asian legal business (north asia) mar 2010

www.legalbusinessonline.com

ISS

UE

10

.3

Middle East 2010The Gulf gets back on track

Hogan LovellsA match made in heaven?

Capital markets: PRC mid-caps light up KOSDAQ

LateraL moves DeaLs rounDup region-wiDe upDates Debt & equity market inteLLigence

ALB Asia’s Leading Tax Firms

EmployEr of ChoiCE:Top firms to work for revealed

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EDITORIal >>

1www.legalbusinessonline.com

iN ThE firST pErSoNCadence in the cornflakes; music in M&A

Work/life balance – is it a contradiction in terms? ALB has detected a level of industry hostility towards the notion of work/ life balance, one of the more important manifestations of the warm and sensitive new corporate conscience.

part of this may be generational. it is not uncommon for senior lawyers to take a dim view of their “gen y” counterparts, commenting that younger lawyers lack firm loyalty and are less prepared to work longer hours. it is the latter observation which has been a driver towards calls for the abandoning of lock-step pay for associates. in this context, “work/ life balance” is seen as simply another step in a pervasive rot, another sign that younger lawyers want the rewards but not the hard work associated with a career at a prestigious firm.

However, even those who are more generously disposed towards the younger generation of lawyers have expressed concern over the concept of “work/ life balance”. this concern stems from what is perceived as a false dichotomy between “work” and “life”, as though the two concepts were mutually exclusive. Does the lawyer with a genuine passion for their vocation really see work as a distinct segment of their life, or is one’s working life an indivisible part of the whole – an inalienable part of one’s identity?

in the 1960s, then budding poet clive James applied for a job at a London advertising agency and was knocked back. the agency did not want an aspiring poet in their ranks; they wanted someone for whom the poetry was in the advertising itself, someone who could appreciate the cadence in the cornflakes. perhaps law is not dissimilar. perhaps time will show that the next generation of truly respected lawyers will be those for whom art lies in advice – and not outside the office.

“I think capital markets lawyers in Korea will have good business opportunities for quite a long time” Steven Seung-Bok Nah, Yoon Yang, Kim Shin & Yu (pg11)

“In my experience, women want to leave the profession because they are not given the same opportunities” Employer of Choice survey (pg 35)

“A sports lawyer is essentially a commercial lawyer who also has a good grounding in IP, because what you are essentially dealing with in sports law is the issue of rights: their protection and exploitation” David Becker, International Cricket Council (pg 41)

Recognising the importance of people is not something that should be tied to economic ebbs and flows but rather should be the cornerstone on which a firm, its culture and its practices are built

2

NEws | deals >>

asian Legal business issue 10.3

14 UK Report16 US Report64 M&A deal update 66 Capital markets deal update

INDUSTRY UPDATES

20 Intellectual propertyATMD BirD & BirD

21 International taxAzureTAx

23 FinanceHorwATH FinAnciAl

26 REGIONAL UPDATES

China•PAul weiss

Singapore•loo & PArTners

Philippines•syciP sAlAzAr HernAnDez & GATMAiTAn

profilES 58 Bahrain Chamber of Dispute Resolution – in partnership with the American Arbitration Association

CONTENTs >>

contents

ANAlySiS8 Hogan Lovells: a merger of equals?

How synergistic will the union of Hogan & Hartson and Lovells be in Asia? ALB speaks to the regional leaders of both firms and finds out their strategy for growing market share

10 Foreign listings in KoreaKorea’s capital market is attracting more Chinese companies – but will this help Seoul realise its ambition to become a regional financial hub?

12 Of counsel: a partner’s purgatory?What’s in a name? ALB looks at the ‘of counsel’ position in the Asia-Pacific region, and finds out whether this title is really just a partner-in-making’s purgatory

fEATUrES

40 In-house perspectiveDavid Becker, general counsel of the International Cricket Council, shares the joys and challenges that go with being in charge of the legal affairs for one of today’s fastest-growing sports

42 ALB’s Leading Tax & Trusts Firms 2010ALB profiles the law firms that lead the pack in tax & trusts advisory work, as voted by in-house lawyers and business people from across the Asia-Pacific and Gulf regions

50 ALB Managing Partner seriesRajah & Tann’s Sundaresh Menon reveals the challenges he faces as the new leader of the firm, and shares his passion for arbitration

54 ALB Special Report: Middle East 2010With exclusive interviews with regional general counsel at Citi, ALB covers one of the most promising legal markets, from the new and emerging markets in the Gulf to the ties this area holds with countries in Asia

rEgUlArS4 DEALS14 NEWS• AnothermergerforAsianlegalmarket• Singapore’sHarryEliasrockedbysudden

departures• White&CaseleftwithoutGulfpartners;sends

Asia lawyers to regroup• Newname,newhiresforStephensonHarwood• Allen&Overyheadsdownunder;launchesin

Doha • WongPartnershipgoesgreentocapturenew

market• DentonWildeSaptelaunchesinBahrain• LovellsgainssecondSaudiofficeinJeddah• AzmiblazesMalaysia-Chinatrail• HongKong’s“litigationcaseofthecentury”

aLb issue 10.3

5042

CoVEr STory28 ALB Employer of Choice The best firms to work for, as voted for by you, in Asia and the Gulf

54


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EdiToriAl ENqUiriESJoshua scott

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

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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.

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

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.

Singapore

Loo & partners was founded in 1985 as a niche practice, handling mainly banking, corporate, securities and commercial work. with the support of a comprehensive network of correspondent law firms, the firm serves its clients in their regional needs. Loo & partners has been regularly noted for its ipo, m&a and general corporate work.

General manaGermandy neo

asia-pacific manaGinG directorrichard curzon

desiGn manaGerJacqui alexander

desiGnersweiyah chiang chris Lai

Business development manaGersbrenda Lau (Hong kong)Jimmy cheung (Hong kong) vivian cheah (singapore)yvonne cheung (china)

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

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.

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financial services

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ALB is the asia-pacific Legal media partner of the ipba annual conference singapore 2010

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kEy mEdiA iNTErNATioNAl lTdsinGapore

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4

NEws | deals >>


deals in brief

RUSAL IPO ►Value: US$2.2bn

Firm: Sidley AustinLead lawyers: Constance Choy, Alan LinningClient: Rusal

Firm: Cleary Gottlieb Steen & HamiltonClient: Rusal

Firm: Jun HeClient: Rusal

Firm: LinklatersLead lawyers:TeresaMa,JonGrayClient: Underwriters

Firm: Dewey & LeBoeufLead lawyers: Paul Chen, Stephen Wozencroft,Heng Loong CheongClient: SUAL Partners

Firm: Egorov, Puginsky, Afanasiev & PartnersClient: Rusal

Firm: Ashurst Client: Rusal

Firm: Bredin PratClient: Rusal

HEADLINEDEAL| hong kong |

Firm: OgierClient: Rusal

Firm: Cabinet D’ Avocats Client: Rusal

Firm: Asters Law FirmClient: Rusal

• FirstlistingontheHKSEbyaRussian company and only the secondbyaEuropeancompany

• Russiancompaniesaretappinga new source of capital in the Hong Kong market to develop local economy

• Controversialofferingalsomadeheadlines for a number of other reasons. Hong Kong’s regulator, the SecuritiesandFuturesCommission(SFC),blockedretailinvestorswith less than US$129,000 to the listing, as the company did not meet profit requirements and was deemedtoorisky.ForRusalandits underwriters, however, the restriction significantly hindered the company’s intention to open the offering to individual investors

• ChoosingSidleyAustintoadviseon this deal may have been wise for Rusal, since last year the firm gained a key partner in Alan Linning, a former executive director ofenforcementattheSFC.Linningalso advised on the regulatory side of this offering

• Firsttransactionaladvicegivenasa partner for Dewey & LeBoeuf’s Heng Loong Cheong, after being promoted to partnership in 2010

Constance Choysidley austin

peter ChenDewey & Leboeuf

| koREA |VOGO FUnd–BC CARd ShARe ►ACqUISItIOn Value: US$156m

Firm: Kim & Chang Lead lawyers: YM Huh, Won Kyu, JohnChoiClients:VOGOFund,KoreaGlobalFund

Firm: Bae, Kim & LeeClient: Hana Bank

Firm: Shin & Kim Client:SCFirstBank

• Acquisitionof30%BCCardsharesbyVOGOFund,KoreaGlobalFund

• BK&LadvisedHanaBankin2009on US$1bn notes offering due 2012

• SCFirstBankturnedtoShin&Kim for this deal but previously mandated Kim & Chang for US$29mstockacquisitionofEugeneCorporation in 2009

| koREA |dOOSAn heAVy IndUStRIeS ►& COnStRUCtIOn–ŠKOdA POweR ACqUISItIOn Value: US$654m

Firm: Kim & Chang Lead lawyers: Y Park, HY LeeClient: Doosan Heavy Industries & Construction

Firm: Brzobohatý Brož & HonsaClients: Doosan Heavy Industries & Construction;ŠkodaPower

Firm: Paul WeissLead lawyers: David Lakhdhir, Marc PerlmutterClient: Doosan Heavy Industries & Construction

Firm: Norton RoseLead lawyer: Milana ChamberlainClient: Doosan Heavy Industries & Construction

• Koreanmanufacturerofpowerplants, Doosan Heavy Industries &Construction,alongwithCzechsubsidiary Doosan Heavy Industries Czech,acquired100%equitystakeinCzechsteamturbinemanufacturerŠkodaPowerfor€450m

• DoosanHeavyfirstsoughtout Paul Weiss in late 2006 to approachprivateownersofŠkodaPower: Doosan later participated inŠkodaPowerauctioninAugust 2008,emerging as winning bidder in 2009

• ConsideredoneofCzechRepublic’smost important transactions last year

“Norton Rose felt like an extension of the Doosan Heavy legal in-house function. While one would assume competence of any of the top law firms, the standard of Norton Rose’s team client care stands out”Jae Sub Sung, DooSan Heavy

InDuStrIeS & ConStruCtIon

| InDIA |BAIn CAPItAL–hImAdRI StAKe ►ACqUISItIOn Value: US$125m

Firm: AZB & Partners Lead lawyer: Vinati KastiaClient: Bain Capital Partners Firm: Kirkland & Ellis Client: Bain Capital Partners

Firm: Argus Partners Client: Himadri Chemicals

• BainCapitalUS$54minvestmenttoacquire16%inHimadri,marketerof chemical products, is Bain's first investment in India

• AZB&Partnersconductedlegalduediligence, drafting and negotiating the transaction documents and advising on the open offer process undertheSEBITakeoverCode

| SIngAPoRE |PRUdentIAL SInGAPORe - UOB ►LIFe ASSURAnCe ACqUISItIOnValue: US$300m

Firm: Rajah & Tann Lead lawyer: Cynthia Goh Client:UnitedOverseasBankofSingapore

NEws | deals >>


yOUR mOnth At A GLAnCe ►Firm Jurisdiction Deal name Value

(US$m)Deal type

Audier & Partners Vietnam Vietnam Socialist Republic of Vietnam notes offering 1,000 Debt market

Allen & Gledhill

Singapore Public Utilities notes issue 176 Debt market

Singapore PrudentialSingapore–UOBLifeAssuranceacquisition 300 M&A

Singapore Queensley notes issue 200 Debt market

Singapore SuntecRealEstateInvestmentprivateplacement 100 Equitymarket

Singapore Asia Pacific Breweries– Heineken proposed acquisition 379 M&A

Singapore StarhillGlobalREIT–StarhillGalleryacquisition 299 M&A

Singapore BreadTalk Group–Perennial Katong Retail Trust investment 200 Property M&A

Allen&Overy

Singapore Mapletree Logistics equity issue 57 Equitymarket

India ETHLCommunicationsHoldingsbondissue 925 Debt market

Vietnam Socialist Republic of Vietnam notes offering 1,000 Debt market

Amarchand & Mangaldas India ETHLCommunicationsHoldingsbondissue 925 Debt market

India JSWEnergyIPO 584 Equitymarket

Appleby US, India, Mauritius Quadrangle Capital–Tower Vision investment 300 M&A

Argus Partners India Bain Capital–Himadri stake acquisition 125 M&A

Ashurst Hong Kong/Russia RUSALIPO 2,200 Equitymarket

AstersLawFirm Hong Kong/Russia RUSALIPO 2,200 Equitymarket

ATMD Bird & Bird Vietnam AirAsia–VietjetAviationJV Undisc Aviation

AZB&Partners

India CognizantTechnology–UBSServiceCentreacquisition 75 M&A

India India Infoline divestments 50 M&A


India Morarjee Textiles equity issue 59 Equitymarket

India Bharti–Warid equity stake acquisition 300 M&A

India Bain Capital–Himadri stake acquisition 125 M&A

India DBCorporationIPO 82 Equitymarket

Bae, Kim & Lee Korea VOGOFund–BCCardshareacquisition 156 M&A/Private equity

Baker&McKenzie Hong Kong InternationalMiningMachineryIPO 326 Equitymarket

Baker&McKenzie.Wong& Leow

Singapore JayaGroupdebtrestructuring 700 Restructuring

Bredin Prat Hong Kong/Russia RUSALIPO 2,200 Equitymarket

BrzobohatýBrož&Honsa Korea/CzechRepublicDoosanHeavyIndustries&Construction–ŠkodaPoweracquisition

654 M&A

Cabinet D’ Avocats Hong Kong/Russia RUSALIPO 2,200 Equitymarket

Cleary Gottlieb Hong Kong/Russia RUSALIPO 2,200 Equitymarket

Clifford Chance Hong Kong HaiTongFinancial–TaiFookSecuritiesacquisition 231 M&A

Conyers Dill & Pearman Hong Kong Shimao Property Holdings Consent Solicitation Undisc Equitymarket

Davis Polk & Wardwell

US,Indonesia,TheNetherlands PTCikarangListrindoHigh-YieldNotesissue 300 Debt market

US, India, Mauritius Quadrangle Capital– Tower Vision investment 300 M&A

Hong Kong Shimao Property Holdings Consent Solicitation Undisc Equitymarket

Vietnam Socialist Republic of Vietnam notes offering 1,000 Debt market

Desai & DiwanjiIndia DBCorporationIPO 82 Equitymarket

US, India, Mauritius Quadrangle Capital–Tower Vision investment 300 M&A

Dewey & LeBoeuf Hong Kong/Russia RUSALIPO 2,200 Equitymarket

DLA Piper Hong Kong HaiTongFinancial–TaiFookSecuritiesacquisition 231 M&A

Egorov,Puginsky,Afanasiev& Partners

Hong Kong/Russia RUSALIPO 2,200 Equitymarket

FoxMandalLittleIndia CognizantTechnology–UBSServiceCentreacquisition 75 M&A

India ONGCTripuraPowerCompanyprojectfinancing 739 Project finance

Herbert Smith


Hong Kong ZTECorporationshareplacement 336 Equitymarket

Hong Kong NineDragonsPapertopupplacement 338 Equitymarket

HolmanFenwickWillan Indonesia PT Recapital Advisors– PT Berau Coal interests acquisition 1,480 M&A

JunHe Hong Kong/Russia RUSALIPO 2,200 Equitymarket

Khaitan & Co

India India Infoline divestments 50 M&A

India Hindustan Composite land sale 125 M&A

India RPGEnterprisesmergers 66 M&A


KhattarWong Singapore Capital Square refinancing 388 Finance

Kim Chang & Lee Korea Chiron–NovelisKoreaacquisition 120 M&A

Kim & Chang

Korea KNOCWhiteHill–SumbeJointStockCompanyacquisition 335 M&A

Korea/CzechRepublicDoosanHeavyIndustries&Construction–ŠkodaPoweracquisition

654 M&A

Korea VOGOFund–BCCardshareacquisition 156 M&A/Private equity

KoreaNationalOilwellVarco–HochangMachineryIndustriesacquisition

160 M&A

Korea H&Q and IMM–Hi-Mart share acquisition 150 M&A

King & Wood Hong Kong InternationalMiningMachineryIPO 326 Equitymarket

Kirkland&Ellis India Bain Capital–Himadri stake acquisition 125 M&A

Firm: Allen & Gledhill Lead lawyers: Andrew Lim, Lim Chong Ying, Richard Young Client: Prudential Singapore

• AcquisitionofUOBLifeAssuranceby Prudential Singapore Holdings

• Ten-lawyerteamfromAllen&Gledhill involved in transaction

• UOBpreviouslyretainedA&Gon2008Bankshareoffer;mandated R&T this year

| JAPAn/US |ShISeIdO – BARe eSCentUALS ►ACqUISItIOnValue: US$1.7bn

Firm: Shearman & SterlingLead lawyers: Peter Lyons, Ken Lebrun,JohnCannon,LaurenceCrouchClient: Shiseido

Firm: Mori Hamada & MatsumotoLead lawyers: Satoko Kuwabara, Kenji ItoClient: Shiseido

Firm: Ropes & Gray Lead lawyer: David ChapinClient:BareEscentuals

• ShiseidoacquiresUSmake-upbrandBareEscentualsintwo-step acquisition of shares. Bare Escentualshasa67%shareoftheminerals make-up sector in US

• DealtohelppushupMoriHamada’s ranking in the 2010 M&A league tables. It led both by deal value and volume in the 2009 Japanrankings,accordingtoMergermarket data

• ForMoriHamadaandShearman&Sterling, the transaction will be the first reported mandate they have received from the cosmetics giant

• Ropes&Gray’sChapinislongstandingcounsel toBareEscentual’s largestshareholder, Berkshire Partners

| InDIA |nPtC eqUIty SALe ►Value: US$1.8bn

Firm: O’Melveny & Myers Lead lawyer: David MakarechianClient:NPTCFirm: Amarchand & Mangaldas

6

NEws | deals >>


Lead lawyer: Shardul ShroffClient:NPTC

Firm: Luthra & LuthraClients: ICICI Securities, Citigroup Global Markets India, JPMorganIndia,Kotak Mahindra Capital

• IndiangovernmentsellsoffitsUS$1.8bn equity stake in the country’s largest energy company, NPTC

• FirstIndianIPOadopting‘FrenchAuction’model;firstfast-trackedoffering by government-owned company under India’s newly introduced securities rules

| InDIA |dB CORP IPO ►Value: US$82m

Firm: AZB & Partners Client: Cliffrose Investments

Firm: Skadden Lead lawyers:JonathanStone, Rajeev Duggal, Moshe KushmanClient: underwriters

Firm: Desai & DiwanjiLead lawyers: Amit Khan Saheb, Apurva DiwanjiClient: Underwriter

Firm: Luthra & LuthraLead lawyer: Madhurima MukherjeeClient: DB Corporation

• DBCorp’ssuccessfulsecondattempt on Rule 144A/Reg S offering.2007IPOwasreportedlydelayed due to market instability and the company issued a draft red herring prospectus before holding off on the offering

• Allfourfirmsreturnedonthistransaction after advising on the company’sdelayedIPOin2007,with reshuffled roles for law firms

• Insteadofactingfortheunderwriters, Luthra & Luthra picked up the lead role for the

issuer,DBCorporationAZB&Partners, who were the issuer’s counsel in 2007, shifted to advisor for the sellers, Cliffrose Investments. Desai & Diwanji picked up a role advising Citigroup Global Markets. Skadden retained its role as underwriter’s counsel

| hong kong |hAI tOnG FInAnCIAL– ►tAI FOOK SeCURItIeS ACqUISItIOnValue: US$231m

Firm: Woo Kwan Lee & LoClient: Taifook

Firm: Clifford ChanceLead lawyer: Cherry ChanClient:NWS

Firm: DLA PiperLead lawyers:EstherLeung,JeffreyMakClient: Hai Tong Hong Kong counsel

• HaiTongFinancialacquiredTaiFookSecuritiesfromNWSHoldings

• FirsttakeoverofaHK-listedcompany by a mainland brokerage

“The Chinese government is expected to gradually open up more channels for mainland investors to invest in overseas markets, among which Hong Kong is a key destination” Jeffrey Mak, DLa PIPer

| hong kong |InteRnAtIOnAL mInInG ►mAChIneRy IPO Value: US$326m

Firm: SkaddenClient: Sponsor

Firm: WalkersLead lawyer: Denise WongClient: IMM

Firm: Baker & McKenzieClient: IMM

Firm: King & WoodClient: IMM

• InternationalMiningMachinerylaunchesHongKongIPO

• IMM,backedbyJordanCompany,formedin2006toacquireJixiCoalMiningMachineryandJiamusiCoalMining Machinery

| VIETnAM |AIRASIA–VIetjet AVIAtIOn jV ►Value: Undisc

Firm: VILAFClient: AirAsia

Firm: ATMD Bird & Bird Lead lawyers: Paul Briggs, Tay Beng Chai,NatalieGohClient: AirAsia

• AirAsiapurchases30%stakeinVietjet, to set up new airline called Vietjet AirAsia

• TransactionadvicesplitbetweenLondon(Bird&Bird)andSingapore(ATMD)

• VILAFpreviouslyadvisedAirAsiaonits entry to Vietnam four years ago. FirmretainedthroughATMDBird&Bird. Referral arrangements helped transaction run smoothly for client

• AirAsiamixesuseofexternallegalcounsel around Asia – retained StephensonHarwoodonitsEUemission trading obligations in January2010

| VIETnAM |SOCIALISt RePUBLIC OF ►VIetnAm nOteS OFFeRInGValue: US$1bn

Firm: Davis Polk & WardwellLead lawyer:EugeneGregorClients: Barclays Bank, Citigroup Global Markets, Deutsche Bank Securities,BNPParibasSecurities,Calyon, Daiwa Capital Markets Singapore,NomuraInternational

Firm: YKVNClients: Barclays Bank, Citigroup Global Markets, Deutsche Bank Securities,BNPParibasSecurities,Calyon, Daiwa Capital Markets Singapore,NomuraInternational

Firm: Allen & OveryLead lawyer: David JohnsonClient: Government of the Socialist Republic of Vietnam

Firm: Audier & Partners VietnamClient: Government of the Socialist Republic of VietnamLead lawyer:NicholasAudier

• OfferingbytheVietnamGovernmentofits6.75%notesdue2020

• LawyersfromDavisPolk’sTokyo,Hong Kong and London offices workedalongsideYKVNtocompleteoffering for government

• ImportantdealforVietnam–sets

Shardul Shroffamarchand & mangaldas

madhurima mukherjeeLuthra & Luthra

Tay Beng ChaiatmD bird & bird

david Johnsonallen & overy

NEws | deals >>


yOUR mOnth At A GLAnCe (COnt) ►Firm Jurisdiction Deal name Value

(US$m)Deal type

Latham & Watkins


JapanSumitomo–JupiterTelecommunicationsshareofferLeeInternational

1,360 M&A

KoreaNationalOilwellVarco–HochangMachineryIndustriesacquisition

160 M&A

Linklaters




Luthra & Luthra India DBCorporationIPO 82 Equitymarket

Makarim & Taira SUS, Indonesia, The Netherlands

PTCikarangListrindoHigh-YieldNotesissue 300 Debt market

Morgan Lewis-TMI Japan Sumitomo–JupiterTelecommunicationsshareoffer 1,360 M&A

Mori Hamada & MatsumotoJapan/US Shiseido–BareEscentualsacquisition 1,700 M&A

Japan Sumitomo–JupiterTelecommunicationsshareoffer 1,360 M&A

NishithDesaiAssociates India Prysmian–Ravin Cables stake acquisition Undisc M&A

NortonRoseKorea/CzechRepublic

DoosanHeavyIndustries&Construction–ŠkodaPoweracquisition

654 M&A

Korea KNOCWhiteHill–SumbeJointStockCompanyacquisition 335 M&A

Ogier Hong Kong/Russia RUSALIPO 2,200 Equitymarket

Paul Weiss Korea/CzechRepublic DoosanHeavyIndustries&Construction–ŠkodaPoweracquisition 654 M&A

Rajah & Tann

Singapore Bright Day–Yantai Raffles Shipyard acquisition 385 M&A

Singapore BreadTalk Group–Perennial Katong Retail Trust investment 200 Property M&A

Singapore PrudentialSingapore–UOBLifeAssuranceacquisition 300 M&A

Reed Smith US, India, Quadrangle Capital– Tower Vision investment 300 M&A

Ropes & Gray Japan/US Shiseido–BareEscentualsacquisition 1,700 M&A

Salans Korea KNOCWhiteHill–SumbeJointStockCompanyacquisition 335 M&A

Shearman & SterlingJapan/US Shiseido–BareEscentualsacquisition 1,700 M&A


Sherman & Howard Japan Sumitomo–JupiterTelecommunicationsshareoffer 1,360 M&A

Shin & Kim Korea VOGOFund–BCCardshareacquisition 156 M&A/Private equity

Shook Lin & Bok Singapore BreadTalk Group–Perennial Katong Retail Trust investment 200 Property M&A

Sidley Austin



Hong Kong Shimao Property Holdings Consent Solicitation Undisc Equitymarket

Skadden

Japan KDDICorporation–JupiterTelecommunicationsstakeacquisition 4,000 M&A

Hong Kong MitsuiandChinaElectronics–TPVshareacquisition 120 M&A

Hong Kong Hidili Industry International Development bond issue due 2015 250 Debt market

Hong Kong SouthGobiEnergyResourcesIPO 438 Equitymarket

India DBCorporationIPO 82 Equitymarket

Hong Kong InternationalMiningMachineryIPO 326 Equitymarket

Japan Sumitomo–JupiterTelecommunicationsshareoffer 1,360 M&A

Stamford Law CorporationSingapore PVKeezestablishmentviaJV 150 JV

Singapore SwingMediaTechnology;TranscuGroupequityfinance 50 Finance

Tatva Legal US, India, Mauritius Quadrangle Capital– Tower Vision investment 300 M&A

VILAF Vietnam AirAsia–VietjetAviationJV Undisc Aviation

Walkers Hong Kong InternationalMiningMachineryIPO 326 Equitymarket

WatsonFarley&Williams Singapore BumiArmadaBerhad–HoangLongJointOperatingCompanydeal 700 Finance/JV

WongPartnership

Singapore Singfuel Investment–Chemoil proposed acquisition 459 M&A

Singapore SwingMediaTechnology;TranscuGroupequityfinance 50 Finance

Singapore Mapletree Logistics equity issue 57 Equitymarket

Singapore RSH share sale 93 M&A

Singapore NorskeSkog–NorskeSkogPanAsiaamalgamation 1,200 M&A

Singapore Mapletree Singapore Industrial Trust refinancing 64 Finance

Woo Kwan Lee & Lo Hong Kong HaiTongFinancial–TaiFookSecuritiesacquisition 231 M&A

YKVN Vietnam Socialist Republic of Vietnam notes offering 1,000 Debt market

Yulchon Korea H&Q and IMM–Hi-Mart share acquisition 150 M&A

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

sovereign benchmark for future financings by other Vietnamese issuers

• Country’sfirstbondoffersince2005

| VIETnAM |SUmItOmO–jUPIteR ►teLeCOmmUnICAtIOnS ShARe OFFeR Value: US$1.36bn

Firm: SkaddenClient: KDDI Corporation

Firm: Mori, Hamada & MatsumotoClient:JupiterTelecommunications

Firm: Latham & WatkinsClient: Liberty Global

Firm: Morgan Lewis-TMILead lawyers: Lisa Yano, Kunio Namekata,IppeiTakushimaClient: Sumitomo Corporation

Firm: Sherman & Howard Client: Liberty Global

• SumitomoCorporationtoboostitsholdingsinJupiterTelecommunications(JCOM)

• MorganLewis-TMIhasexistingrelationship with Sumitomo Corporation. Advised on restructuringofJupiterTVin2007;company’sacquisitionof30%interestinJupiterShopChannelin2008;andSumitomo’spartnership with Liberty in 2004

• DealmayleadtofurtherlegalworkarisingfromJapan’stelcoindustry

“There has been a great deal of activity in the telecommunications and broadcasting sectors in recent years in Japan and we expect to see further consolidation and integration going forward”

LISa yano, Morgan LewIS-tMI

8

NEws | analysis >>


Hogan Lovells may be the closest we have seen yet. But while this may be true when weighing up the strength of each firm’s operations in their home markets, is it the case for Asia and the Middle East?

