Asian Legal Business (North Asia) Sep 2009

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Peter Charlton, Clifford Chance The importance of being local

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EDITORIal >>

Asian Legal Business ISSUE 9.922

IN THE FIRST PERSON

Permanent revolution

We do the domestic work, they do the international work. Once it was fairly easy to understand the respective roles of domestic and international firms in the PRC.

But as a manifestation of the growing dubiousness of the legal industry’s traditional pecking order, look no further than the current economic environment in which local firms are flourishing.

The legal firms playing the lead roles on some of the Chinese-based transactions that have been struck over the last few months give an indication of how things are changing. Those deals are notable, for not only the depressed economic conditions in which they were closed but also the firms who are closing them.

It is China’s domestic firms who are taking on the mantle of lead counsel, a role once thought to be the exclusive domain of international law firms. It is clear there is a permanent revolution underway.

Externally, Chinese clients are now looking more to make their own outbound acquisitions – rather than simply inviting inbound investment, as many did in the past.

The revolution is also taking place internally. Local firms are effecting increases in exponential head count, establishing offices regionally and luring the best and brightest legal talent from international law firms.

PRC firms are becoming international themselves, and the process can only accelerate given the economic growth expected over the coming years.

“You get the impression there isn’t a sufficient level of respect among some private-practice lawyers towards in-house teams, and not a high recognition of the value we can bring to deals”Vice president of French-based investment bank, on in-house involvement in M&A (p38)

“We are there from the start to the finish of transactions – from getting the money in to getting the money out”Steven Yeo, managing director, Citi Institutional Client Group (p61)

“The capacity of local law firms to provide high-calibre international advice is increasing by the day. Lawyers within these firms are technically sound”Robert Lee, partner with Diaz Reus (p72)

It is China’s domestic firms who are taking on the mantle of lead counsel, a role once thought to be the exclusive domain of international law firms

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News | deals >>


INDUSTRY UPDATES20 International tax

Azure 21 Intellectual property

ATMD BirD & BirD

23 Financial servicesHorwATH FinAnciAl

28 REGIONAL UPDATES China•PAul weiss Philippines•syciP sAlAzAr HernAnDez & GATMAiTAn Singapore•loo & PArTners

Indonesia•BTPArTnersHiP

PROFILES 15 Law Alliance 39 VILAF41 Mori Hamada & Matsumoto 69 King & Wood72 Diaz Reus73 Fangben Law Office

CONTeNTs >>

contents

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

ANALYSIS

10 Corporate compliance and FCPAAscustodiansoftheForeignCorruptPracticesAct,theUnitedStates’SECandDOJarelookingtorampuptheirenforcementactivities.LawyersexpectAsiancompaniestocomeunderthemicroscopeinthecomingmonths

12 Revenues revealedFirmshavefinallyreleasedtheiryearlyfinancialperformancefigures.ALBcrunchesthenumbers–withsomesurprisingresults

14 Q&A with CPA GlobalEveJohnsondiscussestheimplicationsofCPAGlobal’scontroversialoutsourcingdealwithRioTinto,foritslawyersandthefutureoflegalprocessoutsourcingbusinessinAsia

FEATURES

32 ALB M&A Rankings 2009In-houselawyersandbusinessleadersfromacrosstheregioncasttheirvoteforAsia’sbestmergerandacquisitionpractices,aswellasthe25mostoutstandingM&Apractitioners

56 ALB Managing Partner seriesCliffordChance’sPeterCharltonsaysbeingoneofthelargestlawfirmsintheworldmeansnothing–unlessyouhavethatlocaltouch

60 In-house perspectiveStevenYeo,generalcounselofCiti’sGlobalTransactionServicesdivision,sharesthe

challengesofbeingthelegalheadforoneoftheUSbank’sfastest-growingbusinesses

64 ALB Special Report: China 09Spurredonbyanincreaseinoutboundtransactions,domesticPRCfirmsaretargetingmarketshareoncethoughttobetheexclusivedomainofinternationalfirms.China’slegalservicesmarketiscurrentlyinthethroesofapermanentorganisationalrevolution

REgULARS

6 DEALS16 NEWS

Indianfirmsdominateprojectfinanceleague•tablesKing&WoodcompletesmergerwithArculli•Fong&NgFirmsformfirstChina-SingaporeJVtotargetIndia•Indianfirms’non-payingclientsdelayslawyer•salarypaymentsWhite&CasebreaksintoQatarmarket•AZBdeniesmergerisinfluencedbyIndian•marketliberalisationWorld’sfirstShariah-lawcompliantfirmopens•Wewillbeatallforeignfirms,saysKoreanlawyer•

16 UK report18 US report 26 M&A deal update74 Capital markets deal update

ALB ISSUE 9.9

32

64

COVER STORY48 ALB Hot 100

Our editorial team singles out the 100 best-performing companies who grabbed the headlines, struck the mega-deals and rose above the rest over the past year

48

56

http://www.intl-risk.com

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NEws | deals >>


Firm: Anderson Mori & Tomotsune Client:EDFInternationalLead lawyers:HironoriShibata,ChihiroOta

• EDFsoldUS$1.18bnofSamuraibonds,purchasedbyinstitutionalinvestors

• FirstplacementbyacorporateissuerinJapansincetheadventofeconomiccrisis

• Influencedinvestorsawayfromgovernmentguarantees

| VIETNAM |NissaN VieTNam Co ►JoiNT VeNTureValue: N/a

Firm: Baker & McKenzieClient:NissanMotorCoLead lawyer:FredBurke

Firm: VILAFClient:KjaerGroup

• NissanMotorformedJVwithDenmark'sKjaerGroupA/S,toformNissanVietnamCo

• BeganoperatinginDecember2008toimportanddistributeNissanvehicles,partsandaccessoriesviadealers.WillproducefirstmodelassembledinVietnamby2010

• Baker&McKenzieadvisedonlegaldocumentationandgeneraltransactionmanagement

| INDONESIA |iNdika eNergY TBk – PeTrosea ►TBk sTake aCquisiTioNValue: us$83m

Firm: Melli DarsaClient:IndikaEnergyTbkLead lawyers:MelliDarsa,DavidSiahaan

Firm: Baker & McKenzieClient:CloughLtdLead lawyers:AnthonyWhelan,LukeDevine,SimonDeYoung

• Clough’s81.95%interestinPTPetroseaTbksoldtoPTIndikaEnergyTbk

Lead lawyers:LiuWei,EstherLeung

• AmberEnergy’sHK$166mIPOontheMainBoardoftheHongKongStockExchange

• IPOwas1,247timesover-subscribed,makingitthefourthmostover-subscribedpublicofferinginthehistoryoftheHKSE

| JAPAN |edF samurai BoNds saLe ►Value: us$1.18bn

Firm: Shimazaki International Law OfficeClient:MitsubishiUFJSecuritiesLead lawyer:FumiakiShimazaki

Firm: LovellsClient:EDFInternationalLead lawyers:PhillipHyde,SharonLewis

| SAUDI ARABIA |saudi eLeCTriCiTY ComPaNY ►sukuk issueValue: us$1.87bn

Firm: Abdulaziz AlGasim Law FirmClient:SaudiElectricityCompanyLead lawyer:ZeyadKhoshaim

Firm: Allen & OveryClient:SaudiElectricityCompanyLead lawyers:JulianJohansen,AtifHanif

• SaudiElectricityCompanyissuesaSAR7bn(US$1.87bn)sukuk

• World'slargestsukukissuein2009todateandthefirstpublicissuancefor2009inSaudiArabia

• SeesthetransferofassetsfromSECtosubsidiarySukukElectricityCompany.ProceedsaretobeusedasfundstoexpandgenerationcapacityandimproveSEC'stransmissiongridefficiency

• Allen&Overy’scross-borderteaminEurope/MiddleEastworkedwithSaudi-associatedfirm,AbdulazizAlGasimLawFirm

deals in brief

Atif HanifAbdulaziz AlGasim

| HONG KONG |CLP PoWer HoNg koNg ►NoTes oFFerValue: us$2.5bn

Firm: LinklatersClient:Dealarrangers

Firm: Allen & OveryClient:PowerHongKongFinancingLtdLead lawyers:AndrewHarrow,WalterSon

Firm: Harneys Westwood & Riegels Client:PowerHongKongFinancingLtdLead lawyer:IndiraBirkwood

• CLPPowerHongKongFinancingLtdincreaseditspreviousUS$1.5bnmedium-termnoteprogramuptoUS$2.5bn

• Closedon2July2009

| HONG KONG |amBer eNergY LimiTed iPo ►Value: us$2.19bn

Firm: Jones DayClient:AmberEnergyLead lawyers:AlexZhang,BarbaraMok

Firm: DLA PiperClient:PiperJaffrayAsiaSecurities

Liu WeiDLA Piper

Philip HydeLovells

Frederick BurkeBaker & McKenzie

Luke DevineBaker & McKenzie

NEws | deals >>

7www.legalbusinessonline.com

Your moNTH aT a gLaNCe ►Firm Jurisdiction Deal name Value

(US$m)Deal type

AbdulazizAlGasimLawFirm SaudiArabia SaudiElectricityCompanysukukissue 1,870 Islamicfinance

Allen&Gledhill Singapore STEngineeringFinancialIFixedRateNotesofferdue2019 500 Debtmarket

Singapore CapitaCommercialTrustrightsissue 560 Equitymarket

Singapore SouthBeachConsortiumrefinancetermloanfacility 553 Finance

Singapore CapitaLandconvertiblebondsissue 746 Debtmarket

Singapore PacificAndesInternationalrightsissue 144 Equitymarket

Singapore OiltankingOdfjellTerminalSingaporesyndicatedtermloanfacility

139 Debtmarket

Allen&Overy SaudiArabia SaudiElectricitysukukissue 1,870 Islamicfinance

India BajajHindusthanshareplacement 1,500 Finance

HongKong CLPPowerHongKongmediumtermnotesoffer 2,500 Equitymarket

Amarchand&Mangaldas India AdaniPowerLimitedIPO 625 Equitymarket

India LICMutualFund-NomuraAssetJV 62 Corporate

AndersonMori&Tomotsune Japan EDFSamuraibondssale 1,180 debtmarket

Japan SumitomoTrust&Banking–NikkoAssetManagementacquisition

1,260 M&A

AZB&Partners India/NewZealand BritanniaIndustries–BritanniaNewZealandFoodsPrivateLtdstakeacquisition

Undisc Equitymarket

India BajajHindusthanshareplacement 1,500 Finance

India/UK ChlorideGroup–DBPowerElectronicsacquisition 20 M&A

India MatrixPartners–FIITJEEinvestment 20 Finance

India/UK/US Tonula–GreenFieldOnlineacquisition 40 M&A

India InternationalFinanceCorporation–DishmanPharmaceuticalsandChemicalsfinanceloan

15 Projectfinance

India InternationalFinanceCorporation–WaterHealthIndiaPrivateloan

15 Projectfinance

India TanlaSolutions–ZedWorldwideHoldingsJV Undisc Corporate

Baker&McKenzie Indonesia/Australia IndikaEnergyTBK–PetroseaTBKstakeacquisition 83 M&A

Vietnam NissanVietnamCoJVformation Undisc Corporate

Singapore PacificAndesInternationalHoldingsLtdrightsissue 144 Equitymarket

Blake,Cassels&Graydon HongKong/Canada Ericsson–Nortelassetsacquisition 1,130 M&A

Cleary,Gottlieb,Steen&Hamilton

Korea Export-ImportBankofKoreanotesdue2015offer 1,500 Equitymarket

ConyersDill&Pearman China XingquanInternationalSportsHoldingsIPO 18 Equitymarket

DavisPolk&Wardwell Korea Export-ImportBankofKoreanotesdue2015offer 1,500 Equitymarket

Korea ShinhanBankRuleseniornotesdue2012offer 500 Equitymarket

Japan ORIXCorporationglobaloffering 891 Equitymarket

Japan TheSumitomoTrust&Banking–NikkoAssetManagementacquisition

1,260 M&A

DentonWildeSapte Oman ElectricityHoldingCompanyofOman–DhofarPoweracquisition

40 M&A

Dewey&LeBouef Oman ElectricityHoldingCompanyofOman–DhofarPoweracquisition

40 M&A

DLAPiper HongKong/China AmberEnergyLtdIPO 21 Equitymarket

China XingquanInternationalSportsHoldingsIPO 18 Equitymarket

Drew&Napier Singapore DBS–MIDASHoldingsLimitedshareagreement 55 M&A

Singapore GMGGlobalproposedrightsissue 70 Equitymarket

DuaAssociates India TanlaSolutions–ZedWorldwideHoldingsjointventure Undisc Corporate

EconomicLawsPractice India/UK/US Tonula–GreenFieldOnlineacquisition 40 M&A

Freshfields UAE ADCBData–InjazatDataSystemsserviceagreement Undisc Corporate

Haiwen&Partners China/HongKong BBMGglobaloffering 884 Equitymarket

HassanRadhi&Associates Bahrain MumtalkatfiveyearsyndicatedIjarafacility 140 Islamicfinance

HerbertSmith HongKong PremierOilGroupstakeacquisitioninBlock12W 72 M&A

Indochine Vietnam SEAFBlueWatersGrowthFund–HoaBinhCoinvestment 2 Finance

Jingtian&Gongcheng China/HongKong BBMGglobaloffering 884 Equitymarket

JonesDay HongKong/China AmberEnergyLtdIPO 21 Equitymarket

India AdaniPowerLtdIPO 625 Equitymarket

Khaitan&Co India ETAEngineeringfinanceloan 97 Projectfinance

India JustDial–SequoiaCapitalIndiaInvestmentsIIIacquisition 8 M&A

India AdaniPowerLtdIPO 625 Equitymarket

India MahindraHolidays&ResortsIndiaIPO 57 Equitymarket

India ShreeRenukaSugarsLtdQIP 103 Equitymarket

• Baker&McKenziecross-borderteamadvisedonsalestrategy,projectmanagement,duediligenceanddocumentation

| KOREA |exPorT-imPorT BaNk oF ►korea NoTes – oFFerValue: us$1.5bn

Firm: Cleary, Gottlieb, Steen & HamiltonClient:Export-ImportBankofKoreaLead lawyer:JindukHan

Firm: Kim & ChangClient:Export-ImportBankofKoreaLead lawyers:IckRyolHuh,SeonJeeLee

Firm: Davis Polk & WardwellClient:UnderwritersLead lawyers:EugeneGregor,JamesCLin,ShowMaoChen

• US$1.5bnofferingbyExport-ImportBankofKoreaof5.875%ofitsnotesdue2015

• UnderwriterswereBarclaysBankPLC,CreditSuisseSecurities(USA)DeutscheBankAG,MerrillLynch,Pierce,Fenner&SmithInc,MorganStanley&Co,SamsungSecurities

| KOREA |sHiNHaN BaNk ruLe seNior ►NoTes – oFFerValue: us$500m

Firm: YulchonClient:ShinhanBank

Firm: Simpson Thacher & BartlettClient:ShinhanBank

Firm: Davis Polk & WardwellClient:DealarrangersLead lawyers:JohnDPaton,WilliamBarron

Firm: Kim & ChangClient:DealarrangersLead lawyer:MyoungJaeChung

• ShinhanBankRule144A/RegSofferof6%seniornotesdue2012

• Jointleadmanagers:BNPParibasSecurities,DeutscheBankAG,SingaporeBranch,GoodMorningShinhanSecurities,HongkongandShanghaiBankingCoLtd,MerrillLynch,Pierce,Fenner&SmithInc,TheRoyalBankofScotland

8

NEws | deals >>


SecuritiesJapan,MerrillLynchJapanSecurities,MorganStanley,NikkoCitigroup

| KOREA |orieNTiaL BreWerY ►LeVerage BuYouT – FiNaNCiNgValue: us$850m

Firm: Paul HastingsClient:LeadarrangersLead lawyers:BrettKing,PatriciaOpenshaw

Firm: Kim & ChangClient:Anheuser-BuschInBevNV/SALead lawyer:JKPark

• LargestleveragedbuyoutinAsiasofarthisyear

• DealinvolvedUS$850mseniorfinancingforUS$1.8bnleveragedbuyoutofOrientalBrewery,byprivateequityfirmsKohlbergKravisRobertsandAffinityEquityPartners

• Anheuser-BuschInBevacquiredOrientalBrewery,Korea’ssecondlargestbrewery,in1998.ItisnowbeingsoldfollowingabiddingprocesswonbyKKR

• Financinginvolvesseniorsecuredcreditagreementandfloatingratenotefacility,providedbyaconsortiumof16internationalandKoreanbanks

| KOREA |eriCssoN – NorTeL ►asseTs aCquisiTioNValue: us$1.13bn

Firm: Blake, Cassels & GraydonClient:Ericsson

Firm: Paul, WeissClient:EricssonLead lawyer:JeanetteChan

• SwedishtelcoEricssonwonthebidforNortelCDMAandLTEbusinessesforUS$1.13bn

• BiddingprocesswonbyEricssoninbankruptcyauctionwhichwentonformorethan12hours,afterEricssontoppedNokiaSiemensNetwork'sbid

| SINGAPORE |dBs – midas HoLdiNgs ►LimiTed sHare agreemeNTValue: us$55m

Firm: WongPartnershipClient:MIDASHoldingsLtdLead lawyer:TokBoonSheng

Firm: Drew & NapierClient:DBSLtdLead lawyer:MarcusChow

• DBSLtdshareplacementagreementwithMIDASHoldingsforplacementof100millionnewsharesatS$0.755each

• Represents14.2%ofcurrentsharecapitalofMIDAS

| HONG KONG |HoNg koNg aNd sHaNgHai ►HoTeLs LoaN FaCiLiTYValue: us$129m

Firm: MallesonsClient:HSHFinancialServicesLtdLead lawyer:StevenChristopher

• LuxuryhotelandpropertygroupHongKongandShanghaiHotelsloanedHK$1.225bn(US$129m)termfacility,whichwasguaranteedbyHSH

• ProceedsusedforrefinancingexistingdebtandforcorporatepurposesofHSHanditssubsidiaries

• Mallesonsadvisedonstructuring,negotiationsanddocumentationofthefacilityalongwithagroupofseveninternationalbanks

| INDIA |BaJaJ HiNdusTHaN LimiTed ►sHare PLaCemeNTValue: us$1.5bn

Firm: AZB & PartnersClient:BookrunnersLead lawyer:ShameekChaudhuri

Firm: Allen & OveryClient:Bookrunners

Firm: S&R AssociatesClient:BajajHindusthanLtd

• Qualifiedinstitutionalplacementof34.45millionequitysharesbyBajajHindusthanLtd

• BookrunnersonthisdealwereCLSAIndiaLtdandDeutscheEquitiesIndiaPrivateLtd

| BAHRAIN |mumTaLakaT FiVe Year ►sYNdiCaTed iJara FaCiLiTYValue: us$140m

Firm: Hassan Radhi & AssociatesClient:BahrainMumtalakatHoldingCompany

Firm: LinklatersClient:BahrainMumtalakatHoldingCompany

Firm: Qays H. Zu'bi Attorneys & Legal ConsultantsClient:Leadmanagers

Firm: Vinson & ElkinsClient:Leadmanagers

• Bahrain-basedinvestmentfirmMumtalakatfinanceIslamicdealofUS$140msyndicatedIjarafacility

• ProceedsusedtorefinancethreeAirbusA330aircraftsofGulfAir

| JAPAN |orix CorPoraTioN gLoBaL ►oFFeriNgValue: us$891m

Firm: Davis Polk & WardwellClient:ORIXCorporationLead lawyers:JohnDPaton,TheodoreAParadise

Firm: Simpson Thacher & BartlettClient:Jointglobalcoordinators

Firm: Nagashima Ohno & TsunematsuClient:JointglobalcoordinatorsLead lawyer:HiroyukiIshizuka

• ORIXCorporationglobalofferingof¥83.4bnsplitintoSEC-registeredinternationalofferingandaJapanesedomesticoffering

• GlobalcoordinatorswereUBS

| CHINA |BBmg gLoBaL oFFeriNg ►Value: us$884.00m

Firm: Jingtian & GongchengClient:Underwriters

Firm: LovellsClient:UnderwritersLead lawyer:JamieBarr

Firm: Paul HastingsClient:BBMGLead lawyers:RaymondLi,SammyLi

Firm: Haiwen & PartnersClient:BBMG

• FirstH-sharelistingontheHKSEandsecond-largestIPOinHongKongsofarthisyear

• ChineseSOEBBMG,asupplierofbuildingmaterials,inUS$884mglobaloffering

• AHongKongpublicofferandinternationaloffering,includingRule144A/RegSplacement

| INDIA |sTerLiTe iNdusTries FoLLoW- ►oN adr oFFeriNgValue: us$1.5bn

Firm: Luthra & LuthraClient:UnderwritersLead lawyer:MadhurimaMukherjee

Firm: Latham & WatkinsClient:SterliteIndustriesLead Lawyers:MichaelSturrock,RajivGupta

Firm: Shearman & SterlingClient:UnderwritersLead lawyer:MatthewBersani

• Indiannon-ferrousmetalsandminingcompany,SterliteIndustriesfollow-onADRoffering

• DealisreportedlythelargestUSequitysalebyanon-UScompanyin2009

• Proceedstobeusedforpowergenerationbusiness, capital expenditures, andpotentialacquisitions

Marcus ChowDrew & Napier

Steven ChristopherMallesons

Hiroyuki IshizukaNagashima Ohno & Tsunematsu

Patricia OpenshawPaul Hastings

Jamie BarrLovells

Madhurima Mukherjee Luthra & Luthra

NEws | deals >>


Your moNTH aT a gLaNCe (CoNT) ►Firm Jurisdiction Deal name Value

(US$m)Deal type

Kim&Chang Korea Export-ImportBankofKoreanotesdue2015offer 1,500 Equitymarket

Korea ShinhanBankRuleseniornotesdue2012offer 500 Equitymarket

Latham&Watkins HongKong MiddleKingdomAllianceCo–PypoDigitalCompanyacquisition

Undisc M&A

Indonesia PTPertaminaUS$400mprojectfinanceloan 400 Debtmarket

India/US SterliteIndustriesfollow-onADRoffering 1,500 Equitymarket

Linklaters Bahrain MumtalakatfiveyearsyndicatedIjarafacility 140 Islamicfinance

Lovells Japan EDFSamuraibondssale 1,180 Equitymarket

China/HongKong BBMGglobaloffering 884 Equitymarket

Luthra&Luthra India/US SterliteIndustriesfollow-onADRoffering 1,500 Equitymarket

India ONGCPetro-additionsloanfinance 1,500 Projectfinance

India GVKqualifiedinstitutionalplacement 150 Finance

Mallesons HongKong HongKongandShanghaiHotelsloanfacility 129 Debtmarket

MelliDarsa Indonesia/Australia PTIndikaEnergyTBK–PTPetroseaTBKstakeacquisition 83 M&A

MochtarKaruwinKomar Indonesia/Singapore PTBerlianLajuTankerfourthrightsissue 59 Equitymarket

MoriHamada&Matsumoto Japan TheSumitomoTrust&Banking–NikkoAssetManagementacquisition

1,260 M&A

NagashimaOhno&Tsunematsu


NortonRose India/UK/US Tonula-GreenFieldOnlineacquisition 40 M&A

PaulHastings Korea OrientialBreweryleveragebuyoutfinancing 850 Finance

China/HongKong BBMGglobaloffering 884 Equitymarket

Paul,Weiss Japan TheSumitomoTrustandBanking-NikkoAssetManagementacquisition

1,260 M&A

HongKong/Canada Ericsson–Nortelassetsacquisition 1,130 M&A

QaysH.Zu'biAttorneys&LegalConsultants

Bahrain MumtalakatfiveyearsyndicatedIjarafacility 140 Islamicfinance

Rosenberg,Hacohen,Goddard&Ephrat

HongKong PremierOilGroupstakeacquisitioninBlock12W 72 M&A

S&RAssociates India BajajHindusthanLtdshareplacement 1,500 Finance

Shearman&Sterling India/US SterliteIndustriesfollow-onADRoffering 1,500 Equitymarket

ShimazakiInternational Japan EDFSamuraibondssale 1,180 Equitymarket

SimpsonThacher&Bartlett Korea ShinhanBankRuleseniornotesdue2012offer 500 Equitymarket


SlaughterandMay HongKong WestIslandLineconstructionagreement 2,000 Construction

StamfordLawCorporation Singapore InvistaRealEstate–Babcock&BrownStorageAsiaHoldingsacquisition

21 M&A

Tay&Partners Malaysia HandalResourcesIPO 3 Equitymarket

VILAF Vietnam NissanVietnamCojointventureformation Undisc Corporate

Vinson&Elkins Bahrain MumtalakatfiveyearsyndicatedIjarafacility 140 Islamicfinance

White&Case China/HongKong SREGroupGuaranteedSeniorNotesdue2013offer Undisc Equitymarket

WongBeh&Toh China XingquanInternationalSportsHoldingsIPO 18 Equitymarket

WongPartnership Singapore DBS–MIDASHoldingsLtdshareagreement 55 M&A

Singapore SouthBeachConsortiumrefinancetermloanfacility 553 Finance

Singapore CapitaLand2%issuanceofconvertiblebondsdue2016 746 Equitymarket

Yulchon Korea ShinhanBankRuleseniornotesdue2012offer 500 Equitymarket

Does your firm’s deal information appear in this table?Please contact [email protected] 61 2 8437 4700

CorreCTioNs#

Inthefeatureentitled“ALB’sLeadingIPfirms:Asia”intheJuneeditionofthemagazine(issue9.6),ALBreferredtoVietnam-basedlawyerThomasTruetlerasa‘stand-alone’lawyer.Thiswasincorrect.ThomasTruetlerisalawyeremployedbyTilleke&GibbinsConsultantsLtd.Acorrectedversionofthearticlecanbefoundatwww.legalbusinessonline.com.w

Inanarticleentitled“Dealofthemonth:eBay-Gmarketacquisition”onpage6oftheJulyeditionofthemagazine(issue9.7)Kim&ChangandBaeKim&Leeweremistakenlyomittedfromthelistoflawfirmswhoactedonthedeal.AKim&ChangteamledbyDSChoiandTHParkactedasKoreancounselforeBay(KTA)UKLtd.Bae,Kim&LeeactedasKoreancounselforInterparkdirectors.

Inaddition,Orrick,Herrington&Sutcliffe’sMarkLeewasincorrectlyreferredtoasthefirm’sM&Aco-chair.HiscorrecttitleisHongKongpartner.

| JAPAN |sumiTomo TrusT & ►BaNkiNg Co – Nikko asseT maNagemeNT aCquisiTioNValue: us$1.26bn

Firm: Mori Hamada & MatsumotoClient:SumitomoTrustBankLead lawyer:SatoshiNakamura

Firm: Davis Polk & WardwellClient:NikkoAssetManagementLead lawyer:TheodoreParadise

Firm: Paul WeissClient:CitigroupLead lawyers:StevenWilliams,TongYu,TobyMyerson,

Firm: Anderson Mori & TomotsuneClient:CitigroupLead lawyer:HiroshiMitoma

• CitigroupsolditscontrollinginterestinNikkoAssetManagementtoSumitomoTrust&BankingCo,oneofthelargestdealsinJapanthisyear

• Citigrouphassplititscorebusinessfromnon-coreunits:'goodbank'(Citicorp),'badbank'(CitiHoldings)

| OMAN |eLeCTriCiTY HoLdiNg ►ComPaNY oF omaN – dHoFar PoWer aCquisiTioNValue: us$40m

Firm: Denton Wilde SapteClient:ElectricityHoldingCompanyLead lawyer:GeorgeSandars

Firm: Dewey & LeBouefClient:DhofarPowerCompanyLead lawyer:StephenJurgenson

• ElectricityHoldingCompanyofOman(EHS)acquiredcontrollingstakeinDhofarPower

• Dealinvolved53.9%equitystakeinDhofarPower,acquiredfromthreevendorsfromOmanibusinesshouses

Hiroshi Mitoma Anderson Mori & Tomotsune

10

NEws | analysis >>


Beyond reproach:

FCPA compliance

Asia, with its seemingly endless supply of natural resources and capital, its wealth of strong conglomerates and

relative insulation from the toxic assets that catalysed an economic collapse of catastrophic proportions in the West, is being rightly regarded as one of the brightest stars on an otherwise dark economic horizon.

As investors’ attention is turning (or returning) to Asia, so too is the attention of regulators worldwide, most notably in the United States. Here, both the Department of Justice (DOJ) and the Securities and Exchange Commission (SEC) – custodians of arguably the world’s most authoritative corporate compliance statute, the US Foreign Corrupt Practices Act (FCPA) – have bolstered their resources and manpower as a precursor to increasing their investigations of companies who breach the Act. Asia, in particular China, is in their crosshairs.

The sternest testIt’s almost impossible to pick up a daily broadsheet at the moment without seeing a headline splashed across it providing (sometimes entertaining) vignettes about corporate misfeasance. From bribery and corruption, to the selling and stealing of state secrets and the fleecing of innocent investors, we seem to have heard it all since the onset of the global financial crisis.

One particularly popular story at the moment is the case of Stern Hu, the head of Anglo-Australian mining giant Rio Tinto’s Shanghai operations. Hu, along with four other colleagues, was accused and charged with bribing up to 16 Chinese steel mills to purchase his company’s iron ore, along with stealing state secrets.

To the surprise of many, it is the former charge that may see Hu and Rio Tinto investigated for FCPA violations. How can a company listed in the United Kingdom and Australia attract

the attention of regulators in the US? Quite simply, because Rio Tinto has ADRs that trade on the NYSE (NYSE: RTP), so wide is the FCPA’s purview.

No need for the red, white & blue“The FCPA doesn’t only apply to US companies or citizens,” said Walter Ricciardi, a New York-based partner with Paul Weiss and former Deputy Director of the SEC’s Division of Enforcement.

“The law generally applies to companies listed in the US, or that have securities registered [there] even if they are incorporated elsewhere.”

Ricciardi said the result is that acts of bribery committed by companies and individuals may be subject to the regulations on books and records, internal control, and anti-bribery provisions contained within the FCPA.

Actions deemed to be in furtherance of a bribe with a connection in the US may also see companies, both US-based and their worldwide subsidiaries, incur the wrath of the SEC and DOJ.

Plenty of instances exist where investigations into possible FCPA breaches have been initiated against companies along these lines. In 2007, Lucent Technologies settled an FCPA enforcement action for US$2.5m, based principally on the conduct of employees based in China.

Recently the reflective division of Avery China, a subsidiary of label maker Avery Denison settled a claim by the US authorities for a similar sum. Since it came into force in 1977,

no less than eight violations of the FCPA in Greater China have been recorded, among the highest of any country. This is not to mention the much higher number of investigations launched and fines and penalties issued against companies that do business in Asia.

It’s worth noting that the number of enforcement actions being initiated under the FCPA has been steadily increasing year-on-year. In 2003, only six investigations were launched – yet in 2007 there were 38 fresh investigations initiated. In the first half of 2009 alone, 19 enforcement actions have gotten underway.

The DOJ’s lead prosecutor, Mark Mendolsohn, said that US regulators are looking to increase the number of investigations rather than scale back over the coming months – especially in Asia, a region he deemed to be among the worst offenders.

Walter RicciardiPaul, Weiss

NEws | analysis >>


reCorded FCPa VioLaTioNs iN asia For ►THe Period 2005-2008*

Year Company^ Location

2005 InVisionTechInc;GEInVisionsInc Philippines

2005 InVisionTechInc;GEInVisionsInc China

2005 InVisionTechInc;GEInVisionsInc Thailand

2005 Monsanto Indonesia

2005 DiagnosticProductsCo(Tianjin)

China

2006 SSIInternationalFarEast Korea

2007 ElectronicDataSystemsCo India

2007 MontyFu Taiwan

2007 BakerHughesServicesInternational

Indonesia

2007 SSIInternationalFarEast Korea

2007 SSIInternationalFarEast China

2007 TextronInc India

2007 TextronInc Indonesia

2007 TextronInc Bangladesh

2007 ParadigmBV Indonesia

2007 YorkInternationalCo India

2007 YorkInternationalCo China

2007 LucentTechnologies China

2008 Con-wayInc Philippines

2008 WestinghouseAirBrakeTechCo India

2008 AGAMedicalCo China

2008 FaroTechnologies China

Source: SEC *Where companies are listed twice this denotes separate enforcement action against subsidiaries in different

jurisdictions. Proceedings brought against individuals are omitted from this table. ^SEC brought proceedings.

