Asian Legal Business (North Asia) Sep 2010

www.legalbusinessonline.com Market-leading analysis coMprehensive deals coverage debt & equity Market intelligence

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Asia’s leading law firms for M&A PLUSPre-eminent Asia-Pacific lawyers

ALB Special Report: Philippines 2010Making the PSE a regional powerhouse

The Russian bear’s bull run into AsiaRusal IPO just the tip of the iceberg

Restrictive covenantsWhy lateral hires should tread carefully

http://www.lexmundi.com

EDITORIal >>

1www.legalbusinessonline.com

IN THE FIRST PERSON

“In the 1990s there were a number of investments by Asian companies and governments in Russia but the legal frameworks to support these were not in place”Maxim Alekseyev, Alrud (p9)

“Those law firms who invest time in building a relationship with us – who’ll pick up the phone, rather than email, and ask how things are going even when there is no transaction in sight – will get repeat work. It’s as simple as that”General counsel (p52)

“The passing of the REIT law was an extremely positive and welcome development for the Philippine economy, the capital markets and the real estate sector”Ricardo Castro, Quisumbing Torres (p57)

www.legalbusinessonline.com MARKET-LEADING ANALYSIS COMPREHENSIVE DEALS COVERAGE DEBT & EQUITY MARKET INTELLIGENCE

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Asia’s leading law fi rms for M&A PLUSPre-eminent Asia-Pacifi c lawyers

ALB Special Report: Philippines 2010Making the PSE a regional powerhouse

The Russian bear’s bull run into AsiaRusal IPO just the tip of the iceberg

Restrictive covenantsWhy lateral hires should tread carefully

A sense of purpose

The latest trans-atlantic merger talks are between hammonds – the law firm that is counsel of choice to most english premier league football teams — and cleveland-based squire sanders. the law firms, who are still to formally approve the union, are the fifth uk-us pairing of the last

18 months. of the other four, two have been successful and two have not. hogan &

hartson and lovells took the plunge in May, and sonnenschein nath & rosenthal and denton Wilde sapte will do the same within the next few weeks. Meanwhile, Mayer brown JsM and simmons & simmons ended their rather bizarre talks prematurely, and sJ berwin’s aggressive search for an american other-half has now shifted to proskauer rose, after orrick’s very public rebuke.

Why all these firms seek a trans-atlantic merger is clear enough: in an environment where incremental organic growth is hard to come by and being a truly top-tier international law firm is all about scale, mergers of this kind are often the best option.

how they will pull it off is a less easy question to answer. What will provide the drive and the sense of purpose and unity once the merger agreements are signed, the logos are redesigned and the new name cards are printed? When the spin created by the firms has gone stale, how will these unmistakeably mid-tier international firms challenge the hegemony of the Magic circle and White shoe firms with whom they must compete on the international stage?

the answer goes beyond the touchy-feely issues of ‘cultural fit’ and gets right down to finances.

according to one managing partner that ALB spoke to, for mergers of such a scale to work law firms must combine their finances, just as they are combining their talent, resources and clients. keeping profit centres separate inhibits their ability to share information, knowledge and clients; in essence, it stifles the creation of a sense of purpose.

the true measure of the success of a mega-merger is perhaps not just by how much a firm’s pep or global revenue increases, but how much revenue flows between each of the former firms.

it will be interesting to see how many trans-atlantic couples can score highly in this regard over the next year or two.

What will provide the drive and the sense of purpose and unity once the merger agreements are signed, the logos are redesigned and the new name cards are printed?

2

NEws | deals >>

asian legal business issue 10.9

CONTENTs >>

contents

REgULaRS4 DEALS

16 NEWS• King&SpaldingopensinSingaporewith

Shearmanpartner• HoganLovellsannouncesUlaanbaatarundertaking• India’sKochharsealstri-partiteGulfalliance• Vietnampassesnewlawstostemcourtdisputes• NewSIMVSEboardhasgreenlawyershappy• UKfirmTaylorVinterstiesupwithSingapore’s

Keystone• PRCfirmsenjoythetideofRMBPEfunds• Gall&LanebecomesGall• CC’sDenisBrockdefectstoMallesons

Country editors the regional updates section of ALB is sponsored by the following firms:

Practice area and industry editors the industry updates section is sponsored by the following firms:

Philippines

Founded in 1945, sycip salazar hernandez & gatmaitan is one of the most-established law firms, and the largest, in the philippines. principally based in Makati city, the country’s financial and business centre, the firm also has offices in cebu city, davao city and the subic

bay Freeport. sycip’s practice covers all fields of law and the broad range of the firm’s expertise is reflected in its client base, which includes top local and foreign corporations, international organisations and governments. sycip combines the traditions of professional integrity and excellence with a time-tested ability to break new ground.

Intellectual property

atMd bird & bird is a dynamic and progressive firm with an established ip,

corporate & commercial, competition and dispute resolution practice. the firm also has extensive regional experience advising both domestic and foreign clients on cross-border transactions. atMd bird & bird has been voted singapore’s intellectual property Firm of the year at the 2005 and 2006 ALB awards and the 2005 asialaw (ip) awards.

JICN

the Japan in-house counsel network (Jicn) is a professional association for in-house counsel working in, or having other affiliations with, Japan. Jicn offers a forum for communication between members, social and networking opportunities, legal seminars, roundtable member

discussions and other activities, as well as events with other lawyer and in-house groups. visit www.jicn.jp for more details.

loo & partners was founded in 1985 as a niche practice, handling mainly banking, corporate, securities and commercial work. With the support of a comprehensive network of correspondent law firms, the firm serves its clients in their regional needs. loo & partners has

been regularly noted for its ipo, M&a and general corporate work.

Singapore

China

paul, Weiss, rifkind, Wharton & garrison llp is a globally oriented, full-service

law firm employing over 500 lawyers worldwide. paul Weiss is headquartered in new york and has offices in hong kong, beijing, london, tokyo and Washington, d.c.

ALB enjoys alliances with the following organisations aCCJ

established in 1948 by representatives of 40 american firms, the accJ, a fully independent chamber of commerce, has grown into one of the most influential business organizations in Japan, with more than 2,700 members representing more than forty countries and 1,000 companies.

8

International tax

azuretax ltd provides transparent strategic and ethical tax advice. through our professional corporate and international, tax advisory and trustee services your tax plan is comprehensively implemented. our advice provides you with independent innovative and rigorous solutions

which deliver results and long-term accountability. We are qualified uk, us, hong kong and prc tax advisors and complete tax filings for uk, us and hong kong tax returns.

Financial services

horwath Financial services (www.hfs.com.hk), an independent member firm of horwath international (www.horwath.

com), provides a one-stop solution for your financial planning, investment, property financing and general financial health needs. We offer a range of payment options for our services, including a fee-based alternative, setting us apart in an industry that is dominated by commission-driven sales.

NEWS aNaLYSIS 8 The Russian bear’s bull run into Asia

Russia’seconomicrisepresentsauniqueopportunityforlawfirmsinAsia,butaretheypositionedtocapitaliseontheBear’sbullruninthepostRusalIPOera?

10 PE in Asia: record breaking first halfAccordingtothelateststatistics,privateequityinAsiahashaditsstrongestfirsthalfformorethanfiveyears.

11 Restricted practice: restrictive covenants post-Deacons and White & CaseLawyersmustbeallowedtoswitchfirmsandadvancetheircareers,howevertheyseefit.Butindoingsotheyshouldensuretheyclearthemanyethicalandlegalhurdlesthatnowfacethem.JustaskDeaconsandWhite&Case

FEaTURES44 Asia’s Leading M&A Firms

Theall-importantrankingsoffirmsaroundtheregionaccordingtowhatin-houselawyerssayabouttheirM&Apractices.PLUSWithGCsbecomingmoreinvolvedin‘projectmanaging’M&A,ALBlooksatwhatlawfirmsmustdotohelpeasetheirburden

54 ALB Special Report: Philippines 2010Anewpro-growthgovernmentcoupledwithacapitalmarketinoverdriveandapotentialREITboomisjustcauseforoptimisminthePhilippineslegalmarket

58 ALB In-house perspectiveAboitizEquityVentures’vicepresidentforcommercial&legal,JosephGonzales,speaksaboutthechallengeofbuildinganin-houselegalfunctionattherapidly-growingFilipinoconglomerate

30 COvER STORYALB Hot 100IntheseventhannualHot100,ALBlooksatthepersonalitiesthathavedefinedthelast12tumultuousmonthsandarelikelytodefinethenext(hopefullylesstumultuous)12months,intheregion’slegalservicesindustry


alb issue 10.9

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accept no responsibility for loss.

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EdITORIaL ENqUIRIESJoshua scott

t (852) 2815 5988; F (852) 2815 [email protected]

Asian Legal Business is available by subscription. please call (852) 2815 5988 (hong kong),

(65) 6423 4631 (singapore) for details or visit www.legalbusinessonline.com

annual subscription (12 issues) — us$495

including postage and handling

kEY mEdIa INTERNaTIONaL LTdSingapore

121, telok ayer street#02-01, singapore 068590

t (65) 6423 4631F (65) 6423 4632

www.keymedia.com.sg

Sydneylevel 10, 1 chandos street,

st leonards, nsW 2065australia

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ToronTo100 adelaide street West

suite 300, canada M5h 1s3t (0011 1 416) 644 8740F (0011 1 416) 203 8940

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Hong Kongunit 2706-08, 27/F,

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advERTISINg ENqUIRIESHong Kongbrenda lau

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auSTraliaFiona Wissink

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[email protected]

16 US Report

18 UK Report

60 M&A deal update

62 Capital markets deal update

14 REGIONAL UPDATES

• ChinaPaul Weiss

• Singaporeloo & Partners

• PhilippinessyciP salazar Hernandez & Gatmaitan

EvENT ENqUIRIESHong KongJimmy cheung

t (852) 2815 5988F (852) 2815 5225

[email protected]

Singaporevivian cheah

t (65) 6423 4631F (65) 6423 4632

[email protected]

Hong Kongclaris tam

t (852) 2815 5988F (852) 2815 5225

[email protected]

ALB enjoys alliances with the following organisations (cont)

CCCJ

promoting the development of commerce between canada and Japan since 1975, the canadian chamber of commerce in Japan (cccJ) is a private sector, not-for-profit business organization serving its members through

communications, networking and advocacy. representing some 33 business sectors, the cccJ is a member-driven, member-focused organization and is the longest serving canadian chamber in asia with over 300 members.

auSTraliaFiona Wissink

t (61) 2 8437 4746 F (61) 2 9439 4599

[email protected]

HkCCa

the hong kong corporate counsel association is the pioneer association run for in-house counsel by in-house counsel in hong kong. it provides an efficient and effective range of benefits and services for its members’ professional development, including continuing

legal education, a platform for networking and the exchange of ideas, information and experiences that are unique to the in-house role.

general managerMandy neo

aSia-paCifiC managing direCTorrichard curzon

deSign managerJacqui alexander

deSignerSWeiyah chiang chris lai

BuSineSS developmenT managerSbrenda lau (hong kong)vivian cheah (singapore)yvonne cheung (china)

TraffiC managerSgloria ng (hong kong) stacey rudd (australia)patsy ang (singapore)

pHoTograpHerSthilo pulch, Ji Junfeng, Xing qunkai

regional managing ediTor

george Walmsley

aSia ediTorJoshua scott

CHina ediToryun Zhang

produCTion ediTorJennifer cross

auSTralia ediTorrenu prasad

Junior JournaliSTSolivia collings

Jessica seah

aSia JournaliSTSannie dang

pamela hamer-koh

INDUSTRY UPDATES

22 FinanceHorWatH

24 International Taxazuretax

25 Intellectual Propertyatmd Bird & Bird

PROFILES28 INTA Annual Conference

29 ICFE

35 Mori Hamada & Matsumoto

44

4

NEws | deals >>


deals in brief| Korea/US/eUrope |

► KoREA HousIng FInAncE coRPoRATIon coRPoRATE bonds IssuAncEValue: us$500m

Firm: Sidley AustinLead lawyers:MichaelDurrer,ParthaPalclient:KoreaHousingFinanceCorporation

Firm: AshurstLead lawyer:PeterKwonclient:KoreaHousingFinanceCorporation

• KHFC’sinauguralissueofcoveredbonds;closedon15July2010

• TransactionisthefirststatutorycoveredbondissueinAsiaandwassignificantlyoversubscribedbyaninternationalinvestorbasedintheUS,AsiaandEurope

• KHFCisaKoreanstate-ownedentitywhosepublicpolicyfunctionistopromotehomeownershipamonglow-andmiddle-incomepersonsinKorea

“International financial institutions are looking for innovative ways to stimulate investor appetite in debt products and this landmark issue certainly achieves that. The considerable global demand for this bond is a credit to the robust structure of the transaction as well as a strong indication of Korea’s emergence as a major player in the international debt capital markets”

Peter Kwon, Ashurst

| Korea/China | ► HAnwHA cHEmIcAL–soLARFun sTRATEgIc InVEsTmEnT Value: us$370m

Firm: Shearman & Sterlingclient:Solarfun

Firm: O’Melveny & MyersLead lawyers:DougFreeman,StevenTonsfeldtclient:SpecialCommittee

Firm: Maples and Calderclient:SpecialCommittee

Firm: Paul HastingsLead lawyers:DanielKim,JeffHartlinclient:Hanwha

Firm: Shin & Kimclient:Hanwha

Firm: Walkers client:Hanwha

Firm:DLA PiperLead lawyer:GeneButtrillclient:SolarfunPowerHoldings

• GivesHanwhaChemical49.99%stakeinSolarfun

• IncludestheissuanceofapproximatelyUS$78mofnewlyissuedsharesbythecompanyaswellastheexitsalebySolarfun’stwolargestshareholders

• HCCisanaffiliateofHanwhaGroup,oneofKorea's10largestconglomerates

| UK/Singapore | ► TEmAsEK HoLdIngs mEdIum-TERm noTEs oFFERIngValue: us$1.09bn

Firm: Davis Polk & WardwellLead lawyers:WilliamBarron,JamesLinclient:Jointleadmanagers

Firm: Latham & Watkinsclient:Issuer

Firm: Allen & Gledhillclient:Issuer

• NotesissueispartofTemasek’sUS$10bnmedium-termnotesprogram

• Temasekwillissuetwolotsofnotes:US$313mguaranteedbondsdue2022andUS$782.4mguaranteedbondsdue2040

• TemasekownsadiversifiedUS$137bnportfolioasofMarch31,2010,concentratedprincipallyinSingaporeandinAsia.ItsinvestmentsincludesubstantialinterestinSingtel,SingaporeAirlines,SingaporePower,PSAInternational,SingaporeTechnologies,DBSGroup

| Japan/Singapore | ► sumITomo mITsuI bAnKIng coRPoRATIon sEnIoR bond oFFERValue: us$2bn

Firm: Davis Polk & WardwellLead lawyer:TheodoreParadiseclient:Issuer

Firm: Simpson ThacherLead lawyer:AlanCannonclient:Underwriters

Firm: Nagashima Ohno & TsunematsuLead lawyer:FumihideSugimotoclient:Issuer

daniel kimpaul hastings

alan Cannonsimpson thacher

NEws | deals >>


► youR monTH AT A gLAncE Firm Jurisdiction Deal name Value

(US$m)Deal type

Allen&Gledhill

Singapore CDLHTMTNmediumtermnoteprogram 733 Debt

Singapore TuasPowerGeneration–BGSingaporeGasMarketingsalesagreements 3,660 Energy&resources

UK/Singapore TemasekHoldingsmedium-termnotesoffering 1,090 Debt

Singapore/Malaysia Kirin–Fraser&Neaveacquisition 987 M&A

Singapore PSAInternationalnotesissue 500 Debt

ChinaMerchantsPacific(Shenzhen)–ZhejiangWenzhouYongtaiwenExpresswaymajorityinterestacquisition

Allen&Overy Thailand/Europe ThaiUnionFrozen–MWBrandsacquisition 903 M&A

AndersonMori&Tomotsune Japan InpexCorporationglobalshareoffering 5,400 Equity

ARALaw India/Switzerland PremDuraiHoldings–SwitcherHoldingsacquisition n/a M&A

Ashurst Korea/US/Europe KoreaHousingFinanceCorporationcorporatebondsissuance 500 Debt

Amarchand&Mangaldas India/US ICICIBankbondoffering 500 Debt

AZB&Partners

India JetAirwaysvesselrefinancing n/a Assetfinance

India IFCloanagreement n/a Projectfinance

India Quantum–YatishTradingCompanysharepurchase n/a M&A,capitalmarkets

India NTTDataCorporation–Inteligroupacquisition 199 M&A

India MacquarieSBIInfrastructureFund–TataTeleservicesstakepurchase 316 M&A

India/US AmericanTowerCorporation–EssarTelecomInfrastructureacquisition 450 M&A/TMT

India QualcommIncorporatedrevolvingcreditfacility 1,000 Banking&finance

Baker&McKenzie Multi AECOM–DavisLangdonacquisition 324 M&A

Baker&McKenzie.Wong&Leow Singapore/Malaysia Kirin–Fraser&Neaveacquisition 987 M&A

ChandlerThongEk Laos/Thailand/HK HongsaThermalPowerPlantfinancing 2,700 Projectfinance

CliffordChance

India/US ICICIBankbondoffering 500 Debt

HongKong/US NobleGroupseniornoteoffering 750 Debt

China/Singapore ChinaAgri-Industriesbondsissuanceandshareplacement 499 Debt

China/HongKong RealGoldMiningtopupplacement 156 Equitymarket

Singapore/HongKong CVCAsia,SCPEL–AcumenGlobalTechnologiesacquisition n/a M&A

Thailand/Europe ThaiUnionFrozen–MWBrandsacquisition 903 M&A

Malaysia/UK/Japan NomurasukukTrustCertificatesdue2012 100 Islamicfinance

Commerce&Finance


China/US ShimaoPropertyHoldingshigh-yieldnoteoffering 500 Debt

China/HongKong ChinaITSHongKongIPO 109 Equity

ConyersDill&Pearman China/HongKong ChinaITSHongKongIPO 109 Equity

DavisPolk

China/US SynutraSEC-registeredoffering n/a Equity

Japan/Singapore SumitomoMitsuiBankingCorporationseniorbondoffer 2,000 Debt


Thailand/US FabrinetIPO 85 Equity

HongKong/US NobleGroupseniornoteoffering 750 Debt

India/US ICICIBankbondoffering 500 Debt


Deheng China/US SynutraSEC-registeredoffering n/a Equity

DLAPiper UK/HK EDFelectricitydistributionassetspurchase 9,040 M&A/energy&resources

DueboundLawOffices China/HongKong BBMG–HebeiTaihangCementmerger 666 M&A

Haiwen&Partners China/HongKong BBMG–HebeiTaihangCementmerger 666 M&A

HatimS.Z’ubi&Partners India/US ICICIBankBondoffering 500 Debt

HarneyWestwood&Riegels China/Singapore ChinaAgri-Industriesbondsissuanceandshareplacement 499 Debt

HerbertSmithIndonesia KangeanEnergyIndonesia10-yearchartercontract 875 Projectfinance

UK/HK EDFelectricitydistributionassetspurchase 9,040 M&A

HoganLovells Qatar QatarDiarFinance 3,200 Projectfinance

Jingtian&Gongcheng China/HongKong Sino-OceanLandconvertiblesecuritiesoffering 900 Debt

JunHe China/HongKong ChinaITSHongKongIPO 109 Equity

JurisCorp India RelianceIndustries,InfotelBroadbandServicesacquisitionofIndianstate-ownedbroadbandassets 500 M&A

KejieLawOffice China/HongKong Sino-OceanLandconvertiblesecuritiesoffering 900 Debt

Khaitan&Co India RelianceIndustries,InfotelBroadbandServicesacquisitionofIndianstate-ownedbroadbandassets 500 M&A

• SingaporeofferingofseniorbondsbyJapan'ssecond-largestbank

• SMBC,themajoroperatingsubsidiaryofpublicfinancialholdingcompanySumitomoMitsuiFinancialGroup(SMFG),isoneoftheworld'slargestcommercialbanks–holdingaroundUS$1.3trninnon-consolidatedtotalassets

| Singapore/hong Kong | ► cVc AsIA, scPEL–AcumEn gLobAL TEcHnoLogIEs AcquIsITIonValue: n/a

Firm: Clifford ChanceLead lawyer:AndrewWhanclient: cVc Asia

Firm: Paul Hastings Lead lawyer:RobertMillerclient:Acumen

Firm: Linklatersclient:Fundingbanks

• AcumenGlobalTechnologies–oneoftheworld’slargestproducersofengineeredmechanicalfasteners–hassolditsAvdelandGlobalElectronics&CommercialbusinessestoCVCAsiaPacificandStandardCharteredPrivateEquity(SCPEL)

• BusinessesacquiredwillbeconsolidatedintonewbrandnamedInfastech,andwillstarttradingasnewentitywithitsheadquartersinSingapore

• InfastechisheadquarteredinSingaporewith1,800employees,operatingfacilitiesin16locationsworldwide

| Thailand/eUrope | ► THAI unIon FRozEn–mwbRAnds AcquIsITIonValue: us$903m

andrew Whanclifford chance

Robert millerpaul hastings

6

NEws | deals >>


Firm: Clifford ChanceLead lawyer:KathyHoneywoodclient:ThaiUnionFrozen

Firm: Allen & OveryLead lawyers:GregBrown,SanjeevDhuna,AdrianMellor,NicholasSteichenclient:underwriters

Firm: Latham & WatkinsLead lawyers:ThomasForschbachclient:MWBrands

• Thailand’slargestcannedfoodprocessorTUFacquiresFrenchMWBrands,toformoneoftheworld’slargestcannedtunacompanies

• MWBrandshasoneofthelargestportfoliosoftunaproductsintheworld,includingPetitNavireandMareblu

• TUFwillpayamultipleof8.2timesMW’s2010earningsbeforeinterest,tax,depreciationandamortisation–arelativelyhighpricereflectingrisinginterestfromAsianinvestorsinEuropeanassets

| Singapore/MalaySia | ► KIRIn–FRAsER & nEAVE AcquIsITIonValue: us$987

Firm: Baker & McKenzie.Wong & LeowLead lawyer:AiAiWongclient:acquirer

Firm: Allen & GledhillLead lawyers:LimMei,LeeKeeYengclient:target

• AcquisitionmarksKirin'sfirstmajorinvestmentinSingapore

• KirinsignedsharepurchaseagreementwithSeletar

Investments(wholly-ownedsubsidiaryofTemasek)completingtheacquisitionofTemasek'sentirestakeof205mshares(approximately14.7%totalsharesoutstanding)inFraserandNeave,on29July2010

• Kirinwillfundtransactionthroughexistingcashonhandandborrowings

| india | ► RELIAncE IndusTRIEs, InFoTEL bRoAdbAnd sERVIcEs AcquIsITIon oF IndIAn sTATE-ownEd bRoAdbAnd AssETsValue: us$500m

Firm: Khaitan & CoLead lawyer:ShishirMehtaclient:acquirers

Firm: LinklatersLead lawyer:PhillipBadgeclient:Lenders

Firm: Juris CorpLead lawyer:SonaliSharmaclient:Fundingbank

• Fundingdealispartofthehigh-profileauctionofIndia'sstate-owned3GandBWAspectrums,valuedatapproximatelyUS$2.85bn

• TransactioninvolvedUS$500minexternalcommercialborrowings(ECB)–apartofthefinancingrequiredtofundtherecentlyacquiredpan-IndianBroadbandWirelessAccess(BWA)spectrum

• AcquisitioncompletedinJulyafterasuccessfulbidattelecomsassetauctionheldbyIndianGovernment

| Korea/MalaySia | ► HonAm PETRocHEmIcAL coRP/TITAn cHEmIcALs AcquIsITIonValue: us$1.27bn

Firm: YulchonLead lawyers:HeeWoongYoon,TehyokDanielYiclient:acquirer

Firm: Zaid Ibrahim & CoLead lawyer:LynetteYeowclient:target

• Seoul-basedHonamPetrochemicalCorpacquiresacontrollingstakeinMalaysia’slargestpetrochemicalmaker–TitanChemicalsCorp–oneofKorea’sbiggestM&AdealsthisyearandthebiggestKoreanoutboundM&Adealof2010

• The72%acquisitionofKualaLumpur-basedTitanisHonam’sfirstoverseasventureandwillmakeitAsia’ssecondlargestpetrochemicalmaker,afterTaiwan’sFormosaPetrochemical

• YulchonwasselectedtobeHonam’smainoutsidecounselthroughacompetitiverequestforproposal(RFP)biddingprocess

“Honam’s rapid and decisive decision-making process, very unusual for a listed company, was vital for making this deal possible”

tehyoK DAniel yi, yulchon

| Japan | ► PAnAsonIc coRPoRATIon–sAnyo ELEcTRIc co AcquIsITIonValue: us$4.9bn

Firm: Mori Hamada & MatsumotoLead lawyers:SatoshiKawai,KatsumasaSuzukiclient:target

• PanasonicCorporation(“Panasonic”)announcedatenderofferforSanyo’sshareson29July2010;aimstoacquire100%ofSanyosharesviatenderofferformanagementintegration

• MoriHamada&MatsumotoadvisingSANYOElectricCo(“Sanyo”)onoffer

| Japan | ► InPEx coRPoRATIon gLobAL sHARE oFFERIng Value: us$5.94bn

Firm: Simpson Thacher & BartlettLead lawyers:AlanCannon,MatthewCrosby,IkukoHorikawaclient:underwriters

Firm: Sullivan & Cromwell LLPLead lawyer:IzumiAkaiclient:issuer

Firm: Mori Hamada & Matsumoto

“We’ve seen increasing interest from Asian investors in acquiring assets in Europe”

GreG Brown, Allen & overy

daniel Tehyok Yiyulchon

ai ai Wongbaker & Mckenzie

NEws | deals >>


Lead lawyer:ToruIshiguroclient:issuer

Firm: Anderson Mori & TomotsuneLead lawyer:AkikoKimuraclient:underwriters

• Globalofferingof1,216,000sharesofcommonstockraisedgrossproceedsof¥507bn(US$5.94bn)

• LeadingupstreamoilandgascompanyinJapan,expectstouseproceedstogetherwithcashonhand,futurecashflowsfromoperationsandprospectivedebtfinancingarrangementsonthreeoverseasprojects:IchthysLNGProject,AbadiLNGProjectinTimorSeaoffIndonesia,andKashaganProjectinKazakhstan

• OfferingwasconductedpursuanttoRule144AandRegulationS

• SharesarelistedontheFirstSectionofTokyoStockExchange

| Japan | ► nomuRA suKuK TRusT cERTIFIcATEsValue: us$100m

Firm: Mori Hamada & MatsumotoLead lawyers:SusumuMasuda,NaokiIshikawa,TaroOmotoclient:issuer

Firm: White & Caseclient:issuer

Firm:Clifford Chanceclient:manageranddelegate

Firm: Zaid Ibrahim & Coclient:trustee

• FirstUSdollar-denominatedsukukforaJapanesecorporationissuedoutofMalaysia

• NomurahaspavedwayforotherstodiversifyfundingsourcesbyshowingcapacitytoestablishShariah-complianttransaction

• IssuedamountanddurationofsukukareUS$100mandtwoyears,respectively;sukukislistedonBursaMalaysiaSecuritiesBerhadundertheExemptRegime

► youR monTH AT A gLAncE (conT)

Kim&ChangKorea Pyeongtaekfinancing 464 Projectfinance

Korea KFreesiaassetfinance 133 Assetfinance

Lee&Ko Korea KBInvestment–WiBroInfrainvestment 86 Privateequity

Latham&Watkins


Thailand/Europe ThaiUnionFrozen–MWBrandsacquisition 903 M&A

Laos/Thailand/HK HongsaThermalPowerPlantfinancing 2,700 Projectfinance

Qatar QatarDiarfinance 3,200 Projectfinance

Linklaters

China/HongKong Sino-OceanLandconvertiblesecuritiesoffering 900 Debt



India RelianceIndustries,InfotelBroadbandServicesacquisitionofIndianstate-ownedbroadbandassets 500 M&A

MayerBrownJSMChina/HongKong HSBC–CCLandHoldingsloanfacility 354 Finance

HongKong/US Aecom–DavisLangdontakeover 324 M&A

MaplesandCalder China/HongKong Sino-OceanLandconvertiblesecuritiesoffering 900 Debt

Milbank Laos/Thailand/HK HongsaThermalPowerPlantfinancing 2,700 Projectfinance

MoriHamada&Matsumoto

Japan/US KKR–Intelligenceacquisition 380 Privateequity

Japan PanasonicCorporation-SanyoElectricCoacquisition 4,900 M&A

Japan InpexCorporationglobalshareofferingofcommonstock 5,400 Equity


Japan KohlbergKravisRoberts&Co(KKR)–IntelligenceLtdacquisition 380 M&A

NagashimaOhno&Tsunematsu Singapore/Japan SumitomoMitsuiBankingCorporationseniorbondoffer 2,000 Debt

O’Melveny&Myers

China/HongKong RealGoldMiningtopupplacement 156 Equity

Korea/PRC HanwhaChemical–Solarfuninvestment 370 M&A

China/US SynutraSEC-registeredoffering n/a Equity

PaulHastings

China/HongKong Sino-OceanLandconvertiblesecuritiesoffering 900 Debt

Korea/PRC HanwhaChemical–Solarfuninvestment 370 Capitalmarkets/M&A

China/HongKong BBMG–HebeiTaihangCementmerger 666 M&A

China/HongKong YuzhouPropertiesbondissuance 129 Debt

China/HongKong Sino-OceanLand–KeeShingacquisition 60 M&A


Shearman&Sterling China/Korea HanwhaChemical–Solarfunstrategicinvestment 370 Privateequity

Shin&Kim Korea/PRC HanwhaChemical–Solarfuninvestment 370 Capitalmarkets/M&A

SimpsonThacher&Bartlett Japan/Singapore SumitomoMitsuiBankingCorporationseniorbondoffer 2,000 Debt

Japan InpexCorporationglobalshareofferingofcommonstock 5,400 Equity

Japan KohlbergKravisRoberts&Co(KKR)–Intelligenceacquisition 380 M&A

SkaddenChina/HongKong ChinaITSHongKongIPO 109 Equity

Qatar QatarDiarfinance 3,200 Projectfinance

SidleyAustin

China/HongKong ChinaITSHongKongIPO 109 Equity

Korea/US/Europe KoreaHousingFinanceCorporationcorporatebondsissuance 500 Debt


Skadden China/US CamelotInformationSystemsNYSElisting 150 IT/capitalmarkets

SquireSanders China/HongKong TianShanDevelopmentHongKongIPO 45 Equity

Sullivan&Cromwell Japan InpexCorporationglobalshareoffering 5,400 Equity

WilsonSonsiniGoodrich&Rosati China/US FabrinetIPO 85 Equity

WooKwanLee&Lo China/HongKong HSBC–CCLandHoldingsloanfacility 354 Finance

WongPartnershipSingapore/Australia TPG/Carlyle–HealthscopeTOB 1,500 Privateequity,

M&A

Singapore PeakRetailInvestments–RSHacquisition N/a M&A

Weerawong,Chinnavat&Peangpanor

Thailand/Australia/US PTTEPAustraliainternationalfinancebondoffering 500 Debt

Thailand TrueVisionsGroupCoCreditfacility 400 Debt

White&CaseThailand/Australia/US PTTEPAustraliainternationalfinancebondoffering 500 Debt


Yulchon Korea/Malaysia HonamPetrochemicalCorp/TitanChemicalsacquisition 1,270 M&A

ZaidIbrahim&CoKorea/Malaysia HonamPetrochemicalCorp/TitanChemicalsacquisition 1,270 M&A


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

Naoki IshikawaMori hamada & Matsumoto

8

NEws | analysis >>


AnAlysis >>

The Russian bear’s bull run into Asia

Chinese-owned cranes dotting the horizon or chaebol-operated factories churning out consumer electronics are

familiar sights to business travellers in most Asian or Middle-Eastern countries nowadays. But the same Chinese construction companies building pipelines deep in Siberia or the same Korean company making DVD players in the Altai may still surprise many. But for how long? As the Russian bear awakes, lawyers on

both sides of the sovetsko-kitayskoye soglasheniye o (the border agreement demarcating China and East Asia from Russian territory) stand to benefit.