On paper, Lovells brings three times the manpower to the merger, five more offices and stronger credentials in almost every practice area.

But to distil the union down to what each firm brings to the table would be to miss the raison d’etre of the merger – synergy.

“For a merger of this size to work it can’t be an up-and-down full-service merger; it has to be about seeking out synergies and identifying complementary areas of practice,” said Rapinet. “The two firms are committed to improving in areas through a merger which would not have been possible as two separate law firms.”

8

That Asia and the Middle East are key pillars in the strategy of the firm soon to be known as Hogan Lovells is no secret – so

much is obvious from even the most cursory glance at the firm’s numbers on the ground here.

The merged firm will have a total of 45 partners, 198 lawyers and 11 offices in the region, dwarfing all but a few of its international rivals. Only the brave would bet against the firm either adding lawyers to its ranks or opening further offices in the region over the next 12 months.

But as easy as it is to be distracted by the impressive numbers, a look at what each firm brings to the table provides a more accurate indication of where the firm’s fortunes lie in the region.

The merger of equalsAs one avid legal market watcher told ALB last year, while the term ‘merger of equals’ is an often overused one in the context of large law firm mergers,

Crispin rapinet Lovells

Hogan Lovells: a marriage made in heaven?

Lovells’ Crispin Rapinet and Hogan & Hartson’s Jun Wei make the case for the merger of their two firms and explain why they feel theirs will succeed where others have faltered

AnAlysis >>

“With the merger of our firms in Asia and the Middle East we believe that we are achieving exactly this. While we are contributing offices in South-East Asia and the Middle East and our strengths in IP, finance and dispute resolution, Hogan & Hartson are bringing with them their expertise in private equity and venture capital plus their very strong mainland China regulatory practice,” said Rapinet. “These are all areas which we have been looking to build up in the region.”

While Rapinet said that the remaining months leading up to the merger will be about “strengthening the practices at a high level,” one can’t help feeling that Rapinet, Wei and their fellow partners have already looked beyond this stage, busy identifying where the best prospects for the growth of their merged firm lie.

“The ideas we have in relation to investment opportunities will be discussed formally when the partners meet later on, but one area which is

NEws | analysis >>


But according to Rapinet, there aren’t any client conflicts of this magnitude looming for Hogans Lovells in either Asia or the Middle East. “As you would imagine, we have been examining the potential for client conflicts and this process got underway long before we decided to merge,” he said. “In Asia and the Middle East, it’s looking like this won’t be an issue and we won’t have any serious client concerns to address.”

Expectations and legacy While the firm has not yet set itself benchmarks or targets that need to be met, it seems the market most certainly has. To say that Hogan Lovells will prove something of a litmus test for big law mergers is an understatement. A number of managing partners on both sides of the Atlantic are understood to be watching with interest to see if the melding of people, cultures and management that Wei and Rapinet speak of can be successfully pulled off. And perhaps more importantly, what clients make of it all.

But Hogan Lovells need not only be a test case for the revival of the trans-Atlantic merger. If anything, the union provides ample proof of just how important emerging and nascent legal services markets like those in China, South-East Asia and the Middle East are in any expansion equation. Judging by the various alliances, tie-ups and ‘best friends’ agreements between international and domestic law firms in Asia, the first Asia merger of equals could be just around the corner. ALB

hOGAn LOVeLLS In ASIA And the mIddLe ►eASt

Lawyers Partners Total

China (Beijing +Shanghai)

76 11 87

UAE(Dubai+AbuDhabi)

24 11 35

Vietnam (Hanoi + Ho Chi Minh City)

8 0 8

Hong Kong 67 14 81

Singapore 18 4 22

Tokyo 19 6 25

TOTAL 212 46 258

“The two firms are committed to improving in areas through a merger, which would not have been possible as two separate law firms”CRISPIN RAPINET, LOVELLS

interesting for us is dispute resolution in the Middle East,” said Rapinet. Wei adds a number of areas to Rapinet’s list. Mainland regulatory work, private equity, real estate and outbound investments by Chinese companies.”

“We’ve always had the aspiration to grow these practices as Hogan & Hartson but lacked the resources,” Wei said. “Now we have those and I look forward to working with my partners to build our practice in these areas as Hogan Lovells.”

logisticsAs much as Wei and Rapinet are noticeably excited about the resources that the merger will bring to their respective practices, they are also well aware of the logistical hurdles that await them in the lead up to 1 May, when the merger comes into effect.

“The next few months will present organisational challenges to everyone concerned,” said Rapinet. “For one, there are new management structures which will – and are –being created, but the fact that these take elements from the existing management structures of both firms means that the impact on the firm and its people will be lessened.”

Earlier this year Wei was elected to the Hogan Lovells board which will have a supervisory responsibility for overseeing the affairs of the firm, ostensibly in relation to the partnership. Rapinet was appointed to the firm’s international management council which will be charged with leading the strategic direction of the firm and managing its day-to-day operation. Both are borrowed from Lovells’ current management structures.

Taken from Hogan & Hartson is the combined firm’s compensation system. Under the arrangement Lovells will move on from a managed lockstep compensation system to one that is more merit based.

But arguably the larger headache is that of conflict of interests arising between the two firms’ respective client bases. In the UK, the combined firm faces problems with several clients, of which Hogan’s representation of Rupert Murdoch’s BSkyB and Lovells’ relationship with ITV have been covered most widely.

10

NEws | analysis >>


Exchange,” said Edward Kang, a senior foreign counsel at Yulchon. “By definition, being more international requires having more foreign listings, so the KRX is trying to attract more foreign companies to list.”

Korea’s efforts may be working. According to investment consultant firm Xinhua Capital, up to 40 Chinese companies are preparing for listings in Korea. In September last year, Xinhua Capital claimed that around 24 companies signed underwriter agreements – 11 of them from China, three from the US, and one from Vietnam. The most recent Chinese company was China Hao Ran, a recycling company that received much fanfare after its listing in February.

ChinaThe Korea Stock Exchange (KRX) opened its doors to foreign companies in 2005 long before Hong Kong did in 2009, but interestingly, it’s been Chinese companies that have shown most interest – around 10 are now listed on the Exchange. The first to list was Shenzen-based audio components manufacturer 3NOD in 2007, which saw its share price soar by 20% on its first trading day. At the time, 3NOD’s chairman said that the reason for listing in Korea was that China and Korea were “good neighbours” with relatively similar economies. “In addition, the Korean securities market is an important, international market where foreign investors hold 42% of the total market value,” said the company in a statement.

Steven Seung-Bok Nah, a partner at Korean firm Yoon Yang, Kim Shin & Yu, advised the company on its listing. Nah echoes 3NOD’s chairman in outlining the attraction of Chinese companies to Korea. “Korea and China are not only geographically close, but also have a very close relationship in terms of

korean ipos: China hao ran on its listing on koSdAq in february

ChIneSe COmPAnIeS And theIR LAw ►FIRmS

Company Law firm 3NODDigital Yoon Yang Kim Shin & YuChina Great Star Yoon Yang Kim Shin & YuChinaEngineGroup Duan & Duan

ChIneSe COmPAnIeS On the KRX ►Company Listed Market

3NODDigital Aug-07 KOSDAQ

HuaFengTextile Nov-07 KOSPI/HKEx

CowellElectronic Jan-08 KOSDAQ

Union Tech Dec-08 KOSPI

ChinaFoodPackaging Mar-09 KOSDAQ

ChinaOceanResources May-09 KOSPI

China Great Star May-09 KOSDAQ

ChinaEngineGroup Dec- 09 KOSDAQ

China Hao Ran Recycling Feb-10 KOSDAQ

Steven Seung-Bok Nah yoon yang, kim shin & yu

Korea lures Chinese companiesAnAlysis >>

The South Korean bourse is in damage control. Some foreign companies that have listed since the local markets

opened up to them five years ago have watched as their share prices have fallen over the last year. This could be a problem for Korea’s capital markets lawyers, who, like the rest of the world’s legal professions, are looking to capture some of the economic growth from rival economies, especially from China.

But local lawyers aren’t too worried. Much of their faith lies in their government and its efforts to establish Seoul as an international financial centre. Luring more foreign companies is just one step towards that goal. “The KRX wants to become a more recognised international exchange, much like the Singapore Stock Exchange and Hong Kong Stock

Chinese companies are looking to the Korean capital market for further business in light of the strong economic growth in the regionStory by rashida yosufsai

NEws | analysis >>


its effort to become a financial hub, and the current level of interest from foreign companies clearly shows that the Capital Markets Consolidation Act, introduced in 2005, is working. “Korea’s modernisation of its banking and finance laws has attracted much foreign interest from both China and elsewhere,” Kang said.

As Korea recovers from the global financial crisis (and much faster than its Asian neighbours, some are saying) its lawyers are waiting with bated breadth for another year of busy capital markets activity. “Several Chinese companies have contacted our firm directly or indirectly to be listed in Korea recently,” he said.

His firm Yoon Yang Kim Shin & Yu is also reported to be looking to open an office in China. “I think capital market lawyers in Korea will have good business opportunities for quite a long time,” says Nah.

Further modernisation of Korea’s banking & finance laws also pose another source of business for firms. Lee & Ko partner Wonkyu Han says his firm is preparing for more changes. “The conditions and requirements to list foreign companies on the KRX is continuously changing, so we’re preparing ourselves by researching and comparing issues on foreign companies that Korean investors may not be familiar with,” he says.

Kang believes the more modernised Korea’s banking & finance laws become, the more foreign companies it will attract. “The trend to embrace international standards has been broad-based in Korea for the past few years, and as word spreads, it will lead to more foreign activity, including more foreign listings.”

By modernising laws, Korea will be able to capture those Chinese companies who face more restrictions to list locally than in Korea. “The Chinese government still restricts the listing of Chinese companies. The Korean economy has a comparative advantage in certain industries and it is expected that companies in those industries would prefer to list in Korea,” said Lee & Ko’s Shin. ALB

investment and trade,” he said. “It’s also easy to secure a growth [strategy] after listing, such as through M&A with blue-chip Korean companies and investments in relevant industries.”

According to others, there is much more to this trend than just friendly economic relations. “Chinese SMEs find the KRX an attractive option for a variety of other reasons, including competitive fees and Korean investors’ strong appetite for foreign equities,” said Yulchon’s Kang.

Compared to Hong Kong, Korea’s listing fees are around 30% lower, and IPO filing results take a quick two months. “It’s difficult to make a general comparison of listing costs between markets as most of the costs related to an IPO are negotiable on a case-by-case basis with underwriters and law firms,” said Nah. “But the listing fees and regulatory costs of the KRX are much lower than those of other markets.”

Share trading velocity on the KRX was higher than that of Tokyo, Hong Kong and Singapore in 2008, explained Nah, adding there is also Korea’s liquidity. “Market liquidity is crucial for the listed companies because it enables them to tap additional financing post-listing, and for the investors, profit realisation,” he said.

The KRX offers liquidity, a stable investor base and competitive listing fees and regulatory costs. These features make it clear that Korea is doing everything it can to facilitate

“Korea and China are not only geographically close, but also have a very close relationship in terms of investment and trade. It’s also easy to secure a growth [strategy] after listing, such as through M&A with blue-chip Korean companies and investments in relevant industries”STEVEN SEUNG-BOK NAH, YOON YANG, KIM SHIN & YU

Wonkyu han Lee & ko

China hao ran executives

12

NEws | analysis >>


ReCentLy PROmOted COUnSeL ►Firm Name Location Practice areaClifford Chance David Lam Shanghai Banking and financeDavis Polk Gerhard Radtke Hong Kong Capital marketsDLA Piper JennyLiu Beijing Corporate financeLatham & Watkins Karen Yan Shanghai Corporate Vinson&Elkins NicholasSong Beijing Dispute resolution

AnAlysis >>

If building capacity with lateral hires and partner relocations will be considered as one trend among international firms in 2010, then

en-masse counsel promotions must be another. In January alone a significant number of international firms either promoted senior associates to counsel or made lateral counsel hires.

Clifford Chance, Davis Polk, DLA Piper, Latham & Watkins and Vinson & Elkins, to name a just few, have all promoted lawyers to counsel. The principle motivation for firms to elect lawyers to counsel – a rank between senior associate and partner – is obvious: recognizing their outstanding performance and contribution to the firms.

“In our firm, counsel promotion is the management committee’s recognition of specific senior associates who have distinguished themselves with expertise in a certain area of law, and have demonstrated excellence in practising law. It’s a compliment to their skills and capability,” said Jay Cuclis, a member of Vinson & Elkins’ management committee and the head of the firm’s Asia practice. Vinson & Elkins formally adopted the counsel program firm-wide in 2006, when it promoted 40 senior associates to counsel globally.

In January this year, the firm announced the promotion of Beijing senior associate Nicholas Song to counsel – the first counsel in its China offices. Song, who joined the firm in 2000, focuses his practice on

international arbitration and dispute resolution matters. “The role of counsel is to help manage clients’ legal matters and supervise and mentor junior lawyers. On a regular, ad hoc basis, we consider whether certain lawyers should be elected to counsel,” said Cuclis.

Stopover or destination?As every firm classifies the career potential and responsibilities of the counsel role differently, it is sometimes unclear whether the position is a stepping stone, or an alternative, to partnership.

At Vinson & Elkins, any counsel could be at any time elevated to partner, and equally, some associates will be considered directly for partnership. “Counsel is not necessarily an intervening step in the partner promotion process, but rather a designation for certain associates to play a greater role,” said Cuclis.

Lovells, on the other hand, uses the position as part of its promotion ladder, often for people who have partnership potential but aren’t quite ready. However, in principle, senior associates are still able to move straight into the partnership. “As practice evolves, it’s normal for lawyers to come through to

The ‘of counsel’ position: good for lawyer, firm or client?Are international firms increasingly using the title 'of counsel' to provide an extra career path for their lawyers or an extra weapon in their business development agendas? ALB finds that the truthful answer varies from firm to firm and lawyer to lawyer...

counsel. From a client’s perspective, it suggests a level of seniority and it’s a good thing to deal with someone more senior. It’s also good for the individual lawyer who wants to feel his achievement being recognised,” said Jamie Barr, Lovells’ head of corporate in Asia.

Barr also sees the counsel position as a good intermediate step for top talent who are on track for partnership. “A partner’s job is very different from that of an associate. It involves more management, business development and client management. Bringing top-flight lawyers through to this intermediate step makes it easier for them to undertake business

development, helps them gain the confidence of their clients, and prepares them for the next step,” said Barr.

At Lovells, counsel and consultants are involved not only in front-line transactional advisory work but also with certain department and client responsibilities. Currently, the firm has 14 counsel and consultants in Greater China alone. Barr said a number of candidates for the upcoming round of partner promotions in Asia were in counsel and consultant positions.

At other firms, counsel can be a title for lawyers who want more flexibility with work schedules than partnership offers; associates that are not interested in the partner track; or senior lawyers coming to a firm from public service or corporations who have no business.

Economic realities It’s debatable whether one designation is better than another, but promotions need to be justified by the business environment as firms become savvier about profitability. The contributions of senior non-partners are increasingly recognised as critical to a firm’s financial well-being. As long as the

NEws | analysis >>


firm’s Shanghai office who is now a partner of a PRC firm provided a case in point. The source told ALB that when he was counsel his hourly rate was up to US$200 higher than some of the senior associates. “Counsels are more like partners than associates; they could have their own clients, manage their own cases and participate in certain management tasks. They contribute considerably to firms’ revenues without having a share in the profits,” he said.

According to another leading international legal recruitment firm, the remuneration packages for counsel in different firms vary vastly. The salary range for counsel who are on track to partnership in US Top 50 firms can be anywhere from US$250k to US$400k.

However, in some cases a permanent counsel who doesn’t want to become partner and doesn’t do business development can earn up to US$600k due to his important role and seniority in a firm. Nevertheless, these figures are significantly lower than from what senior partners can earn.

The source also witnessed the trend towards a widening use of counsel roles in the Asia offices of some international firms. “A few years ago, international firms tended to promote senior associates directly to partners in Asia. But using the counsel role as a transition to partnership seems the obvious route now,” he said.

As the prospects for 2010 brighten it’s reasonable to expect that the count of counsel in international firms will grow in line with that of associates and partners. In some cases this will be a good thing for lawyer, firm and client alike; in others, it will not. ALB

role makes sense in financial terms, counsel will have strength and prestige in the firm hierarchy.

“When the pressure for business origination is high, firms will want to have more people actively involved in business development. The counsel role allows more senior lawyers to build a book of business,” said Frazer Xia, the founder and managing director of leading legal recruitment firm China Legal Career.

“Profit per partner (PEP) is also an essential concern when it comes to partner promotion. If a firm expands its partnership too quickly, its PPP may be diluted. So when firms are not so comfortable about promoting someone to the partnership immediately, they can appoint the lawyer to counsel first,” Xia said.

Having the role of ‘counsel’ can clearly have a favourable impact on a firm’s bottom line: charge-out-rates for counsel are generally higher than those of senior associates and in some cases can approach that of junior partners.

A former counsel at a Magic Circle

COUnSeL ROLeS - CheAPeR FOR the ►FIRm OR the CLIent?

Title Hourly charge-out-rate

Annual remuneration

Senior associate (8years)

500-600 250K-$300K

Counsel 600 – 700 300K-400KPartner (equity)

700 – 1000 From500Kto3M

Note: figures are provided by CLC as an indication only

http://www.maxwell-chambers.com

14

NEws >>


uk report

ROUNDUPBird&BirdhashiredM&ApartnerArturoMeglio,founderofSJBerwin’sMilanoffice,toworkacrossitsMilan•and Rome offices NorwegianfirmWikborgReinwillbeNorway’sfirstfirmtoofferEnglishlawinLondon,afteritappointed•three new partners for its office there. The firm is moving to new premises in LondonClifford Chance’s London finance head Mark Stewart has announced he is retiring from the firm. Stewart lost •the race to become the Magic Circle firm’s London managing partner last yearEuropeanfirmFieldFisherWaterhousehashiredformerAllen&OverylawyerThierryvanInnisforitsBrussels•IPpractice.VanInniswillbethethirdlawyerjoiningthefirmfromA&OsinceSeptember2009Shearman&Sterlingposteda12%dropinfeeincomeinitsLondonoffice,downtoUS$99.7min2009•comparedto2008,whenitwasUS$113.8mClaireFougea,NortonRose’spartnerandheadofemploymentlawinParis,haslefttojoinlocalFrenchfirm•Franklin,headingthefirm’semploymentlawdepartment.ThreeassociateshavealsoleftNortonRoseDanishfirmGorrissenFederspielhasappointedtransportationpracticeheadPeterAppelasitsnextmanaging•partner,succeedingNielsHeeringwhowillbethefirstchairmanofthe185-lawyerfirm

UgoGiordanoandcorporatelawyerFabioPizzoccheri– joining from Dewey & LeBoeuf. The third partner, corporate and litigation specialist Ilario Giangrossi, joins the firm from local law firm Pedersoli.

The appointments will help Ashurst rebuild its Italian presence after it lost a number of partners last year, including managing partner Riccardo Agostinelli. The firm now has eight partners based in Milan.

Salans raids Mayer Brown for Brussels launchSalans has launched a new Brussels office by poaching seven lawyers from US firm Mayer Brown’s local office. The lawyers – who joined Mayer Brown Brussels from Hammonds back in 2006 – are competitionpartnerEdwardBorovikov,internationaltradedirectorRudiLeleu,ofcounselsBogdanEvtimovandCharlesDeJage,andthreeassociates.

Salans’ Brussels office will open in March and will be the 22nd office for the firm. Meanwhile it has appointedNewYorkpartnerFrançoisChateauasitsnewchairman,succeedingStephenFinchwhoheldthepositionforfiveyears.Finchwillremainonthe seven-partner board of the firm.

Clifford Chance, Slaughter and May take on New Look IPOClifford Chance and Slaughter and May have each landedrolesonthe£650mIPOofUKfashionchainNewLook.FourpartnersatSlaughterandMayareadvisingNewLookonfinanceandpensionissues,while Clifford Chance partner Adrian Cartwright is advising the bookrunners.

Freshfields first to list associate salary freeze FreshfieldshasbecomethefirstUKfirmtoliftassociatesalaryfreezesinthecurrentfinancialyear,but newly qualified lawyers’ salaries will remain at their lower rates. The firm, the first among thecityfirmstounfreezesalaries,originallyfrozeassociatesalariesinFebruary2009anddroppedNQsalariesfrom£66,000to£59,000.Thedecisiontoreversepartofthesalaryfreezecamefollowingapartnership committee meeting held last month.

Eversheds appoints Heaps as new chairmanEvershedshasmadecurrentlitigationheadJohnHeaps the firm’s new chairman, succeeding Alan Jenkinsfrom1Maythisyear.BasedinLondon,he will combine his role as litigation head while serving a four year tenure as chairman. Heaps said his priorities as chairman included raising the firm’s international profile.

White & Case loses London banking lawyersWhite & Case has lost five lawyers from its London banking team this year to Latham & Watkins and Ropes&Gray.Fourlawyersfromthefirm’sbankfinance team, headed by partner Chris Kandel, leftthefirmon29JanuarytojoinrivalLatham&Watkins.InFebruaryseniorassociateTaniaBedideparted for Ropes & Gray.

Ashurst rebuilds Milan officeAshurst has gained three new partners for its Milan office, with two partners – structured finance specialist

WongPartnership will have its carbon footprint monitored as

part of a new government-sponsored program. The firm has also launched an environmental & green economy practice to capture the new market for “green” and renewable energy transactions. It is piloting an online software program called CarbonView, which will monitor the firm’s carbon emissions and waste levels. A group of 30 lawyers and staff have volunteered to act as ‘carbon cops’ within the firm to enforce waste-reduction initiatives, such as cutting down on the use of paper and plastic cups, and by proposing new green policies.

In line with the program, WongPartnership has also launched a new environmental & green economy practice consisting of ten lawyers and headed by partners Low Kah Keong and Rosabel Ng. Low said on both

singApore >>

WongPartnership goes green to capture markets

low kah keongwongpartnership

indochinA >>

Another merger for Asia legal marketon January 1, 2010, as the new

Norton Rose group came into effect, Indochina law firm DFDL Mekong was finalising its own merger with Bangkok-based McEvily & Collins. After subsuming the McEvily & Collins brand in Thailand, the law firm gained a new office in Phuket, two new partners and 15 lawyers.

While the merger was not on the scale of a global one, it now has 90 lawyers and professionals spread across eight offices. The merger idea came around the same time as the Norton Rose announcement, but the courting process was somewhat different. The two new partners – Matthew McEvily and Marcus Collins – were well acquainted with DFDL Mekong, having worked with the firm on a number of transactions.

“[The idea] came during a client

NEws >>


NUMBER OF LAWYERS IN MALAYSIA GROWS1.ThenumberoflawyersinMalaysiagrewby2%lastyear after declining slightly in 2008

nUmBeR OF PRACtItIOneRS: GROwth In ►LAwyeR nUmBeRS ReSUmeS

13500

13000

12500

12000

11500

11000

2004

11926

2005

11782

2006

12443

2007

12916

2008

12906

2009

13196

2. The number of smaller firms and sole proprietors also grew this year

COmPARISOn OF SIze OF LAw PRACtICeS ►Year Number of lawyers

Sole proprietors 2–5 6–10 11–20 21–30 >31

2004 3,078 2,275 173 42 12 13

2005 2,981 2,256 172 43 8 15

2006 2,896 2,372 190 53 6 18

2007 2,891 2,432 217 55 4 20

2008 2,804 2,397 228 56 11 16

2009 2,867 2,412 246 52 7 17

3.FewerlawyersarestayingintheMalaysiaprofession for more than seven years

BReAKdOwn By nUmBeR OF yeARS In ►PRACtICe: A yOUnG PROFeSSIOn

< 7 years 7 to 12 years > 12 years

8,000

6,000

4,000

2,000

0

10,000 2009 2008

4.FemalelawyersarestayingintheMalaysiaprofession for a shorter time than male lawyers

BReAKdOwn By GendeR: eXPeRIenCed ►FemALe LAwyeRS ARe RARe

8,000

4,411 < 7yrs

2,506 > 7yrs

6,917

Male

5,157 < 7yrs

1,122 < 7yrs

6,279

Female

2009

4,315<7yrs

2,473>7yrs

6,788

Male

4,997 < 7yrs

1,121 < 7yrs

6,118

Female

2008

6,000

4,000

2,000

0

Source: The Malaysian Bar

news in brief >>

the government and private sector levels, environmental issues are gaining momentum worldwide. “We believe there is a growing demand for lawyers who are familiar with environmental change issues,” he said. “Even before we officially launched this practice, we had already represented clients that are operating in this space.”

The firm has already helped EPURON with its investment in renewable energy projects in Asia, and Keppel Corporation in its JV to develop an “eco-city” in Tianjin. “We’re increasingly seeing more clients wanting to ‘walk the green talk’, and to get more involved in green business opportunities,” said Ng.

