • Sumitomo Corporation

►► Nishimura & Asahi

Japan In-House Lawyer of the Year WINNER ►► Morgan Stanley - Philip Quirk

FINALISTS • Deutsche Bank - Masako Takahata • Nikko Asset Management - David Monroe • Shinsei Bank Edward Gilbert • UBS - Aaron Eddington

Japan In-House Team of the Year WINNER ►► Morgan Stanley

Offshore Law Firm of the Year Winner

FINALISTS

►► Maples and Calder

• Anderson Mori & Tomotsune • Herbert Smith • Mori Hamada & Matsumoto • Morrison & Foerster • Nagashima Ohno & Tsunematsu

• Appleby • Conyers Dill & Pearman • Ogier • Walkers

Insolvency Law Firm of the Year

FINALISTS

Osaka Law Firm of the Year

WINNER

WINNER

►► Nishimura & Asahi

►► Oh-Ebashi

FINALISTS

FINALIST:

• Anderson Mori & Tomotsune • Baker & McKenzie GJBJ Tokyo Aoyama Aoki Koma Law Office (Gaikokuho Joint Enterprise) • Bingham McCutchen • Mori Hamada & Matsumoto

• H Okada

FINALISTS • GE • Hitachi • Itochu • Mitsubishi UFJ Financial Group • Nomura

Matsumoto • Morrison & Foerster • Nakamura & Partners

IP Law Firm of the Year WINNER

Lifetime Achievement Award WINNER ►► Anderson Mori & Tomotsune - Tsuyoshi Nagahama

►► TMI

FINALISTS • Anderson Mori & Tomotsune • Lovells Momo-o, Matsuo & Namba • Mori Hamada &

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Asian Legal Business ISSUE 10.7

EVENTS | Japan Law Awards >> www.albawards.com

BRAVO! The Tokyo office of Baker & McKenzie would like to take this opportunity and express our gratitude in being voted winners at the 2010 ALB Law Awards in Japan.

We modestly accepted Deal of the Year Awards in the following categories: Technology, Media & Telecommunications - Bellsystem 24 Debt Market - Universal Studios Japan Buyout Financing M&A - Panasonic-Sanyo Electric Acquisition

We offer our clients both the uncompromising commitment to excellence expected of a top firm and a distinctive way of thinking, working and behaving — as a passionately global and genuinely collaborative firm.

We seamlessly combine an instinctively global perspective with the nuanced local insights of 3,900 locally qualified lawyers in 67 offices around the world. We call this fluency, and our clients tell us that it is what distinguishes us from other law firms.

To learn more, please visit us at www.bakermckenzie.com or our Tokyo site at www.taalo-bakernet.com.

Baker & Mckenzie GJBJ Tokyo Aoyama Aoki Koma Law Office is a member of Baker & McKenzie International, a Swiss Verein with member law firms around the world. In accordance with the common terminology used in professional service organizations, reference to a “partner” means a person who is a partner, or equivalent, in such a law firm. Similarly, reference to an “office” means an office of any such law firm.

www.legalbusinessonline.com

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Feature | E-discovery >>

►► Did you know?

• Ten years ago a large discovery involved tens of thousands of documents, now major discovery numbers hundreds of thousands of documents • Average managing partner spends 90 minutes per week solely managing e-mail • More than 80% of e-discovery documents are never printed • Between 90-98% of discoveries are moving to electronic format • 100,000 e-mails can be stored on a four gigabyte USB flash drive

E-discovery: navigating through the digital maze Over the last decade law firms have increasingly shunned paperbased discovery methods in favour of electronic systems

D

iscovery can represent a significant part of a legal matter. Just ten years ago a large discovery was considered to involve tens of thousands of documents, but nowadays a major discovery will number hundreds of thousands of pages of material.

Allens Arthur Robinson director of applied legal technology, Beth Patterson, agrees that e-discovery is rapidly changing. There is an enormous amount of electronic data being created, particularly over e-mail. Traditionally, firms would undertake paper-based discovery that would involve dividing staff to search filing cabinets. However, today firms are often dealing directly with their client’s in-house counsel and IT departments to collect documents from their computer systems.

“We help our clients proactively prepare for e-discovery through utilising technology that searches and collects data on their IT systems. We

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use data maps, which allow them to quickly know where documents are, in the event of litigation,” says Patterson.

E-discovery software used by firms Allens uses Ringtail’s Legal 2005, among other software applications, for e-discovery, processing electronic data and reviewing. Patterson says one of the benefits is increased efficiency for document reviewing by lawyers. The software has saved the firm countless hours that would otherwise be spent sifting through client e-mails and other documents received over a period of many years, by filtering out irrelevant data. It also uses a concept search process, which involves searching for relevancy rather than just keywords.

Lee Trevena of Synetek Systems says the average managing partner spends 90 minutes per week solely on managing e-mail. However, firms can reduce this time by using Synetek’s Mailrevive, which automatically

indexes sent and received e-mails and does not require a lawyer to use folders.

“You simply look through e-mails with the search and discovery tool. If security is enabled then it eliminates spam. With Mailrevive all e-mails are centralised and no matter how many e-mails are there you can recover them from one location,” he says.

Hesketh Henry partner Christina Bryant agrees that concept search processes can save a significant amount of time. She points to how a search that would typically take just a few seconds on the firm’s iManage system could take several minutes if searching through shelves. Bryant says the process works by linking documents with certain search criteria, such as date, document type, topics, sender or recipient. Related documents can also be linked to each other. “The ability to file and manage documents electronically reduces the time and resources required for large litigation files, enabling relatively smaller firms to handle larger litigation cases.”

Guidance Software assistant general counsel Albert Barsocchini believes the keyword search is still the most effective and transparent process for discovery and culling. “In litigation Albert Barsocchini or other matters where Guidance there are broad terms, Software advanced search technology should be considered. But usually you do as much culling as possible using keywords and then use the advanced search,” he says.

A lot more than pure discovery Bryant believes that e-discovery software should not only be capable of Asian Legal Business ISSUE 10.7

Feature | E-discovery >>

searching for documents but be able to manage them for lawyers, clients or witnesses, and prevent duplication. To this end, EnCase e-discovery, developed

by Guidance Software, offers an entire package for searching, identifying, preserving, collecting and processing data. Barsocchini says the program is useful in searches of desktops, file shares and e-mail servers in different locations, minimising travel time, business disruption and manpower.

“From a central location on the network you can automatically search the enterprise and collect responsive documents with just one person.

Depending on the keywords used and

them up and export them into a file format ready for case management software such as Ringtail and a range of e-discovery software,” says Trevena. It also provides backup and access to the mail server, even if the network is down. The lawyer simply logs into Mailrevive to read and send e-mails.

Lee Trevena Synetek Systems The messages are then delivered once the server is back online.

Addressing chain of custody Allens has improved its efficiency

“The ability to file and manage documents electronically reduces the time and resources required for large litigation files, enabling relatively smaller firms to handle larger litigation cases” network traffic we can collect and process up to 50 workstations in a matter of days,” he says.

Allens utilises the MD#5 method to cull duplicates quickly and costeffectively. A relatively new area that firms are exploring is near deduplication technology; this allows grouping of similar documents, such as different versions of contracts, for lawyer review.

Mailrevive is also capable of deduplication and can automatically encrypt and archive e-mails. It uses a relational search process called ‘Deeplink’, which allows for searches via keyword, date, body text, attachment and file type. “Once you find a particular record, you can do a search for similar or related searches in the repository. You can package

►► making the most of e-discovery • Some e-discovery software is not only capable of searching for documents but is also able to manage documents and prevent duplication • Keyword searches are still the most effective discovery method, advanced search methods are help most in dealing with large document populations and very broad terms/clauses • Firms can save countless hours otherwise spent sifting through e-mails through using e-mail management software www.legalbusinessonline.com

Christina Bryant

Hesketh Henry

in providing courts with documents related to a discovery via electronic means. In other words, instead of filling a room with printed documents and inviting parties to review them, lawyers simply exchange discoveries via DVD. This is particularly useful following the Federal Court’s new Practice Note 17, which allows courts to take a more active role in discovery. “The proposal is that parties will need to complete a pre-discovery checklist and agree on it upfront. It’s a balance of flexibility; the courts will prescribe more around this area, to reduce costs.”

However, issues can arise from receipt of documents in digital format. Patterson gave an example of correspondence received from another party where macros in the documents had automatically updated the original dates to the date of download.

Nevertheless, there are methods to prove custody in a forensic way, some of which involve Acrobat™ pdfs or a single-page .tif image.

Bryant says the digital format alone involves a range of new issues which weren’t a concern in paper-based discovery, as electronic documents also include metadata such as creation dates, edit dates and versions. This may be very important in the context of a particular dispute but increases the overall volume of discovery.

Another difficulty is matching electronic documents to the document number in a party’s list. Unlike paper documents, the files are not manually stamped with the document number.

Gains from e-discovery software E-discovery can reduce the amount of storage space required: for example, a four gigabyte USB flash drive is capable of storing 100,000 emails.

It can also minimise the number of staff required for routine work, such as searching for files. Bryant agrees that electronic storage can reduce the amount of storage space required in an office, adding that it also enables lawyers to work remotely, which gives greater flexibility. “I can go home or overseas and access the database. I don’t have to carry big folders or bags and that is important to me,” she says.

