Asian Legal Business Jul 2008 by Key Media

ISSUE 8.7

ALB Special Report: Indonesia 08 Reforms point way to growth

SPACs New buyout structure soaks up hedge fund cash

ALB Japan Law Awards Japan’s best firms revealed

Asian revenues power international firm growth

: PLUS

BUSINESS TRAVEL: ALB EDITOR’S CHOICE THE BEST OF ASIA’S HOTELS, RESORTS, AIRLINES AND MORE

LATERAL MOVES DEALS ROUNDUP REGULATORY UPDATES REGIONAL PERSPECTIVES UK, US REPORTS

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

Founded in 1945, SyCip Salazar Hernandez & Gatmaitan is one of the most-established law firms, and the largest, in the Philippines. Principally based in Makati City, the country’s financial and business center, 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 organizations and governments. SyCip combines traditions of professional integrity and excellence with a time-tested ability to break new ground. China

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

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Malaysia

Tay & Partners is a Malaysian law firm established in 1989 with offices in Kuala Lumpur and Johor Bahru. It is a full-service commercial law firm, advising a varied portfolio of clients across a broad spectrum of industry sectors. The firm’s vision is to be the law firm of choice to businesses investing or operating in Malaysia. 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. The firm has been regularly noted for its IPO, M&A and general corporate work.

James Morrow

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India

Singh & Associates is a full service international law firm comprising of experienced, capable and dedicated legal professionals, company secretaries and chartered accountants. The firm is committed to providing exceptional legal counsel across a wide variety of local, national and international branches of law and specialises in several practice areas.

CONTRIBUTING EDITOR Renu Prasad

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International tax

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SINGAPORE ATMD is a dynamic and progressive firm with an established IP, corporate & commercial, competition and dispute resolution practice. The firm also has an extensive regional experience advising both domestic and foreign clients on cross-border transactions. ATMD has been voted as 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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EDITORIAL >>

The case against complacency

he headline economic message out of Asia continues to remain positive. While the rest of the world sails into the uncertain – if historically familiar – territory staked out by rising oil prices, inflation and decreasing consumer confidence, the Pacific Rim remains largely isolated from turmoil. For lawyers and dealmakers in the region, this is particularly exciting news, news which is confirmed by ALB’s cover story this month, which reveals that with UK firms in the midst of results season, international law firms with heavy Asian presences are doing very well indeed off the back of this growth – and that Asia is the place to be for firms looking to invest in the future. US-based firms, too, are doing well: Baker & McKenzie attributed 24% of its US$1.8bn revenue for the year ending 30 June 2007 to its Asian operations. Yet this excitement must be tempered by a certain humility. Yes, for the moment Asia’s economies seem largely inoculated from the present turmoil of the West. But hard work must be done to make sure this continues to be the case. The economic pressure of rising crude oil prices and the political pressure to cut carbon emissions driven by nations such as Australia, which recently announced its commitment to a comprehensive emissions trading scheme, is putting politicians in a terrific bind. Meanwhile, in countries such as Vietnam, some economists are seeing inflationary caution lights, citing infrastructure bottlenecks, rising wage demands and growing current account deficits. None of this means that the region is heading for another meltdown – far from it. As Alan Wood, economics editor of The Australian newspaper pointed out recently in a column warning of the dangers of a renewed bout of inflation across Asia, “The region’s foreign exchange reserves are several times larger than they were in April 1997: US$3trn ($3.2trn) now, compared with a bit over US$400bn then. While the lion’s share – US$1.75trn – is in China, most countries have large enough reserves to handle a period of reduced capital inflows or even outflows.” But it does mean that everyone from policy-makers to lawyers and dealmakers have a responsibility to avoid complacency and what former US Federal Reserve chairman Alan Greenspan once so colourfully termed “irrational exuberance”. Economic downturns happen for a host of reasons, but one of their chief effects is to shake out bad deals, bad practices and bad ideas. The fewer of these the region’s economies have to sort through when the inevitable downturn comes, the easier the pain will be to bear.

International firms with heavy Asian presences are doing well – Asia is the place to be for firms looking to invest in the future

IN THE FIRST PERSON “The Indian legal services sector needs reforms that involve issues related to limited liability, number of partners and advertising restrictions” Indian Commerce Secretary Gopal Pillai on the liberalisation measures up for discussion in India (p14)

“Growth was particularly strong in Asia, the Middle East, and central and eastern Europe” David Childs, Clifford Chance’s global managing partner, on the source of the firm’s growth (p30)

“Indonesia has a lot of long-term potential, and any sophisticated investor who’s in it for the long term shouldn’t be holding back” Eddy Hendra, of Hendra Soenardi & Rekan, on the state of the Indonesian legal market (p40)