WongPartnership goes green to capture markets

rosabel Ngwongpartnership

Another merger for Asia legal marketparty in the second quarter of last year, and it was a mutual decision from both firms – we both had mutual clients and we’d worked with each other before,” said DFDL Chairman David Doran.

Doran said a bigger presence in Thailand will help the new firm target

outbound real estate, taxation and M&A transactions to Cambodia and Vietnam. “We think that developers with projects in Samui, Phuket and Bangkok will begin looking into the

resort areas in Cambodia and Vietnam. That’s part of the reason to combine our services here, to build on our Thai real-estate practice.”

The merger is also part of an ambition to be one of the leading firms in the Mekong region, added Doran. “While we have a very good market

share and presence in Cambodia, Laos and Vietnam, from a legal market perspective Thailand is the most competitive in the Mekong region,” said Doran.

“[The idea] came during a client party in the second quarter of last year, and it was a mutual decision from both firms – we both had mutual clients and we’d worked with each other before”dAVId dORAn, dFdL meKOnG

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us report

ROUNDUPUSlawfirmmergersdroppedby24%lastyear,accordingtoconsultantfirmAltmanWeil.Therewere53mergers•between US practices, with the biggest merger tracked being the Lovells and Hogan & Hartson allianceProskauer Rose’s London managing partner Matthew Hudson has left the firm, after having launched the •office in 2007 MayerBrownhasappointedJoshCohn,anAllen&OveryNewYorkcapitalmarketspartner,asjointheadof•thefirm’sglobalderivativesandstructuredproductspractice.HewillbebasedintheNewYorkofficeJonesDayhasaddedfournewpartnersinCalifornia,boostingitsofferinginIPlitigationandinternational•transactionsinSanDiego;healthcareinSanFrancisco;andM&AinSiliconValley.Thefirmhasalsotransferred a partner from Washington, DC to its Silicon Valley officeFormerPattonBoggslawyerThomasRussohasbeenelectedasthenewgeneralcounselandexecutive•vice president for legal, compliance, regulatory affairs and government affairs for insurance giant American InternationalGroup.RussojoinsthecompanyfromtheNewYorkofficeofPattonBoggs;priortothatappointment he was Lehman Brothers’ vice chairman

Clyde & Co launches new US officeUK-based Clyde & Co has announced that its thirdofficeintheUSwillbebasedinNewJersey.The office will be headed by insurance partners DarenMcNallyandBarbaraAlmeida,whowillbe accompanied by team of associates all with backgrounds in insurance.

Latham recruits four Vinson & Elkin partners Vinson&ElkinshaslostfourpartnerstoLatham&Watkins’ Houston office. Latham – widely known for its lateral recruitment strategy – is building up its local office and focusing on energy transactions. ThefirmwillbringinWilliamFinneganIV,BrettBraden, Charles Carpenter and Charles Timothy Fenn,fortheirbackgroundintradepartnerships.

Vinson&ElkinspostedaPEPdropof3%,downtoUS$1.27m.ThiscomparestoLatham’sPEPwhichgrewby5%toUS$1.9mforthe2009financialyear.

Greenberg Traurig opens in San Francisco Greenberg Traurig has launched an office in San Francisco,itsfifthofficeinCalifornia.IPspecialistSamuel Shepherd and litigation lawyer Kenneth Steinthal have joined as managing shareholders of the new office, which is expected to grow to 15 lawyers by March. They will be accompanied byformerSugarCRMcorporatecounselJohnPavolotsky, who joins the firm as of counsel.

SteinthalsaidthatSanFranciscoisakeymarket for the global finance industry and will

allow Greenberg Traurig to target the media, entertainment and technology industries. Meanwhile, Richard Rosenbaum has been elected thenewCEOofthefirm.

Winston & Strawn posts 5% revenue decline Revenue for the 2009 financial year at Winston & StrawnwasUS$40m,or5%lessthanforthe2008financialyear.PEPremainedsteadyatUS$1.28mwhilerevenueperlawyerdeclined2.6%toUS$835,000.

Simpson promotes six new partners Simpson Thacher & Bartlett has recently announced the appointment of six new partners as part of its 2010 promotions. All of the new partners are fromitsNewYorkoffice–fivefromthecorporatepractice and one from the litigation practice.

Davis Polk snares former Arnold & Porter chairmanDavis Polk & Wardwell has appointed Michael Sohn, the former chairman of Arnold & Porter, as counsel in its Washington DC office. Sohn is a veteran of Arnold, having started at that firm in 1969 before being made partner in 1972, and servingaschairmanforadecade(1996-2006).Sohn’spastclientelearemajorMNCssuchasGE,PepsiCoandNASDAQ.HehasalsoservedasageneralcounselattheFederalTradeCommission.

singApore >>

En masse exits hit Harry Eliasharry Elias Partnership has lost its

managing partner of four years as well as four other partners, in the space of just one week. After a four year-tenure as managing partner, Latiff Ibrahim resigned from the firm in January. Four other partners – Lynette Chew, Kelvin Aw (who were only recently promoted to the partnership), Shanti Jaganathan and Shashi Nathan – also tendered their resignations.

According to the firm’s new managing partner, Philip Fong, the departures are due to differences of opinion over the firm’s structure and future plans. “Latiff’s departure was largely due to the divergence of strategic direction of the firm, between Latiff and the majority of the incumbent partners, which arose primarily from a growing disagreement with his leadership,” said Fong in a statement.

Ibrahim joined Harry Elias in 1999 from KhattarWong and became sole managing partner in 2006. While he agreed that different management styles led him to leave Harry Elias, Ibrahim said the issue is part of broader changes sweeping across Singapore’s legal market since the arrival of foreign law firms last year. The government’s measures to liberalise the legal market, coupled with its investments to promote Singapore

Azmi blazes Malaysia-China trail

mAlAysiA >>

Strategic alliance: Zhao Cenghai from Zhongyin and Azmi moh Ali from Azmi & Associates

NEws >>


ITALIAN FIRM PLANS MERGER IN HONG KONG AND OPENS IN SINGAPOREItalian law firm Chiomenti Studio Legale plans to merge with a local law firm in Hong Kong in addition to opening an office in Singapore – the firm’s fourth office in Asia.

In Hong Kong, the firm has sealed an exclusive associationwithlocaloutfitCdBandJC&Co,whichisledbyClaudiodeBedin,DominicLeeandJasonCarmichael. The alliance, which is still subject to approval from the Law Society of Hong Kong, is intended to serve as a platform for the merger of the two firms, pending regulatory approval.

ChiomentipartnersDomenicoFerrariandRaffaella Piccoli will be charged with heading up the firm’s new Singapore office. The office will assist Chiomenti’s clients with their inbound and outbound investmentsintoSingaporeandSouth-EastAsia,inadditiontoadvisingonvariousaspectsofEUlawand international arbitration.

HERBERT SMITH OFFERS UAE INTERNSHIPS TO BUILD UP LOCAL OFFICESUptosixUAElawstudentswillbewelcomedtoHerbert Smith’s Abu Dhabi and Dubai offices every year, as part of an internship program with the UAECollegeofLaw.Twostudentshavealreadysigned up to the program, which offers a route to permanent employment following graduation.

The program is aimed at boosting Herbert Smith’s pool of locally qualified talent through a grass-roots method of recruitment, and will also boost the firm’s corporate social responsibility(CSR)ratingintheMiddleEast.

Interns will be given four weeks’ training in the firm’s Abu Dhabi and Dubai offices, and a further two weeks in either the London head office or another international office. The interns will also be subjecttoan“intensive”Englishlanguageprogram.

Last year, 65 students graduated from the College of Law, and Herbert Smith will admit another four students to their program later this year.

SKADDEN BOOSTS PALO ALTO LITIGATION PRACTICESkaddenhasappointedpatentlitigationlawyersJamesElacqua,AndrewThomasesandJonathanBakertoitsPaloAltooffice.ElacquaandThomasesbothjoinaspartners and have worked on various patent litigation cases, most recently the US$57m Medtronic case – the largest plaintiff verdict in California in 2009.

Baker – whose past clients include Acer, Creative, and TiVo – is also qualified as an electrical engineer through MIT.

news in brief >>En masse exits hit Harry Elias

as an international arbitration hub, has meant that smaller firms are facing intense competition from bigger and better resourced international firms for a share of the legal market, he said.

“You can’t be a managing partner unless you’re prepared to drive a firm’s growth. I wanted to grow the firm by bringing in new partners, looking for merger or alliance opportunities,” Ibrahim said. “In all of those decisions I consulted the partners, some did support [this] and some didn’t. As a managing partner I made some hard decisions and that’s where there was growing differences, because I was constantly consulting [the partners] in new opportunities.”

Ibrahim witnessed the shifting legal market when a delegation of managing partners went to London a few years back, as part of a governmental drive to lure home Singaporean lawyers. That was followed by the government’s QFLP scheme and the opening of the arbitration centre – Maxwell Chambers.

“It was clear to me that… one of the parties affected would be the medium-sized firms. These smaller firms would be competing with the bigger Singapore

firms and the idea would be that they would poach talent from the medium-sized firms. So there were strategic management differences [with how] I wanted to grow the firm, but I couldn’t make headway,” he explained.

As well as looking to broaden the firm’s relationships with local firms in countries such as Vietnam, Indonesia and Malaysia, some of Ibrahim’s other efforts during his tenure as managing partner included internal promotions. “The last major decision I made as managing partner was the promotion of five junior partners to full partners in December last year,” he said.

Two of those he promoted, Lynette Chew and Kelvin Aw, were among those who resigned with Ibrahim. The firm has since elevated Francis Goh, Koh Tien Hua and Andy Lem to partnership, and also officially converted to a limited liability partnership on 2 February. This will allow the distribution of decision-making power equally across the firm, instead of holding it with one person.

Ibrahim said he welcomed the decision to convert to an LLP model when it was made last year, having been twice postponed. Fong said that there was no direct relationship between Ibrahim’s resignation and the firm’s LLP conversion.

latiff ibrahimHarry elias partnership

malaysian firm Azmi & Associates has ventured into China via a

strategic alliance with Zhongyin. The alliance, a non-exclusive agreement initiated by Azmi, is part of the Malaysian firm’s response to the influx of Sino-Malaysian transactions. Earlier this year, Azmi launched a Chinese-language website and its China Desk service. The firm also created a team of lawyers with Chinese language capabilities including Cantonese and Hokkien.

Azmi sees its alliance with Zhongyin as a propellant for its Chinese ambitions. “I think we are on a level playing field with Zhongyin. We see a lot of synergy between us because we share the same corporate culture, work philosophy and vision. We also serve Malaysian government-linked investment companies and Zhongyin

serves state-owned enterprises in China,” said Jeffrey Tan, partner and head of the China desk at Azmi.

The Malaysian government has recently entered into agreements with China encouraging infrastructure, mining and technology projects. Azmi, which represented the Malaysian government on the agreements, sees the experience as a platform to better understand Chinese businesses.

Monitoring the market trends, Tan foresees that more Chinese companies will be launching their IPOs in Malaysia and likewise, Malaysian companies will also increasingly venture into China, given its market size and cost efficiencies. The firm plans to form more alliances with top-tier Chinese firms and set up an office in either Beijing or Shanghai in future. ALB

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Australian market. In a recent interview, however, Norton Rose’s Don Boyd said it was unlikely that any of the major UK or US firms would set up shop in Australia without plans to transfer Australian lawyers to Asia. “To just set up in Australia to tap into the Australian market doesn’t really on the face of it make a business case because this is a massively competitive environment,” he said, pointing out that a large pool of skilled lawyers was the key attraction of Australia.

His colleague in Asia, Shaun McRobert, did not see Allen & Overy as a major threat in the Australian market. “It’s a global market and we’re competing with them in Hong Kong and we’ll compete with them in Perth. We don’t benchmark ourselves with Australian firms but with firms internationally,” he said.

OGIER TO BUILD UP HONG KONG OFFICEOffshorefirmOgierwilltransfersome of its lawyers to the Hong Kong office in a bid to become the firstoffshorefirmwithaJerseyand Guernsey law practice in Asia.

The first of the transfers is Guernsey partner Marcus Leese, who is spearheading the Guernsey law service in Hong Kong. He will later on be accompanied by a Jersey-qualifiedlawyertoformanewjointpractice.

ThelaunchoftheJersey-Guernseypracticeisinresponse to the growing importance of the Asian economies, said Hong Kong managing partner Duncan Smith, adding that the recent approval allowingJerseycompaniestolistontheHongKongStockExchangewasalsoanothermotivator.Ogier’sJerseyofficerecentlyadvisedRussianoilcompanyRusal on its landmark Hong Kong listing.

“WehaveastrongpresenceinEuropebutinAsiawe’rerelativelynew.Forusit’saprocessofraisingourprofile,”saidSmith.“We’vegrownenormouslyinAsiaand basically caught up with one of our competitors here andwe’vedonequitewellbreakingintothismarket.”

Inadditiontothetransfers,OgierrecentlymadeinvestmentfundsspecialistlawyerNicholasPlowmanits fifth partner in Hong Kong.

BAKER & MCKENZIE ON ASIA: ‘NOT JUST LOLLY SHOP’Baker&McKenzie’sIndiagrouppartnerDavidJacobs,speakinginFebruaryatthefirm’sannualAsia-Pacific meeting held in Sydney, summarised the agenda that is currently on every law firm’s list. Is Australia the place to be to capture the economic growth from China and India?

JacobssaidthatAustraliancompaniesoftenviewtheAsian market as one would through the glass windows of a confectionary shop. While they are eager to gain a foothold, many may not see the obstacles, such as local regulationandculturaldifferences.“ManyAustraliancompanies see Asia as a lolly shop, but they may get a stomachache.It’snoteasytomakemoney,”hesaid.

JacobsmayalsohavehintedatBaker&McKenzie’snextmoveinAsia,regulationpermitting:“Whetheryou’re a business or a law firm, if you want to be a serious player in India, you need to be on the ground,”hesaid.Butwithforeignlawfirmsstillfacing regulatory blocks in India, firms like Bakers may position themselves to meet a new need – advising Indian clients doing business in Australia.

duncan Smithogier

news in brief >> AustrAliA >>

david Jacobsbaker & mckenzie

magic Circle firm Allen & Overy has launched itself in the Australian

legal market with 17 partners located across offices in Sydney and Perth. The firm’s Australian launch team consisted of lawyers poached from local firms Clayton Utz and Freehills. The firm has set a target of 50 lawyers and 20 partners for the two offices after its first year of operation, expected to rise to 25 partners and more than 60 lawyers after three-five years.

A&O’s offices opened in Sydney on March 1 with core practice offerings in energy, mining and natural resources; finance; infrastructure; investment funds; M&A; private equity (PE); tax; and telecoms, media and technology (TMT). In a strong indication of how its Australia presence will fit into its worldwide operations, Thomas Brown, managing partner for Asia, will be overseeing the two new offices.

Worldwide managing partner Wim Dejonghe said that the Australian offices will be fully integrated into the Asia operations. “It is now very clear that intra-regional transactions are increasing, so Australia will be very much a part of that [Asia-Pacific] offering,” he said.

“Because of the distances with the rest of our businesses, we’ve always set it up as a regional operation. A lot of the cross-border investment that happens is [increasingly] sourced within the (Asia-Pacific) region, whereas in the past it was coming from the rest of the world.

Allen & Overy’s Australian launch has prompted speculation of more international firms looking to the

FOUndInG PARtneRS OF ALLen & ►OVeRy'S Sydney OFFICe

JasonDenisenko Corporate/funds and financial products

AngelaFlannery Banking

GrantFuzi Banking

Sonia Goumenis Banking/structured capital markets

JasonHuinink Banking

Barry Irwin Corporate/energy & resources

Aaron Kenavan Corporate/M&A

Grant Kock Corporate/PE

Michael Parshall Corporate/M&A

Karolina Popic Banking/structured capital markets

Michael Reede Corporate/PE

Chris Robertson Banking

Andrew Stals Corporate/tax

David Wilkie Corporate/funds and infrastructure

FOUndInG PARtneRS OF ALLen & ►OVeRy'S PeRth OFFICe

Meredith Campion

Corporate/energy & resources

Geoff Simpson Corporate/energy & resources

Peter Wilkes Corporate/energy & resources

“It is now very clear that intra-regional transactions are increasing, so Australia will be a part of that offering”wIm dejOnGhe, ALLen & OVeRy

Allen & Overy integrates new offices across Asia-Pacific

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L-357468A.qxp 2/10/10 10:22 AM Page 1

http://www.thomsonreuters.com

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A week after breaking into the Australian market, Allen & Overy opened an office in the Qatar Financial Centre

(QFC) after receiving a licence to practice international and QFC law in February. London-based real estate partner Robert Porter will head up the office accompanied by corporate partner Chris Thornes and a team of associates.

Allen & Overy’s office will target high-end corporate and finance work, along the lines of its current Gulf offices in Dubai, Abu Dhabi, and Riyadh, which largely represent

middle eAst >>

Magic Circle firm launches in Doha

Denton Wilde Sapte launches in Bahrain denton Wilde Sapte is opening a Bahrain office in March

to capture the growing Islamic finance sector. The office will be the firm’s ninth in the Middle East region, and will complete its coverage of all the GCC countries.

The firm has also linked up with Bahraini firm Hassan Radhi & Associates, which will provide the capability to advise on local laws that are required to attract and advise local clientele. The two firms worked together last August on the US$70m Islamic finance-structured loan to Gulf Air on its aircraft acquisitions.

Dubai-based Islamic finance partner Chris Aylward is taking the helm of the new office, with support from corporate partner Paul Davies. Partners across the firm’s Middle East practice will provide the critical mass needed to build up the office, the firm said.

The burgeoning market for Islamic finance work was the main driver for the office launch, prompted by an “encouraging” level of Bahrain-related transactions.

middle eAst >>

UPdAte >>

Intellectual Property

Bad faith in trade mark invalidation actions

The decision of the singapore High court (“SghC”) in PT Swarkarya Indah Busana v Dhan International Exim Pte Ltd [2009] SGHC 280 brings out key considerations in determining whether a trade mark has been registered

in bad faith. pt swakarya indah busana (“the plaintiff”) sought to

invalidate a trade mark registered by Dhan international exim pte Ltd (“the defendant”) under the trade marks act (“TmA”) comprising the words “emperor martin” and a star device (“the defendant’s mark”). the plaintiff’s case was that the Defendant’s mark was registered in bad faith.

the plaintiff was the registered proprietor of four trade marks containing the word “martin” (“martin marks”). the plaintiff’s claim was based on first usage at common law. the first time the plaintiff used one of the martin marks was in 1982.

the gist of bad faith, as summed up by the sgHc, was that bad faith encompasses conduct which may be morally but not legally reprehensible. bad faith connotes dishonesty.

in analyzing the Defendant’s mental state and its actual conduct, the sgHc considered the following:

Was a dishonest state of mind on the part of the Defendant evident, when applying for trade mark registration?

the sgHc found a dishonest state of mind on part of the Defendant. it found the Defendant to be aware, on an admission by one of its directors, that the martin marks had been in used by the plaintiff for at least 15 years.

Did the Defendant’s conduct fall short of acceptable commercial behavior observed by reasonable and experienced men in the particular area being examined?

the sgHc found that the Defendant’s conduct did. this was because the mark applied to the Defendant’s goods was found to be a copy of one of the martin marks which lead to a strong inference of bad faith. the Defendant’s failure to render any explanation as to why the word martin was used in the Defendant’s mark contributed to an inference of bad faith.

interestingly, the sgHc analyzed the Defendant’s state of mind by considering the Defendant’s conduct post registration of the Defendant’s mark. prior case law, however, had determined bad faith at the application date of the registration.

the Defendant’s conduct post registration of the Defendant’s mark, i.e. applying to its products a mark that was a copy of one of the martin marks, was decisive in the sgHc holding that the Defendant’s mark was registered in bad faith.

Karol Goh, Partner Intellectual Property and Technology Group ATMD Bird & Bird LLP Phone +65 6428 9440 Email: [email protected] Ankur Gupta, Foreign Lawyer Intellectual Property and Technology Group ATMD Bird & Bird LLP Phone +65 6428 9428 Email: [email protected] Ankur gupta

karol goh

NEws >>


Magic Circle firm launches in Doha

Wim dejongheallen & overy

hong kong >>

New name, new hires for Stephenson HarwoodThe Hong Kong office of Stephenson

Harwood has rebranded after ending its 30-year joint venture with Hong Kong law firm Lo & Lo. Formerly known as Stephenson Harwood & Lo, the firm has dropped the 'Lo' from its name effective from 1 February, 2010. The firm’s mainland China offices will follow suit once PRC regulatory approvals are obtained.

Conclusion of the joint venture may in fact present new opportunities for both firms. “Each party is released from potential conflict-of-interest obstacles and is less likely to refuse referred work on that basis,” said Voon Keat Lai, managing partner of Stephenson Harwood's Greater China practice. “Our relationship with Lo & Lo ... remains warm and friendly,” said Andrew Sutch, a senior partner at the firm. For more on Stephenson Harwood, see the firm’s new appointments listed on page 24. ALB

Voon keat laistephenson Harwood

UPdAte >>

International tax

highlights from the hong Kong Budget 2010/11 (Part 1)the honourable mr john tsang, Financial Secretary announced the Budget measures on 24th February 2010.

fiscal highlightsa deficit of Hk$25.2 billion in the consolidated account is forecast for 2010/11. actual results may be better than expected, due to an increase in profits tax receipts, relating to 2009/10, and higher than expected stamp Duty and Land sales . gDp is forecast to grow 4-5% in 2010, with inflation 2.3%.

Tax measures announced a rebate of 75% of salaries taxation and taxation under personal assessment, of up to Hk$6,000 per taxpayer has been announced for 2010/11. this affects up to 1.4m taxpayers, and will cost Hk$4.5 billion.

waiver of business registration Fees for one year.•an increase in stamp Duty to 4.25% (from 3.75%) for sale •of properties over Hk$20m.in the financial services sector, stamp duty exemptions •were extended on etF’s, and the concessionary profits tax rate for qualifying debt instruments, is also extended.profits tax deductions to cover purchase of trademarks, •copy rights and registered design have been given.there were no changes announced to tax rates and •personal allowances. these are detailed below .

proposed strategies for sustaining the development of hong kong, and building a caring society

to promote development of the regional economy and •continuing economic integration with the mainland.to consolidate Hong kong’s role as a financial, business •support and professional services, logistics and tourism hub the four pillars ); and to start work on the six new pillars/sectors to be encouraged in the economy, which follow on from the six areas identified by the chinese government in the mainland of china, namely to reach into new economic territory such as a new technology-•based economy, creative economy and green economy, to enhance Hong kong’s long term competitiveness.to invest in the future by implementing infrastructure projects.•

our commentsas with last year we still wait for the government to update and amend the Hong kong inland revenue ordinance (which is over 60 years old) for current tax practices so that investors and new businesses starting up in Hong kong have more certainty on their tax positions, especially with regard to “offshore profits” taxation claims.

we would have preferred to see a reduction in the corporate profits tax rate to 15%; an introduction of loss carry backs, and group relief for losses, and more specific guidance on the nature of non Hong kong source profits.

we would also have liked to see further tax deductions for voluntary employee pension contributions to occupational retirement schemes, and mandatory provident Fund schemes.

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

debbie Annells

financial institutions on corporate and project financing transactions. This office will add another key energy & resources jurisdiction to the firm’s global strategy, following the recent Perth office launch.

Qatar is one of the success stories among the Gulf Cooperation Council (GCC) nations, with an allocated US$140bn investments program backed by its energy revenues. This is expected to create opportunities for banking services, especially in project finance and Islamic banking – which are two of Allen & Overy’s main practice areas.

Managing partner Wim Dejonghe noted “the pace of growth in Qatar over recent years had been impressive, fuelled by its status as the world’s largest natural gas exporter. “It has emerged from the global downturn relatively unscathed and is poised to take advantage of the broad, strategic interest it is attracting from investors around the world.”

“It has emerged from the global downturn rela-tively unscathed and is poised to take advantage of the broad, strategic interest it is attracting from investors around the worldwIm dejOnGhe, ALLen & OVeRy

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news in brief >>FULBRIGHT APPOINTS NEW HOUSTON OFFICE HEADFulbright&Jaworskihasmadeanumberofkeynewappointments,hiringJamesDixonfromMorganLewisas its new executive director. He will work across the firm’s 14 offices in the US and around the world andberesponsibleforleadingFulbright’sfirm-widedevelopment strategies.

ThefirmhasalsomadeSherrardLee(Butch)Hayesthe new partner-in-charge of its Austin office, while Poe Leggette will take the helm of the Denver branch.

WEALTH MANAGEMENT INDUSTRY TARGETED BY HERBERT SMITH WITH NEW PRACTICEHerbert Smith has launched a new private client practice in Hong Kong, targeting the growing wealth management industry in the Asian region. The practice consists of London partners Rupert Ticehurst and Robert Hunter,andHongKongpartnerMarkJohnson.

Ticehurst, who heads up the firm-wide private wealth practice, said he noticed a new opportunity in Asiaaftertouringprivatebanksintheregion.“Thereis a gap in the market, in particular in Hong Kong, to provide these services [on contentious trust and estatecases],”hesaid.

Last year’s Merrill Lynch-Capgemini wealth managementreportpredictedthatby2013thehighnetworthindividual(HNWI)populationoftheAsia-PacificregionwillovertakethoseHNWI’sinNorthAmerica.

SHIN & KIM FIGHTS OFF COMPETITION FOR ROLE ON SSANGYONG SALEKorean law firm Shin & Kim has been appointed to advise on the sale of troubled automobile maker Ssangyong Motors. The firm’s team, comprising lawyers LeeYoungKu,ImJaeWoo,ShinHyukSikandforeignlegal counsel Choe Seung-Ho, will be responsible for dealing with all the matters arising from the sale. This includes provision of advice on transaction structure and strategy to due diligence investigations.

According to Choe, it was the firm’s previous work for Ssangyong and the relationships it has with Macquarie and KMPG that landed them the role with the current transaction. Competition included fellow Korean law firms Bae, Kim & Lee and Lee & Ko, who are also understood to have submitted tenders for the work.

“OurfirmwasapproachedbybothKMPGandMacquarietojointlyadvisethecompany,”Choesaid. Shin & Kim’s previous work for Ssangyong includes filing a petition and advice on the company’s rehabilitation proceedings, which remains the largest case seen since enactment of the unified Debtor Rehabilitation Act and Bankruptcy Act in 2006.