E-discovery systems can bring significant long-term savings to a firm.

Multiple systems can be leased rather than bought outright, enabling firms to limit their initial setup costs. Allens has leased multiple e-discovery programs.

“It’s not like one size fits all. That’s why a lot of our lawyers opt for a pay-percase charge; they pay for the life of the case and the system is continuously updated and upgraded at no extra charge,” says Patterson.

Barsocchini says most outsourced discovery collections and processing could cost upwards of A$8,000 per custodian, with cases typically involving 50 custodians could cost as much as A$400,000. However, by purchasing EnCase, the software usually pays for itself within one or two cases, depending on the size. “It offers an 80% saving on collection and processing costs. For firms that do not want to buy, we now offer a pay-peruse option, which tracks usage and allows firms to charge back costs to clients. Generally speaking, a pay-peruse staffed search for customers would cost about A$1,500 per custodian, or A$75,000 for 50 custodians,” he says.

Trevena, on the other hand, says outsourcing e-mail discovery can cost firms up to A$50,000 per gigabyte if collection and processing are included.

However, Mailrevive is considerably cheaper and can be leased for a monthly fee starting at A$5 per user, which would cost about A$500 per month for large firms. ALB

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Firm Profile NEWS | news >>

Elite®

Technology grows with your firm

A

For more information please call Mark Gower, Regional Sales Manager, Asia on: +852 9537 4035 Hong Kong 10F Cityplaza 3, Taikoo Shing Hong Kong Phone +852 2147 3201 Fax +852 2520 6646 Email elite.enquiries@thomsonreuters.com Singapore 80 Robinson Road, #15-00 Singapore 068898 Phone +65 9651 3262 Email elite.enquiries@thomsonreuters.com Malaysia No 17, Jalan PJS 7/19, Bandar Sunway, 46150 Petaling Jaya, Selangor Darul Ehsan, Kuala Lumpur, Malaysia Phone +603 5633 0622 Email elite.enquiries@thomsonreuters.com Sydney Level 10, 60 Margaret Street Sydney, NSW 2000 Australia Phone +61 2 9373 1278 Fax +61 2 9373 1693 Email elite.enquiries@thomsonreuters.com

62

sia has become the global centre of change and growth and for law firms practising in the region, flexibility has become the top strategic priority. Firms are moving into new offices, practice areas and client groups at an unprecedented pace. Naturally, there is a common operational concern amongst law firms in Asia about ‘outgrowing’ their technology.

Elite, an operating unit of Thomson Reuters, is a premier provider of financial and practice management systems to the legal industry.

“We are the global market leader in legal software and offer all the security, credibility and resources that title entails,” president and general manager Kim Massana says. “Our software is currently utilised by almost 60% of the top 100 global law firms and over 60% of the top 200 US law firms. “We’ve also captured almost 80% of all new business in the medium-to-large law firm segment in the Asia-Pacific in the past six years.”

Massana says that law firms in Asia’s dynamic market want financial and practice management applications that can grow as firms grow. Elite’s software solution ELITE 3E has been designed to do exactly that. “3E is a platform for the future with a full suite of capabilities in a single application,” Massana says. ““It’s delivered through a consistent web-based user experience that allows firms to easily track and manage activity on a multi-office, multi-currency, global level. It is a scalable and innovative product that grows with the firm.”

A key attraction of ELITE 3E is the product’s global appeal. Since its launch in 2006, 3E has been implemented by law firms across North America, Europe, United Kingdom and Asia Pacific. ELITE 3E’s rapid application development functionality allows firms to embed their unique processes within 3E applications, so that the software can support them in any new geographical region or client group they decide to charter.

“Using 3E’s integrated development

environment, law firms can add or modify screens, create new database tables or columns, and change business logic,” Massana says. “It’s world-class software, built from scratch, on a 20 year platform, not a refresh of an existing system.” She adds “we work with all types of law firms ranging from global players like Allen & Overy to local firms like Lee Hishammuddin Allen & Gledhill. We have a track record of successfully implementing more than 800 systems in more than 25 countries – all custom-designed to meet our clients’ individual needs.”

This extensive experience also testifies to Elite’s leading expertise. “We have a dedicated team of Elite consultants who provide implementation expertise and advanced technology consulting to clients. Firms benefit from the knowledge and expertise these consultants have gained through more than 200 combined years of experience working in the legal industry. Additionally, we’ve taken this expertise and developed a wealth of best-practices for seamlessly integrating our solutions into a firm’s business processes. Our world-class technology and comprehensive services and support enable our clients to maximise performance and foster growth.”

Massana says.

Elite has unsurpassed global capabilities and resources behind them. “Our business is fluent in multiple currencies, languages and taxation and compliance requirements, and our depth of knowledge is unparalleled,” Massana says. “After years of developing solutions for different markets, we know how to help law firms increase profitability and achieve their competitive advantage.”

Elite’s global platform is reflected in the quality of the product, but also enables it to provide value-adding support services. For example, Elite facilitates peer group networks and user group meetings across the world, enabling firms to take part in collaborative dialogue and gain strategic and tactical knowledge that will improve their business.

Asian Legal Business ISSUE 10.7

NEWS | news >>

STAY AHEAD OF THE NEXT CURVE, TOO. ELITE 3E EMPOWERS YOU. Your firm has the talent to prosper in a new economy. Can your technology keep up?

Elite 3E® is the only financial and practice management software built on a 64-bit, Microsoft® .NET framework to take you anywhere you want to go. Its innovative design enables you to create your own processes, not adopt someone else’s. 3E is up and running successfully in today’s leading firms. Firms like yours that stay ahead of the curve.

Call +852 2147 3201 or email mark.gower@thomsonreuters.com to learn how Elite 3E can empower your firm.

© 2010 Thomson Reuters L-359661/5-10 Thomson Reuters and the Kinesis logo are trademarks of Thomson Reuters.

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profile | managing partner >>

64

Asian Legal Business ISSUE 10.7

profile | managing partner >>

alb/Aderant 2010 managing partnerS series

Alan Schiffman and Audrey Sokoloff – Skadden:

The Skadden model

Skadden’s Asia model has provided a blueprint for many international law firms seeking to make their presence felt in Asia. Alan Schiffman and Audrey Sokoloff, the firm’s Asia managing partners, tell ALB why after more than two decades and countless changes in Asia’s legal services markets, their model is still the key to success

W

hen Skadden entered Asia over two decades ago, the move ran counter to what was occurring in the US legal services market. At a time when most of its competitors were focussing their efforts on commencing their continental European and UK operations, Skadden was launching in Tokyo. 20 years, 5 more Asian offices and two localisation processes and few hundred lawyers later, Skadden’s early Asia move is now regarded as a masterstroke, an example of one of the few US firms who ‘got it right’ and its model — the Skadden model — has become something of a blueprint for other US firms looking to make their presence felt in the region. ALB speaks to the firm’s Asia pacific managing partners, Alan Schiffman and Audrey Sokoloff, about the road ahead for the firm in the region.

Job share

Earlier this year, Skadden became one of only a handful of international law firms in the region to split its Asia managing partner role between two lawyers after Sokoloff (managing partner of the firm’s Tokyo office for the last 2 years) joined Schiffman in the position he had held for the last five years jointly with partners from the U.S. “Asia is such a large www.legalbusinessonline.com

region for only one person to be taking care of”, said Schiffman. “The long-term plan was always to have at least two lawyers in the region look after Asiapacific and help to coordinate what we are doing here with what we are doing elsewhere in the world.”

The duo’s immediate task is integrating the firm’s 29-strong Tokyo operations more closely into its broader Asia-pacific operations — something Sokoloff says the firm is focusing on intently.

“Japan has never been fully integrated into Asia-pacific operations of most

Despite the firm’s already high profile in Asia, both also admit that more work can be done in promoting its local law capabilities in key markets.

Skadden was among the first of the major Wall Street law firms to launch a Hong Kong law practice, something which it achieved principally through the lateral hire of Nick Norris ,formerly of Simmons & Simmons, and Dominic Tsun, formerly of Linklaters, in 2005.

The firm also advises on Japanese and English law in addition to US law.

“We have undergone a revolution in terms of our local law practices, so

“There has been a tradition, a market-driven distinction of ‘Asia (ex-Japan) because the economy there was so insular’” law firms and investment banks,” she said. “There has been a tradition, a market-driven distinction of ‘Asia exJapan’ because the economy there was so insular: it wasn’t really Asia-facing, but more western facing. But over the last few years we have seen crossborder volumes pick up and Japanese companies are looking to China, South and South East Asia for investments more often… it makes sense for us to follow this trend.”

Audrey Sokoloff

Skadden

educating the market on our Hong Kong and Japan practices is important,” said Sokoloff. “We want to help clients to understand that we are a global law firm, not just a Wall Street law firm.”

Growth

Schiffman and Sokoloff both said that the firm has no plans to rapidly grow its presence in the region either through en masse lateral hiring or the opening of new offices but will 65

profile | managing partner >>

instead stick with the “measured and considered” growth which has been a hallmark of the Skadden model over the last two decades in Asia.