Factors and risksAccording to the lawyers interviewed by ALB, there are a number of factors which pose heightened FCPA risks for those companies operating in China. There is arguably no country in the world where the lines between business operations and cultural practices are as blurred.

There is no other country where business practices like the giving of gifts, money or favours – no matter how well-intentioned or innocuous – is as common. This is so much so in China that a failure to offer hong bao to business associates at Chinese New Year or treat clients (whether they are employees of a private company or an SOE) to the occasional meal, show and a night on the town may be considered an affront.

Notwithstanding the important position these practices hold for doing business, engaging in them may actually

mean breaching the FCPA, the partner-in-charge of Jones Day in Beijing, Peter Wang, explained.

“The gift-giving culture in Chinese business is pervasive and well-known. It is getting more attention now, and will [have] more attention in the future because of the levels of investment going into and coming out of China”

“But gift-giving and the like may actually be in violation of the FCPA, especially if done repeatedly and with intent to obtain or retain business,” he said. Even certain one-time actions may still be deemed in breach, and although more extravagant gifts raise more concerns, “the size of the gift may be irrelevant because no gift is considered too small for the FCPA, if there is an improper purpose.”

Baker & McKenzie’s Hong Kong-based partner and head of Asia Pacific dispute resolution practice, Gary Seib, said that instances in which money changed hands may not be the only things posing increased compliance risks.

“There is a usual clutch of suspects, including the offering of condolence money, travel, entertainment, sight-seeing and even golf days.”

But FCPA risks needn’t only arise due to the conscious acts of a company or its employees. They can also arise in connection with the use of third party agents or in the context of M&As or JV agreements – both areas in which Ricciardi’s team regularly advises clients.

“In M&A deals and joint-venture agreements, companies must realise that as much as they are purchasing another company, they are also picking up its problems,” he said. “So if the target company is non-FCPA compliant then that becomes an immediate problem for the purchaser,” Ricciardi said.

A similar liability attaches to payments made to, or the engagement of, third-party agents. “With respect to the use of third-party agents such as sales agents, consultants, and others, the FCPA says that a company is legally responsible for their conduct. These risks are another important area to pay attention to.”

These are risks that Jones Day’s Wang noted are increasing, as companies in the region start to feel the pinch of the financial crisis.

“The job of the enforcement agencies probably becomes easier during economic slowdowns as companies and people become more desperate,” he said. “Laid-off staff or workers in companies which have downsized tend to use what they have seen and heard as leverage.”

Other lawyers that ALB interviewed concurred with this trend. These risks are not necessarily unique to doing business in China, however, but are just as common in other jurisdictions.

“While the PRC presents particular challenges due to the gift-giving culture and the prevalence of state-owned and state-controlled enterprises, it is not the only jurisdiction where clients are concerned about FCPA compliance,” said Ricciardi.

“The SEC and DOJ have brought recent cases involving countries in Africa, Asia, the Middle East and elsewhere, indicating that there are numerous places where risks to compliance are prevalent.”

Empirical data supports the view that China isn’t the only hotspot for FCPA violations in Asia. Since 1977, there have been 22 FCPA violations recorded in Asian countries other than China. India, Indonesia and the Philippines are the worst offenders.

Complete complianceOwing largely to the close relationship between business operations and the cultural practices noted above, Wang said there is still reluctance on the part of some Asia-based clients to strive for wholehearted FCPA compliance.

Yet he does concede that these attitudes are not as common as they used to be. “There are still a number of local managers we encounter who try to resist our advice by saying that everyone else gives gifts or presents,” he said. “This leads to some [managers] trying to fit their conduct into the exceptions to the FCPA rules.”

“But this is not the correct way to run a business, there needs to be compliance with the spirit of the law as well as the law itself.”

On the back of the government’s efforts to curb corruption, attitudes are shifting rapidly – a trend evidenced by the types of matters practice groups in this area are handling.

“Clients are becoming more and more sophisticated in terms of their FCPA compliance,” says Paul Weiss’ Ricciardi.

Peter WangJones Day

12

NEWS | analysis >>


fourth in the global league tables by deal volume. Allen & Overy’s revenues rose 7.7% to US$1.8bn; its PEP, however, dropped 9% and the firm trails behind Clifford Chance in the ranks. Freshfields’ revenue rose by 9% and PEP stayed the same as last year. Out of all the Magic Circle firms, Freshfields saw the lowest drop (20%) in the number of completed M&A deals. The firm actually rose seven places to second place this year.

On face value, it may come as a surprise that DLA Piper took the top gong as the highest grossing law firm by revenue, recording US$2.26 bn. Skadden recorded US$2.2bn*, followed closely by Baker & McKenzie with US$2.11bn.

However, the problem with these metrics is vast. First, there is a difference between US and UK financial years – most US firms reported their figures as at December 2008, compared to UK firms who released theirs in June. When the financial crisis began to make its presence known in a firm’s billings remains to be seen, but on the whole, most US firms were able to capture the market before the crisis hit.

Baker & McKenzie argued that its results were affected by a longer exposure to the crisis in its official fiscal year.

Add this problem to the variable exchange rates seen over the year, and the weakness of the pound over the dollar, and the rankings become a little more complicated.

Freshfields and Allen & Overy cited the weakness of the pound as a significant factor in their results. Ted Burke, chief

AnAlysis >>“They will often come to us in an effort to proactively address [this], and will want to work with us in designing policies and procedures to enhance their compliance.”

“In some cases [clients] will have already identified potential problems through internal and external audits.”

This increased sophistication notwithstanding, there are clients who still require a fair amount of hand-holding, says Baker & McKenzie’s Seib.

“Despite improved knowledge about the FCPA in Asia, many clients still come to us with an elementary knowledge of what compliance entails, even where their US parent company already has compliance programs in place,” he said.

Here, lawyers are required to assist clients, according to Seib “from the ground up.”

Jones Day’s Wang highlights the sometimes antiquated business practices of many PRC companies as yet another area where clients are in need of assistance. “There are still some issues regarding how cash is handled in local businesses,” he stated.

“More established companies have older ways of doing things, for example, expenses may be reimbursed using cash and there may be no sound way of keeping track. This increases risks, some which clients aren’t necessarily aware of.”

Awareness of the FCPA compliance risks that are inherent in day-to-day business practices was an area identified by all lawyers who were interviewed by ALB, as perhaps the most important.

While some companies have sought to address this by engaging outside training providers to educate staff on the implications of improper conduct, lawyers have cautioned companies not to rely on these providers as the sole source of FCPA training.

Instead, a ‘practice what you preach’ approach within companies is needed. “It’s important to create a culture of FCPA compliance within one’s organisation,” says Ricciardi.

“It is not something you can outsource or delegate to an outside provider.”

“Frequent communication from the top of the company about FCPA compliance is vital, as is periodic training of employees on how to comply with the rules – as well as the consequences for non-compliance” ALB

It comes as no surprise that many law firms around the world have seen their coffers shrinking. The proximity – and perhaps reliance – on clients in the

banking and finance industries ensured expectations were lowered before financial results were due. Surprises however, did come for some.

The extent to which overseas practices, especially the Asian offices of international firms, accounted for total revenue were highlighted by many firms. A changing of the order also happened in the Magic Circle ranks this year. DLA Piper underwent the most controversial partner defections and restructuring since the crisis began, yet came out on top by total revenue.

So was it a successful business model, strategy or restructuring efforts that helped some firms come out better than others? As ALB found out, some results – and the measurements used to weigh them – may not be as transparent as they seem.

Yearly resultsThe crisis helped shake up the Magic Circle ranks this year when Clifford Chance, suffering a 37% drop in PEP and 7% drop in revenue, lost its title as the world’s highest-grossing law firm. Linklaters won by revenue and Freshfields by PEP.

Last year, Clifford Chance recorded double digit growth: an 11% rise in turnover and 13% rise in PEP. This year, however, it was grappling with banking sector clients with higher exposure to the financial crisis, and a lower number of more lucrative deals. For example, the firm completed 61 M&A deals worldwide, compared to 148 in the same period last year, according to Thomson Reuters figures.

On the other hand, Linklaters – buoyed by its role on the lucrative Lehman Bros bankruptcy case – recorded a turnover of US$2.13bn, up 11%. It worked on 84 M&A deals compared to last year’s 137 but rose three places to

Firm financials: a weighty issue

NEws | analysis >>


2009 FiNaNCiaL resuLTs For Firms aCTiVe iN asia ►Movement Firm 08/09 Revenue

(US$m)PEP (US$)

Contribution of Asia offices

N/A Amarchand&Mangaldas $63m - US$63m

7% Allen&Overy $1800m $1,600,000 50%sourcedfromoutsidetheUK

3% Baker&McKenzie $2110m $992,000 26%

5% CliffordChance $2040m $1,200,000 N/A

2% Dechert $816m $2,000,000 N/A

6% DLAPiper $2260m $1,252,000 £584.9m(fig.includesEurope)

9% Freshfields $2100m $2,370,000, N/A

7% Fulbright&Jaworski $694m $856,000 N/A

5% Gibson,Dunn&Crutcher $957m $1,870,000m N/A

9% JSMinassociationwithMayerBrown $1290m $1,100,000 N/A

27% K&LGates $959m $854,000 N/A

4% Latham&Watkins $1900m $1,800,000 N/A

– Linklaters $2130m $2,100,000* 11%

11% Lovells $984m $1,000,000 10%(includingMiddleEast)

N/A Shin&Kim $76m N/A US$76m

1% Skadden $2200m $2,000,000 N/A*Figures are based on variable exchange rates and fiscal year periods. N/A: no available data.

Source: submissions to ALB 50, published financial results,The American Lawyer

executive officer of Freshfields, said: “It is worth noting … our revenues were enhanced significantly by fluctuations in exchange rates – over 60% of our income is in euros and dollars.”

There’s also the issue as to whether using total revenue is an accurate measure of a firm’s health, since in the end, what really matters is whether end profits rose. In Allen & Overy’s report, profit before tax dropped, from £447m last year to £430m this year.

Most of the firms listed in the table responded to the crisis by undergoing restructuring or redundancy consultations, which may help recoup losses. Allen & Overy’s restructuring program cost £26m with more than 37 partners leaving the firm.

Linklaters did not reveal how many partners left, but 200 lawyers and another 200 staff were cut from its headcount. Clifford Chance reduced staff by 80 lawyers in London, with no indication given of how much it saved.

Eastern focusThe Asian region seemed like a beacon of light for some firms. This year, a substantial amount of revenue came from Asia and Middle East office billings.

More than half of Allen & Overy’s revenues came from outside the UK. Clifford Chance cited these growth markets as some of the highlights of the firm’s performance over the year. For Lovells, the contribution from the firm’s Asia and Middle East practices also grew, bringing in 10% of the firm’s £531m.

“2008 was a year of tremendous growth for the firm across Asia and the Middle East by every measure,” said Lovells managing partner, Crispin Rapinet. “We saw increases in fee-earner numbers across the board, our partner ranks increased and although things tailed off for us and other firms from November, Asia proved resilient.”

The firm said its growth figure in the region for last year was 30%.

DLA Piper recorded £584.9m from the markets in Asia, Europe, Africa and Middle East–a significant number when combined with its Australia and New Zealand offices (DLA Phillips Fox) at A$218m.

UK and US firms, feeling the pinch from clients, are now focusing on ‘lower cost’ jurisdictions where more clients are willing to pay a higher legal bill.According to Suzanne Rose, global

director of operations at Legalbill, it’s a given for firms to focus on more lucrative jurisdictions. “The nature of the legal industry is such that law firms will move to “higher ground” – [either] a practice area, client industry, geographical location, or strategic alliance,” she said. “They can be paid their standard hourly rate when they can no longer expect clients to pay them at the high-end of their billing rate range. Clients are asking … law firms to provide them [with ]the greatest value at the most reasonable cost and are moving their business accordingly.

“They are looking at alternative resources such as outsourcing for some low-end legal services either directly or through their short-list law firms. Law firms have to adapt by becoming more cost-efficient in their delivery of services – this doesn’t come easy,” she said. “It is easier to find new sources of revenue by expanding into ‘emerging markets’ and grabbing a share of these markets and riding this new wave, of what will be highly profitable work for a time.”

A fine resultAt the end of the day, does all the focus on turnover really matter? That’s the question weighing on the profession worldwide as many believe the health of a law firm is based on how it bills clients. Billing hourly or on a fixed rate and keeping clients loyal all factor more importantly into the

firm’s final financial results. However, Legalbill’s Rose proposes a new type of measurement of firm profitability, dubbed the ‘profit index’ – the ratio of PEP to revenue per lawyer.

Although this is a more accurate measure of a firm’s ability to convert revenue into profit, she said the index does not indicate a firm’s future health, since it is a snapshot of the last 12-36 months of results. Rose also looks to more qualitative measurements.

“The law firm investing in the development of its people and the calibre of its practice – these are indicators of the long-term health and viability of the firm. Lawyers would be wise to invest a portion of their time developing people, building client relationships and improving the quality of their practice – this type of investment renders returns for years to come.

“Partner compensation should be based on financial performance and on the partner’s investment in the future,” she said.

One of the reasons why some firms have remained coy about their figures could well be the reaction of clients. As some general counsel have said, the results give more reason to push for alternative legal billing.

In the next year, focus will be on loyalty – both from the law firm to the client, and whether that client chooses to ride out the storm with the law firm in hand, or take their business elsewhere. ALB

14

NEws | analysis >>


CPA Global’s Asia-Pacific senior manager, Eve Johnson, spoke about the deal with Rio, and whether outsourcing is making

law firms redundant.

ALB: Can you tell us about the deal with Rio Tinto?Eve Johnson: The legal model that Rio has developed is a three-way relationship between the in-house legal team, their external counsel and CPA Global. As the outsourced legal services provider, we’ll deliver scalable, cost-efficient resources to handle services such as contract review and drafting, legal research, and document review.

ALB: What does this mean for the legal industry? Are outsourcers taking over law firms roles?Eve Johnson: While the amount and nature of the work that goes to external counsel may change, there will clearly always be a place for law firms. When corporations require specialist expert advice, they will continue to consult with their external legal advisers.

As the needs of a large corporation are diverse and change regularly, building that expertise in-house to cover every eventuality is never likely to be feasible.

General counsel will always need to buy in specific expertise from external firms. However, it seems apparent

that stricter budget controls are likely to stay – both in the corporates and law firms – so the way the law firm is supported in delivering that advice might change.

The traditional end-to-end handling of all aspects of a large transaction or litigation matter is under threat. In the United States, it is becoming quite common for the lower-end aspects, such as discovery and data-room compilation, to be outsourced to a lower cost vendor.

I think we will see more of this, with the law firm still controlling the matter [and] providing the strategic advice, but working with other parties to deliver the work.

ALB: What do you see happening in the industry over the short and long term?Eve Johnson: I think it’s interesting to contrast the way law firms and legal departments have reacted to the global financial crisis. With law firms, as revenue growth has slowed we have seen a focus on controlling costs – through redundancies and expense cuts, managing partner expectations for lower drawings and waiting until the economy recovers. So it’s a correction rather than a shift.

Our corporate clients have also experienced a significant shift: they have had their budgets slashed.

AnAlysis >>

Outsourcing law: Q&A with CPA Global’s Eve Johnson

in June, the world’s largest mining company, rio Tinto, signed a deal with legal process outsourcer CPA global, to send their lower-end legal work to 12 lawyers in india. Many heralded the deal as a strong message to law firms, already facing pressure to cut legal costs and consider alternative business models, for a changing of the order.in an interview with CPA global’s publication Legal Strategy Review, rio Tinto’s managing attorney, leah Cooper, said the in-house team was dissatisfied with their external advisors’ lack of transparency on fees, so the company decided to take the initiative with this deal.Cost savings are estimated to amount to a reduction of 3:1 for in-house work and 7:1 for work sent to external law firms.

We are seeing procurement specialists actively involved in legal [process] sourcing. General counsel sees a move from sourcing ‘value for money’ to having to deliver hard expense-reduction targets. This means they have to do the same amount of work for less, by changing the way their budget is allocated.

Our corporate clients tell us the cost pressures they are under will continue well after the economy recovers. If this is true, then it could take some time for law firms to return to the revenue growth they enjoyed prior to the GFC.

Firms may look to other markets in Asia and elsewhere to supplement this growth. The Magic Circle and US firms are already established there, so competition will be tough. We have seen some law firms supporting general counsel by suggesting ways to handle the high-volume, low-risk aspects of the workload to reduce costs.

These firms are working with outsourcing vendors to lower costs [for] discovery and the establishment of data rooms for large transactions. The firms still retain the high-end strategic work and, in doing so, are cementing a relationship with their client.

At legal panel review time, we might see those firms being allocated a higher percentage of the strategic work – which could mean they achieve more growth. ALB


Company Profile Law Alliance

While the current economic crisis is certainly global in its extent, there is no doubt that some economies have

been hit a great deal harder than others. Most commentators agree that, until now, the consequences of the downturn have been significantly more severe in the West (particularly in the Us, the Uk and europe) than they have been here in Asia.

That is not to seek to belittle the scale and extent of the challenges that have been faced by businesses in this part of the world. However, to a large extent the problems are secondary in nature – repercussions from fundamental failings in the West’s financial system – rather than a result of serious flaws in local institutions.

Accordingly, the challenge is to deal with those repercussions rather than to rescue and restructure major financial institutions, as has happened in the West. As a result, we are seeing a degree of confidence returning relatively quickly to the market, notably in singapore. in the Middle east, while dubai has been hit hard, the region generally has fared significantly better.

From an in-house legal recruitment perspective, the market in south east Asia has improved considerably since March, notably in the areas of telecoms, iT and construction. Companies are interviewing again, although they are typically not rushing to make decisions. Further, they are taking advantage of what is perceived to be a “buyer’s market”, by demanding only candidates who have quality, directly-relevant experience.

in singapore, employers are generally focusing upon candidates who are already settled, rather than sourcing candidates from overseas. regionally, india has coped well with the global downturn and this has undoubtedly aided business in singapore, particularly in the professional sectors. On the other hand, political problems in Bangkok have compounded an already difficult economic situation. recruitment levels have been low.

With respect to salaries, there is somewhat of a dichotomy occurring. senior counsel

SE Asia and Middle East in-house market update

who have big salary packages are obviously unwilling to move for less than they are currently earning, while others who are out of work are willing to accept as little as 50% of what they were previously being paid.

generally, there has been downward pressure on salaries, which on average have reduced by perhaps 10-15%. For obvious reasons, the earning potential in most financial services roles has reduced enormously, at least for the time being.

some candidates are taking roles on the basis of bonuses they may earn in the coming years, rather than on the basis of what they can expect in the immediate future.

looking forward, few individuals seem to believe that the current improvement in the market marks the end of the economic downturn. Most feel that there will be more challenges ahead before we reach a full and lasting recovery. As a result, some candidates remain wary about moving jobs in the current environment, fearing becoming victim to the “last in, first out” policy.

Over in the Middle east, a combination of the very hot summer months and the rapidly approaching ramadam festival signals a quiet part of the year for businesses generally. With the notable exception of dubai, the majority of the region has proved quite resilient in the face of the global economic crisis. Abu dhabi is continuing to grow, in spite of the challenging conditions, with a number of high profile energy and real estate projects.

With huge lng reserves and vast wealth, Qatar plans to make doha into a financial centre, which will inevitably lead to significant opportunities for lawyers. saudi Arabia has also continued to tick along quite nicely, avoiding redundancies and offering some attractive expatriate packages.

However, while there haven’t been many redundancies, companies are cautious about recruiting new staff. While interest in the country has grown in recent times among foreign candidates, there is a clear preference for lawyers with Arabic language skills.

Within the other gulf Cooperation Council states, Bahrain, Oman and kuwait,

Conor Greene, managing director, Law Alliance Tel: (852) 2521 0306 Fax: (852) 2521 0380 Email: [email protected]

the banking sector is quiet; thus there is somewhat of a work shortage. However, telecoms work is on the increase, fuelling demand for lawyers with relevant experience.

There has been little change in salary levels in saudi Arabia and Qatar. While salaries remain good in Abu dhabi, there has undoubtedly been a shift away from excessive expat packages. downward pressure has applied on salaries elsewhere, notably in dubai, where much of the market will quickly have to adjust to a new reality – in terms of remuneration levels.

save for dubai, most of the Middle east is riding the current economic storm without too much difficulty. Various practice areas are busy, which means that recruitment levels are steady. However, recruitment is unlikely to increase significantly until such time as a global economic recovery is well underway.

Conor Greene


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indiA >>

ukreport

ROUNDUPCliffordChanceannounced17partnerpromotionsworldwide,50%lessthan2008’s35appointments.The•majorityofpromotionsoccurredinthefirm’soverseasoffices,withjustthreeLondonassociateselevatedTaylorWessingappointed17topartnership,withthebulkofpromotionstakingplaceintheFranceand•Germanyoffices–threeeachinParis,MunichandtheUK,andfourinHamburgTheLondonbarristers’chambersOneEssexCourtwillhavethehighest-paidpupilsatthebar,followinga•boostfortheOctober2010intaketo£60,000.Thisisup33%onthe£45,000thisyear’sintakewillreceiveLovellsisreportedlyreadytosetupinSaudiArabiainabidtoexpanditsMiddleEastpresencepastDubai,•withDubai-basedcounselImranMuftiandassociateMustafaKamalworkingonthelaunchSquireSanders&DempseyrecentlyboosteditsGermanpracticebysecuringathree-lawyerteam•fromFaegre&BensoninFrankfurt,includingcorporatepartnerKarlWalter,bankingpartnerManfredBaumbach,andspecialcounselLouisWakatsukiWithersfollowedinthefootstepsoftopfirmsFreshfieldsBruckhausDeringer,SlaughterandMayand•HerbertSmith,announcingatie-upwithBPPLawSchool.ThecityfirmwillsenditstraineestotheschooltostudytheGraduateDiplomainLawandtheLegalPracticeCourse(LPC)SpanishfirmGarriguesrecentlyvotedinnewco-managingpartnersFernandoVivesandRicardoGomez,•whowilltakechargefrom1September2009.Theyreplaceco-managingpartnersMiguelGordilloandJoseMariaAlonso,whohaveheldthepositionsince2000

Indian law firms Luthra & Luthra, Indian Law Services and DSK Legal

have topped the legal advisory leader board for project finance deals closed in the first half of 2009, according to the latest statistics released by Dealogic.

Luthra & Luthra came out on top as legal adviser to global project finance deals in this period, for its role on six deals totaling US$6.3bn giving it a market share of 6.3%. Indian Law Services acted on 14 deals worth just over US$6bn, according to Dealogic, with an even market share of 6%.

On Global PFI/PPP deals Luthra closed three deals equalling close to US$3bn, making its market share just over 10%. DSK Legal followed second with a market share of 6.7%. This means that Indian law firms have a 28.2% market share of all PFI/PPP deals, and an 18.1% share of global project finance deals.

The firm’s strong showing is ostensibly due to a purple patch for Indian project finance. In this period, the subcontinent saw 36 projects close with a value of US$31.9bn – an increase of 158% on the same period last year. India’s increased activity means that Asia was the only region to exhibit an increase in project finance volumes, by 6%.

North America (-37%), the Middle East and Africa (-68%) and Western Europe (-41%) all fell dramatically. However, the worst performer in this period was Eastern Europe where volumes fell by 85%.

examinetheoptionofexternalinvestment,madepossiblebyregulatorychangestotheAlternativeBusinessStructuresrulesintheUnitedKingdom’sLegalServicesAct,whichisduetocomeintooperationin2011.

Asoneofthefewlargefirmsopenlyreceptivetooutsideinvestment,thegroupwilllookatotheropportunitiesthatcouldarisefromevolvinglegalmarkets,includingalternativefeestructures,procurementandefficiencymeasures.

The‘changegroup’,setupbynewmanagingpartnerTimEyles,alsoincludesfinancialinstitutionsheadTimStocks,financepartnerPeterShepherd,IPandcontentiouspartnerNiriShanmuganathan,andrealestatepartnerAdamMarks.

Freshfields has new global corporate headLondoncorporatepartnerEdBrahamrecentlytookoverfromincumbentAndreasFabritius,asglobalpracticegroupleaderforthecorporategroupatFreshfieldsBruckhausDeringer.

Brahamisaprivateequityspecialistwhoalsoco-headsthefirm’sglobalinfrastructureandtransportsectorgroup.Hehasbeenappointedforathree-yearterm.BrahamwaschosenoverGermany,CentralandEasternEuropecorporatechiefMariusBerenbrok,andLondoncorporateheadMarkRawlinson,fortherole.

Addleshaws consultancy branches outAddleshawGoddardrecentlylaunchedamanagementconsultancyinamovetoofferstrategicadviceinaconsolidatingmarket.Theconsultancywilloperateasanewpracticegroupwithinthefirm,insteadofastand-alonebusiness.

Membersofthefirm’sprofessionalpracticesandLLPwilljointheconsultancy,ledbythechairman,MarkJones.Thepracticewillaimtocatertoprofessionalbusinesses(includinglawfirms)thatareconsideringmergers,equityrestructuringsornewstrategicdirections.

Clifford Chance restructuresAspartofthefirm’sglobalreorganisation,CliffordChanceisfollowinginthefootstepsofthebankingindustry,havingrecentlyinitiatedastrategytomarketitsbusinesstoclientsonasectorbasis.

Thebankindustrymodeltobeusedincludes13industry-focusedgroupsthatsitacrosspracticeareas,allowingpartnerstoselectsectorstospecialiseinwhileremainingintheircurrentpracticegroups.

Sectorsincludefinancialservices,retail,aviation,automotiveandoil&gas.,andsectorpartnerswillmeetregularlytohelpdevelopbusinessinthatarea.

Taylor Wessing welcomes changeAfive-partnercommitteefromTaylorWessingwill

Indian firms dominate project finance league table for 1H2009

NEws >>


Indian firms dominate project finance league table for 1H2009

iNdiaN deaLs CLosed (1H09) ►Project name Value (US$m) Sector

IOCParadiprefinery 5,545 Oilrefinery/LNGandLPGplants

SasanUltraMegaPowerproject 3,836 Power

VodafoneEssarSevenCirclesGSMNetworkrollout 3,307 Telecom

DahejEthyleneCrackerPlant 2,587 Petrochemicals

LegaL adVisors oF gLoBaL PFi/PPP deaLs ►Rank Firm Value (US$m) Deals % Share 1H2008

1 Luthra&Luthra 2,958 3 10.3 N/A

2 DSKLegal 1,918 1 6.7 N/A

3 IndiaLawServices 1,845 7 6.4 13

4 CliffordChance 1,588 5 5.5 1

5 MVKini&Co 1,376 4 4.8 N/A

6 Ashurst 1,309 10 4.6 39

7 VieiradeAlmeida&Associados 1,114 6 3.9 17

8 Allen&Overy 1,040 7 3.6 2

9 Freshfields 950 3 3.3 14

10 DLAPiper 796 6 2.8 11

LegaL adVisors oF gLoBaL ProJeCT FiNaNCe deaLs ►Rank Firm Value (US$m) Deals % Share 1H2008

1 Luthra&Luthra 6,285 6 6.3 24

2 IndiaLawServices 6,044 14 6.0 40

3 Amarchand&Mangaldas 5,842 7 6.4 13

4 White&Case 3,871 8 3.9 2

5 SouzaCesconAvedissianBarrieueFlesch

3,721 3 3.7 N/A

6 CliffordChance 3,414 12 3.4 1

7 GarriguesAbogadosyAsesores 2,966 21 3.0 12

8 DLAPiper 2,932 10 2.9 19

9 MottaFernandesRochaAdvogados

2,846 1 2.8 N/A

10 Latham&Watkins 2,778 11 2.8 18Source: Dealogic

newsinbrief >>MAPLES AND CALDER OUTLINES GROWTH STRATEGYCompetitionbetweenoffshorefirmsisheatingup–bothApplebyandConyersDill&PearmanhaverecentlyopenedMauritiusofficesinanefforttoboosttheirstakeinkeyAsianeconomies.

MaplesandCalder,however,saiditwillbeadoptingadifferentstrategy.“Ourviewisthatcontrolofqualityandconsistencyofproductisveryimportant,andifyoudon’thaveenoughresources,that’saverydifficultthingtomaintain,”statedtheHongKongmanagingpartner,ChristineChang.

“Our[strategy]isbasedonlisteningtoourclientsandunderstandingmarketneeds.Untilsuchtimethatwefeelwe’vegatheredenoughclientimpetus,wewon’tbeconsideringadditionaljurisdictions.”

Changaddedthat“thereisalwaysadangerthatifyouexpandintotoomanydifferentjurisdictionsoryouopentoomanyoverseasofficesofferingthesamejurisdictions,youspreadyourselftoothin.”

MINTER ELLISON EYES BEIJING PRESENCEMinterEllisonisinvestigatingthepossibilityofopeningaBeijingoffice,chiefexecutivepartnerJohnWeberhasrevealed.“Beijingisapriorityforus,andwe’recurrentlylookingatopeningasmallofficetherethatwillhelpusgrowworkflowsfromthatmarket.”WebersaidbeyondBeijing,thefirmwas“cautious”aboutopeningfurtherofficesoffshore.

Thepreferredmethodwastoservicenewmarketsbyflyinginteamsorbyutilisinglong-standingrelationshipswithintermediariesandotherlawfirms.MintershasofficesinHongKong,ShanghaiandLondonandalsohasapresenceinAucklandandWellingtonthroughMinterEllisonRuddWatts.

BAHRAIN TO OPEN DISPUTE RESOLUTION CENTREBahrainislaunchingitsowndisputeresolutioncentrethisyear,aspartofbroaderaimstoestablishamodernlegalsystemintheKingdom.TheBahrainChamberforDisputeResolution(BCDR)willopenassoonasOctober2009,afteranoperatingagreementwassignedon17AugustbetweenBahrain’sMinistryofJusticeandtheAmericanArbitrationAssociation(AAA).

Thecentre’srolehasbeenenactedinlocallegislationand seeks to capture the market for domestic andinternationalalternativedisputeresolutions.TheMinisterof Justiceand IslamicAffairs,ShaikhKhalidbinAliAlKhalifa,said that thecentrewillbring in internationallawfirmsandmultinationalcorporations.

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usreport

ROUNDUPCanadianfirmBlakeCasselsisexpandingitsMiddleEastreach.Thefirmrecentlyagreedtoa¬formal•alliancewithlocalSaudiArabianlegalpracticeSaudiAl-AmariinAl-Khobar,andwillalsolaunchanofficeinBahrain.LedbyDanFournier,apartnerinthefirm’senergyandfinancepractice,thepracticewillfocusonenergy,infrastructure,corporate,bankingandtechnologylaw.BothofficeswillopentheirdoorsinautumnthisyearUSfirmArnold&PorterrecentlypoachedShearman&Sterling’sBrusselsmanagingpartner,Annette•SchildandfellowpartnerSilvioCappellari,leavingShearmanwithoutasinglefull-timepartnerintheBelgiancapitalNortonRoseisonthehuntforaUSmergerpartner,followingitsJunetie-upwithAustralianfirm•Deacons.ThefirmhaslongsoughtapresenceintheUS.IthasnowwideneditssearchbeyondtheconfinesofNewYorkandisreportedlycompilingalistofapproximately20firmsforpotentialmergertargetsDechertrecentlybolstereditsNewYorkofficenumberswiththehireoftwonewpartnersfromClifford•Chance’s(CC’s)officeinthecity.FinancepartnersStuartStraussandRichardHorowitzwilljoinDechert’sfinancialservicesgroupClearyGottliebSteen&Hamiltonhaslandedaleadroleonthebillion-dollartakeoverofGuaranty•FinancialGroup,aTexas-basedbankcurrentlyvergingontheedgeofbankruptcy.ClearywilladvisefinancialservicescompanyBBVACompassontheacquisitionGeoffreyWhite,seniorpartneroftheglobalassetfinancepracticeatCliffordChance,willshortly•relocatefromthefirm’sLondonofficetoNewYork.Thiswillfurtherstrengthenthefirm’sboomingassetfinancepracticeintheStates.

Freshfields names new managing partnerFreshfieldsBruckhausDeringerrecentlynamedNewYork-basedcorporatepartnerJulianPritchardasthefirm’snextregionalmanagingpartner.

HewillreplacestructuredfinancepartnerBrianRance,whohasbeenintheroleforthreeyears.