Hong Kong’s “litigation case of the century”

fortune, forgery and feng shui: if truth is stranger than fiction then the

controversial Nina Wang case in Hong Kong is certainly proof of that saying.

Three of Hong Kong’s most prominent disputes firms – Haldanes, Wilkinson & Grist and Stephenson Harwood – have been kept busy representing parties involved in the claim to the estimated US$12bn estate of local millionaire Nina Wang, who was Asia’s wealthiest woman before her death in 2007.

Haldanes acted for self-proclaimed feng-shui master Tony Chang, who claimed to be Wang’s lover and the inheritor of her entire estate, according to a will he said Wang drafted in 2006.

hong kong >>

middle eAst >>

White & Case regroups in GulfWhite & Case is regrouping

its Middle East offices by transferring lawyers from Asia, after losing its last remaining partner in the region in late January. Doha partner Andrew Macklin is understood to have joined his fellow White & Case Gulf-based partners (Villiers Terblanche, Nick Collins, Mohammed A Al-Sheikh and Christopher Langdon) en route to Latham & Watkins. The firm also recently lost Sami Al Louzi to Vinson & Elkins.

The loss of Mohammed A Al-Sheikh, the head of White & Case’s Riyadh office and the sponsor for the firm to operate in Saudi Arabia, leaves the firm without someone in this role. Ironically, for

doug peelwhite & case

“It’s a significant instruction and it’s the largest ongoing probate dispute in the world”jASOn tOmS, StePhenSOn hARwOOd

That will countered one she had drafted in 2002, which bequeathed her estate to Chinachem Charitable Foundation (CCF), a charity she set up with her late husband Teddy in 1988. Deloitte were the administrators of Nina Wang’s estate.

Wilkinson & Grist represented CCF, and won. While the court did not contest the existence of the 2006 will, it held up evidence presented by Wilkinson & Grist that some signatures in the 2006 will were forgeries. And while the case clocked up 40 days in court it may not be over yet, as Chang has vowed to appeal.

For Stephenson Harwood’s Hong Kong-based Jason Toms and London-based Stephen Davis, acting for Deloitte was less of a battle and more of an observation representing the ‘neutral’ party in the dispute. “It’s a significant instruction and it’s the largest ongoing probate dispute in the world. From our perspective, because the administrators are neutral and we represent them, it hasn’t been a big litigious battle at all,” said Toms.

Nina Wang had been a prominent

Latham & Watkins, the appointment of Al-Sheikh would effectively hand the firm a presence in Riyadh.

In response to the problem White & Case has transferred Singapore partner Doug Peel to the Abu Dhabi office, but the firm did not indicate how it would rebuild its presence in the region. “A number of our partners have been in the Middle East this last week, including Doug Peel, to assist the teams in the region and to ensure we continue to meet the needs of our clients,” said a spokesman from the firm.

“At this stage, we are not in a position to discuss our longer-term plan for the rebuilding of our capabilities in the Middle East other than to reiterate our commitment to our Middle East practice.” In January White & Case posted a firm-wide 11% revenue decline for the 2009 financial year, with revenues totalling US$1.3bn, compared to US$1.46bn in 2008.

NEws >>


uAe >>

Lovells gains second Saudi office in Jeddahlovells’ new association with Saudi law firm Al-Yaqoub

Attorneys and Legal Advisers (AYALA) has helped it secure a second office in the Kingdom, with associate Mustafa Kamal based in the new office in Jeddah. Lovells first launched in the Middle East in 2007 with an office in Dubai, and founded its Saudi association with AYALA only last September.

The firm will now be one of two international firms with dual presences in the Kingdom. Lovells’ US merger partner Hogan & Hartson also has an alliance with Saudi firm Salah Al-Hejailan which it secured in 2004. But following on from the official merger in May this year, Hogan will gain Lovells’ office in Dubai, and both firms will bolster their existing presence in Abu Dhabi. ALB

UPdAte >>

Financial

Free mPF Audit

There is a large variation between mpF scheme fees, charges and fund selection. employers should ensure their mpF scheme is competitive, in particular because from next year employees will be able to

switch their contributions to another scheme of their choice – potentially creating an administrative nightmare (for their employer)!

The impact of chargeseven a seemingly modest 1% annual management fee could devour around 23% of the retirement benefits accumulated over a 40 year period, assuming a 5% annual investment return. people generally are unaware of the impact of these expenses on the overall performance, particularly when it is compounded over 30 to 40 years.

investment choice is importantthere is a wide variation of investment choice between schemes, with some schemes offering only around six in-house funds, whereas others offer, say, 12 funds including third party managers. consequently, investment performance varies a great deal, irrespective of underlying charges.

Service is importantFrom a service perspective it appears to us that mpF providers do a very good job of installing mpF schemes but after that you are very much on your own. we believe a good course of action may be to interpose an mpF intermediary between you and the mpF provider.

Take advantage of a free mpf AuditHorwath offers a free audit of your mpF scheme and undertake to make a recommendation based on the suitability of your scheme, taking into account the range of funds and the schemes appropriateness to your firm after assessing benefits, fees, charges, returns, administration, reporting, service and support.

For a copy of our Free mpF audit booklet, or to arrange a meeting to discuss this further please contact David bojan.

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

public figure and source of local headlines, following the kidnap and ransom of husband Teddy in 1990, whose body was never recovered. Teddy was declared legally dead nine years later, with Wang inheriting the estate after successfully challenging her father-in-law’s claim. ALB

24

NEws >>


East,EuropeandtheUSregions.Nissewilldevelopthefirm’srealestate and funds businesses both regionally and for outbound transactions.

NissegainsanewtitleasAbuDhabi deputy managing partner through his relocation, but will keep his current responsibilities as joint head of both the global propertypracticeandthefirm’sMiddleEastandNorthAfricainitiative.

Abu Dhabi managing partner Philip Dundas said that Shearman & Sterling is also considering the Saudimarketasanewbase.“[Wehave]nopresentplans for further offices in the region, though we are constantly evaluating this issue. We are definitely looking at the Saudi market and already have a numberoftransactionsthere,”hesaid.

Rio Tinto CPA Global

Rio Tinto legal chief outsources to firmRio Tinto’s managing attorney Leah Cooper is moving from the mining giant to take up a position with the company’s outsourcing firm, CPA Global. Cooper will manage CPA’s legal outsourcing portfolio and use her experience as a general counsel to work with other legal departments in their push to cut legal costs.

“JoiningCPAGlobalisanopportunitytocontinueto revolutionise the increasingly competitive legal servicesmarket,”saidCooper.Lastyearshemadeheadlines after deciding to outsource Rio Tinto’s low-end legal work to a team of Indian lawyers based in CPA Global’s Delhi office.

The move cut the company’s legal costs by an estimated20%andalsohelpedboosttheimageof the global outsourcing industry. Cooper’s move may well herald another market development in the legal services industry, by further encouraging legal departments to request more from their external counsel.

Blake Dawson Said al Shahry

SASLO strengthens infrastructure disputes practiceOmanifirmSaidalShahryLawOffice(SASLO)hasappointed a former partner from Australian firm Blake Dawson as a senior lawyer in its Muscat office. Andrew Kincaid will advise on infrastructure and projectsdisputesinOman.

HesaidhisdecisiontomovetoOmanunderscoredthe country’s fast growing market for infrastructure projects(seerelatedstoriesbelow).“Omanisnotonly a most attractive place, but is experiencing a surge in building and engineering construction activity. This makes Muscat a very appealing locationtobebased.”

LAteRAL hIReS ►name Leaving Going to Practice Location

Stephen York Reed Smith Lovells Dispute resolution Dubai

Paul Westover Tanner de Witt Stephenson Harwood Corporate Hong Kong

Karen Cheng Tanner de Witt Stephenson Harwood Corporate Hong Kong

Simon Wong University of Hong Kong Stephenson Harwood Asset finance Hong Kong

Andrew Kincaid Victorian Bar SaidalShahryLawOffice Infrastructure Muscat

Alan Kitchin Ashurst Clifford Chance Corporate and projects Tokyo

HaruhikoOgasawara Atsumi & Partners Baker&McKenzie Banking & finance Tokyo

Lorraine Lau MayerBrownJSM Goodwin Procter Corporate finance Hong Kong

ReLOCAtIOnS ►Firm Partner From to

Ince & Co Denys Hickey London Singapore

NortonRose Andrew Abernathy Dubai Hong Kong

NortonRose Shaun McRobert Perth Hong Kong

Shearman & Sterling IanNisse Abu Dhabi London

Ogier Marcus Leese Guernsey Hong Kong

appointments

PROmOtIOnS ►name Firm Promotion Practice Location

Prasantaya Bantadtan LawPlus Partner Corporate Bangkok leah Cooper

Ince & Co

Ince & Co meets ADR demandInce & Co has transferred Denys Hickey to its Singapore office, citing an increase in demand for arbitration services and oil & gas activity. Hickey was formerly based in the firm’s London office and advises a wide range of oil & gas interests and commodities traders. He is a member of the Chartered Institute of Arbitrators and regularly acts as both an arbitrator and a mediator.

Hickey’s transfer brings the number of lawyers in thefirm’sSingaporeofficeto13,threeofwhomarepartners.

Reed Smith Lovells

Lovells build up Dubai officeStephen York has joined Lovells as head of its dispute resolution practice in Dubai. York comes to the firm from Reed Smith and advises on construction, energy and IT-related disputes throughouttheMiddleEastandIndia.

York’s recruitment comes amid trying times for most law firms in the Gulf region, but it may be the first of many for Lovells. The firm is looking to strengthen its dispute resolution practice ahead of its impending merger with Hogan & Hartson in May 2010.

Various Stephenson Harwood

Stephenson Harwood builds China presenceStephenson Harwood has made a series of new appointments in recent months in its Hong Kong and mainland China offices. Greater China managing partner Voon Keat Lai said the firm is capitalising on new hiring opportunities after the dampened job market for corporate lawyers seen in the past year.

Paul Westover has rejoined the Hong Kong office asapartnerinthefirm’scorporatedepartment;previously he was a partner at Tanner de Witt. Karen Cheng and Simon Wong also joined the firm's Hong Kong office recently as senior solicitors, andassociatesZoeZhouandStevenJinjoineditsGuangzhouandShanghaiofficerespectively.

Shearman & Sterling

New deputy Abu Dhabi head to help build projects teamShearman & Sterling is gearing up for more power projectsintheMiddleEastbybringinginkeyLondon-basedreal-estatepartnerIanNissetoAbuDhabi.ShearmanexpectsNisse’srelocationtogivethe firm leverage in the real estate and projects spheres where the firm has a presence in the Middle

ian Nisse

NEws >>


firm’s expertise in the US, said Pisa. Lau’s practice includes advising on all aspects of corporate law includingM&A,capitalmarkets,IPOs,privateequityand foreign direct investments, Sino-foreign joint ventures, debt restructurings and workouts, as well as takeovers and privatisations.

Norton Rose

Transfers highlight push for China marketNortonRoseisresourcingitsAsiaoperations with former Deacons Australia lawyers, transferring corporate partners Andrew Abernathy and Shaun McRobert from Dubai and Perth respectively. David Stannard, the firm’s partner inchargeofAsia,said“HongKong will play a critical role in theexpansionofNortonRose’soperations in Asia. Andrew and Shaun bring to the practice further expertise in corporate finance which is a good fit to the existing capabilities of this key practiceareaforthisoffice.”

Abernathy said his transfer is to meet a growing demandfordualEnglishandUS-qualifiedlawyersin Hong Kong. Meanwhile, McRobert’s transfer is expected to bring in Chinese energy & resources clients, as he jointly led the Deacons team on the US$1.32bnSinosteel–Midwestacquisitionin2008.“HongKongisalogicalextensionforourresourcesbusinessfollowingourmerger,”hesaid.

The merger has also simplified partner transfers compared to the previous arrangement with Deacons HongKong.“Ithinkit’sworkingalotbetternow– while we’re not fully financial integrated we’ve gotamuchbettersynergywithNortonRosethanpreviously,”saidMcRobert.“WedoseetheDeacons[HongKong]guysonaregularbasis.”

British Parliament FoxMandal Little

FoxMandal Little appoints former British politicianIndianfirmFoxMandalLittle(FML)hasappointedformerLabourpoliticianKeithAnthonyStandishVazas a consultant in its London practice.

Vaz,aformerMemberofParliamentforLeicesterEastsince1987,willbeastrategicadvisoratthefirmresponsibleforpromotingitsLondonoffice.FMLwasthe first Indian firm to launch an office outside the country with its London office launch in 2008.

This hire follows the recent appointment of Sudhir MishratoheadFML’senvironmentallawpracticeinNewDelhi.

Linklaters

Linklaters names new Shanghai headFollowingtherecentappointmentofnewAsiamanaging partner Stuart Salt, Linklaters has adjusted its management team again, this time for

its Shanghai office. The firm has named Teresa Ma, currently a partner in Hong Kong, as the head of the Shanghai office. Ma has more than 15 years of experience advising on public and private M&A and international equity issues in UK and Hong Kong, and will soon relocate to ShanghaitojoinpartnersJianFang,WilliamLiuandSimon Poh and around 20 associates.

The firm will also relocate London-based corporate finance partner Robert Cleaver to Hong Kong in another effort to strengthen its capabilities in Greater China.

Rouse

Rouse China appoints new manager and membersIP firm Rouse has named its new China country manager and added two senior members to its China team, as it anticipates a new wave of IP legal work to be generated in the country’s emergence to a serious global IPR player.

Linda Chang, the firm’s founding member of its China trade mark group, has been appointed to China country manager, taking over the helm from Luke Minford. Chang joined Rouse in 1999.

In addition, Tim Smith, a senior member of Rouse’s litigation group, has been promoted to executive. He will be relocated from London head office to Beijing and will oversee the firm’s Asia litigation group. Smith joined the firmin2008fromTheInternationalFederationofthePhonographicIndustry(IFPI),wherehewasseniorlegaladvisor managing litigation for the industry worldwide.

Rouse’s patent team in Beijing has also been given a boost with the addition of US-qualified patent attorneyJennyLuo,whojoinedthefirmattheendof 2009. She previously worked at a Washington DC based international law firm, and specialises in patent prosecution, litigation and transactions.

In the mid 1990s Kincaid worked in the projects practice of Blake Dawson before moving to the Victorian Bar as a barrister, practising commercial and construction law. He returns to the Gulf region two decades after managing the Sharjah office of Clifford Chance (then CliffordTurner).

Ashurst Clifford Chance

Former Ashurst partner joins Tokyo CC officeClifford Chance has appointed former Ashurst partner Alan Kitchin to head up the firm’s corporate and projects practice in Japan.KitchinfoundedAshurst’sTokyo office in 1991 and served as its managing partner until 2002. He will contribute to the firm’s work in international corporate and commercial transactions, including domestic and cross-border M&A, joint ventures, listings and projects.

The firm is pushing to build up a strong corporate andprojectsteamtoworkwithJapan’stopcompanies.

Atsumi & Partners Baker & McKenzie

Bakers gains new Tokyo banking counselBaker&McKenziehasappointedHaruhikoOgasawaraasacounselin its Tokyo banking & finance practicegroup.Ogasawara,whowas previously a junior partner at Atsumi & Partners, specialises in real estate securitisation, publicofferingofJ-REITsandsecuritisation of loan receivables, in addition to M&A, finance and capital markets work.

He previously worked as a senior associate withMorrisonFoerster/ItoMitomi.Ogasawara’sappointment brings the number of lawyers in Bakers’ Tokyo banking & finance practice group to 41.

Mayer Brown JSM Goodwin Procter

New partner to advise on Hong Kong lawGoodwin Procter has added corporate finance partner LorraineLautoitsbusinesslawdepartment.Formerlyat Mayer Brown, Lau will provide the firm’s clients with advice on various aspects of Hong Kong law. “TheAsianmarketscontinuetobeanareawehavetargetedforinvestment,”saidReginaPisa,chairmanand managing partner at the firm.

Lau’s expertise in corporate finance, capital markets and securities transactions also complements the

Andrew kincaid

Alan kitchin

haruhiko ogasawara

Shaun mcrobert

Teresa ma

linda Chang

CORRECTIONS#In ALB issue 10.2 on p11 in the news analysis piece titled "Asia's IBs go international", the quote attributed toPeterSiembab,Nomurawasincorrectlyattributed.The quote was made by Ben Bowden, head of Standard Chartered'slegalteaminSouth-EastAsia.

ALB regrets the error

26

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

corporate form of the PE Mgmt Firms and permit these firms to be established as corporations, partnerships or other type of non-corporate forms if such forms are legally permitted by State policies. Another important breakthrough is that funding support by the Beijing Equity Investment Development Fund (the “Fund”) is permitted if such PE Mgmt Firm satisfies the following prerequisites: a reputable management team, strategies are aligned with the investment direction of the Fund and compliance with the industrial policies of both the State and Beijing. These improvements to the Shanghai Measures indicate a clear intention of the Beijing authorities to attract foreign private equity investors and to compete with Shanghai, and should be warmly welcomed.

Written by Jeanette Chan, partnerMable Law, associatePaul, Weiss, Rifkind, Wharton & Garrison

Hong Kong Club Building, 12th Floor 3A Chater Road, Central Hong Kong Email: [email protected] Ph: (8610) 5828-6300 or (852) 2846-0300

Beijing finally decided to follow Shanghai’s footsteps and permit foreign investors to establish private equity fund management company (“PE Mgmt Firms”) on a trial basis in Zhongguancun, Beijing. The Interim Measures on the Establishment of Foreign Invested Equity Investment Fund Management Enterprises in Beijing (the “Beijing Measures”) issued on a trial basis became effective as of January 1, 2010 for a period of three years.

The Beijing Measures are very similar to those issued by the Shanghai Pudong New Area Government on June 10, 2009 (the “Shanghai Measures”) and Beijing is now the second region in China that welcomes international private equity funds.

Similar to the Shanghai Measures, the Beijing Measures require that a PE Mgmt Firm should have a registered capital of at least US$2 million and its business scope be limited to the engagement and provision of non-securities equity investment management and consulting services that have been entrusted by other equity funds. As with the Shanghai Measures, local authorities have also been delegated the authority to review, approve, register and supervise PE Mgmt Firms established in Beijing, shortening the time period to establish such a PE Mgmt Firm. The Beijing Measures also provide that a PE Mgmt Firm shall have at least two senior management officers who have more than two years of experience in equity fund management or experience in related business. In addition, these officers must not have any record of regulatory non-compliance, or been involved in economic disputes which have not been settled or resolved in the previous five years.

However, the Beijing Measures seem to allow greater flexibility on the

cHina

Foreign investments in private equity Fund

management now permitted in beijing

pHiLippines

The sale, barter, or exchange of shares of stock listed and traded at the Philippine Stock Exchange (“PSE”) is now exempt from documentary stamp tax (“DST”). This exemption was granted under Republic Act No. 9648, which further amends Section 199 of the National Internal Revenue Code, as previously amended by Republic Act No. 9243 (“NIRC”). Republic Act No. 9648

exemption from Documentary stamp

tax of sales of shares of stock at the philippine

stock exchange

singaporeLoo & partners

NEws | regional update >>


was passed by the Senate on May 25, 2009, and the House of Representatives on May 26, 2009, and was approved by the President of the Philippines on June 30, 2009. It became effective fifteen days after its publication on July 9, 2009. The Bureau of Internal Revenue is mandated to issue rules and regulations for the effective enforcement of the said new law but it has not yet issued such rules and regulations as of this date.

Previously, the sale, barter or exchange of shares of stock effected through the facilities of the PSE was subject to DST at the rate of PhP1.00 for every PhP200 of the total par value of the shares sold, bartered or exchanged. The cost of DST has been a factor that had to be considered, and sometimes negotiated upon, by parties involved in a sale and purchase of shares in bulk such as one relating to a tender offer for the acquisition of at least 15% of the shares of stock in a PSE-listed company.

With the foregoing exemption from DST, the only tax that remains applicable to a sale, barter or exchange of shares of stock listed and traded at the PSE is the stock transaction tax of ½ of 1% of the gross selling price or gross value in money of the shares of stock sold or transferred as provided under Section 127(A) of the NIRC. This further lowers the cost of transactions involving sales of shares of stock listed and traded at the PSE as compared to sales of shares of stock that are not so listed and traded which are generally subject to DST at the rate of PhP1.00 for every PhP200 of the total par value of the shares sold, and capital gains tax at the rate of 5% on the first PhP100,000 and 10% on any amount in excess of the first PhP100,000 of net capital gains realized from the sale.

The foregoing exemption from DST is envisioned to spur renewed interest in the sale and purchase of shares of stock listed and traded at the PSE and to provide impetus to the growth of the Philippine financial market in general.

Written ByBenedicto P. PanigbatanSenior Associate

SyCip Salazar Hernandez & Gatmaitan 3rd Floor, SSHG Law Center 105 Paseo de Roxas 1226 Makati City, Philippines T (632) 817 9811 to 20; 817 2001 to 09 F (632) 817 3896; 817 3567; 817 3145; 817 3570; 818 7562 E [email protected] W www.syciplaw.com

The Singapore Exchange Limited (“SGX”) is proposing changing the Mainboard listing criteria and introducing a separate listing framework for Special Purpose Acquisition Companies (“SPACs”). This article looks at some of the changes proposed.

revision of the SgX-ST mainboard listing CriteriaThe revision of the Mainboard listing criteria are to distinguish more clearly between the larger and more established companies on the Mainboard and the fast-growing companies on Catalist, and to strengthen Singapore’s position as a capital market of choice.

Under the proposed revision, a prospective issuer seeking a Mainboard listing must satisfy one of the following two quantitative criteria:-

Criterion 1: A prospective issuer •must be profitable in the latest financial year (pre-tax profit based on the latest full year consolidated audited accounts, excluding exceptional or non-recurrent income and extraordinary items), have an operating track record of three years and a market capitalisation of not less than S$150 million based on the issue price and post-invitation issued share capital; orCriterion 2: A prospective issuer must •have generated operating revenue (either actual or pro forma) in the latest financial year and a market capitalisation of not less S$300 million based on the issue price and post-invitational issued share capitalThe proposed criteria will apply to

both initial public offerings (“IPOs”) and reverse take-over (“RTOs”) applications

sgX proposes new mainboard listing

criteria and introduction of spacs

singaporealike. Issuers on the Catalist seeking a transfer to Mainboard must meet Criterion 1. The qualitative criteria for listing, such as strength and integrity of management, will remain the same. SGX also proposes to raise the minimum issue price in an IPO or a RTO application from S$0.20 to S$0.50. The implementation of the proposed new listing criteria is expected to be in the fourth quarter of 2010.

listing framework for SpACsSGX has seen an increasing interest in the introduction of SPACs in Singapore. SGX is proposing a separate listing framework for such companies with appropriate safeguards. These are shell companies with no prior operating history to raise capital through an IPO to enter into future undetermined business combination. Business combination may take the forms of a merger, share exchange, asset acquisition, share purchase or reorganisation involving one or more operating businesses or assets.

In addition to the usual quantitative criteria for listing, the proposed criteria for listing a SPAC are as follows:-

the prospective SPAC must have a •minimum market capitalisation of S$150 million based on the issue price and post-invitation issued share capital; and at least 25% of a SPAC’s total number •of issued shares must be held by at least 300 public shareholders.

Please access the SGX consultation paper which is available on the SGX website, www.sgx.com under “SGX Corporate Home” for further details.

Written by Mr Nicholas Chang and Ms Wong Joy Ling

Mr Nicholas ChangCorporate Finance ExecutivePh: (65) 6322-2236Fax: (65) 6534-0833E-mail: [email protected] Wong Joy LingForeign CounselLegal Associate (Corporate Practice)Ph: (65) 6322-2234Fax: (65) 6534-0833E-mail: [email protected] Loo & Partners LLP 88 Amoy Street, Level Three Singapore 069907

28

FEaTuRE | employer of choice >>


Employers of Choice by jurisdiction

jAPAn: dOmeStIC ►1. Mori Hamada & Matsumoto2.Nishimura&Asahi3.Atsumi&Partners4. Anderson Mori & Tomotsune5. TMI Associates

jAPAn: InteRnAtIOnAL ►1. Davis Polk & Wardwell2. Simpson Thacher & Bartlett3.Sullivan&Cromwell4. Ropes & Gray5. Paul Hastings

IndIA ►1. Amarchand & Mangaldas & Suresh A Shroff & Co 2.FoxMandalLittle3.JyotiSagar&Associates4.AZB&Partners5. Luthra & Luthra

IndOneSIA ►1.SoewitoSuhardimanEddymurthyKardono2. Hadiputranto, Hadinoto & Partners 3.MelliDarsa&Co4. Hiswara Bunjamin & Tandjung 5. Widayan & Partners

PRC: InteRnAtIOnAL ►1.JSM2.Baker&McKenzie3.SkaddenArpsSlateMeagher&Flom4. Simpson Thacher & Bartlett5.Freshfields

PRC: dOmeStIC ►1.JunHe2. Grandall3.MWEChina4. Shandong Deheng5.Fangda

tAIwAn ►1. Lee and Li2. Tsar & Tsai3.FormosaTransnational4.EigerLaw5. Winkler & Partners

PhILIPPIneS ►1. Romulo Mabanta Buenaventura Sayoc & De Los Angeles 2.SyCipSalazarHernandez&Gatmaitan3.Puno&Puno

UAe ►1. Bin Shabib & Associates2.Fichte&Co3.HabibAlMulla4. Al Sharif Advocates

VIetnAm ►1.VILAF2.YKVN3.AllensArthurRobinson4.Freshfields5.DFDLMekong

mALAySIA ►1.ZulRafique&partners2. Wong & Partners3.Azmi&Associates4. Lee Hishhammudin Allen & Gledhill5. Rajah, Darryl & Loh

thAILAnd ►1. Siam Legal2.MayerBrownJSM3.LSHorizon4.Chandler&ThongEk

SInGAPORe: dOmeStIC ►1. WongPartnership2.Drew&Napier3.TSMPLawCorporation4. Rodyk & Davidson5. KhattarWong

SInGAPORe: InteRnAtIOnAL ►1. Herbert Smith 2. Ince & Co3.Shearman&Sterling4.NortonRose

hOnG KOnG: dOmeStIC ►1. Deacons2. Haldanes3.Wilkinson&Grist

hOnG KOnG: InteRnAtIOnAL ►1.Baker&McKenzie2. Herbert Smith3.CliffordChance4. Paul Hastings

KOReA ►1. Bae, Kim & Lee2. Kim & Chang3.Yulchon4. Lee & Ko5. Yoon Yang Shin Kim & Yu

28 asian Legal business issue 10.3



All the empirical data suggests that the legal employment markets across the region are slowly but surely

recovering. Q4 2009 was marked by an improvement in employer sentiment, which in turn yielded an increase in the number of job postings in most jurisdictions across the region, despite the traditionally quiet Christmas break.