Notwithstanding this approach, the firm brought on board 10 senior lawyers in the region throughout the course of 2009 (five of whom were partners through internal transfer, promotion or lateral hire), activity which saw it named as one of the 30 fastest growing law firms in Asia during this GFC-affected period.

So will the firm emulate its ’09 performance this year against the backdrop of calmer economic conditions?

“We are opportunistic when it comes to recruiting,” said Sokoloff. “We are not a firm that says we won’t hire laterally, or we will only promote from within. We will hire if the right lawyers are available and they are accretive to our clients and our business, and importantly, if they fit into our organisation.”

One area where Schiffman and Sokoloff are less circumspect is when it comes to the firm’s budding disputes practice.

Last year, London-based Paul Mitchard QC relocated to Hong Kong to launch and head Skadden’s Asia Arbitration and Disputes practice. Mitchard was joined by another London-based lawyer, Calvin Chan as well as Alan Tsang joined the firm as a lateral associate.

Schiffman said the firm (perhaps in true Skadden style) had been investigating the possibility of launching an Asian disputes practice for the better part of three years, but a coalescence of factors including a marked increase in matters the firm was handling plus Hong Kong’s attractiveness as a centre for commercial arbitration, made the timing just right.

“We were handling a number of highend and complex Asia-related disputes out of our US and London offices and realised that we needed to have a presence in Asia sooner rather than later,” he said. “After consulting with our corporate lawyers on the ground here, we felt the timing was right and Paul Mitchard was the perfect person to lead us given the fantastic job he has done in building our practice in Europe.”

Although not having any concrete plans for hiring additional resources in the area, Schiffman says the group will expand naturally as has been the case 66

“Sidebar is one of the firm-wide program we are most proud of. We have had lawyers go off and study intensive Mandarin for a year, some bengoshi go off and spend a year studying intensive English, and one even hiked the Appalachian trail” with the firm’s practice in Europe. “As we have seen in other regions, once you bring in one disputes lawyer you soon find you need 2 or 3 more,” he said. “This is what occurred in Europe where Paul Mitchard started the group with only himself and has grown it to over 30 lawyers.”

The death of ‘big law’?

In a recent paper titled ‘The death of big law’, Larry Ribstein, a professor of law at the University of Illinois, makes his case for the death of ‘big law’. He says that big firm models premised on increasing the leverage of offices and lawyers and the diversification of practice areas is failing and in need of restructuring. Ribstein contends that leveraging reputations across multiple offices makes it difficult for large US firms to maintain the value of that reputation.

Both Schiffman and Sokoloff, while being quick to point out that “Skadden is not big law, in the sense Ribstein describes”, agree that firms who have pursued rampant international expansion or large-scale mergers in order to survive or compete in a tough market may have to re-evaluate their strategies given the flaws that the financial crisis has exposed in this model.

Schiffman is also wary of the impact that the recent flurry of Trans-Atlantic mergers may have on the brands of law firms and cautions firms looking to merge to do all they can to ensure the integrity of the brands, of their legacy firms, is preserved.

“Mega mergers can affect brands.

This is inevitable and it doesn’t matter if it’s a law firm or a consumer products company,” he says. “How clients and potential clients perceive your brand is important and becoming an increasingly important factor for law firms to be aware of.”

On what impact such mergers are likely to have for international law firms in Asia, Schiffman expects the affects to be minimal. “There may in fact be less competition as a result of the client

Alan Schiffman

Skadden

conflicts that will emerge, but I doubt whether the major international law firms will look at a Trans-Atlantic or a Trans-Pacific merger and think, ‘what will our response be.” Sokoloff adds that despite the wide coverage and increased manpower that firms like Hogan Lovells and SNR Dentons will have in Asia and beyond, such moves “don’t change our thinking”, and the firm is highly unlikely to be shaken as result and even less likely to consider a merger itself, “a merger for us would be surprising and historically unprecedented.”

Sidebar

Skadden was one of the few international law firms to emerge from the financial crisis with an enhanced HR reputation- something Sokoloff directly attributes to the firm’s ‘Sidebar’ initiative. As part of this program, lawyers at associate and counsel level were permitted to take up to a year off to pursue interests outside the firm. Sokoloff said that around 15 lawyers from the firm’s Asia pacific offices participated in the program and these lawyers are now returning to work as transactional levels across the region begin to pick up.

“Sidebar is one the firm-wide programs we are most proud of,” Schiffman said. “We have had lawyers go off and study intensive Mandarin for a year, some bengoshi go off and spend a year studying intensive English and one lawyer even hiked the Appalachian Trail. Rather than be out there desperately trying to replace the people we laid off, we are now ready to welcome back lawyers who took up Sidebar.”

Schiffman says while the financial crisis has taught law firms a number of salutary lessons; the most important is arguably to recognise the importance of people. “If nothing else, the last 18 months have taught us about the value of people, and how important it is train, develop and nurture them during the downtime.”ALB Asian Legal Business ISSUE 10.7

Feature | interview >>

In-house perspective

Deborah Marris, ANZ Bank:

Global outlook Deborah Marris is ANZ Bank’s general counsel for the Asia-Pacific, Europe & America Division. Having recently been named 'Australian In-house Lawyer of the Year' at the 2010 ALB Law Awards, she speaks about her career and the challenges of the GC role in an expanding Asia-Pacific operation

W

hen Deborah Marris first took on the role of general counsel for the Asia-Pacific, Europe & America (APE&A) Division at ANZ Bank in 2008, her team consisted of three lawyers in London and no one based in the Asia-Pacific region. Fastforward to 2010 and the APE&A Legal team now has 45 members – a rapid growth which mirrors the expansion of ANZ in the Asia Pacific. “People came on very quickly – there was a real need for the business to have in-house in-country legal support – so there was a lot of goodwill for us to grow. We now have lawyers in a number of countries including Hong Kong, Cambodia, Vietnam, Indonesia, Taiwan, China, and Singapore,” says Marris. Last year’s US$550m acquisition and integration of selected Royal Bank of Scotland (RBS) retail, wealth and commercial businesses across several Asian jurisdictions is an example of the kind of ambitious activity upon which the team is called to provide advice.

While Marris and her team are focussed on the bank’s APE&A operations, there is also an ANZ legal team responsible for New Zealand and an Australian legal team that supports the bank. This team also deals with matters such as M&A, IT outsourcing and

68

dispute resolution where these impact the bank as a whole. The acquisition of the RBS businesses in six Asian markets provides an example of how the structure works – a dedicated M&A team looked after the due diligence and signing of documentation and then Marris and her team took over the integration of the business from a legal and regulatory perspective.

Marris says that the deal was not your typical acquisition. “We have had a gruelling schedule since the deal was signed in August 2009 and we were required to close all six markets by 31 July 2010. The deal was an asset and liability acquisition of parts of the business, and not an equity acquisition, in what is a highly regulated industry – banking. This has made the process of taking legal control quite complicated and time consuming,” she says. “In addition to our team there has been a large integration team based mainly in Singapore supporting the integration,

covering off areas such as risk, finance, IT, communications, HR and the various business areas.”

The deal was not an equity acquisition because in many cases RBS operated through local branches rather than a local company which could be sold. ANZ itself uses a similar structure in some countries, although in some jurisdictions such as Vietnam and China it has made the decision to expand its presence by incorporating. Still, the nature of the transaction was highly challenging. “You have to pick up every asset and every liability and move it individually, as most countries did not provide a transfer mechanism,” explains Marris.

“Obtain [customer] consent – it was a huge process. I still find it staggering that we’ve managed to do it.”

Tax and law

Marris has degrees in both law and accounting and she was previously a tax principal at Ernst & Young and a

“We have had a gruelling schedule since the deal was signed in August 2009 and we were required to close all six markets by 31 July 2010. The deal was an asset and liability acquisition of parts of the business and not an equity acquisition”

Deborah Marris

ANZ Bank

Asian Legal Business ISSUE 10.7

Feature | interview >>

www.legalbusinessonline.com

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Feature | interview >>

“We find that in some countries, the international firms are not there or may not have been there long enough to have the linkin with the regulators or the people on the ground we need” Deborah Marris

ANZ Bank

partner at Minter Ellison Rudd Watts.

Marris also spent time working for Magic Circle firms in London and Hong Kong. “Law firms and accounting firms are structured quite differently.

In an accountancy firm you don’t just have accountants – you have all sorts of specialists such as scientists and engineers and IT specialists and lawyers. Not everyone who is a partner needs to be an accountant – it is a lot more diverse. The structure is also more pyramid-shaped so a partner will tend to have a lot more people that they are responsible for than a partner in a law firm. I have enjoyed having the ability to move between the two.”

Law firms

For external legal advice, Marris uses a mix of international and local firms 70

in each jurisdiction. “We find that in some countries, the international firms are not there or may not have been there long enough to have the link-in with the regulators or the people on the ground we need,” she says. “That’s not always the case though, as sometimes the international firms have hired local people and have associations with firms already in the country.

The requirement to hold professional indemnity insurance varies across countries also and may be a factor in deciding which firms we use for particular matters.”