Beyond RusalWhen aluminium producer Rusal launched its US$2.7bn dual Hong Kong/Paris IPO last year, many heralded the deal as evidence that the Russian bear had awoken and Asia was firmly in its sights. The IPO,

which was one of the few highlights in an otherwise forgettable year for equity capital markets globally, was one of the HKEx’s largest of 2009 and only the second time a European-based company had chosen to list on the SAR’s board. The historic nature of the listing notwithstanding, Maxim Alekseyev, managing partner of Russian firm Alrud, says that the listing will by no means be the last time a Russian company looks towards Asia to raise capital.

NEws | analysis >>


“It is our understanding a number of Russian companies are looking at Hong Kong listings very closely at the moment,” he said. “Delegations from the Hong Kong exchange are visiting Russian companies regularly and companies here are also monitoring Shanghai for some indication of when that might open up as well.”

Sergei Voitishkin, head of corporate at Baker & McKenzie CIS, believes that as many as “a dozen” Russian companies could be listed in Hong Kong by the close of the year now. “Rusal has piqued the interest of Asian investors in Russian companies and has shown that there is demand,” Voitishkin said.

Demand is one factor, but for a number of Russian corporates an Asian listing is a necessity, especially for those that aren’t top-end investment grade. In Rusal’s case, its IPO was a means by which it could restructure and pay-down its reportedly heavy debts. Among companies that fall into this category, lawyers believe, there could well be a flurry of private placements and secondary offerings to alleviate some of their debt-related problems.

But despite such optimism, doubt still remains whether Asia will become the equity market of choice for Russian companies. “The London stock exchange will remain the preferred route and not Hong Kong,” argues Matthew Roazen, a partner with Akin Gump in Moscow. “The feeling is that there is no incremental demand if you list in China and therefore the general trend will continue to be London.” But, as Roazen is quick to point out, Russian interest in Asia – and vice-versa – is about much more than just equity markets.

Power playIn energy & resources in particular, levels of two-way investment between Asia and Russia are conspicuous. Over the past 18 months alone, Russia has

signed over US$50bn’ worth of energy & resources supply contracts with various countries in Asia-Pacific, to which China has claimed the largest stake. Maxim Alekseyev sums this up most succinctly when he says: “Russia is the world’s second largest exporter of oil and China needs it; it’s a perfect match.”

However, projects like the recently signed US$25bn loan package from the China Development Bank to Russian energy companies Rosneft and Transneft, or the construction of the 1,700-mile China-built crude oil pipeline linking Taishet and Skovorodino did not materialise overnight, despite China’s eagerness to guarantee its energy security. Rather, they are the product of two decades of perseverance on the part of Asian companies.

“In the 1990s, there were a number of investments by Asian companies and governments in Russia,” says Alekseyev, “but the legal frameworks to support these were not in place at the time so a number of these projects and initiatives failed. But over the last few years these regulatory frameworks have been put in place and as a result investment is starting to return,” he says, pointing out that laws governing strategic sectors of the Russian economy are very much “pro-FDI”.

Investment is returning not only into the energy & resources sector, but across the board and in both directions.

Alekseyev singles out manufacturing and construction as two industries in which the involvement of Asia companies has noticeably increased over the past 12 months and predicts

some corporates will enter Russian and CIS consumer markets shortly.

“A number of Korean companies have established manufacturing operations in Russia and CIS states with a view to penetrating consumer markets,” he said. “This is especially true of automobile makers as well as consumer-electronics companies. The other area is construction. Chinese, Korean and Japanese companies have always been active to differing degrees, but this involvement has increased noticeably lately.”

On the other side, Voitishkin sees Russian investment in Asia’s clean, green and emerging technology sectors increasing in the year ahead and continuing to consolidate its position in emerging southeast Asian economies like Vietnam (with which it just signed a strategic economic partnership agreement), the Philippines and Indonesia – all favoured destinations for Russian production facilities.

The futureWhile few lawyers predict that Asian investment into Russia will reach heady heights any time soon, they all agree that the area of Russia-Asia investment is slowly but surely undergoing a revolution from being a niche area to a more mainstream one.

For law firms wanting to claim their stake of the advisory work that will doubtless accompany the Russian bear’s bull run, the task at hand relates to broadening one’s practice. It is worth noting that no law firms in Asia, save for two or three Korean law firms, maintain a dedicated Russian practice or desk.

“I would advise Asian law firms to establish their Russian practices early,” said Alekseyev, who is in the throes of formalising an Asia department of his own. “The potential of Russia is huge and the amount of legal work that needs to be done is large… Firms who are in there early will be able to take the lead.” ALB

“The London stock exchange will remain the preferred route and not HK...there is no incremental demand if you list in China therefore the general trend will continue to be London”MATTHEW ROAZEN, AKIN GUMP

“In the 1990s there were a number of investments by Asian companies and governments in Russia but the legal frameworks to support these were not in place at the time”MAxIM ALEKSEYEV, ALRUD

10

NEws | analysis >>


AnAlysis >>

PE in Asia: record-breaking first half

Private equity in Asia-Pacific (ex Japan) has had its strongest first half for more than 5 years, according to the latest Thomson

Reuters statistics. 381 deals were reported, representing a total invested equity value of US$7.2bn – a 14.3 % premium on the same period last year.

Investment into consumer-related sectors was the hottest, accounting for a third of all PE activity in this period and totaling US$2.2bn from 49 companies. The industrial/energy and internet specific sectors were next most popular, gaining US$886m and

“PEisbackinabigway.Valuationisbecomingmorerationalandthereareevensomecompellingopportunitiesinover-lookedsec-tors.Thisishelpingdriveupdealvolume.Thesecondhalfislookingbetterandiftheoverallmacro

economicenvironmentremainssteadywewillseeastrongyearinAsiaPEthisyear.”

Rocky Lee, Asia managing partner, Cadwalader Wickersham & Taft

“The[AsiaPacific]regionhascomethroughtheGFCfarbetterthanEuropeandNorthAmericaandthegrowthprofilelooksattractiverelativetothoseotherregions.Thedebtprovidersarestartingtolendtoprivateequity

againandthat,coupledwithsponsorsreturningtofocusmoreoftheirtimeoninvestingtheircapitalratherthansalvagingtheirportfolio,hasledtomoreactivityontheinvestingsidethanwehaveseenforsometime.”

Mark McNamara, global head of private equity, Baker & McKenzie

“StrongglobalinterestinAsiaspilledintothePEsectorandAsia-focusedPEfundsremainedcashrich.Also,therelativelylowlevelsofleverageinAsiandealsmeantthattransactionsweren’thamperedbylendingconcerns–

inadditionlocalbanksavoidedtheworseoftheglobalfinancialcrisis;soarenotfacedwiththesameliquidityissues,andaremorereadytolend.ThereboundintheAsianIPOmarketsalsohelped,withbuyersmorecomfortableaboutpotentialexitsfortheirinvestments”

Andrew Whan, head of private equity, Asia, Clifford Chance

► AsIA-PAcIFIc FundRAIsIng by nATIon - H1 2010 Vs H1 2009*First half 2010 First half 2009

No. of funds Sum raised (US$m) No. of funds Sum raised (US$m)China 61 9,656 25 1,4834Hong Kong 9 2,602 3 2,679India 8 1,328 11 861Australia 3 475 7 461Taiwan 1 430 0 0New Zealand 2 140 4 205Thailand 1 100 - 0Singapore 1 46 2 256Malaysia 1 8 0 0South Korea 1 0 20 325TOTAL 88 14,788 72 6,270

US$707m in investments, respectively. Chinese companies remained the

biggest beneficiaries of PE investments in the Asia-Pacific region, attracting US$2.6bn of disbursements (36% of the region’s total). China received investments from 118 firms – the highest number of firms investing in any nation in the region.

India followed closely with US$2.0bn from 102 firms (28% of the region’s total), and Indonesia moved up the ranks to come third, receiving US$772m from just one firm (11% of the region’s total). ALB

► buoyAnT mARKET: AsIA-PAcIFIc PE InVEsTmEnTs TAKE oFF In 1H 2010

First half 2010 First half 2009

Company Nation

Deals Target companies

Investing firms

Invested amount (US$m)

Deals Target companies

Investing firms

Invested amount (US$m)

China 193 186 118 2,591 155 154 87 1,594

India 101 100 102 2,048 65 62 70 964

Indonesia 1 1 1 772 - - - -

Singapore 10 10 17 581 6 6 7 77

South Korea 20 19 11 579 71 66 25 253

Hong Kong 8 8 8 240 2 2 2 81

Philippines 2 2 2 151 - - - -

Australia 20 20 22 132 64 60 47 3,206

Vietnam 7 7 6 69 3 3 4 14

Taiwan 8 7 11 32 2 2 5 67

Malaysia 6 6 6 29 1 1 1 4

New Zealand 4 4 4 1 7 7 12 62

Macau 1 1 1 - - - - -

Thailand - - - - 1 1 1 -

TOTAL 381 371 267 7,224 377 364 222 6,321

► AsIAn PE 1H2010: THE numbERs

• US$3.8bnInvestmentfocusedoncompaniesintheacquisitionstage

• US$9.6bn PEfundsraisedbyChinainthisperiod

• 18% HongKong’sshareofregionalPEfundraisinginthisperiod

• 88 FundsclosedbyPEfundraisinginthisperiod

*Allfiguresroundedup

NEws | analysis >>


► HoTsPoTs: sEcToRs And LocATIons To wATcH FoR REmAIndER oF 2010

“Chinaremains‘hot’whileAustraliaandTaiwanarenotfarbehindChinaintermsofactivity.Irecommendkeepingaclosewatchonfinancialservices,consumergoods,technologyandenergyindustriesinChina”

Rocky Lee, Asia managing partner, Cadwalader Wickersham & Taft

“Intermsofcountries,wearegenerallyexpectingtoseecontinuedsolidactivitylevelsfromNorthAsia(particularlyChina,Taiwan,SouthKorea)andareturnforAustralia.Sectoractivitydiffersfromcountrytocountry,howeverwehaveseenageneralpreferenceforassetclasseswhicharerelativelydefensiveinnature,particularlyatthelargerendofthePEmarket”

Mark McNamara, global head of private equity, Baker & McKenzie

“InterestinChinaremainsstrong,particularlyinconsumerandretail,non-exportrelatedindustrials,theautosectorandrenewableenergy/cleantechnology.South-EastAsiaisanotherhotspot–againawiderangeofindustrieswithperhapsmoreofafocusontraditionalenergyandresourcesplays.ExpecttoseeAsianfundsworkingondealsthatstrengthenAsiancompaniesforregionalandglobalexpansionandthatbuildsynergiesforregionalplayers”

Andrew Whan, head of private equity Asia, Clifford Chance

AnAlysis >>

Restricted practice

Lawyers must, of course, be allowed to switch firms and advance their careers however they see fit. But they had better tread carefully, lest their former employer chases them down the road brandishing a restrictive covenant clause

Eight years ago, two high-profile partners from Hong Kong-based firm Deacons quit and joined US giant White & Case. The move

sparked a bruising legal battle that lasted more than two years, including public hearings and confidential arbitration.

The parties eventually settled the case privately, but not before Judge David Gill had declared White & Case’s behaviour “below the belt,” and noted

that the firm had shown a “cynical disregard for the rights of Deacons, putting profit before honour”. The partners, with encouragement from White & Case, had tried to persuade Deacons clients to switch firms and had passed confidential information to the new firm while still working at Deacons.

With millions of dollars at stake, it is no wonder that firms choose to protect themselves with carefully drafted non-compete and non-solicitation clauses.

12

NEws | analysis >>


But how effective are these in halting the kind of behaviour uncovered in Deacons v White & Case?

“They will be enforceable to the extent that they are reasonable and they seek to protect a partnership’s legitimate business interests,” said Shana Schreier-Joffe, partner and team leader at Harmers Workplace Lawyers in Sydney.

“You can’t indefinitely restrain [departing employees or partners]. It’s a question of how long it would take for the firm to retain the clients themselves. Is that two months, three months or 12 months? The circumstances of a particular case are what drive the decisions in these matters. But more and more, the courts are willing to enforce restraints.”

‘Non-solicitation’ is often much more likely than ‘non-compete’ to be regarded as reasonable by the courts. “Non-solicitation [clauses] are … much easier to enforce,” says Fiona Loughrey, partner and employment law expert at Simmons & Simmons in Hong Kong. “Even [the judgment in] White & Case/Deacons acknowledged that members of the workforce should be allowed to advance their careers by moving, without due restraint, from one firm to another. Blanket ‘non-compete’, if it is included, should only

be included for a very limited time.”Purely legal considerations aside,

strategy is often employed by the disgruntled party. Internationally renowned law firm strategist Patrick McKenna recalls a number of lawsuits brought against departing partners by North American firms. “I don't know that any of these suits have been particularly successful, but I think they are commenced simply to disrupt the lawyer who is leaving,” he says. “After all, if you can question that lawyer's reputation or require them to take time away from their practice, that might disrupt their relationship with some important clients.”

“I’ve seen firms interview potential laterals only to really get at uncovering competitive intelligence. I’ve seen firms recruit one individual to get a handle on bringing in an entire group”PATRICK MCKENNA, LAW FIRM STRATEGIST

“It’s perfectly possible for a good lawyer with a following to get a new position with a new firm. In moving, though, they should conduct themselves in a certain way” FIONA LOUGHREY, SIMMONS & SIMMONS

have to tell them. What [the partner] says might be the breach that you can action,” she said.

In any lawsuit it would be up to the plaintiff to prove that there had been a breach of an express or implied covenant, and in doing that there might be debate over reasonableness. “There were a lot of things in the move from Deacons to White & Case which were clearly done without it occurring to them that anyone would find out,” Loughrey says. “The discovery process uncovered a lot of relevant evidence. If there has been a breach of a covenant not to solicit clients or colleagues, the relevant parties are going to have to

Client’s choiceIn the midst of arguing about what was breached and who was solicited, spare a thought for the clients. Like children stuck in the middle of divorces, ultimately it is perhaps their interests that should be paramount. “The bottom line is that the client always has the final say,” says McKenna, reporting that courts have shown that they are willing to rule against an injunction on the grounds that the injunction could harm the client’s business.

This does not mean that lawyers who have moved on should approach their old firm’s clients, simply by framing it as being ‘in the client’s best interest’. However, what if the lawyer in question just happens to be Google-ed by the client, who then tracks down the lawyer via their own accord? Schreier-Joffe is suspicious of such claims. “Usually clients don’t just approach without an invitation,” she says. “How does the client know a partner’s moved on? They usually

come clean and give evidence.”Most firms try to avoid taking

these matters to court. “Often these things are resolved behind closed doors, because both sides want the client, and you don’t want the client involved,” said Schreier-Joffe.

Unwritten rulesAs the legal services industry becomes increasingly competitive, ethical boundaries are constantly shifting, or at least being tested. Some believe it’s a matter of every firm for itself, with no expectation or guarantee of loyalty beyond what is absolutely required by law.

“I guess I've seen it all,” said McKenna. “I've seen firms interview potential laterals only to really get at uncovering competitive intelligence. I've seen firms recruit one individual only to really get a handle on bringing in an entire group. I've seen firms propose a merger only to recruit the handful of true business originators.”

The problem as McKenna sees it is that leading modern law firms are made up mostly of laterally hired partners. “Only around 30% of the partnership is truly homegrown,” he says. “The culture is now built upon a foundation of nothing more than money, and that makes it difficult to build any sense of traditional partnership camaraderie.”

According to Loughrey, Deacons v White & Case was important in that the case reinforced acceptable standards of behaviour in an age of increased headhunting and firm-hopping. “It was an example of what can happen, and the risks involved if a new employer and a team of people talk to each other,” she said.

Provided departing lawyers have open communication with their former employers, uphold their fiduciary duties, and refrain from divulging confidential information or using the resources of their old firms, they should be free to take advantage of opportunities in the marketplace. ALB

NEws | analysis >>


http://www.aderant.com

14

NEws | regional update >>


chinapaul Weiss

philippinessycip salazar hernandez & gatmaitan

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

singaporeloo & partners

On 2 February 2010, the Philippine Congress adopted Republic Act No. 10142, entitled the Financial Rehabilitation and

philippines

philippines adopts new corporate

rehabilitation and insolvency Framework

determining on whether there is a justifiable reason, the following factors should be considered: whether the act has been conducted according to commercial customary practices, ordinary course of business and ordinary interests; whether the act exerts any adverse effects on market competition and consumer interests; and whether the act has any negative impact on economic efficiency and common interests. The Draft Provisions are silent on whether the intent of an operator with dominant position should be taken into account. According to the antitrust practices in the United States, unlike the per se violations, intent and motives are relevant when determining the consequences of such conducts. Thus, a specific intent to exclude or restrict competition should also be included in the “rule of reason” test.

Different from the business concentration, the prohibition on abuse of dominant position under the AML has not been put into effect. Therefore, the Draft Provisions and the NDRC Draft Provisions should be promulgated and implemented as soon as possible.

Written by Jeanette Chan, partnerSue Yang, associatePaul, Weiss, Rifkind, Wharton & Garrison

Hong Kong Club Building, 12th Floor3A Chater Road, Central Hong Kong Email: [email protected] Ph: (8610) 5828-6300 or (852) 2846-0300

On May 25, 2010, the State Administration of Industry and Commerce (“SAIC”) issued the draft Provisions on Prohibition of Abuse of Dominant Market Position (the “Draft Provisions”). The Draft Provisions, together with the draft Anti-Price Monopoly Provisions issued by the National Development and Reform Commission in August 2009 (the “NDRC Draft Provisions”) will constitute a complete set of implementing rules for Chapter III of the Antimonopoly Law (“AML”).

The AML prohibits the following acts conducted by an operator with dominant position: (i) selling or purchasing products at unfair prices; (ii) selling products below cost without justifiable reasons; (iii) refusal to trade without justifiable reasons; (iv) restricting others to exclusively trade with it or other operators designated by it without justifiable reasons; (v) tying products or imposing other unreasonable conditions without justifiable reasons; and (iv) applying different treatments in price or other conditions without justifiable reasons. While the NDRC Draft Provisions focus on regulating those acts in connection with pricing under (i), (ii) and (vi), the Draft Provisions focus on acts of abuse by means of (iii) – (v) and using different treatments unrelated to pricing under (vi). These provisions set forth useful protocols for an operator that may be recognized as having a dominant position.

Apart from the per se violations under (i), all the other acts of abuse of dominant position under the AML are violations only if no justifiable reasons can be substantiated. The Draft Provisions provides that when

china

abuse of dominant Market position –

implementing rules soon to be established

NEws | regional update >>


of the proceedings shall be considered terminated.

While court-supervised proceedings are pending, all taxes due from the debtor are waived. Similarly, the amount by which any indebtedness or obligation of the debtor is reduced or forgiven shall not be subject to any tax.

Written ByPhilbert E. Varona, Partner

Philbert E. Varona SyCip Salazar Hernandez & Gatmaitan 3rd Floor, SSHG Law Center 105 Paseo de Roxas, 1226 Makati City PhilippinesT (+63 2) 982 3500; 982 3600; 982 3700 F (+63 2) 817 3896; 817 3567; 817 3145E [email protected]

Should one do a web search on topics relating to clean technology today, one will easily get at least 100,000 relevant hits, reflecting an inevitable fact – the “CleanTech” era is here. Singapore, a financial and trading hub, has realized the great potential of clean technologies and has implemented various strategies to attract clean technology dollars to its shores.

This following summarises Singapore’s recent progress in Going Green:-

The going green Plan. The 50-hectare CleanTech Park, Singapore’s first eco-business park, which houses a core nucleus of cleantech activities to serve as an epi-centre for research, innovation and commercialisation in clean technology was launched on 25 February 2010. Its master plan was also unveiled jointly by the JTC Corporation and Economic Development Board (EDB) on the same day.

The going green Investment Platform. K-Green Trust (“K-Green”),

singapore going green!

singapore

Singapore’s first green infrastructure trust and Leader Environmental Technologies Limited (“Leader”), one of our clients, both commenced trading on the Official List of Singapore Exchange (SGX) on 29 June 2010 and 16 July 2010 respectively. K-Green aims to invest in “green” infrastructure assets, while Leader seeks to provide environmental protection solutions.

Transportation going green. At the recent World Urban Transport Leaders Summit 2010 held in Singapore on 30 June to 1 July 2010, Singapore’s Minister for Transport, Mr. Raymond Lim stated Singapore’s aim to encourage the development and use of green technologies in the transport sector. In line with such aim, measure such as test-bedding programmes had already been put in place to achieve a greener environment, including the trial of diesel hybrid buses and diesel particulate filters in conjunction with the vehicle emission test laboratory, and the electric vehicles test-bedding programme to assess the feasibility of the electric vehicle in Singapore’s transport eco-system. The application of these technologies, if successful, will see a significant reduction and minimisation of negative impact on the environment.

Recognition for going green. Four Singapore organisations had also made recent headlines when they clinched top ASEAN awards for energy-saving solutions at the recent 2010 ASEAN Energy Awards held in Vietnam on 22 July 2010. These awards are a recognition of the creative energy efficient solutions provided by these four organisations. Written by Ms Elena Ng and Ms Chew Lee Sian

By Ms Elena NgForeign CounselLegal Associate (Corporate Practice)Ph: (65) 6322-2206Fax: (65) 6534-0833E-mail: [email protected]

and

By Ms Chew Lee SianForeign CounselLegal Associate (Corporate Practice)Ph: (65) 6322-2237Fax: (65) 6534-0833E-mail: [email protected] Loo & Partners LLP 16 Gemmill Lane Singapore 069254

Insolvency Act of 2010 (or Fria). The Fria lapsed into law and became effective on 18 July 2010.

The Fria replaces and repeals the Insolvency Law (Act No. 1956), which was enacted in 1909 and was acknowledged as obsolete. Under the Fria, a debtor is considered “insolvent” if it is “generally unable to pay its or his liabilities as they fall due in the ordinary course of business or has liabilities that are greater than its or his assets.” The Fria provides for the following modes of rehabilitating an insolvent corporate debtor:• Court-supervised rehabilitation proceedings – These may be commenced by the debtor (or a group of affiliated debtors) or by creditors representing a specified minimum amount of claims. The court conducts the rehabilitation proceedings with the goal of putting a rehabilitation plan in place within one year from the commencement thereof. A plan must be approved by the debtor and creditors representing more than 50% of the claims of each class of creditors. • Pre-negotiated rehabilitation – In these proceedings, a debtor files a petition with the court for the approval of a rehabilitation plan which has been previously agreed upon by the debtor and its creditors representing at least 2/3 of the debtor’s total liabilities (and at least 67% and 75% of the debtor’s secured and unsecured obligations, respectively). The court is required to approve the plan within 120 days from the date the petition was filed, failing which, the plan shall be deemed approved. • Out-of-court or informal restructuring agreements or rehabilitation plans – In this scenario, the debtor and creditors representing at least 85% of the debtor’s total liabilities (and at least 67% and 75% of the debtor’s secured and unsecured obligations, respectively) agree on a restructuring or rehabilitation plan. A standstill period may be enforced during the negotiations, provided that such standstill is approved by creditors representing more than 50% of the debtor’s total liabilities.

Under the Fria, an insolvent debtor may choose which of its contracts it wishes to “confirm” by delivering written notice of confirmation to the relevant counterparties. Any contract that is not confirmed by the debtor within 90 days from the commencement

16

NEws >>


usreport

ROUNDUP•DLAPiperhasexpandeditsUSmanagementteamwiththeappointmentoftwochairmen–globalcorporateandfinanceheadRogerMeltzerandpracticeco-headJayRains

•Baker&McKenziewillpayUS$6.65mincompensationtothebankruptCoudertBrothersforprofitsearnedfromunfinishedbusinesspartnerstookwiththemwhentheyleftCoudert.ThefirmhasalsoagreedtoforfeitthemajorityofitsinterestinanestimatedUS$17mincontingencyfeesforlitigationthattheformerCoudertpartnerswerehandling

•RudyLim,formercorporatepartnerforDLAPiperandDuaneMorrisinSingapore,hashadhistwo-monthsentenceforlyingabouthisannualcompensationinanefforttoswitchfirmsslashedbyaSingaporelocalHighCourtjudge.LimwillnowservejustonedayinjailandpayaUS$10,000fine

•BakerBottshashiredHoganLovellsarbitrationspecialist,DominicPellew,foritsMoscowinternationalarbitrationanddisputeresolutiongroup

•King&SpaldinghasexpandeditsglobalenergytransactionpracticewiththeadditionofM&AandprivateequitylawyerCraytonBelltoitsNewYorkoffice.BelljoinsfromMilbankasapartnerinthecorporategroup

•Steptoe&JohnsonhasappointedCeceliaFanelliaspartnertoitsNewYorklitigationpractice

Corporate clients prefer UK over US firmsAUKstudybyresearchfirmAcritasrevealedglobalcompanieswouldturntoBritishfirmsforinternationallegaladviceoverUSfirms.Thestudyfoundthat92%oftheir1,000

respondents–comprisedofin-houselegalcounselsfromarangeofindustriesandcompaniesacrosstheAmericas,EuropeandAsia-Pacific–saidtheywouldmostlikelychooseUKfirmsoverUSones.41%ofrespondentswerechieflegalcounsel.Thesurveyalsofoundthat53%ofthecompanies

thatrespondedsaidtheyprefertouseEnglishlawforinternationalwork,asopposedto34%whoareusingUSlaw.Formulti-jurisdictionaldeals,70%ofrespondentspreferredUKfirmsoverUSfirms.Thereportalsorevealedthatinternationallegal

billingsforthesecompaniesarefivetimesthesizeoftheirdomesticlegalexpenses.