Feder to take the lead at Paul HastingsGlobalrealestateheadpartner,PhilFeder,recentlyreplacedMarkEaganasheadoftheLondonofficeatPaulHastingsJanofsky&Walker.

TheLondonandEuropeannetworkisacorefocusfortheUSfirm.FederrecentlymovedtoLondonfromtheLosAngelesofficetobolsterseniormanagementinthecity.

Hong Kong >>

King & Wood completes merger with Arculli Fong & NgAfter a three-year association in

Hong Kong, King & Wood’s merger with Arculli Fong & Ng will see the first PRC firm permitted to practice Hong Kong law.

In 2006 King & Wood opened its Hong Kong office and established an association with local firm Arculli Fong & Ng. Now, the mainland powerhouse has finally announced the completion of the integration plans.

As a result of the merger, all 13 partners and 45 legal professionals at Arculli Fong & Ng will be fully integrated into King & Wood, and a number of corporate, securities and finance partners from the firm’s Beijing and Shanghai offices will become Hong Kong residents.

The merger allows King & Wood to be the first PRC firm to offer dual capability (in Hong Kong/PRC law). It is expected to pave the way for other PRC firms to follow in its footsteps, with the most likely contenders being Jun He Law Offices and Duan & Duan, both of which have been associated with a Hong Kong firm for at least 12 months.

indiA >>

Bingham acquires McKee NelsonBinghamMcCutchenrecentlycompleteditsacquisitionofMcKeeNelson,addingapproximately120lawyerstoBingham’sWashingtonD.C,andNewYorkoffices.Thistakesthenumberoflawyersworldwideatthecombinedfirmtoover1,100.

ThemergerwithMcKeeNelsonallowsBinghamMcCutchenaccesstoMcKee’sthreecorepracticeareas:taxmatters,corporate/financeandbusinesslitigation.Theacquisitionof the smallerpractice is the latestinaseriesoftakeoversbytheUSfirmfollowingtheappointmentofJayZimmermanaschairmanin1994.

Bingham’slastbigacquisitionwasSwidlerBerlinin2006,whichwasamergeradding170lawyerstothefirm’sWashingtonoffice.

Indian firms’ non paying clients delay lawyer salaries

NEws >>


newsinbrief >>

Singapore’s Central Chambers and China’s largest firm by headcount,

Dacheng, have formed a joint venture designed to capture clients who are expanding to India and China. The firm, named Dacheng Central Chambers, is based within Central Chambers’ Singapore office and currently has 14 lawyers and seven partners qualified to advise on Singapore, China, India and Thailand laws.

This is the first China-Singapore JV firm, and one of the few Chinese firms with Indian lawyers. “What we’re trying to do is basically capitalise on the shift in focus to this part of the world from the US and Europe, especially to the Indian market through the trade relations with the ASEAN and China,” said managing partner, Aloysius Wee.

“Our strategy right now is to support Indian businesses in China. We’re looking at an outflow of Chinese businesses into southeast Asia and this activity has picked up in the last two or three years.”

The two firms had been working together as strategic partners since 2004 with the idea for the

Indian firm FoxMandal Little has not paid a number of its Delhi-based

lawyers their salaries due to late payment from some overseas clients. The firm said that it was forced to delay payments into July as around 70% of its clients had not paid bills.

A source said they were looking at different financing options, as unlike in other jurisdictions Indian firms can’t rely on banks for funding.

CHinA >>

indiA >>

Indian firms’ non paying clients delay lawyer salaries“It’s a common occurrence – a

lot of companies in India also face this problem,” said the source. “The difference is we’re being transparent about it. A lot of firms have cut back and some have asked people to leave but we didn’t.”

“We have a lot of work, it’s just that the bill has been raised and clients haven’t paid. By August it should be cleared up,” the source added.

Firms form first China-Singapore joint venture to target India

TWO FOUND MURDERED AT FOxMANDAL LITTLE’S BANGALORE OFFICEAnofficeassistantandsecurityguardwerefoundstabbedtodeathintheBangaloreofficeofIndianfirmFoxMandalLittleon26July.Thebodiesof27-yearoldofficeassistantShubankarDasand34-yearoldsecurityguardDasharathwerediscoveredinoneofFoxMandal’sfourbuildingsinPrimroseStreet.

Foxmandel’sBangalorepartnerNLMitrasaidthatlawyersatthefirmreceivednewsofthemurdersintheearlymorning.“Wewereinformedataround9amandthenwewentthere,”hesaid.“Noneofusknowthebackgroundtothestory,wedon’tknowofanysuspects.Nothingwasbrokenorstolen...wehavenoidea;we’reactuallyinthedark.”

CANADIAN FIRM VENTURES INTO GULFCanadianfirmBlake,Cassels&GraydonhasmadeitswaytotheMiddleEastmarketbyforginganassociationwithaSaudiArabianfirmandopeninganofficeinBahrain.Thefirm’sassociationwithlawyerSaudAl-AmmariinAl-Khobar,SaudiArabia,willallowittoestablishapresenceintheKingdomandanofficeinBahrain.AlAmmari–whoislicensedtopractiseinbothcountriesandisamemberoftheWashington,D.Cbar–willbethefirm’sMiddleEastmanagingpartner.

Blake’sdoubleventureintheGulfispartofabroaderstrategywhichisalsolookingtowardstheIndianmarket.DespitereportsearlierthisyearthatCanadianfirmsdidnotneedtoopenofficesintheGulfduetolowdealflow,thefirm’schair,BrockGibson,saidtherewasan“increasingflowofbusinessactivitieswithintheGulfCooperationCouncil,andbetweenCanadaandtheGCC.”

LEGAL FIRMS MOURN Ex-COLLEAGUE LOST IN JAKARTA BOMBINGSInternational firms Deacons and Minter Ellison andIndonesianfirmMakarim&TairaSaremourningthelossoftheirformercolleagueGarthMcEvoy,whowasoneofthecasualtiesoftheJakartahotelbombingson17July.

McEvoywasamongtheninevictimsconfirmeddeadintheattacksattheJWMarriottandRitz-CarltonhotelsinJakarta.The54-year-oldformerlawyerwasattendingabreakfastmeetingattheMarriotasacommercialmanageratconstructionfirmThiess,apositionhehadheldforonlysixmonths.

joint venture coming in 2007. “It’s taken a good two years to get the documentation and partner meetings in place,” said Wee.

In June the Singapore partners met in Nanjing to discuss the firm’s business model, which will operate as “an overseas model” with six partners to contribute equal capital. A development plan for the firm was also realised.

“This model – in which the firm would have a direct equity participation rather than in a strategic alliance basis – would be the first for Dacheng outside of China and serve as a model for subsequent offices,” Wee explained.

However, he did not feel that Dacheng would venture further into southeast Asia by opening new offices, rather it would take a cautious approach through associations with local firms. “We’re definitely looking at southeast Asia, but we are waiting for the political situations in Thailand and Malaysia to stabilise.”

“Before we venture and set up anywhere we’ll have some kind of link or association with a local firm to see the work is sustainable, but right now we’re doing that out of our Singapore office and working with our associate firms.”

20

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uPdaTe >>

international Tax

Hong kong used by us tax evaders?

A United States crackdown on wealthy Americans accused of hiding their money overseas to avoid paying taxes at home has spread to Hong Kong.

Court documents in the US detail how Swiss banking giant UBS helped clients set up enterprises in Hong Kong to hide money, the Wall Street Journal reported.

John McCarthy, a UBS client in California, agreed to plead guilty to one count of failing to file an annual report to the US Treasury Department, the financial daily said. A document filed with the plea showed he directed the transfer of more than $1m to a Swiss UBS account, held in the name of a Hong Kong entity named COGS Enterprises Ltd.

The case follows that of Jeffrey Chernick, from New York, who pleaded guilty in July to filing a false US tax return. He also used a Hong Kong corporation.

About 50,000 US passport holders live and work in Hong Kong and many own Hong Kong and China based businesses.

Another Hong Kong-based case has also been widely reported, of a now-elderly (in his seventies) US passport holder who received about US$7m in commissions in his UBS account over a 20 year period . He is apparently facing the loss of the total account value to taxation penalties and interest and a three year prison sentence.

Hong Kong has come under fire in the past for not sharing tax information with other jurisdictions. Amendments to the Hong Kong Inland Revenue Ordinance, which would align it with international standards on exchange of tax information, was submitted to the Hong Kong Legislative Council for consideration last month.

However, most information used by the US Internal Revenue Service (IRS) is obtained through the qualified intermediary (QI) program from the international financial institutions themselves; not through the exchange of information provisions in double tax treaties.

By Debbie Annells, managing director, AzureTax Ltd, Chartered Tax Advisers Suite 1010, 10/F Lippo Centre, Tower Two, 89 Queensway, Hong Kong www.azuretax.com, a member of AzureTax Group (Tel) +852 2123 9339 (direct line), (Main Line) +852 2123 9370, (Fax) +852 2122 9209 Registered with the Chartered Institute of Taxation for the purposes of anti-money laundering legislation.

Debbie Annells

KoreA >>

‘We will beat all foreign firms,’ local lawyers sayAs Korea creeps ever-closer to legal market liberalisation,

the nation’s domestic law firms are readying themselves for the entry of foreign law firms, by declaring they will continue to dominate the legal arena.

A partner at Lee & Ko, Korea’s third largest firm by headcount with 312 lawyers, Kim Byoung Jai, said that his firm is prepared for the entry of foreign law firms and will not be troubled by their presence in Korea.

“No matter who will come, we are ready to beat them all,” Kim told The Korea Times. “We have prepared for the expected upheaval for years so that we will face no trouble – even if foreign law firms make inroads into the local market in the near future.’’

While Kim substantiates his claims by pointing out that

korea ►Rank Firm Legal

staffManaging partner(s)

Lawyers Partners Offices

1 Kim&Chang* 430 YoungMooKim 310 120 1

2 Lee&Ko 312 YongSukYoon 211 101 2

3 YoonYangKimShin&Yu

282 Dong-GeulByun 204 78 3

4 Bae,Kim&Lee 242 YSOh 169 73 3

5 Shin&Kim 215 Doo-SikKim 155 60 2

6 Yulchon 167 WooChangRok 125 42 2

7 JisungHorizon 130 multiple 85 45 5

8 YPLee,Mock&Partners

113 multiple 85 25 1

9 BarunLaw 113 DongGunKim,HoonKang

76 37 1

10 HwangMokPark

111 multiple 65 46 2

*approximately

White & Case has become the ninth international law firm to enter Qatar after opening an office in Doha, citing

improving economic conditions and deal flow in the region as its reasons behind the move.

The office – which received approval on 9 July from the Qatar Financial Centre Authority (QFCA) and is located in the Al Fardan Office Tower – will supplement White & Case’s two other regional offices in Abu Dhabi and Riyadh.

The firm is looking to build up critical mass on the ground by transferring lawyers from its other offices. Among those staff to be transferred is London-based corporate partner Andrew Macklin, who will head up the new office.

The move comes as Qatar is luring more interest from legal industries abroad, keen on finding new growth markets. In June 2009, the UK Law Society’s international division led a trade mission to Doha to secure its legal industry potential

White & Case breaks into Qatar marketQAtAr >>

NEws >>


uPdaTe >>

intellectual Property

Court Clarifies meaning of “Connection”

in the recent decision of Mobil Petroleum Company Inc and Hyundai Mobis [2009] SGCA 38, the Singapore Court of Appeal (SGCA) had occasion to consider how sec 8(3) of the Trade Marks Act (1999 Rev Ed) (TMA 1999) is to be

construed.This case originated from a trade mark opposition

commenced at the Registry of Trade Marks by the appellant, to oppose the registration of the respondent’s “MOBIS” trade mark.

The Principal Assistant Registrar (PAR) found that the appellant’s “MOBIL” mark was well known. This finding was not challenged by the respondent, however, the PAR concluded that no confusion was caused by the two marks.

One of the issues before the SGCA was the appropriate standard to be applied in order to establish a “connection” between the later trade mark sought to be registered, and the earlier well-known trade mark under sec 8(3)(ii) of the TMA 1999.

In coming to its decision, the SGCA re-examined Amanresorts Limited and Novelty Pte Ltd [2008] 2 SLR 32 (Amanresorts). The Singapore High Court (“SGHC”) appeared to equate the requirement of “connection” under sec 55 of the Trade Marks Act (2005 Rev Ed) (TMA 2005) with the element of misrepresentation – constituting the tort of passing off.

By so equating, the SGHC held that the term “connection” under sec 55 of the TMA 2005 required an element of confusion. Interestingly the SGCA held that the term “connection” under sec 8(3)(ii) of the TMA 1999, unlike sec 55 of the TMA 2005, did not require an element of confusion, since the element was already encapsulated under sec 8(3)(iii) of the TMA 1999.

Reading sec 8(3)(ii) of the TMA 1999 to encapsulate a requirement of confusion, when it is already expressly required under sec 8(3)(iii), would lead to duplicity between the two sections. Accordingly, the term “connection” under sec 8(3)(ii) of the TMA 1999 does not mean the same as under sec 55 of the TMA 2005.

The SGCA also agreed that the limbs of sec 8(3)(i) to (iv) are to be dealt with serially, in that order.

Although the TMA 1999 has since been amended, this decision is still relevant. Section 8(3)(ii) of the TMA 1999 has been retained under sec 8(3)(ii) of the TMA 2005, in relation to oppositions to application for registration of a trade mark made before 1 July 2004.

Arthur Yap ATMD Bird & Bird LLP IP & Technology Group DID 6428 9803 Fax 6223 8762 [email protected]

Arthur Yap

KoreA >>

‘We will beat all foreign firms,’ local lawyers sayit is his firm and others that are of like size (Kim & Chang; Bae, Kim & Lee; Shin & Kim; Hwawoo and Yulchon) who are leading the market, when it comes to handling big-ticket corporate transactions for international and Korean clients. He concedes that M&A will become one of the most competitive areas in a liberalised legal sector.

“So far, foreign law firms have been favoured when non-Korean investors holding the right to choose a legal advisory partner invest in the domestic market,” Kim said. “But it’s only a matter of time for them to realise that Korean law firms are equally competitive – or even better – than their current partners.”

Korea’s unique corporate and business cultures were other factors cited by Kim as reasons why domestic law firms would continue to dominate the arena in an open legal services market.

“Korea has unique practices in managing employees and dealing with business-labour affairs, which are hard for non-Korean lawyers to understand in a short time,” Kim said. “Our tax system is also notoriously complicated. All of these [factors] will encourage investors eyeing Korea as a new destination to choose local law firms as their advisory partners.”

Or perhaps an international law firm with Korean partners in their ranks. But Kim says even if this is the case, firms who are unable to match their international counterparts in certain areas face the very real prospect of being subsumed via merger – or worse, face extinction. The areas he said are important to maintain include corporate management, banking, financing and securities, litigation, and international arbitration and IP.

“I believe only those competitive in the four segments [listed above] as a whole will survive in the future,’’ Kim said. ``Unsuccessful firms will either be degenerated into boutique law firms or merged by a competitor.’’

White & Case breaks into Qatar marketmarket share. The QFCA is also designed to rival Dubai’s equivalent, the Dubai International Financial Centre, to promote an inflow of investment.

QAtAr >>

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indiA >>

AZB denies merger influenced by Indian market liberalisationIndia’s third-largest law firm by

headcount, AZB & Partners, has acquired Bangalore boutique firm Anup Shah, in a move designed to increase its presence in south India. Despite predictions that liberalising the legal market would see relatively smaller firms compete with stronger-resourced foreign firms, AZB partner Abhijit Joshi said the merger would have occurred regardless.

“Frankly this is not a move which is influenced by any changes in the industry, this is to demonstrate how we view Bangalore as an important base and we’ll continue to augment and grow there. This is pretty much a quality-driven move and not influenced by what’s happening, or by the market conditions,” said Joshi.

RISE OF THE MID-TIERS FORCES BIG FIRMS TO CUT THEIR FEESMid-tierfirmshaveenjoyedasurgeinbusinesswithin-houselegaldepartmentsacrosstheboardlookingtoreducecosts.Nowsomelargerrivalshavestartedtofightbackwithareductioninfees.

Accordingtomediareports,ClaytonUtzandBlakeDawsonhavebothreducedratestotheirmostvaluableclients.AllensArthurRobinsonhasofferedselectedclientsarisk/rewardbillingmodelwherebythefirmiseitherpaidapremiumordoesnotrecoveritscosts,dependingonwhetherprojectsaresuccessful.

However,AllenspartnerandclientservicescommitteechairmanPaulNicolstoldThe Australiannewspaperhewasscepticalaboutclaimsthatmid-sizefirmsweretakingbusinessfromthemajors,sayingthatclientswerehappytopaythestandardrateaslongastheyweregettingvalue.

TROWERS AND CHARLES ADMINISTER TROUBLED BAHRAINI BANKSTrowers&HamlinsandCharlesRussellhavepickedupmajorcontractsastheadministratorsoftwocontroversialBahrainibanks.

ThetwofirmswereappointedbytheCentralBankofBahrainasadministratorsofAwalBankandTheInternationalBankingCorp,whoarebothlinkedtoSaudiArabianconglomeratesSaadGroupandAhmadHamadAlGosaibiandBrothers,respectively.Theyhavealsobeeninthenewsrecentlyafterstrugglingtorepaydebts.

Whilenospecificdetailswerereleased,theCBBsaidthetwolawfirmswereappointedafteritfoundthatthebankshadmoreliabilitiesthanassets.

Someindustryanalystshaveconsideredtheappointmentofthelawfirmsunusual.However,theCBBsaidintwoseparatestatementsthatitisfit,giventhenumberofpotentiallegalissuesinvolved.“Theappointmentofalawfirmtoleadtheadministrationisbothappropriateandcost-effectivegiventhenumberoflegalcasestowhich[thebanksare]alreadyapartyorlikelytobeaparty.”

MARKS & CLERK LAUNCHES IN MALAYSIA IPspecialistfirmMarks&ClerkhasopenedanofficeinMalaysia.TheofficewillbeheadedbyGeraldSamuel,whocomesonboardfromboutiquefirmMiranda&Samuel.HesaidAsiaisakeyIPmarket.

“Witharound6,000patentsfiledonaverageeachyearwithinMalaysia–thevastmajorityofwhichoriginatefromforeign-basedentities–theareaisemergingasanimportantandvibrantmarketrequiringintellectualpropertyprotection.”

ThefirmmergedwiththeLloydWisegroupin2007,doublingitsnumberofAsianoffices.LastyearitformedanassociationwithlocalHongKongIPlawfirm,AnthonyEvans&Co.Marks&ClerkcurrentlyhasfiveofficesinAsia:Malaysia,Singapore,HongKong,BeijingandShanghai.

newsinbrief >>

The acquisition will raise the firm’s headcount by 18 lawyers and add two new offices for AZB, in Hyderabad and Chennai. Real estate lawyer Anup Shah will come on board as AZB’s nineteenth equity partner and become managing partner of its Bangalore office.

“We already have a sizeable presence in Bangalore and with this merger we think that we’ll be one of the largest Pan-India law firms,” said Joshi. “We have already acquired two firms … so this acquisition is not something we are new to, its part of our overall strategy and something we would have done otherwise.”

AZB & Partners was established in 2000 through the merger between Ajay Bahl & Co and CZB & Partners.

NEws >>


uPdaTe >>

Financial

You’ve insured your car, but have you protected your family?

it’s a disturbing fact that in financial terms, many people consider their possessions to be worth more than their families! People nearly always insure their possessions, such as their car and jewellery because they are expensive to

replace. However, how much would it cost to replace your income if you lost that?

If you were to die or fall ill, the income maintaining your dependants’ standard of living could stop almost overnight. How would your family manage the housing costs, such as rent or mortgage? Who would pay for your children’s school fees? Too many people ignore the financial consequences of the death or illness of family members, because they believe “it won’t happen to us” or “we’ll manage somehow”.

It makes sense to have insurance to cover these eventualities. The types of cover on offer in the marketplace are:

Term Life assuranceThis is the cheapest form of cover, where premiums are paid, and cover lasts, for a chosen term – hence the expression “term life assurance”. This is generally used to cover a specific liability such as a loan, for example.

Whole of Life assuranceAs the name implies, this form of cover lasts for life, and is generally used for family protection.

Critical Illness (Trauma) assuranceUnlike traditional life assurance, which only pays out upon death, critical illness cover provides a lump sum to the living policyholder if he or she is diagnosed with a critical illness.

In an average year in the UK, for example:• 300,000 people will have a heart attack• 175,000 of them will survive for at least five years• 240,000 people will be diagnosed with cancer• Of these people, 35% of males and 46% of females will survive for at least five years

At a time when stress levels should be kept to an absolute minimum, it is critical to know that financial security is guaranteed. The lump sum could be used to purchase specialist medical care, to make essential adaptations to the home, or simply to pay for a recuperative holiday.

Income Protection insuranceIncome Protection insurance is designed to provide financial support when you need it most. It provides replacement income if you are incapacitated and unable to work as a result of illness. Did you know that, statistically, you are seven times more likely to suffer long-term sickness or disability than you are to die before the age of 65? Also, the odds of you being off work for three or more years due to serious illness are three times greater than the odds of you dying before you retire.

I know you’re busy, but don’t put it off any longer – protect your family!

David R Bojan Managing Director Horwath Financial Services Ltd. Tel: +(852) 2511 8337 Fax: +(852) 2802 7613 Email: [email protected] Website: www.hfs.com.hk

David R Bojan

World’s first Shariah-law compliant firm declaredUnited Arab Emirates-based law firm Agha & Shamshi

is the first firm in compliance with Islamic law, a move which the firm’s founding partner, Oliver Agha, said is motivated by principle and philosophy.

“The vision is to create a firm that lives true to the principles of Islamic finance, which means having an ethically based law firm that ensures it is practicing law. Also, not engaging in activities that are impermissible under the shariah,” the firm’s founding partner stated in a radio interview with talk show FM station, Dubai Eye.

But just how does a firm operate in compliance with shariah principles? Agha said that Agha & Shamshi abstains from investing the funds at its disposal in conventional instruments.

More significantly, the firm turns away clients and legal work that does not comply with Islamic principles, like those in the casino or interest-lending businesses. “We have had to turn work away,” Agha said. “We have had to say ‘no’ to conventional finance work. Large banks asked us to represent them on conventional transactions, which in my past life would have been fantastic.”

“We have had to say ‘no’ to dispute resolution matters that entailed pursuing a debt with interest. So these are the sort of things that we have had to decline ... because we’re sticking to our principles.” Yet he said that even with having to turn away work as a result of its shariah-compliance policy, there is still more than enough on offer.

“We believe that in this region there ought to be enough business to allow a small firm like ours to get by,” he said. “Let’s not forget that a huge amount of law has nothing to do with interest-bearing debt. You have projects, construction and EPC contracts, energy projects, and project finance done through Islamic financing. There is a lot that we can keep busy with and we will be able to do that.”

Agha also made headlines late last year, after walking away from a top position as DLA Piper’s head of Islamic Finance. In January, he opened his own firm and formed an alliance with the US firm Pillsbury, citing the “right cultural and strategic fit” between the two businesses. At the time, Agha had intended to develop his firm “based on ethical Islamic principles.”

But this is not the only legal business to have signalled interest in structuring itself along Shariah-law lines. In late July 2009, UK firm Norton Rose highlighted the importance of Islamic finance to its long-term Gulf strategy, and strongly implied that a similar model may be on the cards.

“The spread of Islamic finance and principles in international business is set to continue,” said Middle East international managing partner and head of finance, Campbell Steedman.

“An understanding of Islamic culture and the development of shariah-compliant products throughout all our practice areas will be an essential part of both our development and the development of the market, in the years ahead.”

dubAi >>

24

NEws | appointments >>


PromoTioNs ►Name Firm Promotion Practice Location

MunYeow AllensArthurRobinson

partner insurance HongKong

MatthiasFeldmann

CliffordChance partner corporate HongKong

MatthewTruman

CliffordChance partner finance HongKong

DonnaWacker CliffordChance partner litigation,disputeresolution

HongKong

TerenceFoo CliffordChance partner corporate Beijing

YangTiecheng CliffordChance Partner finance Beijing

reLoCaTioNs ►

Partner Firm From To

MaplesandCalder MarkWestern CaymanIslands HongKong

MaplesandCalder StaceyOverholt London HongKong

Lovells StephanieKeen London Singapore

Fullbright&Jaworski JonathanSutcliffe London Dubai

Fullbright&Jaworski SheaHaass Dallas Dubai

Linklaters EdwardSmith London HongKong

APPOINTMENTS

LaTeraL Hires ►Name Leaving going to Practice Location

AkihitoNakamachi Kirkland&Ellis AndersonMori&Tomotsune

intellectualproperty

Tokyo

StevenSieker N/A Baker&McKenzie tax HongKong

VincentSum Linklaters Lovells finance HongKong

WinnieNg Baker&McKenzie MinterEllison employment HongKong

SushmaJobanputra

BarclaysCapital JonesDay structuredfinance

Singapore

MichaelDoyle N/A Azmi&Associates

corporate KualaLumpur

GeoffreyGrice StateSolicitor’sofficeofWA

Freehills projects Singapore

PhilipPunwar AlTamimi&Company

Fullbright&Jaworski disputeresolution

Dubai

Zhuo(Arthur)Chen FriedFrank YingliGreenEnergy in-house Baoding

RajaBose Watson,Farley&Williams

K&LGates internationalarbitration

Singapore

CheahSooChuan LeeHishammuddinAllen&Gledhill

Tay&Partners disputeresolution

KualaLumpur

Maples and Calder

Maples shifts two partners to Hong KongOffshorefirmMaplesandCalderhasmovedtwofinancepartnerstoHongKongtomeetanexpectedincreaseinthenumberofdealsinAsia’scapitalmarkets.

MarkWesternandStaceyOverholthavebeenmovedfromtheCaymanIslandsandLondonoffices,respectively,toleadthefirm’sHongKongbankingandfinancepractice.Westernwillfocusonaircraftandassetfinance,whileOverholtwillspecialiseincapitalmarketsandstructuredfinancematters.

“Fromourexperienceduringthepasttwoorthreemonthsthingsaredefinitelylookingup,”saidHongKongmanagingpartner,ChristineChang.

“Forthatreasonwebelieveweneedmorefirepowerinplacesothatwhenthingsgetbacktofullblastwewillbemorethanprepared.”

Kirkland & Ellis Anderson Mori & tomotsune

Kirkland partner jumps to Anderson MoriJapaneseBigFourfirmAndersonMori&TomotsunehashiredcorporatepartnerAkihitoNakamachi,formerlyofKirkland&Ellis,forthefirm’sintellectualpropertyteam.Nakamachi,whoisadmittedtopracticeinJapan,NewYorkandCalifornia,specialisesinawiderangeofcross-bordercorporateandIP/technologytransactions,aswellasM&A,privateequity/venturecapital,jointventures,strategicalliance,licensing,development,distributionandmarketing.

Thisappointmentbringsthenumberofpartnersto67andwith263lawyers,itisthefourth-largestdomesticlawfirminthecountrybyheadcount.

Bennett Jones Baker & McKenzie

Baker’s tax appointments come after layoffsBaker&McKenziehassecuredtheservicesoftaxpartnerStevenSiekerforitsHongKongoffice,onlyoneweekafterannouncingitwilltrimitsGreaterChinaofficestaffby11%.

SiekerisapastmemberoftheHongKongInlandRevenueBoardofReviewandapart-timelecturerintaxandrevenuelawatTheUniversityofHongKongandCityU.ThiswillbehissecondstintatBakers.Anassociateinthetaxgroupbetween1998-2004andpartnerfrom2004-07,heleftforhisnativecountryCanadatotakeuppartnershipatBennettJones.

Bakersalsoearmarkedseveralnewpartnersacrosstheregion.JosephDeng,BarbaraLiandScottPalmerwereelevatedtothepartnershiponthe

Mark Western

Stacey Overholt

Akihito Nakamachi

NEws | appointments >>


defectfromanin-houseroletoprivatepracticethisyear.Further,sevenoftheninetransfershavecomefromeitherinvestmentorconsumerbanks.

Azmi & Associates

Azmi launches ‘practical’ international law serviceMalaysianlawfirmAzmi&AssociateshasestablishedaninternationallawpracticewiththeappointmentofUnitedStates-qualifiedlawyerMichaelDoyle,tobetterserviceitsclientsontheircross-borderinvestments.

Doyle’sappointmentwillenablethefirmtoserviceUSandEUinvestorsonbusinessprojectsinsouth-eastAsia.Asanadvisorinthefirm’snewpracticedevelopmentandinternationallawdivision,hewillassistindeveloping‘best-practice’forAzmilawyerswithforeignclients.DoylewillalsokeephispositionasapartnerofThaifirmSeriManop&Doyle.

Heisalsoanotedauthor,publishingDoyle’s Practical Guide to Business LawinThailand.

Freehills S’pore Government

Singapore beckons former state solicitorFreehillshasappointedGeoffreyGriceasapartnerinitsSingaporeoffice.GricejoinsthefirmfromtheStateSolicitor’sofficeofWesternAustralia,wherehewasdeputystatesolicitor.Thewidely-travelledGricehasmorethan20yearsexperienceintheprojectsandenergysectors,holdingpriorpositionsatUSfirmsWhite&CaseandLatham&Watkins.GricewasalsodirectorofbusinessdevelopmentandlegalaffairsforCable&Wireless,whereheworkedonJapan’sfirst-everhostiletakeover.

Freehill’schiefexecutiveofficerandmanagingpartner,GavinBell,noteditwasrareforthefirmtoappointalateralhireatthislevel,butsaidthepotentialforgrowthinGrice’sareasofexpertisewastoogoodtopassup.“WeseealotofopportunitiesthroughtheAsianmarket,”saidBell.

“Thisincludesadvisingonmajorcross-boardertransactionsintoandoutofAustralia,butalsomajorAsianinfrastructureandminingprojects.”

Clifford Chance

CC restructures partnership and promotes fiveAfterlosingitsspotastheUnitedKingdom’slargestlawfirmbyrevenuetoLinklaters,andfinalisingitspartnershiprestructuringplan,CliffordChancehasmovedonwiththeelectionof17lawyerstoitspartnership.Thenewpartnersarelocatedacrossvariousfirmsintheglobalnetwork,includingfiveintheGreaterChinaregion.

NewChina-focusedpartnersincludeMatthiasFeldmann,MatthewTrumanandDonnaWackerinHongKong,TerenceFooandYangTiechenginBeijing.FeldmannandFooaremembersofthecorporatepracticegroup,TrumanandYangfocusonfinancepractice,andWackerisinthelitigationanddisputeresolutiongroup.

mainland,whileEugeneLimandJenniferVanDalewerepromotedinHongKong.

Lovells

Lovells builds finance practiceLovellshasappointedformerLinklaterscounselVincentSumtoitsfinancepractice,citinganupturninstructuredproductsandderivativesactivityacrosstheregion.SumcomesonboardasaconsultantintheHongKongoffice,wherehewillservicelocalandinternationalfinanceclientsacrossHongKong,ChinaandTokyo.

Thefirm’sheadofbankinginHongKong,GaryHamp,saidthatwhileclientshaveseenimprovedsentimentinthemarket,theappointmentisnotaknee-jerkresponse.“We’renottryingtobereactivetoashorttermneed;ratherwe’retryingtoputinplaceaverybroadandsolidfoundationsothatwe’rethereforthelongterm,”Hampsaid.“Clientshavebeentellingusthatit’sbeenadifficultmarketbutthatsentimentisdefinitelyimproving.Ithinktheviewisthatmarketsareonthewayup,butit’salongroad.”

Baker & McKenzie Minter Ellison

Minters PRC employment team snares NgAfterlosingitsheadofPRCemployment,PattieWalsh,toDLAPiperanditsforeigncounsel,ZhouLihui,toJSMMayerBrown,MinterEllisonisbouncingbackquicklywithanewlateralhire.

ThefirmhasannouncedtheappointmentofWinnieNgasaconsultant,toheaditsPRCemploymentpracticebasedinHongKong.NgformerlyworkedwithBaker&McKenzieasanemploymentlawyer,commencinghernewroleon27July2009.

“Withincreasing[numbersof]investorsenteringthemarkets,therearemorecompanies,particularlymultinationals,seekingassistanceforcomplyingwithChineselabourandcontractlaws,”saidpartnerandchairmanofMinterEllison’sHongKongoffice,FredKinmoth.“Giventhistrend,weseetheneedforatalentedemploymentlawyerwithastrongunderstandingofthePRCandHongKongemploymentlandscape”

Barclays Capital Jones Day

Barclays swapped for Jones Day SingaporeInwhatappearsanincreasinglycommontrend,anotherlawyerfromaninvestmentbankhastradedlifein-houseforprivatepractice.