Many recruiters, HR managers and lawyers themselves have said that 2010 will be the year in which law firms and in-house legal departments lift their self-imposed embargoes on hiring. By the middle of this year “law firms and in-house departments will be actively looking for candidates again …by this time, demand should equal supply or be very close,” said one respondent. Full-service law firms and in-house teams will be looking to bring extra hands on board to help with the expected increase in areas aligned to economic improvement (corporate, banking and M&A), while specialist law firms will also be looking to lure disenchanted lawyers from their larger rivals.

Yes, legal employment markets in Asia and the Gulf will pick up (few predict a return to the heady days of 2007 when firms seemingly hired with reckless abandon and sought-

A record number of responses have been cast, with the data weighted, collated and tallied. Here is ALB’s definitive guide to the region’s best law firms to work for

after candidates could realistically expect to pen the terms of their employment), but just by how much remains uncertain.

Rob Green, the Asia-Pacific managing director of CML Recruitment, says that the first cabs off the rank could be employers who over-reacted to the financial crisis. “Firms that have made too many redundancies may be thinking about bringing in one or two people to help out overworked teams,” he says. Based on his conversations with Hong Kong-based law firms, Green also reckons that many are putting in place plans to increase their market share, which means increased recruitment. But just how willing are lawyers to return to firms whose reputations have been tarnished by their handling of the HR issues arising out of the financial crisis?

Just as longstanding economic paradigms have been smashed by the worst financial crisis since the Great Depression, so too have the attitudes of lawyers across the region changed dramatically. Somewhat ironically, an employment market where the number of vacancies is dwarfed by the number of candidates has not proved enough to dissuade lawyers from being more selective in their choice of employer.

mEThodology ►This online survey was conducted between December2009andFebruary2010.Itwassenttomore than 20,000 lawyers in the Asia-Pacific and Gulf regions, including Australia, Hong Kong, mainland China,Singapore,India,Indonesia,Japan,Korea,Malaysia,NewZealand,thePhilippines,Thailand,Vietnam,andtheUAE.


30



ReSPOndentS By LenGth OF SeRVICe ►

2 years

3 years

4 years

5 years

6+ years

1 year

33%

23%12%

5%

6%

21%

ReSPOndentS By POSItIOn ►

Associate

Senior associate

Partner

In-house

Other

Lawyer

Counsel / consultant

Junior lawyer

29%

24%17%

14%

8%

3%

2%

majority of respondents (80%) were comfortable with their daily billable hours target. Very few described their daily target as “too high” and fewer still (collectively, 9%) considered their billable hours target to be “excessive”. Of this minority, most were senior-level lawyers (senior associate and above) based in mainland China, Malaysia and Singapore. One respondent from a domestic Singapore firm said: “Our firm recently increased the number of hours that senior lawyers were expected to spend on non-billable activities, but also increased our billable targets, but it seems this only applies selectively with a number of senior partners (and their protégés) having their targets reduced substantially.”

Surprisingly, 11% of respondents said that their billable hours targets were too low. This response was common among Korean lawyers. “I find my targets to be way too low. 50% of the hours I’m ask to bill can be classified as intellectually demanding while the rest can just as easily be done by a

And it’s usually the law firms that have best dealt with these changes in the mindset of lawyers that have been voted as Employers of Choice for 2010.

respondent profileMore than 1,000 lawyers from 13 different jurisdictions responded to the survey. Jurisdictions were Australia, Hong Kong, Mainland China, Singapore, India, Indonesia, Japan, Korea, Malaysia, New Zealand, the Philippines, Thailand, Vietnam and the United Arab Emirates.

Respondents ranged in seniority from paralegals and newly-admitted lawyers to senior associates, counsel, partners and senior partners. It was the latter group that dominated, contributing over 60% of all responses. In respect of length of service, respondents averaged 2.1 years at their present firm, while the average number of law firms respondents had worked for was three.

Billable hours According to our research the

http://www.amt-law.com

first-year law student,” complains one lawyer who indicated four years PQE.

Another lawyer from Malaysia notes: “I have a low target compared to some of my peers… which is why I don’t really mind, but some more challenging work from time to time would be great.”

Career changeThe majority of respondents (67%)claimed not to be looking to move firms at the moment. Out of this group, the highest number of respondents came from Korea, Japan and Malaysia, substantiating studies which suggest that these markets are among the most stable legal employment markets in the region. 21% of lawyers said they were either looking for employment at other law firms or to change careers altogether. Of this unsettled group, the majority came from mainland China (48%) followed by Singapore (16%) and India (14%).

In respect of the high number of respondents in India looking to swap firms, one lawyer there commented: “Most Indian law firms below the

top three or four are in recruitment mode, so it’s no surprise that some are looking to move … it’s happening quite freely at the moment.”

38% of all respondents indicated they were open to the idea of a career change. Of this number, 62% indicated that a move in-house was the most likely, 15% favoured a move into the public sector, 10% favoured academia and 16% said they would consider leaving the legal profession. The latter figure is up markedly on previous years (2008 was 4% and 2009 it was 6%). This may easily be accounted for with reference to the well-documented effects that the financial crisis has had on job satisfaction levels, yet it’s worth noting that women outnumbered men in this category by almost 2:1.

Female lawyers contacted by ALB say that the over-representation of women in this category has to do with the sometimes limited opportunities presented to them for career advancement, more than anything else. “Men and women both have family responsibilities and at most firms I’m

Excessive

Too low

Too high

Reasonable

88%

9%

2%1%

BILLABLe hOURS tARGetS ►

dAILy BILLABLe hOURS tARGet ►

5 – 5.5 hours

6 – 6.5 hours

7 – 7.5 hours

8 – 8.5 hours23%31%

25%21%

http://www.junhe.com

32



aware of there are initiatives in place to accommodate lawyers with a busy family life,” said one lawyer who was formerly a partner in charge of HR issues at an international law firm in Hong Kong. “In my experience, women want to leave the profession because they are not given the same opportunities for career advancement as their male colleagues.”

Another female lawyer commented that although not institutionalised, a culture of gender bias widely exists, especially in international law firms. “No HR head at law firms will tell you that gender bias doesn’t exist at some level,” said the lawyer, who is currently a partner at a law firm in Singapore. “But because the issue has been given more media coverage the forms of gender bias have become less overt. The cultural issues surrounding gender bias in Asia, overlaid with the fact that law firms at the best of times aren’t the most women-friendly organisations, means that these issues will always exist to some degree,” said

the lawyer, noting that international law firms were often “far worse” than domestic law firms.

Nevertheless, a number of respondents employed by international law firms did note that their employers’ attitude vis-à-vis these issues was improving. This was indicated as much by just who they voted for in this year’s Employer of Choice survey.

money talksAn overwhelming number of respondents cited ‘compensation and benefits’ as the most important factor in deciding where to move (92%). This figure was almost identical to that for 2008 but up substantially from 2009, when less than half of respondents listed it as important. Is this a return to the status quo perhaps?

One respondent says that the results reflect the uncertainty regarding these issues in the legal employment market. “Seeing compensation and benefits rank highly in this survey is

“I have a low [billable hours] target compared to some of my peers ... which is why I don’t really mind, but some more challenging work from time to time would be great”

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no surprise at the moment,” the lawyer said. “Given that most firms in the region have cut bonuses, frozen pay, abandoned lockstep or brought in all three, lawyers are looking for more security on these fronts should they want to move firms.”

Somewhat predictably, compensation and benefits were very important for lawyers from mainland China, India and other South-East Asian countries, where average salaries are much less than in Hong Kong, Singapore or the UAE. In these jurisdictions lawyers also ranked post-material workplace needs like work/life balance and professional development and training highly.

“Money comes with seniority,” said an associate working with an international law firm in Japan. “But it’s the support that one’s employer offers in helping one get to this level which is important – things like workplace flexibility are important here.”

Work/life balanceMost law firms across the region seem to have made positive inroads in

relation to work/life balance, according to respondents. A number of law firms have introduced policies that either stagger or allow for adjustable working hours, the option to work from home and even allowances to go to the gym. Regardless of the initiative, firms seem to be making efforts to tailor work/life balance to fit the individual needs of their staff.

Both male and female lawyers at one Korean law firm suggest that their firm had made so much progress in the area that it could justifiably be regarded as the most flexible firm to work for in the market there. “Individual associate experiences will of course vary according to the partner supervising one’s work, but generally the firm doesn’t care when you work or how long you are in the office as long as you get the work done,” said one lawyer.

“I can and will stay late in the office,” said another. “But I prefer to work from home outside regular office hours when needed. Here I have this flexibility but it’s not too common at other law firms in the market.”

“the big US and UK firms are, rightly or wrongly, still seen by many as the ideal places to work, especially among young lawyers. they see clearer-cut opportunities for advancement, greater access to quality work, better pay of course, plus access to a global network and global career opportunities, which is all very exciting”

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important, especially in jurisdictions where working in excess of 12 hours per day is not uncommon and, in some cases, mandatory.

Interestingly, the survey reveals that while most law firms across the region do have some sort of balanced strategy in place, these appear to be available only to certain lawyers. Take the case of one of Singapore’s ‘Big-Four’ law firms, as an example. Of the 13 lawyers from that firm who responded to the survey, seven said the firm had a number of work/life balance schemes available to staff while six said that the firm had no such initiative in place. The seven lawyers who voted in the affirmative were all senior-level lawyers (partner to senior associate level) while the six dissenting votes were all lawyers of junior to mid level seniority.

When asked to explain the discrepancy, one partner at the firm said: “It’s probably just that the initiatives out there have not properly been explained to our junior staff.” A junior lawyer at the same firm offers

Not all law firms in the region were as accommodating as those in Korea. In Hong Kong, for example, very few lawyers said their firm had “any sort of cogent work/life balance strategy…apart from charitably forgiving the transgression of coming back five minutes late from lunch,” as one lawyer put it. Bemoaned another: “No [arrangements] offered here and we still have rostered Saturday work.”

In Japan, a number of lawyers commented that although their firms had work/life balance programs in place, lawyers who chose to use them often did so at their own peril. “As a firm policy they may offer some of these arrangements, but in this particular office I am certain that an associate who took advantage of them would be fired within a year.”

Hence, while having flexible workplace strategies and a balanced strategy is important, establishing a culture where employees are able to take up opportunities to work from home or stagger their working hours without fear of reprisal is equally as

“In my experience, women want to leave the profession because they are not given the same opportunities for career advancement as their male colleagues”

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36



this rejoinder: “It’s not that they have not been explained – the overactive HR department never misses a beat here… it’s a case of them not being available to lawyers who aren’t at partner level.”

It’s on issues like these that ALB’s Employers of Choice for 2010 really set themselves apart from the pack.

domestic lawyers love international law firms, but not in Japan and UAEAccording to our survey, seven out of ten lawyers working for domestic law firms across the region voted for an international law firm as one of their top places to work. International law firms in Singapore, Hong Kong and China were the biggest focus of such voting. “The big US and UK firms are, rightly or wrongly, still seen by many as the ideal places to work, especially among younger lawyers,” said a partner at a Singapore domestic firm, who himself nominated international law firms in our survey. “They see clearer-cut opportunities for advancement, greater access to quality work, better pay of course, plus access

to a global network and global career opportunities, which is all very exciting.”

But while this may be true of lawyers in Singapore, Hong Kong and China, it was certainly not the case in Japan where domestic lawyers voted for local law firms over the international players – nine times out of ten. “The quality of work that younger lawyers are exposed to in Japan is much higher,” said one respondent. “There is a real effort to show the younger ones the ropes, and advancement appears to be merit based.” While international law firms did receive a number of votes in Japan, they were nowhere to be found in the UAE – something that many lawyers there believe is related to their handling of the HR issues arising out of the financial crisis.

“From personal experience, I’d say the results are an accurate representation of how things look at the moment,” said one respondent. “Take Dubai as an example – the international firms here really handled the crisis in abysmal fashion: laid-off

“money comes with seniority. But it’s the support that one’s employer offers in helping one get to this level which is important – things like workplace flexibility”

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Hong Kong & PRCHong Kong’s largest domestic law firm Deacons finished well ahead of the pack in the SAR ostensibly on the back of its strong showing in the ‘quality of partners to work for’ and ‘compensation and benefits’ categories. Haldanes polled strongly in the ‘quality of work’ category to take second place while Wilkinson & Grist followed in third place.

Baker & McKenzie was the pick of the international law firms in Hong Kong. The firm gained some 30% more votes than its nearest rival, Herbert Smith, and polled very strongly in the ‘work/life balance’ and ‘partnership prospects’ categories. Meanwhile Herbert Smith and third place Clifford Chance both held their own in the ‘compensation and benefits’ categories, the latter claiming a higher number of votes in the ‘firm reputation’ stakes. Paul Hastings finished in fourth place.

On the mainland, Jun He and Grandall dominated voting. Jun He

polled strongly in all categories while Grandall (unranked in last year’s survey) did well in the ‘quality of work’ category, in particular. MWE China finished in third while block voting saw Shandong Deheng land in fourth place; Fangda came in fifth. JSM topped the ‘international firm’ category on the mainland and Baker & McKenzie repeated its strong showing in Hong Kong with a second-place finish. Skadden polled highly again this year finishing in third, followed by Simpson Thacher in fourth and Freshfields in fifth place.

IndonesIaSoewito Suhardiman Eddymurthy Kardono (SSEK) took top spot in the country, while Baker & McKenzie member firm Hadiputranto, Hadinoto & Partners (HHP) finished close behind in second place. Last year’s winner Melli Darsa & Co came in third, followed by Herbert Smith affiliate Hiswara

lawyers were treated terribly and even those who survived the cuts were in no better state with no communication about what was going on.”

The winnersThe ALB Employers of Choice for this year are those firms that received the highest number of votes across the various categories – ‘quality of work and clients’, ‘compensation and benefits’, ‘professional development and training’, ‘work/life balance’, ‘partnership prospects’, ‘quality of partners to work for’ and ‘firm reputation’. Respondents were asked to rank the leading firms in their jurisdiction under these categories.

A preferential voting system was used where first-choice votes scored five points, second-choice votes four points, third-choice votes three and so on. Votes received were evaluated against the relative number of responses coming from each firm and their frequency to ensure unbiased results. ALB

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38



Bunjamin & Tandjung in fourth. Widayan & Partners, which shares an alliance with Australian top-tier firm Allens Arthur Robinson, round out the top five.

Respondents in Indonesia listed ‘work/life balance’ and ‘quality of work’ as the top two criteria in deciding the Employers of Choice for this year. “Of the top few law firms in the market there is not much separating them in terms of salaries…the point of difference has more to do with the quality of work on offer, plus things like firm culture of which work/life balance and other non-financial aspects are a big part. The firms that have won this year are all market leaders here,” said one source.

IndIaThe results in India were more or less a carbon copy of last year, with one notable exception: FoxMandal Little (FML) polled extremely well to claim second spot

behind last year’s winner Amarchand Mangaldas.

FML’s success in the Employer of Choice survey may come as a surprise given the trials and tribulations that the embattled firm has had to face over the last 12 months. These include difficulties paying staff wages, key partner losses and persistent rumours that the firm’s partnership is on the brink of again splitting into its predecessor firms, FoxMandal and Little & Company. But according to the results, lawyers voted for FML not only because of its generous work-life balance initiatives (which include an onsite gym complete with a yoga instructor) but also because of the forthright way the firm dealt with its GFC-related problems. “The manner in which our firm communicated to staff the problems it was facing was admirable,” said one junior lawyer at the firm. Another lawyer from a different firm said: “They may have had some difficulties recently, but having worked there before and

knowing people who are currently there I’d say it’s still as good a place to work as any.”

Elsewhere in the rankings, Jyoti Sagar & Associates moved up one place from last year to finish in third place, Clifford Chance’s Indian ‘best friend’ AZB & Partners came in fourth, while Luthra & Luthra slipped from its third place 2009 ranking to finish in fifth.

JaPanMori Hamada & Matsumoto claimed top spot among domestic law firms in Japan this year after polling very strongly in both the ‘quality of work’ and ‘quality of partners’ categories. Nishimura & Asahi followed closely behind, outgunning Mori Hamada in the ‘compensation and benefits’ category but falling just short of their ‘Big-Four’ compatriot for ‘reputation of law firm’ stakes. Up-and-coming firm Atsumi & Partners followed up

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with the former pulling away in the ‘compensation and benefits’ category to ensure first place. Formosa Transnational turned in a solid performance to finish in third spot ahead of two new faces, Eiger Law and Winkler & Partners, who finished in fourth and fifth spots respectively.

THaIlandSiam Legal sewed up first spot in Thailand in this year’s voting after strong polling in all categories, most notably in the ‘partnership prospects’ stakes. Here, the number of votes the firm received outstripped that of its nearest rival Mayer Brown JSM, which was the only international firm to make the rankings. LS Horizon finished voting in third place, with Chandler & Thong-Ek following closely behind in fourth place.

VIeTnamInternational and domestic law firms shared the spoils in Vietnam, although it was the domestic players who shored up the top two spots there. VILAF and YKVN were well ahead of the pack, receiving a combined total of 48% of the total votes cast in that jurisdiction. VILAF’s performance in the ‘firm reputation’ category was of particular note, scoring 80% of the total on offer. Allens Arthur Robinson and Freshfields finished in third and fourth places respectively, while DFDL Mekong turned in a solid performance to finish close behind in fifth spot.

Uae and THe mIddle easTHere, international law firms were nowhere to be seen, in a result that came as a surprise to very few. Bin Shabib & Associates were the pick of the local firms, favoured in the ‘quality of work’ and ‘compensation and benefits’ categories. Boutique firm Fichte & Co finished in second place on the back of strong voting in the ‘work/life balance’ and ‘quality of partners’ categories. Habib Al-Mulla came in third and mid-sized firm Al Sharaf Associates rounded off the top four in the region.

their first place in last year’s survey to finish in third place, thanks to very strong polling in the ‘work/life balance’ and ‘partnership prospects’ categories, while Anderson Mori & Tomotsune and TMI Associates rounded off the top five finishing in fourth and fifth place, respectively.

On the international side, Davis Polk & Wardwell backed up its first place in last year’s survey with a repeat this time around, with the firm scoring impressively in the ‘quality of work’ and ‘firm reputation’ categories. Simpson Thacher & Bartlet came in second while Sullivan & Cromwell finished in third spot, thanks to solid voting in the ‘professional development and training’ category. Ropes & Gray and Paul Hastings finished in fourth and fifth place respectively, completing a clean sweep for US firms in Japan.

KoRea Bae, Kim & Lee shot up the rankings this year to claim top spot in Korea due to very strong polling in the ‘work/life balance’ and ‘compensation and benefits’ categories. Korea’s largest firm by headcount, Kim & Chang, finished in second place on the back of a number of votes in the ‘firm reputation’ and ‘size of firm’ categories, while Yulchon finished only a handful of votes back in third and did very well in the ‘work/life balance’ and ‘quality of work’ categories. Lee & Ko finished in fourth place after performing solidly across all categories and Yoon Yang Kim Shin & Yu rounded off the top five.

malaysIaZul Rafique & partners consolidated its position as the country’s best law firm to work for by again taking top spot this year, narrowly edging out Baker & McKenzie member firm, Wong & Partners. These two firms were neck and neck across the board and it was not until second preference votes were counted that Zul Rafique emerged victorious. Azmi & Associates took third place this year. Two new faces claimed fourth and fifth spot: Lee Hishamuddin Allen & Gledhill and Rajah Darryl & Loh. Last year’s runner-up Zaid Ibrahim & Co

dropped substantially off the pace this time around, to finish well behind in 13th place.

THe PHIlIPPInesRomulo Mabanta again took home the top spot in the Philippines by narrowly edging out SyCip. The firm polled very strongly across all categories and was the only firm to receive at least one vote from every single respondent in that jurisdiction. Mid-tier firm Puno & Puno made its debut entrance, claiming third spot after receiving a solid number of votes in both the ‘quality of work’ and ‘quality of partners to work for’ categories.

sIngaPoReIn Singapore, the spectre of law firm layoffs had an indelible effect on the composition of this year’s list, seeing a number of firms move in the rankings or fail to make them at all. WongPartnership finished as the most desirable firm to work for in the country, receiving close to 30% more votes than second-placed Drew & Napier. Third-placed TSMP was favoured in the ‘compensation and benefits’ categories while Rodyk & Davidson’s work/life balance initiatives saw it claim fourth spot. KhatttarWong, unranked in last year’s survey, polled well in later rounds to clinch fifth spot.

The ‘international firm’ category was among the most hotly contested in this year’s Employer of Choice survey. Less than three votes separated the top two firms – Herbert Smith and Ince & Co. Herbert Smith won out in the ‘work/life balance’ and ‘partnership prospects’ categories while Ince & Co was favoured in the ‘professional development and training’ and ‘compensation and benefits’ categories. Shearman & Sterling followed closely behind the two frontrunners, ostensibly on the basis of later round voting. Norton Rose finished well off the pace in fourth place.

TaIwanThe country’s two largest law firms dominated the voting. Lee and Li and Tsar & Tsai both polled strongly across the board,

40

Feature | interview >>

Asian Legal Business ISSUE 10.3

In-house perspectIve

For the love of the game David Becker, International Cricket Council:

David Becker, the general counsel of the International Cricket Council (ICC), shares the joys and challenges of being in charge of the legal affairs of one of the world’s fastest-growing sports

There’s little doubt that David Becker is the envy of every self-respecting cricket loving lawyer in the world. His position

as general counsel of the International Cricket Council (ICC) — the game’s international governing body— means he is afforded an opportunity rarely extended to many of his peers: the ability to indulge two of his biggest passions, the law and the game of cricket.

“I am immensely lucky to have this job,” said Becker, a self-professed cricket tragic. “I have been following cricket since I was a child and to now oversee the legal affairs of the ICC is both personally and professionally satisfying.”

But his position isn’t all fun and games, so to speak. Becker and his four-strong legal team advise the ICC on matters that span across the entire spectrum of corporate law. From regulatory issues, to IP protection and enforcement, player security, sponsorships as well the seemingly ever-present threats of corruption, match fixing and ‘rogue’ leagues it is clear that Becker’s position is as exigent as it is enjoyable.

“We are at the forefront of change in the game and the work that we are doing now will have a real impact...”

41

Feature | interview >>


Quick facts: the international ►cricket council

The game of Cricket’s international governing •bodyCustodian of the rules and codes which regulate •the gameIs responsible for carrying out licensing and •broadcast issues on behalf of its member countriesHas 104 member countries across the globe•

“I’ve been an M&A lawyer at a magic circle firm, represented people like Ernie Els and David Beckham and worked on high-profile football transfers, but my current position is just as, if not more challenging,” he said. “I not only advise the president and executive of the ICC on legal issues but also on strategic decisions. The legal function is so integrated into everything the ICC does. We are at the forefront of change in the game and the work that we are doing now will have a real impact on a game that is a big part of life for millions of people for many years to come.”

Custodians of the gameCricket is somewhat unique among sports. Few sports are able to bridge geographical, cultural and socio-economic divides as cricket and even fewer are as capable of metamorphisising itself to keep up to speed with broader social changes. Over the past forty years Cricket has spawned two entirely new formats— one day internationals (ODIs) and Twenty20s (T20s), both of which are shortened variations on five-day test cricket and have revolutionized the game.

But Cricket’s development is still very much a work in progress. From consolidating the positive inroads it has made in the United States and China (the ICC, through its regional development programmes, has also had success in growing the game in Africa, the Amercas, East Asia and Europe) to an expansion of its foothold in traditional strongholds in the subcontinent it’s clear the next forty years will bring the game just as many opportunities.

But as the game’s following (and, in turn, its commercial potential) continue to flourish, so too do the legal issues confronting it. Here, Becker puts online piracy at the top of the list and says that it is becoming so widespread that it has the potential to affect the commercial integrity of the sport.

“At the moment Cricket is one of the most pirated sports in the world,” says Becker. “Websites that illegally

stream cricket matches are increasing by the day and are starting to have a noticeable impact on broadcast rights and their value.”

Becker points out that the game’s most significant revenues in such places as India, depend on broadcast rights, the value of which depends on exclusivity. He estimates that there may be as many as 500 infringing websites in India alone and expects this number to grow as the sites and their operators become more sophisticated.

“Most of these websites had previously operated on a subscription model where they charged users a

“a sports lawyer is essentially a commercial lawyer who also has a good grounding in iP, because what you are essentially dealing with in sports law is the issue of rights: their protection and exploitation”

fee to access content. This has now changed to an advertising based model where users can log on for free…this had seen the number of users, and sites, increase.”

But while Cricket is not alone in the fight against online piracy — Football, Golf and Boxing are all engaged in similar battles — it has set itself apart from other sports in how it has dealt with it. Instead of embarking down the long and often unsuccessful path of outright enforcement, the ICC’s conciliatory approach has proved much more effective.

“We have devised a bespoke approach where we work with key stakeholders like national cricket bodies and broadcast partners like ESPN Star Sports,” said Becker. “We employ an online monitoring agency to keep track of infringing websites after which we negotiate ‘take down’ agreements with each of them. This has proved immensely successful and we have removed about ninety percent of these illegal websites.”

The evolution of Sports LawJust as conspicuous as the growth of sports like Cricket, Football, Golf and many others is the evolution of sports law. Over the past decade it has evolved from what Becker calls a “part-time practice” into a practice area in its own right; providing more than enough work to provide sustenance for a

number of specialist law firms in the US and UK or pique the interest of international law firms.

But despite its growth, Becker says that there are still a small number of experts who can be called upon in the area, even less if one excludes the growing corpus of sports lawyers in the UK from any search.

“Ten years ago sports law was just blossoming as a practice area,” said Becker. “There were hardly any law firms who had the capacity to deal with sports law issues, let alone any law firms who dealt with it on a full-time basis,” notes Becker. “But because sports, in general, have become so commercially lucrative a number of firms have expanded into the area. Larger commercial law firms have good pockets of experience (here Becker singles out UK-based Olswangs, Bird & Bird and Couchmans for special mention) and the specialist practices have a very good reputation as ‘go-to’ firms, but there is still only a handful of really solid all-round sports lawyers.”