Profits rise, revenue dips at Baker & McKenzieProfitsperequitypartner(PEP)atBaker&McKenziejumpedby13%toUS$1.1mforthefiscalyear2010,despitegrossrevenueatthefirmfalling0.4%toUS$2.1bn.2010marksthesecondstraightyearofdecliningrevenueforthefirm.B&Mintroducedseveralcost-cuttingmeasures

whichhelpedincreasethefirm’sprofits,including

reducingcapacitylevelsanddelayingsomecapitalexpenditures.JohnConroy,chairmanofthefirm’sexecutivecommittee,saidstrongdemandforthefirm’slegalservicesincertainpracticesectorsandlocationsalsocontributedtotheriseinprofits.EmergingmarketsinAsiaandLatinAmericawere

keyareasofgrowthforBakersinfiscalyear2010.FeesfromAsia-Pacific,whichrepresented26%ofthefirm’srevenuefortheyear,rosecomparedtolastyear–asaresultofa45%increaseinfeesconnectedtosecuritiesworkintheregion.GrowingpracticeareasforBakersintheUS

includedfinancialrestructuring,up55%infeescollectedversuslastyear,andriskmanagementwhichrecordedrobustdemand.Thefirm’srealestate,privateequity,anddebtcapitalmarketspracticesremainedslowinthemajorityofregionsinwhichthefirmpractices.

Legal sector loses 800 jobs in July Ofthe131,000USjobsthatwerelostinJuly,800wereinthelegalsector,accordingtotheUSBureauofLabourStatistics.Yetdespitethelosses,theeconomyperformedbetterinJulythanitdidthepreviousmonth.InJune,thelegalsectorsaw3,200jobs

disappear.Overall,therewere17,200fewerlegaljobsinJuly2010thaninJuly2009.

chinA >>

vietnAm >>

Vietnam’s new arbitration law to stem court disputesa new law on arbitration due to take

effect in January 2011 is set to change the flow of dispute settlements in Vietnam. According to Vietnamese lawyer Viet Nguyen, the law will persuade more locals to use arbitration methods instead of going to court.

The Law on Commercial Arbitration was recently passed by the Vietnam National Assembly and is due to take effect on 1 January next year. “At present, arbitration is an under-utilised and less popular solution to commercial dispute settlement with locals, because many believe it is easier for parties to approach the judge and lobby in court. Whereas in an arbitration verdict, the sentencing of the arbitrator is seen as fair and unbiased,” said Nguyen, a Bizconsult Law Firm partner.

According to Nguyen, the new law expands the scope of arbitration to other areas – such as civil transactions – and provides a better grounding than the existing ordinance, with better methods

PRC firms ride the wave of RMB private equity funds global buyout firms are racing to

launch RMB funds in an effort to carry out deals quickly in China. Private equity giant Carlyle Group has recently launched its second RMB fund this year, in Beijing.

Having received RMB2.4bn in commitments from various sources, including the Beijing state-owned Capital Operation and Management Centre (BSCOMC) and the Beijing Equity Investment Development Fund, the group has set up a joint venture, holding an 80% stake with BSCOMC to help manage the fund.

Through the JV, Carlyle and BSCOMC will work together to identify opportunities and share resources to tap growth opportunities in China. The fund, which follows the establishment of the Fosun-Carlyle (Shanghai) Equity

“At present, arbitration is an under-utilised solution ”VIET NGUYEN, BIZCONSULT LAW FIRM

NEws >>


newsinbrief >>REGULATION AND COMPLIANCE RANKED TOP BUSINESS RISKAccordingtothethirdannualErnst&YoungGlobalBusinessRisk,‘regulationandcompliance’riskregainedthetopspotfrom‘accesstocredit’risk,whichrankednumberonein2009.Theserisksaredrivenprincipallybythegeneral

uncertaintysurroundingthefragilityoftheglobaleconomy.Regulatorsplayavitalroleinsupportingdistressedeconomies–whichmayexplainariseintherankingofregulationandcompliancerisktothenumber-onepositionin2010.Inaseriesofin-depthinterviews,over70leading

industryexecutivesandanalystsacross14industrysectorswereaskedtoidentifyandrankthetopbusinessrisksforeachsectorforthenext12months.

NEW ZEALAND LAWYER PUTS WEIGHT BEHIND IPBA BuddleFindlaypartnerNeilRusshasbeenappointedasacouncilmemberoftheTokyo-basedInter-PacificBarAssociation.Withmorethan1,400membersfrom65countries,thisisthepre-eminentlegalassociationintheAsia-Pacificregion.RusswilljointheassociationasthejurisdictionalcouncilmemberforNewZealand,andsaidthatNZlawyersstandtogainsignificantlyfromparticipationintheassociation’sinternationalnetwork.Russwillalsousehisnewroletopromoteopportunitiesforlocalpractitioners.“BeforethemajorIPBAconferenceinKyotonextyearIwillbelookingtoraisetheprofileoftheorganisationandfacilitateinvolvementofcurrent,pastandprospectiveIPBAmembersinNewZealand,”hesaid.“OnerecentdevelopmenthasbeenthemovebytheIPBAtochangeitsmembershipandconferenceattendancestructure,tomakeiteasierforcorporatecounseltoattend,”Russadded.

Vietnam’s new arbitration law to stem court disputesfor dispute settlements. He believes these changes will see Vietnamese enterprises utilise arbitration more often. “In the past, out of ten cases we advise in court, two would go to arbitration. In coming years, even next year, I would expect five out of ten cases to be arbitrated,” he said.

Other observers shared Nguyen’s view that the new law would create an equal legal footing for both Vietnamese and foreign enterprises. “The new law has improved shortcomings in the ordinance such as removing limitations on the application of arbitration to commercial disputes. Commercial disputes, meanwhile, are increasing rapidly, requiring quick and efficient forms of settlement,” said Vietnam Law Association chairman Pham Quoc Anh. “Every judge in Ha Noi and Ho Chih Minh City’s economic courts yearly handles from 30 to 50 disputes while the average arbitrator handles one.”

Vietnam currently has seven arbitration centres, but arbitration has not been popular in the nation due to the lack of a proper legal framework in the 2003 Ordinance on Commercial Arbitration, according to one report. Yet this may not be the sole explanation. vietnam

“I believe the ordinance already has a sufficient method for arbitration but it is still a habit in Vietnam to use the courts for settlement of disputes. Only for matters involving foreign investor companies do they prefer arbitration, but it is something that will become more popular with the passing of this new law,” Nguyen said. ALB

PRC firms ride the wave of RMB private equity funds Investment Fund earlier this year, is now ready to invest – mainly in large-scale companies with high growth prospects.

Carlyle is not the only private equity giant boosting its investment strategies via RMB funds in China. According to Zero2IPO’s recent PE report for China, there were 26 RMB funds set up (and six foreign invested funds) in H1 2010. This marks a significant increase from the numbers in 2009 – H2’s 15 new RMB funds.

The trend towards localisation, using RMB to raise funds, make acquisitions and exit, has picked up momentum as the international status of China’s currency has increased in the wake of

the financial crisis. “We are seeing a significant rise in the number of RMB funds,” said Walker Wallace, a partner at O’Melveny & Myers.

The significant interest has opened new doors for PE lawyers, especially domestic legal advisors. “There are greater opportunities now for PRC firms because both RMB fund investors and target companies require PRC counsel,” said Wayne Chen, a partner at Llinks Law Offices. Chen has helped numerous clients establish RMB funds in both Shanghai and the Jiangsu region, over the past 12 months.

Global Law Office also recently scored a US$389m engagement, advising furniture retailer Red Star Macalline on its investment from Warburg Pincus, CITIC Private Equity, Fosun Group and Bohai Industrial Investment. ALB

► THE ToP 10 busInEss RIsKs:1 Regulation and compliance

2 Access to credit

3 slow recovery or double-dip recession

4 managing talent

5 Emerging markets

6 cost cutting

7 non-traditional entrants

8 Radical greening

9 social acceptance risk and corporate social responsibility

10 Executing alliances and transactions

Wayne Chenllinks

18

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ukreport

ROUNDUP•SJBerwinmanagingpartnerRalphCohenistostanddownfromhisroleasthefirmapproachestheadvancedstagesofmergertalkswithProskauerRose

•MilbankhashiredfivebankingpartnersfromLatham&Watkins’NewYorkoffice,includingMarcHanrahan,formerco-chairofLatham’sglobalbankingpractice,whohasbeenappointedMilbank’sglobalheadofleveragedfinance

•CliffordChanceJapancorporateheadAlanKitchinhasbeenchargedwithassaultinghispartnerMisatoYoshidaatScotland’sGleneaglesHotelinJune.AshurstdeniesthechargeandisexpectedtostandtrialinNovember

•SRSAdvogados’mergerwithSoaresMachado&AssociadoswillseeSimmons&SimmonsfounderJoséSoaresMachadojoinSRSAdvogadosasheadoflitigation,bringingwithhimninelawyerstothefirm’sofficesinLisbon

•K&LGateswillpayforthetotalofninedaysitslawyersrequireofftoattendLondonOlympicsduties,underafirminitiativedevelopedbylawyerBonnyHedderly

Eversheds’ offshoring of support work puts 100 jobs at risk Evershedshassignedaseven-yearagreementwithAccenturetooutsourceitsHR,administrationandfinancerolestoBangalore,India.Theagreementwillberolledoutoverthenext12monthsandisexpectedtoput100jobsintoredundancy,largelyintheareasoffinanceandhumanresources.Undertheagreement,Accenturewilldevelop

acommonITplatformforallEvershedsinternationaloffices,andwilloverseethefirm’sHRsupportservices,administration,generalaccountingfunctions,billingandcollections,andthebusinessprocessesinvolvedfromprocurementtopayment.Thefirmbroughtintheconsultancyatthe

beginningofthisyeartoreviewitssystemsandprocesses,inamovetostreamlineandimproveback-officesystems.ThisisthefifthroundofredundanciesconductedsinceSeptember2008,thelastbeinginSeptember2009,when117roleswerereviewed(including22fee-earnersintherealestatepractice).

Top corporate practices shake off effects of economic slumpRevenuesoftheUK’stop20corporatepracticesfellanaverage4%asdidthetotalfeeincomethetop20firmsreceived,overthe2009-10financialyear.In2010,theMagicCirclefirms,including

SlaughterandMay,continuestoattractthefewmajordeals.CliffordChanceandSlaughtersactedonthestandoutdealoftheyear–Kraft’s

acquisitionofCadbury.Despitethis,CliffordChancestillsawitscorporaterevenuefallbymorethan6%overtheperiod.However,itwasA&O’s12%dropthatwasthelargestamongthebigfive.Linklaters’corporaterevenuedroppedonly1%,

thankslargelytoitactingonLloydsBankingGroup’srecord£13.5bnrightsissue.Thefirmsuffereda14%fallinthepreviouscorrespondingperiod.Despitesufferinganother6%fallinrevenue,

FreshfieldsBruckhausDeringerisconsideredtohaverecoveredthestrongestamongleadingcorporatefirms–itistheonlyfirmtohaveincreasedcorporaterevenuesince2007-08.

Firms increase trainee retention ratesSeptember2010retentionratesamongtheUKtop30lawfirmshaveimprovedacrosstheboard.Theaverageretentionratecurrentlystandsat82%,animprovementof8%onSeptember2009.MagicCirclefirmLinklatersiskeeping87%of

itsSeptemberqualifiers,comparedtoonly76%keptinSeptember2009.CliffordChancewillretain79%ofitstotalnumberofqualifiersinSeptemberandAllen&Overywillkeepon81%.SlaughterandMaypostedthehighestrateintheMagicCirclefirms–93%.OthertopperformersincludedBerwinLeighton

PaisnerandMacfarlanes,whichbothpostedratesofover90%.Evershedswillretain83%ofSeptemberqualifiers(72outof87willremainwiththefirm)whileAshurstwillkeep87%(27outof31).ThelowestfigurewaspostedbyPinsentMasons:thefirmkeptjust55%.

Kochhar announces dual Saudi/UAE tie-up, says Kuwait is next on the listkochhar & Co, India’s sixth-largest

law firm by headcount, has entered the Middle East legal services market after announcing a dual tie-up with Saudi firm Dr Khalid Alnowaiser and UAE-based MIO Advocates.

Dr Khalid Alnowaiser was established in 1996 and is a full-service corporate practice, with offices in Riyadh and Jeddah. MIO Advocates, meanwhile, was established in 1985 and also boasts a full-service corporate practice, with offices in Abu Dhabi and Dubai.

middle eAst >>

“Trade between the Middle East and India has grown”ROHIT KOCHAR, KOCHAR & CO

The arrangement, which is the first by an Indian law firm and the first whereby a law firm has announced a tripartite alliance, is in direct response to the increasing levels of trade between India and countries in the Gulf region.

“Trade and business between India and the Middle East has grown exponentially and we have witnessed the consummation of enormous business transactions between the regions, which are becoming ever more complex in nature,” said Rohit Kochar, chairman and managing director of Kochhar & Co.

He said that, given the potential for further growth between India and the Gulf region and the increasing number of Indian corporates operating there, the firm is also on the lookout for an alliance partner in Kuwait. ALB

NEws >>


newsinbrief >>PHILIPPINES: MORALES ELECTED AS SYCIP MP RafaelMoraleshasbeenelectedasmanagingpartnerofPhilippinesfirmSyCipSalazarHernandez&Gatmaitan,succeedingLlewellynLlanillo,whoretiredasapartnerofthelawfirmlastyear.Moralesjoinedthefirm

in1975andwasformerlytheheadofthefirm’sbanking,financeandsecuritiespracticegroup.Morales’selectiontoMPpostatSyCipcapsadistinguisedcareer.InadditiontobeingpastpresidentoftheInterPacificBarAssociation(IPBA)hehasalsoservedasaprofessorallecturerattheUniversityofPhilippinesCollegeofLawandavisitingprofessoratLaTrobeUniversity’sLawSchoolinMelbourne.

FEMALE IN-HOUSE LAWYERS SMASH THROUGH GLASS CEILING Thenotionofaglassceiling,ifiteverwastrue,maybebrokenaswomenincreasinglyfillgeneralcounselpositionsinsomeoftheworld’slargestcompanies.Accordingtothe2010MCCA(MinorityCorporateCounselAssociation)WomenGeneralCounselSurvey,94oftheFortune 500 companieshavewomenastheirgeneralcounsel–anincreaseofnineoverthepast12months.FemaleGCsweremostcommonintheretail,

pharmaceutical/healthandenergysector,withthesesectorsconstituting36ofthe94(38.1%)overallheadcount.ThesurveyalsoshowedmoreethnicdiversityamongfemaleGCsoftheFortune 500 companies;12outofthe94thisyearwerenon-Caucasian,comparedto3outof85lastyear.MCCA’sexecutivedirectorVetaRichardsonsaid

thesurveyresultsshowwomengeneralcounselhave“weatheredtheeconomicstorm”andarecontinuingtheiradvanceatmajorcorporations.

north AsiA >>

Hogan Lovells strikes first alliance with Mongolian firm Hogan Lovells has entered into

its first alliance since its 1 May merger after sealing an entente with Mongolian firm GTs Advocates. The two firms have been loosely affiliated for the last three years; Hogan Lovells partner Michael Aldrich has been seconded to GTs since April 2009 and will continue to be resident in Ulaanbaatar.

GTs Advocates is a full-service firm representing Mongolian companies as well as multinational corporations, investment banks, private equity firms and funds from North America, Europe and Asia. It recently advised Citigroup and Macquarie Bank as sponsors of the US$439m Hong Kong secondary listing of South Gobi Energy.

Michael Aldrich and GTs executive director, Byamba Batbayar, both said that the timing of the alliance was opportune given the robustness of the country’s economy. “Mongolia’s rich natural resources give the country an extraordinary opportunity to fulfil its ambitious plans to develop its industrial infrastructure and social fabric,” Aldrich said. “We foresee the years ahead to be ones of accelerated growth, stimulated by the government’s extensive plans to further develop the country’s industrial and social infrastructure,” added Batyabar.

► ToP mongoLIAn LAw FIRms

Anand batzaya Advocates

Arlex consulting services

Ashur Law Firm

balco Trademark & Patent office

Erdem & bayar

gTs Advocates

Logos Advocates

Lynch & mahoney

mg Lawyers

mongolia barristers & solicitors

Tsets Law Firm

zata Law offices

Hogan Lovells’ alliance means it is the only international firm with a meaningful presence in the increasingly lucrative Central Asian nation. Only two PRC firms have opened offices in Mongolia: Longan opened earlier this year in association with local firm Zata while Lehman, Lee & Xu says it opened an office in Ulaanbaatar in 2002. ALB

hong kong >>

Rafael moralessycip salazar hernandez & gatmaitan

► FoRTunE 500 comPAnIEs – FEmALE gEnERAL counsEL

Year Total number of women general counsel

Percentage of women general counsel (%)

2010 94 18.8

2009 85 17.0

2008 92 18.4

2007 90 18.0

2006 83 16.6

2005 76 15.2source: 2010 mccA women general counsel survey, minority corporate counsel Association, Inc. (mccA).

CEP says Mallesons appointment ‘ a coup’ mallesons Stephen Jaques has

poached Denis Brock, one of Hong Kong’s most experienced commercial litigators, from Clifford Chance in London, prompting chief executive partner Robert Milliner to label the hire ‘a coup’.

Brock has more than 20 years’ experience practising commercial litigation and arbitration both in London and Hong Kong. A graduate with honours from

Buckingham College of the University of London in 1981, Brock also attended the College of Law in London in 1983 and the University of Hong Kong in 1991.

He was most recently a partner in the London litigation and dispute resolution practice of Clifford Chance, but was also formerly the managing partner of the same area of practice in Asia. Brock was based in Hong Kong from 1997-2006.

He is due to commence with Mallesons in October 2010, and said he was delighted to be returning to Asia. ALB

denis BrockMallesons stephen Jaques

20

NEws >>


AustrAliA >>

King & Spalding opens in Singapore, signals energy and arbitration push with Shearman lateral

singApore >>

The Australian Government Attorney-General’s Department,

the International Legal Services Advisory Council (ILSAC) and the Australian Centre for International Commercial Arbitration (ACICA) held an arbitration forum and luncheon in the Australian pavilion at the Shanghai World Expo in June to ramp up awareness of a new arbitration venue in Sydney.

“The facility is mainly a way of demonstrating that we have the ability to perform as a neutral venue,” said ACICA president Doug Jones, who is also a partner at top-tier Australian firm Clayton Utz. “We gave presentations which were aimed at getting Chinese firms and lawyers to come to Australia for arbitration purposes. We are suggesting that Australia is a viable option for firms in China looking for a neutral location for arbitration, as opposed to Hong Kong or Singapore,” he said.

The first dedicated international dispute resolution centre in Australia will open in Sydney on 3 August 2010.

One more international disputes centre for PRC business ► quIcK FAcTs: AusTRALIAn InTERnATIonAL dIsPuTEs cEnTRE (AIdc)

• Officiallyopenson3August2010• FirstdedicatedinternationaldisputeresolutioncentreinAustralia• ProvidescompaniesacrosstheAsiaPacificregionwithadedicatedfacilitytoresolvecommercialdisputes• Internationalarbitrationandalternativedisputeresolutionexpert,MichelleSindler,hasbeenappointedastheinauguralCEOofthecentre

► InTERnATIonAL ARbITRATIon cEnTREs In THE REgIon

Venue Advantages Disadvantages

Hong Kong(www.hkiac.org)

good relations with cIETAc close connection with language close communication with cIETAc and beijing Arbitration Institution good understanding of chinese arbitration rules

Time consuming with average cases taking more than 18 months Too costly to engage arbitrators (minimum us$700)

singapore(www.siac.org.sg)

Efficient and effective arbitration system organised court-like procedures common law system minus complexities like those in American Arbitration Association (AAA)

Australia(www.acica.org.au)

Reasonable arbitrator charges (us$400 for a very reputable and experienced lawyer) straightforward arbitration procedures strong economic connection

Lack of relationship with local arbitrary authorities Lack of promotional activities

king & Spalding will open its eight office outside of its US headquarters

– in Singapore. The new office, which will focus on energy and international arbitration work, will be led by current global energy head Phillip Weems, who was also the firm’s Dubai, Riyadh and Abudhabi managing partner from 2007 until earlier this year.

Weems will be joined by transactions partner Daniel Rogers and recent lateral hire and international arbitration partner John Savage. Savage joins the firm from the Singapore office of US rival Shearman

With major Sino-Australian deals being struck recently, investors may now see the Australian international dispute resolution centre as a convenient venue to resolve any disputes arising from their Australian investments.

Tim Meng, a managing partner with China’s GoldenGate Law Firm, suggests that in order to give dominant venues like Hong Kong and Singapore a run for its money, Australia will have to make big strides fostering close relationships with arbitral institutions in China.

“Communication is key,” said Meng.

“The Hong Kong Arbitration Centre has a close relationship with the China International Economic and Trade Arbitration Commission and the Beijing Arbitration Association. Its representatives come to the mainland frequently to discuss the development and direction of new cases.” ALB

& Sterling, where he most recently served as vice chair of international arbitration and head of Asia disputes.

Robert Hays, King & Spalding’s chairman, said the firm’s expansion into Singapore iswith a view to winning work in Australia and India.

Once King & Spalding opens in the country, it will become the 85th foreign law firm and the 16th from the United States (excluding those firms which hold a QFLP or are in joint law venture or other such arrangements) to have a physical presence in Singapore. ALB

NEws >>


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industry >>

Lawyers in Australia and Asia alike have observed with interest the inception of the new Sustainable Investment

Market Venture Security Exchange (SIM VSE) in Sydney, a specialist primary and secondary equity market catering for sustainable and clean-tech businesses and investors. “In recent years the main form of capital raising [in this sector] has been venture capital, which has been a successful model to a point, but with the launch of this new exchange there is an additional source of funding,” said Mallesons partner Louis Chiam. “We have a number of clients in the clean technology area, and they will want to bring new investment opportunities to the market. SIM VSE is yet to be a proven option, but there is a good prospect that it will serve as a more focused way of connecting start-ups seeking new capital with investors, in a way that is clearly labelled.”

The new exchange aims to attract listings from Asia, particularly China, and Asia-based lawyers will be keeping a keen eye on the progress of the SIM VSE. “There is clearly a demand for such a platform,” said Loo Choon Chiaw of Singapore-based firm Loo & Partners . “However, it is too early to assess the real impact of SIM VSE on the Asian market. The competition for clean-tech companies will be keen. One must remember that most of the Asian exchanges are all trying to attract burgeoning quality companies, including those in the environmental space.”

Singapore may prove to be another source of business. “SGX has been tapping the water and clean-tech space,” said Loo. “There has been some 28 companies from the sector listed on the bourse. The Singapore government has committed to building a strong ecosystem for the industry with close to S$700m being channeled for R&D centres, clean-technology parks and other initiatives.

“With such a push from the government, it is clear that clean technology shall move from niche to mainstream, and as a result of which the demand for capital shall become significant as companies make vast investments in infrastructure to expand their businesses. SIM VSE is certainly one of the possible platforms which quality clean-tech companies in Singapore may consider as a listing venue.” The first listing on SIM VSE will be Indigo Technologies, an Australia-based company specialising in providing sustainable air emissions solutions for clean coal combustion and industrial processes. ALB

Lawyers see opportunity in new clean-tech security exchange

Louis ChiamMallesons

uPdATE >>

Financial

Interview with the m. d.How long have you been in Hong kong and with Horwath?i moved to hong kong in 1993 where i joined the financial advisory arm of Jardine. in 1997 i became the Md of and a shareholder in horwath Financial services.

What services do you provide?•investment advice focusing on ‘collective investment funds’.•insurance broking including life assurance, medical, critical

illness, etc.•retirement planning.•Financial planning.

How do clients’ pay for your services?We offer a range of payment options. Whereas the financial services industry tends to focus on commission-driven sales, we offer a fee-for-time option and in addition a ‘hybrid’ where we offset any commissions against time-based fees. this sets us apart from the majority of our competitors. initial meetings are offered without charge or obligation.

do I need a financial adviser?i genuinely believe a good financial adviser is worth his (or her) weight in gold! the difficulty is there are very few good financial advisers around! depends on the definition, of course, but in my book this means honest, reliable, knowledgeable, effective and last but not least, financially stable. you would be amazed at the number of advisers here, that are entirely commission-based, who survive from one sale to the next! if you have time available and diverse financial experience you could probably manage without an adviser, but from what i’ve seen during my 17 years here you’ll most likely end up with a mixed bag of investments, a lifestyle property maybe, some hong kong shares, cash, but no real idea what this will all mean when it counts. Financial planning is not about ‘selling a product’ – it is a written ‘business plan’ for an individual or family.

Name your clients!sorry – cannot, because of privacy, but i can tell you we have clients at haldane’s, lovell’s, holman Fenwick Willan, allen overy to name but a few. some of our clients have kindly written ‘client testimonials’ which you can see on our website.

Why should I deal with you – david Bojan?i have achieved a degree of success during my 17 years in hong kong culminating in 2007 in the sale of horwath Financial services to australia’s largest iFa. since then my role has changed, enabling me to focus more time with clients. From an investment perspective i put my money where my mouth is, by investing in the same funds that i recommend to my clients!

The next step . . .phone me 2511 8337 or e-mail [email protected] arrange a confidential exploratory chat.

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

NEws >>


hong kong >>

Baker & McKenzie, Linklaters, Clifford Chance lead finalist count for The Macallan ALB Hong Kong Law Awards The much-anticipated Macallan ALB

Hong Kong Law Awards 2010 will take place on 10 September, and the race for the best trophy haul of the night is intensifying.

Five firms are finalists in more than ten categories apiece. This year’s front runner is Baker & McKenzie. The US law firm tops the finalist count with 21 nominations. In second and third place, respectively, are Magic Circle duo Linklaters and Clifford Chance. Both firms have worked on a number of finalist deals including Mitsui & Co-TPV Technologies deal (shortlisted in the Thomson Reuters Westlaw Business Award for M&A deal of the year category) and the HSBC RMB Bond issue (which is up for an award in the Debt Market Deal of the Year category). To add extra spice to the evening, the duo are also going head-to-head in a number of firm award categories including dispute resolution, employment, insolvency, investment funds and the coveted Macallan Fine Oak Single Malt Scotch Whisky Award for Hong Kong Law Firm of the Year. Linklaters is up for a total of 16 trophies, while Clifford Chance could take home as many as 15. Freshfields is in the running for 11 awards while Hong Kong’s own Deacons could scoop ten.

As well as recognising the excellence among the Hong Kong legal community, the Awards also covers Korea and Taiwan. Kim & Chang is

hoping to win Zensho Award for Korea Deal Firm of the Year for the third time running and is a finalist in two other categories.

Meanwhile, in the Taiwan Deal Firm of the Year category, last year’s winner Lee and Li will need to beat five other finalists, including Tsar & Tsai and LCS & Partners, to retain the trophy this year.

The ALB Awards will be presided over by two guests-of-honour – chief executive of Hong Kong Exchanges & Clearing, Charles Li, as well as the chairman of the Hong Kong Bar

Association, Russell Coleman.Now in its ninth successful year,

The Macallan ALB Hong Kong Law Awards 2010 recognises the excellence and outstanding achievements of Hong Kong’s leading law firms and in-house legal teams, as well as the top deals and dealmakers of financial year 2009-2010.

The awards night will be attended by over 450 of Hong Kong’s most influential solicitors, in-house counsel, investment bankers, judiciary and CEOs, who assemble to celebrate with the winners as they accept their awards onstage. ALB

Gall & Lane becomes GallThe firm formerly known as Gall

& Lane will now be known simply as Gall, after the retirement of name partner Jeff Lane from the firm’s partnership and internal re-organisation.

As part of this process, Emily Duncan, a consultant at the firm, has been promoted to lead the firm’s burgeoning employment practice. Susan Macnaughton comes to the firm as a consultant to take charge of its

mediation practice. She comes onboard after stints with city firms in Hong Kong, including Stephenson Harwood.

Gall & Lane was created in mid-2009 after the dissolution of its predecessor firm, Laracy Gall. Although the firm had enjoyed an extremely prosperous five-year run, strategic differences saw Nick Gall

and Damien Laracy part ways. Laracy has since established his own firm, Laracy & Co, which focuses on disputes, contentious shipping and general corporate work.

Gall is a finalist for two of the most highly coveted awards at this year’s The Macallan ALB Hong Kong Law Award – Boutique Law Firm of the Year and the Merrill Legal Solutions Award for Dispute Resolution Firm of the Year. In the latter category, Gall is the only specialist dispute law firm to be shortlisted. ALB

hong kong >>

Nick gallgall & lane

24

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hong kong >>

singApore >>

Taylor Vinters targets Singapore with alliance Cambridge.law firm Taylor Vinters has set its

expansionary sights on Singapore and the greater Asian market, by forming an alliance with Singapore firm, Keystone Law Corporation.