SushmaJobanputraisleavingapositionasheadofthestructuredfinanceteamatBarclaysCapital,totakeuppartnershipwithJonesDayinSingaporeinitsBanking&Financepractice.Thismovemakeshertheninthlawyerto

Thefirm’sother12promotionsareoutsideAsia,includingthreeinLondon,twointheUSandoneinDubai.Thefirms’globalpartnershipnumberswillriseto587afterthenewappointments.

K&L Gates

K&L Gates launches Singapore arbitration practiceUSlawfirmK&LGateshasappointedRajaBosetoheaditsinternationalarbitrationpracticeinAsia.Bose’sappointmentwillestablishanewarbitrationpracticeforK&LGate’sSingaporeoffice,launchedinMarchthisyear.ItwillalsobuilduptheAsianarbitrationteam,whichhasonlytwootherlawyersbasedinHongKongandBeijing.

BosewaspoachedfromWatsonFarley&Williams’Singaporeoffice,wherehespent10yearsworkingonlegalmattersaffectingcross-borderlitigationandarbitration,servingtheoilandgasindustriesinconstructiondisputes.

“Theopportunitytointroducemyclientstothefirm’sglobalplatformandtoworkwithexistingclients…aswellastheothertalentedlawyersinthefirm’sinternationalarbitrationpractice,isveryexciting,”Bosesaid.

Theappointmentcomesasthenation-statecapturesmoreinternationalarbitrationcases,initsgoaltogainthetitleasAsia’sarbitrationhub.

“LawfirmsinSingaporehavereportedasteadygrowthininternationalarbitrationovertheyearsandtheyhaverespondedbyincreasingthenumberoflawyershandlingarbitrationworkfromSingapore,”saidSingapore’sMinisterforLawandSecondMinisterforHomeAffairs,KShanmugam.

tay & Partners

Tay & Partners recruits disputes lawyer looking for moreMalaysianfirmTay&PartnershaspoacheddisputeresolutionlawyerCheahSooChuantobecomeapartnerinitsKualaLumpuroffice.Cheahspecialisesincorporateandbankinglitigationandadvisesoninsolvencyandliquidationmatters.

CheahcomestothefirmfromLeeHishammuddinAllen&Gledhill’slitigationpractice.Tay&Partners’managingpartner,TayBengChai,saiditwasatimelyappointmentgiventhefloodoflitigationworkthefirmwasexperiencing.

“Overthepastyear,we’veseenanincreaseincontentiouscasesandourdisputeresolutionworkhasmultiplied,”Taysaid.“We’reseeinganexcitingperiodinthegrowthofourdisputeresolutiondepartmentandcapability.”

Thisappointmentnowraisesthefirms’numberofpartnersto13,andTay&Partnerssaiditwillcontinuetoboostitsstaffnumbers.

“OurdisputeresolutionpracticehasgrownfromstrengthtostrengthoverrecentyearsandwiththeadditionofSooChuan,itcouldspellthebeginningofmorestrategichirestocome”,saidLeonardYeoh,thefirm’sheadoflitigationandemployment.

Vincent Sum

Sushma Jobanputra

26

NEws | deals update >>


mergermarket M&A deals update

NEws | deals update >>


28

NEws | regional update >>


CHINAPaul Weiss

PHILIPPINESSyCip Salazar Hernandez & Gatmaitan

INDONESIABT Partnership

SINGAPORELoo & Partners

reg

ional

updat

es

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

not subject to this restriction. Finally, a Pe Mgmt Co can enjoy all the subsidies provided by the Pudong government to the domestic private equity fund and fund management entities.

However, the Trial Measures expire on June 30, 2010. We understand the Trial Measures were introduced as a trial run for the regulations that will be promulgated by the state Council on the establishment of private equity funds and fund management entities (the “Pe rules”). According to the national development and reform Commission, the draft Pe rules have been submitted to the state Council for final review. Therefore, serious questions have been raised by the potential foreign investors in the PrC fund management: Will the Pe Mgmt Cos registered under the Trial Measures survive June 30, 2010? How would the Pe Mgmt Cos be adapted to the Pe rules which will come into effect in the near future?

Written by Jeanette Chan, partnerSue Yang, China law consultant Paul, Weiss, Rifkind, Wharton & Garrison

Unit 3601, Fortune Plaza Office Tower A no. 7 dong sanhuan Zhonglu Chao Yang district, Beijing 100020 PrC email: [email protected] Ph: (8610) 5828-6300 or (852) 2846-0300

On June 10, 2009, the Pudong new Area government of shanghai issued the Trial Measures on the establishment of Foreign-invested Private equity Management enterprises (the “Trial Measures”). Following a series of policies encouraging private equity developments in shanghai formulated by the municipal government since 2008, for the first time, foreign direct investments in private equity management companies (“Pe Mgmt Cos”) in Pudong seems to be permitted. Though the Trial Measures were only effective for approximately two months, several Pe Mgmt Cos have already been established, with more international private equity funds seeking an opportunity to enter into the PrC market.

Before the issuance of the Trial Measures, the only available form for foreign investments in fund management entities was through the establishment of a foreign-invested venture capital management enterprise (“FiVCMie”) pursuant to the 2003 Administrative Provisions on Foreign-invested Venture Capital enterprises (“FiVCie rules”). While establishment of a Pe Mgmt Co requires a higher threshold (at least Us$2 million registered capital), it has some advantages over FiVCMie. First, a FiVCMie requires three management personnel with at least three years professional experience, but a Pe Mgmt Co only requires two such personnel with at least two years of experience. second, while the funds managed by a FiVCMie can only be invested into the high-tech area according to the FiVCie rules, the investments of the funds managed by a Pe Mgmt Co are

CHINA

Watergate Opened to Foreign Investments

in Private Equity Fund Management in Pudong



PHILIPPINESpositions be separated when the chair also wears the CeO hat.

The code encourages providing additional qualifications for the director’s election and likewise urges the board to adopt guidelines on the number of directorships that its members can hold. it “should take into consideration the capacity of a director to diligently and efficiently perform his duties and responsibilities.”

However, the most notable revision dwells on the diminished rights of the company “stakeholders.” The revision effected may be taken to mean that the duties and functions of the board, as well as their fiduciary obligations, now pertain solely to company and its stockholders, a complete abandonment of the stakeholders theory.

While good corporate governance is critical, it is important to realize that it goes hand in hand with public governance reform. Only an integrated approach will ensure a balanced contribution to development. After all, like one economist said, “it is not possible to create and run an island of good corporate governance in a sea of poor or underdeveloped public governance.”

Written by Ryan D. Co, Associate Lawyer sycip salazar Hernandez and gatmaitan ssHg law Centre, 105 Paseo de roxas Makati City, Manila, Philippines Tel: +63-2-817-98-11 loc. 361 Fax: +63-2-817-38-96 e-mail: [email protected], [email protected] Website: www.syciplaw.com

The Revised Code of Coporate Governance

The lack of corporate governance mechanisms in Asian countries highlighted the weaknesses of the institutions in their economies. Today, the coming of another financial crisis has revealed severe shortcomings despite attempts to develop corporate governance. Thus, the Philippines saw the necessity to revise its 7- year old Code of Corporate governance which took effect on July 15, 2009.

in addition to the prior requirements, the code applies only to registered corporations and branches or subsidiaries of foreign companies operating in the country that have assets over P50 million and at least 200 stockholders who each own at least 100 shares. The common denominator of the covered companies is they solicit investments from the public. The code includes compulsory and recommendatory guidelines for the protection of the interests of the stockholders and other investors.

Unlike before when a compliance officer has the responsibility of “enforcing” corporate governance rules, the code now makes the board primarily responsible for that task. The importance of having independent directors in the board was underscored because of the requirement to have at least two independent directors or such number of independent directors that constitute 20 percent of the board membership, whichever is lesser but in no case less than two.

The code has changed the status of the chair from ceremonial to meaningful. He has the responsibility of seeing to it that board meetings are held in accordance with the by-laws or on times that he may deem necessary. The code recommends that the two

On July 8, 2009, singapore exchange limited (“sgX”) and the Oslo Børs AsA (“Oslo Børs”) inked their co-operation with the signing of Memorandum of Understanding (“MOU”) to facilitate the process of secondary listing of companies on each other’s exchange.

This MOU marks the first formal co-operation between the two exchanges. it also represents the first dual listing co-operation with a sector focus between singapore and norway.

The proposed co-operation aims to promote the secondary listing of companies listed on each other’s exchange. sgX and Oslo Børs will institute a framework to enable and facilitate dual listings through mutually agreed listing rules and processes. in addition, both exchanges will set up a process for settlement and clearing of shares traded of these dual listed companies. The co-operation will begin with companies in the energy, offshore and shipping sectors which are key sectors common to both exchanges. sgX chief executive officer Hsieh Fu Hua noted that there are 47 of these companies listed on sgX and 89 such companies listed on Oslo Børs, making a total of 136 companies with a combined market capitalisation of $185 billion. As such companies expand their business activities to norway or singapore, the dual listing framework will allow them to diversify their shareholder base, build their profile and provide an additional fund raising venue. For a start, companies seeking dual listing should have a listing track record of three years and a market capitalisation of at least $200 million.

An example of a singapore company

Dual listings pact to strengthen capital

markets in Singapore and Norway

SINGAPORE

30



b. fine;c. limitation of business activity;d. suspension of business activity;e. cancellation of business license;f. cancellation of approval;g. cancellation of registration.

Or in the event of delayed / late submission, a fine in the amount of rp. 100.000,- (one hundred thousand rupiah) per each delayed day and maximum in the amount of rp. 100.000.000, - (one hundred million rupiah) will be imposed.

ConclusionThe obligation to conduct full disclosure is very important in the mechanism of capital market. Besides marketing the company concerned, it also intends to protect public interest towards dishonest and unfair practices in stock exchanges. dishonest and unfair practices in stock exchange may affect the atmosphere of investment and thus affect a state’s financial stability. Consequently, this obligation is continuous and shall be maintained periodically by public company.

Written by tyana Asri Martianti

BT PArTnersHiP Bri Tower ii, 19th Floor Jl. Jend. sudirman no.45 Jakarta 10210, indonesia Tel. 62 21 5700 777 Fax. 62 21 5700 877 email: [email protected] Web: http//www.btpartnership.com

in the after registration phase, obligation of full disclosure consists of two types as follows:a. Periodic disclosure

Periodic disclosure is an obligation to conduct full disclosure, especially in financial matter, periodically to BAPePAM-lk within 6 months or more. Periodic disclosure as such shall consist of (i) yearly report and (ii) 6 months report. Those reports shall consist of following information:

Balance sheet•Profit and loss report•Profit balance report•Cash flow report•note on financial report•Other reports necessary•

b. Episodic disclosureOn the other hand, episodic disclosure is an obligation to report event or occurrences which may affect the decision of investor to conduct investment. This type of report shall be made to BAPePAM-lk and to the public within 2 (two) working days subsequent to the events among other as follows (i) merger, consolidation, share purchases or the establishment of joint venture; (ii) the division of shares or the distribution of dividend; (iii) income and extraordinary dividend; (iv) conclusion or loss of important contracts; (v) product or essential invention; (vi) essential modification on the management; (vii) notification regarding the re-purchase or payment of debts etc.

SanctionFailure to comply with these reporting obligations may lead to administrative sanctions. These sanctions are:a. written warning;

Full disclosure in capital market

post registration phase

INDONESIAlisted on Oslo’s mainboard is eOC limited (“eOC”), as one the leading owner and operator of floating production, storage and offloading, and offshore construction services contractor based in Asia. eOC is an associate company of ezra Holding limited, which is currently listed in sgX Mainboard.

Another area of co-operation is joint marketing and promotion. Both exchanges plan to commence a series of marketing seminars to profile the sectors in both regions in the coming months. sgX and Oslo Børs will enhance the co-operation framework by exploring opportunities in introducing new sectors, providing regulatory updates, monitoring and governance matters.

The MOU will enhance the attractiveness of the two exchanges as destinations for listings by shipping, offshore and energy companies, as well as those in other sectors. This will in turn reinforce the standing of singapore and norway as international maritime and financial centres. This collaboration will also boost singapore’s efforts to position itself as a leading shipping and maritime hub in Asia.

This co-operation complements sgX’s Asian gateway strategy. Companies from Asia and europe in the energy, offshore and shipping sectors will be better profiled and benefit from the larger investor pool. investors on both bourses will also have a greater selection of investment choices.

Written by Mr Nicholas Chang and Ms Kitty Lo

By Mr nicholas ChangCorporate Finance executive,Ph: (65) 6322-2236 | Fax: (65) 6534-0833e-mail: [email protected] Ms kitty losenior Corporate Finance executivePh: (65) 6322-2231 | Fax: (65) 6534-0833e-mail: [email protected] loo & Partners llP 88 Amoy street, level Three singapore 069907

Selected Attending Law Firms

Jun He Law Offices

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Deacons (Hong Kong)

Finnegan, Henderson, F arabow, Garrett & Dunner LLP

G&D Law Firm

Beijing Tianchi Law Firm

Liu, Shen&Associates

An, Tian, Zhang&Partners

HHP Attorneys-At-Law

Anli Partners

Shang Quan Law Firm

Jin Tai Law Firm

Llinks Law Offices

Beijing Zhenghao Law Firm

Join & High Law Firm

Lifang & Partners

Beijing Sino Pro. Law Firm

Juntai Law Firm

Beijing Yi Jia Law Firm

Zhong Lun Wen De Law Firm

Run Ming Law Firm

Beijing Yingdao Law Firm

Tianji Law Firm

Beijing Hanwei Law Firm

Sino-Promise Law Firm

Hongfan Guangzhu Law Firm

Rouse & Co International

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November, 18-19, 2009, Yuyang Hotel, Beijing China

Green Link Group Peking University Legal Information Center

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Janet Day, Legal IT Director, Berwin Leighton Paisner

EMINENT SPEAKER PANEL

Xu Jiali, Founding Partner, Longan Law Firm

Zhang Tao, Partner, Junhe Law Firm

Cai Xue'en, Partner, Dewell & Partners

Coleen Yang, Asia Co-Head of Global Technology Solutions, Shearman & Sterling LLP

Li Decheng,Senior Partner, JT&N Law Firm

Zhao Xiaohai,Director, Peking University Legal Information Center

Cheng ShouTai, Managing Partner, Tahota Law Firm

David Turley, Asia IT Director, Clifford Chance LLP

Jiang Jiang,Senoir Parter, Hylands Law Firm

Cai Peng，Partner, ZhongLun W&D Law Firm

Ma Kewei，Partner, GuanTao Law Firm

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Selected Attending Law Firms

Jun He Law Offices

De Heng Law Firm

King & Wood

Dacheng Law Firm

Gao Tong Law Firm

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Finnegan, Henderson, F arabow, Garrett & Dunner LLP

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Liu, Shen&Associates

An, Tian, Zhang&Partners

HHP Attorneys-At-Law

Anli Partners

Shang Quan Law Firm

Jin Tai Law Firm

Llinks Law Offices

Beijing Zhenghao Law Firm

Join & High Law Firm

Lifang & Partners

Beijing Sino Pro. Law Firm

Juntai Law Firm

Beijing Yi Jia Law Firm

Zhong Lun Wen De Law Firm

Run Ming Law Firm

Beijing Yingdao Law Firm

Tianji Law Firm

Beijing Hanwei Law Firm

Sino-Promise Law Firm

Hongfan Guangzhu Law Firm

Rouse & Co International

www.legalitasia.com

November, 18-19, 2009, Yuyang Hotel, Beijing China

Green Link Group Peking University Legal Information Center

Organized by

OfficialEndorser

Supported by

Media Partners

Janet Day, Legal IT Director, Berwin Leighton Paisner

EMINENT SPEAKER PANEL

Xu Jiali, Founding Partner, Longan Law Firm

Zhang Tao, Partner, Junhe Law Firm

Cai Xue'en, Partner, Dewell & Partners

Coleen Yang, Asia Co-Head of Global Technology Solutions, Shearman & Sterling LLP

Li Decheng,Senior Partner, JT&N Law Firm

Zhao Xiaohai,Director, Peking University Legal Information Center

Cheng ShouTai, Managing Partner, Tahota Law Firm

David Turley, Asia IT Director, Clifford Chance LLP

Jiang Jiang,Senoir Parter, Hylands Law Firm

Cai Peng，Partner, ZhongLun W&D Law Firm

Ma Kewei，Partner, GuanTao Law Firm

Our Sponsor

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http://www.legalitasia.com

32 Asian Legal Business ISSUE 9.9

FEaTuRE | Asia’s Leading M&A firms >>

LegaL adVisors To asiaN m&a 1H09 (exCLudiNg JaPaN & ausTraLia): BY VoLume ►Rank Firm Value (US$m) Deal Count Y/E 2008 rank

1 Kim&Chang 7,165 19 2

2 Freshfields 13,860 17 10

3 Baker&McKenzie 5,680 15 1

4 HerbertSmith 5,738 13 17

5 JonesDay 1,370 12 12

6 Linklaters 16,418 11 4

7 CliffordChance 12,811 11 7

8 Desai&Dewanji 2,452 10 3

9 Lee&Ko 1,443 10 13

10 DLAPiper 5,884 9 19

Source: Mergermarket

LegaL adVisors To greaTer CHiNa m&a 1H09: BY VoLume ►Rank Firm Value (US$m) Deal Count Y/E 2008 rank


2 Baker&McKenzie 4,873 12 1

3 Linklaters 16,331 9 4

4 HerbertSmith 4,243 9 9

5 Haiwen&Partners 4,578 8 23

Source: Mergermarket

As M&A deal flows slowly – but surely – pick up and mega-transactions that defined the years past start to re-enter the pipeline, Asia’s in-house lawyers and business leaders tell AlB what they are looking for from their external counsel, in this important and expanding multi-billion-dollar practice area

it seemed like only yesterday that it was near-impossible for one to talk about mergers and acquisitions work, without using adjectives such as

‘depressed,’ or ‘deflated,’ to describe the transactional landscape in the region.

Countless market analysts noted that global deal flows over the past 12 months have been at their lowest ebb for some time, with little prospect of business returning to ‘normal’ levels for the legal market any time soon.

However, even in the midst of this global turmoil, Asian M&A proved resilient. While there were no big-ticket deals being struck, transactional activity emanating out of China, Korea, Japan and India – to name just four jurisdictions – was at levels sufficient to give even the most pessimistic of market analysts some cause for hope.

This is hope that now seems justified, given the events over the past few months as an indication. Since Q2009, M&A deals have again begun to flow relatively freely in the marketplace.

Companies that were spurred on by, inter alia, more favourable conditions on global equity markets and improving confidence in the markets and economies, are now more willing to look at strategic acquisitions, both domestically and abroad. The same companies are also more willing to increase their market shares.

Banks seem to be more willing to provide finance. Ambitious capital raisings and activity on debt markets have left many of Asia’s largest conglomerates with the ability – and the hunger – to go after targets and deals which had been shelved since the onset of the financial crisis.

Those business transactions and deals are now re-entering the pipeline. And while India, China and countless jurisdictions in southeast Asia are


Feature | Asia’s Leading M&A firms >>

HEADLINE TRANSACTION LEADERS: ►The best firms on Asia’s mega-deals

• Clifford ChanCe• freshfields• linklaters

LOCAL LEADERS: THE ASIAN TIGERS ► + JAPAN:

The best local counsel on mega-M&A

Singapore• allen & Gledhilll• rodyk & davidson

Taiwan• lee and li• lCs & Partners

Hong Kong• deaCons• Woo• kwan, lee & lo

Japan• Mori haMada & MatsuMoto• naGashiMa ohno & tsuneMatsu

Korea• Bae kiM & lee• kiM & ChanG• lee & ko

EMERGING MARKET LEADERS ►

MalaySia• kadir andri & Partners

pHilippineS• roMulo MaBanta

THailand• Baker & MCkenzie

VieTnaM• vilaf honG duC

CHina• CoMMerCe & finanCe• Jun he• kinG & wood

india• aMarChand & ManGaldas• azB & Partners• luthra & luthra

indoneSia• soewito suhardiMan eddyMurthy kardono

Amy Lo Firm: Clifford ChanceLocation: Hong Kong • Hasexperienceincorporatefinance,securities,andM&A

transactionsinHongKong,PRCandthroughoutAsia• LeadpartneronChinaOilfieldservicesUS$2.5bnacquisitionof

Awilco,theUS$4bnsaleofWingLungBanktoChinaMerchantsBankand,morerecently,ChinaConstructionBank’sacquisitionofAIG’sconsumercreditbusinessinHongKong

Andrew Tortoishell Firm: HerbertSmithLocation: Hong Kong• Isthefrm’sGreaterChinamanagingpartnerwithexperienceacross

allareasofcorporatelaw• LeadpartneronIBM’sUS$1.25bnsalesofpersonalcomputerdivision

toLenovoandactedforEssarregardingtheproposedacquisitionHutchisonWhampoa’smajorityinterestinHutchisonEssar

Celia Lam Firm: LinklatersLocation: Hong Kong• Jointmanagingpartnerofthefirm’sGreaterChinapractice• LeadpartneronChinaNetcom’sUS$23.8bnmergerwithChina

UnicomandChinaTelecom’sUS$15.8bnacquisitionofChinaUnicom’sCDMAbusiness

• Paul, weiss• skadden• sullivan & CroMwell

Harumichi Uchida Firm: MoriHamada&MatsumotoLocation:Japan• PracticesacrossawiderangeofcorporateworkincludingM&Aand

litigationanddisputeresolution• LeadpartneronDBFRBUSDJPY5bnnotesprogramdue2013

E Sreesanthan Firm: KadirAndri&PartnersLocation:Malaysia• Practicesacrossawiderangeofcorporateandadvisorywork

includingM&A,privatisationsandcorporateexercises• LeadpartneronBumiputraCommerceHolding’stakeoverofSouthern

BankBerhadandtheUS$10billionmergerofSimeDarby,GuthrieandGoldenHopeGroupofCompaniesunderSynergyDriveBerhad



Jack Huang Firm: JonesDayLocation:Taiwan• Partner-in-chargeofthefirm’sTaipei

office,hispracticespansM&A,capitalmarkets,internationalinvestments,privateequityandventurecapital

• LeadpartnerontheUS$1.1bnJjointventurebetweenMicronTechnologyandNanyaTechnologyandontheUS$600macquisitionofING’sTaiwaninsuranceunitbyFubonBank

Jeanette Chan Firm: PaulWeissLocation: Hong Kong• Practicesacrossarangeofcorporateareas

includingM&A,privateequityandventurecapitalandnotedasaTMTexpert

• LeadpartneronMicrosoft’sequityinvestmentinIndia’sTataConsultancyServices,WeightWatcher’sJVwithDanoneandMotorola’sacquisitionofZhejiangDahuaDigitalTechnology

Jon Christianson Firm: SkaddenLocation: China • PracticeincludesM&Aaswellas

investmentandfinancingtransactions• ActedforChina’sstateinvestment

companyonitsUS$3bnpre-IPOacquisitionofaninterestintheBlackstoneGroupandChinaCITICBankinitsUS$629msaleofa5%staketoBancoBilbaoVizcayaArgentaria

Jonathan Zhou Firm: FangdaPartnersLocation: China• Notedforhisprivateequity,venture

capitalandcapitalmarketsexpertise• WastheleadlawyeronBlackstone

Group’sUS$600minvestmentinChinaBluestarCorporationandalsofortheunderwritersinPingAnLifeInsurance’sUS$1.5bnacquisitionofShenzhenDevelopmentBank

Kyung Taek Jung Firm: Kim&ChangLocation: Korea• Chairofthefirm’sM&AandCorporate

practicegroupandAntitrustandCompetitionpracticeGroup

• HeadsateamthatworkedonAnhueserBucshInBevUS$1.8bnsaleofitsstakeinOrientalBreweryandeBay’sacquisitionofKorea’sGmarket

LegaL adVisors To JaPaNese m&a 1H09: BY VoLume ►Rank Firm Value (US$m) Deal Count Y/E 2008 rank

1 Nishimura&Asahi 13,566 32 2

2 MoriHamada&Matsumoto 5,631 23 1

3 AndersonMori&Tomotsune 1,152 15 27

4 Nagashima,Ohno&Tsumematsu 11,007 14 3

5 TMIAssociates 3,905 14 18

and 2007 witnessed parties jumping on transactions for fear of losing out on a big deal to a competitor, a much more deliberative approach is now required.

Regardless of whether the markets return to normality over the coming months in 2009, this is an approach that looks set to stay. More extensive due diligence, sounder document control, watertight MAC and force majuere clauses will all become features of closing deals.

There will also be more focus on deal structuring and regulatory analysis. These will become more entrenched features of closing deals in the future, according to our survey respondents. A return to the basics is a good thing, although in-house lawyers do realize that this may have a number of unintended consequences.

“Back-to-basics in dealmaking is good news, I feel,” says the corporate counsel at a China-based manufacturing company. “We realize that things like extending the lead time on deals, as well as fiddling with structuring and performing more due diligence are probably going to exert upward pressure on legal costs.”

“But to be honest, I don’t mind investing the money at the start of a deal rather at the end of a joint venture or acquisition gone bad.” Other survey respondents also agree with these sentiments, saying that, in addition, the innovative deal structures and novel methods to approaching deals – so often hatched during lean periods

noteworthy for their impressive outbound volumes, one shouldn’t think that this coalescence of factors heralds a return to the deal flows seen during 2007, or even early 2008 proportions.

However, it’s not as far-off reaching those levels as one would think either. A joint study published by Thomson Reuters and JPMorgan notes that this half of 2009 will become the bellwether for merger and acquisition levels for 2010. The report says this is when the real action will take place.

More favourable conditions and increased dealflow notwithstanding, new challenges now confront M&A practitioners across the region. In addition to ensuring that run-of-the-mill concerns are adequately addressed (document control is one example), issues such as anti-trust and competition also loom large on the horizon.

Regulators across the region are seeking to exert more control over the levels of international investment into and out of their respective countries. Consequently, if closing M&A deals in the midst of economic crisis was tough, then closing them in a rebounding market is set to be just as arduous for practitioners, if not more so.

Beyond document controlIt should come as no surprise to learn that in the midst of economic crisis, what in-house lawyers demand of their external counsel has changed. Where the ‘hot’ markets of 2006



– should serve as blueprints for similar deals in the future.

The general counsel at an international investment bank explains. “When we go to someone on a deal we expect them to tap the relevant resources in their firm. If it turns out that another lawyer has worked on a similar deal, aspects of

Liu Gang Firm: Commerce&FinanceLocation: China• Oneofthefoundersofthefirm,Liu’sareas

ofpracticeincludeforeigninvestment,corporatefinance,securitiesandinternational trade

• ActedforUnicomwithitsdisposalofCDMAbusinessandassetstoChinaTelecom,andonthemergerwithChinaNetcom

Lucien Wong Firm: Allen&GledhillLocation:Singapore• Managingpartnerwhopracticesacross

thespectrumofcorporateandbankingandfinancework

• TeamactedonTuasPower’sS$4.25bnsharesaletoChinaHuanengandLionPowerHolding’sacquisitionofSenokofromTemasekforS$3.65bn

which – or research regarding [the deal] – can be applied to the current deal, then they should follow this lead. We don’t pay them to reinvent the deal.”

Performing legal work for a client that was not asked for is a classic example of the type of behavior that in-house lawyers don’t want to see

LegaL adVisors To koreaN m&a 1H09: BY VoLume ►Rank Firm Value (US$m) Deal Count Y/E 2008 rank

1 Kim&Chang 7,133 18 1

2 Lee&Ko 1,443 10 2

3 BaeKim&Lee 4,541 5 4

4 Yulchon 2,306 5 5

5 Shin&Kim 1,346 3 3

http://www.rodyk.com



Mohit Saraf Firm: Luthra&LuthraLocation:India• Practicespansacrossallareasof

corporatelawincludingM&A,acquisitionfinanceandcorporate

• LeadlawyeronDeccanAirway’sUS$220mM&AofKingfisherAirlines andSistema’sUS$627macquisitionofShyamTelelink

Nick Norris Firm: SkaddenLocation: Hong Kong • Co-headofthefirm’sHongKongcorporate

lawpractice,headvisesonM&A,jointventures,privateequityandfinancing

• ActedforBainCapitalinitsproposedUS$432minvestment in Gome Electrical, PacificRegionalDevelopments in theirUS$2.1bnjointoffertoprivitiesPCCW,andCocaColaon its failedbid to acquireHuiyuanJuice

commencing work that falls beyond the scope of their original brief.

As the investment bank’s general counsel reinforces, “I really just want lawyers we use to do what we ask – nothing more, nothing less.”

“They shouldn’t do work we haven’t

LegaL adVisors To iNdiaN m&a 1H09: BY VoLume ►Rank Firm Value (US$m) Deal Count Y/E 2008 rank

1 Desai&Diwanji 2,452 10 1

2 Khaitan&Co 2,421 7 3

3 AZB&Partners 1,763 7 2

4 Amarchand&Mangaldas 2,785 6 4

5 Trilegal 192 6 28

from their external legal advisors. All parties involved recognise that closing the multi-billion dollar deals across the region requires a high-degree of ingenuity and analysis.

External lawyers, however, should always seek instructions before

http://www.leeko.com



briefed them on – they should just provide the advice.”

Keep in-house informedIn-house lawyers do realise they are placing their external advisors in somewhat of a difficult position with this position. For as much as they don’t want their outside lawyers to be doing work that wasn’t asked of them, they do want the external advisers to be “two or three steps ahead.”

This means keeping in-house lawyers informed on the latest regulatory developments and what, if any, impact they are likely to have on their client’s future or ongoing projects.

Robert Ashworth Firm: FreshfieldsLocation: Hong Kong• Headofthefirm’scorporatepracticeinAsia,

hisworkfocusesoncapitalmarketsandsecurities,inadditiontoM&A

• LeadpartneractingforHuiyuanJuiceinCocaCola’sproposedUS$2.5bnacquisition,inadditiontoTelefonicaInternacional’sacquisitionofsharesinChinaNetcomGroup

Perry Pe Firm: RomuloMabantaSayoc &DeLosAngelesLocation:Philippines• Headofthefirm’senergyand

infrastructuredepartment,heisconsideredaspecialistinacquisitions intheseareas

• ActedonPNOC’sUS$1.36bnacquisitionofstakeinEDC

Rupert Li Firm: Clifford Chance Location: China• PracticeareascoverM&A,FDI,project

financeandrealestateworkthroughoutGreaterChina

• Leadlawyerontwoofthemosthigh-profiledealsof2008/09:Chinalco’sacquisitionofa12%stakeinRioTintoandChinalco’smorerecent(andfailed)attempttopurchaseafurtherstakeintheAnglo-AustralianminerforUS$19.5bn

Ratana Poonsombudlert Firm: Chandler&Thong-ek Location:Thailand• SpecialisesinM&Aintheoilandgas

andenergysectors• Hermattersincluderepresentation

ofMagnecompPrecisionTechnologyinitsmergerwithMPT,andPTTontheamalgamationofTheAromatics(Thailand)andRayongRefinery

http://www.romulo.com



LegaL adVisors To se asiaN m&a 1H09: BY VaLue ►Rank Firm Value (US$m) Deal Count Y/E 2008 rank

1 Allen&Gledhill 3,749 7 1

2 Skadden 3,300 1 4

3 WongPartnership 2,937 5 9

4 Shearman&Sterling 2,295 2 63


“That’s the difficulty of being an external lawyer,” said the Asia-Pacific legal head of the largest global computer company. “In Asia, there are things like competition laws, corporate compliance and FCPA issues which are worrying for us. We need to be kept up to speed on these [developments] and it doesn’t necessarily need to be done in the context of a transaction.”

“[This information] can, and should be, offered by law firms to us as it comes to hand … I think this is a vital part of the value-add that a firm must offer to be competitive in this practice area.” But it’s something that is all-too commonly handled incorrectly by both large and small firms alike.

“Some law firms seem to have confused regulatory updates and other such communiqués for spam,” says the US-based general counsel of a pharmaceutical company.