It’s no surprise that when Becker needs external counsel he looks to specialists.

“We look for specialists in the sports law business,” said Becker. “I want to use lawyers who know our business, but are also familiar with the governance structure of sport in general.”

For those firms considering a sports law presence, Becker believes that investment is a worthwhile one and offers the following advice: “A sports lawyer is essentially a commercial lawyer who also has a good grounding in IP, because what you are essentially dealing with in sports law is the issue of rights: the protection and exploitation of them and how this can impact not only the commercial integrity of the sport but also how it affects the people than play it at all levels.”ALB

42

FEaTuRE | tax ranking >>


ALB’S LeAdInG tAX LAw FIRmS 2010*

*Listed in alphabetical order under each jurisdiction

hOnG KOnG ►Deacons

PRC ►JunHeJunZeJunShanghaiFortran

IndIA ►Amarchand & Mangaldas & Suresh A ShroffNishithDesaiVaish Associates Advocates

IndOneSIA ►Hadromi & PartnersMochtar Karuwin KomarSoewitoSudhardimanEddymurthyKardono

jAPAn ►Anderson Mori & TomotsuneNagashimaOhno&Tsunematsu

KOReA ►Kim & ChangYulchon

mALAySIA ►Lee Hishamuddin Allen & GledhillNik,Saghir&IsmailShook Lin & Bok

the PhILIPPIneS ►Romulo Mabanta Buenaventura Sayoc & de Los AngelesSyCipSalazarHernandez&GatmaitanZambrano&Gruba

SInGAPORe ►Allen & GledhillDrew&NapierWongPartnership

tAIwAn ►Lee and LiYuan, Chen & Partners

VIetnAm ►Phuoc & PartnersVILAFYKVN

InteRnAtIOnAL ►Baker&McKenzieJonesDay

ALB’s leading tax law firms

methOdOLOGy ►ALB is proud to present the inaugural guide to Asia’s leading tax practices. The results herein are the culmination of three months of extensive research with numerous in-house legal counsel, tax advisors, industry specialists and private-practice lawyers. Respondents were asked to nominate Asia’s leading tax law firms and lawyers based on their industry reputation and work. Submissions made as part of the ALB Law Awards series were also considered. As the survey failed to yield any meaningful results in Thailand, this jurisdiction is excluded from the results. Accountancy and auditing firms were not included as part of this survey.



Shanghai Fortran Law Firm is famous at financial advisory, tax services and tariff practice in China. Lawyers at Fortran Law Firm are experts on both law and tax with compound education background. they are not only lawyers but also CPAs. Our client service teams, under the leadership of partners, help create safety solutions for business operating and transactions.

Real estate Finance and tax Planning •tax transaction•Financial transaction•International taxation•Bankruptcy Finance and tax•transfer Pricing•Financial and tax Issues Settlement•

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expectations are changing. In an environment where budgets for the procurement of external professional services have been cut at most companies, it comes as no surprise that most respondents indicated that they now are more likely to handle tax-related issues in-house than they were 18 months ago. But when they do need outside advice, in-house lawyers, department heads, executives and decision-makers at Asian companies are looking for lawyers to play a much broader role than just that of an advocate or adviser.

Those firms listed across the page are ALB’s leading tax law firms that have responded best to this change in client attitudes.

State of the marketAlthough the financial crisis effectively dried up available funding and was responsible for reducing transactional levels to modest rates when compared to those of 2006 and 2007, many of Asia’s companies weathered the economic storms of the past 18 months in a much better fashion than their counterparts in the US and Europe. Despite Asia being a relative safe haven during this period, many

companies in the region turned their attention away from making acquisitions and towards getting their own house in order. For a great number this involved some level of corporate restructuring and a re-evaluation of their tax positions.

This upturn in restructuring came as something of a godsend for tax lawyers across Asia. Not only was the work on offer here commensurate to that which they had derived from the mega-M&A and capital markets deals, but in some cases was far outstripping it. But this type of work wasn’t the only thing keeping the region’s tax lawyers busy during the downturn. Just as companies have used the downturn to focus on coming out of the recession in a stronger position, so too have regulators across the region used this downtime to align their countries’ tax law regimes with international standards. It’s an opportunity to replenish their coffers with tax-derived revenues that they may have chosen to forego in calmer economic times. Whatever the rationale behind the regulatory changes we have witnessed over the last 18 months, tax lawyers have thrived.

The ambiguity that has accompanied tax law revisions in the PRC, income

Asia’s tax law landscape has arguably never been as diverse. Never before has competition for a share of

tax advisory work across the region been as hotly contested. Full-service international and domestic law firms and the fast-emerging cache of sophisticated boutique and specialist law firms are facing off for the same work – and often for the same clients.

But the advisory side of the practice area is arguably much more complex than any other. Apart from the competitive pressures described above, law firms who operate in this space also have the ‘Big Four’ accounting firms to contend with; and in some jurisdictions it is the likes of KPMG, Deloitte, Ernst & Young and PwC who cast the most conspicuous shadows over the service arena.

But the good news for the region’s tax lawyers is that the legal and advisory hierarchies are far from set in stone. In fact all types of work, and seemingly many clients, are up for grabs.

The financial crisis, coupled with the increasing pace of legislative change across the region and the continuing calls for countries to internationalise their tax regimes, are factors in this regard. At the same time, clients’

http://www.cpa-lawyers.net

44



tax amendments in Indonesia, or tax increases in Japan and Korea has generated a flow of instructions for lawyers there, according to our survey respondents. The introduction and development of transfer pricing (TP) and advance pricing arrangements (APAs) in other jurisdictions has proved equally as fruitful. This is not to mention the marked increase in tax disputes work and litigation which respondents report is reaching record highs, and is only expected to increase in the year ahead.

What the clients wantTax law is an area of practice that presents a unique set of challenges

for all concerned – something that is borne out in ALB’s in-depth survey of in-house lawyers and tax professionals across the region. While a high number of in-house lawyers have noted that they are handling more work, they are still looking to outsource work in select areas, but are even more selective in respect of who they choose to use.

Law firms seeking to pick up a slice of this advisory work face more hurdles in tax law than in any other area of practice, not least of all because of the presence of accounting firms. In this regard, the usual stock-standard requirements that external lawyers be ‘close to the business’ and ‘commercially

“we really want law firms in this area to be offering something unique to us, to be able to come to us and show us how using them for tax advice is a better option than using an accounting firm”

savvy’ are more prerequisites for working with law firms, as opposed to one of the ‘Big Four’.

However, cost flexibility was cited as the most pressing issue. “We really want law firms in this area to be offering something unique to us, to be able to come to us and show us how using them for tax advice is a better option that using an accounting firm,” said one respondent, who is the general counsel and tax department head at a Hong Kong-based company. “Being flexible on costs should not be the ace in your hand if you’re a law firm, nor should it be passed off as a charitable move… it’s compulsory when it comes to tax advice and I’m

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46



surprised by the number of law firms out there who stand their ground on costs issues and refuse to budge.”

Others also wanted their external legal advisors to leverage the experience within their respective firms more wisely. One survey respondent, who was previously head of a US law firm’s Asia tax practice, said “I’ve always thought that the advantage that law firms have over the Big Four is that they have access to resources that accountancy firms do not… here you can bring in your firm’s regulatory, capital markets, M&A and insurance experience to help shed light on a client’s problems and give them a really comprehensive picture of the problems confronting them. But I’m surprised by how often this is not done by law firms, the international players as well as the smaller firms around.”

This respondent goes on to note that structure and culture of some law firms often prevents this from happening. “At some law firms, and this was the case where I worked, the tax guys were keen to protect their clients from the banking & finance and corporate guys. Similarly the banking & finance and corporate teams were reluctant to get involved because there was little chance of any sustained work coming out of it for them… that’s the wrong attitude to have, given that the competition [the Big Four] are better in this area, and many others.”

A number of respondents also bemoaned what they felt was their external lawyers’ lack of understanding when it came to the very basics of their business. “I once used a lawyer who, while having a very good command of all the relevant laws, rulings and cases, had very little knowledge of the accounting methods, structures and operations of my company,” said one respondent.

“It is crucial that when we use external lawyers they are able to assess our tax issues at both a broad and specific level,” said another. “Tell me what I need to know about my legal requirements in this particular situation, but also how this connects to my operations in another part of the world or that of my subsidiaries across the border … this is how the law firms can offer us something that

accounting firms cannot.”Interestingly, seminars and

briefings, informative newsletters and succinct regulatory updates were all considered by respondents to also fit into this category. “Some law firms do this really well,” said one in-house lawyer. “They realise that I’ll sometimes miss important developments, and will provide an update through one means or another. The really effective ones are those that are light on PR and heavy on facts while being succinct. If I receive something like this through email or seminars and it’s relevant to my business, there is a good chance I’ll pick up the phone and request further information.”

‘Big four’ vs the lawThe consensus, according to ALB’s research, is that accounting firms have a lead over law firms in a number of areas, the most important of which was noted as manpower. With the exception of some international law firms, the tax practice group at most domestic law firms across the region are dwarfed substantially by their counterparts at accountancy firms. “In some jurisdictions the resources at the disposal of Big Four accountancy firms – and some smaller ones – greatly outnumber that at law firms,” said one respondent. “While it would be wrong to say that this implies some qualitative difference between the two, it does account for a lot when we are looking at heavy-duty work in the area.”

The manpower advantage also gives accountancy firms an edge when it comes to specialisation. “A tax professional working at a Big Four firm will more often than not work as part of a group that specialises in a particular area of tax,” an in-house lawyer from Hong Kong notes. “The work they do here is very niche and tends to be very narrow. But at law firms, mostly owing to lack of resources, lawyers are often trained as tax generalists and will contribute their tax expertise as part of a project team where various legal and tax issues are presented… this puts law firms at a distinct disadvantage when specialist advice is required.”

This situation, of course, does give

“It is crucial that when we use external lawyers they are able to assess our tax issues at both a broad and specific level. tell me what I need to know about my legal requirements in this particular situation, but also how this connects to my operations in another part of the world”

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law firms the upper hand on mega-M&A, capital markets and project finance deals. According to in-house lawyers surveyed as part of this report, nine out of 10 said they would hire a law firm to advise on the tax implications of the deal, while only four out of 10 said they would hire an accounting firm to look into tax issues.

“On the big deals you need lawyers with corporate grounding providing tax advice,” said one respondent. “Ideally, one would like to have the lawyers and the accounting firms in the same room, working together.”

According to lawyers ALB interviewed as part of this survey, there is plenty of work to go around for tax firms and tax law firms. And while many see the two as directly competing with each other in some areas, in many others the two often already do cooperate. But it's really only the larger law firms – whose tax departments, in part, are fed by their corporate practice groups – who have

this luxury. At the other end of the spectrum are the niche players who stand to lose more from an outright battle with the Big Four and others.

futureAll of the firms listed as our leading tax firms in Asia for 2010 have had some level of success in staving off the challenge of the Big Four in their respective jurisdictions. All were mentioned by our survey respondents as examples of why law firms will once again become the dominant players in the area.

But there are other reasons why they were voted as the leading tax law practices in the region: these firms have best been able to turn clients’ changes in attitude to their advantage. In an environment where the routine work is no longer up for grabs and only the most complex or specialist work will be outsourced, it is those law firms who pitch their tax skills in these areas that will succeed. ALB

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FEaTuRE | document management >>


The paperless law officeIs a 100% paper-free office for lawyers really just a myth – or reality? ALB investigates

When Singapore firm WongPartnership was invited to take part in a program which would

monitor the firm’s carbon footprint this year, it decided to take action across its whole operations. One such action would mean significantly cutting down on paper use. “Our starting point was to focus on reducing our carbon footprint and waste we generate in our line of business, like paper,” says Rosabel Ng, one of two partners who are leading the firm’s initiative.

The firm had already moved towards having a paperless office in 2005, by adopting a new electronic document management system (DMS) which converted hardcopy to softcopy. But the new carbon reduction program meant that WongPartnership had to take a more stringent view. In response the firm assigned two people

as “carbon cops” to monitor waste levels like paper use.

However, it isn’t the only firm cutting down on paper as a way of demonstrating corporate social responsibility (CSR). Some boutique firms in the US, such as Stevens MacPhail Attorneys and Michigan Car Accident Attorney, claim to have gone 100% paperless, and have documented the steps they took to achieve this in various technology blogs.

Reducing paper has the added benefit of cutting down on costs, a pressing issue for some firms during the global financial crisis. “We do see attendant benefits to the firm, such as costs-savings when we recycle more and use less, and when we employ energy-saving measures or make more efficient use of our energy resources,” says WongPartnership’s Ng. “Assuming we successfully reduce about 10% of our emissions and waste,

then there should be a correlated decrease in our operating costs.”

paper-less officesHowever, going entirely paperless may be easier said than done. Looking around the office you’re in right now, you are likely to be confronted by the sight of lots of paper strewn around. And the reality for most law offices is that there are some things that can’t be disposed of. “Companies are … finding the paperless office a myth,” says David Fathers, a Europe commercial manager at Crown Records Management. “However the less-paper office is becoming a definite reality.”

While it may not be feasible for some law firms to go entirely without using paper, there are ways to significantly cut down on usage, with most of them quite simple. Installing an electronic DMS is a good way of cutting down on paper use, and also saves the firm both time and money in the long term. There are a number of providers of document management systems in the market so finding one that works well with your business needs is important, says Workshare’s Asia-Pacific director Matthew Moore.

Before choosing a DMS, Moore advises you ask specific questions to meet your firm’s business model needs, such as “are the solutions or features right for your firm, will the vendor be able to provide the necessary support, is there a dedicated user community you can leverage, and is the organisation stable and investing in long-term growth?”

Frank Ciarniello, general manager of i2 Management has a checklist that he says law firms ought to keep in mind when selecting a service provider: • Abilityofthevendortounderstandthe

firm’s business objectives• Vendor’s ability to document and

structure the resultant DMS design that delivers the business objectives

• Application’s ability to provide theoperational base to deliver

• Vendor ’s ability to manage theimplementation approach to deliver the business objectives to the client’s satisfaction

• Qualitytrainingandongoingsupportfor staff using the DMS ALB

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pROFIlE | managing partner >>



Sundaresh Menon reveals the challenges he faces as the new leader of Rajah & Tann and shares his passion for arbitration

New ambitionsSundaresh Menon – Rajah & Tann:alb/aderant 2010 managIng partners serIes

Sundaresh Menon has come home. He rejoined Rajah & Tann in April 2007 following a stint with the Supreme Court of

Singapore as judicial commissioner, and time spent with Jones Day as head of its international arbitration practice for Asia. “I actually chose to come back to Rajah & Tann because I had been there [before] and I really felt that I wanted, in a way, to return home,” explains Menon. “I felt that the opportunities were going to be very exciting. I saw that the likelihood of Singapore emerging as a real centre for arbitration in Asia was a very real one, and I saw a role for a strong local firm like Rajah & Tann to build on that and establish itself as a very strong regional arbitration player.”

New mp rolePerhaps it was this vision and enthusiasm that led Menon towards his next challenge. When former managing partner Steven Chong left Rajah & Tann to join the judiciary in October 2009, Menon was invited to take over the leadership of the firm. “I agreed because I

felt it was an honour,” says Menon. “I had been with the firm for a long time and I was involved with a lot of the decisions and processes that took us from a law firm of 20 to a law firm of nearly 300. So it was an exciting opportunity and I said, yes, I would do it.”

As a new managing partner, Menon is adjusting to the responsibilities of his role while still balancing the demands of running his legal practice. “It’s certainly a job that I think people don’t appreciate until they have to do it,” Menon says. “The one thing that I have experienced is the sense that it has really added a significant component of time that needs to be devoted to managing the firm. I am not someone who subscribes to the notion that you should stop practicing, because I am first and foremost a practitioner. So I have resisted the idea of either cutting back on my professional work or compromising on that in any way.”

Menon is clearly passionate about the practice of law but he still has clear ambitions for the business of Rajah & Tann. “What I would really like to do

“what I would really like to do is to institutionalise the firm and bring it to a level where we are professionally run”



is to institutionalise the firm and bring it to a level where we are professionally run,” he says. “We are in the process of bringing in more professional support people so that the lawyers can get on with doing what I think they are really good at.” Menon has also established a management committee consisting of seven partners, to assist him in dealing with the issues which arise on a day-to-day basis. “I find it beneficial for the firm to involve a core group of partners who are part of the process of making sure that the firm is run efficiently,” he says.

Menon benefits from consultation with the other partners and believes it strengthens the decisions that are made, because incorporating different perspectives can be powerful in getting the right result for the firm. “I can think of at least two or three occasions in the last few months where I have changed my initial view on things because of that process of consultation, so I am a believer in consultation,” he says. However, he is also clear about the requirements of his role. “I think I am reasonably consultative but I recognise that the managing partner has got to be the person that makes the decisions and so I don’t shy away from that. At the end of the day leadership is about responsibility and I don’t have any difficulty in accepting that,” he says.

His appointment as leader of Rajah & Tann comes during a challenging time for law firms. Not only is the world continuing to suffer from the effects of the GFC, the legal landscape in Singapore is undergoing some dramatic changes, with the liberalisation of the legal services market and the arrival of foreign law firms. “The status quo is going to be challenged with liberalisation because you are going to find six new players, perhaps more, who are going to go for a share of the market,” says Menon. “So the first challenge I see is getting ready and equipping [the firm] to be able to deal with that additional competition.”

One way that Menon is dealing with

the changing landscape is ensuring that Rajah & Tann capitalises on growth in the arbitration market. “I think that the arbitration market in Singapore is growing in leaps and bounds and we are well on the way to establishing ourselves as a very important centre for arbitration internationally,” he enthuses.

ArbitrationAs deputy chairman of the Singapore International Arbitration Centre, Menon is a firm believer in the process of alternative dispute resolution (ADR) and what it can offer parties as means for resolving commercial disputes. “I genuinely believe that parties are actually better off, most of the time, if they can find a solution that they are happy to live with,” says Menon.

ADR and in particular, arbitration is a point of focus for Rajah & Tann. “It is clear that this is a market space that is on the rise. Although the international firms have expressed interest to get into this [market], the truth of the matter is that for quite some time there have been very few, if any, barriers to the international firms coming in and competing for a share of the market,” observes Menon. “In spite of that, you have seen the emergence of a handful of very strong Singaporean firms in that space and we count ourselves as one of the leading players. So I think we will see that practice grow even more as one of the traditional areas.”

Menon is also of the view that international firms will generate disputes work. The current licensing scheme does not allow international firms access to the courts and this is an opportunity for the major litigation firms in Singapore. “While I think there are challenges, I also think there are going to be opportunities and I would like to make sure that we think through and have a clear strategy to play to our strengths and to take advantage of our strengths, so that we can continue to maintain our position in the market.” ALB

“I would like to make sure that we think through and have a clear strategy to play to our strengths and to take advantage of our strengths”

1995

•JoinedRajah&Tann

2003 2006

•JoinedJonesDay as Head of the International Arbitration and Arbitration Practice for Asia

2007

•Appointedjudicialcommissioner of the Supreme Court of Singapore

•RejoinedRajah&Tann

2009

•Appointedmanagingpartner

2009

•Appointeddeputychairman of the Singapore International Arbitration Centre

CAReeR tImeLIne OF SUndAReSh menOn

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alB spECIal REpORT | Middle East 2010 >>

Middle east 2010





The Gulf in recovery

When the full scale of the problems facing property and logistics conglomerate Dubai World were

revealed to the world late last year, it caused ripples around the globe. Not only because the announcement that the company would need to delay repayments of its US$26bn was made just before the Eid al-Adha religious holiday, but also because most had settled into the assumption that the worst of the financial crisis had passed. Dealflow was starting to return, banks had reopened their hitherto closed loan books and capital markets across the world were again starting to show signs of life.

The British press, not known to miss an opportunity for hyperbole or the dissemination of spurious innuendo, was quick to seize the moment. It foretold the imminent collapse of

Dubai, the dissolution of the UAE and by extension the passing into oblivion of the Gulf region as a whole, along with other entities such as the entire UK banking industry, for instance.

Thankfully, little if anything the UK press writes comes to pass. Despite experiencing a period of severe discomfort, Dubai World was successfully able to restructure its debts and avoid collapse. The Gulf states have powered on – taken the whole incident in their stride as a mere blip (albeit a necessary one: it yielded the introduction of an insolvency code to deal with any disputes arising out of the company’s restructuring ) in their development trajectories.

But that the press – and quite a few others – posit a link between Dubai’s troubles and that of its Gulf neighbours is also of some import. It serves as evidence that misconceptions about

the region still exist. Dubai may be the region’s most high-profile celebrity, may have been used as a stepping-off point for investors and capital bound for elsewhere in the region, but the days of it being used in this fashion are surely numbered not because of its recent difficulties, but because other Gulf states have been quietly, conscientiously building their profiles.

Abu Dhabi, with its abundance of natural resources and comparative fiscal prudence remains a mainstay, while further afield Oman, Bahrain, Kuwait and Saudi Arabia are all garnering their fare share of interest, especially among law firms who seem to be as good a barometer as any of actual and potential investment levels of any given location.

ALB reports from the Gulf on what the region’s recent rejuvenation means for lawyers there.

To say that the last 12 months have been challenging for law firms operating in the Middle East would be an

understatement. And arguably, it has been the region’s growing cache of international firms who have been more acutely affected to the discomforts of their clients than any other.

“A great number of the international law firms have suffered visibly over the last year or so because of the way they entered the market,” said one partner at a UK international firm. “Some of these firms have seen the gravy train they rode into town stop running. Others entered on the premise that they would service the many developers and construction companies in the region… but when these clients go bust or severely downgrade their commitments in places like Dubai, it’s quite clear what is going to happen.”

The empirical data offers the most vivid illustration of what did happen. By ALB’s count more than 300 lawyers have been either laid off or repatriated back to their

firms’ headquarters; over 1,000 support staff have been shown the door and over 20 international firm offices have been closed— and these are just reported cases. According to lawyers on the ground these numbers “would increase by around 50%” if stealth layoffs and office closures were taken into account.

“Some firms have ‘closed’ offices on the sly,” says another lawyer. “Or what they have done is left the shingle on the door, sent key partners back home and moved their associates and junior lawyers in with a good, mid-sized local law firm.”

The images of abandoned luxury cars gathering the desert’s dust in the long-term parking facility at Dubai’s International airport, and elsewhere, serve as a prescient reminder of just how badly many law firms suffered through the crisis.

But although countless lawyers have been laid off and many offices have been closed, scores more remain behind, open for business and ready to take the expansion of their Middle East practices to the next level.

The Gulf challenge: testing times for international firms in the Middle East

“The Middle East is unlike any other legal market in the world and there will always be hardships,” said Andrew Rae, a partner in the Abu Dhabi office of Trowers & Hamlins. “The key to operating here is to ride the ups and down, to keep chipping away. The danger is trying to replicate what you do in other parts of the world in the Middle East without adapting it to the region.”

Paul Sandosham, Head of WongPartnership LLP’s Middle East practice believes it is important to build a presence in the Gulf step by step, rather than adopting the big-bang approach.

“It may have been said a thousand times before, but in order to build a strong presence in the Middle East, you need to invest time to understand and develop the market, and you need to do it step by step with a long-term vision. It is unrealistic to establish numerous offices at the same time and expect to see benefits right

paul Sandoshamwongpartnership



56

away. As in any other market, this can be a risky strategy.”

WongPartnership became the first Asian firm to establish a meaningful presence in the region after it opened an office in Qatar in 2007. At that time, the firm had a small presence, backed by its Middle East Practice based in Singapore. A year later, the Firm opened a second Middle East office in Abu Dhabi and increased its headcount. This is in alignment with the Firm’s CHIME (China-India-Middle East) strategy which started in 2004 with the opening of the Firm’s first overseas office in China.

Trowers’ growth in the region has also been incremental. The firm opened its first Gulf office in Oman in 1980 and it was not until 11 years later that it opened its second office, in Dubai.

Both lawyers agree that leveraging a brand that one has created in the US or UK in the Middle East has the possibility of yielding similarly disappointing results.

“The majority of international law firms that have struggled here have done so because they have not invested in educating the marketplace sufficiently,” Rae said. “An international brand alone won’t get you much here – simply coming here with a brand and people is not the recipe for success.”

“Relationships are important for conducting business here and you need to invest time to create, manage and cultivate them, even if there is an existing relationship with that client elsewhere in the world. Again, it is a part of the long-term vision.” adds Sandosham.

“When you work with a client who is entering a new market, no matter how experienced or seasoned the client may be, they look to their lawyers to bring them a suitable level of comfort about their interests here,” he said.

CostsLast time ALB delivered its annual report from the Middle East, the issue

of legal costs was roundly mentioned as one of the most contentious issues. Low-balling was widespread and the competition to win mandates from new clients was so intense that it was not uncommon to see new market entrants quote fees so low that many wondered how they were making any money. This time around, nothing much has changed, according to lawyers ALB spoke to.

“Low-balling continues to be commonplace,” says Trowers’ Rae. “But it is getting to a stage now where it is unsustainable and will ultimately change the legal market. Firms are losing money and it creates unrealistic expectations regarding pricing in the market place.”

This is concomitant with a rise in competitive tendering processes for most of the region’s bigger projects. “Most work of a certain size is put out to tender nowadays,” said Sandosham. “The process is more sophisticated now and clients make their decisions not only based on hourly rates, but also on how flexible firms can be to offer alternative fee arrangements (AFAs).”

Amidst calls for greater billing flexibility, a number of new trends in private-practice/in-house relations are emerging, one of the most intriguing of which is the notion of the regional outside counsel (ROC). This is where a law firm or a network of law firms assumes responsibility for the entire legal affairs of a company, in a specified number of practice areas across a specified number of jurisdictions.

“You effectively act as an arm of a company’s legal department in a region where the company does not have the time or resources of its own to devote,” said Nasser El Kassawneh, managing partner of Kassawneh & Associates, which is currently serving as Middle

East ROC for Microsoft and Philip Morris.

But while this system appears to make good sense for in-house lawyers, it is just as beneficial for the law firms involved. “In our role as regional outside counsel we can get really involved in the client’s business, know the stats, their business models, strategy, know-how,” he said. “Being this close to a client’s business is extremely important and will help us serve our other clients as well.”

in-house during the crisisThe latter, according to Justin Connor, chairman and founder of the Dubai Corporate Counsel Group, is something that is influenced by the high amount of internal and external pressure that the region’s in-house lawyers are under at the moment.