“We are collaborating in this venture with a leading Singaporean technology law firm– Keystone Law Corporation, which gives us regional credibility and most importantly an entrepreneurial partner that thinks like us,” said the firm’s CEO, Matt Meyer.

According to Keystone Law Corporation director Sean Say, synergies within the niche areas of practice that both firms specialise in, have made this partnership mutually beneficial. “One of the synergies that both firms have is in respect to the information technology and the IT sector. Working out of Cambridge and London, Taylor Vinters have MNC clients who have presence in Asia and Singapore is ideally located for [Taylor Vinters] to service their clients here in Asia,” Keystone Law Corporation director Sean say told ALB.

“Months before this alliance was announced, a good working relationship was established with Taylor Vinters with work referrals being exchanged between the two firms. So far it has worked out quite well,” Say said.

The alliance follows Taylor Vinters’ recent London office launch on 1 June and also follows the firm’s target of obtaining a foreign law practice licence to launch its own

US firm Gibson Dunn & Crutcher has opened its second office in Asia – in Hong Kong. The new office, which will

focus on corporate transactions and corporate compliance regulation and investigations, will be anchored by new lateral hire Kelly Austin and staffed by partner Joseph Barbeau and associate Kate Yin, who will relocate from the firm’s Palo Alto and Los Angeles offices.

Austin joins the firm after an eight-year stint as GE’s compliance & litigation counsel for Asia- Pacific. In this role she led compliance matters, government investigations, and litigation and ADR proceedings throughout the region. She is widely regarded to have designed and run a “world-class” compliance program for the company. Prior to her time at GE, Austin practiced at Zukerman Spaeder in Washington DC and was appointed to serve as special counsel to the Executive Office of the President.

The firm’s chair and managing partner, Ken Doran, said the hire of Austin was “key to [the firm’s] decision” to launch in Hong Kong. Austin added that the firm’s Hong Kong presence now means it will be able to service the lucrative North Asian markets – something which it has not be able to do entirely through its Singapore office.

“Singapore is central particularly for South Asia and for India, but to provide service across the region, it made sense for us to have a Hong Kong office,” she said.

kelly austingibson dunn & crutcher

Gibson Dunn picks off GE in-house lawyer for Hong Kong launchuPdATE >>

International Tax

u.s. Taxes expected to rise next year; some planning points

A weak us economy has led to razor-thin interest rates and beaten-down valuations, which make giving less costly for and potentially more rewarding to heirs. Moreover, the u.s. government is widely expected

to rein in a popular tax-avoidance scheme.this is a golden era for shifting estates and giving assets

away, and if you have an estate plan, keep going.Much of the debate about us taxes this year has centered

on the estate tax, which disappeared in 2010 for the first time since teddy roosevelt was president. several different new plans are under debate, but even if no agreement is reached, the tax is likely to return at a higher 55 percent rate next year, 2011.

planners are encouraging clients to give away assets and pare down their estates through an array of tax-free gifts, intra-family loans and trusts.

capital gains taxes are expected to rise, and top earners may pay nearly 40 percent of their income. contrary to the usual tax advice, investors should record income and capital gains now, but defer charitable deductions until next year.

taxes on generation-skipping transfers, another estate planning scheme, were also eliminated this year, but are likely to return next year at rates as high as 55 percent.

lawmakers are expected to rein in a popular tax-reduction scheme: the grantor-retained annuity trust, or grat. under current rules, americans can transfer assets they expect to rise in value into a grat and receive a stream of payments for a specified term, as little as two years.

gains in those assets go to the trust’s beneficiaries tax-free.now congress is looking to stop grats, making some

distributions taxable and extending the minimum term to 10 years. that would make them less attractive for many estates.

us gift taxes, which fell 10 percentage points to 35 percent this year, also are set to bounce back to 55 percent next year. americans can give up to $13,000 per person a year, up to $1 million over their lifetime, without paying taxes. in some cases, the wealthy may want to give more than the minimum this year and pay the tax.

gifts make sense in a world with 45 percent estate tax, the 2009 rate, it makes all the more sense if you look to 2011. that said, a lot of people are holding off on gifts until the end of this year, waiting to see what happens in congress.

among the options are intra-family loans, whose rates are set by the government. recently, estates could lend assets to heirs at the rate of 0.53 percent for three years.

low interest rates also increase the benefits of such wealth transfer techniques as charitable lead trusts, and assets sold into a trust.

By Debbie Annells, CTA (Fellow) 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 purposes of anti money laundering legislation.

debbie annells

NEws >>


“Singapore is central particularly for South Asia and for India, but to provide service across the region, it made sense for us to have a HK office”KELLY AUSTIN, GIBSON DUNN & CRUTCHER

Taylor Vinters targets Singapore with alliance

As important is the growth in the area of corporate compliance. “Compliance issues in Asia present unique challenges and the risk of a local enforcement action for multinational companies operating in Asia is real,” said F. Joseph Warin, Co-Chair of the firm’s white collar crime group “Many of the US-based FCPA disclosure and enforcement actions in the last two years have had an Asia component, and combining on-the-ground expertise in Asia with extensive support from the US offices positions us to be particularly effective for clients,”he said.

Since 1977, the United States Securities & Exchange Commission (SEC) has brought action against 22 companies operating in Asia— a number that many expect to grow exponentially in the year ahead.

The firm launched its first Asian office in Singapore with a quadruple lateral hire from Jones Day in 2008. Jai Pathak, Gibson Dunn’s current Asia managing partner, joined the firm along with Emad Khalil, John Viverito and Saptak Santra. ALB

Gibson Dunn picks off GE in-house lawyer for Hong Kong launch

office in Singapore within the next 12 months. “Like most of our strategic decisions, growing the business in Singapore is client led. Our Cambridge, London and Singapore axis reflects the commercial opportunities that our clients are experiencing, particularly in sectors like technology,” Meyer said.

Through the Law Firm Network, Taylor Vinters has an existing Singapore partnership with local firm Engelin Teh Practice, which handles the firm’s litigation and arbitration issues in the country. “With the economy picking up again, we can expect to see more alliances from foreign and local law firms. Singapore is an ideal location for parties to use as a springboard into Asia,” Say said. ALB

uPdATE >>

Intellectual Property

bilski at the supreme court – waiting to Exhale

The u.s. patent community is finally breathing a collective sigh of guarded relief after a record 204 day wait for a potentially game-changing decision by the united states supreme court (scotus) in the Bilski1 case. Writing for

the court, Justice kennedy deemed that categorical denial of patents to business methods conflicted with existing legislative provisions2 and that the newly established “machine or transformation” test was not the sole test.

rather than clarifying the scope of eligible subject matter, the court predictably relaxed the exclusivity of the “machine or transformation” test, called into question the “useful, concrete and tangible result” test of State Street3, and returned to its own decades-old precedents from the Benson, Flook, and Diehr trilogy4 despite a tenfold increase in computer related patents and more than two decades of precedent from the us court of appeals of the Federal circuit (Fc), specifically chartered to handle patent cases.

bilski’s claims to a method of hedging risk were held as abstract and thus excluded from eligibility under the us patent act5. no concrete clarification was provided apart from reiterating the statutory categories of process, machine, manufacture, or composition of matter, and exclusions such as abstract ideas, natural phenomena, or laws of nature.

based on recent scotus trends, a complete rebuke of the “machine-or-transformation” (Mot) test, established by the Fc en banc majority in In re Bilski6, and clarification was expected. instead, the Mot test was simply relegated to its former status as “a useful and important clue, an investigative tool.” While the test provided some certainty, scotus confirmed that the subject matter door swings wide. in favoring a textual approach to the subject matter question over an easily circumvented pro forma test, scotus accorded with portions of the dissent in in re bilski delivered by now-chief Judge randall rader of the Fc.

the uspto has since published revised guidelines for public comment7 in the form of a memo8 from the acting associate commissioner for patent examination policy, robert bahr. a process claim lacking a “machine or transformation” can still be rejected unless the applicant can explain why the process is not abstract. if abstractions are avoided, most processes can be eligible, although novelty and non-obviousness hurdles must still be cleared. thus, while the Mot test remains in use for examination, cautious optimism should prevail.1 Bilski v. Kappos, 561 U.S. ____ (2010), Docket No. 08-964 decided June 28, 20102 35 U.S.C. § 273(a)(3), “business method” explicitly defined as a “method” under law specifying defenses to

infringement based on earlier invention.3 State Street Bank & Trust Co v. Signature Financial Group Inc., 149 F.3d 1368 (1998)4 Gottschalk v. Benson, 409 U.S. 63 (1972); Parker v. Flook, 437 U.S. 584 (1978); and Diamond v. Diehr, 450 U.S. 175 (1981) 5 35 U.S.C. § 1016 In re Bilski, 545 F.3d 943 (Fed. Cir. 2008),7 Notice and Request for Comments on “Interim Guidance for Determining Subject Matter Eligibility for Process

Claims in view of Bilski v. Kappos,” Department of Commerce, United States Patent and Trademark Office, [Docket No. PTO-P-2010-0067], 75 Fed. Reg. 43922, 27 Jul 2010

8 Interim Guidance for Determining Subject Matter Eligibility for Process Claims in view of Bilski v. Kappos, 27 Jul 2010, available at http://www.uspto.gov/patents/law/exam/bilski_guidance_27jul2010.pdf

Robert Lawrence Scott Registered U.S. Patent Attorney DID: +65 6428 9873 Email: [email protected] Web: www.twobirds.com ATMD Bird & Bird LLP is a Singapore law practice registered as a limited liability partnership in Singapore. The firm is associated with Bird & Bird, an international legal practice. It is solely a Singapore law practice and is not an affiliate, branch or subsidiary of Bird & Bird or Bird & Bird LLP.

Robert Lawrence Scott

26

NEws >>


A&O strengthens Saudi presence with lateral hireAllen&OveryhasrecruiteditsfirstSaudiArabianpartnerfromitsassociatefirm–AbdulazizAlGasimLawFirm(AAG)–foritsofficeinRiyadhinamovethatseekstointegratetheinternationaltransactionpracticeofAAGandstrengthenthefirm'sstandingintheregion.CorporatepartnerZeyadKhoshaim,whohasbeen

admittedtothebarinbothNewYorkandSaudiArabia,willcontinuetobebasedinAAG'sRiyadh'soffice.Hehassignificantexperienceincorporate,transactional,energyprojects,andcapitalmarketswork.A&Olauncheditsfourthofficeintheregionearlier

thisyear–inQatar–byrelocatingLondonrealestatepartnerRobertPorter.ItalsohasassociateofficesinAbuDhabi,DubaiandRiyadh.

Shearman King & Spalding

King & Spalding to open in Singapore, signals energy and arbitration pushKing&Spalding’snewSingaporeoffice,whichwillfocusonenergyandinternationalarbitrationwork,willbeboostedbyrecentlateralhireandinternationalarbitrationpartnerJohnSavage.SavagejoinsthefirmfromtheSingaporeofficeofUSrivalShearman&Sterling,wherehemostrecentlyservedasvicechairofinternationalarbitrationandheadofAsiadisputes.RobertHays,King&Spalding's

chairman,saidthefirm'sexpansionintoSingaporeisaperfectplatformforthefirmtopenetrateSouthEastAsia,AustraliaandIndia.

► LATERAL HIREsname Leaving going to Practice LocationAndrewLiu Salans ListerSwartz(inassociationwith

EdwardsAngellPalmer&Dodge)PE,Corporate HongKong

AntonyDapiran FreshfieldsBruckhausDeringer DavisPolk&Wardwell Corporate HongKong

AshishBhakta Kanga&Company ARALaw Infrastructure Mumbai

BonnieChan HongKongStockExchange DavisPolk&Wardwell Corporate HongKong

DenisBrock CliffordChance MallesonsStephenJaques Commerciallitigation HongKong

JohnSavage Shearman&Sterling King&Spalding Arbitration,Disputeresolution

Singapore

JonathanOlier CliffordChance White&Case International,M&A Singapore

JoyceNorcini HewlettPackardMENA NokiaSiemensNetwork GeneralCounsel Sweden

JoyciaYoung DLAPiper Clyde&Co IntellectualProperty MiddleEast

KellyAustin GeneralElectric GibsonDunn&Crutcher Corporate HongKong

LanHingLiew Rajah&Tann Baker&McKenzie.Wong&Leow Capitalmarkets Singapore

RoseZhu Allen&Overy K&LGates M&A,IPO,cross-border

Beijing

ShuangZhao SimpsonThacher Shearman&Sterling Corporate HongKong

SimonTay Various WongPartnership Environment Singapore

SusanDeng StandardCharteredBank(China)

MayerBrownJSM PRCemployment HongKong

ZeyadKhoshaim AbdulazizAlGasimLawFirm Allen&Overy Internationalprojects Riyadh

► RELocATIonsname Firm office going from office going to Practice GuyNorman CliffordChance London Dubai Corporate

SimonClinton CliffordChance Dubai Singapore Corporate

JosephBarbeau GibsonDunn&Crutcher PaloAlto HongKong Corporate

KateYin GibsonDunn&Crutcher LosAngeles HongKong Corporate

appointMents

► PRomoTIonsname Firm Promotion Practice LocationRafaelMorales SyCipSalazarHernandez&

GatmaitanManagingpartner Corporate,banking,

financePhilippines

John Savage

Rajah & Tan Baker & Mckenzie

Baker brings on another lateral in SE Asia to strengthen corporate practice AftertherecentlateralhiresofEmmanuelHadjidakis(fromAllen&Overy,Singapore)andMarkLim(fromAlbar&PartnerstoBaker'sMalaysianmemberfirm,Wong&Partners),Baker&McKenzieisseekingtostrengthenitscorporatepracticewiththehireofLanHingLiew.Liew,acapitalmarketsandM&Alawyer,joins

thefirmasapartnerfromRajah&Tan,whereshewasanequitypartnerandactedonanumberofhigh-profiledealsincludingrepresentingtheunderwritersonboththeYanlordLandGroupS$280mIPOandGenting'sS$350moffering.Liew'sappointmentbringsthe

totalnumberofpartnersatBaker&McKenzie.Wong&Leowto26.Asat1June2010,Bakershadatotalof232partnersacrosstheregion.

Salans Edwards Angell

Edwards Angell adds third partner in HK after Salans lateralAndrewLuihasjoinedEdwardsAngellPalmer&Dodge(EAPD)asthethirdpartnerinitsassociatedHongKongoffice,ListerSwartz.Lui,whowilljointhebusinesslawdepartment,

comestothefirmfromAndrewLui&CompanywhichhadservedasthelocalaffiliateoffFrenchfirmSalans.In2008,LuiwashandpickedfromPinsentMasonstoopenthefirm'sHongKongoffice–somethingwhichwasachievedayearlaterinmid2009.ListerSwartzwasopenedin

2008afterthemergeroftwosmallerHongKonglawfirms:MartinListerandSwartzSolicitors.

HP Nokia

In-house: Nokia Siemens hires HP MENA legal head for global GC role JoyceNorcinihasbeenappointedasNokiaSiemensNetwork'snewgeneralcounsel.Norcini,whowilljointhecompanyinearlyAugust,comesfromHPwhereshewasEurope,MiddleEastandAfricageneralcounsel.Inher13yearswithHP,Norciniadvisedona

widespecctrumofITandTMTmatters,andwasactivelyinvolvedintheplanningandimplementationonHP'smergerwithCompaqandthecompany'sacquisitionofEDS–twoofthelargestmergersintheITindustry.PriortohertimeatHP,Norcinistartedher

careerasaprosecutorwiththeOfficeofthe

Lan Hing Liew

andrew Lui

AAG Allen & Overy

NEws >>


DistrictAttorneyinNewYork,wentontoworkincommerciallitigation,andthenbecameanadvisortoPacificBell'stelecommunicationscompanies.Sirpa-HelenaSormunen,whohadbeenactingas

NokiaSiemens'generalcounselsincethedepartureofKirsiKomiearlierthisyear,willcontinueinherroleasheadoflegalandcompliance,CustomerOperations.

DLA Piper Clyde & Co

DLA loses chief to ClydesClyde&CohaspoachedDLAPiper'sheadofintellectualproperty(IP)fortheMiddleEast,SouthAsiaandAfricaregion,JoyciaYoung,tojoinitsMiddleEastIPGroup.Young'sprincipleareasofpracticeareintellectualpropertyandfranchisingandshewillbeworkingcloselywithClyde&Co'sheadofIP,RobSeans.Namedasa''foremost

legalpractitioner'intheareaoffranchisinginboth2009and2010byTheInternationalWho'sWhoofFranchiseLawyers,Young'sdefectionisthelatestblowtoDLA'smountingexodusofseniorpartnersandlawyersleavingthefirmintheMiddleEastandAsia-Pacificregion.Earlierthisyear,DLAPiperlostitsSingapore

managingdirectorofeightyears,DesmondOngtoUK-basedlawfirmEvershedsasitopensitssecondEastAsianoffice.

Clifford Chance

CC focuses on Middle East corporate practice with senior secondment London-basedpartnerGuyNormanwillbemovedtoCliffordChance'sDubaiofficeinOctoberthisyearasthefirmlookstobuilditscorporatepracticeintheGulfregion.Norman'ssecondmentfollowstherecentrelocationsofNigelWellingsandTimPlewstoDubaiandRiyadhrespectively.HewillarriveinDubaimonthsbeforepresent

headofcorporatepracticeMiddleEast,SimonClinton,movestoSingaporeatthestartof2011.Norman,whohasbeenapartneratCliffordChancesince1998,specialisesincorporatefinance,M&Asandtakeovers.Clintonwillcontinuetoleadthefirm'ssovereignwealthsectorgroup.Meanwhile,Normaniswidelytippedtoreturn

fromtheMiddleEastintoamanagementroleatCliffordChanceafterafewyears.

Kanga & Co ARA Law

Mumbai firm boosts infrastructure practice with partner hire Mumbai-basedboutique.lawfirmARALawhasaddedanewpartner,AshishBhakta,tostrengthenanddevelopitsinfrastructurepractice.Bhaktawaspreviouslylinkedwithoneofthe

oldestlawfirmsinIndia,Mumbai-basedKanga&

Co,andhasover10yearsofexperienceinthelegalindustry,workinginarangeofpracticeareas–mostsignificantly,infrastructure.BhaktawillbeARA'sthirdpartnerandatleast

oneformerKanga&Coassociateislikelytojoinhimbytheendofthisweek.Bhaktasaidhispracticewillbefocussedon

infrastructureandsecuritiesrelatedlitigation

Simpson Thacher Shearman & Sterling

Shearman & Sterling takes on Simpson Thacher capital markets counsel Shearman&SterlinghasaddedanotherpartnertoitsHongKongoffice,itsthirdpartnerthisyear–furtherbolsteringthefirm'scapabilitiesinGreaterChina.ShuangZhao,aNewYork-qualifiedspecialistonsecuritiesofferingandM&Atransactions,isalateralhirefromtheHongKongofficeofSimpson&Thacher.ZhaowilljointheShearmanandSterlingGreater

ChinacorporateteamledbyAsiamanagingpartnerMatthewBersani,headofChinapracticeLeeEdwardsandheadofHongKongpracticecolinLaw.ShewilbeworkingwithcapitalmarketspartnersKyungwonLeeandAlanSeemaswellasM&ApractitionersGregPuff,HuangLing,PaulStreckerandPeterChen,whojoinedthepartnershipearlierthisyear.ColinLawwillspearheadthefirm'sHongKongpractice.

In-house Mayer Brown JSM

Mayer Brown JSM foresees more PRC employment work with new hire MayerBrownJSMhasenhanceditsofferingswiththeadditionofPRCemploymentspecialistSusanDeng,previouslyaseniorlegalcounselofStandardCharteredBank(China)inShanghai.PriortojoiningStandardChartered,DengworkedatJunHeandTransAsiaLawyersinShanghai.Shealsohadfiveyearsofexperienceworkingasarbitrator&deputydivisionchiefoftheJiangsuProvincialPersonnelDepartment.InhernewpositionwithMayer

BrownJSM,DengwillworkintheHongKongofficefor10monthsbeforerelocatingtoShanghaitoleadtheemployment&benefitspracticeinChina.Aroundthesametimelastyear,thefirm

appointedPRCqualifiedemploymentlawyerZhouLihuiasforeigncounselfromMinterEllison.

White & Case

Sixth counsel added to White & Case Singapore White&CasecontinuesitsgrowthstrategyinAsia,addingsixlawyersinasmanymonthstotheSingaporeoffice.JonathanOlieristhelatesthire,joiningtheglobalmergers&acquisitionspracticeascounselinSingapore.FormerlywithCliffordChance,Olierspent11years

workingonabroadrangeoftransactionsinvolvingcross-borderM&A,sovereignwealth,privateequity,restructuringsandjointventures–inparticularwithintheinfrastructure,banking,telecom,realestateandoil&gassectors.SinceJanuary,thefirmhas

addedfivelawyersinSingapore,includingIPlawyerDavidLlewelyn,internationalarbitrationpartnerAlokeRayandlocalpartnerNandakumarPonniya.Theofficewasalso

strengthenedbytheadditionofthreecounsels:IndonesianspecialistCharlieWilson,investmentfundslawyerEmilyLowandpromotedcapitalmarketslawyerSinTeckLim.

Academia WongPartnership

WongPartnership builds team as competition for ‘green’ work heats up WongPartnershiphasappointedSimonTayasaseniorconsultanttoitsenvironmentalandgreeneconomyandregionalcorporate/M&Apractices.Tay,whoiswellknownforhisworkon

environmentallawandinternationalpubliclaw,advisesmultinationalcorporationsandgovernmentsonregionalbusinessinvestmentsaswellassustainabilityandenvironmentalissues.Hecomestothefirmafterawealthofprivate

sectorexperienceandacademicexperience.TayisthecurrentchairmanoftheSingaporeInstituteofInternationalAffairs(SIIA)andholdsateachingpositionininternationallawandpublicpolicyattheNationalUniversityofSingapore’sLeeKwanYewSchoolofPublicPolicy.From2002to2008hechairedtheNationalEnvironmentalAgency,themainregulatorforenvironmentalprotectioninSingapore.WongPartnershipwasthefirstlocallawfirm

inSingaporetolauncha“green”practicegroup.Throughthisgroupformedlastyear,thefirmhasalreadyadvisedEPURONonitsinvestmentsinrenewableenergyprojectsinAsia,andKeppelCorporationinitsJVtodevelopaneco-cityinTianjin.

Susan deng

Jonathan Olier

Shuang Zhao

Joycia Young

NEws | news >>

28 asian legal business issue 10.9

Profile INTA

thousands gather in boston to learn, network and advance their careers in trademark law

The International Trademark Association (INTA), a global association that works to support and advance trademarks and intellectual

property as elements of fair commerce, held its 132nd Annual Meeting in Boston, MA. A total of 8,435 attendees from around the globe traveled to the historic city in May to participate in the largest gathering of trademark and intellectual property professionals in the world.

The Meeting featured five days of educational sessions, discussion forums, guest speakers and networking receptions geared to promote the interests of trademark owners and to help advance the attendees’ professional careers.

Kicking off the event was the Opening Ceremony where INTA President Heather Steinmeyer welcomed the audience and spoke about both the challenges and benefits that social media brings to brand owners.

“Web 2.0 has unprecedented reach and impact on brands,” she said. “Retaining customers requires new skills.” Social media, she noted, encourages brand owners to be more creative when marketing to their customers. “Big business can be personal again.”

CEO of Mandalay Entertainment Peter Guber was the Opening Ceremony’s keynote speaker. Guber told the audience that the power of brands is the stories behind it, and really good brands make an emotional impact on their clients. “Think of them as your audiences, not customers,” said Guber.

This Annual Meeting also introduced a number of new programs and events. For the first time, in house practitioners attended a half-day workshop that provided information

to help meet their specific corporate needs. Attendees gained valuable insight from the interactive sessions “Africa: What You Need To Know” and “The Life Cycle of a Brand.” Alexander McGillivray the General Counsel of Twitter, Inc. gave a speech discussing how Twitter.com has evolved over time and encouraged brand owners to contact him if there are concerns about the way that their trademarks are being used on the site.

Adjunct professor and student attendees enjoyed their own tailored program through the Annual Meeting’s first Academic Day, which began with the Trademark Scholarship Symposium and concluded with the Academic and Young Practitioner Happy Hour, an opportunity for the Academic Community and young practitioners to network and learn from one another.

One of the major highlights of the Annual Meeting was the signing ceremony between INTA and the China State Administration for Industry and Commerce (SAIC). Heather

Steinmeyer and An Qinghu, Head of the International Affairs Department at SAIC, signed a Summary on Further Enhancing Cooperation between the two organizations.

“It was an honor to have this ceremony at our Annual Meeting, as it was the first signed agreement between SAIC and an association,” said Steinmeyer. “It reflects both INTA and the SAIC’s strong commitment to work together to further protect trademarks in China.”

The Annual Meeting concluded with a Grand Finale at Boston’s Museum of Science. For one last time in the city, guests networked with their colleagues before heading home. The crowd mingled in the midst of live presentations that featured man-made lightening, IMAX shows of sharks and exhibits that showed evolution of household products. Shortly afterwards, friends parted ways and promised to reconnect at the next INTA Annual Meeting, which will take place in San Francisco on May 14-18, 2011.


NEws | news >>


Firm Profile ICFE Group of Companies

Fcpa and internal controls

The Foreign Corrupt Practices Act of 1977 (FCPA) was enacted for the purpose of making it unlawful for certain classes of persons and entities to make

payments to foreign government officials for the purpose of obtaining or retaining business. The FCPA also requires companies whose securities are listed in the United States to meet its accounting provisions. These accounting provisions, which were designed to operate in tandem with the anti-bribery provisions of the FCPA, require corporations covered by the provisions to (a) make and keep books and records that accurately and fairly reflect the transactions of the corporation and (b) devise and maintain an adequate system of internal accounting controls.

Notwithstanding the very real possibility that public accounting firms may be tempted to see this as yet another lucrative business opportunity after the good run on the SOX program, compliance to the accounting provisions is now turning out to be a real challenge for these organizations.

Internal controls have three main objectives:• To promote effectiveness and efficiency of

operations• To ensure reliability of financial reporting

• To maintain compliance with applicable laws and regulationsThe truth is there’s much more to Corporate

Fraud than strengthening the system of internal controls. For starters, there is no such thing as a perfect system of internal controls. That being the case, no amount of internal controls can prevent corporate fraud. Moreover, there are inherent limitations with internal controls.• Errors that arise from misunderstanding of

instructions, mistakes of judgment, fatigue, etc.• Controls that depend on the segregation of

duties may be circumvented by collusion• Management may override the structure• Compliance may deteriorate over time

given the above, how do organizations go about meeting the accounting requirements of FCPa?

The key to compliance is to be able to document and evaluate the system of internal controls in an objective manner. This is a skill set that is unfortunately not particularly well reflected in the working papers of some accounting firms. This lack has nothing to do with knowledge but time.

As a matter of necessity, to optimize profit margins, accounting firms churn out audit reports within the shortest possible time. The

consequence is that systemic risk may not be noted in the course of the annual audit cycle and this is where opportunity presents itself to the corporate fraudster.

To meet the accounting requirements of FCPA, organizations should consider doing its own FCPA compliance program by attending ICFE-CG’s Internal Control Masterclass. In this training, participants will be taught the SEATA™ approach to documentation and system evaluation to meet FCPA’s requirement. This is a much more cost effective approach and a longer term solution in meeting FCPA’s requirements that is not going away anytime soon.

Stanley Chia

Tommy Seah

By Certified Fraud Examiners Tommy Seah & Stanley Chia ICFE Group of Companies Unit 19, 21/F, The Center 99 Queen’s Road Central, Central, Hong Kong Tel : +852 3478 3864 Fax : +852 3496 7000 Email : [email protected] www.icfe-cg.com.hk


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30

FEaTURE | ALB Hot 100 >>



From Abu Dhabi to Auckland and Sydney to Shanghai, ALB’s editorial team has had a busy month pouring over the wealth of lawyers who have set our newsroom abuzz over the past year. In this year’s ALB HOT 100 we have again catalogued the feats of those who have risen above the rest in the most challenging of years for legal markets across Asia.