“I’ve usually got five or six large projects on the boil in Asia at any one time and I don’t have the time to read emails which claim to be delivering ‘important’ updates, but then only give a snippet of information with something directing the unwitting recipient of the email to ‘contact x or y partner for further information’. This wastes my time.”

Other legal practitioners concur. “The marketing efforts of merger and acquisition practices that are most effective are those that deliver commercially smart advice and

which show that the lawyers have an understanding the most important issues affecting individual sectors,” says a senior in-house lawyer at a domestic bank in Malaysia.

“When I get an email, letter or something similar like this, I am 100% more likely to call the firm who sent it for a quick chat, rather then just deleting it and forgetting about it.”

Selection criteriaIt is not surprising to learn that ‘commercially oriented’ advice is again listed as one of the top criteria taken into consideration, when in-house legal teams are selecting outside counsel.

Similarly, in-house lawyers and business leaders note that there was more of a tendency to go to individuals rather than firms – on big and small deals alike. This is only fitting then, that ALB has provided a snapshot of the region’s 25 most in-demand dealmakers. But just what separates these individuals from others in the market?

Survey respondents cite a wide array of factors including technical expertise, industry and market knowledge, quality of advice and accessibility as the most important factors that come into consideration in this area.

Many respondents also add the qualities of leadership and the depth of the lead lawyers’ team, as critical considerations in their selection of external counsel.

“Apart from the things one would

Theodore Paradise Firm: DavisPolk&WardwellLocation:Japan• Aspecialistcross-borderM&A

lawyerfocusingoncorporatefinance,representingissuersandunderwritersinglobalandUS-targetedsecuritiesofferingsbyJapaneseissuers.

• LeadpartnerforNikkoAssetManagement’ssalefromCititoSumitomoforUS$1.26bn

Tran Tuan Phong Firm: VILAFHong-DucLocation:Vietnam• Partner-in-chargeofthefirm’sHanoi

office,practicesacrossarangeofM&Aandcorporatematters

• LeadpartneronUS$1.8bnGTeljointventure–thefirsttelecommunicationsJVinVietnam–andtheacquisitionofAlcatelLucent’soperationsinVietnam

Tuti Hadiputranto Firm: Hadiputranto,Hadinoto &PartnersLocation:Indonesia• Firm’sfoundingpartnerandseniorpartnerin

itssecuritiespractice/capitalmarketsgroup• LeadpartneroftwoofIndonesia’slargest

dealsin2008/09:PTBakrie&Brothers’US$5.5bnacquisitionofthreecompaniesandtheUS$10.2bnmergerofPTBankLippoandPTBankNiaga

Wonkyu HanFirm: Lee&KoLocation: Korea• PracticeareascoverM&Aaswellasstructured

finance,securitiesandderivatives,corporatefinanceandprivateequity

• LeadpartneronG&AKBICPEfundsUS$214macquisitionofacontrollingstakeinE*TradeKoreaSecurities,andonalegalteamwhichhelpedclosetheUS$2.3bnleveragedbuyoutofC&MCo

Teresa Ko Firm: FreshfieldsLocation: Hong Kong• Thefirm’sChinamanagingpartner,

Kospecialisesinprivateandpublicmergersandacquisitions,corporatereorganisationsandprivateequitywork

• LeadpartneractingforChinaUnicomonitsUS$23.8bnmergerwithChinaNetcomanditsUS$6.42bndisposalofitsCDMAbusinesstoChinaNetcom



VILAFisaVietnameseleadinglawfirm.Itcontinuestodominateandhasleadinglawyersinallthepracticeareas,andoffersclientsadepthandbreadthofexpertiseunrivalledinVietnam.Thefirm’simpressiveoutfitisviewedastheobviouschoiceformajorcorporateandfinancingtransactionsinVietnam.VILAFhasbeenrecognizedbymanyinternationalawards.

VILAFprovidesfullservicesofbusinesslawconsultancyincludingmergerandacquisition(M&A),financeandbanking,foreigninvestment,corporateandcommerce,realestate,insurance,taxation,shipping,employmentanddisputeresolution.

our key specialists:

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ngo thanh tung, Chairman,Partner,withexpertiseinmaritime,litigation,corporateandcommercial. e: [email protected]

tran tuan Phong, ManagingPartnerofHanoiOffice.HeisVietnam’sleadingM&Alawyer,withexpertiseincorporate,financeandforeigninvestment.e: [email protected]

tran anh duc, CountryManagingPartner,withexpertiseinfinance,bankingandforeigninvestment.HewasnamedinWho’sWhoInternational,2009.e: [email protected]

dang duong anh, ExecutivePartner,withexpertiseinforeigninvestment,infrastructuredevelopment,property,corporateandcommerce,taxandemployment.e:[email protected]

vo ha duyen, ExecutivePartner,withexpertiseintax,insurance,securedtransactionsandjointventures.ShewasnamedinMarquisWho’sWhointheWorld.e: [email protected]

nguyen duy linh, Partner,withexpertiseindisputeresolution,commercial,employmentandmaritime.e: [email protected]

nguyen truc hien, Partner,withexpertiseintax,commercial,property,constructionandprojectfinance.e: [email protected]

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expect of a leading M&A practitioner, we look for leadership skills,” says the vice president of a French-based investment bank. “This applies to both their immediate team at the law firm and people within my organisation.

“We have closed a number of cross-border deals over the past few years where external law firms have had to work closely with not only our in-house legal team but financial analysts, human resources professionals and accountants.”

Respect for the position of in-house counsel is also required, say other survey respondents. And while one would naturally assume that all merger and acquisition practitioners possess this, surprisingly so, many do not.

“There have been occasions where I have briefed outside lawyers with specific instructions to work closely with my own team on particular aspects of transactions,” the French-based investment bank vice president explains. “Such instructions are regularly ignored…”

‘You get the impression there isn’t a sufficient level of respect among some private practice lawyers towards in-house teams – and perhaps not [enough of] a high recognition of the value we can bring to deals,” he adds.

“Thankfully, I believe such attitudes are not as prevalent as they used to be.”

Xiao WeiFirm: JunHeLocation: China• Oneofthefoundingpartnersofthefirm,hispracticeareascover

M&AaswellasFDI,generalcorporateandsecurities• Teamhasactedonanumberofhigh-profiletransactionsin

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Zia ModyFirm: AZB&PartnersLocation:India• Firm’sseniorpartnerandpracticeareascoverM&A,privateequity,

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Domestic or InternationalWho really holds sway in M&A – is it international or domestic law firms? Our survey respondents say that while each offering has an extremely important role to play in merger and acquisition deals, it is roundly observed that the quality and offerings providing by local law firms is a notable trend.

“Local law firms and international law firms each have their role to play in M&A deals and we will generally always use both as each transaction dictates,” says the general counsel of a real-estate company based in Singapore.

“But what we are seeing is that misgivings about the capability of local law firms to handle big projects, if they ever were true, are decreasing.”

So much so that, according to a number of in-house teams and business lawyers interviewed by ALB, even if regulatory restrictions on international firms’ ability to practice local law were lifted, these firms would continue to instruct both domestic and international law firms.

In this regard it is India, Korea and various jurisdictions in southeast Asia that are most widely mentioned. One has to note, however, that in many of the jurisdictions across

Asia, like China, Singapore and Japan, “it’s the local firms who are larger than the international firms,” says one general counsel. “In terms of quality most of [the] M&A deal teams at local firms are headed up lawyers who have international experience, often in international law firms, and are either US or UK qualified.”

On the question of which style of firm adds more value to cross-border transactions, in-house lawyers believe that while this can vary from deal to deal, it is the firms with people on the ground who know the local culture, customs, markets and business that are in the best position.

This is not always only the local law firms. “International law firms, particularly through their on-the-ground Asian lawyers, possess a very strong ability to provide the broad global perspective as well as the locally-grounded advice on deals,” says one in-house lawyer.

“I think in a legal market that is becoming more and more crowded and saturated, a lawyer who can add value to the transaction itself, as well as [adding] value outside of the transaction is what we – and I dare say all in-house lawyers – are looking for.”

http://aar.com.au



1. Continued development of listed company regulationseven after the enactment of the 2005 Companies Act and the extensive amendment in 2006 of the Securities and Exchange Law (renamed the Financial Instruments and Exchange Act (FieA)), debate over corporate governance and regulatory structures for listed companies actively continues in Japan.

significant reforms have been implemented in rapid succession, such as:

(i) the implementation of a paperless share system, under which paper share certificates are abolished and stock trading is conducted electronically; and

(ii) the enhancement under FieA of the administrative monetary penalties system with regard to disclosure requirements and wrongful acts. (Among other things, new implementation of monetary penalties on false statements or failure to submit large shareholding reports will bring an impact on business conduct).

The latest development pertaining to listed companies, however, is the introduction by the Tokyo stock exchange (Tse) of regulations on capital increase by third party allotment (TPA). Under the Companies Act, listed companies are allowed to increase capital by issuing new shares to a specific third party on a resolution of the board of directors (i.e., without obtaining shareholders’ approval), except when the conditions of an issuance are particularly favorable to a subscriber.

due to such “ease of use,” many Japanese companies have depended on TPA to raise money. A large-scale capital increase by TPA, however, could highly dilute existing shareholders and sometimes result in a change in control at the board’s discretion. if this happens, Japanese market credibility would be materially diminished.

On 30 July 2009, the Tse announced an amendment of its rules, under which a listed company shall be delisted if a TPA results in a dilution ratio exceeding 300% – except for cases where such dilution will have little likelihood of harming shareholders’ and other investors’ interests.

CURRENT TRENDS IN JAPANESE M&A

A company shall also be delisted if its controlling shareholder changes due to TPA and, within three years, the Tse determines that the soundness of the transaction with the controlling shareholder has considerably deteriorated. if the dilution ratio is 25% or more, or if the controlling shareholder changes, a listed company is required to obtain shareholders’ approval or an independent expert’s opinion on the necessity and appropriateness of TPA.

This is providing that in such an extreme emergency as swiftly deteriorating cash-flow, a company shall be exceptionally exempted from the above requirements.

in general, these new TPA regulations are a welcome development. However, in the current severe economic situation, in which many companies are still suffering from tight finances, such restrictions might affect them further. Consequently, the impact of these regulations needs to be carefully observed.

2. Ongoing M&A activity in the Japanese marketAccording to a 2008 market review by Japanese financial data publisher reCOF Corporation, there were 2,399 M&A deals involving Japanese companies, while 2007’s total was 2,696, an 11% decrease.

Although this decline may continue in 2009, the difficult financial situation facing Japanese companies may increase M&A activity. some companies will consider making transactions in order to be more competitive in domestic or international markets.

Ongoing Japanese M&A activity includes:(i) Casualty insurance market reorganisation

– around six groups are competing in the casualty insurance market. in January, three announced a plan to consolidate, and two months later, two remaining groups announced their intention to combine their businesses under a holding company.

(ii) Planned creation of gigantic beverage company – recent reports indicate that the two largest Japanese manufacturers of beer and other beverages, kirin Holdings and suntory Holdings, are planning to consolidate.

Although an agreement has not been announced, and any tie-up would be subject to Fair Trade Committee authorisation, as sales on a consolidated basis would exceed those of Anheuser-Busch inBev nV. This might trigger additional transactions in the Japanese beverage market.

(iii) Hitachi group restructuring – Hitachi, which owns over 900 subsidiaries that provide, among other things, lithium-ion rechargeable batteries and system integration services, started a group restructuring by launching five tender offers concurrently in August 2009. The purpose of the offers is for Hitachi to become the sole shareholder of its subsidiaries, which will be delisted after the successful completion of the tender.

For companies aiming to grow rapidly, obtain synergies and adjust over-production, mergers and acquisitions have become more attractive. On the other hand, any transaction may be more likely to be challenged by the company’s shareholders.

For example, shareholders who are unsatisfied with the offered share price and vote against consolidation at the shareholders’ meeting, may demand a court protect their interests as minority shareholders by determining a fair price for their shares.

Although shareholders have rarely exercised such rights in the past, these types of lawsuits have become not uncommon. in addition, the monetary penalties under FieA and Tse regulations, as discussed above, call for more prudent structuring of M&A transactions.

Under the new regulations, changes to shareholders’ behavior, along with a dynamic market environment, mandate the importance of careful consideration of transactions from the legal perspective. This will be enhanced rather than diminished.

Hiroko Yotsumoto, partner email: [email protected] Hiromi Hayashi, attorney-at-law email: [email protected] website: www.mhmjapan.com


Firm Profile Mori Hamada & Matsumoto



China struts down south with deals

Just a few months ago, talk was all about the failed Rio-Chinalco deal – but the sudden surge in Chinese/ Australian investments following

the saga left jaws hanging.“The failed Rio-Chinalco deal has

caused many to expect a slowdown in Chinese interest in Australia, but it has been proven otherwise,” says Andrew Hensher, co-head of Chang Pistilli & Simmons’ PRC business unit. “The business relationship between China and Australia is strong enough to withstand one mere setback.”

China’s investments in Australia have recently come under the spotlight, with the arrest of four Rio employees causing a widespread belief that tension has been created between the countries. But all eyes quickly turned to the biggest Australia-China trade deal announced, when ExxonMobil and PetroChina recently agreed on a US$41bn liquefied natural gas deal.

The gas sale agreement between came only weeks after Yanzhou Coal’s acquisition of Brisbane-headquartered Felix Resources, the largest-ever Chinese deal in the Australian coal sector once completed. Australian firms have collectively cashed-in on the recent surge in large-scale M&A deals. Yanzhou engaged Corrs Chambers Westgarth, King & Wood and Baker & McKenzie for legal advice in different jurisdictions. Felix was acted for by Allens Arthur Robinson.

“The increase is due to a number of factors, including the ability of the Chinese to provide capital and funding, the value of the Australian dollar and the policy of the Chinese government to encourage offshore investment,” says Campbell Davidson, head of Allens Arthur Robinson’s Greater China M&A practice in Hong Kong.

Spurred on by the government’s US$585bn economic stimulus plan,

China’s hunger for resources knows no bounds and Australia’s resource sector has been the major beneficiary. As the world’s biggest coal and metal user, China has been scouring the globe for energy and commodities to feed its thrumming economy. “It is no coincidence that both countries’ M&A remained relatively buoyant, with strong Chinese investment into Australia and the mining sector in particular,” Davidson adds.

“China is a substantial consumer of many Australian resources. There is no reason why the rising interest will not follow the same pattern as past investment influxes,” states Andrew Knox, partner of Allens Arthur Robinson, who headed the Yanzhou and Felix deal. “The outcome will be closely scrutinised as there appears to be a significant appetite for more deals, dependent on there being substantial prospects [here] for a successful deal.”

http://www.bkl.co.kr

http://www.multilaw.com



As investment grows rapidly from a small base, Davidson says that the firm is dealing with a shift – from Australia’s interest to investing in China, to an increasing request from Chinese clients to invest in Australia.

In 2006, Chinese investment in Australia was worth about A$3.5bn, while last financial year investment applications rose to A$10bn, may hit A$30bn in 2009. And despite the fact that the majority of China’s outbound investments seem to lie in the resource sector, there is also an apparent trend happening outside this sector.

For example, China’s sovereign wealth fund, China Investment Corporation’s (CIC), recent A$800m investment in the Australia’s property trust Goodman Group. The fund engaged local law firm Freehills for legal advice. Goodman Group hired Allens Arthur Robinson for advice.

“CIC is very sophisticated ... its successful investment in Australia will give Chinese enterprises greater comfort,” says Leon Pasternak, a partner at Freehills who acted for CIC.

“Chinese investors are also seeing opportunities as the value of Australian properties falls during the GFC,” says Chang Pistilli’s Hensher. “This would be considered purely an investment to build funds and to gain foothold, as opposed to a strategic investment. With these funds, there are no reasons why China will not invest beyond resources.”

Earlier this year, China’s Haier Group acquired a 20% stake in the struggling New Zealand white goods manufacturer Fisher & Paykel, hit by a lull in consumer demand. The strategic investment will boost Haier’s profile and ambition to grow internationally. Fisher & Paykel was represented by Freehills and Clayton Utz advised Haier on Australian law.

Allens Arthur Robinson also claims an increasing interest in agriculture, dairy and fisheries industries from Chinese investors. This surge in interest has already prompted Australia’s Federal Treasurer to release new guidelines setting out principles that Australia will consider,

in relation to investment proposals by and from foreign governments.

In addition to the influx of Chinese investments, its companies are looking to raise funds from listing on the Australian Securities Exchange (ASX). In 2009 three manufacturers from the

PrC iNVesTmeNTs iN ausTraLiaN ►resourCes ComPaNies 2008/09

China Australia Value US$

ChinaMinmetals OZminerals 2.1bn

HunanValinIronandSteel

FortescueMetals 357.7m

Sinosteel Midwest 1.4bn

ChinaNonferrousMetalMiningGroup

LynasCorp 185.7m

JinchuanGroup FoxResources N/A

SinopecGroup AEDOil 561m

ZhongjinLingnan Perilya 55m

Sinosteel Murchison 200m

YanzhouCoal Felixresources 3.3bn

PetroChina ExxonMobil 41bn

http://www.cliffordchance.com

http://www.kaaplaw.com



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mainland launch IPOs in Australia. Having to wait for up to two years to list on the domestic stock exchange, the ASX is considered by Chinese companies’ as a fast track.

This also benefits companies looking to raise funds locally for potential future Australian investments. “Listing on the ASX gives Chinese companies a presence in Australia, with that, they might find it easier to make further investments within Australia,” says Hensher.

“The relatively straightforward ASX listing requirements makes it an attractive proposition for smaller Chinese companies, as in this aspect it represents a lower barrier of entry to listing,” says Pierre Lau, a senior associate at Melbourne firm Chambers & Co. “To smaller companies in Asia, Australia’s business environment ... and market track record over the last decade also makes the ASX a more viable option, without sacrificing sophistication,” he says.

Still, only a few Chinese companies have opted for an ASX listing.

“It is hard to say if there is a window of opportunity – everyone is probably waiting on more positive and consistent signals coming from the equities market in general,” says Jonathan Murray, partner at Steinepreis Paganin. The firm was responsible for the listing of YTC Resources on the ASX in 2007. YTC Resources is backed by the Yunan Tin Group of China.

LPrC ComPaNies LisTed oN THe ausTraLiaN seCuriTies exCHaNge ►PRC Company Industry Listing

codeAustralian representation

Time of listing

TWTGroupLtd OutdoorfurnitureManufacturing

TWT TindallGaskBentley 2007

MesbonChinaNylonLtd

Nylonmanufacturing MES MinterEllisonAdelaide/TindallGaskBentley

2007

TreyoLeisureandEntertainmentLtd

Electronicmah-jongtableManufacturing

TYO DeaconsMelbourne 2009

ThomasBrysonInternational

Textileandhomedecormanufacturinganddistribution

TBI MinterEllisonAdelaide

2009

ShenhuaInternationalLtd

Textilemanufacturing SHU Chambers&Co 2009

Growing Chinese corporate activity in Australia has encouraged Australian legal firms to develop their Chinese presence. Those firms engaged for IPO work have significant bilingual capabilities. For example, Minter Ellison Adelaide has a dedicated China team, and Australian firm Gilbert + Tobin has developed a strategic alliance with King & Wood.

http://www.leeandli.com

Kioicho Building, 3-12, Kioicho, Chiyoda-ku,Tokyo 102-0094, Japan

Tel: +81 3 3288 7000Fax: +81 3 5213 7800 Web: http://www.noandt.com/ Email: [email protected]: (Ms) Yuko Tamai (Dai-ichi-Tokyo Bar Association)

Areas of Practice:

Corporate/M&A- General Corporate- Mergers and Acquisitions (M&A) - Private Equity- Legislation/Regulations- Restructuring/Insolvency- Compliance/Risk Management

Finance- Capital Markets- Banking- Securitization/Structured Finance/Trust- Financial Regulations/Fund Management- Insurance- Acquisition Finance- Project Finance

IP, IT and EntertainmentTax PracticeDispute ResolutionReal Estate and J-REITsAntitrust PracticeEnvironmental Law PracticeEmployment and Labor PracticeChina Legal Practice

http://www.noandt.com

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FEaTuRE | Hot 100 >>



Name: Ken Siegel Title: Tokyo managing partner Firm/Company: Morrison & Foerster Location: Japan

Name: Andrew Grech Title: Managing directorFirm/Company: Slater & GordonLocation: Australia

Foresight, business acumen and a measure of cunning are the traits of lawyers profiled in this category.Meet the names behind some of the watershed events in the industry this year.

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ALB ASIAN LEGAL BUSINESSALB ASIAN LEGAL BUSINESS

A wealth of lawyers have set newsrooms abuzz in their pursuit of excellence, in one of the most challenging years for legal sectors seen across the Asian region.

now in its sixth year, ALB’s HOT 100 aims to provide an – admittedly subjective – overview of the personalities of the past year. We list those who have performed outstandingly in their field, or courted controversy and turned heads.

After all, winning the game is not always the be all and end all – it’s the style, poise, and class with which you play that also counts.This list is intended to entertain, not offend, and certainly is not a definitive guide to the industry.

Please enjoy this year’s ALB HOT 100.

Why hot:Inanindustrywhereglassceilingsareconspicuous,Wakefield-Evanscanbewidelycommendedforbeingamongararefewtohavebrokenthroughit.Wakefield-EvanshasalsobuilttheprofileoftheAustralian-basedfirmtoalevelwhereitisrivallingUSandUKfirms,forashareofthemostlucrativeChina-relatedwork.

Name: Nicola Wakefield-EvansTitle: Asia managing partnerFirm/Company: Mallesons Stephen Jaques Location: Hong Kong

Why hot:Thedownturnhasprovedtobefortuitousforsome,andMoFo’sTokyoofficeisamongthem.Notonlyisitrumouredtobeoneofthemostprofitableofthefirm’sofficesworldwide,butitsheadcounthassubstantiallyincreasedoverthepastyear.Thishascomeonthebackofanumberofhigh-profiledealsforbluechipclients,includingFujitsu,HitachiandToshiba.

Why hot:Grech’sSlater&Gordonlegalpracticeremainstheonlylawfirmintheworldtohavelistedonastockexchange.Specialisingincommerciallaw,theAustralianfirm’sgrowthsinceitsIPOin2007providesamodelforotherlegalfirmswhoarelookingtofollowinthesamepath.

Why hot:OneoftheKoreanlegalindustry’smostprominentfigures,HwangsplitshistimemanagingtheexpansionaryfirmwhilesittingontheboardofKoreaTelecom.Korea’sfirstin-housecounselforGulfOil,hehelpedthefirmsecureamergerwithboutiquefirmHanseungLawFirm.HWPiswidelyconsideredasoneofthefirmsnippingattheheelsofthelargerfirmsinthemarket.

Name: Hwang Ju MyungTitle: Joint managing partner Firm/Company: Hwang Mok Park Location: Korea

Why hot:KimtoldtheKoreaTimes“nomatterwhowillcome,wearereadytobeatthemall,”aclearindicationthathisfirmisreadyforagoodold-fashionedscrap.Thefirmhasbeenuppingitsmarketaggressivelyoverthelastfewyears,actingonmoreofKorea’smostprominenttransactions.ItwillnodoubtposeastrongrivalforleadingfirmKim&Changintheyearsahead.

Name: Kim Byoung JaiTitle: Senior partnerFirm/Company: Lee & KoLocation: Korea

Why hot:EslersealedlucrativeLexMundimembershipforthefirmearlierthisyearasitgoesaboutcementingitspositionastheisland’spremierdomesticlawfirm.UnfazedbythedecisionofDeaconsAustraliatopartnerinsteadwithNortonRose,Esler,saystherearenosimilarplansintheworkforthefirminHK,atleastfornow.

Name: Lindsay EslerTitle: Managing partnerFirm/Company: Deacons Hong Kong Location: Hong Kong

Why hot:Oneoftheregion’sleadinglawyersinprojectsandPPPs,Farrandsisconsideredthebrainsbehindthefirm’srecentacquisitionofboutiqueconstructionfirmCordells.

Name: Sam Farrands Title: Head of Asia major projects & infrastructureFirm/Company: Minter EllisonLocation: Hong Kong

FEaTuRE | Hot 100 >> FEaTuRE | Hot 100 >>


Why hot:AfterbreakingawayfromitsalliancewithDLAPiper–whichonlylastedsixmonths–hisindependantlawofficefoundanewallyinClyde&Coandissettocapitaliseontheincreasingnumberofcross-borderdisputesarisingintheGulfregionatthemoment.AlBosaaillyworksintheMiddleEasterncorporateandfinancialservicesgroup.

Name: Abdulaziz Al BosailyTitle: Local partner Firm/Company: Clyde & CoLocation: Riyadh

Why hot:AstheSingaporeheadofoneofthethreeremainingjoint-lawventuresintheLionNation,thefirm’sstrategyforSingaporedeservesrecognition.UndertheauspicesofitsalliancewithLee&Lee,LovellsnowhasthesoutheastAsianpowerandprojectsmarketcornered.

Name: James HarrisTitle: Local managing partnerFirm/Company: Lovells Lee & LeeLocation: Singapore

Why hot:InaperiodwherethewholeworldseemstobewatchingIndia,Sagarhasrespondedbygrowinghisfirmfrommid-tierinsize,tooneofthelargestlawfirmsinIndia.Aspartofthisprocess,thefirmrecentlyacquiredboutiqueoutfitM&CPartners,increasingitsoperationsinBangalore.

Name: Jyoti SagarTitle: Managing partner Firm/Company: J Sagar & Associates Location: India

Why hot:Awinnerinthefirm’smanagementreshuffle,SweeneywasdulyinstalledastheSingaporeoffice’smanagingpartner.Withitsnewly-issuedQFLPlicenseinarm,SweeneywillbeleadinganofficethatiswidelyconsideredtobeheadandshouldersaboveotherinternationalfirmsindisputeresolutionmattersacrosssoutheastAsia.

Name: Austin SweeneyTitle: Herbert Smith Firm/Company: Singapore managing partnerLocation: Singapore

Why hot:WiththegovernmentintroducingnewmeasurestodevelopSingapore’slegalsector,Rappwillbeatthevanguardofchange.HewillleadtheMagicCirclefirms’operationsinthenewly-QFLPlicensedSingaporeofficeandoverseetheIndiadesk.Thefirmplanstocementitslargefootprintintheregionbydippingintothelocalemploymentmarket.

Name: Philip RappTitle: Singapore managing partner Firm/Company: Clifford Chance Location: Singapore

Why hot:AnotheroftheLionNation’snewQFLPlicensees,SmithtoldALBthatthegrantingofthelicensewasmorethanjusta“patontheback”forforeignfirmsinSingapore.KeepaneyeoutforNortonRosetobuilditspracticeinthestapleareasofenergyandprojectsintheyearahead.

Name: Jeff SmithTitle: Head of Asia energy and infrastructureFirm/Company: Norton RoseLocation: Singapore

Why hot:There’snodoubtaboutwheretheQFLPlicensefitsintothisfirm’sAsiastrategy–India.PeelformsacorepartofWhite&Case’sIndiateam.Accordingtoanumberofindustryinsidersthefirmissaidtobeonthebrinkofsealinga‘best-friends’alliancewithoneofthesubcontinent’slargestfirms.

Name: Doug PeelTitle: Singapore managing partnerFirm/Company: White & Case Location: Singapore

Why hot:AfterbeinggrantedaQFLPlicenselastyear,A&ObrokeawayfromJLVpartnerShook,Lin&BoktoestablishitsfootprintinSingapore.AboudledateamthatworkedonagroundbreakingdealintheIndonesianIslamicfinancesector–theRepublicofIndonesia’sinauguralglobalUS$650msukuk.ThedealwilllikelyserveasaprecedentforfutureIslamicbondissues.

Name: Kenneth AboudTitle: Joint managing partner Singapore Firm/Company: Allen & OveryLocation: Singapore

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Why hot:AsthefirstonshorelawfirmtolaunchinanoffshorejurisdictionafterenteringtheBVIearlierthisyear,thereisnodoubtingthatWithersisatrailblazer.Bradleyheadsupanotherofthefirm’snewlyopenedoffices(inHongKong)whichservicesthelegalneedsofGreaterChina’sincreasingnumbersofhigh-networthindividuals.

Name: Samantha BradleyTitle: Hong Kong managing director Firm/Company: WithersLocation: Hong Kong

Why hot:Afterhavingthispositionvacantforthreeyears,FreshfieldsappointedMarchanttothepositionofAsiamanagingpartnerearlierthisyear,sayingthatthetimewasrighttoreinstatetheroleastheattentionofinvestorsturnstotheAsianregionforgrowthopportunitiesandinvestment.

Name: Simon MarchantTitle: Asia managing partner Firm/Company: Freshfields Location: Hong Kong

Why hot:Duc’sdecisionthisyeartoforgeanalliancewithHanoi’sLeadcowasacraftymoveinadevelopinglegalmarket.Ducismakingalltherightmovesforthethreeyearoldfirm.ItmostrecentlyadvisedonthewidelypublicisedSEAFBlueWatersGrowthFunddebtinvestmentdeal.

Name: Dang The DucTitle: Managing partnerFirm/Company: Indochine counsel Location: Vietnam

Why hot:Evertheactivehiker,Millinerhasovercomemanypeaksthisyear–afterclimbingMountKilimanjaro,hehasbeenreappointedasMallesonschief.HescoopedthepoolattherecentALBAustralasianLawAwards,takinghomethecoveted“managingpartneroftheyear”awardandthe“corporate/M&Adealteamoftheyear”award.

Name: Robert Milliner Title: Chief executive partner Firm/Company: Mallesons Stephen Jacques Location: Australia

Why hot:Cook’sappointmentasBaker&McKenzie’schairmanofitsSingaporeofficeandmemberfirmsinMalaysiaandIndonesia,ispartoftheUSleviathan’splanstoreinvigorateitsAsiastrategies.KeepaneyeoutforBaker’stobecomeevenbiggerintheregioninthecomingyears.

Name: Clive CookTitle: Managing principalFirm/Company: Baker & McKenzieLocation: Singapore

Why hot:Wang’snineyearswiththefirmpaidoffthisyearafterheascendedtothepositionofShanghaiofficechair,wherehereplacedincumbentMitchellDudek.WanghaspreviouslypracticedintheLosAngelesandHongKongofficesbeforerelocatingtoShanghai.Hewillberesponsibleforrebuildingthefirm’sChinapractice,afterlayoffsintheregion.

Name: David WangTitle: Shanghai managing partner Firm/Company: Paul HastingsLocation: Shanghai

Why hot:ChewhasambitiousplanstogrowMalaysia’slargestlawfirm.AfteropeningnewofficesinVietnamandDubaioverthepastyear,Chewsayshisfirmwillbelookingtocompetewith“theinternationalbigboysnow.”

Name: Chew Seng KokTitle: Managing partner Firm/Company: Zaid IbrahimLocation: Malaysia

Why hot:WeeannouncedthathisfirmhadstruckupanalliancewithChina’slargestfirm,Dacheng,totargetclientslookingtoexpandintoIndiaandChinainJulythisyear.Inbecomingthefirstlawfirmtobuildastrategyaroundthisniche–butrapidlygrowing–areaofpractice,thefirmbecamethefifthjointlawventureintheLioncity.

Name: Aloysius WeeTitle: managing partnerFirm/company: Dacheng Central ChambersLocation: Singapore

50




Why hot:AsLovells’Dubaiofficemanagingpartner,Ahmedwaswidelycreditedasbeingoneofthebiggestreasonsbehindthefirm,whichwaswithoutpeerintheGulfforIslamicfinance.However,AhmedsurprisedmanyinMaythisyearbymovingacrosstoBakerBotts’sglobalprojectspractice,toworkundermanagingpartnerDavidEmmons.

Name: Shibeer AhmedTitle: PartnerFirm/Company: Baker BottsLocation: Dubai

Why hot:It’sbeenanextremelybusyyearfortheimpressiveMody.Aftersecuringa‘bestfriends’alliancewithCliffordChance,thefirmswallowedBangaloreboutiqueAnupShah–inadditiontotakinghometwotrophiesattheALBSoutheastAsianLawawards:foritsinvolvementinNomura’sacquisitionofLehman’sassetsinAsiaandasthe“Indiadealfirmoftheyear”.

Name: Zia ModyTitle: Managing partner Firm/Company: AZB & Partners Location: India

Why hot:TheambitiousSaxenaleftwithtwootherpartnersfromTrilegaltocreatePhoenixLegalinOctoberlastyear.Thefirm’sbevyofhigh-profileclients,alongwithitsworkonsomeofthesubcontinent’smostprominenttransactions,hasdrawntheattentionofmany,notablyLovells,whoreportedlycourtedthefirmfora‘bestfriends’agreement.Thiswasdeniedbybothparties.