There has been talk of the emergence of truly global law firms following global clients and Marris says that she can understand the advantages from the client perspective. “Often we roll something out across the whole

region – we can go to one law firm and say, for example, we want to roll out a particular product in every country we’re in, they can manage it for us and draft the appropriate documents to cover legal and regulatory issues in all countries – and we don’t have to deal with each individual firm and explain what we need and do the managing of the advice. That said, we do have great law firms across Australia and the region – and we therefore don’t necessarily need a firm that can be in every country,” she observes.

In either case Marris has a clear sense of where her own role fits in the equation. “As we understand ANZ and what the business is looking for, as well as what we need the advice to cover, we do a ‘sense test or ANZ test’.” Marris says the concern is not as much about inaccurate advice as it is about drilling down into the advice. “Law firms may prefer to sit on the fence with opinions using wording like 'it should be okay' or 'it might be the case' – that kind of wording makes it difficult for us in managing the legal risk. We need to know what 'might' means, even if the result is unclear.” she says.

And what advice can she give to lawyers aspiring to a GC position?

The key, according to Marris, is to embrace change and to be prepared to take risks. “You have to be prepared to do anything – for example, I will do photocopying, do anything it takes to make something happen. It’s the attitude – you have to be prepared to be pragmatic and focussed on the end result. There is no point doing a lot of hard work but not delivering the end result. And take opportunities – you have to be prepared to take risks. Every change – for example, moving from private practice to inhouse or moving countries to take up opportunities – involves risk and I do think you have to take risks to move forward,” she says.

Marris must have impressed a few people along her own career path – in this year’s ALB Law Awards she was voted the Australian In-house Lawyer of the Year. “It was nice to be nominated and a lovely surprise to win,” she says. “If you look at the other people who were nominated, it was very humbling to have won. I was thrilled.” ALB Asian Legal Business ISSUE 10.7

Feature | interview >>

www.legalbusinessonline.com

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MARKETdata DATA| M&A | M&A market >>>>

In association with

M&A TRANSACTIONS AND STATISTICAL ANALYSIS Top 10 Announced Deals - Asia-Pacific (May 22, 2010 - June 25, 2010) Announcement Date

Target Company

Target/Seller Legal Advisor

Bidder Company

Bidder Legal Advisor

9-Jun-10

Hangang Group Hanbao Iron and Steel Co Ltd

Blake Dawson

Hebei Iron and Steel Co Ltd

Jincheng, Tongda & Neal

10-Jun-10

PT Bryayan Bintangtiga Energi; and PT Srivijaya Bintangtiga Energi

Advising seller: Crawford Bayley; Stephenson Harwood

Reliance Coal Resources Pvt Ltd

1-Jun-10

EON Capital Berhad

Concord & Partners

AFFIN Holdings Berhad

24-Jun-10

Pioneer Natural Resources (Eagle Ford Shale) (45% stake)

Reliance Industries Ltd

Baker Botts

7-Jun-10

Hong Kong Aircraft Engineering Co Ltd (54.04% stake)

Swire Pacific Ltd

Slaughter and May

1,245

27-May-10

Parkway Holdings Ltd (27.66% stake)

Khazanah Nasional Berhad

Allen & Gledhill

1,060

Stamford Law Corporation; WongPartnership;

Seller Company

Deal Value (USDm)

Handan Iron & Steel Group Co Ltd

2,346

PT Sugico Graha

1,600

1,581 Alfa SAB de CV; and Pioneer Natural Resources Co Inc

1,355

Advising financial advisor (Morgan Stanley): Shook Lin & Bok Singapore 11-Jun-10

Infotel Broadband Services Private Ltd (95% stake)

16-Jun-10

Apollo Solar Energy Technology Holdings Ltd (51.57% stake)

22-Jun-10

28-May-10

Notes:

Reliance Industries Ltd

Leung and Lau

1,022

Hanergy Holdings Group Limited

Herbert Smith/ Gleiss Lutz/Stibbe

490

Lee & Man Paper Manufacturing Ltd (12% stake)

Nippon Paper Group Inc

Linklaters

Areva T&D India (20% stake)

Alstom SA; and Schneider Electric SA

Amarchand & Mangaldas & Suresh A Shroff & Co; Darrois Villey Maillot Brochier; Linklaters

457

Gold Best Holdings Ltd

439

Top deals table includes lapsed and withdrawn bids, and is based on geography of either target, bidder or seller company being Asia-Pacific•Quarterly trend graph excludes lapsed and withdrawn bids, and is based on dominant geography of target only being Asia-Pacific•League tables are based on geography of either target, bidder or seller company being Asia-Pacific. League tables of legal advisors include lapsed and withdrawn bids, while league tables of financial advisors exclude lapsed and withdrawn bids. League tables are ranked by value • Statistics includes all deals valued over USD 5m. Where deal value not disclosed, deal has been entered based on turnover of target exceeding USD 10m•Activities excluded from statistics include property transactions and restructurings where the ultimate shareholders’ interests are not changed.

League Table of Legal Advisors to Asia-Pacific (ex-Japan) M&A (Jan 01, 2010 - June 25, 2010) Rank

House

League Table of Financial Advisors to Asia-Pacific (ex-Japan) M&A (Jan 01, 2010 - May 21, 2010)

Value (USDm)

Deal Count

Rank

Value (USDm)

Deal Count

1

Herbert Smith/Gleiss Lutz/Stibbe

50,166

8

1

JPMorgan

30,839

22

2

Slaughter and May

40,488

9

2

Morgan Stanley

30,001

20

3

Norton Rose

38,129

17

3

UBS Investment Bank

29,568

23

4

Simpson Thacher & Bartlett

37,422

6

4

Deutsche Bank

23,802

20

5

Cravath Swaine & Moore

36,988

2

5

Macquarie Group

21,885

16

6

Sullivan & Cromwell

36,077

4

6

Goldman Sachs

19,493

25

7

Cleary Gottlieb Steen & Hamilton

35,950

3

7

Barclays Capital

17,518

9

8

Debevoise & Plimpton

35,922

2

8

Nomura Holdings

15,635

8

9

Weil Gotshal & Manges

35,698

3

9

Bank of America Merrill Lynch

14,696

11

10

Davis Polk & Wardwell

30,930

8

10

BNP Paribas

14,474

6

Based on announced deals, including lapsed and withdrawn bids, from 1 January 2010 to 25 June 2010

House

Based on announced deals, excluding lapsed and withdrawn bids, from 1 January 2010 to 25 June 2010

Asia-Pacific M&A Activity - Quarterly Trends 900

200,000 180,000

800

Value (USDm) Volume

140,000

700 600

120,000

500

100,000

400

80,000

300

60,000

200

40,000

100

20,000 0

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Number of deals

Value (USDm)

160,000

Q1 03

Q2 03

Q3 03

Q4 03

Q1 04

Q2 04

Q3 04

Q4 04

Q1 05

Q2 05

Q3 05

Q4 05

Q1 06

Q2 06

Q3 06

Q4 06

Q1 07

Q2 07

Q3 07

Q4 07

Q1 08

Q2 08

Q3 08

Q4 08

Q1 09

Q2 09

Q3 09

Q4 09

Q1 10

Q2 10*

0

AsianLegal LegalBusiness BusinessISSUE ISSUE 10.7 Asian 10.7

MARKET DATA | |M&A M&A>> >> market data

In association with

Notes:

League tables are based on geography of either target, bidder or seller company. League tables of legal advisors include lapsed and withdrawn bids, while league tables of financial advisors exclude lapsed and withdrawn bids.

League tables are ranked by value•Statistics includes all deals valued over USD 5m. Where deal value not disclosed, deal has been entered based on turnover of target exceeding USD 10m•Activities excluded from statistics include property transactions and restructurings where the ultimate shareholders’ interests are not changed.•Q2 10* = 1 April 2010 to 25 June 2010

League Table of Legal Advisors to Greater China M&A (Jan 01, 2010 - June 25, 2010) Rank

House

League Table of Financial Advisors to Greater China M&A (Jan 01, 2010 - June 25, 2010)

Value (USDm)

Deal Count

Rank

Value (USDm)

Deal Count

1

Slaughter and May

40,488

9

1

China International Capital

House

13,803

8

2

Herbert Smith/Gleiss Lutz/Stibbe

38,731

6

2

JPMorgan

11,088

8

3

Simpson Thacher & Bartlett

37,232

4

3

Goldman Sachs

10,062

7

4

Cravath Swaine & Moore

36,988

2

4

Credit Suisse

7,122

7

5

Cleary Gottlieb Steen & Hamilton

35,950

3

5

Deutsche Bank

7,059

9

6

Norton Rose

35,624

2

6

Morgan Stanley

6,785

9

7=

Sullivan & Cromwell

35,500

2

7

Guotai Junan Securities

6,505

3

7=

Debevoise & Plimpton

35,500

1

8

Optima Capital

4,554

4

7=

Weil Gotshal & Manges

35,500

1

9

Somerley

3,531

2

10

Davis Polk & Wardwell

30,053

4

10

Hopu Investment Management

3,100

1

Based on geography of either target, bidder or seller company being China, Hong Kong, Macau or Taiwan

League Table of Legal Advisors to Japanese M&A (Jan 01, 2010 - June 25, 2010) Rank

House

League Table of Financial Advisors to Japanese M&A (Jan 01, 2010 - June 25, 2010)

Value (USDm)

Deal Count

Rank

Value (USDm)