Now in its seventh year, ALB’s HOT 100 provides an (admittedly subjective) overview of the past year, listing those lawyers that have turned heads – due to outstanding performance in their field, courting controversy, pioneering a path for rest of the profession, or simply being at the centre of things. Let’s remember: winning the game is not the be all and end all; it’s the style, poise, and class with which you play that counts

FEaTURE | ALB Hot 100 >> FEaTURE | ALB Hot 100 >>


Technically brilliant and blessed with bountiful PR savvy, these are the lawyers who have led their practice groups on some of the year’s most outstanding transactions, cases and deals

THE

RA

INM

AK

ERS

:

why hot:RetainedbyoustedThaiPrimeMinisterThaksinShinawatrato“restoredemocracy”inthetroubledKingdom,Amsterdam&Peroffplayedakeyroleinsupportingthe‘redshirt’movementinThailand.Thefirmhasmadeanameforitselfhandlingcomplexmulti-jurisdictionallitigation,commercialarbitrationandpoliticaladvocacyintryingemergingmarkets.PastclientsincludeSingapore’sDrCheeSoonJuanandNigeria’sformerministerofAbuja,NasirEl-Rufai.

name: Robert Amsterdam Title: Founding partnerFirm: Amsterdam & PeroffLocation: Canada

why hot:TosaythatLi’sdefectionfromCliffordChancetoKing&Woodturnedheadswouldbeanunderstatement.ThemanwhowasleadpartnerondealssuchastheproposedChinalco-RioTintomergercitedthedifficultiesthatforeignlawfirmsfaceintermsofgrowingtheirmainlandpresenceasthemaintriggerbehindhismove.Willevenmorenowfollowhislead?

name: Rupert LiTitle: International managing partnerFirm: King & WoodLocation: China

why hot:PeckwasLee&Ko’sleadlawyeronwhatisbeingdubbedthe‘dealofthecentury’−theUS$40bnsuccessfulbidbyaKEPCO-ledconsortiumtodeliverfour1400MWreactorstotheEmiratesNuclearEnergyCorporationby2020.Lee&KowassolecounseltotheKEPCOconsortiumonthedeal,whichcouldseethecompanydominatetheindustryintheyearsahead.

name: Peck Jong KwanTitle: PartnerFirm: Lee & KoLocation: Korea

why hot:HeadoftheBaker&McKenziememberfirm’scapitalmarketsandM&Apracticegroups,Hadinotohasworkedonsomeofthecountry’slargestdealsofthepastyear,includingtheNorthstarRestructuringandtheRepublicofIndonesiaUSDsukuk.ThesedealsensuredthefirmretaineditsholdovertheIndonesianDealFirmoftheYearawardattheALBSEAsiaLawAwards2010.

name: Tuti Dewi HadinotoTitle: Co-founding partnerFirm: Hadiputranto, Hadinoto & PartnersLocation: Indonesia

why hot:BelievedtobeoneofthefinestdealmakersintheMalaysianlegalservicesmarket,Lohworkedonsomeofthefirm’slargestandmostprominentdealsoverthelast12months,includingthePetronasJumbosukukandmanymore.Theimpressivemandatesthatthefirmworkedonin2009sawittakehomethecovetedMalaysianDealFirmoftheYearawardattheALBSEAsiaLawAwards2010.

name: Loh Mei Mei Title: PartnerFirm: Zul Rafique & partnersLocation: Malaysia

why hot:Oneofthemostsought-afterforeignattorneysinKorea,ShinisnotedforhisexpertUSlawadviceonsomeofthecountry’slargesttransactions.Overthepast18months,hehasadvisedonanumberofcapitalmarkets,M&Adealsandcorporatedeals,inadditiontoprovidingadviceonantitrustandcompetitionlawissues.

name: Luke ShinTitle: Foreign lawyerFirm: Kim & ChangLocation: Korea

why hot:AkaiagaintookouttheInternationalDealmakeroftheYearawardattheALBJapanLawAwards2010forhiscounselonsomeof2009’slargesttransactions,includingboththeNikkoAssetManagement&NikkoCitiTrustSaleandthePanasonic-SanyoElectricmerger–bothjointwinnersoftheM&ADealoftheYear.

name: Izumi AkaiTitle: Co-head of Japan practiceFirm: Sullivan & CromwellLocation: Japan

why hot:FormerUSvicepresidentandclimatechangecrusaderAlGoremeritsinclusioninthisyear’sHot100forhischallengetolawyersattendingthisyear’sIPBAannualconferenceinSingaporetohavethe‘moralcourage’tofightagainstglobalwarming.InGore’skeynoteaddresshesaid:“Whenthemountainglaciersaregoneandthere’sclimaticchaos,thenextgenerationofourswillbeasking‘Whatwereyouthinking?Didn’tyouhaveanylawyers?’”Gorehasbeencampaigningtirelesslytoensurethatclimatechangeissuesfinda‘happyending’.

name: Al GoreTitle: Climate change crusaderLocation: US

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

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why hot:OneofthemostrespectednamesonthedisputeresolutionsceneinHongKong,Gallandhiseponymouslynamedfirmcontinuetogofromstrengthtostrength.Thefirm’smodel,whichispremisedonhandlingcontentiousconflictwork,provedimmenselysuccessfulandlaysoutablueprintforotherlawfirmslookingtodothesame.

name: Nick GallTitle: Managing partnerFirm: Gall Location: Hong Kong

why hot:AfterdepartingAmarchand&Mangaldastwoyearsago,thehusbandandwifeteamofElka&MPBharuchahavedevelopedtheirfirmintooneofthecountry’smostexcitingmid-sizedfirms.Withanimpressivenumberofmandates,thefirmplanstoexpanditsheadcountaggressivelyoverthenextyear,andhasjusttakenupnewofficespaceinMumbai.

name: Alka Bharucha Title: Co-managing partnerFirm: Bharucha & Partners Location: India

why hot:Althoughthefirm’sfinancialstookabatteringalmosteverywhereacrosstheglobeduringtheGFC,Asiatoldadifferentstory.UnderDaCosta’sleadership,thefirmsawa21%improvementonitsrevenues,takinginclosetoUS$86m.

name: Alastair Da CostaTitle: Managing partner, AsiaFirm: DLA PiperLocation: Hong Kong

why hot:ThecharismaticandurbaneIshigurowasrewardedforhiscounselonsomeofthecountry’slargestdealsbytakinghometheawardforJapaneseDealmakeroftheYearattheALBJapanLawAwards2010.Ishiguro’sMori&Hamadaplayedaroleonmostofwinningdeals,includingtheEquityMarketDealoftheYear,theM&ADealsoftheYear,theTMTDealoftheYearandtheJapaneseDealoftheYear.

name: Toru IshiguroTitle: Of counselFirm: Mori Hamada & MatsumotoLocation: Japan

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why hot:KochharremainstheonlypracticinglawyertohavebeenawardedtheRajivGandhiAwardfor“YoungAcheiver&Entreprenuer”–evidence,accordingtomany,thathepossessesalevelofbusinessacumenthatfewMPsinIndiacanmatch.Underhisleadership,thefirmstruckatripartitealliancewithSaudifirmDrKhalidAlnowaiserandUAE-basedMIOAdvocates.ExpectthefirmtoannounceasimilararrangementwithaKuwaitlawfirmshortly.

name: Rohit Kochhar Title: Chairman & managing directorFirm: Kochhar & Co Location: India

why hot:OkadaischargedwithanchoringNishimura’sfirstoverseasofficeafterthefirmopenedinBeijingearlierthisyear.ThefirmalsoestablishedanalliancewithfellowJapanesefirmSogyuUryu&ItogainDecember2009.

name: Saori Okada Title: PartnerFirm: Nishimura & AsahiLocation: Beijing

why hot:AldrichhasbeenonsecondmentwithlocalMongolianlawfirmGTsAdvocatesforthelasttwoyearsandwillnowbecomethefirm’sresidentpartnerafterthetwofirmssealedanallianceagreement.ThearrangementmeansHogansLovellsistheonlyinternationalplayerwithapresenceinthenaturalresources-richcentralAsianstate.

name: Michael AldrichTitle: Resident partnerFirm: Hogan LovellsLocation: Mongolia

name: Vincent ConnorTitle: Managing partner AsiaFirm: Pinsent MasonsLocation: Hong Kong

name: Mohan PillayTitle: Managing partnerFirm: Pinsent Masons MPillayLocation: Singapore

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why hot:Whenthetwoannouncedthattheywereformalisingtheirde-factorelationshipbyenteringinajointlawventure,fewweresurprised.Butmanyweretakenabackbythedepthofthetiesbetweenthetwofirms.Aspartofthealliance,MohanPillaywillbecomeapartneratPinsentMasons,whileMPillayequitypartnerChrisChongwillbecomeaconsultantattheUKfirm.ThemodelmayjustreinvigoratetheflaggingJLVmodel

name: Carol HallTitle: Hong Kong managing partnerFirm: WalkersLocation: Hong Kong

name: Guy LockeTitle: Managing partner, AsiaFirm: WalkersLocation: Hong Kongo

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why hot:ThedepartureofHughO’Loughlintothefirm’sJerseyofficehasseenoffshoreplayerWalkersreshuffleitsAsianmanagement.Aspartofthisprocess,Locke,formerlyheadofthefirm’sinsolvencyandcorporaterecoverygroup,waselevatedtotheflagshiproleofAsiamanagingpartner,whileHall,currentheadofinvestmentfundsinHongKong,wasmadeheadofthefirm’ssizeableoffice.

why hot:Therecipientofthe‘ManagingPartneroftheYear’awardattheALBChinaLawAwards2010,WangLinghasenjoyedarecentperiodthathasbeenimmenselysuccessfulforherfirm.Inadditiontoactingonanumberofhigh-profiledeals,thefirmsecuredantitrustapprovalsforthePfizer-WyethandFiat-ChryslermergersinadditiontoadvisingonthecontentiousWahahaDanonesettlement.

name: Wang LingTitle: Managing partnerFirm: King & WoodLocation: China

why hot:Inalegalservicesmarketwhichtendstobemoreinsularthaninternational,Azmihasbrokenthemold.Earlierthisyear,thefirmnotonlyannouncedthelaunchofadedicatedChinadesk,butalsothatithadstruckastrategicalliancewithlocalPRCfirmZhongYintocollaborateontheburgeoninglevelsoftwo-wayinvestmentbetweenMalaysiaandChina.

name: Azmi Mohd AliTitle: Managing partnerFirm: Azmi & AssociatesLocation: Malaysia

why hot:Oneofthefirstlawfirmstobelistedonastockexchange,ILHsawa44%increaseinnetafter-taxprofitforFY2010–intheblackbyA$853,000.Fowlerpredictsmoreofthesamefortheyearahead.Thecompanydeclaredfullyfrankeddividendsof0.75centspershareforFY2010,havingpaidaninterimdividendof0.25centsfullyfrankedinApril2010.

name: Graeme FowlerTitle: Managing directorFirm: Integrated Legal HoldingsLocation: Australia

name: Ian WilliamsTitle: PartnerFirm: Blake DawsonLocation: Australia

name: Natsuko OgawaTitle: Tokyo office headFirm: Blake DawsonLocation: Japan

why hot:ExhibitingthesamespiritforexpansionasitsAussiecounterpartBlakeDawson,KiwifirmKensingtonSwanbecamethefirstNZfirmtoentertheMiddleEast.Theoffice,whichwillbemannedbyfourlawyersinadditiontoLowcay,willtargetgovernmentmandatesaswellasprivateclientsandoutboundworkintoAustralasia.

name: Quentin LowcayTitle: Abu Dhabi office headFirm: Kensington SwanLocation: Middle East

name: Glenn HaleyTitle: Managing partnerFirm: Haley & Co in association with Clayton UtzLocation: Hong Kong

name: Colin DoddTitle: PartnerFirm: Haley & Co in association with Clayton UtzLocation: Hong Kong

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why hot:InopeninganofficeinJapan,BlakeDawsonbecamethefirstAustralianlawfirmtoentertheJapaneselegalservicesmarket.Theoffice,whichwillfocusonassistingJapaneseclientsintheirinvestmentsinAustraliaandsoutheastAsia,willbeledbyAsiainternationalpartnerNatsukoOgawaandformerAustralianinternationalrugbyplayerIanWilliams.

why hot:WhenthefirmopenedinHongKong,ClaytonUtz’sthenchiefexecutivepartnerwasforcedtodefendthemoveinthefaceofcriticismthatitrepresenteda‘strategicu-turn’giventhatthefirmhadresistedinternationalexpansionforthelongesttime.ButinHaleyandDodd,thefirmhasthemanpowertomaketheventureasuccessfulone.HaleycomestothefirmfromlocaloutfitDeacons,wherehewasthatfirm’sheadofdisputes.DoddhasalsobeenbasedinHongKongforanumberofyears.ItisworthnotingthatasClaytonUtztakesitsfirstbaby-stepsintoAsia,itsAustraliancounterpartMallesonsiscelebratingthe20thbirthdayofitsHongKongoffice.



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why hot:Consideredtobeonthefirm’sbrighteststars,Kapoor’snetworksandcontactsinthesubcontinentrundeepdespitehisrelativelytenderage.Overthepastyear,KapoorhasactedonsuchdealsasRelianceIndustries-ReliancePetroleumUS$1.7bnmerger,ICICIBank’sUS$750mbondofferingaswellasMorganStanleyInfrastructurePartners’investmentinAsianGenco.WatchfortheUSfirm’sIndiapracticetoreallytakeoffintheyearaheadunderKapoor’sguidance.

name: Kirtee KapoorTitle: Partner & head of India practiceFirm: Davis PolkLocation: Hong Kong

why hot:Whetherthefirm’sdecisiontoopenofficesinAustraliaisprudentisunderdebate,butthefactisthatitisthefirstandonlyAsialawfirmtoopeninSydneyandMelbourne.ThelastfewyearshavebeenmarkedbytheinexorabledeclineofthefirmasaforceintheMalaysianlegalservicesmarketandthefailureofitsMiddleEastexperiment.

name: Dato’ Dr Nik Norzrul ThaniTitle: ChairmanFirm: Zaid Ibrahim & CoLocation: Malaysia

why hot:Appointedtothefirm’sinternationalmanagementcouncil,Rapinetwillberesponsiblefordrivingstrategicdirectionandmanagingalloperationsincludingclientandbusinessdevelopment,financialandoperationalaffairs,implementationoffirmpolicies,practicemanagementandexpansionandregionalmanagementandexpansion

name: Crispin RapinetTitle: Asia and Middle East regional managing partnerFirm: Hogan LovellsLocation: England

why hot:GarriguesbecamethefirstmajorSpanishfirmtooutlineitsdesiretocaptureashareoftherapidly-growingIndianlegalservicesmarketafterannouncinganon-exclusivetieupwithIndianlawfirmDuaAssociates.ThearrangementisthefirstofitskindbetweenaSpanishandIndianlawfirmandgivestheSpanishgiantaclearedgeofitscompetitors.

name: Sergio Sanchez SoleTitle: Head of India deskFirm: GarriguesLocation: Spain

why hot:Li’sfirmisthefirstHongKonglawfirmestablishedbyaPRClawyer.LihimselfisadmittedtopracticeinHongKong,theUSandUKandisknownforhisexpertiseinassistingPRCandHongKongcorporationstolistontheHKexandraisefundsthroughthecapitalmarkets

name: Robin LiTitle: Managing partnerFirm: Li & PartnersLocation: Hong Kong

name: Rohan Pradeep ShahTitle: Managing partnerFirm: Economic Laws PracticeLocation:India

why hot:Thepastyearsawtremendousgrowthforthisup-and-comingIndianlawfirm.UnderShah’sastuteguidance,thefirm,whichenjoysapreferentialreferralarrangementwithPinsentMasons,sawitsrevenuesandheadcountswellbymorethan40%onthebackofstrongdemandinitscoreareasoftaxation,commercialandregulatorywork.

why hot:It’sbeenalonger18monthsforTonyHollandthanithasbeenformostotherlawyersacrosstheregion.HollandjoinedDLAPiperfromMallesonsin2008andwasinstalledasthefirm’sDubaimanagingpartner.Whatensuedwas,toputitlightly,anannushorribilusinwhichthefirmrapidlylostcloseto30%ofitsheadcountinDubaithroughlayoffsandpoorrevenuefigures.Lastyear,HollandlefttheGulfboundforthefirm’sAustralasiaalliancepartner,DLAPhillipsFox,wherehenodoubthopesthatgoingwillbealittleeasier.

name: Tony HollandTitle: Chief executiveFirm: DLA Phillips FoxLocation: Sydney

why hot:Managingpartnerofthefirm’sTokyoofficeforthelasttwoyears,SokoloffwaselevatedtothetopregionalpositionearlierthisyearwhereshewilljoinAlanSchiffman.Thepairarechargedwiththetaskofintegratingthefirm’sAsianoperationsmorecloselywithitsotherinternationaloffices.

name: Audrey SokoloffTitle: Joint managing partner, AsiaFirm: SkaddenLocation: Japan

why hot:Lateralhiresdon’tcomemuchbiggerintheGulfthananAlTamimiofficehead,andinAhmedAnani,formerlyheadoftheGulfheavyweight’sQataroffice,Lathamshavepulledoffsomethingofacoup.Anani,whosemoveisstillsubjecttoregulatoryapprovals,willjoinLathamslaterthisyearasapartnerinitscorporatepractice.

name: Ahmed AnaniTitle: PartnerFirm: Latham & WatkinsLocation: Doha

why hot:SandrasegaradepartedDrew&Napierforfellow‘bigfour’playerWongPartnershipearlierthismonthafter17yearswiththefirmThemove,whichissurelyoneoftheLionCity’smosthigh-profilelateralmovesinrecentmemory,issuretosendshockwavesthroughDrew&Napier.NotonlyhavetheylostapartnertoafiercerivalbuttheywillalsohavetodowithoutSandrasegara’sinsolvency&restructuringprowess.InjoiningWongPartnership,Sandrasegarawillalsobeabletolinkupwithhisolderbrother,Dilhan,beforethelatterheadsofftotakeupanexecutivepositionwithTemasek(seep42formore).

name: Manoj SandrasegaraTitle: PartnerFirm: WongPartnershipLocation: Singapore

why hot:Ithasbeenaneventful12monthsforAllen&Overyintheregion.UnderBrown’sguidancetheMagicCirclefirmmadetheunprecedentedmoveofopeningofficesinSydneyandPerth,expandeditsSouth-EastAsianfootprintbyopeninginIndonesiathroughanassociatefirm,andpostedbetterthanexpectedfinancialsforthelastFY.

name: Thomas BrownTitle: Managing partner AsiaFirm: Allen & OveryLocation: Hong Kong

name: David DoranTitle: Partner & chairmanFirm: DFDL MekongLocation: Thailand

name: Marcus CollinsTitle: PartnerFirm: DFDL MekongLocation: Thailand

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why hot:WhilethelegalworldwasfocusingonthehighlypublicisedmergersbetweenNortonRoseandDeacons,andLovellsandHogan&Hartson,twosmallerfirmsinSouth-EastAsiawerefinalisingthetermsoftheirownunion.IndochinalawfirmDFDLMekongfinaliseditsmergerwithBangkok-basedMcEvily&CollinsinJanuary,andwhilenotexactlyonthescaleofaglobalmerger,aftersubsumingtheMcEvily&CollinsbrandinThailand,thelawfirmneverthelessgainedanewofficeinPhuket,twonewpartnersand15lawyers.Itnowhas90lawyersandprofessionalsacrosseightoffices.WithofficesinCambodia,Laos,Vietnam,ThailandandMyanmar,DFDLiswellonitswaytobecomingthefirsttrulypan-ASEANlawfirm.Willtheirexamplebefollowed?



Firm ProfileMori Hamada & Matsumoto

The first case testing Article 21-2 of Financial Instruments and Exchange Law is currently on trial in the Supreme Court of Japan. This is

the Livedoor Case. The Supreme Court is expected to render judgment soon and it will have substantial and important impact on various investors including buyers seeking M&A opportunities.

1 OUTLINE OF aRTICLE 21-2Article 21-2 was enacted recently to reduce the difficulty faced by investors who suffered loss caused by material misstatement of disclosure documents in claiming damages from the issuer.(1) PlaintiffPlaintiff is an investor who purchased securities in the market during the period of material misstatement. The issuer’s liability is strict liability and a “no-fault” defense is therefore not available under the law.

(2) Ceiling of damage amountArticle 21-2 imposes a ceiling for the measure of damages. The ceiling is the purchase price less the sale price after public notification of the misstatement.

(3) Presumption of damage amountIf the fact of misstatement is publicized by the issuer or someone who has authority pursuant to Japan’s laws and regulations, the plaintiff can make use of the statutory “presumption of damage amount”. The presumed amount of damage is the deference between one-month average of market price before and after publication date.

(4) Reduction of Presumed damage amountThe defendant may ask for reduction of the presumed damage amount by establishing that the fall in share price resulted, in whole or in part, from any cause other than the publication of the fact of the misstatement. Where the presumed damage amount is reduced, the court shall order the defendant to pay the investor the lesser of the reduced presumed damage amount and the ceiling amount.

2 THE LIvEdOOR CaSEIn January 2006 the fact of material misstatements in Livedoor’s past disclosure documents was publicized with the result

of an immediate share price drop from around JPY 700 to 100. Numerous Japanese institutional investors who suffered damage filed suites against Livedoor.

Institutional investors who filed suites against Livedoor through trust banks include Public Pension Funds (Government Pension Investment Fund and most of the major public pension funds), Major Financial Institutions (Japan Post Insurance, Japan Post Bank, major insurance company) and Mutual Funds. The amount of claim filed by investors who purchased Livedoor shares through primary and secondary market is assumed to be around 78 billion JPY compared with Livedoor’s Consolidated Net Asset 194 billion JPY.

As to Individual Investors’ suites including more than 3000 individual plaintiffs, in June 2009, Tokyo District Court rendered a judgment of (i) 67% reduction of presumed damage amount and (ii) 7.3 billion JPY of damage to be paid to individual investors (claimed damage amount was 23 billion JPY).

As to the suites concerning Institutional Investors including Public Pension Funds and Major Financial Institutions as plaintiffs who are represented by Mori, Hamada & Matsumoto, in June 2008, Tokyo District Court rendered a judgment of (i) 30% reduction of presumed damage amount and (ii) allowed 9.5 billion JPY of damage (claimed damage amount was 10.9 billion JPY). Livedoor appealed and in December 2009, Tokyo High Court rendered a judgment of (i) 10% reduction of presumed damage amount and (ii) increased the damage amount up to 9.9 billion JPY. Livedoor appealed and the Supreme Court is expected to render judgment soon.

3 ImPLICaTIONS(1) Investors who suffered damageAfter the enactment of Article 21-2, the legal situation changed and it became much easier for investors to recover damage caused by material misstatement. This change will give some impact on fiduciary investors because once a material misstatement of a portfolio company is publicized and some investors file suites, other investors who owe a fiduciary duty will likely take the same action to protect the interests of beneficiaries such as pensioners, beneficiaries of mutual funds and insurance, and shareholders. In such a case the fiduciary investors should carefully prepare for the litigation because

the choice of legal strategy may result in a substantial difference of judgment including a difference of reduction rate. In addition the time necessary for the suite does not necessarily work against the plaintiff because 5% of statutory interest is accrued until the defendant pays the damage amount.

(2) Investors seeking new investment opportunitiesAfter the publication of a past material misstatement by a listed company, the share price may as a result drop drastically leading to investment opportunities for potential new investors. Nevertheless potential investors will need to carefully estimate (i) the amount of damage, including the expected accrued interest, (ii) possibility of delisting, administrative and criminal sanctions, and (iii) the certainty of separation of contingent liabilities in case of investment in subsidiaries.

Both investors who suffered damages and those seeking new investment opportunities in the situation of publication of past material misstatement will need to carefully evaluate the legal impact caused by the Article 21-2 considering the imminent judgment to be rendered by the Supreme Court in the Livedoor case.

Hisao Saito, partner Mori Hamada & Matsumoto tel: 81 3 6212 8336 (direct) fax: 81 3 6212 8236 email: [email protected]

civil sanctions for Misstatement of disclosure documents in Japan: imminent supreme court Judgment


Hisao Saito

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why hot:AfterbeinghandpickedbySalanstolaunchtheirHongKongofficeonlyayearago,LuijumpedshiptotheHongKongassociatedofficeofEdwardsAngellPalmer&Dodgeandindoingsobecamethatfirm’sthirdHongKong-basedpartner.

name: Andrew LuiTitle: PartnerFirm: Lister Swartz in assoc with Edwards Angel Palmer & DodgeLocation: Hong Kong

why hot:PickedtoleadAllen&Overy’sJakartapresence,theformerBaker&McKenzie(Hadiputranto,Hadinoto&Partners)energy,infrastructure&projectspartnerwillbehopingtoconsolidatetheMagicCirclefirm’salreadystrongpositioninthearchipelago.

name: Daniel GintingTitle: PartnerFirm: Daniel Ginting Law Firm Location: Indonesia

why hot:SavagetradedlifeatShearman&Sterlingasvice-chairofinternationalarbitrationandheadofAsiadisputestohelpanchorKing&Spalding’snewSingaporeoffice.SavageisadisputeresolutionlawyerofsomereputeintheLionNationandwillbeakeymemberofthefirm’soffice.

name: John Savage Title: PartnerFirm: King & SpaldingLocation: Singapore

Moving in-house, back into private practice, joining the competition or just generally on the way up? Here are some of the more remarkable appointments of the past 12 months

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why hot:Albrechtwasappointedtothefirm’stopAsiapostearlierthisyearfollowingtheretirementoflong-timeincumbentWilliamFifield,whowillreturntothefirm’sDallasoffice.Albrechtwillpresideoverwhatmanyaretippingtobeaperiodoftremendousgrowthforthefirmintheregion,includingaddingtoitssixAsianoffices.

name: Thomas AlbrechtTitle: Asia-Pacific managing partnerFirm: Sidley Austin Location: Hong Kong

why hot:TheformerheadofBird&Bird’sAsiadisputesandemploymentlawpracticesjumpedtoSalansearlierthisyear.FitzGeraldhasover15yearsexperienceintheseareasofpracticeandhisappointmentisopportunelytimed−employment-relatedPRCworkisexpecttoincreaseexponentiallyintheyearahead.

name: Daren FitzGeraldTitle: Partnercompany: SalansLocation: Hong Kong

why hot:WhileDenisBrock’smovefromtheLondonofficeofCliffordChancetotheHongKongofficeofMallesonsismostcertainlythe‘coup’thatRobertMilnerdescribeditas−BrockisoneofthemostexperiencedoftheMagicCirclefirm’slitigatorsandboastsplentyofAsiaexperience−onecan’thelpfeelingthereismoretothisappointmentthenmeetstheeye.

name: Denis BrockTitle: PartnerFirm: Mallesons Stephen JaquesLocation: Hong Kong

name: Justin Davidson Title: PartnerFirm: Norton RoseLocation: Hong Kong

name: Gigi CheahTitle: PartnerFirm: Norton RoseLocation: Hong Kong

why hot:Theformerco-headsofDLAPiper’sAsiaTMT/IPpracticetreadawell-wornpathbyleavingthatfirmearlierthisyearfortherapidly-growingNortonRose.Cheahisanon-contentiousIPlawyerwhospecialisesinoutsourcingandlifesciences,whileDavidsonisconsideredaleaderinIPtransactionwork.TogethertheyhaveworkedforclientssuchasGEMoney,BoeingandAccenture.

why hot:HandpickedbyLathamstobuildtheirdisputespracticeintheregion,theformerJonesDaylawyerisconsideredoneofthemostwell-roundedlitigatorsinthemarket.PowellwasmostrecentlyspeciallitigationcounseltotheLehmanestateinconnectionwithitsbankruptcyproceedings.

name: Simon PowellTitle: PartnerFirm: Latham & WatkinsLocation: Hong Kong

name: Harriet UngerTitle: Partnercompany: Thorp AlbergaLocation: Hong Kong

name: Richard ThorpTitle: Partnercompany: Thorp AlbergaLocation: Hong Kong

name: Everton Robertson Title: Partnercompany: Thorp AlbergaLocation: Hong Kong

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why hot:UngerandThorpheaduptherecentlyopenedHongKongofficeofoffshoreboutiqueThorpAlberga.TheformerMaplesandCalderpartnerswillberesponsibleforbuildingthefirm’sclientbaseintheregionandwillbelookingtonewstarrecruitEvertonRobertsontoplayaroleintheprocess.RobertsonjoinedthefirmfromtheHongKongofficeofoffshorerivalWalkersearlierthisyear.



why hot:AnotherpartnertodepartDLAPiperoverthelast12months,Lee’smovewascertainlyastepupjoiningUSfirmCadwaladerWickersham&TaftasitsmanagingpartnerforAsia.WhilethemoveissprudentoneforLee,thesamecanalsobesaidforthefirm.LeeiswidelyregardedasoneoftheforemostventurecapitalandprivateequitylawyersinChina.

name: Rocky LeeTitle: Managing partner- Asiacompany: Cadwalader Wickersham & TaftLocation: China

why hot:Nguyenbecamefast-growingfirmIndochine’sfifthpartner−andimportantly,itsfirstfemaleone–afterherpromotionearlierthisyear.Nguyenhasledthefirm’sIP&technologypracticesinceitscreationin2007.

name: Nguyen Thi Hong AnhTitle: PartnerFirm: Indochine CounselLocation: Vietnam

name: Abhijit JoshiTitle: Co- managing partnerFirm: AZB & PartnersLocation: India

name: Zia ModyTitle: Co-managing partnerFirm: AZB & PartnersLocation: India

name: Bahram VakilTitle: Co-managing partnerFirm: AZB & PartnersLocation: India

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why hot:Collectively,thethreelawyersarethe‘A’(AbhijitJoshi),‘Z’(ZiaMody)and‘B’(BahramVakil)ofAZBanddefinetheveryessenceofthisfirm.TheirrainmakingskillsanddeepconnectionsinthesubcontinentandacrosstheglobecatapultedthisfirmfromrelativelyobscurityonlyafewyearsagotooneofthemostformidablefirmsinIndia.CliffordChance’sIndian‘bestfriend’hassecuredsomememorablemandatesoverthepast12monthsincludingUAE-basedtelecomserviceproviderEtisalatonitsUS$900macquisitionofastakeinthenewlylicensedIndianoperatorSwanTelecomaswellasaontheIndiangovernmentdisinvestmentdeals.Thefirm’smarket-leadingpositionwasperfectlyexemplifiedbythefactthatittoppedM&Aleaguetablesforthefirsthalfof2010,closing38dealswithatotalvalueofUS$16.6bn.