“As the financial crisis has increased the pressure on law firms to generate fees, it has also placed pressure on in-house legal departments to reduce costs,” said Connor. “In-house lawyers have had to become more competitive regarding the provision of their services – they are having to deliver more to their companies with access to vastly depleted funds and resources.”

At the same time, Connor said, there is more scrutiny of the position of in-house counsel and its functions. “People are giving the position more attention than they ever have in the past,” Connor said. “The financial crisis here has caused many executives to stop for a moment, go back and pick up the documents and contracts they may have signed throughout the year and actually read them, and the first place they’re going to is their company’s legal department.” The result is that the importance of in-house lawyers may actually increase as a result.

“The crisis has only served to emphasise the importance of in-house lawyers, especially over the long term and that is extremely satisfying.” ALB

Andrew raetrowers & Hamlins

“Relationships are important for conducting business here and you need to invest time to create, manage and cultivate them, even if there is an existing relationship with that client elsewhere in the world. Again, it is a part of the long-term vision.”

Paul Sandosham WongPartnership



http://www.wongpartnership.com


a first of its kind destination for dispute resolution in the middle east bcDr-aaa

This year, Bahrain has welcomed the Middle East’s newest arbitration centre as the Bahrain Chamber of Dispute Resolution – in partnership

with the American Arbitration Association (AAA) – formerly opened its doors for business at its state-of-the-art facility in Manama. The Chamber, formally known as the BCDR-AAA, provides international, regional and local commercial and government users, contracting in the Gulf and beyond, with a purpose-built solution for the rapid, effective and certain resolution of commercial disputes.

Bahrain promises arbitration independenceThe BCDR-AAA is the first of its kind in the world to offer an arbitration “free zone” which guarantees that arbitral awards will not be subject to challenge by the national courts.

“The BCdr-AAA Board consulted with many of the world’s preeminent arbitration experts. We asked them simply: “What is the one thing that would get users, counsel and arbitrators most excited – what would make them stand up, take notice and be drawn to our Chamber?” Their replies were singular and emphatic: “if you would create a veritable arbitration ‘free zone’, this would accomplish all of the above – so we did…” said James MacPherson, CEO BCDR-AAA.

The zone will increase investor confidence when having their case heard at the BCDR-AAA. Unlike other such centres, the rules governing the Chamber are codified as part of the country’s domestic legislation. This means that awards made by arbitrators at the BCDR-

AAA, when the parties agreed in writing to be bound by the outcome, will not be subject to challenge in Bahrain. This will overcome a problem that has plagued other centres internationally.

Under the new July 2009 statute entrenching the BCDR-AAA in Bahraini law, any court case related to arbitration will be heard by the High Court of Appeal, not the Court of First Instance. This engagement at the level of the High Court of Appeal guarantees the requisite expertise in the area of arbitration. Moreover, if the parties choose a foreign law to govern their dispute, the July 2009 statute allows them to opt out of any review of the arbitral tribunal‘s award by the Bahraini courts.

In another global first Bahrain, through its unique Alternative Dispute Resolution (ADR) legislation, also became the first country to introduce the concept of statutory arbitration. Disputes involving international financial and commercial organisations licensed by Bahrain’s Central Bank where the disputed sum exceeds 500,000 Bahraini dinars (about US$1.3 million), will automatically be heard by the BCDR-AAA for final and binding resolution.

The birth of the BCdr-AAAThe idea for the BCDR-AAA was conceived by policy makers in the Ministry of Justice and the Economic Development Board who determined, as part of the country’s Vision 2030, that a modern arbitration and mediation centre would boost Bahrain’s economic competitveness. Understanding that international arbitration is critical to attract and maintain international trade and investment, Bahrain’s policy makers also recognised that a

partnership with the world leaders in dispute resolution, the AAA, was essential.

Barry Leon, partner, Perley-Robertson Hill & McDougall in Canada said “The BCdr-AAA is lucky to have the Bahraini minister of Justice as the motivating force, exercising leadership from the beginning. most countries can only dream of the kind of support that Sheikh khaled bin Ali Al khalifa is offering to the centre – and perhaps without realising it, to international arbitration.”

Although supported by Bahrain’s government, the BCDR-AAA is resolutely independent. The July 2009 statute entrenching the BCDR-AAA in Bahraini law, and the Chamber’s own mission statement, guarantee that the Chamber is independent of government control. In addition, the membership on the Chamber’s board of the AAA’s two most senior leaders, William Slate, CEO and President and Richard Naimark, Senior Vice President, is another mark of the Chamber’s independence.

ideal destination for disputesBahrain has historically been a commercial centre and a hub for trade in the Gulf; it is currently a leader in traditional and Islamic finance; it has a professional and reliable justice system; it has a remarkable reputation for judicial independence and integrity; and it embraced international conventions on arbitration early on. Since 1988, Bahrain has been a party to the New York Convention in 1994 and it has adopted the UNICTRAL Model Law on International Commercial Arbitration.

Admittedly, the BCDR-AAA is the latest in a

William Slate, president & CEo of AAA with h.E. Sheikh khaled bin Ali Al khalifa, Bahrain’s minister of Justice at the signing ceremony for the BCdr-AAA, Bahraini Embassy in london


Profile BCDR-AAA

59

long line of arbitration centres that have been established in the Middle East, however, it is the only centre in the region to offer an arbitration “free zone” and statutory arbitration instantly marking it apart to international, regional and domestic businesses choosing Bahrain as their seat for arbitration.

Furthermore, what differentiates the BCDR-AAA from its counterparts in the region is that it is home-grown whilst simultaneously conforming to international best practice standards. Half of the staff are Bahraini and both the Chamber’s registrars, Ahmed Husain and Ali Al Aradi are Bahrainis. At the same time, the Chamber’s partnership with the AAA uniquely provides users with the assurance of best practice, process and case management underpinned by a thorough understanding of the business culture of the region.

The arbitratorsIn international cases, the parties will have access to the AAA’s international roster of arbitrators which includes more than 600 neutrals. In selecting the chair of tribunal in cases where the parties have chosen to refer their disputes to the Chamber, the BCDR-AAA will receive input from the parties, who will be asked what particular skills they would like to see in the chair. The Chamber will provide the parties with a list of candidates possessing those qualities; each party will have a limited number of strikes; and whoever is left on the list will be the chair. The chair does not have to be on the roster of the AAA or of the BCDR-AAA.

Moreover, in the coming months, the BCDR-AAA will be increasing by more than two-fold its on-going investment in the development

and training of Bahraini lawyers in mediation and arbitration. It will also begin the process of reaching out to bankers, accountants, civil engineers and other professional sectors, to help develop sector specific arbitration expertise and, in the process, participation as potential arbitrators of tomorrow from amongst them.

Clive Hopewell, Middle East head at international law firm Charles Russell and chair of the British Bahrain Business Forum Lawyers’ Group said: “The move will present lawyers from Uk and other non-Bahraini firms with rights of audience in Bahrain – something currently not provided for by the Bahraini courts.”

Access to the BCdr-AAAThe BCDR-AAA is very easy to access, either through a future disputes clause in a contract or by submission of an existing dispute to mediation or arbitration under BCDR-AAA rules. Model clauses and filing forms are available on the BCDR-AAA website (www.bcdr-aaa.org). The BCDR-AAA encourages parties to contact them directly to discuss how best to proceed (and answer their process related questions).

Parties are encouraged to contact the BCDR-AAA early on for assistance in drafting a “future disputes” clause that addresses the parties’ specific needs for the contract in question. Further, if the contract already exists, parties can work with the BCDR-AAA to administer the arbitration (or mediation) clause – or even assist in bringing the parties to the table when there is no mention of ADR in the contract. It has post-contract dispute clauses for the latter situation.

For questions on the BCDR-AAA, please contact: James MacPherson, CEO on [email protected]

For questions relating to arbitration, please contact: Ahmed Husain, Registrar on [email protected]

For questions relating to mediation, please contact: Ali Al Aradi, Registrar on [email protected]

h.E. Sheikha haya bint rashed Al khalifa, Chair of the BCdr-AAA speaking at the launch in Bahrain




seems to be a significant move towards not only Bahrain and Oman but also Egypt, Sudan, Yemen, Iran and Iraq,” says Grainger. “This is being encouraged by respective governments recognising the need to put in place key infrastructure projects to meet population demand … and legal advice as to the best way to procure the relevant schemes.”

Given the population demands for infrastructure and energy, it’s clear why some law firms are investing in their projects practices. “Projects will be one of the practice areas that will experience the most significant demand in the near future, particularly with government currently assessing their infrastructure needs for power, energy, water, sewage treatment, road, rail, air travel and so on,” says Grainger.

Investment – through either hiring specialist lawyers or forming strategic alliances – can boost a firm’s chances of winning long-term public contracts. For example, the criteria for the legal contract for the Salalah project were relevant experience on similar projects and whether the firms had a branch or local alliance.

regulationIn Oman, foreign lawyers are allowed to advise on local law and can also appear before the courts if they have

Allen & Overy launches in Doha. Denton Wilde Sapte debuts in Bahrain. DLA pairs up with a Turkish firm

and Lovells goes to Jeddah. If these recent headlines signal that a shift is happening in the legal market, then international law firms are clearly onto something.

The status that Dubai once enjoyed as the Middle East’s regional financial hub is slowly wearing down, giving new opportunity to regions that were once overlooked in the quest to capitalise on the Emirate’s free-flowing investment strategy. The Dubai World bankruptcy only emphasised the importance of having more than one base in the Gulf further.

While Bahrain and Qatar are emerging as the next jurisdictions of choice, the relatively smaller GCC states of Oman and Kuwait are also proving to be a source of infrastructure and energy work. In the push towards economic development their governments are offering tenders and contracts to law firms on major power projects. One example was 2009’s US$1bn Salalah Independent Water and Power Project (IWPP) in Oman, which mandated roles for Denton Wilde Sapte, Shearman & Sterling and local firm SASLO.

Claire Grainger, the head of infrastructure at Dubai-based firm Agha & Shamsi, broadens the list of emerging markets further. “There

KUwAIt: the StAtIStICS ►GDP:US$68.4bn(2005)•Main exports: oil and refined products, fertiliser•Main imports: food, construction materials, •vehicles and parts, clothingMaintradepartners:UK,Japan,USAand•Germany

Source: ameinfo

OmAn: the StAtIStICS ►GDP:US$27.3bn(2006)•Main imports: machinery, transport equipment, •manufactured goods, food, livestockMain exports: petroleum, liquefied natural gas •(LNG),fish,metalsandtextilesMaintradepartners:China,UAE,Japan,Korea•and Thailand

Source: ameinfo

LAw FIRmS In OmAn ►Abu-GhazalehLegal•AlBusaidy,MansoorJamal&Co•Al-Bualy Attorneys At Law & Legal Consultants •Curtis, Mallet-Prevost, Colt & Mosl•DrAbdullahAlsaidiLawOffice•Dr Tariq Al-Busaidi Legal Consultancy Bureau •GhanimEl-SaidiLawFirm•Hassan Al Ansari Legal Consultancy •MohamedJanashalLawOffice•Mohammed Al Shahri & Associates •Saba & Co•Trowers & Hamlins •

LAw FIRmS In KUwAIt ►AbdulRazzaq&PartnersLawFirm•Abdullah Kh Al-Ayoub & Associates •AlAdwaniLawFirm(inassociationwithNorman•Kaplan)AlMarkazLawFirm•Al Sarraf & Al Ruwayeh (in association with •StephensonHarwood)AlBisher Legal Group •Al-Essa&Partners•Ali & Partners •Al-Saleh & Partners •Al-Twaijri&PartnersLawFirm•Al-Wagayan, Al-Awadhi and Al-Saif (DLA Piper •Kuwait)Ahmad Al-Samdan (in association with Denton •WildeSapte)International Counsel Bureau •TalalAbu-GhazelehLegal•Bader Saud Al-Bader & Partners •MishariAl-Ghazali•

Claire graingeragha & shamsi

Bridging the Gulf divide

Arabic language skills. The legal market is also less crowded compared to the UAE – there are only a handful of law firms with branches (see box, above). That presents a good chance for others looking to establish a base.

It’s a much less simple process in Kuwait. Like in its neighbour Saudi

Worldwide recognition for Asia’s legal excellence

The most high-profile legal event of the yearJoin the who’s who of in-house counsel, business and law at the 7th annual ALB China Law Awards 2010. Secure your place at the most popular night on the legal industry calendar and enjoy a gourmet dinner, fine wines, world class entertainment as well as invaluable networking opportunities.

Celebrate the achievements and successes of the past twelve months as the winners for 2010 are announced.

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In-house spotlightBusiness as usual: ALB speaks to Citi’s country legal counsel for the Middle East, Tarek Mogharbel

Slashed budgets for external legal spend, shrinking legal departments and calls to handle more work in-house are

pressures that are common to most, if not all in-house lawyers across the region over the last 12 months. For corporate counsel in the Middle East however, these age-old issues have been exacerbated by the two themes somewhat unique to the region: the very real possibility of economic and regulatory uncertainty.

But as Citi’s country legal counsel for the United Arab Emirates, Tarek

Arabia, foreign law firms must form an association with domestic firms in order to practice. But this has not diminished the hopes of some (see box, above), and has proven to be mutually beneficial for both domestic and international firms alike. For example, Kuwaiti firm Jamal & Jamal has a threefold network with firms in the Middle East: Bahraini firm Rashid Al-Jar and Associates and Qatari firm IOLC. For a firm like Salans, which formed a cooperation agreement with Jamal & Jamal, that certainly helps to kill two (in fact three) birds with one stone.

The governments of the smaller Gulf nations have been a key part of the source for legal work. Grainger says that even in the economic downturn, the Egyptian government ploughed on with its New Cairo Wastewater Treatment Plant public-private-partnership (PPP). And in Oman, the government plans to invest over US$2bn in water projects.

Meanwhile, the Kuwaiti government announced last year a US$5.2bn stimulus package to boost bank lending. One of those investment banks to receive the government assistance was Global Investment House, which earlier in 2009 had to restructure US$1.7bn in debts. Kuwaiti firm Al Sarraf & Al Ruwayeh (ASAR) advised the company from conducting due diligence to drafting financial documentation.

No shiftAlliances and formal agreements are expansion methods in lieu of forming physical presences on the ground. Some firms in the region have found it sufficient to act on a fly-in-fly-out basis, focusing their Gulf practice on UAE. Granger says that it is still an attractive destination for law firms. “A lot of legal firms are still setting up their main offices in the UAE and using these offices to branch out into the other areas of the greater MENA region,” she says.

Agha & Shamsi co-founder Oliver Agha says that his firm is looking to branch outside of the UAE. “We are considering opening branch offices in some of these other MENA regions, or extending our network of affiliate offices with reputable locally established legal consultancies, as is appropriate,” he says. ALB

Mogharbel told ALB, while the last 18 months have presented a stern test to the region’s growing cache of in-house lawyers, they have also been some of the most exciting of their careers.

“We can see changes occurring before our eyes and mostly these are changes for the better,” he said. “In this regard, it has been a very exciting experience and many have been forced to ride a very steep learning curve.”

It has also been one of the busiest times, especially for those in the banking & finance industry, and Citi is no exception. The fact that the



bank has one of the most diversified offerings of any international financial institutions in the Gulf has helped Mogharbel and his team work through the crisis.

“The UAE is big business for Citi and we have developed very quickly over the last few years,” he said.”

But Mogharbel does note that the complexion of the work being handled by his legal team has changed somewhat since the crisis hit the region.

“While it is business as usual for us, in a crisis you will always have an upturn in litigation and we are currently close to top of this cycle at the moment,” he said. “But the interesting thing to note is that the work generated by our business units plus the work that comes in on a transaction-to-transaction basis didn’t really slow down all that much either.”

In the Gulf, Mogharbel says that the bank usually looks to outsource most of its litigation and disputes work out to local law firms, while it may also

look to engage outside counsel on other matters.

“Here in Dubai, we have an informal panel of about three of four local law firms.”

Mogharbel says that while recent moves to elucidate the UAE’s legal frameworks are undoubtedly a step in the right direction, there is still much more that needs to be done.

“The changes that have been happening are extremely positive, but in a short space of time one cannot expect to change everything,” he said. “The task for regulators at the moment is to focus on long-term legal development in parallel with short-term crisis control. “

Meanwhile, the task for in-house lawyers, in his opinion, is to remain positive. “See the positive side in things, ride the ups and downs and learn from them,” he said. “The events here offer a once in a lifetime event for in-house lawyers and this is something that can’t be learned but has to be experienced.” ALB

“while it is business as usual for us, in a crisis you will always have an upturn in litigation and we are currently close to the top of this cycle at the moment”

Tarek Mogharbel Citi

legalbusinessonline.com

ASIA AUSTRALIA / NZ MIDDLE EAST

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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 - Feb 28, 2010)League Table of Legal Advisors to Asia-Pacific (ex-Japan) M&A (Jan 01, 2010 - Feb 28, 2010)

15-Feb-10 Jupiter Telecommunications Co Ltd (12.62% stake)

Sumitomo Corporation Morgan Lewis & Bockius; TMI Associates

Mori Hamada & Matsumoto

1,356

25-Feb-10 Shell Electric Mfg (Holdings) Company Ltd (76.92% stake)

Mallesons Stephen Jaques China Overseas Land and Investment Ltd

Paul Hastings Janofsky & Walker;Advising financial advisor: Skadden Arps Slate Meagher & Flom

495

Equipav Group21-Feb-10 Equipav SA Acucar e Alcool (50.79% stake)

Advising seller: Tozzini Freire Teixeira E Silva Advogados

Shree Renuka Sugars Ltd Crawford Bayley & Company; Veirano Advogados

1,184

GS Retail9-Feb-10 GS Mart (14 Discount Stores); and GS Square (3 Department Stores)

Lotte Shopping Company LtdAdvising seller:Kim & Chang

1,145

RBS Sempra Commodities LLP

1,70016-Feb-10 RBS Sempra Commodities LLP (European and Asian operations)

Advising seller: Linklaters; Simpson Thatcher & Bartlett; Sullivan & Cromwell

JPMorgan Chase & Co Cleary Gottlieb Steen & Hamilton

22-Feb-10 WesTrac Holdings Pty Ltd

Seven Network LtdAdvising seller: Clayton Utz

Australian Capital Equity Pty Ltd

1,789Freehills

36710-Jan-10 SS Pharmaceutical Co Ltd (39.8% stake)

Boehringer Ingelheim GmbH Anderson Mori & TomotsuneAbe, Ikubo & Katayama; Nishimura & Asahi

Essar Investments Limited; Essar Securities Ltd; and Essar Telecom Infrastructure Holding Overseas Ltd

24-Jan-10 Essar Telecom Infrastructure Transcend Infrastructure Ltd AZB & Partners 432

Prudential Financial Inc12-Feb-10 Prudential Asset Management Co Ltd; and Prudential Investment & Securities Co Ltd

Hanwha Securities Lee & Ko 422

AnnouncementDate

Target Company Target/SellerLegal Advisor

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


Top 10 Announced Deals - Asia-Pacific (Feb 01, 2010 - Feb 28, 2010)

Valu

e (U

SDm

)

Value (USDm)

Num

ber o

f dea

ls

Volume

00

20,000

60,000

80,000

100,000

120,000

140,000

160,000

180,000

200,000

40,000

600

700

800

400

500

100

200

300

900

Q103

Q209

Q1* 10

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

3-Jan-10 Mitsui Oil Exploration Co Ltd (12.85% stake)

Mitsui & Co Ltd Bank of Tokyo-Mitsubishi UFJ Ltd; Mitsui Chemicals Inc; Mizuho Corporate Bank Ltd; and Sumitomo Mitsui Banking Corporation

352

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•Q1 10* = 1 January 2010 to 28 February 2010

Rank House Value (USDm) Deal Count

1 Baker & McKenzie 2,361 5

2 Slaughter and May 2,320 2

3 O'Melveny & Myers 2,200 2

4 Freehills 2,020 3

5 Haiwen & Partners 1,938 3

6= Amarchand & Mangaldas & Suresh A Shroff & Co 1,840 1

6= Wadia Ghandy & Co 1,840 1

8 Clayton Utz 1,810 3

9 Skadden Arps Slate Meagher & Flom 1,686 4

10 Linklaters 1,560 4

In association with


1 Barclays Capital 3,597 4

2 Goldman Sachs 3,423 5

3 Nomura Holdings 2,864 2

4 Standard Chartered 2,616 2

5 Credit Suisse 2,607 3

6 Morgan Stanley 2,488 3

7 JPMorgan 2,296 3

8 Citigroup 2,148 3

9 Rothschild 1,933 2

10 Bank of America Merrill Lynch 1,921 2


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 - Feb 28, 2010)League Table of Legal Advisors to Asia-Pacific (ex-Japan) M&A (Jan 01, 2010 - Feb 28, 2010)

15-Feb-10 Jupiter Telecommunications Co Ltd (12.62% stake)

Sumitomo Corporation Morgan Lewis & Bockius; TMI Associates

Mori Hamada & Matsumoto

1,356

25-Feb-10 Shell Electric Mfg (Holdings) Company Ltd (76.92% stake)

Mallesons Stephen Jaques China Overseas Land and Investment Ltd

Paul Hastings Janofsky & Walker;Advising financial advisor: Skadden Arps Slate Meagher & Flom

495

Equipav Group21-Feb-10 Equipav SA Acucar e Alcool (50.79% stake)

Advising seller: Tozzini Freire Teixeira E Silva Advogados

Shree Renuka Sugars Ltd Crawford Bayley & Company; Veirano Advogados

1,184

GS Retail9-Feb-10 GS Mart (14 Discount Stores); and GS Square (3 Department Stores)

Lotte Shopping Company LtdAdvising seller:Kim & Chang

1,145

RBS Sempra Commodities LLP

1,70016-Feb-10 RBS Sempra Commodities LLP (European and Asian operations)

Advising seller: Linklaters; Simpson Thatcher & Bartlett; Sullivan & Cromwell

JPMorgan Chase & Co Cleary Gottlieb Steen & Hamilton

22-Feb-10 WesTrac Holdings Pty Ltd

Seven Network LtdAdvising seller: Clayton Utz

Australian Capital Equity Pty Ltd

1,789Freehills

36710-Jan-10 SS Pharmaceutical Co Ltd (39.8% stake)

Boehringer Ingelheim GmbH Anderson Mori & TomotsuneAbe, Ikubo & Katayama; Nishimura & Asahi

Essar Investments Limited; Essar Securities Ltd; and Essar Telecom Infrastructure Holding Overseas Ltd

24-Jan-10 Essar Telecom Infrastructure Transcend Infrastructure Ltd AZB & Partners 432

Prudential Financial Inc12-Feb-10 Prudential Asset Management Co Ltd; and Prudential Investment & Securities Co Ltd

Hanwha Securities Lee & Ko 422

AnnouncementDate

Target Company Target/SellerLegal Advisor

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


Top 10 Announced Deals - Asia-Pacific (Feb 01, 2010 - Feb 28, 2010)

Valu

e (U

SDm

)

Value (USDm)

Num

ber o

f dea

ls

Volume

00

20,000

60,000

80,000

100,000

120,000

140,000

160,000

180,000

200,000

40,000

600

700

800

400

500

100

200

300

900

Q103

Q209

Q1* 10

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

3-Jan-10 Mitsui Oil Exploration Co Ltd (12.85% stake)

Mitsui & Co Ltd Bank of Tokyo-Mitsubishi UFJ Ltd; Mitsui Chemicals Inc; Mizuho Corporate Bank Ltd; and Sumitomo Mitsui Banking Corporation

352


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•Q1 10* = 1 January 2010 to 28 February 2010





4 Freehills 2,020 3




8 Clayton Utz 1,810 3



In association with








7 JPMorgan 2,296 3

8 Citigroup 2,148 3

9 Rothschild 1,933 2




In association with

League Table of Legal Advisors to Greater China M&A (Jan 01, 2010 - Feb 28, 2010)

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







6 Jones Day 1,097 1


8 Mallesons Stephen Jaques 1,050 3

9 AllBright Law Offices 1,038 4

10= JSM 1,024 4

10= Lovells 1,024 4

10= Richards Butler in association with Reed Smith 1,024 4

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 - Feb 28, 2010)



2 China International Capital 1,795 4

3= Nomura Holdings 1,024 1

3= The Anglo Chinese Group 1,024 1

3= UBS Investment Bank 1,024 1

6 Guotai Junan Capital 674 2

7 Ping An Securities Company 584 1

8 JPMorgan 495 1

9= Asian Capital (Corporate Finance) 450 1

9= Goldman Sachs 450 1

9= Somerley 450 1

League Table of Legal Advisors to Japanese M&A (Jan 01, 2010 - Feb 28, 2010)


1 Mori Hamada & Matsumoto 7,209 5

2= Latham & Watkins 4,014 1

2= Skadden Arps Slate Meagher & Flom 4,014 1

4 Shearman & Sterling 2,174 2

5 Ropes & Gray 1,874 2

6 Gibson Dunn & Crutcher 1,807 1

7 TMI Associates 1,391 2

8 Morgan Lewis & Bockius 1,356 1

9 Nishimura & Asahi 408 2

10= Abe, Ikubo & Katayama 367 1

10= Anderson Mori & Tomotsune 367 1

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

League Table of Financial Advisors to Japanese M&A (Jan 01, 2010 - Feb 28, 2010)



2 JPMorgan 4,014 2

3 UBS Investment Bank 4,014 1



6 KPMG 425 2

7 Daiwa Securities Group 255 4

8 Mizuho Financial Group 234 3

9 GCA Savvian 227 2

10 Citigroup 197 3

League Table of Legal Advisors to Southeast Asian M&A (Jan 01, 2010 - Feb 28, 2010)




3 Allen & Gledhill 1,095 3

4 Makes & Partners 776 1

5 WongPartnership 364 5

6 Rajah & Tann 308 1

7 Linklaters 175 1

8 Stamford Law Corporation 92 2

9 Baker & McKenzie 30 1

10= Clifford Chance - 1

10= Hughes Hubbard & Reed - 1

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 - Feb 28, 2010)




3 Citigroup 2,148 2

4= Barclays Capital 1,840 1


4= Rothschild 1,840 1

7 Bank of America Merrill Lynch 776 1

8 Goldman Sachs 776 1

9 Kenanga Investment Bank 321 1

10 HSBC Bank 308 1

League Table of Legal Advisors to Indian M&A (Jan 01, 2010 - Feb 28, 2010)