Deal Count

1

Mori Hamada & Matsumoto

8,126

21

1

House Nomura Holdings

9,040

31

2

Nagashima Ohno & Tsunematsu

8,019

18

2

JPMorgan

8,202

8

3

Skadden Arps Slate Meagher & Flom

7,679

5

3

Bank of America Merrill Lynch

5,131

3

4

Nishimura & Asahi

7,526

12

4

Lazard

5,008

2

5

Shearman & Sterling

7,181

7

5

Citigroup

4,440

4

6

Anderson Mori & Tomotsune

6,012

11

6

Goldman Sachs

4,128

5

7

Morrison & Foerster

5,635

8

7

UBS Investment Bank

4,014

1

8

Gibson Dunn & Crutcher

5,131

3

8

Greenhill & Co

3,510

3

9

Latham & Watkins

4,235

3

9

Deutsche Bank

3,409

2

10

Dewey & LeBoeuf

3,301

1

10

Centerview Partners

3,301

1

Value (USDm)

Deal Count

Rank

Based on geography of either target, bidder or seller company being Japan

League Table of Legal Advisors to Indian M&A (Jan 01, 2010 - June 25, 2010) Rank

House

League Table of Financial Advisors to Indian M&A (Jan 01, 2010 - June 25, 2010) Value (USDm)

Deal Count

1

AZB & Partners

14,559

34

1

House Morgan Stanley

16,325

5

2

Allen & Overy

12,578

5

2

Barclays Capital

14,666

5

3

Linklaters

12,170

3

3

UBS Investment Bank

14,408

6

4=

Herbert Smith/Gleiss Lutz/Stibbe

10,700

1

4

Standard Chartered

13,108

5

4=

Talwar, Thakore and Associates

10,700

1

5

BNP Paribas

10,749

2

6

Crawford Bayley & Company

4,779

2

6=

Global Investment House

10,700

1

7

Amarchand & Mangaldas & Suresh A Shroff & Co 4,334

12

6=

State Bank of India

10,700

1

8

Luthra & Luthra Law Offices

3,751

3

8

Citigroup

2,928

4

9=

Baker & McKenzie

3,720

2

9

Goldman Sachs

2,556

4

9=

Stephenson Harwood

3,720

1

10

Bank of America Merrill Lynch

2,133

3

Based on geography of either target, bidder or seller company being India

League Table of Legal Advisors to Southeast Asian M&A (Jan 01, 2010 - June 25, 2010)

League Table of Financial Advisors to Southeast Asian M&A (Jan 01, 2010 - June 25, 2010) Value (USDm)

Deal Count

1

Allen & Gledhill

4,151

15

1

CIMB Group

6,338

12

2

WongPartnership

3,776

23

2

Credit Suisse

4,291

5

3

Weerawong, Chinnavat & Peangpanor Ltd

3,367

2

3

Deutsche Bank

4,028

6

4

Kadir, Andri & Partners

2,649

1

4

UBS Investment Bank

4,002

3

5

Clifford Chance

1,974

5

5

Morgan Stanley

3,664

5

6=

Amarchand & Mangaldas & Suresh A Shroff & Co 1,840

1

6

Public Investment Bank

3,393

3

6=

Wadia Ghandy & Co

1,840

1

7

Goldman Sachs

3,107

4

8

Hunton & Williams

1,258

1

8

JPMorgan

2,960

2

9

Hughes Hubbard & Reed

1,170

1

9

Barclays Capital

2,873

2

10

Richards Butler in association with Reed Smith

1,145

2

10

Citigroup

2,842

3

Rank

House

Value (USDm)

Deal Count

Rank

House

Based on geography of either target, bidder or seller company being Southeast Asia

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73

market data | capital markets >>

Equity Capital Markets TRANSACTIONS List

Asia, inc Japan, ex Australia & New Zealand 30 May – 26 Jun Proceeds Issuer Issue date (USDm)

HONGKONG Sino Biopharmaceutical Ltd Green Dragon Gas LTD Morning Star Resources Ltd INDIA Yes Bank Ltd Kotak Mahindra Bank Ltd HCL Technologies Ltd INDONESIA PT Bank Jabar Banten JAPAN Toray Industries Inc SBI Holdings Inc Advance Residence Investment Frontier Real Estate JTEKT Corp Round One Corp Don Quijote Co Ltd SENKO Co Ltd Shochiku Co Ltd Relo Holdings Inc MALAYSIA

Currency

Bookrunner(s)

Sector

144.1 50.0 39.3

06/15/10 06/08/10 06/23/10

HKD USD HKD

JP Morgan Secs (Asia) (HK); Morgan Stanley Nomura Securities; Credit Suisse Convoy Investment Services Ltd

Healthcare Energy and Power Consumer Products and Services

213.2 172.2 125.0

06/22/10 06/24/10 06/24/10

INR INR INR

Citi Citi Deutsche Bank (India); Citi

Financials Financials High Technology

161.4

06/24/10

IDR

PT BAHANA SECURITIES; PT CIMB Securities Indonesia

Financials

1168.1 440.5 321.8 222.6 156.4 91.3 62.6 50.0 41.7 31.5

06/01/10 06/16/10 06/21/10 06/22/10 06/07/10 06/02/10 06/11/10 06/15/10 06/23/10 06/01/10

JPY JPY JPY JPY JPY JPY JPY JPY JPY JPY

Nomura Securities Daiwa Sec Capital Markets Mizuho Securities Co Ltd; Deutsche Securities Inc Nikko Cordial Securities Inc; Daiwa Sec Capital Markets; Nomura Securities Daiwa Sec Capital Markets Deutsche Bank AG (London) Deutsche Bank AG (London) Daiwa Sec Capital Markets Daiwa Sec Capital Markets; Mizuho Securities Co Ltd Daiwa Sec Capital Markets

Materials Financials Real Estate Real Estate Industrials Media and Entertainment Retail Industrials Media and Entertainment Real Estate

Sunway REIT

564.7

06/24/10

MYR

Shin Yang Shipping Corp Bhd SINGAPORE Overseas Union Enterprise Ltd CDL Hospitality Trusts Petra Foods Ltd SOUTH KOREA LG Innotek Co Ltd Hanjin Shipping Co Ltd Woongjin Energy Corp Hynix Semiconductor Inc Korea Petrochem Industial Co

101.7

06/10/10

MYR

RHB Investment Bank Bhd; Credit Suisse (Singapore) Ltd; CIMB Investment Bank Bhd; HSBC Investment Bank Asia Ltd; JP Morgan Securities Asia Pte; Maybank Investment Bank Bhd AmInvestment Bank Bhd; CIMB Bank Bhd

148.3 144.1 60.7

06/14/10 06/23/10 06/10/10

SGD SGD SGD

Credit Suisse, Singapore; Morgan Stanley; Standard Chartered Bank (SG) DBS Bank Ltd; Standard Chartered Asia Ltd DBS Bank Ltd

Media and Entertainment Real Estate Consumer Staples

260.6 214.9 124.5 102.6 36.3

06/10/10 06/22/10 06/18/10 06/17/10 06/23/10

KRW KRW KRW KRW KRW

Woori Invest & Sec Co Ltd; Dongyang Securities Daewoo Securities Co Ltd Daishin Securities Co Ltd Goldman Sachs (Asia); Daewoo Securities Co Ltd UBS (East Asia) Ltd

High Technology Industrials High Technology High Technology Materials

Real Estate Industrials

DEBT CAPITAL MARKETS TRANSACTIONS LIST

Asia, inc Japan, ex Australia & New Zealand 30 May – 26 Jun Proceeds Issuer Issue date (USDm)

HONGKONG Hongkong Land Notes Co Ltd Wharf Finance (BVI) Ltd

74

Currency

47.0 32.1

05/31/10 06/15/10

HKD HKD

Power Finance Corp Ltd

565.2

06/01/10

INR

INDIA Rural Electrification Corp Ltd Bank of India

268.0 213.5

06/03/10 06/08/10

INR INR

Central Bank of India

212.1

06/01/10

INR

IRFC

175.2

06/21/10

INR

HDFC SIDBI Bank of Baroda LIC Housing Finance Ltd Brassco Estates Pvt Ltd IDFC LIC Housing Finance Ltd Cox & Kings(India)Ltd

108.3 108.3 107.9 106.4 94.6 83.5 64.7 63.8

06/23/10 06/23/10 05/31/10 06/09/10 06/24/10 06/15/10 05/31/10 06/09/10

INR INR INR INR INR INR INR INR

Bookrunner(s)

Sector

Standard Chartered Bank (HK) Hongkong & Shanghai Bank (HK) Axis Bank Ltd; ICICI Sec Primary Dealership; Almondz Global Securities Ltd; Trust Investment Advisors; ICICI Bank Ltd; AK Capital Services Ltd; LKP Shares & Securities Ltd; SPA Merchant Bankers; Yes Bank Ltd; HSBC India; Edelweiss Capital; Darashaw & Co Ltd; R.R. Financial Consultants; Sec Trading Corp of India; Deutsche Bank (India); Real Growth Projects Ltd; Kotak Mahindra Finance Ltd; SBI Capital Markets Ltd