Check out this and many other ALBsurveys and rankings at www.legalbusinessonline.com

http://www.execed.ntu.edu.sg/emba

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name: Marc HarveyTitle: Global head of litigationFirm: LinklatersLocation: Hong Kong

name: Stuart SaltTitle: Asia managing partnerFirm: LinklatersLocation: Hong Kong

name: Zili ShaoTitle: Chairman & CEOcompany: JP Morgan ChinaLocation: China

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name: Roger PengTitle: PartnerFirm: Paul HastingsLocation: China

name: Robert LewisTitle: PartnerFirm: AllbrightLocation: China

name: Gordon NgTitle: PartnerFirm: O’Melveny & MyersLocation: Hong Kong n

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name: Arthur MokTitle: PartnerFirm: Ropes & GrayLocation: China

why hot:AnyonewhochosetoleavetheMiddleEastofficesofDLAPiperoverthelast18monthsalmostmeritsautomaticinclusioninourHot100–suchwasthedeeplytroublednatureofthefirm’sexistenceintheGulfduringtheGFC.YoungwasDLA’sheadofIPfortheMiddleEast,SouthAsiaandAfricaandwillworkonbroadeningClyde’sfranchisingofferingintheregion.

name: Joycia YoungTitle: PartnerFirm: Clyde & CoLocation: Middle East

why hot:SoimportantwasAustintothefirm’splansinHongKongthatglobalmanagingpartnerKenDoranimpliedthathadGibsonDunnnotbeenabletotemptherawayfromherin-housepositionatGEtheymightnothaveopenedinHongKong.Austinisknowntohaverunaworld-classcomplianceprogramwhilein-houseandwillbecalledontohelpcompaniesdevisetheirownsysytemsinhernewrole.

name: Kelly Austin Title: Hong Kong managing partnerFirm: Gibson Dunn & CrutcherLocation: Hong Kong

why hot:Apartner-levellateralhirefromCliffordChance,Howell’sarrivaliscrucialbothinAAR’swishtobuilditsenergycredentialsinsoutheastAsiaandthefirm’stieswithitsSingaporejointlawventurepartnerTSMPLawCorporation.

name: Rod HowellTitle: PartnerFirm: Allens Arthur RobinsonLocation: Singapore

why hot:TheformerJonesDaycounselandseniorIPattachéattheUSEmbassyinBeijingwasappointedthecomputingandsoftwaregiant’sglobaldirectorofIPearlierthisyear.

name: Mark CohenTitle: Director for international IPcompany: MicrosoftLocation: China

why hot:Inwhatwasarguablyoneofthemosthigh-profilelateralhiresofthepast12months,SingaporefirmWongPartnershipsecuredtheservicesofformerClyde&CoandDentonWildeSaptepartnerAndrewWatsontoserveasco-headofitsMiddleEastpractice.Watsonwillberesponsibleforexpandingthefirm’sGulfofferingbeyondconstructionandcorporateadvisoryareas.Hewillsitwithinthefirm’sIPandmediatechnologypractice.

name: Andrew WatsonTitle: Co-head of Middle East practiceFirm: WongPartnershipLocation: Middle East

why hot:ThedepartureoftwoAsiamanagingpartnerswithin12monthscausedamanagementreshufflelikenootherwithintheAsiaoperationofthemagiccirclefirm.First,GilesWhitelefttheposttojoinLinklaters’long-timeclientJardineMatheson,andthenonlyalittlemorethensixmonthslaterWhite’sreplacement,ZiliShao,vacatedthepositiontoleadJPMorgan’sChinaoperations.Theresultofthismanagerialmerry-go-roundwastheappointmentofthenEMENAmanagingpartner,StuartSalt,tofillthevoid.Althoughunrelatedtothismanagementreshuffle,MarcHarvey’selevationtoglobalheadoflitigationisjustasimportant.ItmarksthefirsttimethatthefirmhasentrustedtheposttoalawyerbasedoutsidetheUK.

Whyhot:OneofthemosttalkedaboutlawfirmmergersinrecentmemorywasfinallyconsummatedthisyearwithHogan&HartsonandLovellsbecomingHoganLovells,butthemovewasacostlyoneforsomeseniorlawyersatthefirms.RobertLewis,Lovells’formerBeijingmanagingpartner,quitthefirmtojoinlocaloutfitAllbrightasaseniorinternationallegalconsultant.Althoughthelossofa

managingpartnerofthecaliberofLewisismostcertainlyabody-blowforthenewlyformedalliance,itshouldbenotedthathisdeparturewasconsideredsomewhatimminent.AsonesourceclosetoALBnoted:“It’saloss,butwecouldseethatitwasgoingtohappengivenRobert’smissionary-likezealtohelpdevelopthelocallegalmarketinChina.”TherationalebelyingLewis’moveneverthelessisfinefoodforthoughtforanyoneinterestedinhowthemarketwilldevelopoverthenextfewyears.Thereasonsbehindtwosimilardeparturesareperhapsjustasclear.Inane-mailtoclients,Hogan&Hartson’sformerHongKongmanagingpartnerGordonNg

announcedthathiseponymouslynamedfirmhadterminateditsalliancewithHogansandwouldinsteadbejoiningforceswithO’Melveny&Myers.“Effective1stMay2010,Hogan&HartsonwillchangeitsnamebacktoGordonNg&CoandwewillcommenceanassociationwithO’Melveny&Myers.Ourrelationshipwithyouremainsunchanged,”theemailread.Hogan&Hartson‘localised’itsHongKongoperationsmidwaythroughlastyear(allowingittopracticeHongKonglawunderthenameHogan&Hartson),suggestingperhapsthatGordonNg&Co’sdaysasHogans’HongKongally–regardlessofthelatter’smergerwithLovells–werealreadynumbered.ConnectedtoHogans’HongKonglocalisationwasareshufflingofitsmanagementontheMainlandthatsawsomehigh-profilepartnersfrozenoutofthefirm’sruling

cadre.OneofthesewasArthurMok,whoalthoughinstalledasHogans’ShanghaimanagingpartnerwasoverlookedfortheGreaterChinaleadershiprole,whichwasjointlyfilledbythelong-servingJunWeiandStevenRobinson.Inthiscontext,Mok’sdeparturetoRopes&Grayisalsonotsurprising,giventhefirm’sambitiousexpansionplansinChinaandtherolethathadbeenoutlinedforMokinthem.Similarly,thedepartureofRogerPengwasalsowrittenonthewallalthoughhewastheHogan&Hartson’sBeijingmanagingpartner.

why hot:WhileKitchinhasbeeninthenewsforallthewrongreasonslately,thefounderandformermanagingpartnerofAshurst’sTokyoofficedefectedtoUKrivalCliffordChanceearlierthisyeartoheadupthefirm’scorporateandprojectspractice.Widelyregardedasoneofthemostknowledgeableseniorlawyersinthemarket,Kitchin’scapturewasbothacoupforCliffordChanceandablowforAshurst.

name: Alan KitchinTitle: PartnerFirm: Clifford ChanceLocation: Japan

name: Latiff IbrahimTitle: Co-founding directorFirm: Inca LawLocation: Singapore

name: Shashi NathanTitle: Co-founding directorFirm: Inca LawLocation: Singapore

name: Lynette ChewTitle: Co-founding directorFirm: Inca LawLocation: Singaporeo

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name: Kelvin AwTitle: Co-founding directorFirm: Inca LawLocation: Singapore

why hot:AfterahighlypublicizedsplitfromHarryEliasPartnership,thefourlawyersledbythefirm’sformermanagingpartner,LatiffIbrahim,splinteredofftoestablishtheirownboutiquepracticenamedIncaLaw−theinitialsofthefourfoundingdirectorsofthefirm.Afteraperiodofworkingfromhome,intheofficesofclientsandwherevertheycouldfindasparedeskwithaphoneandaninternetconnection,thelawyershavefinallysettleddownintheirnewhomeintheheartofRafflesPlace.



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why hot:MenonwillstepdownfromthetoppostatRajah&Tanlaterthisyeartotakeupadifferentkindoftoppost,asSingapore’sattorneygeneral.MenonreplacesWalterWoonwholeavestorejointhefacultyofLawattheNationalUniversityofSingapore.

name: Sundaresh MenonTitle: Managing partnerFirm: Rajah & TanLocation: Singapore

why hot:CapitalmarketspartnerNgwaselevatedtotheHongKongofficeheadpositionearlierthisyearfollowingtheretirementofCliveRoughfromFreshfields’partnership.Ng,whoisalsoglobalco-headofthefirm’scapitalmarketspractice,willbeeagertopositionthefirmascounselofchoiceonHongKonglistingsintheyearahead.

name: Kay-Ian NgTitle: Hong Kong managing partnerFirm: FreshfieldsLocation: Hong Kong

why hot:Afterover15yearsworkingin-houseforCitigroup(includingtimeasthemanagingdirectorandgeneralcounselofitsAsia-PacificInstitutionalclientsgroup)MillerwassuccessfullyluredbyFreshfields’corporatepractice.

name: Royce MillerTitle: PartnerFirm: FreshfieldsLocation: Hong Kong

why hot:RegardedasoneofthemostastutestructuredfinancepractitionersinAsia,TaylorwasnamedheadoftheUSfirm’sChinapracticeearlierthisyear.ShereplacedJamesTervointhetoppostafterherelocatedtothefirm’sSanFranciscooffice.Inherleadershiprole,Taylorwilloverseecloseto100lawyersacrossthreeGreaterChinaoffices.

name: Michelle TaylorTitle: Head of China practiceFirm: OrrickLocation: Hong Kong

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name: Vassili MoussisTitle: Foreign lawyerFirm: Anderson Mori & TomotsuneLocation: Japan

why hot:Themulti-lingualMoussiswasoneofanumberofforeignlawyerstojointheranksofJapaneseandKoreanfirmsoverthepastyear.Moussis,whospecializesinEUlegaladvisory,isamemberofthefirm’santitrust&competitionpractice.

name: Steve JacobsTitle: Foreign lawyerFirm: Indochine CounselLocation: Vietnam

why hot:JacobsjoinedIndochinelatelastyeartoboostthefirmscapabilitiesinM&Aandequity-relatedtransactions.US-qualified,Jacobs’inputwillprovecrucialastheUSgovernmentstepsuptradereliefagainsttheVietnam.Jacobswillalsonodoubtplayaroleineducatingandhelpingtocultivatethefirm’syoungerlawyers.

name: Ben HughesTitle: Co-chair of International disputes groupFirm: Shin & KimLocation: Korea

why hot:Shin&KimpoachedHugheslatelastyearfromUSgiantShearman&Sterlingtolaunchitsinternationaldisputeresolutiongroupalongwiththefirm’schairman,KimBeomsu.Sincelaunchingthegroup,thefirmhaseatenawayatthemarketshareofotherlargefirmsinthecountry.

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name: Jennifer Mariecompany: Singapore Attorney Generals ChambersLocation: Singapore

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name: Stanley Lai Tze ChangTitle: PartnerFirm: Allen & GledhillLocation: Singapore

name: Michael PollenTitle: PartnerFirm: K & L GatesLocation: Singapore

name: Christopher Tung Title: PartnerFirm: K&L GatesLocation: Hong Kong

name: Rajah BoseTitle: PartnerFirm: K&L GatesLocation: Singapore

name: Paul de CordoverTitle: PartnerFirm: K&L GatesLocation: Middle East

why hot:FewinternationallawfirmshavebeenabletokeepupwithK&LGatesthisyear.ThefirmhasmademorelateralhiresacrossitsAsiaofficesthananyotherinternationallawfirm,butit’snotjustaboutthequantity.Alookatwhothefirmhasbroughtonboardrevealsthatqualityisthemostimportantfactor.ChrisTung,widelyregardedasoneofMallesonsbrighteststars,cameonboardinthefirm’sHongKongofficewhilefellowdisputeresolutionlawyerMichaelPollenjoinedthefirm’sSingaporeofficefromDLAPiper.TheastuteRajahBosealsojoinedinSingaporefromWatsonFarleyWilliams.InPaulDeCordoverthefirmnotonlysecuredtheservicesofapractitionerwhohasbothanintimateunderstandingoftheGulflegalservicesmarketandextremelydeepconnections,butalsosomeonewhohasbeenthroughtheprocessofbuildingapresenceintheMiddleEastfromscratch.DeCordoverwasformerlytheheadofAshursts’practiceinDubaiandiswidelycreditedwithspearheadingthatfirm’slaunchinDubaiandAbuDhabi.

why hot:ThecommencementofanewlegalyearbroughtwithittheappointmentoffournewseniorcounselinSingapore.Singaporefirstintroducedtheseniorcounselschemein1997torecognisethecountry’sbestadvocates.Sinceitsintroduction,58seniorcounselshavebeenappointedandanotherfiveholdthisappointmentexofficio.SeniorcounselsarechosenbytheSeniorCounselSelectionCommittee,comprisingChiefJusticeChanSekKeong,theAttorney-GeneralProfessorWalterWoonandtheJudgesofAppeal,andarechosenonthebasisoftheirability,standingatthebarorspecialknowledgeorexperienceinlaw.Theyarerequiredtodemonstratecontributionstothelawintheformofacademicteaching,writingandresearch,andtotheinstitutionsofcontinuinglegaleducation.

Image:SingaporeAcademyofLaw

name: Andre Francis ManiamTitle: PartnerFirm: WongPartnershipLocation: Singapore

name: George Lim Teong JinTitle: PartnerFirm: Wee Tay & LimLocation: Singapore



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42




why hot:Jeyaretnamiscurrentlyheadofthefirm’slitigationandarbitrationgroupandwilltakethereinsofthefirmnextyearwhenlong-timeincumbentHelenYeoretiresfromthefirm’spartnership.Jeyaetnam,aseniorcounsel,iswidelyconsideredtobeoneofthemostaccomplishedandeloquentlitigatorsinSingapore.

name: Philip Jeyaretnam Title: PartnerFirm: Rodyk & DavidsonLocation: Singapore

why hot:NotonlyisWongthemanagingpartnerforAsiaofUSfirmFriedFrank,buthewasalsorecentlyelectedtoasecondtermaspresidentoftheLawSocietyofHongKong.WonghasworkedtirelesslyduringhistenuretohelplocallawfirmsinHongKongpreservetheirexistenceinthefaceofincreasingcompetitionfrominternationalplayers.

name: Huen WongTitle: Managing partner AsiaFirm: Fried Frank Location: Hong Kong

why hot:Nagahamatookhomethelifetimeachievementawardatthe2010ALBJapanLawAwardsforhiscontributiontothedevelopmentofthelegalservicesmarketinthecountry.Nagahamaboastsover40years’experienceintheprofession.

name: Tsuyoshi NagahamaTitle: PartnerFirm: Anderson Mori & TomotsuneLocation: Japan

why hot:TheformerpresidentofthePhilippinesStockExchangesteppeddownfromhispostearlierthisyearandrejoinedACCRALawasapartnerinitscorporatepractice.WidelyregardedtohavepresidedoverareformatorylegislativeperiodforthePSE,whichincludedthepassageoftheREITAct,LimwillbehopingtobringhisinsideknowledgeofPSEtoACCRAlawtohelpbuildthefirm’scredentialsinthearea.

name: Francis LimTitle: PartnerFirm: ACCRA LawLocation: Philippines

why hot:YulchoncontinuestolandsomeofthemostlucrativemandatesinKoreaandabroadandenticesomeofthebesttalentintheKoreanlegalservicesmarket.UnderWoo’sleadership,expectYulchontomakeseriousinroadsintotheterritoryoncethoughttobetheexclusiveprovinceoffirmslikeKim&Chang,Lee&Ko,BaeKim&LeeandShin&Kim.

name: Woo Chang RokTitle: managing partnerFirm: YulchonLocation: Korea

why hot:IndemandarbitratorMichaelHwangwasappointedtotheChiefJusticepositionoftheDIFCCourtsaftertheretirementofSirAnthonyEvans.InadditiontoservingasChiefJustice,HwangisalsothepresidentoftheSingaporeLawSocietyandSingapore’snon-residentambassadortoSwitzerland.

name: Michael HwangTitle: Chief Justicecompany: DIFC CourtsLocation: Dubai

With 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 financial crisis

THE

STA

TES

MEN

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why hot:PillaymightstillbeWongPartnership’sMP,butcomeOctober2010,hewilljoinSingaporesovereignwealthfund,Temasek,asitsheadofportfoliomanagement.HeplayedaroleincementingthefirmasoneofthestrongestplayersinSingapore,andtookouttheinauguralManagingPartneroftheYearawardatthe2010ALBSEAsiaLawAwards.

name: Dilhan Pillay SandrasegaraTitle: Managing partnerFirm: WongPartnershipLocation: Singapore

why hot:RogersbecametheonlyAsia-basedpartnertobenominatedtothefirm’spartnershipcouncilafterhiselectionearlierthisyear.Thepartnershipcouncilisresponsibleformonitoringtheperformanceofthemanagementcommitteeanditsmembers,toensurethatthefirmismanagedinawaythatisfairtoallpartners,tosafeguardthereputationofthefirmandtoorganizevotesandelectionsrequiredunderthepartnershipagreement.

name: Martin RogersTitle: PartnerFirm: Clifford ChanceLocation: Hong Kong

why hot:Hiselectionasmanagingpartnerofoneofthecountry’sleadinglawfirmscapsanillustriouscareerfortheaffableMorales.InadditiontolecturingatnumerouslawschoolsinthePhilippinesandAustralia,MoraleswasapastpresidentoftheIPBA.

name: Rafael Morales Title: Managing partnerFirm: SyCip Salazar Hernandez & GaitmatanLocation: Philippines

why hot:OneofthefewlawyerstoearnarepeatmentionintheALBHot100,Mitchard’sworkinbuildingSkadden’sembryonicAsiadisputespracticehasbeenexceptional.Inadditiontobringingonsomeofthesomebesttalentinthemarket(AlanTsangfromPinsentMasons)thefirmiswidelybelievedtobeeatingawayatthemarketshareofmoreestablisheddisputesoutfitsinHongKong.

name: Paul Mitchard QCTitle: Partner, head of Asia disputesFirm: SkaddenLocation: Hong Kong

why hot:FewlawyersinHongKongcanclaimtohavehadacareerasdistinguishedasArcullli.Tocapitalloff,hewasawardedtheGrandBauhiniaMedal(GBM)earlierthisyearinrecognitionofhisoutstandingcontributiontolegalandfinancialservices.

name: Ronald ArculliTitle: Chairman/Senior partnercompany: Hong Kong Exchange & Clearings / King & Wood Location: Hong Kong



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FEaTURE | Asia’s Leading M&A firms >>

DAMIAN YEODIRECTORLEGALANDGOVERNMENTRELATIONS,SOUTH-EASTASIA-PACIFIC,NOKIA

“Myadvicewouldbetoadoptamorelong-sightedviewofin-house

clienteleandtheworkthattheybringin…tolookateveryclientorpieceofworknotassimplyanotherfileortransactionbuttofocusontherelationshipthatisbeingfosteredandbuilt.Inordertobuildthisrelationship,thelawfirmhastomakeaninvestmentoftimeandeffortintodevelopingin-depthinsightintonotonlythebusiness/productsoftheclientbutalso,onamoreesotericlevel,thecorevaluesandcultureoftheclient.Thesearefundamentalaspectswhichplayabigpartinanycompany'smindsetandappetiteforrisk”

DAVID FLAVELLGENERALCOUNSEL,DANONE(ASIA)

“TherearetwokeythingsIlookforinexternalcounsel.First,Iwantthemtomakeacall:wishy-washyadvice

withnoclearrecommendationisuseless.Iexpectexternalcounseltoexercisejudgmentandgivemetheirbestcall.Second,inprojectworkIwantexternalcounseltobeproactiveandreallyhelpdriveprojects.Idonotwanttobeover-servicedbutIdowantmyexternallawyerstobefocusedontheprojectandthinkingseveralstepsaheadtoensurewegettowhereweneedtogo.IconstantlygoonaboutthistoexternalcounselbutIdonotalwaysreceivewhatIwant”

LUO GANG GENERALCOUNSEL,CHINAUNICOM

“Ourcompanyprovidestelecommunicationsservices,whichistre-mendouslydifferentfromotherbusinesssectors

andissubjecttospecificgovernmentregula-tions.Therefore,itwouldgreatlyfacilitateourbusinessifourexternallawyershaveageneralideaofthetelecommunicationssec-tor,especiallythegovernmentalregulationsinthisarea”



KP MADHAN KUMARMANAGER–LEGAL,GMRGROUP

“Lawfirmsneedtounderstandtheclient’sbusiness,cultureandenvironmentandprovidequalityandtimelyadvice

(includingprioritisingtherisks)thatenablestheclienttomakebusinessdecisions.Theyshouldreduce/avoidlengthylistsofassump-tionsandcaveatsintheopinionsandDDreportssoastobringmoreaccountabilitytotheiradvice”

PATRICK MORANFIRSTVP–LEGALDEPART-MENT,MERRILLLYNCH(ASIA-PACIFIC)

“Lawfirmsprovidethebestservicewhentheyproactivelyadviseonriskgenerallyrather

thansimplyoffertechnicallegaladvice.Itisexpectedthatthetechnicalquestionswillbeansweredcorrectly;however,thebestfirmsdistinguishthemselvesbythinkingaboutthebroaderpicture.Oneexampleisadvisingonhowaparticulardecisionsetsprecedentforfuturetransactions,andnotingsituationsinwhichthatrisk-rewardanalysismaybedifferent.Thisrequirespartnerinvolvementatcriticaltimes,andforthepartnertomakeanefforttoreachouttothekeyconstituencieswithintheclient”

WAYNE BANNONGENERALCOUNSEL,CARLYLEGROUPASIA

“Knowyourclient–bothonthedealsideandonthelegal/complianceside.Thiswillallowyoutoproviderealvalue

addedservicesduringatransaction”

► AsIA’s LEAdIng m&A FIRms: mETHodoLogy ALB'sLeadingM&Afirms:Asia,nowinitssecondyear,wasasurveyconductedamongtheregion'smostseniorin-houselawyersandbusinessleadersduringthethree-monthperiodfromJune-August2010.Oureditorialteamcontactedsurveyrespondentsdirectlythroughamixtureoftelephonecalling,emailsandface-to-faceinterviews.Respondentswereaskedtoprovidetheiroff-the-recordopinionsastotheleadingM&Afirmsoverthelast12monthsacrosstheregionintheplaceswherethey,ortheircompany,conductsubstantialbusiness.Respondentswerealsoaskedtonameleadingpractitionersintheseareasineachofthefirmstheyselected,inadditiontobeingaskedwhythelawfirmsselectedshouldbeconsideredleadingM&Afirms.Oureditorialteamcombinedtheresultsofthisresearchwithsubmissionsmadebylawfirmsandin-housecounselaspartoftheALBAwardsseriesandtheirownstockofindustryknowledge.

Recent reports indicate that M&A has come back and come back hard. At the vanguard of global M&A’s renaissance has been

Asia – so much so that in the first half of this year M&A out of Hong Kong and China alone made up nearly a third of the global total. Mergermarket’s half-yearly roundup shows that deal volumes in the region expanded by 11% against global gains of 7.8%. In the first half of this year, emerging markets in Asia-Pacific chipped in US$24bn of the US$137bn worth of announced deals worldwide.

This hectic period of deal-making is no doubt due to a confluence of

factors – Asia’s relative economic resilience, banks reopening their loan books, valuations becoming more realistic, and more. But just as these changes have opened the floodgates for M&A in this region, so too have they irrevocably changed the way deals are done. The repercussions for M&A practices looking to preserve their market shares are significant.

diligenceIn the heady transactional days of four or five years ago, against the backdrop of favourable macroeconomic conditions, dealmakers were, as one M&A lawyer put it, “sprinting”

“Even if the bull market returns, I don’t think anyone wants to risk not being as robust as possible, given what we’ve lived through over the past two years”

As transaction volumes start to return to normal across the region, in-house lawyers single out Asia’s leading M&A practices



AsIA’s LEAdIng m&A FIRms (ALPHAbETIcALLy by counTRy And FIRm)

► HEAdLInE TRAnsAcTIon LEAdERs The best firms on Asia’s mega-deals

• Baker&McKenzie• CliffordChance• Freshfields• Linklaters• Skadden• Sullivan&Cromwell

► LocAL LEAdERs: AsIAn TIgERs/JAPAn The best local counsel on m&A

honG KonG

• Deacons• Woo,Kwan,Lee&LoJAPAn• MoriHamada&Matsumoto• NagashimaOhno&Tsunematsu• Nishimura&AsahiKoreA• BaeKim&Lee• Kim&Chang• Lee&Ko

sinGAPore• Allen&Gledhilll• WongPartnership

tAiwAn• LCS&Partners• LeeandLi• Russin&Vecchi

► EmERgIng mARKET LEAdERs chinA• Grandall• JunHe• King&Wood

inDiA• Amarchand&Mangaldas• AZB&Partners

inDonesiA• Hadiputranto,Hadinoto&Partners• MelliDarsa&Co

MAlAysiA• KadirAndri&Partners• ZulRafique&partners

PhiliPPines• RomuloMabanta• SyCipSalazarHernandez&GatmaitanvietnAM

• VILAFHongDuc• YKVN

through to execution without unduly digging too deep under the surface on the buy side. In the fervour to get deals done, due diligence became greatly truncated.

But as the wariness washed over Asia’s financial markets during the GFC, greater attention was placed on the health of prospective targets and the shape of their balance sheets. As deal timelines expanded, so too did the due diligence process. More attention was paid to “uncovering skeletons lurking in the closet”, to deal-specific matters and the guiding purpose of transactions.

This trend was accentuated, of course, by the increased prevalence of distressed purchases and disposals during the GFC, but nevertheless market observers almost unanimously state that the changes to due diligence ushered in over the last 18-24 months are here to stay – regardless of the economic climate. “Narrow-focused, skin-deep due diligence is dead,” claimed one respondent. “Even if the bull market returns, I don’t think anyone wants to risk not being as robust as possible, given what we have lived through over the past two years.”

Purposive approachDespite due diligence becoming more exhaustive, ideas about how it should

be executed and the overall purpose behind it are undergoing immense change. For while it is important that due diligence be as extensive as possible, the costs associated with it must also be contained.

“In most M&A deals the largest costs for us are those rendered by external counsel for due diligence,” said one in-house lawyer. “While we want it to be as comprehensive as possible, we are wary of the costs associated with doing so, especially if our external firm unleashes a small army of lawyers to chase every fox down every foxhole. What we have done in response is to plan the process meticulously from start to finish so we can be exhaustive – while also being thrifty.”

Putting external lawyers and key decision makers at the acquiring company together early in the M&A gives them the opportunity to obtain a deeper understanding of the commercial imperatives behind the deal and the potential ‘deal breakers’, then go away and make sure these are reflected in the due diligence process.

“No two acquisitions are the same, but in-house lawyers generally need to prioritise critical issues as much as possible,” said the source. “In some transactions, there is neither the budget nor the time to look over every single issue with a fine toothcomb. In

► LEgAL AdVIsoRs To AsIA (Ex- JAPAn & AusTRALAsIA) m&A dEAL VoLumE Company H1 2010 H1 2009

Rank Deal count Value (US$m) Rank Deal count Deal count – changeAZB&Partners 1 38 16,608 14 9 29WongPartnership 2 24 3,927 20 8 16Kim&Chang 3 24 3,727 1 24 0DLAPiper 4 22 406 10 11 11JonesDay 5 17 3,057 7 13 4FreshfieldsBruckhausDeringer

6 16 4,580 2 19 -3

Allen&Gledhill 7 16 4,151 12 10 6Amarchand&Mangaldas;SureshAShroff&Co

8 14 4,712 21 8 6

Lee&Ko 9 14 1,164 3 16 -2Linklaters 10 13 20,920 6 14 -1

Source: Merger market



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these cases, the in-house legal deal teams should draw up a list of priority issues for their external firms to focus on in the due diligence process.”