Name: Abhishek SaxenaTitle: Co-founding partner Firm/Company: Phoenix Legal Location: India

Why hot:ThemergerbetweenDeaconsAustraliaandNortonRose,whilecertainlynotamergerofequals,couldn’tbemoresignificant.BoydwasthefirsttodowhatotherAustralianfirmsweredelaying,asabaseforpushingintoAsia.Heforgedastrategicplanin2006whichmayhaveyieldedthemergerwithNortonRose—butwillitwork?

Name: Don BoydTitle: Chief executive partnerFirm/Company: DeaconsLocation: Sydney

Why hot:OneoftwoEvershedslawyerstomakeourlistthisyear,Ong’smovefromDLAPipertoheadupthefirm’sSingaporeofficeisashigh-profileaswe’veseenin2009.ExpectanumberofhisDLAPipercolleaguestofollowhimonceEvershedssettlesintoitsnewhomeintheLionCity.WashisdeparturethereasonDLAPipermissedoutonaQFLPlicense?

Name: Desmond Ong Title: Singapore managing directorFirm/Company: EvershedsLocation: Singapore

Why hot:OnelegalpractitionertobenefitfromthecollapseofinternationalplayerHellerEhrman,Seddon,withallhismanagementexperience,wasquicklyscoopedupbytheUK-basedEvershedstoleaditsoperationsinSingaporeandHongKong.

Name: Nick SeddonTitle: Asia managing partnerFirm/Company: EvershedsLocation: Hong Kong

Are you moving in-house, back into private practice, joining the competition or just generally on the way up?Here are some of the more remarkable legal practitioners seen in this category over the past 12 months

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Why hot:Chargedwithincreasingtheoffshorefirm’sfootprintinSingapore,Gunningalsoleadsitsinvestmentfundsandcorporategroup.TwofinancelawyershavebeenbroughtintoboostthenewSingaporeoffice,andthefirmwillnodoubtbeusingthisasasteppingstoneintotheIndianmarket.

Name: Ashley GunningTitle: Corporate and investment funds group headFirm/Company: WalkersLocation: Singapore

Why hot:Ithasbeenacomparativelyeasystep-uptoShao’spositionasthefirm’snewAsiamanagingpartner,replacingtheoutgoingGilesWhite.Havingalreadyheadedthefirm’sGreaterChinapracticesince2003,hisappointmentisaclearindicationofwherethefirmwillbelookingforgrowth.

Name: Zili Shao Title: Asia managing partnerFirm/Company: LinklatersLocation: Hong Kong

Why hot:QuashingrumoursthattheallianceforgedwithSingaporefirmATMDwasnotbecauseBird&BirdwasunsuccessfulinitsattempttoobtainaQFLPintheLionCity,averybusyLaighthadtoalsofacilitatetheexpansionaryfirm’slaunchinShanghailastOctober.

Name: Matthew LaightTitle: China managing partnerFirm/Company: Bird & BirdLocation: Beijing

Why hot:AtthehelmofBeijing-headquarteredDeHeng,oneofthecountry’slargestlawfirmsandareputableandtrustedadvisortomanylargestate-ownedandprivateenterprises,isglobalmanagingpartnerWangLi.TheM&ApracticeisheadedbyWang,andhaspostedastellarperformanceforthefirsthalfof2009.Itwasinvolvedinfivemajordeals,valuedatUS$19.1bn.

Name: Wang Li Title: Chief global managing partnerFirm: Deheng Law Office Location:Beijing

Why hot:RobertLee,thepartner-in-chargeofMiami-headquarteredDiazReus’sShanghaioffice,seesopportunitiesintheincreasingactivityandtradebetweenBRICnations,particularChina’sinterestinnaturalresourcesinLatinAmerica,RussiaandtheMiddleEast.Heisworkingcloselywiththefirm’sofficesinthesemarketstohelpChineseclientsachievetheirgoals.

Name: Robert LeeTitle: China managing partnerFirm: Diaz Reus Location:Shanghai

Why hot:SalansisknownforitsstrengthsinemergingmarketsandtheformerUSSRcountries.UnderthemanagementofBerndStucken,thefirmhasgrownitsChinapresencesignificantlyinthepastfewyears.SalansopeneditsBeijingofficein2008andrecentlyestablishedanofficeinHongKong.TosteertheChinaofficesthroughthepresentchallengingtimesandsustaingrowth,Stuckenhasdecidedtoshiftthefirm’spracticefocusfromadvisingonFDI,M&Aandinvestmentinrealestate,torestructuring,arbitrationandoutboundM&A.

Name: Bernd StuckenTitle: Managing partner for Greater ChinaFirm: Salans Location:Shanghai

Why hot:CuiLiguoisleadingtheinternationalexpansionstrategy,withGuantaoforminganalliancewithHongKongfirmJacksonWoo&Associates.AnewXiamenofficeisalsoupandrunning,developingthefirm’sinternationaltradeandshippingpractices,aswellasfacilitatingeconomictiesbetweenthemainlandandTaiwan.

Name: Cui LiguoTitle: Managing partnerFirm: GuantaoLocation: Beijing

Why hot:WymanleadsCliffordChance’sIndiateam,relocatingtoMumbaiearlierthisyeartotightenthefirm’srelationshipwithitsIndianbestfriend,AZB&Partners.Certainlythisisonetowatch,asimpetusforthelong-awaitedliberalisationofIndia’slegalmarketgatherspace.

Name: Chris WymanTitle: PartnerFirm/Company: Clifford ChanceLocation: London/Mumbai

FEATURE | Hot 100 >> FEATURE | Hot 100 >>


Why hot: Elevated to head up the magic circle firm’s operations in Greater China earlier this, both Celia Lam and Mark Harvey have a hard task ahead of them. Competition among the international firms in the ASia region will reach new heights as Asia comes out of the global financial crisis.

Name: Celia Lam (+ Marc Harvey) Title: Joint China managing partnersFirm/Company: LinklatersLocation: Hong Kong

Why hot: Replacing Desmond Ong who left for Eversheds, David was recruited from Linklaters in October. He looks to rebuild a Singapore office that has been decimated by lawyers departing and a number of layoffs. DLA was “disappointed” to have been one of the international firms to miss out on a QFLP license in December 2008, but will reapply in the next round in 2010.

Name: Martin DavidTitle: Singapore managing partner Firm/Company: DLA Piper Location: Singapore

Why hot: The man credited for the merger with Mayer Brown and JSM has had an eventful year, to say the least. After being snubbed in Mayer Brown’s management reshuffle, Maher left the firm – only to re-emerge to spearhead Greenberg’s new London office as chairman, thus becoming a named partner.

Name: Paul MaherTitle: London chairman Firm/Company: Greenberg Traurig & MaherLocation: London

Why hot: Gleeson beat four other prominent lawyers to win the In-House Lawyer of the Year award at this year’s ALB Australasian Law Awards. The former Blake Dawson lawyer managed the major acquisition of Dyno Nobel and coordinated financing arrangements with lenders for Incitec.

Name: Kerry Gleeson Title: General counsel Firm/Company: Incitec PivotLocation: Australia

Why hot: Previously the general counsel for Alstom in China, Liang decided to return to private practice and has chosen Beijing-based Run Ming, a new but fast-rising firm. He has extensive experience in FDI, M&A, international technology transfer and commodity trade, dispute resolution, and key areas of law related to the operations of multinational corporations in China.

Name: Charles LiangTitle: Executive partnerFirm: Run Ming Location: Beijing

Why hot: Martin Hu left Boss & Young, which he founded in 1999 with other partners, to start anew. Determined to build a local firm with international management structures producing a consistently high standard and quality legal services, Hu created the boutique firm that bears his name. Most of his clients followed him, as he is an experienced and reputable lawyer providing corporate and M&A legal services to multinational clients.

Name: Martin HuTitle: Founding and managing partnerFirm: Martin Hu & PartnersLocation: Shanghai

Why hot: Former resident partner and chief representative of Baker & Daniels’ Beijing office, Liu has joined Qingdao-headquartered Deheng to lead its international practice group in Beijing. Qualified to practice law in the US, he has been practising in China for more than 10 years. His practice mainly focuses on China-related cross-border investment, M&A and international trade.

Name: Liu JiqingTitle: Head of international practiceFirm: Deheng Law Office Location: Beijing

Why hot: Widely regarded as one of the most astute and entrepreneurial practitioners in Indonesia, Darsa has built her firm into a genuine player in the country’s legal arena after she made her breakaway from Hadinoto, Hadiputranto and Partners in 2004.

Name: Melli DarsaTitle: Founding partnerFirm/Company: Melli Darsa & CoLocation: Indonesia

Why hot: As partner, Shetty has a large task ahead of him. Picked up by Clifford Chance from its former JLV partner WongPartnership in early August, he has been charged with launching the firm’s Southeast Asian disputes resolution practice. Watch for the firm to dip into local talent pools across the region to add to its 40-strong SE Asia disputes team.

Name: Nish ShettyTitle: PartnerFirm/Company: Clifford ChanceLocation: Singapore

Why hot: Jiang Zhipei, the former chief justice of the IPR Tribunal of Beijing’s Supreme People’s Court, has decided to continue his legal career with Fangda Partners as senior counsel, following his retirement from the court after 18 years on the bench. Jiang is one of the most distinguished experts in intellectual property law. In his pursuit of a judge’s career, Jiang participated in China’s IPR law system reform and handled numerous IPR cases.

Name: Jiang ZhipeiTitle: Senior counselFirm: Fangda Partners Location: Beijing

Why hot: Although it’s rare for Jun He’s senior partners to depart, the firm lost its Beijing senior partner to US firm Kirkland & Ellis at the end of 2008. Li is now a senior Chinese corporate partner in Hong Kong, representing PE funds, international and domestic public and private companies in M&A transactions and other complex corporate matters in China.

Name: Li XiaoyangTitle: Senior partnerFirm: Kirkland & Ellis Location: Hong Kong

Why hot: Matthews manages the team that won the New Zealand In-House Team of the Year award at this year’s ALB Australasian Law Awards. The team has handled the San Lu affair and worked on debt raisings, including the A$800m retail debt issue.

Name: David MatthewsTitle: General counsel Firm/Company: Fonterra Location: New Zealand

Why hot: One of a handful of high-level lawyers to move from in-house to private practice this year, the former Morgan Stanley chairman decided to go to Australian firm Blake Dawson’s Indonesian office, citing increasing transactional activity in the region and the chance for new challenges, as the reasons behind his move.

Name: Greg TerryTitle: PartnerFirm/Company: Blake Dawson Location: Indonesia

Why hot: Being in a similar position to Clifford Chance’s Chris Wyman (above), Parthasarathy, a capital markets partner, will be charged with strengthening relations with ‘best-friend’ firm Trilegal. He relocated from the Singapore office to Mumbai earlier this month.

Name: Srinivas ParthasarathyTitle: PartnerFirm/Company: Allen & Overy/TrilegalLocation: Mumbai

Why hot: Li has been touted as the very model of a modern-day lawyer. A networker without peer, he will tap resources at his previous post at Morgan Stanley to drive the firm’s burgeoning capital markets practice to new heights. Certainly he is one to watch as Hong Kong’s equity markets spring back to life.

Name: Sammy LiTitle: PartnerFirm/Company: Paul HastingsLocation: Hong Kong

Why hot: We should have known something was up when Lui was lured from Pinsent Masons last year to head Salans’ new Hong Kong office. Two months after announcing the Hong Kong opening, the once-rival firms announced they were partnering up in a strategic alliance.

Name: Andrew LuiTitle: Managing partner Hong KongFirm/Company: SalansLocation: Hong Kong

Why hot: In another high profile lateral hire, former Citi lawyer Duggal rejoined the firm he left to take up his in-house posting. He will work as the assistant general counsel and deputy co-head for Citi’s M&A legal department and the MD and GC for the Asia pacific of all of Citi’s retail businesses.

Name: Rajeev DuggalTitle: PartnerFirm/Company: SkaddenLocation: Singapore

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Why hot:Anointedasthemagiccirclegiant’snewAsiaMPlastyear,Charltonisfacedwiththetaskofseeingtheworld’sbiggestlawfirmthroughthedownturn.HehasmadeinroadsintotheclosedIndianlegalservicesmarketin2008,withtheannouncementofa‘best-friends’relationshipwithIndianfirmAZB&Partners.

Name: Peter CharltonTitle: Asia managing partnerFirm/Company: Clifford ChanceLocation: Hong Kong

Why hot:Alihasgrownhisfirmsteadilythispastyearwithnewworkandinternationalappointments,andisnowoneoftheregion’sleadingfirmsspecialisinginIslamicfinance.OneofthefewMalaysianlawyerstobeontherecordforliberalisationofthecountry’slegalmarket,Azmisaysitwillliftstandardsacrosstheboardandwillseehisfirm“emergetougherandmorecreative”asaresult.

Name: Azmi Mohd AliTitle: Managing partnerFirm/Company: Azmi & AssociatesLocation: Malaysia

Why hot:AftermakingtheboldmovefromScotlandtoChinain2007,ConnortookupthetoppostasAsiaPacificheadofoperations.Underhisreinthefirmhasgrownfrom40lawyersto65today,recentlysealinganalliancewithSalans.ThiswillgivePinsent’sunprecedentedaccesstothelucrativeEasternEuropeanmarkets.

Name: Vincent ConnorTitle: Head of Asia Pacific/Hong Kong Firm/Company: Pinsent MasonsLocation: Hong Kong

Why hot:InNovember2008TanwaselevatedtothecovetedpositionasBaker&McKenzie’schairmanofAsia-Pacificoperations,afterathree-yearstintonthefirm’sexecutivecommittee.Taniscertainlyonetowatchasshegoesaboutbuildingthealreadywell-knownbrandinAsia.Keepaneyeonthefirmasoneofthefirstintothesoon-to-beliberalisinglegalmarketsinIndiaandKorea.

Name: Poh Lee TanTitle: Asia Pacific regional chairman Firm/Company: Baker & McKenzieLocation: Hong Kong

Why hot:ThecharismaticformerJonesDaypartnerwassnatchedupbyGibsonDunn,alongwiththreeofhiscolleagues(EmadKhalil,JohnViveritoandSaptakSantra)tolaunchthefirm’sSingaporeoffice.AnIndiaexpertofhighrenown,Pathakwillundoubtedlybelookingtoextendthefirm’sfootprintandhassaidthatofficesinGreaterChinaarealsoonthecards.

Name: Jai PathakTitle: Asia Pacific partner-in-chargeFirm/Company: Gibson, Dunn & CrutcherLocation: Singapore/LA

Why hot:AlthoughMitchardwasnotthefirsttotransferfromLondontoHongKongthisyear,themovewasbyfarthemosthigh-profile.Relocatedtolaunchthefirm’sarbitrationanddisputeresolutionpracticeintheregionandsignalitscommitmenttoAsia,Mitchard’sappointmentissuretohaveaseismiceffectonthecomplexionofHongKong’sADRmarket.Watchoutfortheusuallyconservativefirmtodipintothelateralhiremarketoverthecomingmonths.

Name: Paul Mitchard QCTitle: Head of Europe and Asia arbitration and litigationFirm/Company: Skadden Location: Hong Kong

Why hot:Asanomineefortheprestigiouslifetimeachievementawardatthisyear’sALB JapanLawAwards,AtsumileadswhatisconsideredtobeoneofthemostpromisingdomesticlawfirmsinJapan.ThefirmhasacorporatepracticethatishotontheheelsofthemoreestablishedfirmsinJapan.

Name: Hiroo AtsumiTitle: Managing PartnerFirm/Company: Atsumi & PartnersLocation: Japan

Displaying gusto, gravitas and a touch of charisma, these are the men and women who have made their mark by leading their firms, companies and practice groups through the global financial crisis.

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Why hot:AveryvocalopponentofthemovetowardsIndianlegalmarketliberalisation,Shroffmadeheadlinesthisyearforconvertinghisfirm–thecountry’ssecondbiggestbyheadcount–toafulllockstepmodel.ThischangeiswhatmanyinthefieldareheraldingasthebeginningofthemodernisationofIndia’slegalservicesmarket.

Name: Cyril Shroff Title: Managing partner Firm/Company: Amarchand & Mangaldas Location: India

Why hot:AyearafterlaunchingthebusinessinLondon,MandalisnowfocusinghiseffortsontheLPOmarket.FoxMandal’soutsourcingdivisionhasgrownrapidlyoverthepasttwelvemonthsanditaimstocapturemoreofthemarketintheWest,asmoreclientsfacecreditsqueezes.

Name: Som Mandal Title: Managing partner Firm/Company: FoxMandal LittleLocation: India

Why hot:WhilefirmsintheUSaredoingtheopposite,underLuthra’smanagementtheIndianfirmhasreceivedkudosforpayingbonusesandincreasingsalaries.Thefirmisalsolookingtointroducealockstepsystemthisyear,andtoppedthelegaladvisoryleaderboardforprojectfinancedealsclosedinthefirsthalfof2009.

Name: Rajiv LuthraTitle: Managing partnerFirm/Company: Luthra & Luthra Location: India

Why hot:TheHongKongmanagingpartnerofFriedFrank,WongwaselectedbyhispeersasthepresidentoftheLawSocietyofHongKong.

Name: Huen WongTitle: Hong Kong managing partnerFirm/Company: Fried FrankLocation: Hong Kong

Why hot:ThecharismaticIshiguroreturnstoourHot 100thisyear.OneofthefacesofMoriHamada’sbankingandfinancepractice,hewasafinalistforthecovetedlifetimeachievementawardatthisyear’sALBJapanLawAwards.Ishiguroalsoplayedalargepartinthefirmtakinghomeboththe“M&A/corporateteamoftheyear”andthe“Japanesedealfirmoftheyear”awards,thelatterwhichwassharedwithfellowBigFourfirmAndersonMori&Tomotsune.

Name: Toru IshiguroTitle: PartnerFirm/Company: Mori Hamada & Matsumoto Location: Japan



Why hot:AstheimmediatepastpresidentoftheInter-PacificBarAssociation,Moralesisconsideredoneofthe‘go-to’lawyersforprojects,infrastructureandM&AworkinthePhilippines.Thefirm’sM&AteamactedasPhilippinecounselfortheGMR-Intergenfinancingandacquisition,recognisedintheSEAsiandealoftheyearatthisyear’sALBSEAsiaLawAwards.

Name: Rafael MoralesTitle: PartnerFirm/Company: SyCip Salazar Hernandez & GatmaitanLocation: Philippines

Why hot:Batesonleadsoneofthefirm’smulti-awardwinningbuildingandconstructionteamsinHongKong.Whileheisconsidereda‘go-to’lawyerfordisputes,Batesonisquicklybuildingahighprofileinotherareas,namelyinternationalarbitration,wherehe,alongwithfellowpartnerPaulStarr,aresaidtobethenucleusofaformidableteam.

Name: David BatesonTitle: PartnerFirm/Company: Mallesons Stephen Jaques Location: Hong Kong

Technically brilliant and encompassing superior legal skills in existing and emerging areas, these are the lawyers who have operated at the vanguard of change in the profession

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Why hot:Itwassomelong-overduegoodnewsforDLAPiperinAsiawhenitannouncedthehireofPattieWalshtoheadupitsChinaemploymentpractice.Widelyregardedasoneofthebest,ifnotthebest,employmentlawpractitionersintheregion,Walshalsobroughtherassociate,AlisonSmith,alongwithhertoDLA.

Name: Pattie WalshTitle: Head of Asia employment Firm/Company: DLA PiperLocation: Hong Kong

Why hot:There’sarguablynobiggernameinAsiandealmakingthanRupertLi.HewasCliffordChance’sleadlawyeradvisingChinaDevelopmentBankforthefinancingofChinalco’s$21bnbidforthefailedacquisitionofastakeinRioTinto,amongotherhighprofiledeals.Li’sexpertiseearnthimanominationasafinalistsinALB China’sInternationaldealmakeroftheyearaward.

Name: Rupert Li Title: PartnerFirm/Company: Clifford ChanceLocation: Beijing

Why hot:TheIslamicinsurancespecialistwasthemastermindbehindthealliancewithAlBosailyinRiyadh.Whilethisisanichearea,itremainsanextremelyprofitablepartofthepractice.AsaformerDLAPiperlawyerwhoworkedwithAlBosaily,Hodginswasinstrumentalinsealingthefirms’affiliation.

Name: Peter HodginsTitle: PartnerFirm/Company: Clyde & CoLocation: Dubai

Why hot:Arguablyoneoftheregion’sbusiestintellectualpropertylawyers,Carnabuccihasdevelopedonetheregion’sleadingIPpractices.HerworkincludesadvisingclientssuchasAlibaba.comandBally,andmorerecentlyontheintellectualpropertyaspectsoftheMANGroup-Sinotrukacquisition.

Name: Connie CarnabuciTitle: IP/IT practice head Firm/Company: FreshfieldsLocation: Hong Kong

Name: xu JialiTitle: Founding and managing partner Firm:LonganLocation: Beijing

Why hot:XuJialihasgainedareputationasoneofChina’sbestIPpractitioners,throughhishandlingofawiderangeofpatent,trademark,andcopyrightcases.Xu,whoheadsthefirm’sIPpracticegroup,isthefirstpostdoctoralscholarinIPlawinChinaandtheonlydoctoralinstructortodate.Hehasbeeninvolvedinmanylandmarkcases–threewhichwereselectedasthe100typicalIPRcasessinceChina’sreformandopeningup,bytheSupremePeople’sCourtin2009.

Why hot:ThevisionthatWangZhongdehasforDachengLawOfficeisgraduallybecomingareality,justashehasplanned.Thisyear,Dachenghas–forthefirsttime–takenoverKing&Woodtobecomethecountry’slargestlawfirmbyheadcount.ItisnowalsothelargestfirminAsiawithmorethan830lawyersacross28offices.

dacheng’s expansion overseas marks the firm entering into a new phrase. so far this year, the firm has opened four offices in Taiwan, singapore, Paris and Los angles, and has formed new strategic alliances with other foreign firms.

in the near future, dacheng plans to expand its global reach further by adding additional offices in New York and other parts of the us, and continue to pursue its goal of becoming a leading home-grown global law firm.

Name: Wang ZhongdeTitle: Managing partnerFirm: Dacheng Location:Beijing

Why hot:ZhangXuebinghasbeenappointedaspresidentoftheBeijingLawyersAssociation,replacingLiDajinwhosteppeddownattheendofhisthreeyearterm.Zhangwillleveragehisexperiencemanagingoneofthecountry’slargestlawfirms.TheBeijingBarAssociationisthecountry’slargestbarassociation,withover18,600members.

Name: Zhang xuebingTitle: Managing partnerFirm: Zhong Lun Law FirmLocation: Beijing

Why hot:Hongbinghasn’thadmuchtimetorestafterhesteppeddownasthepresidentoftheShanghaiLawyersAssociationinApril2008,raisingitsprofiledomesticallyandinternationally.HewasappointedvicepresidentoftheAllChinaLawyersAssociationsixmonthslater,whichwillstrengthenthecapacityofthenation’slegalprofessionsacrosstheboard.

Name: Lv HongbingTitle: Chief executive partnerFirm: Grandall Legal Group Location:Shanghai

Why hot:WithKing&WoodcontinuingtocementitspositionasaleadingPRCfirm,WangLingkeepsplayingapivotalrole.Inwhathasturnedouttobeaverychallengingyearformostinternationalfirms,King&WoodhasestablishedaNewYorkofficeandcompletedthemergerwithitslong-timeHongKongassociatefirm,ArculliFong&Ng.

Name: Wang LingTitle: Managing partnerFirm: King & Wood Location:Beijing

Why hot:CrownedastheALB AustralasianLawAwards‘Australiandealmakeroftheyear’for2009,Stonehasadvisedonsomeofthehottestdealsoftheyear,includingtheUS$15bnRioTintorightsissue,Shehashelpedcementthefirm’spositionatthetopoftheM&Aleaderboardsthroughouttheyear.StonealsomanagestheequitycapitalmarketsteamatFreehills,whichjointlywonthe‘ECMdealoftheyear’atthesameawardsceremony.

Name: Philippa StoneTitle: Partner, co-head – equity capital marketsFirm/Company: FreehillsLocation: Australia

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Why hot:LimisoneofSingapore’stoptierM&Aadvisors,havingacceptedthefirm’s‘Singaporedealfirmoftheyear’awardattheALBSELawAwardsthisyear.Limhasworkedonsuchhigh-profiledealsastheUS$1bnacquisitionbyPetroChinaoftheSingaporePetroleumCompany,amongothers.

Name: Andrew Lim Title: Co-head of corporate M&AFirm/Company: Allen & GledhillLocation: Singapore

Why hot:StephensonHarwoodpulledoffoneofthemosthigh-profilelateralhiresthisyear,aftersnaringassetfinancespecialistPaulNgfromFreshfieldstoleaditsglobalaviationpractice.Knownasthe‘low-costcarrierking’,becauseheissaidtobethecounselofchoiceforlowcostcarrierslikeAirAsiaandLionAir,watchforNgtobuildamarket-leadingpractice.

Name: Paul NgTitle: Global head of aviationFirm/Company: Stephenson HarwoodLocation: Singapore

Why hot:ChrismanheadsthenewlylaunchedSydneyofficeofUSfirmDorsey&Whitneyandisconsideredanexpertonthesubcontinent.TheideaofanofficeinAustraliatotargetAsiaisallpartoftheplan,saysChrisman,andwe’reallwatchingtoseejusthowfruitfulitwillbe.

Name: John ChrismanTitle: Australia and India practice head Firm/Company: Dorsey & Whitney Location: Australia

Why hot:Winnerofthe‘Internationaldealmakeroftheyear’atthisyear’sALBJapanLawAwards,Paradisewasthefirm’sleadpartnerondealslikeVisa’sIPO,SumitomoMitsuiFinancialGroupPerpetualPreferredSecuritiesOffering.RecentlyadvisedonCiti’ssaleofitsNikkoAssetManagementBusinesstoSumitomo.

Name: Theodore ParadiseTitle: PartnerFirm/Company: Davis PolkLocation: Japan

Why hot:Winnerofthe‘Japanesedealmakeroftheyear’awardatthisyear’sALBJapanLawAwards,Kimuraiswidelyconsideredthefirststopatthefirmformega-deals.HewastheleadpartneronbothMitsubishiUFJ’smegaglobaloffering,andjointleadcounselonKyocera’sJPY43.7bnacquisitionofSanyo’smobilephonebusiness.

Name: Akiko KimuraTitle: PartnerFirm/Company: Anderson, Mori & TomotsuneLocation: Japan

Why hot:WithMauritiusremainingthemostfavouredonward-offshoredestinationforinvestmentintoIndiaandAfrica,thereissuretobearushtothetropicalislandinthenearfutureasIndiarelaxesitsforeigninvestmentrules.Appleby,underMoller’sleadership,seemstohavethismarketcorneredatthemoment,withitsnearestrivalontheisland,Conyers,stillsomewayoff,accordingtoindustryexperts.

Name: Malcolm Moller Title: Managing partnerFirm/Company: Appleby Location: Mauritius

Why hot:Asthe‘go-to’lawyerforanythingTMT,ITandprivateequity-relatedinGreaterChina,ChanandherfellowpartnerJackLangeleadoneofthestrongestM&Aoutfitsintheregion.Chanandthefirmarenotedfortheirexpertcarriageofthemostcomplexdeals–forexample,theUS$1.13bnEricsson–Nortelassetsacquisition.

Name: Jeanette ChanTitle: Partner Firm/Company: Paul WeissLocation: Hong Kong

Why hot:GallpartedwayswithfellowfoundingpartnerofLaracyGall,DamienLaracy,earlierthisyear,togoanestablishGall&Laneandthetiming,itseemscouldn’tbebetter.Disputelevelsacrosstheregionhaveseenamarkedincrease.Thefirm’salliancewithWhite&Caseisdesignedtopickuptheworkemanatingoutoftheexpectedstormofinsolvencies.

Name: Nick GallTitle: Partner Firm/Company: Gall & Lane Location: Hong Kong

Why hot:InayearwhereglobalM&Avolumeshaveplunged,Norrishasstoodout.Hewasthefirm’sleadpartnerondealssuchasCocaCola’sproposedUS$2.5bntakeoverofChinaHuiyuanandtheUS$1.9bnprivatisationofPCCWLtd.Norrisisthisyear’swinneroftheALBSEAsiaLawAwardsinsolvency&restructuringDealoftheYear,fortheNomura-LehmanBrothers(Asia)acquisition.

Name: Nick NorrisTitle: PartnerFirm/Company: Skadden Location: Hong Kong

Why hot:Shanghai’srenownedlawyer,CharlesDuan,hasmadeinternationalheadlinesforhisinvolvementinthehigh-profileRioTintobriberycase.HewillrepresentAustraliancitizenSternHu,generalmanageroftheRioTintosalesteaminShanghai,beforethecourt,defendinghimagainstallegationsofillegallyobtainingcommercialsecretsandreceivingbribesfromofficials.ThisisacasethathasraisedtensionsbetweenAustraliaandChina.

Name: Charles DuanTitle: Founder and managing Firm:Duan and Duan Law FirmLocation: Shanghai

Why hot:YaoJun,theformerpartnerofCommerce&FinanceLawOffices,isregardedasahighachieverandexemplaryofthein-houselegalprofession.Withhisoutstandingtechnicalskills,businessunderstandingandindustryexperience,JunhasassistedPingAnInsuranceinpursuingitsgrowthstrategiesandcontrollingitsrisksdomesticallyandinternationally.HewasappointedsecretaryoftheboardinOctober2008,andcontinuestoserveastheheadoflegal.

Name: Yao JunTitle: Chief legal officerFirm/Company: Ping An InsuranceLocation: Shenzhen

Why hot:MichaelHan,anewlypromotedpartnerbasedinBeijing,isnowco-headingthefirm’sChinaantitrust,competitionandtradepractice(ACT)withpartnerNicholasFrenchinBeijingandpartnerConnieCarnabuciinHongKong.Beforejoiningthefirm,HanworkedwiththeMinistryofForeignTradeandEconomicCooperation(nowtheMinistryofCommerce).HehasextensiveexpertiseinthecompetitionandregulatoryaspectsofChina-relatedFDIandcross-borderM&Atransactions.

Name: Michael HanTitle: Co-head of China ACT practice Firm: Freshfields Location:Beijing

Why hot:Thefirm’sHongKongmanagingpartnerandheadofitsprojectfinancepracticeinAsia,Bevashhasadvisedonanumberofhigh-profiledeals,allofwhicharenotedfortheircomplexityandsophistication.TheALB‘SingaporeM&Adealoftheyear’awardforLionPowerHoldings-SenokoPowerfinancing&acquisition,isoneexampleofhiswork.

Name: Joseph BevashTitle: Hong Kong managing partner Firm/Company: Latham & WatkinsLocation: Hong Kong

Why hot:Aghamadetheheadlinesearlierthisyearforleavinghishigh-profilepositionasheadofDLAPiper’sglobalIslamicfinancepractice,tolaunchhisownfirm.Agha&Shamsiisbelievedtobetheworld’sfirstShariah-lawcompliantlegalpractice.

Name: Oliver Agha Title: Joint managing partner Firm/Company: Agha & Shamsi Location: Abu Dhabi

Why hot:YimleadsalegalteamatDrew&NapierthatreclaimedtheALBawardfor‘Internationalarbitrationlawfirmoftheyear’andforthesixthstraightyear,the‘Commerciallitigationfirmoftheyear’.Hissuccessrepresentingmulti-milliondollarcorporateclientsovertheyearsiswidelynotedintheindustry.

Name: Jimmy Yim Title : Managing Director of litigation & dispute resolutionFirm/Company: Drew & Napier Location: Singapore

Name: xu ShouchunTitle: Senior partnerFirm: V&T Location:Beijing

Why hot:Asahighlyregardedlawyerforcapitalmarketsandsecuritiesmatters,hehasadvisedonalargenumberIPOs,listings,shareplacements,restructuringsandtransfersofChinesecompaniesathomeandabroad.XuwasappointedtothefirstissuanceexaminationcommitteeforthenewlylaunchedShenzhenGrowthEnterpriseBoardbytheChinaSecuritiesRegulatoryCommission.