Financials Financials

Financials Financials

Financials

IDBI Bank Ltd

52.4

06/11/10

INR

Tata Motors Ltd Maharashtra Airport Dvlp Co INDONESIA PT Bank Tabungan Negara{BTN} Sarana Multigraya Finansial JAPAN Toyota Motor Credit Corp Japan Housing Finance Agency Seven & i Holdings Co Ltd JASSO Orix Corp Toyota Finance Corp Shiseido Co Ltd Ricoh Co Ltd Toyota Finance Corp Sumitomo T&B RMBS 5 JACCS Co Ltd Seven & i Holdings Co Ltd JFM JFM Tokyo Electric Power Co Inc Chubu Electric Power Co Inc Kansai Electric Power Co Inc Marubeni Corp Honda Finance Co Ltd Mitsubishi UFJ Trust & Banking Welfare & Medical Service American Honda Finance Japan Housing Finance Agency Seven & i Holdings Co Ltd Metropolis of Tokyo Ricoh Co Ltd Urban Renaissance Agency Urban Renaissance Agency JICA Central JR Kansai Electric Power Co Inc Tokyu Corp Metropolis of Tokyo Aichi Prefecture Japan Housing Finance Agency Taisei Corp NEC Capital Solutions Ltd Tokyo Metro Housing Supply West Japan Railway Co West Japan Railway Co

32.1 31.9

06/11/10 06/02/10

INR INR

Barclays Bank PLC; Axis Bank Ltd; ICICI Sec Primary Dealership; Yes Bank Ltd ING Vysya Bank; Axis Bank Ltd; Barclays Bank PLC; Kotak Mahindra Capital Co; Trust Investment Advisors AK Capital Services Ltd; Axis Bank Ltd; Darashaw & Co Ltd; ICICI Bank Ltd; ICICI Sec Primary Dealership; ING Vysya Bank; Pioneer Investcorp Limited; SPA Merchant Bankers; Trust Investment Advisors AK Capital Services Ltd; Axis Bank Ltd; Barclays Bank PLC; HSBC India; ICICI Bank Ltd; ICICI Sec Primary Dealership; ING Vysya Bank; Sec Trading Corp of India Axis Bank Ltd; ICICI Bank Ltd; ICICI Sec Primary Dealership Barclays Bank PLC Standard Chartered Bk (India) Standard Chartered Bk (India) Standard Chartered Bk (India) Axis Bank Ltd; AK Capital Services Ltd; Trust Investment Advisors AK Capital Services Ltd; Sec Trading Corp of India Axis Bank Ltd Almondz Global Securities Ltd; Axis Bank Ltd; Darashaw & Co Ltd; ICICI Sec Primary Dealership; Kotak Mahindra Finance Ltd; Trust Investment Advisors; Yes Bank Ltd Yes Bank Ltd Tata Capital Ltd

179.9 80.0

06/03/10 06/25/10

IDR IDR

PT BAHANA SECURITIES; PT Indo Premier Securities; PT Mandiri Sekuritas PT CIMB Securities Indonesia; Danareksa Sekuritas

Financials Financials

1,995.5 977.6 663.1 448.4 439.7 438.3 437.9 437.3 383.5 336.3 331.5 331.5 327.8 327.8 327.4 326.4 326.4 326.4 325.4 325.4 323.9 249.9 249.5 221.0 220.5 218.7 218.5 218.5 218.2 217.6 217.6 217.6 216.8 216.0 210.0 164.2 163.9 163.6 163.2 163.2

06/14/10 06/24/10 06/22/10 06/25/10 06/01/10 06/09/10 06/16/10 06/15/10 06/09/10 06/25/10 06/22/10 06/22/10 06/08/10 06/08/10 06/11/10 06/04/10 06/04/10 06/04/10 06/02/10 06/02/10 06/03/10 06/04/10 06/10/10 06/22/10 06/18/10 06/15/10 06/08/10 06/08/10 06/11/10 06/04/10 06/04/10 06/04/10 06/02/10 06/03/10 06/10/10 06/16/10 06/08/10 06/11/10 06/04/10 06/04/10

USD JPY JPY JPY JPY JPY JPY JPY JPY JPY JPY JPY JPY JPY JPY JPY JPY JPY JPY JPY JPY USD JPY JPY JPY JPY JPY JPY JPY JPY JPY JPY JPY JPY JPY JPY JPY JPY JPY JPY

Bank of America Merrill Lynch; Citi; Deutsche Bank Securities Corp; UBS Investment Bank Mizuho Securities Co Ltd Nomura Securities Mizuho Securities Co Ltd; Mitsubishi UFJ Morgan Stanley Mitsubishi UFJ Morgan Stanley; Mizuho Securities Co Ltd; Daiwa Sec Capital Markets Nomura Securities; Daiwa Sec Capital Markets; Mizuho Securities Co Ltd; Tokai Tokyo Securities Co Ltd Daiwa Sec Capital Markets Nomura Securities; Mitsubishi UFJ Morgan Stanley Nomura Securities; Daiwa Sec Capital Markets; Mizuho Securities Co Ltd; Tokai Tokyo Securities Co Ltd Sumitomo Trust & Banking Mitsubishi UFJ Morgan Stanley Nomura Securities Mitsubishi UFJ Morgan Stanley Mitsubishi UFJ Morgan Stanley Nomura Securities Mizuho Securities Co Ltd Mitsubishi UFJ Morgan Stanley Nomura Securities Mitsubishi UFJ Morgan Stanley; Mizuho Securities Co Ltd; Merrill Lynch Securities Co Mitsubishi UFJ Morgan Stanley Mitsubishi UFJ Morgan Stanley; Mizuho Securities Co Ltd Bank of America Merrill Lynch Mitsubishi UFJ Morgan Stanley; Nomura Securities; GSJCL Nomura Securities Mizuho Securities Co Ltd Nomura Securities Nikko Cordial Securities Inc; Mitsubishi UFJ Morgan Stanley Nikko Cordial Securities Inc; Mitsubishi UFJ Morgan Stanley Nomura Securities; Merrill Lynch Securities Co Nomura Securities Mitsubishi UFJ Morgan Stanley Mizuho Securities Co Ltd; JPMorgan Securities Japan Co Mitsubishi UFJ Morgan Stanley; GSJCL Nomura Securities; GSJCL; Mizuho Securities Co Ltd Mitsubishi UFJ Morgan Stanley; Nomura Securities; GSJCL Mizuho Securities Co Ltd Daiwa Sec Capital Markets Mizuho Securities Co Ltd; Nomura Securities Mizuho Securities Co Ltd; Mitsubishi UFJ Morgan Stanley Mizuho Securities Co Ltd; Mitsubishi UFJ Morgan Stanley

Financials Government and Agencies Retail Consumer Products and Services Financials Financials Retail Consumer Products and Services Financials Financials Financials Retail Government and Agencies Government and Agencies Energy and Power Energy and Power Energy and Power Energy and Power Financials Financials Government and Agencies Financials Government and Agencies Retail Government and Agencies Consumer Products and Services Government and Agencies Government and Agencies Government and Agencies Industrials Energy and Power Industrials Government and Agencies Government and Agencies Government and Agencies Industrials Financials Government and Agencies Industrials Industrials

Financials Financials Financials Financials Financials Financials Real Estate Financials Financials Consumer Products and Services Financials Industrials Financials

Asian Legal Business ISSUE 10.7

market data | capital markets >>

Japan Pulp & Paper Co Ltd NBL-1006 Triplus-2010 Credit Saison Co Ltd City of Kobe Okinawa Development Finance Rengo Co Ltd Hyogo Pref Land Dvlp Public Co Urban Renaissance Agency Kawasaki Heavy Industries Ltd Kawasaki Heavy Industries Ltd United Urban Investment Corp Tokyu Corp Keihin Elec Express Railway Keihin Elec Express Railway City of Sapporo Shizuoka Prefecture Welfare & Medical Service City of Osaka Ocean Seriese 2010-2 Softbank Moblie Trust 2010-06 Japan Excellent Inc DA Office Investment Corp Kita-Nippon Bank MALAYSIA Projek Lebuhraya Utara-Selatan PHILIPPINES ADB ADB SINGAPORE UOB Bank OCBC NISP Tbk PT Starhill Global REIT SOUTH KOREA Export-Import Bank of Korea Samsung Mobile Display Co Ltd Shinhan Financial Group Ltd Woori Bank Kookmin Bank Korea Housing Finance Corp Korea Development Bank Woori Bank SK Energy Co Ltd Export-Import Bank of Korea Woori Bank SK Holdings Co Ltd Woori Bank Woori Bank Hana Bank Hyundai Engineering & Constr SK Networks Co Ltd LG Display Co Ltd LG Electronics Inc Kookmin Bank Shinhan Bank Hyundai Capital Services Inc Export-Import Bank of Korea Hana Bank Busan Bank Industrial Bank of Korea Shinhan Bank Shinhan Card Shinhan Bank Hana Bank Hana Bank Kookmin Bank Hana Bank Woori Capital Auto the 14th Shinhan Card Shinhan Bank Kookmin Bank Woori Financial Co Ltd KDB Capital Corp Export-Import Bank of Korea Korea Finance Corp Shinhan Capital Co Ltd Korea Development Bank Hyundai Card Co Ltd Dongbu Steel Co Ltd Korea Railroad Corp Lotte Card Co Ltd Jeju Bank Woori F&I Co Ltd Hana Bank Hana Bank Hana Bank Kookmin Bank Korea Line Corp Shinhan Capital Co Ltd Shinhan Card Dongbu Engineering Hana Capital Co Ltd Hana Bank LS Mtron Co Ltd Hyundai Card Co Ltd Shinhan Card IBK Capital Export-Import Bank of Korea LS Industrial Systems Co Ltd Jeonbuk Bank Lotte Card Co Ltd Hana SK Card Shinhan Card Export-Import Bank of Korea Korea Development Bank Shinhan Capital Co Ltd TAIWAN Taiwan Cooperative Bank Land Bank of Taiwan Formosa Chem & Fibre Corp E Sun Financial Holding Co Ltd Yuan Ding Investment Corp Far Eastern Dept Stores Ltd THAILAND Double A (1991)Pcl Mitr Phol Sugar Corp Ltd Pruksa Real Estate PCL Home Product Center PCL Asian Property Development PCL