Despite the important role that in-house lawyers and general counsel have to play in this process, there is still no substitute for initiative on the part of external counsel.

“Too often we receive template-based due diligence reports which provide little in the way of important information,” said one respondent. “Good M&A practices, especially those that have worked with our company before, can separate them from the rest by taking the reins here. By that I don’t mean for them to do work that they were not asked to do, but rather to get

involved in the due-diligence planning process.”

general counsel take the reinsIf the financial crisis has caused dealmakers to refocus their attention on the importance and execution of due diligence in M&A, then it has also brought the role of general counsel under the microscope. According to ALB research, 75% of general counsel surveyed for this report said they had been more involved in M&A deals over the past two years than they had been prior to the GFC. Of this number, almost all expect this new-found status quo to remain – irrespective of the prevailing economic conditions in the future.

“In m&A deals for us the largest costs for us are those rendered by external counsel for due diligence. while we want it to be as comprehensive as possible, we are wary of the costs associated with doing so...”

http://www.leeandli.com



http://www.junhe.com



But just what does this expanded prerogative entail, especially considering that close to all in-house lawyers will roundly state that M&A work is among the most frequently outsourced to external lawyers? Opinions differ depending on a general counsel’s length of tenure, the size of the company and its in-house legal team, and the size and complexity of the transaction.

Nonetheless, most GCs stressed the importance of the project management aspects of their roles and the need to play a lead role in the business side as well as simply the legal elements of deals.

“The largest change for me is playing more of a role in planning

legal execution timelines,” notes one respondent. “Whereas in the past external lawyers would often communicate the progress of transactions directly with management, I find myself performing this function now – acting as an intermediary between the board and external lawyers, looking at what the boardroom dynamics are, and communicating these throughout the company and to our external law firms.”

Many in-house lawyers find themselves increasingly called on to balance the expectations of key stakeholders within their companies. “What I find is that we need to look more closely at assumptions and expectations of the board and other

“Too often we receive template-based due diligence reports which provide little in the way of important information”

VILAF is a leading vietnamese law firm and is viewed as having preeminent banking and finance, corporate and litigation practices. the firm has a reputation for innovative and market leading commercial advice, and has been involved in a number of the country’s headline firsts, particularly in the power sector and capital markets.

OUR KEY SPECIALISTS:Ngo Thanh Tung:Chairman,Partner,withexpertiseinmaritime,litigation,corporateandcommercial.Email:[email protected]

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aLB – leading M&a firms 2009 & 2010IFLR – debt and equity linked deal of the year 2010Pacific Business Press – asian counsel Firm of the year 2010BId – international arch of europe award of year 2009 & 2010

World Confederation of Businesses – biZZ 2010aLB – vietnam deal Firm of the year 2007 & 2009aLB – employer of choice of the year 2009 & 2010IFLR – vietnam national law Firm of the year 2006, 2007, 2008

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department heads about the deal and build a legal framework around this,” said one respondent.

“Internally, I find myself becoming the keeper of processes; it is a more commercial role.”

External counselDespite the increasing involvement of general counsel, M&A deals are not a zero-sum proposition for external lawyers. If anything, the role that outside counsel are expected to play is correspondingly more important. While in-house lawyers continue to value cost-effectiveness, accuracy

“Those law firms who invest time in building a relationship with us – who’ll pick up the phone, rather than email, and ask how things are going even when there is no transaction in sight – will get repeat work. It’s as simple as that”

and quick turnaround time above all else in M&A deals, many now want a fundamental change in approach.

An overwhelming number of respondents are now calling for external counsel to take a more collaborative approach to their delivery of legal advice in connection with M&A transactions. “Don’t treat us as if we know nothing about the law,” protested one in-house lawyer. “We want you to work as if you were an in-house lawyer.. Work with us and with our team… Don’t simply take the work, go off and report back to us intermittently.”

► 1/1/2010–15/7/2010 Target primary nation/region

Value of deals (US$m)

Number of deals

TheAmericas 559,512 6,035

Europe 303,410 7,538

CentralAsia/Asia-Pacific 211,713 5,399

Africa/MiddleEast 42,868 619

Japan 33,186 1,166

unknown - -

Total 1,150,688 20,757

► 1/1/2009–15/7/2009 Target primary nation region

Value of deals (US$m)

Number of deals

TheAmericas 457,769 6,043

Europe 312,321 7,381

CentralAsia/Asia-Pacific 199,956 5,076

Africa/MiddleEast 18,181 443

Japan 35,084 1,337

unknown 4 1

Total 1,023,316 20,281

m&A activity by region: 2009-2010 comparison

Others challenged law firms to change their mindset when it comes to advising on transactional work. Intrinsic in this process is throwing away the ‘transaction hopping’ mindset and adopting a more relationship-based approach. “The list of law firms we use for acquisitions is small,” said one general counsel.

“But those law firms who invest time in building a relationship with us – those who’ll pick up the phone, rather than email, and ask how things are going even when there is no transaction in sight – will get repeat work. It is as simple as that.” ALB

http://www.lcs.com.tw




http://www.wkll.com


alB spECIal REpORT | Philippines 2010 >>


PhiliPPines 2010




Justified optimismI

n the Philippines, optimism is something of a default setting. Through countless setbacks, economic downturns, falling FDI

levels and dysfunctional capital markets there was a feeling that things would eventually pick up. But as the country enters the new financial year, there is a growing sense that professionals need no longer accentuate the positives. A new, pro-growth government has swept to power with an unusually large mandate, the country’s capital markets are in overdrive and the more lucrative sectors of the economy are increasingly attracting the interest of foreign investors— all of which means that this time, the sanguinity heard around downtown Makati is justified.

Turning the PSE into a powerhouseAt the height of the GFC, when bourses across the region were watching years of solid gains being wiped out in days, the Philippines Stock Exchange (PSE) was creating records of its own. By the end of 2009, the PSE index was at 2,052 points; up 63% on the same period from 2008 and had had its largest single annual index growth since 1994. Similarly impressive are the statistics on capital raised. In the year ending August 2008, the PSE raised only PHP6.2bn, but for the year ending August 2010, this figure had increased by nearly 700% to over PHP44bn. At the start of this year and with 23% year-to-date growth under its belt, the PSE was third worldwide in the growth stakes, just behind the Shenzhen and Shanghai stock exchanges.

“Unlike so many other economies in Asia, the Philippines actually benefitted from the GFC,” claims Agustin Montilla, a partner at Romulo Mabanta Buenaventura Sayoc & de Los Angeles. “There was strong demand throughout the crisis, especially in the fourth quarter of 2008 and throughout 2009, and there was plenty of capital markets work coming in.”

That busy period was indicative of the scarcity of traditional financing on offer at the time. Just as had occurred in other South-East Asian economies, very little funds were coming out of Europe or the US, and China “would not listen unless you were speaking energy and resources”. Philippines companies still had a lot of capital expenditure requirements to fund but instead of turning to the dollar market, they went pesos,” says Montilla.

The pesos market may have been the only option available to capital-starved Filipino corporates in the midst of the GFC, but indications are that the popularity of raising funds in this fashion is here to stay. “The numbers I am seeing out come out of the PSE in terms of capital raised are promising, but I feel there is a lot more to come,” said Francis Lim, the former CEO and president of the PSE who is now a partner at ACCRA Law (full name: Angara Abello Concepcion Regala & Cruz). “The

reason is because now we have a legal framework to support the development of a robust capital market. In the past it was the lack of laws, and the archaic nature of what we did have, that was holding us back.”

And although five new capital markets laws have been promulgated over the last five years, concerns, especially on the equity side, still linger. “When I say we had a good couple of years, I should point out that was pretty much all debt. There were no significant equity deals and we have still not had an IPO in 2010,” says Montilla.

Even though Cebu Pacific, a low-cost airline, is expected to launch a P25.7bn IPO in the coming months, few other listings are in the pipeline – and the onus to stoke demand may rest with the PSE and the regulators themselves.

“I feel one of my biggest achievements as CEO and President of the PSE was that I was able to turn it into an advocate for legal change… Perhaps that was the lawyer in me acting,” says Lim. “But that process is still unfinished.”

The two pieces of legislation which Lim says are “nearly complete” are the Stock Market Competitiveness Act and the Collective Investments Schemes law. The former would provide incentives in the form of company tax concessions for private companies to go public, while the latter would create a legal framework to support the introduction of products like unit trusts and other structured investment products.

Francis Lim accra law



56

“[Both laws] if introduced, would really take the PSE to the next level. We are in what is becoming one of the most competitive regions in the world. With these laws it is hoped we no longer lag behind places like Indonesia, Thailand and Vietnam,” Lim says.

getting REITs rightOne area where lawyers are almost unanimous in their enthusiasm is REITs. After more than two years of deliberation, consultants, roadshows and hearings, the REIT Bill finally became law last year and thus created a legal framework for an entirely different class of financial product in the Philippines.

“The passing of the REIT law was an extremely positive and welcome development for the Philippine economy, the capital markets and

the real estate sector,” said Ricardo Castro, a partner at Quisumbing Torres – the Baker & McKenzie member firm for the Philippines. “It takes elements from other REIT laws in place across the region and has blended them with sound corporate governance standards.”

In the Philippines model, the country’s Securities & Exchange Commission will oversee not only REIT managers but potentially also the managers of the property underlying the REIT. There will also be a strengthening of corporate governance checks and balances in the form of requirements for independent directors at both the fund manager and the property manager level, and the need for property and fund managers to remain functionally independent from the REIT sponsor – all elements which are not present in

REIT regimes in Singapore or Hong Kong and ones which have led some to voice concerns that the Act is perhaps too stringent.

The perceived conservatism of the law notwithstanding, interest from clients remains high. Quisumbing Torres is currently handling a number of instructions from companies interested in REIT, ACCRA is working on “two of the biggest deals in the pipeline”, and SyCip Salazar Hernandez & Gatmaitan is working with clients to “develop REIT opportunities.” It is no surprise that all three firms view REITs as a potential goldmine of work and have redoubled their marketing efforts to real estate companies.

The picture is estimated to be just as rosy for the law firms beneath this top end of the market. Lim believes that smaller players should also be receiving instructions by now. “REITs are not just for the largest companies…the threshold was deliberately set at only PHP300m so more could be involved,” he says.

For a small but increasingly vocal segment of corporate Manila, the current buzz surrounding REITs has more to do with the fact that the law has finally been passed than anything else. “Call me jaded, but I’m not as excited about REITs as they are, and I’m not sure they should be,” says Agustin Montilla. “Even though we are currently working with clients who are interested, we feel that the first significant REITs transactions are still 12-18 months out because of the lack of regulations and what we see behind this as being a lack of real support from the Philippine tax authorities.”

The friction costs of launching a REIT – ostensibly taxation related issues – still need to be ironed out, and there is feeling that property companies won’t exactly be falling over themselves to grab a piece of the action once they take a look at the fine print.

“Why would they do a REIT if they can access the market at very low rates?” asks Montilla. “You can get 6-7% yields on five-year paper at the

Rafael morales sycip

“I think talk of specialist and boutique firms taking market share away from the biggest firms is exaggerated. some are doing well for themselves in areas like litigation, but they are unable to compete when it comes to resources at their disposal.”

Rafael Morales SyCip



to Baker & McKenzie’s vast global network and its prior experience in areas like REITs also has the potential to shake up the market.

This is not to mention the competition that is emanating from the bottom end. One of the more noteworthy trends of the past few years has been the proliferation of specialist and boutique law firms. Often staffed by lawyers from larger law firms like SyCip, Quisumbing Torres and ACCRA Law, or by lawyers returning to practice from stints in-house or in government, these firms are making a name for themselves in areas like taxation, shipping and dispute resolution.

But what kind of challenge are they presenting? “I think talk of specialist and boutique firms taking market share away from the biggest firms is exaggerated,” says Morales at SyCip. “Some are doing well for themselves in areas like litigation, but they are unable to compete when it comes to resources at their disposal.”

Francis Lim, whose five-year hiatus from private practice has allowed him to reappraise the legal services market with fresh eyes, comments that although things have not changed drastically since he left, the country’s largest law firms should not let complacency set in. Boutique firms will always pose a threat, but that is not life-threatening,” he said. “Often, their emergence is in direct response to some of the failings of larger firms; failures to be more flexible on costs, services standards and in some cases to manage legal talent effectively, and this should serve as a wake-up call for institutional law firms to be more aware of the environment in which they are operating and about how to structure and grow their practices.” ALB


“The passing of the REIT law was an extremely positive and welcome development for the Philippines economy, the capital markets and the real estate sector”

moment and that is practically what you are getting in the dollar market now for that type of risk… property companies have a lot of options at the moment.”

Whether or not a REIT deal comes to market anytime soon, it is clear that this type of work and, more generally, capital markets work is set to become an even more lucrative advisory area for Philippine law firms.

“We’ve seen a number of law firms start to aggressively target these areas in anticipation of work coming in,” said one observer. “Some are picking up lawyers returning to private practice after time in government or the public sector, others are recruiting securities lawyers at the senior associate and partner level, and some are even said to be looking at subsuming niche capital market practices.”

Competitive edgeWhat effect are such practices having, or likely to have, on the competitive dynamic of the Philippine legal services market? Most predict the effect on the status quo – which at the moment sees firms like Romulo and SyCip dominate the most lucrative corporate and transactional work – will be minimal. (Montilla comments that his transactional works is “95% of the time opposite a lawyer from SyCip”, and that the only other firm he sees on the other side is Picazo Buyco Tan Fider & Santos. “For the blue-chip work it is very much a two- or three-horse race,” he says.)

But will these firms continue to enjoy an uninterrupted hegemony at the top of the market? Francis Lim’s return to ACCRA Law and the knowledge, know-how and connections he brings with him is sure to have an impact. Similarly, Quisumbing Torres’ access

Ricardo Castro,Quisumbing Torres

http://www/ipomanila.com



When Joseph Gonzales decided to leave the law firm he had called home for over 12 years and make the move in-house,

he had a fair idea of what he was getting himself into. His transition from being a transactional lawyer at local heavyweight SyCip Salazar Hernandez & Gatmaitan to the VP of legal & corporate at conglomerate Aboitiz Equity Ventures (AEV) was, in a purely legal sense, quite straightforward: “I was offered by a former colleague [the opportunity] to join the corporate world, and it wasn’t too big a career change, as I jumped into transactional work of the same nature,” he says. And while Gonzales lists the management, leadership and budgeting, planning and staffing responsibilities as challenging, the far greater task, he would discover, was how to build a legal function in a company with an insatiable appetite for growth. “The challenge for us has been trying to define our role within a rapidly expanding organisation,” he says.

Since he came in-house just under four years ago, much of this has involved Gonzales and the company’s 20-strong legal team establishing metrics, benchmarks and standards to ensure that the legal function operates as smoothly and efficiently as possible.

Starting from scratchIssues like how and when to use external legal counsel, what types of work should be handled in-house and what areas, if any, the legal team should be specialising in are the sorts of questions that Gonzales says the company’s legal function has been grappling with. While he notes that many questions are left unanswered, many are finding resolution because of the sheer amount of work generated by the company.

“Professionally, we've grown simultaneously with the company. The sheer variety of transactions has helped expose us to a variety of learning experiences,” he said. “We've acquired new companies outside the core businesses and set up joint ventures, we've assisted in bidding for assets, and

Joseph gonzales, aboitiz equity ventures:

building an in-house team in the philippinesJoseph Gonzales, VP of legal & corporate at Aboitiz Equity Ventures, talks to ALB about the challenges associated with building the legal function of one of the Philippines’ fastest-growing conglomerates

we're always there when the time comes to finance those acquisitions. We've worked on unsecuritised debt which raised a few billions of pesos to fund our various subs, and there we've pretty much standardised the templates for notes facility agreements. Every notes issue we do pushes the envelope a little bit further towards protecting the borrower, and I'd like to think we've changed the parameters of what's acceptable contractually in the local debt market.”

And that is just, in Gonzales’s own words, the “non-garden” variety work that he and the legal team are overseeing. AEV is a publically-listed holdco with a focus on areas like power, transportation and food and it should come as no surprise to learn that the group’s activities in the country’s booming power and energy sectors are keeping the team busy at the moment. “It's a period of growth [for AEV], especially in the power sector, and its subsidiary, Aboitiz Power, has been busy bidding on assets to be privatised while nurturing the existing generating and distribution businesses.”

Gonzales says that this means most days are a “constant cycle” of setting up bid vehicles, closing won bids, organising and making sure the right structure is there together with the right contractual relationships.

“Fortunately, the GFC didn't affect the Philippines too much, except perhaps in terms of scaring away foreign investors,” he says. “That probably meant we became busier, as our subs were then able to take advantage of local opportunities without that added threat to consider. For sure we'll have a busier year, as the conglomerate's appetite for growth has yet to be satiated.”

External counselGonzales notes that his job has been made somewhat easier thanks to the assistance of law firms in the Philippines and internationally. These firms avoid giving what he calls “weaselly advice.”“[I dislike] opinions and memos that are so packed with qualifications, there's hardly any meat left to make decisions on. It's unfair to expect a client to pay through the nose for useless advice.”

Firm Practice area Lawyers

SyCiplitigation EdLombos

banking RafaelMorales

Puno&Puno hydropowerbids EricPuno

Caguiao&Gatmaytan

disputes BenCaguiao

Puyat,Jacinto&Santos

energy MonaDimalanta

GibsonDunn&Crutcher(Singapore)

internationalEmadKhalil,SaptakSantra

In-house perspectIve

http://www.martindale.com


maRkET DaTa | M&A >>

Asia-Pacific M&A Activity - Quarterly Trends

League Table of Financial Advisors to Asia-Pacific (ex-Japan) M&A (Jan 01, 2010 - August 20, 2010)League Table of Legal Advisors to Asia-Pacific (ex-Japan) M&A (Jan 01, 2010 - August 20, 2010)

29-Jul-10 Sanyo Electric Company Limited(49.95% Stake)

Mori Hamada & Matsumoto Panasonic Corporation 4,839

29-Jul-10 Panasonic Electric Works Limited (49% Stake)

Kikkawa Law Offices; Advising financial advisor (Daiwa Securities Group Inc):Shearman & Sterling

Panasonic Corporation 4,698

20-Aug-10 Dana Petroleum Plc Allen & Overy Korea National Oil Corporation

2,916

9,17716-Aug-10 Cairn India Limited (60% Stake)

S&R Associates; Shepherd & Wedderburn

Vedanta Resources Plc AZB & Partners; Latham & Watkins

18-Aug-10 Potash Corporation of Saskatchewan Inc

Jones Day; Stikeman Elliott BHP Billiton Limited 41,908Blake, Cassels & Graydon; Cleary Gottlieb Steen & Hamilton; Slaughter and May

1,44230-Jul-10 AWB Limited Freehills GrainCorp Limited Gilbert + Tobin

20-Aug-10 AWB Limited Freehills Agrium Inc Clayton Utz; McCarthy Tetrault

1,756

30-Jul-10 Tanjong plc (52.82% Stake) Cheong Kee Fong & Co; Slaughter and May

Tanjong Capital Sdn Bhd 2,474

2-Aug-10 Hunan Nonferrous Metals Corporation Limited

China Minmetals HK (Holdings) Limited

Freshfields Bruckhaus Deringer; Grandall Legal Group

1,520

AnnouncementDate

Target Company Target/SellerLegal Advisor

Bidder Company Bidder Legal Advisor Seller Company Deal Value(USDm)

Asian Legal Business ISSUE 10.9

Top 10 Announced Deals - Asia-Pacific (July 24, 2010 - August 20, 2010)

Valu

e (U

SDm

)

Value (USDm)

Num

ber o

f dea

ls

Volume

00

100,000

150,000

200,000

250,000

50,000

600

700

800

400

500

100

200

300

900

Industrial and Commercial Bank of China Limited

Linklaters10-Aug-10 Industrial & Commercial Bank of China (Asia) Limited (27.19% Stake)

1,395

MARKET DATA | M&A >>

M&A TRANSACTIONS AND STATISTICAL ANALYSIS

Notes: Top deals table includes lapsed and withdrawn bids, and is based on geography of either target, bidder or seller company being Asia-Pacific•Quarterly trend graph excludes lapsed and withdrawn bids, and is based on dominant geography of target only being Asia-Pacific•League tables are based on geography of either target, bidder or seller company being Asia-Pacific. League tables of legal advisors include lapsed and withdrawn bids, while league tables of financial advisors exclude lapsed and withdrawn bids. League tables are ranked by value • Statistics includes all deals valued over USD 5m. Where deal value not disclosed, deal has been entered based on turnover of target exceeding USD 10m•Activities excluded from statistics include property transactions and restructurings where the ultimate shareholders’ interests are not changed.

Rank House Value (USDm) Deal Count

1 Slaughter and May 85,896 15

2 Cleary Gottlieb Steen & Hamilton 77,858 4

3 Herbert Smith/Gleiss Lutz/Stibbe 50,166 8

4 Blake, Cassels & Graydon 48,698 5

5 Debevoise & Plimpton 46,160 3

6 Jones Day 45,219 25

7 Norton Rose 42,799 23

8 Stikeman Elliott 42,091 5

9 Sullivan & Cromwell 38,427 6

10 Simpson Thacher & Bartlett 37,546 7

Based on announced deals, including lapsed and withdrawn bids, from 1 January 2010 to 20 August 2010

In association with


1 JPMorgan 76,442 26

2 Goldman Sachs 70,890 35

3 Bank of America Merrill Lynch 63,124 20

4 Barclays Capital 62,871 13

5 BNP Paribas SA 58,166 13

6 Royal Bank of Scotland Group 52,532 10

7 Morgan Stanley 45,616 28

8 RBC Capital Markets 45,541 7

9 Santander Global Banking and Markets 42,967 2

10 TD Securities 42,187 2

Based on announced deals, excluding lapsed and withdrawn bids, from 1 January 2010 to 20 August 2010

Q103

Q209

Q310*

Q210

Q110

Q409

Q309

Q109

Q203

Q303

Q403

Q104

Q204

Q304

Q404

Q105

Q205

Q305

Q405

Q106

Q206

Q306

Q406

Q107

Q207

Q307

Q407

Q108

Q208

Q308

Q408


maRkET DaTa | M&A >>

Asia-Pacific M&A Activity - Quarterly Trends

League Table of Financial Advisors to Asia-Pacific (ex-Japan) M&A (Jan 01, 2010 - August 20, 2010)League Table of Legal Advisors to Asia-Pacific (ex-Japan) M&A (Jan 01, 2010 - August 20, 2010)

29-Jul-10 Sanyo Electric Company Limited(49.95% Stake)

Mori Hamada & Matsumoto Panasonic Corporation 4,839

29-Jul-10 Panasonic Electric Works Limited (49% Stake)

Kikkawa Law Offices; Advising financial advisor (Daiwa Securities Group Inc):Shearman & Sterling

Panasonic Corporation 4,698

20-Aug-10 Dana Petroleum Plc Allen & Overy Korea National Oil Corporation

2,916

9,17716-Aug-10 Cairn India Limited (60% Stake)

S&R Associates; Shepherd & Wedderburn

Vedanta Resources Plc AZB & Partners; Latham & Watkins

18-Aug-10 Potash Corporation of Saskatchewan Inc

Jones Day; Stikeman Elliott BHP Billiton Limited 41,908Blake, Cassels & Graydon; Cleary Gottlieb Steen & Hamilton; Slaughter and May

1,44230-Jul-10 AWB Limited Freehills GrainCorp Limited Gilbert + Tobin

20-Aug-10 AWB Limited Freehills Agrium Inc Clayton Utz; McCarthy Tetrault

1,756

30-Jul-10 Tanjong plc (52.82% Stake) Cheong Kee Fong & Co; Slaughter and May

Tanjong Capital Sdn Bhd 2,474

2-Aug-10 Hunan Nonferrous Metals Corporation Limited

China Minmetals HK (Holdings) Limited

Freshfields Bruckhaus Deringer; Grandall Legal Group

1,520

AnnouncementDate

Target Company Target/SellerLegal Advisor

Bidder Company Bidder Legal Advisor Seller Company Deal Value(USDm)

Asian Legal Business ISSUE 10.9

Top 10 Announced Deals - Asia-Pacific (July 24, 2010 - August 20, 2010)

Valu

e (U

SDm

)

Value (USDm)

Num

ber o

f dea

ls

Volume

00

100,000

150,000

200,000

250,000

50,000

600

700

800

400

500

100

200

300

900

Industrial and Commercial Bank of China Limited

Linklaters10-Aug-10 Industrial & Commercial Bank of China (Asia) Limited (27.19% Stake)

1,395


M&A TRANSACTIONS AND STATISTICAL ANALYSIS

Notes: Top deals table includes lapsed and withdrawn bids, and is based on geography of either target, bidder or seller company being Asia-Pacific•Quarterly trend graph excludes lapsed and withdrawn bids, and is based on dominant geography of target only being Asia-Pacific•League tables are based on geography of either target, bidder or seller company being Asia-Pacific. League tables of legal advisors include lapsed and withdrawn bids, while league tables of financial advisors exclude lapsed and withdrawn bids. League tables are ranked by value • Statistics includes all deals valued over USD 5m. Where deal value not disclosed, deal has been entered based on turnover of target exceeding USD 10m•Activities excluded from statistics include property transactions and restructurings where the ultimate shareholders’ interests are not changed.