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TSThese practitioners have distinguished themselves in a particular field of expertise – whether it be as a forerunner in a particular legal arena, holding a significant appointment or serving the interests of the public and community

Why hot:GaryLocke,theformerco-chairoftheChinapracticeatUSfirmDavisWrightTremaine(DWT),hasreturnedtopublicserviceastheSecretaryoftheDepartmentofCommerceoftheUnitedStates.LockejoinedDWTin2005aftertwosuccessfultermsastheGovernoroftheStateofWashington.Hisleadershipofthefirm’sChinapracticehasbeeninstrumentaltoDWT’sgrowthandsuccessintheregion.

Name: Gary LockeTitle: Secretary of Commerce of the United StatesLocation: Washington, D.C.

Why hot:ZhuXiangyanghasbecomethefirstTaiwanresidentpermittedtopractiselawonthemainland,followingtheMinistryofJustice’sApril2008announcementallowingTaiwanresidentstositthemainlandjudicialexamandbecomePRC-qualifiedlawyers.Asaregulatoryrequirement,hecanbegrantedacertificatetobeanofficiallyPRC-qualifiedlawyer,aftertakingaone-yearinternshipinalawfirm.ZhuiscurrentlyworkingasatraineelawyerinBeijing’sLantaiLawFirm.

Name: Zhu xiangyangTitle: Lawyer Firm:LantaiLocation: Beijing

Why hot:AhmadKusayerhasplayedakeyroleintheestablishmentofZhonglunW&D’sMiddleEastpracticegroupandthebranchofficeinRiyadh,thecapitalcityofSaudiArabia.HemanagesthedevelopmentoftheRiyadhofficeandthefirm’sMiddleEastpracticegroup,whichprovidelegalservicestobothChineseclientsdoingbusinessintheMiddleEast,andclientsfromtheMiddleEastinvestinginChina.ZhonglunW&DisthefirstPRCfirmtosuccessfulylestablishapresenceintheMiddleEastregion.

Name: Ahmad Kusayer Title: Director of Middle East Firm: Zhonglun W & D Law FirmLocation: Beijing/Riyadh

Why hot:LiChangqingisoneofthefirstlawyerstotestthecountry’snewAnti-Monopoly Law forissuesrelatingtoabuseofdominantmarketposition.HerepresentedTangshanRenrenInformationServicesinacourtcaseagainstinternetsearchgiantBaiduforallegedantitrustviolations.Althoughaverdictisyettobehandeddownbythecourt,thecaseisheraldedasoneoftheearliesthigh-profileantitrustprivatelitigationmattersruninthecountry.

Name: Li ChangqingTitle: LawyerFirm: George Wu & PartnersLocation: Beijing

Why hot:YanYiming,aShanghailawyerwell-knownforhisexpertiseinsecuritieslawandhistrackrecordoftakingonpublic-interestcases,hasagainraisedhisprofileinternationally.ShortlyafterthegovernmentannounceditsCNY4trstimulusplan,YanmaderequestswiththeMinistryofFinanceandNDRCtomakepublicthedetailedexpenditureoftheheftystimuluspackage.Hisreasonswerepublicconcernwithpossiblefundmisuse,corruptionandtheeffectonmacroeconomiccontrol.

Name: Yan YimingTile: Founder and managing partnerFirm: Yan Yimin Law FirmLocation: Shanghai

ALB ASIAN LEGAL BUSINESSALB ASIAN LEGAL BUSINESS

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pROFIlE | managing partner >>




Clifford Chance’s Peter Charlton explains to AlB why being an international law firm means nothing unless you have that local touch

The importance of being localPeter Charlton - Clifford Chance:

The global financial crisis has affected international law firms as much as any other industry. Staff have been laid off and

revenues and partner profitability figures are down. Even some big-name firms have fallen under the weight of the worst global economic slump seen since the Great Depression.

But one year on from Black September, the ‘green shoots’ of recovery appear to have grown into sturdier seedlings. Stock markets have rebounded, government stimulus packages have stirred ailing economies to life and mega-deals are starting to re-enter the pipeline.

It is Asia, with its dynamism and hunger for continued growth, that is leading global recovery. But as the world’s attention turns more and more towards the region, Charlton says that the key to emerging stronger from the crisis isn’t simply about leveraging one’s internationalism.

Rather, it is about striking the right balance between having international excellence and offering local knowledge.Charlton shares his strategy with ALB.

Following the stormAppointed to his new role as Asia managing partner only six days before Lehman Brothers filed for bankruptcy, Charlton has been tracking the ensuing storm ever since.

After finishing work on Barclays’ post-bankruptcy acquisition of Lehman’s United States and European operations, he arrived in Hong Kong in November 2008.

“When I arrived my first task was to look at when the financial crisis would hit Asia and just how large an impact it would have on both the firm and its clients,” he says. “We got a fair idea of how things would unfold by the end of December to January.”

“Oddly, in many ways waiting for the crisis to reach Asia was actually more difficult to deal with than the crisis itself.” But when it did hit, its impact on all aspects of business was just as profound, Charlton explains.

“By the new year, deals – even if they were well-advanced – had been put on hold as financing dried up. No law firm escaped the turmoil and all aspects of their operations have been affected:

staffing, revenues and profits,” he says.Putting trite clichés about the presence of opportunities in crises aside, Charlton believes that the GFC presents firms with a rare opportunity to assess issues like strategic direction.

Staying true to strategyThe key to success in Asia remains staying true to strategy and resisting the temptation to abandon Asia plans, as many international law firms have sought to do in the past.

“The upside is that crises such as these allow one to take stock of the direction in which the business in heading – people may come out a little worse for wear but certainly all the wiser,” Charlton says.

‘Wiser’ isn’t necessarily about abandoning the strategies that have worked in Asia for Clifford Chance for the best part of 30 years, but rather about ensuring they are malleable enough to adjust to, and succeed in, broader economic trends.

“We are not planning strategic u-turns or wholesale changes to our Asia strategies, but instead a


alb 2009 managing partnerS SerieS



recognition that the fundamentals in this part of the world remain strong,” Charlton says.

“There is an inherent dynamism in Asia which won’t be shaken by financial crises. At the same time, as much as business in Hong Kong, Singapore or Shanghai is becoming more international, it is also locally-based. Strategies need to be built around this fact.”

A strategy, it seems, which is at the heart of the firm’s expansion in the Lion city, since being one of only six foreign law firms to have been granted a Qualifying Foreign Law Practice (QFLP) license by the Singapore government in December 2008.

Partner numbers at the 30-year old office have doubled in less than 18 months. Key lateral hires across all of the corporate areas have been brought on board.

Recently dispute resolution specialist Nish Shetty joined from Clifford Chance’s former joint-law venture partner WongPartnership.

This is growth which Charlton says is by no means complete. “Our Singapore office is a classic example of how we like to operate,” says Charlton. “To take international standards and build in local excellence and relevance.”

an exclusive basis. We may have more than one firm which we do this with in a particular country, and it may vary from transaction to transaction.”

What of the long-term prospects, are they forerunners to eventual mergers? Should regulatory prohibitions be relaxed, are we likely to see Clifford Chance swallow one of its smaller friends – or a not so small friend? Charlton deflects the question with a deliberative pause and a rueful smile, saying only that the firm has no intention of subsuming any of its current allies.

“The relationships we have with our select firms across the region have been successful so far and we expect that to continue so mergers aren’t in our plans at the moment,” he states. “The arrangements are being well-received by our clients and the synergies are simply excellent.”

Asia’s powerhouse economiesIndia and China remain at the forefront of most international firms’ expansion plans. Clifford Chance is no different and Charlton is only too keen to reveal to ALB where the subcontinent fits into the firm’s plans.

“India remains one of the key focuses of our expansion strategy in the region

Best of friendsIf Singapore is a perfect example of this strategy in action, so too are the firm’s activities in India and parts of south-east Asia, albeit here, owing largely to regulatory restrictions, the format is a little different.

Clifford Chance became the first of the Magic Circle firms late last year to institute a workable strategy to penetrate legal markets, where international firms are currently prohibited from establishing offices – the ‘best friends’ model.

“The ‘best-friends’ model is crucial to our expansion in Asia,” says Charlton. “We have chosen to align ourselves with firms we feel are the best in their respective countries – countries which are of strategic importance to Clifford Chance and where our clients do a lot of business but where we cannot set up due for regulatory reasons.

“We have had longstanding relationships with leading firms in Indonesia (Mochtar Karuwin Komar), Vietnam (VILAF Hong Duc) and most recently have very quickly built an impressive partnership with leading Indian firm, AZB & Partners.

“All of these arrangements involve us sharing referrals and resources with the firms but not necessarily on

“There is an inherent dynamism in Asia which won’t be shaken by financial crises and at the same time as much as business in Hong Kong, Singapore or Shanghai is becoming more international, it is also locally-based. Strategies need to be built around this fact”



and we remain hopeful that we will be able to practise in India soon, if the necessary legislation is passed by the government,” he says. “The recent election results are being seen as a favourable indicator so it could be sooner rather than later, although international firms have been waiting on this for many years.”

The emphasis is changing, says Charlton. Where transactional lawyers once talked of India as a destination for inbound investment from the US, Europe and UK, now it is talk of Asian interest in the subcontinent and Indian outbound investment that dominate discussion. “A major part of the move East we have seen over the last five or six years is more interest in India as a destination for Asian investment, and at the same time as a generator of outbound investment,” he says.

“[India] has a number of large conglomerates with extremely strong balance sheets that are capable of making strategic investments or targeting distressed acquisitions.”

According to Charlton the same can be said of China, where a marked increase in outbound investment has been a defining feature of the current economic downturn.

“China is the bright spot on the horizon for commercial practices in Asia, there is no doubt about that,” he says. “It has the potential to provide the fuel to keep engines running smoothly. Chinese companies have shown their willingness to provide leverage and strike strategic M&A deals, although the increase in outbound investment we are seeing now will not compensate completely for the global downturn.”

Aside from the standards for measuring global transactional activity like market volatility, company balance sheets, acquisition financing and capital markets, Charlton says that the political imperatives weighing on Chinese acquisitions also have the potential to affect deal flow there.

“All things being equal, China investments often have political

elements which create a different dynamic,” he states.

“When economies slow, there is more attention paid to domestic issues, and protectionist sentiments tend to become prevalent as a result.”

While he stops short of predicting any Harley-Smoot type reactions in China, Charlton does say that current attitudes are likely to affect fresh investment. “The tensions between protecting domestic industry and encouraging foreign investment are being played out in China now, and for that matter in emerging economies throughout the region,” he says.

“Having said this, there is a recognition of the need to encourage investment where investment is needed while limiting exposure to the West. The consequence is that we may well see a situation where only low-key investments go through and high-profile investments are put on hold for calmer times…”

“But these calmer times are closer then we may think.” ALB

http://www.warwickibah.com

60

FEaTuRE | interview >>




steven Yeo, general counsel of Citi’s Corporate & Commercial Bank and global Transaction services in Asia, shares the challenges of being the legal head of one of Citi’s fastest-growing businesses

Nuts and boltsSteven Yeo, Citi:

Where many in-house lawyers cite shrinking teams, slashed legal budgets and a slowdown of

business as dominant pressures acting on them during the global financial crisis, Steven Yeo, who is a managing director of Citi’s Institutional Clients Group, tells a different story.

For him and his team at Citi, growth – by all measures – is occurring at a rate of knots, but it helps, as Yeo concedes, to be the legal head of two of Citi’s fastest growing businesses, its Global Transactions Services unit (GTS) and its Corporate and Commercial Bank for Asia Pacific.

“The roles I play are multifarious,” Yeo says, “across some 18 jurisdictions in Asia but can generally be categorised into product-focused groups and customer-focused groups.”

While the important role played by Citi’s Global Banking business, (which is part of the bank’s Institutional Clients group) will be familiar even to those outside the legal and financial services industries across Asia Pacific region, the role played by GTS is perhaps less well known.

That doesn’t mean it is any less important. As Yeo is quick to point out, GTS handles a significant proportion of worldwide cross-border deals.

in-houSe perSpective

It is one of Citi’s fastest growing businesses; an industry recently estimated to be worth a staggering US$480bn globally. Citi breaks out its GTS revenues and in the second quarter of 2009 Asia Pacific churned out revenues of over US$600m, with net income of US$293m.

“GTS has quickly developed into one of the most important areas within Citi,” Yeo says. “It’s now a global industry and a global business for Citi, and one in which few others can match Citi’s unique combination of expertise and [our] global footprint.”

The statistics indicate why. Citi’s GTS unit holds over US$276bn in average liability balances, over US$12.8tr in assets under custody and is responsible for over US$3tr in worldwide transactions daily. Put another way, GTS is at the heart of global market flows in over 100 countries across the world in which the bank operates in.

“GTS can essentially be broken into three very broad areas: cash management, trade finance/trade services and securities and funds services,” Yeo explains. “Between them they cater for everything in treasury and trade solutions and securities and funds services to corporations, financial institutions and public sectors”.

The breadth of clients and jurisdictions that are supported by the award-winning services the GTS unit provides is simply astounding, Yeo says.

(In 2008, GTS won over 640 global and regional industry awards)

“GTS provides a broad spectrum of services; be it supply chain financing, trade services, dealing with export credit agencies, cheque clearances, working with treasury and investment management, improving liquidity/working capital management, payables and receivables services, depository receipts, corporate agency and trust or custody, clearing and funds administration,” he says.

“We are there from the start to finish of transactions, from getting the money in, to getting the money out.”

“In a nutshell, GTS is the nuts and bolts of banking; it isn’t simply a Citi business, it is Citi’s business.

Finding the right mixWith the growing importance and size of gobal transactional services, it comes as something of a surprise to learn that Citi’s legal unit is comparatively small. Yet the bank is in the somewhat enviable position of being able to tap a wealth of internal (and external) resources on the ground throughout the Asia Pacific region.

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“Our Asia GTS legal team may only be six-strong but we have access to a legal team across Asia and other regions that is larger than most domestic law firms, so size isn’t an issue for us,” Yeo says. The reason for the comparatively small size of the team is governed more by the specialist skill-set required to work on GTS matters, rather than anything else – though there are plans for growth.

“Every deal we work on requires a skill-set and set of experiences that is rarely found [in] ready-made in law firms, though much to our delight we are beginning to see a couple of law firms gearing up for GTS-specific matters,” Yeo says. “A broad and diverse background helps, though that is not necessarily mandatory. Of our current team two originally came from a debt capital market background, two from structured finance and one each from treasury and securities. A team of this composition took time to build, especially with the cross-training that is necessary, given the diverse and multi-disciplinary spectrum of work covered.”

While true experts may be difficult to find, they are a little easier to mould. “I’m of the opinion that most good corporate finance or securities lawyers who possess excellent technical abilities and knowledge of the market can be trained as GTS lawyers, but it is not always an easy fit,” Yeo explains.

“One thing that no amount of training can teach is how to achieve a deep understanding of their business and their clients, such that interactions are seamless. This is something only experience and a feel for the business can teach you.”

It is no surprise that Citi’s GTS legal team try to handle as much work possible in-house. Where other in-house lawyers may cite the financial crisis, and the role it has played in shrinking budgets for external legal spend, as the major reason behind why they are keeping more work, for Yeo it’s all about specialisation.

“We are certainly handling more work in-house, but it’s not really related to the financial crisis,” he says. “There are simply areas where (and many experienced private practice lawyers acknowledge this) we have developed skills they do not necessarily have. Many don’t know the commercial and operational nuts and bolts like we do.”

This also crosses over to engaging law firms, as some of the key external counsel favoured by GTS have around two decades of dealings with GTS and its predecessor businesses.

Venturing outsideHowever, where Yeo does engage the services of outside legal counsel, he is clear about what is at the top of his list – commercially-oriented advice.

Citi was among a few mega-financial institutions to study in detail the way it uses outside counsel; seeking to analyse the matters where the bank most frequently used external lawyers, how effective these providers were in helping the company meet its commercial and legal aims, in addition to measuring their cost-effectiveness. The report concluded that all indicators could be improved if Citi “formalised” relations with key external firms and lawyers.

“The way we interact with external legal advisors has changed,” Yeo says. “A long time ago things were a little disparate. I’m sure there was a stage where we could probably have claimed to have used every significant law firm for one matter or another, but now things are much more streamlined.”

Yeo does have a legal panel, but he also has a number of specific “go-to” firms for particular matters. “The way we select outside counsel is now more streamlined – for the simple reason that we want to tap relevant expertise within the firms we know and who know us,” he says. “We want to build up a rapport, an understanding with them of what we require.”

Yeo points to the increasing size

of law firms and departments as a hurdle rather than an advantage in this regard. “The problem is that law firms are becoming so big nowadays that even if we educate someone about our policies, on the next deal it may not be the same person or even the same team. We put a lot of thought into who will be running our deal at the firm.”

While Yeo says that he is more likely to go to a particular lawyer for a deal, rather than just a firm, his expectations are simple. Don’t re-invent the wheel (or should that be the deal).

“If I go to someone it is because I feel they have the relevant expertise and experience. Having said that, there may be occasions where that person will need advice on particular aspects of the transaction,” Yeo says.

“Here, I expect them to consult within the firm to find the skills needed. We shouldn’t be required to pay external lawyers to reinvent the deal or do the research all over again.

Yeo wouldn’t name whose help he seeks out the most, except to say that a few may be surprised by his policy on selecting outside counsel. “Magic Circle or Wall Street firms are not automatic selections for deals just because of their name or their brand,” he says.

“We seek advice from law firms across Asia – and in other regions – when we need their expertise and their experience is relevant to the deal.”

The marketsAs stock markets across the region begin to rally and rebound, Yeo is optimistic about the economic outlook in Asia. He believes that one of the

Magic Circle or Wall Street firms are not automatic selections for deals just because of their name or their brand

CiTi’s gLoBaL TraNsaCTioNaL serViCes ►Providesintegratedtreasuryandtradesolutionsandsecuritiesand•fundsservicestonationalandmultinationalcorporations,financialinstitutionsandthepublicsectoraroundtheworldParticipatesinthedevelopmentofclearing,settlementand•depositoryfacilitiesinnumerousemergingcountriesProvidesstrategicadviceonindustryissuessuchaslocalsecurities•markets,emergingmarkets,clearing&settlementrisks,maximisingreceivablesandpaymentprocesses,securitiesinfrastructureandtechnologyintegration

CiTi’s gLoBaL TraNsaCTioNaL serViCes sTaTisTiCs ►OverUS$276bninaverageliabilitybalances•OverUS$12.8trninassetsundercustody•OverUS$3trninworldwidetransactionsdaily•Serves96%oftheworld'sFortune500companies•



lessons to be learned from the financial crisis, is that Asian economies can no longer continue to rely on one market within or out of the region as their sole source of growth.

“What is certain is that a lot of Asian countries still remember the scare of the Asian financial crisis… and what that crisis taught them, and this has been borne out by the current crisis.”

“In particular, for the smaller economies in Asia, you can’t rely on one market in a drive for growth.”

This won’t necessarily serve as a catalyst for the outbound expansion that many are predicting, Yeo says. With the temptations of remaining isolationist and protectionist ever-present, the probable focus for many Asian companies will instead turn to shoring up their own operations, in an effort to restore robust health to their balance sheets.

He adds that many companies have largely deleveraged since the crisis, and balance sheets across the region are some of the strongest globally. “Companies will continue to tidy up their own house as a precursor to expansion,” he says.

“But it’s wrong to suggest that this is a mere function of the financial crisis, it could vary from company to company. Many are seeing now a perfect opportunity to concentrate on improving things internally, to set themselves up for more expansive growth opportunities when stability returns to the markets.”

“This is especially the case for the financial sector,” he says. It’s a suitable foil for many of GTS’ award-winning expertise, such as maximising or improving liquidity management and custodial and funds administration.

Underlining the growth opportunities, in the first half, Asia Pacific companies raised a record amount from capital markets. Citi helped its clients raise over US$85bn, ensuring a busy first half for the bank’s transaction legal teams. Bank issuance included several rights issue from regional banks.

Yeo stops short on predicting any large-scale consolidation in Asia’s banking sector, saying that the focus for the financial institutions across the board is on reducing their ‘stress’. Recent stress testing of the US’s top

banks revealed that they would need to raise more than $US80bn to survive the financial crisis – most have raised more. Citi has completed its securities exchange and now has one of the strongest Tier 1 ratios and tangible common equity ratios in the industry.

Many have tipped that should similar stress tests be carried out here, the region’s banks would be given a clean bill of health. But Yeo says improvements are needed in some areas.

“The banks in this part of the world are not necessarily stronger than those in Europe or the United States, just because most were not all that exposed to the sub-prime mortgages. What the downturn as a whole has raised again is the issue of transparency – the need for financial institutions to be clearer in their reporting and practices.

Asia is too diverse for just one solution,” Yeo says. “There is no single common standard for this across all countries. The whole process needs to recognise each country is different, at varying levels of development and with different laws and accounting rules and regulations.” ALB

http://www.siaf.sg


Continuous RevolutionCHINA 09

alB spECIal REpORT | China 09 >>


Continuous RevolutionCHINA 09

If recent activity is anything to go by, the Chinese market has bottomed out and is on the upswing. Deals of all sizes are again flowing freely and securities work such as A-share listings and red-chip offerings are back. Boards are lighting up as deals such as CSCEC’s US$6.2bn offering, Zhongwang’s US$2bn IPO, 361 Degrees and BaWang push through. It will only become busier, according to lawyers ALB interviewed.

“In late 2008 and in the first quarter of 2009, there was talk of China leading economic resurgence and it has,” says David Liu, a partner with Jun He.

“On the transactional side things were slow, but even then we could sense clients were positioning themselves … there was a feeling that the market wouldn’t be down for long and for lawyers there was a need to be patient, to wait for the market to bottom out. Judging from what we have seen over the last few months, we are now at that stage.”

Outbound M&A – rather than inbound volumes – has been at the centre of this rebound. This is shown by deals such as Chinalco’s quest for a US$19bn stake in Rio Tinto, Yangzhou’s acquisition of Australian miner Felix Resources and CCB’s acquisition of IAG’s consumer credit business in Hong Kong.

But whether the outbound activity will continue once the markets return to ‘normal’ and inbound activity picks up is another story.

“[The move] away from inbound investment to outbound investments is understandable, due to problems

in other parts of the world … but we think it will come back,” says Peter Charlton, Clifford Chance’s foreign legal consultant in the Hong Kong office.

“We do think that Asia, particularly China, is still on the radar as an opportunity for international investors, but its difficult to predict when significant inbound work will pick up.”

These will be changes that are sure to present local practitioners with a number of challenges in the months ahead.

Just as global economic slowdowns affect macroeconomic change, so too do they cause paradigm shifts to things such as the business development strategies of law firms and the fabric of the legal market itself. Such changes will ensure that practicing law in a legal market in recovery will be a markedly different proposition from practicing law in the good times.

Changes are goodEven the most cursory glance at the empirical data offers an indication of how the domestic legal market has shifted since the onset of the financial crisis.In just over 12 months, most of the country’s leading domestic law firms have grown, at rates unimaginable elsewhere.

Dacheng increased its headcount by just under 300 – it is now unrivalled as the country’s largest firm by numbers, with 835 lawyers.

King & Wood increased its staff count by 150, DeHeng by 270, Grandall and Allbright by nearly 50.


As western markets went into freefall a year ago with company collapses and banks going bust, Asia – particularly

China – was being viewed as the brightest light in an otherwise overcast economic sky. Top-line economic growth exceeded even the ‘conservative’ 6% that was predicted by the World Bank.

It’s not difficult to see why, with a host of local companies having the wherewithal, risk appetite and capital to strike overseas and domestic deals.The country’s recent stellar economic performance (or for that matter, over the past 30 years) shouldn’t obscure an important emerging reality. As far as China has come, it still has much further to go. And lawyers will have a central role to play.

Whereas in the past it was relatively easy to draw a distinction between the roles of international and domestic lawyers, the last six months have shaken up the complexion of the legal services market. The impulse to grow, while never abating in China’s expansionary domestic law firms, has been thrown into overdrive by the financial crisis. Headcounts have swelled exponentially, offices have been opened at break-neck speed and domestic law firms are fast attaining a quality some thought was the exclusive province of international firms.

China’s firms have racked up the lead roles on securities deals and mega-M&A transactions and snared the international clientele to prove it. There is a seismic shift underway in the legal services market – a continuous revolution – and it’s seeing local firms become international.

State of the marketThe complexion of the legal services market over the past year was in many ways a carbon copy of that seen elsewhere in the region. Inbound M&A volumes dried up, securities and capital markets work disappeared (seemingly overnight)and the mega-deals were replaced instead by a trickle of less frequent but large ‘strategic’ outbound investments.

Work in counter-cyclical areas such as dispute resolution, insolvency and restructuring came into its own.

In other places there was little hope for a speedy recovery; in China, it was only a matter of months until things returned to normal.

CHiNa’s LargesT domesTiC LaW Firms ►Rank Firm Total lawyers and partners Managing partner Offices1 Dacheng 835 WangZhongde 28

2 King&Wood 800 WangLing/WangJunfeng 16

3 DeHeng 675 WangLi 14

4 Grandall 419 Multiple 10

5 JunHe 338 XiaoWei 7Source: ALB 50

2. CHiNa’s LargesT iNTerNaTioNaL LaW Firms ►Rank Firm Total lawyers and partners Managing partner1 Baker&McKenzie 98 DavidFleming

2 Freshfields 60 TeresaKo

3 GideLoyretteNouel 55 HanQimeng,YanLan

equal4 DLAPiper 54 RoyChan,LiuWei

equal4 JonesDay 54 WinstonZhao,PeterWang

David Liu, Jun He

Peter Charlton, Clifford Chance

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• Securities and Capital Markets • Insurance • International Trade • Banking and Finance • Corporate and M&A • Intellectual Property• Competition/Antitrust • Real Estate • General Business Law• Bankruptcy • Infrastructure and project finance • Shipping & Marine• Dispute Resolution

Beijing Shanghai Shenzhen Hangzhou Guangzhou Kunming Tianjin Chengdu Ningbo Fuzhou HongKong

Just as these firms’ lawyer numbers have grown, so too has their regional and international footprint. Dacheng now has over 28 offices, four internationally, which is 13 more than in 2008, DeHeng has opened four additional offices and King & Wood has opened three, including its much-publicised New York office.

(It should be noted that in addition, Jun He, Shanghai-based firm Richard Wang & Co and Shenzhen-based firms Guanghe and Shujin also have a United States presence).

Is this slightly counter-intuitive in an environment where some of these firms’ international counterparts have downsized – or are actively looking to pare back their operations? Zhang Yi, a partner with King & Wood and head of the firm’s Shanghai operations, doesn’t think so. He says that it’s not always accurate to compare international and domestic firms on this point, as growth for local firms is often motivated by a different set of concerns.

“The local legal industry is still developing so it’s no surprise to see that many are still focusing their attention on achieving growth,” Zhang says. “The size of the firm is important as the deals that happen here, both inbound and outbound, are extremely complex and often require teams of lawyers. Firms that do not have the critical mass simply can’t compete. It’s a different proposition for international firms as they have access to lawyers in

countless branch offices.”

Cover all areasNevertheless, it’s not necessarily about having offices scattered across the world. King & Wood’s and Jun He’s global visions notwithstanding, sometimes it’s about having people on the ground across China itself, which is equally as important.

The past year has been a watershed in this regard. Strategic change was governed not only by the concerns of organic growth but by fundamental demographic shifts in Chinese society and that of clients.

Where in the past the growth of law firms was more or less solely dependant on the events transpiring in the powerhouse economies of Beijing and Shanghai (and to a lesser extent, Guangzhou) now many other fast-growing ‘second-tier’ cities are being mentioned in the same breath.

Places like Chengdu, Tianjin, Qingdao, Jinan Fuzhou and Xiamen, together with the Bohai Rim and Western regions, are among the most exciting prospects for growth. ALB finds many domestic law firms busy planning growth strategies around these locations as the story of China’s miracle starts to spread inland.

“Beijing and Shanghai play a positive role as the economic powerhouses of the country … due to their special locations and statures,” says Charles Guan, a partner with Grandall.“[But]

some cities in the central and western regions of China as well as cities in the west-bank economic regions will also benefit on the growth of law firms.”

However, the more developed regions such as the Pearl and Yangtze River Deltas also continue to provide high-end, quality legal work and ample opportunities for the growth of legal practices.

“The Yangtze River Delta region is

Zhang Yi, King & Wood

Charles Guan, Grandall

http://www.grandall.com.cn



crucial to our development, and I would imagine that of our competitors,” says King & Wood’s Zhang. “It is home to a new class of wealth creator and entrepreneur and the region is in real need of high-calibre commercial lawyers, who are able to assist companies from places like Zhejiang, Jiangsu, Anhui and Fujian in fulfilling their international aspirations.”

According to Jun He’s Liu, branch offices mean nothing unless they are complemented by a similarly wide swathe of services. This is another area to have undergone substantial change in the past 12 months. “Long-arm service or a critical mass of offerings is just as important,” he says.

“A firm needs to be able to demonstrate to clients that it has the ability to do the big deals, that it has the people and the resources to do things like due diligence, to make sure that if anti-trust, IP, trade or other matters come up in a cross-border deal, that your firm can handle them and they won’t need to be outsourced.”

Most of the country’s largest domestic

firms have sought to bring their practice offerings to ‘critical mass’ over the past year. King & Wood, Grandall and Jun He have all invested heavily in developing their expertise in ‘new’ areas of the law such as anti-trust, anti-dumping and trade, outbound FDI, insolvency and restructuring.

Unveiling the newBut just what lies beneath this change? A simple explanation may be found in the fact that growth – and the changes that accompany it – are merely consequences for a legal market that is still itself developing. Those lawyers that ALB interviewed agree it has as much to do with the competition that the country’s leading domestic firms face, from all segments of the market.

“The local firms in the first tier of the market face the same strong competition that they always have,” says Liu. “But what is different now is that there is more competition coming from the second and third tiers of the market. In emerging areas like anti-dumping, anti-trust, trade and some securities areas

http://www.cliffordchance.com

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they are doing better and better and their rise should be noted.”

Others are also feeling the pressure. “The boutique and specialist practices that are setting up now present a very strong challenge to the larger firms,” says King & Woods’ Zhang. “Their partners are either from international law firms or have extensive international experience and they are capable of handling high-end work. It is getting to the stage where there are no question marks over their quality – as there may have been previously.”

It is not only in niche areas that the country’s larger firms are feeling the heat. “Competition between domestic firms in the area of general corporate [work] is most apparent,” says Grandall’s Guan, “because such practice has lower barriers and, for most of the law firms, is the fundamental for them to maintain their daily operations.”

But the increasing sophistication of China’s mid-tier and boutique firms that Zhang, Guan and Liu talk of is not only limited to these players.

International law firms and those in-house lawyers ALB interviewed agree that this applies to all domestic firms in the Chinese legal market, so much so that as much as the larger firms face stern competition from emerging boutique and specialist law firms, they are also now at stage where they can challenge the international law firms for a slice of their market share.

Playing lead counselThere has always been – rightly or wrongly – a qualitative stigma attached to domestic law firms in China. Ever since laws were passed allowing them to practice, there were misgivings about everything; from their service standards and ability to handle the big deals, to the technical skills of employed lawyers.

Such views, if they were ever true, are being quickly dismissed in a market that is hurtling towards maturation. “The capacity of local law firms to provide high-calibre international advice is increasing by the day,” notes Robert Lee, a partner with Diaz Reus.

“Lawyers within these firms are technically sound and have international experience gained from studying overseas and working in

international firms. They are playing a role in lifting standards across the board.”

Standards seem to be increasing to the point where many international firms cite domestic firms as definite rivals in the Chinese legal market. “In some areas of outbound and inbound work, they are definite rivals for international firms,” says Lee. “They have local knowledge and access to regulators which some internationals do not have.”

David Flavell, Danone’s general counsel for Asia Pacific, shares Lee’s view. He believes more intense competition between domestic and international firms will be a defining feature of the Chinese legal sector in recovery.

“Local firms appear to be managing better [during the financial crisis],” he says. “I expect the leading local firms to continue to grow and continue to provide active competition for the international firms.”

While Clifford Chance’s Charlton does note that standards have improved, he says that despite the increasing sophistication of PRC firms they still can’t match the international firms’ global networks. “On average I would say that international law firms are becoming more competent and this is a gradual process,” he notes.

“But what PRC firms don’t have is the gateway that international firms can offer to the world outside.” Charlton adds while PRC firms can handle the local law components of inbound and outbound deals with great aplomb, they often lack the experience needed to project manage the biggest M&A deals.