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162.7 150.1 114.0 109.9 109.6 109.3 109.3 109.2 109.2 109.1 109.1 109.1 108.8 108.0 108.0 108.0 108.0 108.0 107.9 77.9 55.9 55.3 55.0 32.5

06/02/10 06/23/10 05/31/10 06/01/10 06/09/10 06/15/10 06/15/10 06/08/10 06/08/10 06/11/10 06/11/10 06/11/10 06/04/10 06/03/10 06/03/10 06/03/10 06/03/10 06/03/10 06/03/10 06/23/10 06/24/10 06/22/10 06/17/10 06/02/10

JPY JPY JPY JPY JPY JPY JPY JPY JPY JPY JPY JPY JPY JPY JPY JPY JPY JPY JPY JPY JPY JPY JPY JPY

Mizuho Securities Co Ltd Mizuho Securities Co Ltd Mitsubishi UFJ Morgan Stanley Nomura Securities Mitsubishi UFJ Morgan Stanley; Nikko Cordial Securities Inc Mizuho Securities Co Ltd; Mitsubishi UFJ Morgan Stanley Nomura Securities; Nikko Cordial Securities Inc Mitsubishi UFJ Morgan Stanley; Mizuho Securities Co Ltd Nikko Cordial Securities Inc; Mitsubishi UFJ Morgan Stanley Daiwa Sec Capital Markets; Mizuho Securities Co Ltd Mizuho Securities Co Ltd; Daiwa Sec Capital Markets Daiwa Sec Capital Markets Mizuho Securities Co Ltd; Deutsche Securities Inc Nomura Securities; Mizuho Securities Co Ltd Mizuho Securities Co Ltd; Nomura Securities Daiwa Sec Capital Markets Nomura Securities; Mizuho Securities Co Ltd Mitsubishi UFJ Morgan Stanley; Nomura Securities Nikko Cordial Securities Inc; Deutsche Securities Inc Mizuho Securities Co Ltd Nikko Cordial Securities Inc Mizuho Securities Co Ltd Daiwa Sec Capital Markets Mizuho Securities Co Ltd

Materials Financials Financials Financials Government and Agencies Government and Agencies Materials Government and Agencies Government and Agencies Industrials Industrials Real Estate Industrials Industrials Industrials Government and Agencies Government and Agencies Government and Agencies Government and Agencies Financials Financials Real Estate Real Estate Financials

306.7

05/31/10

MYR

CIMB Investment Bank Bhd

Industrials

105.0 101.9

06/17/10 06/24/10

AUD YTL

Daiwa Securities SMBC Europe Daiwa Securities SMBC Europe

Government and Agencies Government and Agencies

100.0 97.7 86.1

06/09/10 06/24/10 06/24/10

USD IDR SGD

Standard Chartered Bank PLC Standard Chartered Indonesia; Danareksa Sekuritas; NISP Sekuritas Oversea-Chinese Banking

Financials Financials Real Estate

1,240.4 413.0 336.4 320.0 299.5 269.7 253.3 249.6 249.6 215.2 210.3 208.5 201.9 194.2 168.0 165.2 162.0 160.4 156.9 145.6 145.6 135.3 123.5 120.5 118.3 92.1 91.7 88.3 84.5 83.2 83.2 80.7 74.9 68.0 66.6 66.1 64.7 56.0 50.5 50.0 50.0 50.0 49.3 49.1 48.1 45.0 42.3 42.1 42.1 41.6 41.6 41.1 41.1 40.5 40.5 40.2 40.2 40.2 40.0 40.0 40.0 33.6 33.3 33.1 33.0 32.9 32.9 32.8 32.6 32.4 30.0 30.0

06/21/10 06/17/10 06/24/10 06/10/10 06/18/10 06/17/10 06/25/10 05/31/10 06/18/10 06/18/10 06/24/10 06/03/10 06/03/10 06/07/10 06/10/10 06/17/10 06/08/10 06/10/10 06/16/10 06/07/10 06/07/10 06/17/10 06/18/10 06/14/10 06/22/10 06/25/10 06/03/10 06/11/10 06/22/10 05/31/10 06/18/10 06/03/10 06/18/10 06/14/10 06/18/10 06/16/10 06/07/10 06/10/10 06/25/10 06/04/10 06/07/10 06/15/10 06/25/10 06/14/10 06/09/10 06/08/10 06/22/10 06/24/10 06/25/10 05/31/10 06/04/10 06/01/10 06/01/10 06/08/10 06/08/10 06/11/10 06/14/10 06/14/10 06/10/10 06/11/10 06/21/10 06/24/10 06/18/10 06/18/10 06/17/10 06/25/10 06/25/10 06/14/10 06/15/10 06/11/10 05/31/10 06/15/10

USD KRW KRW KRW KRW KRW JPY KRW KRW MYR KRW KRW KRW KRW KRW KRW KRW KRW KRW KRW KRW CHF THB KRW KRW MYR KRW KRW KRW KRW KRW KRW KRW KRW KRW KRW KRW KRW KRW USD USD USD JPY KRW KRW USD KRW KRW KRW KRW KRW KRW KRW KRW KRW KRW KRW KRW KRW KRW USD KRW KRW AUD KRW KRW KRW KRW KRW HKD USD USD

Bank of America Merrill Lynch; BNP Paribas SA; Citi; Deutsche Bank Securities Corp; RBS Hanwha Securities Co; Daewoo Securities Co Ltd; SC Securities Korea Ltd SK Securities Co Ltd Hana Daetoo Securities Co Ltd Shinyoung Securities Co, Ltd E Trade Korea Co Ltd; Tong Yang Securities Nomura Securities; Nikko Cordial Securities Inc; UBS Securities Japan Ltd KB Invest & Sec Shinhan Investment Corp RHB Investment Bank Bhd Hana Daetoo Securities Co Ltd Daewoo Securities Co Ltd Hana Daetoo Securities Co Ltd Hana Daetoo Securities Co Ltd Kiwoom Securities Co KB Invest & Sec; Tong Yang Securities Shinhan Investment Corp Woori Invest & Sec Co Ltd Woori Invest & Sec Co Ltd; HI Investment & Securities Co; SC Securities Korea Ltd Kyobo Securities Co Ltd Korea Investment & Securities BNP Paribas SA; Deutsche Bank AG Hongkong & Shanghai Banking Kiwoom Securities Co Hana Daetoo Securities Co Ltd RHB Investment Bank Bhd; HSBC Bank Malaysia Bhd Daewoo Securities Co Ltd Mirae Asset Securities Woori Invest & Sec Co Ltd Dongbu Securities SC Securities Korea Ltd E Trade Korea Co Ltd KB Invest & Sec Tong Yang Securities; KB Invest & Sec; Shinhan Investment Corp Kiwoom Securities Co KTB Securities Co Ltd Tong Yang Securities Daewoo Securities Co Ltd KB Invest & Sec ING BNP Paribas SA KB Invest & Sec Nomura Securities; Nikko Cordial Securities Inc; UBS Securities Japan Ltd Hyundai Securities Co Ltd Kumho Investment Bank SC Securities Korea Ltd Kyobo Securities Co Ltd Hanyang Securities Co Ltd Tong Yang Securities SC Securities Korea Ltd SC Securities Korea Ltd SC Securities Korea Ltd Eugene Invest & Sec Co Ltd Kumho Investment Bank SC Securities Korea Ltd; Dongbu Securities Bookook Securities Co Ltd Tong Yang Securities SK Securities Co Ltd SC Securities Korea Ltd E Trade Korea Co Ltd; Daewoo Securities Co Ltd; Woori Invest & Sec Co Ltd; HI Investment & Securities Co Korea Development Bank Hana Daetoo Securities Co Ltd Shinyoung Securities Co, Ltd Morgan Stanley E Trade Korea Co Ltd; Woori Invest & Sec Co Ltd KB Invest & Sec Korea Development Bank SC Securities Korea Ltd Samsung Securities RBS Standard Chartered Bank (HK) Korea Investment & Securities