4 Blake, Cassels & Graydon 48,698 5


6 Jones Day 45,219 25


8 Stikeman Elliott 42,091 5



Based on announced deals, including lapsed and withdrawn bids, from 1 January 2010 to 20 August 2010

In association with


1 JPMorgan 76,442 26







8 RBC Capital Markets 45,541 7

9 Santander Global Banking and Markets 42,967 2

10 TD Securities 42,187 2

Based on announced deals, excluding lapsed and withdrawn bids, from 1 January 2010 to 20 August 2010

Q103

Q209

Q310*

Q210

Q110

Q409

Q309

Q109

Q203

Q303

Q403

Q104

Q204

Q304

Q404

Q105

Q205

Q305

Q405

Q106

Q206

Q306

Q406

Q107

Q207

Q307

Q407

Q108

Q208

Q308

Q408

www.legalbusinessonline.com


In association with

Notes: League tables are based on geography of either target, bidder or seller company. League tables of legal advisors include lapsed and withdrawn bids, while league tables of financial advisors exclude lapsed and withdrawn bids. League tables are ranked by value•Statistics includes all deals valued over USD 5m. Where deal value not disclosed, deal has been entered based on turnover of target exceeding USD 10m•Activities excluded from statistics include property transactions and restructurings where the ultimate shareholders’ interests are not changed.•Q3 10* = 1 July 2010 to 20 August 2010

League Table of Legal Advisors to Greater China M&A (Jan 01, 2010 - August 20 , 2010)





4 Cravath Swaine & Moore 36,988 2


6 Weil Gotshal & Manges 35,774 3




10 Davis Polk & Wardwell 30,228 5

Based on geography of either target, bidder or seller company being China, Hong Kong, Macau or Taiwan

League Table of Financial Advisors to Greater China M&A (Jan 01, 2010 - August 20, 2010)


1 China International Capital 16,911 12

2 JPMorgan 10,164 8

3 Deutsche Bank 8,055 11


5 Guotai Junan Securities 6,505 3

6 Credit Suisse 6,378 10


8 BNP Paribas 4,316 5

9 UBS Investment Bank 4,015 8

10 Hopu Investment Management 3,100 1

League Table of Legal Advisors to Japanese M&A (Jan 01, 2010 - August 20, 2010)


1 Mori Hamada & Matsumoto 17,163 39

2 Shearman & Sterling 12,462 9

3 Nagashima Ohno & Tsunematsu 8,967 20

4 Skadden Arps Slate Meagher & Flom 8,250 7

5 Nishimura & Asahi 7,517 21

6 Anderson Mori & Tomotsune 6,595 12

7 Latham & Watkins 5,235 5

8 Gibson Dunn & Crutcher 5,131 3

9 Kikkawa Law Offices 4,774 2

10 Morrison & Foerster 4,333 11

Based on geography of either target, bidder or seller company being Japan

League Table of Financial Advisors to Japanese M&A (Jan 01, 2010 - August 20, 2010)


1 Nomura Holdings 22,216 46

2 JPMorgan 7,891 8


4 Daiwa Securities Group 7,266 21


6 Citigroup 5,467 5

7 ABeam M&A Consulting 5,228 2




League Table of Legal Advisors to Southeast Asian M&A (Jan 01, 2010 - Auguest 20, 2010)


1 Allen & Gledhill 6,925 18

2 WongPartnership 6,167 30

3 Kadir, Andri & Partners 4,274 2

4 AZB & Partners 3,901 7

5 Rajah & Tann 3,765 5

6 Weerawong, Chinnavat & Peangpanor 3,367 2

7 Drew & Napier 3,317 4

8 Shook Lin & Bok Singapore 2,878 3

9 Clifford Chance 2,641 8


Based on geography of either target, bidder or seller company being Southeast Asia

League Table of Financial Advisors to Southeast Asian M&A (Jan 01, 2010 - Auguest 20, 2010)


1 CIMB Group 11,808 16

2 JPMorgan 7,484 4


4 RHB Investment Bank 6,897 5



7 Credit Suisse 5,513 8

8 Standard Chartered 5,009 3



League Table of Legal Advisors to Indian M&A (Jan 01, 2010 - August 20, 2010)


1 AZB & Partners 28,587 42

2 Allen & Overy 12,578 5

3 Linklaters 12,170 4

4 Talwar, Thakore and Associates 10,700 2


6 S&R Associates 9,323 2

7 Latham & Watkins 9,297 2

8 Shepherd & Wedderburn 9,177 1

9 Amarchand & Mangaldas & Suresh A Shroff & Co 6,020 19

10 Crawford Bayley & Co 4,779 2

Based on geography of either target, bidder or seller company being India

League Table of Financial Advisors to Indian M&A (Jan 01, 2010 - August 20, 2010)



2 Standard Chartered Plc 22,203 6



5 HSBC 12,119 6


7 Rothschild 10,948 3


9= Global Investment House KSCC 10,700 1

9= State Bank of India 10,700 1


maRkET DaTa | capital markets >>

EqUITy CapITal maRkETs TRaNsaCTIONs lIsT asia, inc Japan, ex australia & New Zealand25 July – 21 aug

Issuerproceeds

(UsDm) Issue date Currency Bookrunner(s) sector

HONGkONGPoly(Hong Kong) Investments Ltd 453.4 08/04/10 HKD BOCI Asia; Citigroup Global Markets Asia; Standard Chartered Bank (HK) Real EstateChina Mengniu Dairy Co Ltd 156.3 07/28/10 HKD BNP Paribas (Hong Kong) Consumer StaplesBrightoil Petroleum(Hldgs)Ltd 133.3 07/30/10 HKD BOC International (China) Ltd IndustrialsLoudong General Nice Res 35.4 08/03/10 HKD Bocom International Energy and PowerINDIaSKS Microfinance Ltd 358.3 08/03/10 INR Citigroup Global Markets India; Kotak Mahindra Capital Co; Credit Suisse FinancialsEngineers India Ltd 211.7 08/03/10 INR HSBC Securities & Capital; SBI Capital Markets Ltd; ICICI Securities & Finance Co; IDFC-SSKI Ltd IndustrialsMakeMyTrip Ltd 80.5 08/11/10 USD Morgan Stanley Consumer Products and ServicesCox & Kings(India)Ltd 65.0 08/17/10 USD Morgan Stanley; Indiainfoline Ltd Consumer Products and ServicesBajaj Corp Ltd 63.7 08/13/10 INR Kotak Mahindra Capital Co Consumer Products and ServicesINDONEsIaBNI 152.5 08/12/10 IDR Bahana Securities; Danareksa Sekuritas; PT Mandiri Sekuritas; Macquarie Securities Ltd FinancialsBerau Coal Energy PT 148.5 08/04/10 IDR Credit Suisse; JP Morgan Securities Asia Pte; CLSA Global Emerging Markets MaterialsJapaNINPEX Corp 6,236.7 07/26/10 JPY Goldman Sachs International; Nomura International PLC; JP Morgan Securities Ltd Energy and PowerMatsumotoKiyoshi Holdings 180.2 08/17/10 JPY Nomura Securities RetailKenedix Inc 175.8 07/27/10 JPY UBS Ltd Real EstatepHIlIppINEsBPI 221.2 08/13/10 PHP BPI Capital FinancialssINGapOREAvago Technologies Ltd 304.1 08/13/10 USD Deutsche Bank Securities Corp; Barclays Capital; Morgan Stanley; Citi High TechnologyTiger Airways Holdings Ltd 92.5 08/18/10 SGD Morgan Stanley (Singapore); Citigroup IndustrialsOceanus Group Ltd 52.9 08/19/10 TWD Polaris Securities Ltd Consumer StapleskOREaNHynix Semiconductor Inc 494.4 07/27/10 KRW Credit Suisse; Nomura Holdings Inc; Shinhan Investment Corp; Woori Invest & Sec Co Ltd High TechnologyMando Corp 358.9 08/19/10 KRW Morgan Stanley (Asia) Ltd; Citi; Macquarie Equities (Asia) Ltd IndustrialsDohwa Consulting Engineers 37.2 07/30/10 KRW Woori Invest & Sec Co Ltd IndustrialsGolden Narae Reit Co Ltd 34.8 08/13/10 KRW Kyobo Securities Co Ltd Real EstateHepaHope Korea Inc 10.3 08/03/10 KRW Golden Bridge Investment & Sec HealthcareTaIwaNAcer Inc 500.0 08/05/10 USD JP Morgan Securities Inc; Citigroup Global Markets Inc High TechnologyENG Electric Co Ltd 32.0 08/20/10 TWD Fubon Securities Co Ltd High TechnologyPruksa Real Estate PCL 94.7 08/18/10 THB Phatra Securities Co Ltd Industrials

DEBT CapITal maRkETs TRaNsaCTIONs lIsT asia, inc Japan, ex australia & New Zealand25 July – 21 aug

Issuer proceeds (UsDm)

Issue date Currency Bookrunner(s) sector

HONGkONGEnTie Commercial Bank Ltd 1,263.0 08/06/10 TWD KGI Securities (Taiwan) FinancialsNoble Group Ltd 748.5 07/30/10 USD JP Morgan Consumer StaplesShimao Property Holdings Ltd 500.0 07/27/10 USD Morgan Stanley; HSBC Holdings PLC; Standard Chartered PLC Real EstatePCCW-HKT Capital No.4 Ltd 498.0 08/19/10 USD HSBC Holdings PLC; Morgan Stanley & Co; RBS; Standard Chartered Bank PLC FinancialsDah Sing Bank Ltd 51.5 08/05/10 HKD BNP Paribas (Hong Kong) FinancialsHongkong Electric Finance Ltd 38.6 08/11/10 HKD Standard Chartered Bank (HK) FinancialsINDIaUnion Bank of India 399.4 08/04/10 USD Barclays Capital; Citi; Deutsche Bank AG; Standard Chartered PLC; UBS Investment Bank Financials

IDBI Bank Dubai Intl Centre 349.8 07/29/10 USDBarclays Bank PLC; HSBC Holdings PLC; BNP Paribas SA; Royal Bank of Scotland AG; Standard Chartered Bank PLC

Financials

Canara Bank 161.0 07/29/10 INRAK Capital Services Ltd; Almondz Global Securities Ltd; Axis Bank Ltd; Darashaw & Co Ltd; Edelweiss Capital; ICICI Bank Ltd; ICICI Sec Primary Dealership; SPA Merchant Bankers; Taurus Finsec Pvt Ltd; Trust Investment Advisors

Financials

HDFC 160.8 07/27/10 INR Axis Bank Ltd Financials

Bank of Baroda 152.4 08/17/10 INRAK Capital Services Ltd; Darashaw & Co Ltd; ICICI Bank Ltd; Real Growth Projects Ltd; SPA Merchant Bankers; Trust Investment Advisors; Yes Bank Ltd

Financials

LIC Housing Finance Ltd 145.0 08/18/10 INR Axis Bank Ltd FinancialsNational Housing Bank 139.2 08/10/10 INR JP Morgan Sec India Pvt Ltd; Barclays Bank PLC; ICICI Bank Ltd FinancialsLIC Housing Finance Ltd 135.8 08/10/10 INR Axis Bank Ltd; Trust Investment Advisors Financials

NCRPB 109.0 08/04/10 INRSPA Merchant Bankers; AK Capital Services Ltd; Almondz Global Securities Ltd; Axis Bank Ltd; Darashaw & Co Ltd; ICICI Sec Primary Dealership; Kotak Mahindra Bank Ltd; LKP Shares & Securities Ltd; Trust Investment Advisors; Yes Bank Ltd

Consumer Products and Services

NABARD 108.4 08/09/10 INR Barclays Capital; Axis Bank Ltd; ICICI Bank Ltd FinancialsHDFC 107.4 08/18/10 INR Axis Bank Ltd; ICICI Sec Primary Dealership; ICICI Bank Ltd; Kotak Mahindra Finance Ltd FinancialsTata Teleservices Ltd 106.9 08/16/10 INR Yes Bank Ltd TelecommunicationsExport-Import Bank of India 64.4 08/20/10 INR Trust Investment Advisors FinancialsIDFC 43.5 08/06/10 INR Axis Bank Ltd; ICICI Sec Primary Dealership; Trust Investment Advisors; AK Capital Services Ltd Financials

Nagarjuna Construction Co Ltd 42.8 08/11/10 INR ICICI Bank Ltd; Trust Investment Advisors Industrials

Export-Import Bank of India 42.8 07/28/10 INR Barclays Bank PLC FinancialsIL&FS 32.2 08/17/10 INR AK Capital Services Ltd; ICICI Bank Ltd FinancialsINDONEsIaBerau Capital Resources PTE 103.5 07/26/10 USD Credit Suisse; Deutsche Bank Securities Corp MaterialsJapaNJapan Housing Finance Agency 1,568.9 08/20/10 JPY Mitsubishi UFJ Morgan Stanley Government and AgenciesToyota Motor Credit Corp 999.2 08/09/10 USD UBS Investment Bank; Barclays Capital; HSBC Securities Inc FinancialsSumitomo Life Insurance No. 3 789.5 07/29/10 JPY Nomura Securities FinancialsJapan Finance Corp 575.5 07/29/10 JPY Mitsubishi UFJ Morgan Stanley; Mizuho Securities Co Ltd Government and AgenciesJapan Finance Corp 575.5 07/29/10 JPY Mitsubishi UFJ Morgan Stanley; Mizuho Securities Co Ltd Government and AgenciesNissay 2010 Fund SPC 564.5 07/27/10 JPY Daiwa Sec Capital Markets; Nomura Securities FinancialsJRTT 405.5 08/04/10 JPY Nomura Securities; Mizuho Securities Co Ltd IndustrialsJFM 351.2 08/10/10 JPY Mizuho Securities Co Ltd Government and AgenciesHyogo Prefecture 350.7 08/06/10 JPY Nomura Securities; Barclays Capital Japan Government and AgenciesBank of Fukuoka Ltd 341.5 07/27/10 JPY Nikko Cordial Securities Inc FinancialsJFM 234.1 08/10/10 JPY Mizuho Securities Co Ltd Government and AgenciesFukuoka Prefecture 233.8 08/06/10 JPY Mitsubishi UFJ Morgan Stanley; Credit Suisse Securities(JP); Daiwa Sec Capital Markets Government and AgenciesChugoku Electric Power Co Inc 231.7 08/04/10 JPY Nomura Securities Energy and PowerKyushu Electric Power Co Inc 231.7 08/04/10 JPY Nomura Securities Energy and PowerKyushu Electric Power Co Inc 231.7 08/04/10 JPY Nomura Securities Energy and PowerCity of Yokohama 231.7 08/04/10 JPY Mitsubishi UFJ Morgan Stanley; GSJCL Government and AgenciesKajima Corp 227.6 07/27/10 JPY Daiwa Sec Capital Markets IndustrialsToyota Motor Credit Corp 222.5 07/27/10 AUD Nomura International PLC FinancialsOdakyu Electric Railway Co Ltd 175.5 08/06/10 JPY Nikko Cordial Securities Inc IndustrialsJAFCO Co Ltd 173.8 08/04/10 JPY Nomura Securities FinancialsToyota Finance Australia 156.5 08/20/10 AUD Mitsubishi UFJ Sec Intl Plc FinancialsToyota Motor Finance(NT)BV 154.1 08/10/10 NZD Daiwa Capital Markets Europe IndustrialsToyota Motor Finance(NT)BV 128.7 08/18/10 AUD Mizuho International plc IndustrialsToyota Leasing (Thailand) 125.4 08/11/10 THB CIMB Thai Bank Public Co Ltd; Bangkok Bank; Kasikornbank PCL FinancialsNomura Real Estate Holdings 117.0 08/06/10 JPY Nomura Securities Real EstateOrix Corp 116.8 08/20/10 JPY Daiwa Sec Capital Markets FinancialsOrix Corp 116.8 08/20/10 JPY Daiwa Sec Capital Markets FinancialsUrban Renaissance Agency 116.8 08/20/10 JPY Nikko Cordial Securities Inc; Nomura Securities Government and AgenciesSBI Holdings Inc 116.0 08/13/10 JPY Mizuho International plc FinancialsJRTT 115.9 08/04/10 JPY Nomura Securities; Mizuho Securities Co Ltd IndustrialsCity of Nagoya 115.5 08/02/10 JPY Nikko Cordial Securities Inc; Mizuho Securities Co Ltd Government and AgenciesAmerican Honda Finance 100.0 08/03/10 USD Bank of America Merrill Lynch; Deutsche Bank Securities Corp FinancialsToyota Motor Finance(NT)BV 84.9 08/10/10 AUD Daiwa Capital Markets Europe Industrials


maRkET DaTa | capital markets >>Premier Investment Corp 82.1 08/11/10 JPY Nikko Cordial Securities Inc Real EstateToyota Motor Finance(NT)BV 81.4 08/18/10 ZAR Mizuho International plc IndustrialsEhime Bank Ltd 80.6 07/29/10 JPY Daiwa Sec Capital Markets FinancialsNagatanien Co Ltd 80.1 07/28/10 JPY Daiwa Sec Capital Markets Consumer StaplesToyota Finance Australia 60.0 08/20/10 USD Mitsubishi UFJ Sec Intl Plc FinancialsORIX JREIT Inc 58.5 08/06/10 JPY Daiwa Sec Capital Markets Real EstateUrban Renaissance Agency 58.4 08/20/10 JPY Nikko Cordial Securities Inc; Nomura Securities Government and AgenciesmalaysIaCelcom Transmission(M)Sdn Bhd 1,336.3 08/18/10 MYR CIMB Investment Bank Bhd; Maybank Investment Bank Bhd TelecommunicationsDanga Capital Bhd 1,111.0 08/03/10 SGD Oversea-Chinese Banking; DBS Bank Ltd; CIMB Investment Bank Bhd FinancialsMalaysia Airports Capital Bhd 318.4 08/20/10 MYR CIMB Investment Bank Bhd; Citi FinancialsCagamas Berhad 315.5 08/11/10 MYR Al Rajhi Banking & Investment; RHB Investment Bank Bhd; RBS FinancialsMalaysia Debt Ventures Bhd 157.2 08/16/10 MYR CIMB Investment Bank Bhd FinancialsCagamas Berhad 148.9 08/03/10 MYR HSBC Bank Malaysia Bhd; CIMB Investment Bank Bhd; Malayan Banking Bhd FinancialsPadiberas Nasional Bhd 127.3 08/18/10 MYR Standard Chartered Bk Malaysia; Bank Muamalat Malaysia Consumer StaplespHIlIppINEsADB 996.1 08/12/10 USD Morgan Stanley; UBS Investment Bank Government and AgenciesAlliance Global Group Cayman 496.5 08/13/10 USD UBS Investment Bank Consumer StaplesADB 104.5 07/28/10 BRL Daiwa Securities SMBC Europe Government and AgenciessINGapORESTATS ChipPAC Ltd 600.0 08/04/10 USD Credit Suisse; Deutsche Bank Securities Corp High TechnologyPSA International Pte Ltd 498.4 08/03/10 USD Barclays Capital Group; Credit Suisse; Goldman Sachs & Co IndustrialsSPIAA 451.2 07/30/10 AUD Commonwealth Bank of Australia; Westpac Banking Energy and PowerCapitaLand and Treasury Ltd 258.4 08/17/10 SGD DBS Bank Ltd FinancialsCapitaMalls Asia Treasury Ltd 257.1 08/12/10 SGD DBS Bank Ltd; Standard Chartered Bank (SG) FinancialsOlam International Ltd 250.0 08/06/10 USD HSBC Holdings PLC; JP Morgan Consumer StaplesCMT MTN Pte Ltd 221.6 08/19/10 SGD DBS Bank Ltd FinancialsCDLHT MTN Pte Ltd 111.4 08/06/10 SGD Standard Chartered Bank (SG); DBS Bank Ltd FinancialsSwiber Holdings Ltd 81.1 08/20/10 SGD DBS Bank Ltd IndustrialsBanyan Tree Holdings Ltd 36.9 08/10/10 SGD Hong Kong & Shanghai Bank (SG) Media and EntertainmentKeppel Land Ltd 36.7 07/26/10 SGD CIMB Bank Bhd Real EstateCDLHT MTN Pte Ltd 18.6 08/06/10 SGD Standard Chartered Bank (SG) FinancialssOUTH kOREaHART 2010-B 1,171.2 08/19/10 USD Bank of America Merrill Lynch; Barclays Capital; Societe Generale Financials

Posco Co Ltd 428.5 08/04/10 KRWWoori Invest & Sec Co Ltd; KB Invest & Sec; Korea Investment & Securities; Daewoo Securities Co Ltd; Samsung Securities

Materials

Woori Bank 336.0 07/26/10 KRW Hana Daetoo Securities Co Ltd FinancialsWoori Bank 285.9 08/13/10 KRW KB Invest & Sec FinancialsWoori Bank 278.5 08/12/10 KRW KB Invest & Sec FinancialsWoori Fin Hldgs Co Ltd 257.1 08/03/10 KRW SK Securities Co Ltd FinancialsKorean Airlines Co Ltd 253.8 08/02/10 KRW Korea Development Bank; Daewoo Securities Co Ltd; Hana Daetoo Securities Co Ltd IndustrialsKorea District Heating Corp 253.2 07/29/10 KRW Tong Yang Securities Energy and PowerShinhan Financial Group Ltd 253.2 07/29/10 KRW SK Securities Co Ltd; Daishin Securities Co Ltd FinancialsHyundai Motor Co Ltd 253.2 07/30/10 KRW Korea Investment & Securities IndustrialsLotte Engineering & Constr Co 172.2 08/09/10 KRW Tong Yang Securities; KB Invest & Sec; SC Securities Korea Ltd IndustrialsSamsung Techwin Co Ltd 170.6 08/20/10 KRW SK Securities Co Ltd High TechnologyAsiana Airlines Inc 126.8 08/13/10 KRW KB Invest & Sec; Hana Daetoo Securities Co Ltd IndustrialsLG Display Co Ltd 116.4 08/12/10 JPY Korea Development Bank High TechnologyHyundai Elevator Co Ltd 101.3 07/29/10 KRW Daewoo Securities Co Ltd IndustrialsShinhan Card Co Ltd 100.0 08/02/10 USD HMC Investment Securities Co FinancialsShinhan Bank 92.7 08/16/10 KRW Daewoo Securities Co Ltd FinancialsHyundai Capital Services Inc 85.8 08/05/10 KRW SK Securities Co Ltd FinancialsShinhan Bank 85.8 08/05/10 KRW Hana Daetoo Securities Co Ltd FinancialsHanwha Corp 85.8 08/06/10 KRW Samsung Securities MaterialsKyongnam Bank 85.2 08/18/10 KRW Samsung Securities FinancialsDoosan Infracore Co Ltd 84.6 08/12/10 KRW Korea Development Bank; Kumho Investment Bank; KB Invest & Sec IndustrialsNHN Corp 84.5 08/13/10 KRW Woori Invest & Sec Co Ltd High TechnologyShinhan Bank 84.4 07/28/10 KRW Woori Invest & Sec Co Ltd FinancialsShinhan Card Co Ltd 77.6 08/09/10 KRW Hana Daetoo Securities Co Ltd FinancialsKDB Capital Corp 75.6 07/26/10 KRW Korea Investment & Securities FinancialsHanwha Engineering & Constr Co 75.6 07/28/10 KRW Samsung Securities IndustrialsSK Engineering & Constr Co Ltd 68.6 08/04/10 KRW Daewoo Securities Co Ltd; Tong Yang Securities IndustrialsKT Capital Corp 68.5 08/10/10 KRW Korea Investment & Securities FinancialsKDB Capital Corp 67.7 08/11/10 KRW Korea Investment & Securities FinancialsKorea Development Bank 59.9 08/11/10 HKD Standard Chartered Bank (HK) FinancialsAju Capital Co Ltd 54.2 07/26/10 KRW E Trade Korea Co Ltd FinancialsShinhan Card Co Ltd 51.7 08/09/10 KRW Kiwoom Securities Co FinancialsHyundai Capital Services Inc 51.5 08/05/10 KRW Tong Yang Securities FinancialsHana SK Card 51.4 08/04/10 KRW IBK Securities Co Ltd FinancialsHyundai Capital Services Inc 51.1 08/18/10 KRW Dongbu Securities FinancialsDaelim Information & Service 50.6 07/28/10 KRW Dongbu Securities; KB Invest & Sec; Korea Development Bank; Bookook Securities Co Ltd High TechnologyHyundai Card Co Ltd 50.6 07/29/10 KRW SK Securities Co Ltd FinancialsDaishin Securities Co Ltd 50.0 07/26/10 KRW Shinhan Investment Corp FinancialsHanjin Heavy Ind & Const Hldg 50.0 08/03/10 USD Korea Development Bank IndustrialsLotte Aluminum Co Ltd 50.0 08/06/10 USD Daewoo Securities Co Ltd MaterialsIBK Capital 46.2 07/26/10 KRW Korea Development Bank FinancialsDongwon F&B Co Ltd 43.1 08/10/10 KRW Korea Investment & Securities Consumer StaplesShinhan Bank 42.9 08/03/10 KRW Dongbu Securities FinancialsHyundai Capital Services Inc 42.8 08/10/10 KRW Hyundai Securities Co Ltd FinancialsKLC 2nd Securitization 42.6 08/19/10 KRW Daewoo Securities Co Ltd; Korea Development Bank FinancialsDaegu Bank Ltd 42.3 07/30/10 KRW Dongbu Securities FinancialsSamsung Card Co Ltd 42.3 08/20/10 KRW SC Securities Korea Ltd FinancialsTong Yang Major Corp 42.2 07/29/10 KRW Shinhan Investment Corp; Dongbu Securities; Tong Yang Securities MaterialsLotte Card Co Ltd 42.2 08/12/10 KRW Korea Development Bank FinancialsEland World Ltd 42.0 07/26/10 KRW Tong Yang Securities RetailJeonbuk Bank 42.0 07/26/10 KRW KB Invest & Sec FinancialsShinhan Card Co Ltd 42.0 07/26/10 KRW Mirae Asset Securities FinancialsHansol Paper Co Ltd 42.0 07/28/10 KRW KB Invest & Sec MaterialsKorea Development Bank 39.7 07/30/10 HKD Credit Suisse FinancialsWoori Financial Co Ltd 34.5 08/09/10 KRW SK Securities Co Ltd FinancialsHyundai Card Co Ltd 34.3 08/05/10 KRW Dongbu Securities FinancialsLotte Card Co Ltd 34.3 08/04/10 KRW Daewoo Securities Co Ltd FinancialsHyundai Commercial 34.0 08/17/10 KRW SC Securities Korea Ltd; Tong Yang Securities; KB Invest & Sec FinancialsKDB Capital Corp 30.0 07/27/10 USD KB Invest & Sec FinancialsLotte Card Co Ltd 30.0 08/02/10 USD Daewoo Securities Co Ltd FinancialsTaIwaNTaipower 371.2 08/19/10 TWD Yuanta Securities Co Ltd Energy and PowerTaiwan Business Bank Ltd 189.6 08/09/10 TWD Grand Cathay Securities Corp Financials

Formosa Petrochemical Corp 188.1 08/13/10 TWDYuanta Securities Co Ltd; Cathay Securities Investment; Masterlink Securities Co; Mega Securities Co Ltd; Grand Cathay Securities Corp; Shanghai Commercial & Savings; Jih Sun Securities; Capital Securities Corp; Polaris Securities Ltd

Energy and Power

Far Eastern New Century Corp 188.0 08/20/10 TWD Masterlink Securities Co MaterialsFirst Commercial Bank Co Ltd 156.5 07/29/10 TWD Masterlink Securities Co; Yuanta Securities Co Ltd FinancialsChailease Securitization 2010 134.0 08/10/10 TWD KGI Securities (Taiwan) FinancialsUni-President Enterprises Corp 56.4 08/21/10 TWD Mega Securities Co Ltd Consumer Products and ServicesTHaIlaNDPTTEP AIF 200.0 08/04/10 USD Bangkok Bank Energy and PowerSiam Cement PCL 158.7 08/19/10 THB Siam Commercial Bank PLC; Bangkok Bank; Kasikornbank PCL; Krung Thai Bank; Bank of Ayudhya Plc MaterialsDouble A (1991)Pcl 78.8 08/17/10 THB Standard Chartered Bank(Thai); Krung Thai Bank MaterialsMetropolitan Electricity 31.7 08/19/10 THB Standard Chartered Bank(Thai) Energy and PowerVIETNamVietnam National Shipping Line 52.0 08/04/10 VND SCB (Vietnam)Ltd Industrials

http://www.cmlor.com.hk

#985

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Corporate CounselGlobal Financial Institution | 3 to 8 Years PQEReporting to the existing senior lawyer, you will draft, review and negotiate a wide range of commercial agreements, concerning software, data licenses, subscription, maintenance and professional service agreements. You will also provide advice on a broad range of legal, corporate and regulatory matters including litigation, data protection, and employment. You will be a 3 to 8 years’ post-qualified lawyer, with strong commercial drafting and negotiating experience. You must have an understanding of either IP, IT, TMT. Fluency in English and Mandarin is mandatory. This position can be based in Hong Kong, Beijing or Singapore. Ref H599670

Dispute Resolution LawyerTop Tier Law Firm | 5 to 10+ Years PQEIn this role, you will participate in a wide range of litigation matters where you will draft and identify issues from a commercial perspective as well as provide legal advice to clients effectively. The successful applicant will have at least 2 years’ post-qualification experience gained in the litigation practice ideally with international law firms. You must have strong legal drafting experience and excellent communication skills to handle client goals. Fluency in English, Cantonese and Mandarin is required. You should be a common law qualified lawyer, Hong Kong or United Kingdom qualified lawyers are preferred. Ref H602880

Corporate LawyerHong Kong listed company | 8+ Years PQEA giant Hong Kong listed property developer is currently seeking for an 8+ PQE lawyer to join the Hong Kong team. To qualify, you must have solid experience gained in the corporate finance department of a leading law firm. Prior in-house and PRC experience in a Hong Kong listed company is an added advantage but not a must. You should also possess general commercial and M&A experience. Applicants should be flexible and with strong business acumen as the successful candidate works closely with the Chairman. Proficiency in English, Cantonese, and Mandarin is required. There will be occasional travelling to Greater China. Ref H604470

Legal Counsel VP Leading Investment Bank | 5 to 12 Years PQEThis is a newly created position covering APAC region. You will conduct all aspects of contract drafting and negotiations concerning software services, data licenses, service agreements, e-commerce and intellectual property while providing support in a broad range of commercial transactions. The ideal candidate will have at least 5 years’ post-qualification experience with extensive knowledge in intellectual property and data protection or privacy law. Experience in technology related transactions will be highly regarded. Fluency in English is required, while Chinese language skills will be useful. Ref H600920

Legal ManagerSingapore listed company | 2+ Years PQEOur client is a Singapore listed company with diversified business across the region. Reporting to the Head of Legal and Company Secretary, you will be part of a well-established team based in Hong Kong. Major responsibilities include drafting, reviewing, and advising on general corporate commercial issues. You will work closely with the legal team and external lawyers on cross-border transactions and litigation cases. Hong Kong qualified lawyers with at least 2 years of corporate commercial experience with law firms are sought. Occasional travelling is required. Ref H577760

Corporate Lawyer Boutique property investment firm | 3+ Years PQEOur client is a boutique property investment company headquartered in Hong Kong. Reporting to the Managing Director who oversees the operation in Hong Kong and Greater China, this position is best suited for one who is keen on a role with a strong business slant as well as a willingness to take on management responsibilities. Further to legal responsibilities, you will be involved in a range of corporate finance transactions and deal negotiations. Excellent communication, analytical, and organisational skills are sought. Fluency in English and Cantonese is required for this position. Ref H571760

To apply for any of the above positions, please go to www.michaelpage.com.hk/apply quoting the relevant reference number, or to discuss other Private Practice, Financial Services or In-House opportunities, contact Olga Yung, Manager of Legal Division on +852 2848 4791 or Mark Enticott, Associate Director on +852 2848 9512 for further details.

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Documents

Asian Legal Business (North Asia) Sep 2010