3= Crawford Bayley & Company 1,184 1

3= Tozzini Freire Teixeira E Silva Advogados 1,184 1

3= Veirano Advogados 1,184 1

6 AZB & Partners 908 5

7= Paul Weiss Rifkind Wharton & Garrison 200 1

7= Shearman & Sterling 200 1

9= Richards Butler in association with Reed Smith 190 1

9= Tatva Legal 190 1

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

League Table of Financial Advisors to Indian M&A (Jan 01, 2010 - Feb 28, 2010)



2= Citigroup 1,840 1


2= Rothschild 1,840 1

2= Standard Chartered 1,840 1

6= Banco Itau BBA 1,184 1

6= Motilal Oswal Investment Advisors 1,184 1

6= Santander Global Banking and Markets 1,184 1

9 Goldman Sachs 300 1

10= Credit Suisse 200 1

10= Jefferies & Company 200 1

10= Religare Capital Markets 200 1


maRkET DaTa | capital markets >>

EquITy CapITal maRkETs TRaNsaCTIONs lIsT asia, inc Japan, ex australia & New ZealandFeb 7 - mar 6Issuer proceeds

(usDm) Issue date Currency Bookrunner(s) sector

HONg kONg

PB Issuer(No2)Ltd 230.0 04/03/10 USD HSBCInvestmentBankAsiaLtd;GoldmanSachs(Asia) FinancialsRuinian International Ltd 115.8 12/02/10 HKD HongkongandShanghaiBkg(SG) HealthcareTown Health Intl Hldgs C Ltd 61.3 23/02/10 HKD KingstonSecuritiesLimited HealthcareOrangeSkyEnt(Hldg)Ltd 42.4 10/02/10 HKD BOCInternational(China)Ltd;OrientalPatronAsiaLtd Media and EntertainmentVitar International Hldg Ltd 40.2 26/02/10 HKD UnitedSimsenSecuritiesLtd MaterialsForefrontGroupLtd 39.6 18/02/10 HKD GetNiceInvestmentLtd FinancialsWahNamIntlHldgsLtd 38.7 09/02/10 HKD SunHungKaiInvestmentSvcs IndustrialsINDIa

NTPC Ltd 1,828.1 09/02/10 INR Citi;JPMorgan;KotakMahindraCapitalCo;ICICISecurities&FinanceCo Energy and PowerHathwayCable&DatacomPvt 143.5 13/02/10 INR MorganStanley;UBSInvestmentBank;KotakMahindraCapitalCo Media and EntertainmentMan Infraconstruction Ltd 30.7 22/02/10 INR IDFC-SSKILtd;EdelweissCapital IndustrialsINDONEsIa

BakrieSumateraPlantations 531.1 12/02/10 IDR DanatamaMakmur MaterialsCita Mineral Investindo Tbk PT 24.3 05/03/10 IDR Ficomindo Buana Registrar PT MaterialsJapaN

SenshuIkedaHoldingsInc 538.6 01/03/10 JPY MitsubishiUFJSecuritiesCo FinancialsKawasaki Kisen Kaisha Ltd 443.2 23/02/10 JPY MizuhoSecuritiesCoLtd IndustrialsPioneer Corp 338.6 23/02/10 JPY DeutscheBankAG(London) High TechnologyNippon Meat Packers Inc 337.3 22/02/10 JPY NikkoCordialSecuritiesInc ConsumerStaplesNipro Corp 170.5 24/02/10 JPY MizuhoIntl,London-Zurich HealthcareColowide Co Ltd 91.6 01/03/10 JPY NomuraSecurities RetailNipponChemi-ConCorp 81.6 23/02/10 JPY NikkoCordialSecuritiesInc High TechnologyJapan Logistics Fund Inc 62.4 16/02/10 JPY NikkoCordialSecuritiesInc;NomuraSecurities Real EstateTemp Holdings Co Ltd 56.8 24/02/10 JPY NikkoCordialSecuritiesInc ConsumerProductsandServicesTorishima Pump Mfg Co Ltd 50.3 17/02/10 JPY NomuraSecurities IndustrialsFoster Electric Co Ltd 41.6 23/02/10 JPY MitsubishiUFJSecuritiesCo High TechnologyCellSeedInc 39.3 04/03/10 JPY NomuraSecurities HealthcareAnicom Holdings Inc 21.5 19/02/10 JPY NomuraSecurities ConsumerProductsandServicesmalaysIa

MalaysianAirlineSystemBhd 794.7 03/03/10 MYR MaybankInvestmentBankBhd;CIMBInvestmentBankBhd;RHB IndustrialsJCY International Bhd 205.1 10/02/10 MYR CIMBSecurities;UBSLtd High TechnologyMalaysian Resources Corp Bhd 158.8 19/02/10 MYR RHBInvestmentBankBhd;Maybank IndustrialssINgapORE

Healthway Med Corp Ltd 14.7 09/02/10 SGD HL Bank HealthcareCogent Holdings Ltd 14.3 09/02/10 SGD Kim Eng Corp Finance Pte Ltd

UOB Kay Hian Private LtdIndustrials

sOuTH kOREa

Korea Life Insurance Co Ltd 1,566.8 05/03/10 KRW CreditSuisse;DeutscheBankAsia;JPMorganSecs(Asia)(HK) FinancialsBongshin 26.1 03/03/10 KRW EugeneInvest&SecCoLtd IndustrialsGemVax&KaelCoLtd 21.7 16/02/10 KRW EugeneInvest&SecCoLtd High TechnologyTaIwaN

E-TonSolarTechCoLtd 57.2 02/03/10 TWD CathaySecuritiesInvestment High Technology

DEBT CapITal maRkETs TRaNsaCTIONs lIsT asia, inc Japan, ex australia & New ZealandFeb 7 - mar 6Issuer proceeds

(usDm) Issue date Currency Bookrunner(s) sector

HONg kONgHKLandTreasuryServices 64.4 17/02/10 HKD HongKong&ShanghaiBank(SG) FinancialsThe Link Finance (Cayman) 2009 38.6 04/03/10 HKD StandardCharteredBank(HK) FinancialsINDIaPowerGridCorpofIndiaLtd 441.7 25/02/10 INR AxisBankLtd;AKCapitalServicesLtd;AlmondzGlobalSecuritiesLtd;CitibankNA(India);ICICISec

PrimaryDealership;HSBCIndia;ICICIBankLtd;KotakMahindraFinanceLtd;EnamSecurities;LKPShares&SecuritiesLtd;TrustInvestmentAdvisors;StandardCharteredBk(India);SBICapitalMarketsLtd

Energy and Power

WestBengalFinancialCorp 434.8 18/02/10 INR SPAMerchantBankers;AlmondzGlobalSecuritiesLtd;AKCapitalServicesLtd FinancialsIRFC 416.0 15/02/10 INR AKCapitalServicesLtd;AlmondzGlobalSecuritiesLtd;AxisBankLtd;HSBCIndia;ICICIBankLtd;ICICI

SecPrimaryDealership;KotakMahindraFinanceLtd;SBICapitalMarketsLtd;StandardCharteredBk(India);TrustInvestmentAdvisors

Financials

UCO Bank 172.6 24/02/10 INR AKCapitalServicesLtd;AxisBankLtd;ICICIBankLtd;ICICISecPrimaryDealership FinancialsNovo IX Trust Chassis 169.7 15/02/10 INR Barclays Bank PLC FinancialsPower Finance Corp Ltd 155.7 03/03/10 INR SPAMerchantBankers;AxisBankLtd;AlmondzGlobalSecuritiesLtd;ICICISecPrimaryDealership;AK

CapitalServicesLtd;LKPShares&SecuritiesLtd;KotakMahindraBankLtd;TrustInvestmentAdvisors;ICICIBankLtd;DeutscheBankAG;YesBankLtd;SBICapitalMarketsLtd;Darashaw&CoLtd;SecTradingCorpofIndia;EdelweissCapital;RRInvestorsCapSvcsPvtLtd;RealGrowthProjectsLtd;HSBCIndia

Financials

INDONEsIaStarEnergyGeothermalPower 350.0 08/02/10 USD BarclaysCapital;NomuraSecurities;StandardCharteredBankPLC Energy and PowerJapaNNomura Holdings Inc 2,992.2 25/02/10 USD Nomura Holdings Inc FinancialsHAROT2010-1 1,360.4 18/02/10 USD RBS;DeutscheBankSecuritiesCorp FinancialsPhilippines 1,108.6 23/02/10 JPY DaiwaSecCapitalMarkets;MitsubishiUFJSecuritiesCo;NomuraSecurities GovernmentandAgenciesORIX Corp 665.3 24/02/10 JPY DaiwaSecCapitalMarkets FinancialsResona Bank Ltd 561.1 25/02/10 JPY NomuraSecurities FinancialsJapan Finance Corp 556.4 10/02/10 JPY MitsubishiUFJSecuritiesCo GovernmentandAgenciesJapan Housing Finance Agency 547.0 19/02/10 JPY MitsubishiUFJSecuritiesCo GovernmentandAgenciesJFE Holdings Inc 449.8 26/02/10 JPY NikkoCordialSecuritiesInc;MitsubishiUFJSecuritiesCo MaterialsKDDICorp 443.6 24/02/10 JPY MizuhoSecuritiesCoLtd;DaiwaSecCapitalMarkets TelecommunicationsMetropolitan Expressway Co Ltd 443.3 23/02/10 JPY MizuhoSecuritiesCoLtd GovernmentandAgenciesUrban Renaissance Agency 436.8 19/02/10 JPY NomuraSecurities;MizuhoSecuritiesCoLtd GovernmentandAgencies

Japan Housing Finance Agency 399.4 09/02/10 JPY NomuraSecurities;MitsubishiUFJSecuritiesCo;DaiwaSecCapitalMarkets GovernmentandAgenciesKDDICorp 388.1 24/02/10 JPY MitsubishiUFJSecuritiesCo;MizuhoSecuritiesCoLtd TelecommunicationsMitsubishi UFJ Trust & Banking 332.7 24/02/10 JPY MitsubishiUFJSecuritiesCo FinancialsFukuoka Prefecture 332.3 05/03/10 JPY MitsubishiUFJSecuritiesCo;MizuhoSecuritiesCoLtd GovernmentandAgenciesSoftBankCorp 332.3 05/03/10 JPY DaiwaSecCapitalMarkets High TechnologyTokyo Electric Power Co Inc 280.4 24/02/10 CHF BNPParibasSA;CreditSuisse Energy and PowerJFM 278.3 09/02/10 JPY MizuhoSecuritiesCoLtd GovernmentandAgenciesWestNipponExpresswayCoLtd 277.8 10/02/10 JPY MizuhoSecuritiesCoLtd;MitsubishiUFJSecuritiesCo Industrials


maRkET DaTa | capital markets >>

KDDICorp 277.2 24/02/10 JPY DaiwaSecCapitalMarkets;MizuhoSecuritiesCoLtd TelecommunicationsMitsubishi UFJ Lease & Finance 224.6 04/03/10 JPY MitsubishiUFJSecuritiesCo ConsumerProductsandServicesNanto Bank Ltd 224.4 25/02/10 JPY NomuraSecurities Financials

Fukuoka Prefecture 222.1 10/02/10 JPY MitsubishiUFJSecuritiesCo;CreditSuisseSecurities(JP);DeutscheSecuritiesInc GovernmentandAgenciesITOCHU Corp 221.5 05/03/10 JPY NikkoCordialSecuritiesInc ConsumerProductsandServicesKyushu Electric Power Co Inc 221.5 05/03/10 JPY MizuhoSecuritiesCoLtd Energy and PowerSumitomoCorp 221.5 05/03/10 JPY NikkoCordialSecuritiesInc IndustrialsWestJapanRailwayCo 221.5 05/03/10 JPY MitsubishiUFJSecuritiesCo;NomuraSecurities IndustrialsChubu Electric Power Co Inc 219.4 17/02/10 JPY MitsubishiUFJSecuritiesCo Energy and Power201002 Lease liquidation 217.4 18/02/10 JPY ShinseiSecurities FinancialsMMCA2010-A 211.9 25/02/10 USD Barclays Capital FinancialsJapan Housing Finance Agency 210.3 09/02/10 JPY NomuraSecurities;MitsubishiUFJSecuritiesCo;DaiwaSecCapitalMarkets GovernmentandAgenciesJaguar 2010 192.7 05/03/10 JPY DeutscheSecuritiesInc;MitsubishiUFJSecuritiesCo FinancialsWestJapanRailwayCo 166.2 05/03/10 JPY MitsubishiUFJSecuritiesCo;DaiwaSecCapitalMarkets IndustrialsHiroshima Expressway Public 152.2 18/02/10 JPY MitsubishiUFJSecuritiesCo;NomuraSecurities GovernmentandAgenciesJapan Housing Finance Agency 151.4 09/02/10 JPY NomuraSecurities;MitsubishiUFJSecuritiesCo;DaiwaSecCapitalMarkets GovernmentandAgenciespHIlIppINEs

ADB 529.6 25/02/10 AUD RBCCapitalMarkets;UBSInvestmentBank GovernmentandAgenciesADB 238.4 25/02/10 ZAR DaiwaSecuritiesSMBCEurope GovernmentandAgenciessINgapORETemasek Financial (I) Ltd 702.2 08/02/10 SGD DBSBankLtd;StandardCharteredBank(SG);ANZSingapore;HongKong&ShanghaiBank(SG) FinancialsSingaporePressHoldingsLtd 425.7 22/02/10 SGD Oversea-ChineseBanking Media and EntertainmentTemasek Financial (I) Ltd 354.7 24/02/10 SGD HongKong&ShanghaiBank(SG);StandardCharteredBank(SG);ANZSingapore;DBSBankLtd FinancialsTemasek Financial (I) Ltd 354.7 24/02/10 SGD DBSBankLtd;HongKong&ShanghaiBank(SG);ANZSingapore;StandardCharteredBank(SG) FinancialssOuTH kOREaExport-ImportBankofKorea 994.7 02/03/10 USD DeutscheBankSecuritiesCorp;;HSBCHoldingsPLC;JPMorgan;RBS;UBSInvestmentBank FinancialsKT Corp 519.0 09/02/10 KRW WooriInvest&SecCoLtd;KBInvest&Sec;DaewooSecuritiesCoLtd TelecommunicationsHanjin Heavy Ind & Const Hldg 243.3 12/02/10 KRW MeritzSecuritiesCoLtd;KoreaDevelopmentBank;KoreaInvestment&Securities;SCSecuritiesKorea

Ltd;KBInvest&Sec;WooriInvest&SecCoLtd;KTBSecuritiesCoLtdIndustrials

Hana Bank 241.6 26/02/10 KRW KiwoomSecuritiesCo FinancialsHyundai Merchant Marine Co Ltd 222.0 08/02/10 KRW KoreaDevelopmentBank;TongYangSecurities IndustrialsExport-ImportBankofKorea 200.2 11/02/10 BRL MorganStanley FinancialsHanjinShippingHldgCoLtd 192.5 17/02/10 KRW KoreaInvestment&Securities;KoreaDevelopmentBank;TongYangSecurities FinancialsLGDisplayCoLtd 175.0 04/03/10 KRW WooriInvest&SecCoLtd High TechnologyHana Bank 174.3 11/02/10 KRW KiwoomSecuritiesCo FinancialsShinhanFinancialGroupLtd 173.2 23/02/10 KRW SKSecurities FinancialsHanwha Chemical Corp 172.0 25/02/10 KRW HIInvestment&SecuritiesCo MaterialsHyundaiDvlpCoEngineering 170.8 08/02/10 KRW KiwoomSecuritiesCo;ShinyoungSecuritiesCo,Ltd IndustrialsKoreaSecuritiesFinanceCorp 170.8 08/02/10 KRW DaewooSecuritiesCoLtd FinancialsHyosung Corp 132.0 05/03/10 KRW WooriInvest&SecCoLtd;SamsungSecurities;ShinhanInvestmentBank ConsumerStaplesMirae Asset Capital Co Ltd 129.0 25/02/10 KRW SKSecurities FinancialsKoreaWaterResourcesCorp 112.5 19/02/10 JPY Citi Energy and PowerKolon Engineering & Constr Co 111.8 25/02/10 KRW TongYangSecurities IndustrialsKoreaSecuritiesFinanceCorp 105.6 05/03/10 KRW WooriInvest&SecCoLtd FinancialsLSIndustrialSystemsCoLtd 105.0 04/03/10 KRW E Trade Korea Co Ltd IndustrialsKowepo(KEPCO/SouthKorea) 104.6 18/02/10 KRW TongYangSecurities Energy and PowerHana Bank 101.1 16/02/10 KRW KiwoomSecuritiesCo FinancialsLGTelecomCoLtd 87.5 04/03/10 KRW WooriInvest&SecCoLtd TelecommunicationsHalla Engineering & Constr 87.5 05/03/10 KRW KBInvest&Sec IndustrialsSKE&SCoLtd 87.2 18/02/10 KRW ShinhanInvestmentBank;DaewooSecuritiesCoLtd;SCSecuritiesKoreaLtd Energy and PowerHana Bank 86.8 19/02/10 KRW WooriInvest&SecCoLtd FinancialsHanshin Engineering & Constr 86.8 19/02/10 KRW TongYangSecurities IndustrialsHite Holdings Co Ltd 86.3 26/02/10 KRW KBInvest&Sec;DongbuSecurities;TongYangSecurities;SamsungSecurities;WooriInvest&SecCo

Ltd;SCSecuritiesKoreaLtdConsumerStaples

Hanwha Corp 86.1 11/02/10 KRW TongYangSecurities MaterialsBusan Bank 86.0 25/02/10 KRW KoreaInvestment&Securities FinancialsHyosung Capital Co Ltd 86.0 25/02/10 KRW TongYangSecurities FinancialsHyundaiCapitalServicesInc 78.5 18/02/10 KRW HyundaiSecuritiesCoLtd FinancialsExport-ImportBankofKorea 67.7 24/02/10 MYR RHB Investment Bank Bhd FinancialsHyundaiCapitalServicesInc 64.1 26/02/10 SGD DBSBankLtd FinancialsHana Bank 60.3 11/02/10 KRW NHInvestment&SecCoLtd FinancialsShinhanCard 60.2 23/02/10 KRW NHInvestment&SecCoLtd FinancialsKyongnam Bank 60.2 25/02/10 KRW HyundaiSecuritiesCoLtd FinancialsDaeguBankLtd 58.9 09/02/10 KRW HanaDaetooSecuritiesCoLtd FinancialsLotte Card Co Ltd 52.8 05/03/10 KRW KoreaInvestment&Securities FinancialsShinhanCard 52.1 19/02/10 KRW SCSecuritiesKoreaLtd;SKSecurities FinancialsHana Bank 52.0 23/02/10 KRW WooriInvest&SecCoLtd FinancialsHana Bank 50.4 02/03/10 KRW KiwoomSecuritiesCo FinancialsDoosanCapitalCoLtd 48.4 05/03/10 KRW DaewooSecuritiesCoLtd IndustrialsFine Partners Corp 43.8 04/03/10 KRW SamsungSecurities FinancialsHana Bank 43.6 18/02/10 KRW ShinhanInvestmentBank FinancialsWooriF&ICoLtd 43.6 22/02/10 KRW TongYangSecurities FinancialsLotte Capital Co Ltd 43.4 19/02/10 KRW KTBSecuritiesCoLtd FinancialsSKC&CCoLtd 43.4 19/02/10 KRW SamsungSecurities High TechnologyAju Capital Co Ltd 43.2 26/02/10 KRW TongYangSecurities FinancialsLotte Capital Co Ltd 43.1 11/02/10 KRW KoreaDevelopmentBank FinancialsIBK Capital 43.0 25/02/10 KRW SKSecurities FinancialsLotte Card Co Ltd 42.7 08/02/10 KRW DongbuSecurities FinancialsShinhanCard 35.0 17/02/10 KRW NHInvestment&SecCoLtd FinancialsLotte Capital Co Ltd 35.0 04/03/10 KRW TongYangSecurities FinancialsKDBCapitalCorp 34.8 22/02/10 KRW KBInvest&Sec FinancialsHyundai Card Co Ltd 34.8 02/03/10 KRW DongbuSecurities FinancialsLGInternationalCorp 34.8 02/03/10 KRW BookookSecuritiesCoLtd ConsumerProductsandServicesIBK Capital 34.6 09/02/10 KRW KoreaInvestment&Securities FinancialsDoosanCapitalCoLtd 34.6 23/02/10 KRW Kumho Investment Bank IndustrialsDaesungCorp 34.5 26/02/10 KRW KBInvest&Sec Energy and PowerHanwha L & C Corp 34.5 26/02/10 KRW TongYangSecurities IndustrialsKT Capital Corp 34.5 26/02/10 KRW HyundaiSecuritiesCoLtd FinancialsShinhanCapitalCoLtd 34.2 08/02/10 KRW SCSecuritiesKoreaLtd FinancialsCNH Auto 32.7 02/03/10 KRW TongYangSecurities FinancialsTaIwaNTa Chong Bank Ltd 66.2 01/03/10 TWD StandardChartered(Taiwan) FinancialsTa Chong Bank Ltd 15.6 22/02/10 TWD StandardChartered(Taiwan) FinancialsTHaIlaNDSiamCementPCL 301.4 18/02/10 THB KasikornbankPCL;BankofAyudhyaPlc;BangkokBank;KrungThaiBank;SiamCommercialBankPLC MaterialsPTT PCL 200.1 17/02/10 THB SiamCommercialBankPLC Energy and PowerEk-ChaiDistributionSystems 120.7 09/02/10 THB Hongkong&ShanghaiBanking High TechnologyLand & Houses PCL 91.7 02/03/10 THB SiamCommercialBankPLC Real Estate

http://www.cmlor.com.hk

Asia’s most respected monthly legal magazine presents the: ALB In-house Legal Summit in hong kong, China and Singapore 2010.

These special legal events are tailor-made to bring together leading private practice lawyers and senior in-house legal counsel from Asia. The Summits represent a fantastic opportunity to address and interact with some of the most active and influential corporate counsel and business leaders in the region today. The focused practice area workshops, plenary sessions and panel discussions provide a unique platform for the frank exchange of views, sharing of best practices and formulation of strategies to best deal with opportunities in 2010.

w w w . a s i a n l e g a l b u s i n e s s e v e n t s . c o m

ALB enjoys alliances with the following organisations

Conference Singapore 2010

Event organised byOfficial Media Partner

ALB is a sponsor of the International Bar Association Annual Conference Madrid 2009www.ibanet.org

Inhouse counsel

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For further information and registration (complimentary for in-house legal counsel), please contact Michelle: [email protected] +852 2815 5988 +852 2815 5225

For sponsorship opportunities, please contact David Burton: [email protected] +852 2815 5988 +852 2815 5225

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EGALA M i c h a e l P a g e S p e c i a l i t y

CAREERSWITHOUTBOUNDARIES .

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 4791or Mark Enticott, Associate Director on +852 2848 9512 for further details.

#914

9

With over 15 years Hong Kong and China recruitment experience coupled with an in-depth knowledge of the legal specialist market and current recruitment trends, our team of dynamic recruitment consultants continues to deliver outstanding legal candidates to an impressive range of law firms and in-house legal teams.

Junior to Mid Level Funds LawyerLeading Financial Institution | 2 – 6 PQEWorking in a sizable team and reporting to the Head of Legal, you will advise and set up funds as well as participate in funds transactions, asset and risk management related work. You will also participate in general corporate transactions including foreign direct investments and cross-border related deals. The successful candidate will have at least 2 years’ post-qualification experience, ideally gained in the area of funds and corporate. Some exposure in funds or private equity work is mandatory for this role. Excellent English and Chinese language skills are required. Fluency in Mandarin is preferred. ref:H506220

Junior Commercial LawyerReputable Insurance Company | 2 – 4 PQEReporting to the General Counsel, you will look after all the business operations in Hong Kong. You will provide legal advice to the company and its affiliates on contractual issues and litigation. You will also review and draft a wide range of commercial contracts, including those which are insurance policy related. The successful candidate will have 2 to 4 years’ post-qualified experience gained in the area of commercial law. Prior exposure in litigation or insurance related work will be highly regarded, and in house experience will be advantageous though not mandatory. Fluency in English and Chinese is required. ref:H510500

Mid Level Finance LawyerEuropean Investment Bank | 3 – 6 PQEReporting to the General Counsel, you will provide legal support of financing transactions originated throughout Asia Pacific offices. The successful candidate will be a qualified lawyer in Hong Kong or the United Kingdom, with around 3 to 6 years’ post-qualification experience, gained in the area of banking finance (structured finance / asset and project finance). You should have experience working in Asia, ideally Hong Kong. Prior experience in dealing with debt and finance transactions, loan documentations and security agreements will be highly regarded. You must possess excellent communication skills, and be a strong team player. ref:H507620

Corporate Counsel PRC based conglomerate – 5+ PQEThis is an exciting opportunity for a strong corporate lawyer, who is keen to join the Hong Kong office of a PRC based conglomerate. To qualify, you should have 5+ years’ post-qualification experience, gained in the corporate finance department of a leading law firm. Prior in-house experience gained in a Hong Kong listed company is an added advantage. You should also possess general commercial, M&A, and preferably regulatory compliance experience, with the ability to handle legal documents in both English and Chinese. Mandarin is required for this position. ref: H503950

Listed Multinational Corporation / 5+ yearsOur client is a multinational corporation headquartered in Hong Kong. Working in the Group Treasury department, you will be responsible for reviewing and negotiating a wide variety of standard and ad hoc agreements. You will also negotiate documentation for structured products / derivatives including ISDA and brokerage agreements. The ideal candidate will have a strong legal background with at least 5 years’ solid experience gained in an in-house law firm environment. Prior exposure to commodities business will be a strong advantage. Excellent communication, analytical, and organisational skills are essential. Fluency in English is required for this position. ref:H481810

Regional Legal ManagerInternational Luxury Brand – 8+ PQEOur client is a global name in the retail industry. Based in Hong Kong and reporting to the Regional Finance Director, you will provide a comprehensive range of in-house legal services to different business units across the Group, such as drafting and reviewing contracts, establishing standard form of agreements, and handling general litigation matters for the Asia Pacific region. Personality wise, you will be a proactive individual with the ability to coordinate work and business units across the region. The suitable candidate will be a general commercial lawyer with at least 8 years’ experience. Fluency in English and Cantonese is essential. ref:H509380

http://www.michaelpage.com.hk

asian legal business (north asia) mar 2010

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