These are deficiencies which domestic firms concede they have some ground to make up, but according to Jun He’s Liu, many are making inroads. “International law firms are ahead of domestic law firms in terms of the work they handle and the role they play on some deals,” he says.

“In the past you could have probably said that it was international firms who played the lead counsel on deals and the Chinese firms who did housekeeping, but this is now changing. Chinese firms are playing more important roles and it’s not only [on] outbound deals.”

“We are making good gains on

David Flavell, Danone

Robert Lee, Diaz Reus

Firm Profile King & Wood PRC Lawyers


King & Wood: Radical coverage across the Yangtze

since establishing shanghai as its first branch office outside its Beijing headquarters in 1995, king & Wood has gone from strength to strength.

it has not only grown its offering into one of the most formidable in the Chinese legal arena, practicing the full gamut of corporate law—everything from Fdi, M&A, infrastructure and private equity to banking & finance, securities, labor law, litigation and iP work (including patent, trade secret, trademark, software protection and so on)—but it has a geographical reach that extends beyond shanghai to the rapidly growing provinces of Jiangsu and Zhejiang, amongst others. But the firm’s development so far is but a mere stanza in a much longer narrative of growth as Zhang Yi, head of the firm’s shanghai office, tells ALB.

Radical coverageAs shanghai’s premier law firm, clients at king & Wood are serviced by a unparalleled number of experts and dedicated professionals—with 30 partners and over 120 lawyers, paralegals and iP professionals. “We are one of the largest firms in shanghai in terms of critical mass and the only shanghai office to exceed rMB200m in revenue for one calendar year ever in the legal history of shanghai—a big achievement for a shanghai based law firm and evidence of the quality, high-value work that we are doing here.” The firm’s extensive geographical reach makes it easier for clients to utilise the services of its expert professionals. king & Wood, as a full service firm, has a network that is the envy of many domestic law firms in China (and for that matter, a number of international firms as well), with approximately 800 lawyers in 13 greater China offices (including Hong kong) and three international offices in new York, silicon Valley and Tokyo. The shanghai office - part of a Yangtze river network that includes newly opened offices in suzhou and Hangzhou - all cover the whole gamut of commercial law services. As the saying goes, many hands make light work, and that is certainly the case at king & Wood.

“Our shanghai office, combined with the offices in suzhou and Hangzhou gives us radical, unrivalled coverage across the Yangtze river delta,” says Zhang. “From these locations we are able to cover Jiangsu, Zhejiang and even Fujian and Anhui provinces—all of which have been noted as

being among the fastest growing areas in China and home to country’s new generation of entrepreneurs.”

Locally-grounded adviceBut with all PrC law firms either rapidly expanding into the country’s fast-growing regional centres, it’s often hard to distinguish one firm from another. so what separates king & Wood from the rest? Zhang says it’s the firm ability to offer global advice which is inherently locally based.

“We emphasise localization. Our lawyers know the local people, they know the local businesses, entrepreneurs and markets, he says. “A lawyer working for a client in suzhou or Zhejiang has the local knowledge as well as the ability to put that client in touch with king & Wood resources in shanghai, other parts of China and the world. This puts us at an advantage over many of the firms in shanghai who don’t have access to a network as extensive as ours—we can offer seamless advice, a one-stop shop.”

As important, says Zhang, is the firm’s breadth and depth of service. king & Wood’s corpus of lawyers in shanghai and across the Yangtze are as well-versed in high-end capital markets, M&A, private equity and banking & finance work and just as up to speed in emerging practice areas in the shanghai legal market such as litigation, arbitration and iP.

“We are unique in that some other firms in shanghai do not have a well-developed practice in areas like iP and capital markets,” he says. “We are in a better position than local law firms in Jiangsu or Zhejiang to assist local companies there in ensuring that their businesses are protected and able to reach their full potential, we have their interests covered in these troubling economic times.

ExpertiseMore critical than the size and scope of king & Wood’s offerings across geography is the top talent that it employs in the key practice areas. in banking and finance they have Jack Wang and shaun lee who are both considered as foremost experts in the area, and for Fdi and M&A Mark schaub and Jonathan Pan have been the ‘go to men’. shanghai’s securities practice is led by Zhao Xiaohong who is often referred to as a savvy lawyer for red-chip listing. The dispute resolution department led by denning Jin handles complex international and domestic litigation and arbitration cases.

Cecilia lou is known as a renowned iP legal services expert, providing iP prosecution, registration and iP legal services to clients, and enforcing clients’ iP rights supported by the firm’s litigation lawyers.

The marketBut as the economic outlook improves, king & Wood is equally well-positioned to assist clients in capitalizing on the opportunities that it presents.

“We are already seeing improvements in the markets, and we are handling more work alongside A-share listings, M&A, and etc.”

“We predict that this will continue as shanghai consolidates its position as China’s, and the region’s, international financial centre and the authorities encourage companies to embark on geM, A-share, red chip and H-share listings.”

Just as shanghai has been earmarked by the state Council as China’s next international financial centre, so too has it been identified by king & Wood as a vital plank in the firm’s regional and international strategies.

“We have invested as a firm in China’s three centres: Beijing, Hong kong and shanghai and our strategy will be governed by developments here,” says Zhang. “We will take baby steps in how we develop our practice—because this is prudent in the current economic climate—but we will use the momentum we have built up as one of shanghai’s leading firms to grow to assist our clients. As shanghai continues to grow in importance in China and internationally, so too will our shanghai practice, it can only get stronger.”

Zhang Yi, King & Wood

70



inbound deals as well,” he says. This is something which appears to be evidenced by the firm’s roles in deals such as Shui On Construction’s US$400m acquisition of China Central Properties, and Sichuan Tengzhong’s acquisition of the Hummer brand from General Motors (GM).

To some extent, instances such as these are still considered out of the ordinary, ccording to Lawrence Liu, the chief legal officer of China Electronic Systems Corporation and chief representative of the Association of Corporate Counsel. He says that data which the ACC collects suggests that 90% of international legal work in the country for the first part of 2009 is being done by international firms. This is proof, Liu notes, that “international firms are superior to the domestic [firms].”

However, he does outline measures through which domestic firms can improve their offerings. The secret, Liu says, is increasing their exposure to international law firms operating in the country. “Local law firms are intending to provide more of an international quality of service, which means they will be performing and executing more internationally, he says. “They will need to learn from foreign counterparts and then provide good services for clients.” This is a

process which has been occurring over the last two decades.

Danone’s Flavell doesn’t necessarily agree with Liu’s sentiments, instead stating there is a wealth of technically adept lawyers at international and domestic firms for in-house lawyers to choose from. “I think it is a case of Western companies getting used to working with local firms and vice versa – cultural differences need to be respected and understood on both sides,” he says.

“There are very good lawyers in local and international firms and we choose our legal providers based on the individual lawyers, rather than which firm they are with.”

On the qualities he is looking for in his external legal advisors, Flavell says that what he expects from international law firms is no different from what he wants from local firms. “We want lawyers who take responsibility for their work and have a genuine interest in helping us achieve

commercial outcomes,” he states.“External lawyers should not measure

their success by whether they provide a technically correct answer. Rather, they should be proactive in suggesting better ways of doing things and challenge us where appropriate, and provide technically correct answers in a commercially usable form.”

Liu’s requirements are similar. He says that in addition to providing legal services more efficiently and being more responsive, external lawyers should aim to create an open dialogue between themselves and their in-house counterparts.

“External lawyers [should] provide greater resources to assist on clients’ transactions, and provide some opportunities for in-house teams to do legal work together.”

Talent warRivalry for international transactional work isn’t the only area where the competition between international and

Lawrence Liu, ACC

“The capacity of local law firms to provide high-calibre international advice is increasing by the day. Lawyers within these firms are technically sound [and] have international experience”

robert lee, partner, diaz reus

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ALB speciAL report | China 09 >>


firms requires the skills of lawyers in international firms, so at the moment there is a need for their services.”

King & Wood’s Zhang adds that the discomfort being experienced by many international firms at the moment is another factor. “When compared to some international firms in China, domestic law firms are relatively more stable,” he notes.

“Few have laid staff off and are either holding steady or looking to expand. This means a lot in the current employment market and is a big positive for lawyers looking to make a career move.”

China’s international firms are stepping up their efforts to attract and retain their talent, so the status quo may be restored sooner, rather than later. “We as a firm realize the importance of [having] bilingual, internationally-qualified talent on the ground,” says Clifford Chance’s Charlton.

“But we have been looking at ways to address this and [it] involves giving these lawyers exposure to our high-end work, offering them things such

domestic law firms is apparent. The battle for the best and brightest legal talent is another place where the two models compete.

Whereas in the past it was more common to talk of international law firms poaching legal talent from domestic firms, the situation seems to have reversed since the onset of the financial crisis. More lawyers are now willing to make the move from international firms to their local firms on the mainland.

Why the change? Jun He’s Liu believes it is influenced by the increasing stature of the nation’s top domestic law firms and the often-faster progression opportunities that being part of a domestic firm offers.

“Chinese lawyers employed in international firms have seen that domestic firms handle high quality work and can offer them a clearer path to parternship,” he notes.

“Because of these factors we have seen a shift in the employment market. We should not forget also that the work being handled by the big local

as LLM courses to broaden their experience.”

Diaz Reus’ Lee cites a similar rationale that is underlying his firm’s growing local practice.

“We were only officially licensed to set up in Shanghai in March this year. We are in a building phase at the moment and looking to bring on board PRC lawyers with excellent credentials and technical abilities,” he says.

“Our strategy will be based around exposing these lawyers to the international work they crave and showing them that there is a clear path for progression within our firm.”

Whether or not the exodus of Chinese lawyers away from international law firms and towards the welcoming bosom of domestic firms is a long-term trend or a mere flash in the pan remains to be seen.

It’s clear however, that firms – whether they are international or domestic – can’t rely solely on the leverage created by their brand, in what appears to be a rebounding recruitment market.

ALB: What do you feel are Diaz Reus’ competitive strengths? Do you feel your size or niche offering put you at a disadvantage when compared to international firms? RL: On the contrary, I think our size and our niche focus give us a competitive edge over our rivals. Compare to other firms in China, we may be smaller, but we are certainly more efficient and cost-effective. We are able to make decisions more quickly than larger firms and provide our clients not only high quality service, but round-the-clock attention because of our global coverage. In addition to our offices in Shanghai and our base in Miami, we have a physical presence in Sao Paulo, Bogota, and Caracas. Our size also means our operational costs are lower and this translates to fee savings. We are extremely competitive on rates—and this is something that is vitally important to clients in a global economic downturn, our flexibility here is something that isn’t only liked by our Fortune 500 clients but makes us accessible to SMEs as well.

sectors from FDI, M&A, strategic investments, and natural resources such as energy and natural resources. Similarly, the amount of investments we have seen have no limit, ranging from milti-billion to multi-million dollars. The work generated here already for our firm has been enormous and keeping our offices very busy.

ALB: In your opinion, how has the financial crisis affected your clients’ BRIC interest? Has there been a decline in interest like elsewhere in the world? RL: The global financial crisis has slowed things down, but the BRIC countries haven’t lost their appeal, especially in terms of activity between BRIC nations. China’s interest in Latin America, especially in terms of M&As, JVs and direct investment in mining and minerals, continues as does the two-way interest between Russia and the PRC in respect to sectors like oil & gas and natural resources—the interest of course is spurred on by China’s need to find the natural resources to feed its manufacturing and economic engines. For these reasons, China’s interests in the Middle East continues and a relatively newer trend is Chinese interest in resources in Africa. Our clients’ demand for which may well see us open an office in Africa soon.

Asian Legal Business: Your firm received its license to establish an office in Shanghai in March of this year. How have things progressed? What is your China strategy?Robert Lee – Diaz Reus: It’s been extremely busy for us since we set up our Shanghai office. China has long been in our plans and our lawyers were working around the clock on plenty of cross-border disputes and corporate matters like project finance and M&A, so the granting of a license has allowed us to expand by following our international clients and setting up a physical office. Importantly, the license also gives us access to domestic Chinese clients. Our strategy in this regard is simple: in order to be competitive we have created a law firm that will focus on international practice in emerging markets, of which China is certainly one.

ALB: Your firm has previously stated that it’s the BRIC nations, Brazil, Russia, China and India, which are the focus of the firm’s strategy globally. How does this work? RL: Over the past few years, we have witnessed a dramatic increase in patterns of trade relations between BRIC countries and interest from western countries, especially the US and Europe, in the growth story occurring in these countries. This interest spans all

The Diaz Reus competitive advantageThe market for legal services in China is fast becoming saturated. With so many players, it is often difficult to distinguish one firm from another. In this crowded market, however, Diaz Reus stands out. With a global practice, spanning the United States, Latin America, and now the Far East, Diaz Reus’ team of lawyers, solicitors, and professional staff are reshaping the global practice of law. The firm’s China Practice Group Leader, Robert Lee, tells ALB what separates his firms the rest

Robert Lee, Diaz Reus



Failing to manage the firm well, all of the historic successes and existing ones may be gone forever with the wind.

excitingly, we receive more than 400 job applications during every yearly recruitment season; some of our young lawyers are growing up; more excitingly, some of our young lawyers will be growing into partners while our founding partners are getting more mature.

We are very thankful to all of the friends who have given us their trust and help. We are committed to work harder and more smartly so that we can grow with you walking along the long but promising road lying ahead.

long live Fangben!

Winston Jin, Senior Attorney & Chief Partner Fangben Email: [email protected]

Winston Jin, Fangben

Fangben: From Infant to Teenager – 10th Birthday

Fangben, founded mainly by the former local law school faculty members in the July, 1999, we are 10 years old now. From this month on, we are supposed to

be a teenager. in a nutshell, the last 10 years have been

mainly a learning process while strictly adhering consistently to our core inherent value system of “ethics being essential”. When celebrate our 10th anniversary, we want to state that we are not necessarily one of the best firms yet in the greater China region, but surely we are one of the cleanest ones! Technically, we have learnt and done a lot in the fields of cross-border M&A, iPr, construction and dispute resolution, that is why Fangben was stood out and appointed to be “recommendatory legal service Provider to expo 2010”, “excellent Firm of 2008 shanghai” by shanghai competent

authorities, and especially “Firm of The Year 2009 of Jiangsu” by AlB; that is why we are recognized “notable law Firm” in the fields of Corporate/M&A and dispute resolution by China law & Practice; That is why Jade FAn and Winston Jin were awarded “Top 100 Construction lawyers of China”; that is also why Fangben has been trusted and retained by numerous multinationals. revenue always has the first and final saying to our industry, we have always been happy with our kPi over the last one decade.

However, as a teenager, we are fully aware that we have still a lot to learn in how to manage the firm into a more mature PrC firm rendering first-class niche services to our international clients. We are fully aware that none of our partners is talented manager. We have been convinced that to put the lawyers to work together as a team is one of the most difficult jobs for any firm in China.

Website: www.fangben.comAdd: Room 503, Shenggao International Building, No.137 xianxia Road, Changning District, Shanghai 200051, PRCTel: +86(0)21 52069078Fax +86(0)21 52069071Ethics is Essential

Firm Profile Fangben Law Office

http://www.fangben.com


maRkET DaTa | M&A >>EquITy CapITal maRkETs lIsT asia, inc Japan, ex australia & New ZealandJuly 24 - august 20NB: Does not include transaction valued at less than USD10m, best efforts transactions and private placements

Issuer proceeds (usDm)

Issue Date Currency Bookrunner(s) sector

hONg kONg

GCL-Poly Energy Holdings Ltd 474 3/08/2009 HKD Morgan Stanley, BOC Internation, Union Bank of Switzerland Energy and Power

C C Land Holdings Ltd 326 28/07/2009 HKD Citi, JP Morgan Real Estate

Melco Crown Entertainment Ltd 220 13/08/2009 Deutsche Bank , Citi Media and Entertainment

Star Cruises Ltd 150 10/08/2009 USD Aktis Capital Industrials

Shenzhen Investment Ltd 144 3/08/2009 HKD Goldman Sachs Real Estate

TechTronic Industries Co Ltd 78 29/07/2009 HKD Bank of America Merrill Lynch, Citi, Hongkong and Shanghai Bkg Industrials

Sundart International Holdings 76 14/08/2009 HKD Industrial & Comm Bank China Industrials

Minmetals Land Ltd 60 13/08/2009 HKD BOC International Real Estate

CDC Software Corp 57 5/08/2009 USD Lazard Capital Markets, JMP Securities LLC High Technology

China Resources Microelectn 56 7/08/2009 HKD Shareholder High Technology

Peaktop Intl Hldg Ltd 34 28/07/2009 HKD Vision Finance InternationalConsumer Products and Services

HK Health Check & Lab Hldg Co 24 30/07/2009 HKD Kingsway Financial Services, Fordjoy Securities & Futures Healthcare

Kaisun Energy Group Ltd 21 14/08/2009 HKD Kingston Securities Limited Retail

Radford Capital Invest Ltd 12 3/08/2009 HKD Get Nice Investment Ltd Financials

China Primary Resources Hldg 10 3/08/2009 HKD KGI Capital High Technology

INDIa

HDFC 819 18/08/2009 INRAxis Bank , Citi, Goldman Sachs, HSBC , JM Financial Group, Kotak Mahindra Capital Co, Nomura Securities

Financials

Adani Power Ltd 637 3/08/2009 INRMerrill Lynch , ENAM Financial Consultants, IDFC-SSKI, JM Financial Group, Kotak Mahindra Finance , Morgan Stanley , ICICI, SBI

Energy and Power

Lanco Infratech Ltd 150 30/07/2009 INRCredit Suisse, ICICI Securities & Finance, IDFC-SSKI Ltd, Goldman Sachs, JP Morgan, UBS

Industrials

Punj Lloyd Ltd 141 4/08/2009 INR Citi, IDFC-SSKI Ltd Industrials

IndusInd Bank Ltd 99 12/08/2009 INR Morgan Stanley, IDFC-SSKI Ltd Financials

Suzlon Energy Ltd 93 24/07/2009 USD Deutsche Bank , Macquarie Bank Industrials

Orbit Corp Ltd 30 14/08/2009 INR Kotak Mahindra Capital Co, Macquarie Equities, Edelweiss Capital Real Estate

JapaN

Ain Pharmaciez Inc 33 11/08/2009 JPY Nomura Securities Retail

Sanyo Housing Nagoya Co Ltd 16 10/08/2009 JPY Nomura Securities Real Estate

malaysIa

TAS Offshore Bhd 225 31/07/2009 MYR OSK Investment Bank Bhd Industrials

Sunway Holdings Bhd 21 14/08/2009 MYR RHB Investment Bank Bhd Industrials

sINgapORE

CapitaLand Ltd 831 30/07/2009 SGD Credit Suisse Real Estate

Avago Technologies Ltd 745 5/08/2009 USD Deutsche Bank Securities Corp, Barclays Capital, Morgan Stanley, Citi High Technology

Starhill Global REIT 234 13/08/2009 SGD Credit Suisse, DBS Securities , Merrill Lynch Real Estate

Frasers Commercial Trust 147 18/08/2009 SGD BNP , Cazenove & Co, DBS Securities Singapore , OCBC Real Estate

PEC Ltd 17 31/07/2009 SGD DBS Bank Ltd Industrials

sOuTh kOREa

Daewoo Motor Sales Corp 65 5/08/2009 KRW Tong Yang Securities Retail

RNL Bio Co Ltd 38 4/08/2009 KRW IBK Securities Materials

Intl Resources Devt Co Ltd 24 13/08/2009 KRW Hanwha Securities High Technology

SSCP Co Ltd 21 6/08/2009 KRW Mirae Asset Securities Materials

Mysco 20 24/07/2009 KRW Daewoo Securities Industrials

Logistics Energy Korea Co Ltd 19 31/07/2009 KRW Hanwha Securities Industrials

Yonghyun BM Co Ltd 17 31/07/2009 KRW Samsung Securities Industrials

KEC Holdings Company Ltd 16 14/08/2009 KRW Daishin Securities High Technology

DVS Korea Co Ltd 12 31/07/2009 KRW E Trade Korea High Technology

VGX International Inc 10 6/08/2009 KRW Hanyang Securities Consumer Staples

TaIwaN

Inotera Memories Inc 312 30/07/2009 USD Credit Suisse High Technology

KGI Securities Co Ltd 286 5/08/2009 USD Morgan Stanley Financials

Green Energy Technology Inc 78 31/07/2009 USD Citi, Deutsche Bank High Technology

E-Ton Solar Tech Co Ltd 73 29/07/2009 TWD Cathay Securities Investment High Technology

Sino-American Silicon Products 69 24/07/2009 TWD Yuanta-Corepacific Securities High Technology

Formosa Epitaxy Inc 62 6/08/2009 TWD SinoPac Securities High Technology

Neo Solar Power Corp 32 11/08/2009 TWD Grand Cathay Securities Corp High Technology

Chien Kuo Construction Co Ltd 23 20/08/2009 TWD Yuanta Securities Industrials

Tekcore Co Ltd 18 10/08/2009 TWD First Securities High Technology

ThaIlaND

Siam Global House PCL 19 7/08/2009 THBACL Securities , Capital Nomura Securities, Finansia Syrus Securities PCL, Kim Eng Sec

Retail


maRkET DaTa | M&A >>DEBT CapITal maRkETs TRaNsaCTIONsasia, inc Japan, ex australia & New ZealandJuly 24 - august 20NB: Does not include transaction valued at less than USD10m, best efforts transactions and private placements

Issuer proceeds (usDm)

Issue Date Currency Bookrunner(s) sector

hONg kONg

Swire Pacific MTN Fin Ltd 497 12/08/2009 USD HSBC , JP Morgan Financials

Hong Kong Mortgage Corp Ltd 496 24/07/2009 USD JP Morgan, HSBC Financials

INDIa

Power Finance Corp Ltd 538 29/07/2009 INRStandard Chartered, Axis, ICICI, Trust Investment Advisors, Money Matters, Kotak Mahindra, AK Capital Services, Almondz Global Securities, Edelweiss Capital, Darashaw & Co , LKP Shares & Securities , Yes, SBI, Deutsche Bank, ICICI, IDFC-SSKI

Financials

Novelis Inc 181 5/08/2009 USD Credit Suisse Materials

Corporation Bank 134 14/08/2009 INR Axis Bank Ltd Financials

INDONEsIa

Majapahit Holding BV 743 3/08/2009 USD Barclays Capital, UBS Financials

JapaN

Bank of Tokyo-Mitsubishi UFJ 2,620 6/08/2009 JPY Mitsubishi UFJ Securities Financials

Japan Housing Finance Agency 1,588 29/07/2009 JPY Nomura Securities Government

Nissay 2009 Fund SPC 1,051 30/07/2009 JPY Daiwa Securities SMBC ,Nomura Securities Financials

Resona Bank Ltd 735 3/08/2009 JPY Nomura Securities, Nikko Citigroup Financials

Dai Nippon Printing Co Ltd 527 24/07/2009 JPY Nomura Securities Media

Japan Finance Corp 525 29/07/2009 JPY Mitsubishi UFJ Securities Government

JRTT 525 29/07/2009 JPY Mizuho Securities , GSJCL Industrials

SMBC's 20th RMBS 411 18/08/2009 JPY Daiwa Securities SMBC Financials

JFM 367 4/08/2009 JPY Daiwa Securities SMBC Government

Nippon Yusen Kabushiki Kaisha 316 5/08/2009 JPY Mitsubishi UFJ Securities, Nomura Securities, Mizuho Securities Industrials

Nippon Yusen Kabushiki Kaisha 316 5/08/2009 JPY Mitsubishi UFJ Securities, Nomura Securities, Mizuho Securities Industrials

JFM 260 11/08/2009 JPY Mitsubishi UFJ Securities Government

Kyushu Electric Power Co Inc 212 20/08/2009 JPY Nomura Securities Energy

Central Nippon Expressway 211 24/07/2009 JPY Mitsubishi UFJ Securities, Daiwa Securities SMBC Industrials

Shizuoka Prefecture 210 6/08/2009 JPY Nomura Securities, Mizuho Securities Government

Fukuoka Prefecture 204 7/08/2009 JPY Mitsubishi UFJ Securities, Credit Suisse Securities, Nomura Securities Government

Mitsubishi Chemical Corp 153 7/08/2009 JPY Daiwa Securities SMBC Materials

SMBC's 20th RMBS SPC 147 18/08/2009 JPY Daiwa Securities SMBC Financials

Kansai Rapid Railway Co Ltd 112 7/08/2009 JPY Daiwa Securities SMBC, Mizuho Securities, Mitsubishi UFJ Securities Industrials

Nagoya Railroad Co Ltd 105 28/07/2009 JPY Mizuho Securities Industrials

Central Nippon Expressway 105 24/07/2009 JPY Mitsubishi UFJ Securities, Nomura Securities Industrials

THK Co Ltd 105 24/07/2009 JPY Nomura Securities Industrials

Tokyu Corp 105 24/07/2009 JPY Nomura Securities, Mizuho Securities Industrials

Tokyu Corp 105 24/07/2009 JPY Mizuho Securities, Nomura Securities Industrials

City of Nagoya 104 5/08/2009 JPY Mitsubishi UFJ Securities, Mizuho Securities Government

City of Osaka 104 5/08/2009 JPY Daiwa Securities SMBC, Credit Suisse Securities Government

Odakyu Electric Railway Co Ltd 104 6/08/2009 JPY Nikko Citigroup Industrials

Odakyu Electric Railway Co Ltd 104 6/08/2009 JPY Mizuho Securities Industrials

Easy Buy Public Co Ltd 103 24/07/2009 THB Standard Chartered Bank Financials

Mitsubishi Chemical Corp 102 7/08/2009 JPY Mitsubishi UFJ Securities Materials

malaysIa

Petronas Capital Ltd 4,481 5/08/2009 USD CIMB Securities, Citi, Morgan Stanley Financials

phIlIppINEs

Robinsons Land Corp 104 7/08/2009 PHP HSBC Manila Real Estate

sINgapORE

The Ascott Capital pte ltd 138 8/08/2009 SGD DBS Bank Financials

sOuTh kOREa

KNOC 993 24/07/2009 USD Bank of America Merrill Lynch, Barclays, BNP, Deutsche, JP Morgan, K D Bank Energy

Woori Bank 796 27/07/2009 USD Bank of America Merrill Lynch, HSBC , Morgan Stanley, Nomura, RBS Financials

Korean Airlines Co Ltd 244 6/08/2009 KRW KB Invest & Sec, Hyundai Securities,NH Investment & Sec Industrials

SK Holdings Co Ltd 204 31/07/2009 KRW Samsung Securities Energy

Woori Bank 187 6/08/2009 KRW Kiwoom Securities Financials

Doosan Infracore Co Ltd 161 27/07/2009 KRW Korea Development Bank, Kumho Investment Bank Industrials

Hana Bank 160 29/07/2009 KRW KB Invest & Sec Financials

Hanjin Shipping Co Ltd 160 29/07/2009 KRW Korea Investment & Securities, Tongyang Investment Bank, NH, KDB Industrials

STX Pan Ocean Co Ltd 160 29/07/2009 KRW Tongyang Investment Bank Industrials

LG Electronics Inc 155 6/08/2009 KRW Woori Invest & Sec High Tech

Kookmin Bank 136 12/08/2009 KRW SK Securities Financials

Lotte Engineering & Constr Co 120 28/07/2009 KRW KB Invest & Sec Industrials

Tong Yang Major Corp 112 24/07/2009 KRW KB Invest & Sec Materials

Kookmin Bank 104 27/07/2009 KRW HI Investment & Securities Financials

Korea Water Resources 101 3/08/2009 HKD Barclays Bank PLC, Standard Chartered Bank Energy

maRkET DaTa | M&A >>

www.hughescastell.com

In-houseLegal Counsel (8+ yrs pqe) New Delhi Take on a leadership role within a long standing US company who is the market leader in the field. A senior-level lawyer is needed to oversee the business in India and SE Asia and manage a team of professionals. The work includes JV, compliance, litigation and M&A, and candidates need a solid corporate commercial background. Strong interpersonal skills are necessary, as well as high ethical standards. Must have good written and spoken English. Great career prospects. Ref: 8267/AB

Compliance Officer (7+ yrs exp) Hong Kong Global powerhouse financial institution seeks a compliance professional to cover merchant banking. You should have over 7 years experience in financial institutions at the VP/ED level. Knowledge of Asia-Pacific financial services regulations and compliance practices is a must. Ideally, you have private investment fund compliance experience and previously did private equity and real estate fund work. Strong relationship management skills to interact with senior management are crucial. Must have excellent English; Mandarin is an asset. Ref: 8268/AB

Director of Legal (6 yrs pqe) Hong Kong Report to the President and CEO of this multinational insurance company. As head of Corporate Governance, you will provide legal counsel and handle corporate secretarial matters. This senior-level position will provide insight into company strategy and develop creative solutions to satisfy commercial objectives. The role requires HK qualification and excellent written and spoken English and Chinese. Ref: 8300/AB

Risk Assessment Manager (5+ yrs exp) Hong Kong To be considered by this famous global financial firm, relevant industry experience is required in either banking/securities or management/risk. Key tasks of this role include: risk assessments and reviews, monitoring regulatory changes, dealing with licensing, employee trading, surveillance, regulatory inquiries and corporate disclosure. It is important to have the confidence and ability to interview people at all levels of the organization, and strong written and verbal English language communication skills are imperative. Ref: 8264/AB

Compliance Officer (2-4 yrs exp) Hong Kong Be a part of the rapidly expanding Asia presence of this global financial institution. The position is a contract role to handle regional compliance for regulatory and risk matters. Work closely with the sales and products team in HK and Singapore. A lawyer is preferred or someone with a compliance background. Other useful experience areas are: asset management, private wealth management, broking and/or investment banking. Chinese language skills will be a benefit. Ref: 8287/AB

LONDON • PARIS • BEIJING • HONG KONG • SINGAPORE • BRISBANE • MELBOURNE • PERTH • SYDNEY • AUCKLAND • WELLINGTON

HONG KONGTel: (852) 2520 1168 Fax: (852) 2865 0925 Email: [email protected]

SINGAPORETel: (65) 6220 2722 Fax: (65) 6220 7112 Email: [email protected]

Private PracticeLitigation Lawyer (5-10 yrs pqe) Hong Kong Commercial litigator with excellent legal drafting and communication skills is sought to join this strong regional firm. Significant experience is needed in litigious court work. Relevant skills required: good technical ability, client handling and presentation skills. Proficiency in English and Chinese is a prerequisite. Ref: 8289/AB

Senior Finance Lawyer (6-7 yrs pqe) Hong Kong Magic Circle firm needs a seasoned finance lawyer who has significant experience in Hong Kong with derivatives, banking and finance. A strong technical and commercial background is needed, including specific knowledge in the areas of DCM and structured, project and leveraged finance along with transactional management skills. The international client list requires exemplary communication skills with fluency in Mandarin. Excellent opportunities for career advancement. Ref: 8239/AB

Senior Associate (5 yrs pqe) Hong Kong The international capital markets group of this famous law firm needs a US securities lawyer. Must have experience with US SEC-registered equity and debt offerings and be able to give ongoing advice and assistance on Exchange Act reports. You should have native Mandarin language skills and be a team leader. Ref: 8286/AB

US Securities Lawyer (3-5 yrs pqe) Hong Kong Our client, a highly respected law firm, is seeking a proactive, sharp lawyer with US securities experience. The ideal candidate is US qualified and is a Korean graduate with a JD education. If you have general corporate, commercial or securities experience gained at a top US firm and want to work for a progressive group, we welcome your application. Fluent Korean and English are needed. Ref: 8304/AB

Corporate Associate (2-4 yrs pqe) Hong Kong Stellar candidates are sought to join the corporate team in this thriving office of a leading US law firm. Needed: general corporate exposure, and those with IPO and/or M&A experience are favored. You must have Hong Kong qualification. Any exposure to PRC transactions will be a benefit. Chinese language skills are important. Ref: 8166/AB

Junior Corporate Associate (2 yrs pqe) Hong Kong Newly created role to work within an exciting and friendly corporate team at this notable international firm seeing record growth in the region. Talented lawyers with a mix of general corporate experience will be considered. Those with IPO and M&A experience are highly favored. Fluent Mandarin is essential along with Hong Kong qualification. Ref: 8309/AB

We help you check the market.

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Asian Legal Business (North Asia) Sep 2009