Financials High Technology Financials Financials Financials Financials Financials Financials Energy and Power Financials Financials Energy and Power Financials Financials Financials Industrials Telecommunications High Technology High Technology Financials Financials Financials Financials Financials Financials Financials Financials Financials Financials Financials Financials Financials Financials Financials Financials Financials Financials Financials Financials Financials Financials Financials Financials Financials Materials Industrials Financials Financials Financials Financials Financials Financials Financials Industrials Financials Financials Industrials Financials Financials High Technology Financials Financials Financials Financials Industrials Financials Financials Financials Financials Financials Financials Financials

248.3 130.9 125.1 62.4 61.7 31.2

06/17/10 06/22/10 05/31/10 06/25/10 06/07/10 06/25/10

TWD TWD TWD TWD TWD TWD

KGI Securities (Taiwan) KGI Securities (Taiwan) Yuanta Securities Co Ltd E Sun Financial Holding Co Ltd Masterlink Securities Co Masterlink Securities Co

Financials Financials Consumer Staples Financials Financials Retail

153.8 92.9 77.2 30.9 30.9

05/31/10 06/22/10 06/24/10 06/23/10 06/18/10

THB THB THB THB THB

Standard Chartered Bank(Thai); Krung Thai Bank Standard Chartered Bank(Thai) Bangkok Bank; CIMB Thai Bank Public Co Ltd; Kasikornbank PCL Siam Commercial Bank PLC Siam Commercial Bank PLC

Materials Consumer Staples Industrials Retail Industrials

75

Recruitment | Singapore Private Practice Capital Markets Associate, Prestigious US Law Firm - 2 to 5 years PQE This prestigious US law firm wants to hire a Singapore-called or Singapore-educated Capital Markets lawyer (2-5 years PQE) for their Singapore office to undertake a mix of ECM and DCM work. The firm is very busy and there is plenty of work to step into. The ideal candidate will be coming from a top tier international or local law firm. Ideally you are already based in Singapore. However, overseas candidates are encouraged to apply as well. Ref APS-727 M&A Associate, Global US Law Firm – 1-4 years PQE This leading international law firm boasts one of the largest and busiest M&A practices in Asia. As the markets pick up, an excellent opportunity has now arisen for an M&A lawyer (with one to three years of experience) to join their growing team in Singapore. You should have had first experience in M&A and private equity work within a leading practice in Singapore or abroad. The personality to fit into a friendly, collegiate environment is required. There will be opportunities to travel within the region. An excellent package is on offer for the right candidate. Ref APS-541

Recruitment | Singapore In-house Head of Trust, Specialist Trust Company, Singapore - 10 to 15 years PQE With an established global network of offices, our client provides a comprehensive range of tailored financial services including corporate structuring and trust management services as well private wealth and estate planning.

Anticipating exciting market growth, our client is seeking an experienced and professional Head of Trust to oversee its Trust division. You should have a proven track record and a winning personality in order to manage an established team of professionals as well as develop new business and handle sophisticated client portfolios. Candidates should have a business or law degree and preferably be a STEP member with least 10 years experience in a trust services or related role.

Excellent remuneration package on offer. Ref GIS-690 Senior Legal Counsel, Medical & Security Company – 5 to10 years PQE Our client is a world leader in providing medical and security services. Based in Singapore, the role is to provide international support on a whole range of contracts across a broad range of business transactions. You must be able to work in a fast paced, international environment - lawyers who are adaptable, resilient and able to communicate well with people at all levels will succeed in this role. Prior inhouse experience preferred for this position. Fluency in written & spoken Chinese Mandarin required. Ref JIS-669

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Recruitment | International Corporate / Energy Associate, UK International Firm, Tokyo - 1 to 5 years PQE The Energy practice in the Tokyo office of this exceptional international firm is looking to take on an associate in its well established team This will appeal to junior 1-2 year PQE corporate lawyers who are keen to focus on energy/oil & gas work. A competitive expat package including housing and cost of living allowance is on offer. Ref GPJ 678 Funds Lawyer, Leading US law firm, Hong Kong – 2 to 5 years PQE Prestigious US firm with exceptional funds practice seeks ambitious funds lawyer. Exceptional opportunity to join a team with a remarkably high retention rate that has continued to grow consistently throughout the last 5 years. You are US qualified and have broad funds and corporate experience. Mandarin language skills are preferred but not a prerequisite. Ref TPH 641 Shipping Associates, European Law Firm, London - 3+years PQE Our client is an eminent European law firm with offices across Europe & Asia seeking to add several English qualified associates to support dry & wet shipping cases, and major oil rig construction disputes. Lawyers construction or energy litigation experience rather than shipping would also be considered. Ref SPL 165 Banking and Finance, Leading Team, Brisbane 4-6 years PQE This is a fantastic opportunity to work on a range of banking & finance transactions including complex issues of retail finance. Coming from a top tier banking & finance background your experience will lie in core banking transactions.

Excellent business acumen, outstanding academics and a drive to succeed are a must. Ref 210NJ093

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In-house Head of Legal and Compliance (10-15 yrs pqe) Singapore

Are you ready to handle a senior position, overseeing a robust consumer banking legal program at this renowned European bank? A broad range of expertise in consumer banking, governance control and documentation management skills is a must, as are excellent leadership and relationship building qualities. Ref: 9067

Global Head of Trust (10-15 yrs pqe) Singapore Take on a top-tier

position at a global financial services firm, managing teams across the region. The successful candidate has at least 10 years of experience in the financial industry, and proven management skills are required. Great opportunity with huge growth prospects. Ref: 9046

Senior Commercial Counsel (8-12 yrs pqe) Singapore A world leader in medical technology is seeking a Senior Commercial Counsel to help drive the growth of the business in the Asia-Pacific region. The ideal candidate has a pharmaceutical or medical background and can close large business transactions. Fluent English is essential. Ref: 8935 Regional Compliance Officer (8-12 yrs pqe) Singapore/Bangkok Help oversee the compliance program for this dynamic, multifaceted business as they increase their operations in Asia-Pacific. You must have substantial experience in compliance work in the region, preferably with some exposure to the import/export and medical technologies business.

Some travel required. Ref: 8889

Senior Legal Counsel (8+ yrs pqe) Singapore This London

headquartered financial institution offers custodian services and fund and trust administration to their clients. To be successful in this lead role, you must have proven experience in managing the legal and regulatory aspects of a trustee services business, particularly pro-forma agreements, client custody and sub-custody agreements, network legal documentation, nondisclosure agreements and outsourcing agreements. Ref: 9072

Legal Counsel (6+ yrs pqe) New Delhi Work closely with the General

Counsel at this US real estate and commercial corporation as they expand into India. The incumbent will advise on all commercial contractual matters and manage other legal issues such as general litigation, employment and best practices in the India market. Strong commercial knowledge with fluent English required. Ref: 8991

Corporate Legal Counsel (5+ yrs pqe) Singapore Do you want to join a

world leading company where the legal side is a very respected and important part of the business? This role covers general corporate and commercial work with some ISDA matters. You must have a strong commercial background with M&A experience, and those with past exposure to Indonesia and/or Mandarin language skills will be highly regarded. Ref: 8998

Compliance Counsel (4-6 yrs pqe) New Delhi Join a world leader in property and real estate as they continue to develop their operations in India. This mandate covers the full range of risk, governance and compliance issues affecting the daily operation of the business. Commercial experience is a must, and those with real estate transaction experience will have an advantage. Ref: 8991A AVP Legal Counsel (3-5 yrs pqe) Singapore Great opportunity to gain excellent training at a top-tier investment bank.

This role covers technology, sourcing and IP legal issues in Singapore and works with senior people in the industry. You should have a working knowledge of cross-border banking matters and be ready to advise on new initiatives. Good Mandarin skills preferred. Ref: 9036

ISDA Lawyer (2-3 yrs pqe) Singapore Are you an Australian qualified and trained lawyer with experience? Our client, one of the international banks, is seeking an Australian and APac ISDA, futures documentation matters. Ref: 8971

substantial derivatives world’s most respected ISDA Lawyer to handle and options and repo

Private Practice Corporate Associate (3-4 yrs pqe) Singapore This top

international law firm with a strong presence in Asia is now seeking a Corporate Associate to join its Singapore team. You should have corporate experience and excellent academic records. Ref: 9055

Shipping Lawyer (4+ yrs pqe) Singapore Great opportunity to help drive the expansion of a top-tier international law firm in Singapore. If you have substantial shipping experience, you may be the right fit for this position with excellent prospects for advancement. Ref: 9059

Finance Associate (3+ yrs pqe) Singapore Do you have experience in project finance legal matters? Our client, a world renowned international law firm, is seeking a new associate to join their strong finance team. Ref: 9062 US Securities Associate (2-5 yrs pqe) Singapore This major international law firm is looking for the right candidate to join their securities and capital markets team. Opportunity to handle deals independently. US or UK qualification preferred. Ref:8863

HONG KONG Tel: (852) 2520 1168 Fax: (852) 2865 0925 Email: hughes@hughes-castell.com.hk SINGAPORE Tel: (65) 6220 2722 Fax: (65) 6220 7112 Email: hughes@hughes-castell.com.sg BEIJING Tel: (86) 10 6581 1781 Fax: (86) 10 6581 1773 Email: beijing@hughes-castell.com.hk SHANGHAI Tel: (86) 21 5198 8628 Email: shanghai@hughes-castell.com.hk

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www.hughes-castell.com.sg