ALB ASIAN LEGAL BUSINESS

Asian Legal Business ISSUE 8.7

NEWS | deals>> >> CONTENTS

contents

ALB ISSUE 8.7

30 64

COVER STORY 30 Asia revenue growth With UK-based law firms boasting double-digit growth in recent figures, ALB turns the revenue scope onto firms in Asia

ANALYSIS 10 Managing associates ALB investigates the alternative options now available for those lawyers who seek promotion without partnership 12

SPAC – the ‘new IPO’ ALB investigates the new investment opportunities available through Special Purpose Acquisition Companies A passage to India ALB reports on international firms settling in Singapore as a base to service subcontinental clients

FEATURES 40 ALB Special Report: Indonesia 2008 Indonesia has evolved from a country in plight to one of extensive reform and resourcefulness with a growing legal market, attracting investment not only from Asia but around the world 44 ALB Japan Law Awards 2008 winners On 30 May Japan’s most brilliant local lawyers and firms joined ALB at the Ritz Carlton in Tokyo to celebrate outstanding achievements during the past year. This is a run-down of the results from the annual awards

54 Business travel: ALB Editor’s Choice Classy hotels, good airline service and a few good meals can make all the difference when it comes to business travel. ALB awards some of the best

62 Serviced offices A far cry from the regular office cubicle, serviced offices are becoming the permanent home of an increasing number of law firms

21 International tax AZURE TAX

64 ALB In-house Legal Summit: Tokyo 2008 A run-down of the event where nearly 100 senior in-house counsel converged at the Ritz-Carlton Hotel in Tokyo

REGULARS 6 • • • • • •

NEWS Akin Gump considers office closures Corrs plans to expand India office Members leave Indonesian Advocates Association White & Case oversees Eros joint venture Chinese telecommunications restructure Esso Thailand IPO hits home

COLUMNS 16 UK report 18 US report 23 IT report

54 IP ALBAN TAY MAHTANI & DE SILVA

20 International arbitration DREW & NAPIER

24 REGIONAL UPDATES • China PAUL WEISS • Philippines SYCIP SALAZAR HERNANDEZ & GATMAITAN • Singapore LOO & PARTNERS • Malaysia TAY & PARTNERS • India SINGH & ASSOCIATES

PROFILES 38 Professor Steve K Ngo 66 Oakwood Premier Tokyo Midtown 68 Ritz Carlton Berlin

ALB ASIAN LEGAL BUSINESS

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

Asian Legal Business ISSUE 8.7

NEWS | deals >>

Client: Wing Lung Bank Lead lawyers: Eugina Chan, Alex Que

deals in brief

Firm: DLA Piper Client: China Merchants Bank

Amy Lo, Clifford Chance

• China Merchants Bank is the mainland’s fifth largest listed bank. Wing Lung Bank is a mid-sized family owned HK bank • Deal saw joint sale of the Wu family’s controlling stake in Wing Lung Bank to China Merchants Bank • Upon completion, deal will trigger a mandatory takeover offer. The deal is subject to approvals by the Hong Kong Monetary Authority, the China Banking Regulatory Commission and other PRC regulatory bodies

| CHINA | ► CHINA UNICOM – CHINA NETCOM PROPOSED MERGER US$24bn deal in latest Chinese telecommunications restructure Firm: Freshfields Client: China Unicom Firm: Linklaters Client: China Netcom Lead lawyers: Celia Lam, Teresa Ma Firm: Shearman & Sterling Client: China Netcom Lead lawyer: Lee Edwards Firm: Sullivan & Cromwell Client: China Unicom Lead lawyer: Chun Wei

• Merger is in line with industry trend of convergence between fixed line and wireless businesses. Upon completion, Unicom intends to consolidate the resources and strengths of the two companies to achieve economies of scale • China Unicom is also intending to sell its CDMA business to China Telecom in a separate deal estimated to be worth US$6.3bn

| CHINA | Lee Edwards, Shearman & Sterling

• China Unicom is China’s second largest mobile operator and is also a major broadband and fixed-line communications operator • Proposed merger would see each share of Netcom exchanged for 1.508 shares of Unicom, and each American Depository Share of Netcom exchanged for 3.016 American Depository Shares of Unicom

• Transaction should close by end of 2008 and will be subject to customary closing conditions, including the approval of shareholders of both Netcom and Unicom, and the receipt of required regulatory approvals

► CHINA UNICOM CDMA BUSINESS SALE TO CHINA TELECOM The second mega Chinese telecommunications deal this month Firm: Commerce & Finance Client: China Unicom Firm: Freshfields Bruckhaus Deringer Client: China Unicom

Client: China Telecom Lead lawyer: Paul Chow Firm: Sullivan & Cromwell Client: China Unicom, China Telecom Lead lawyer: Chun Wei • Together with the China Unicom/ China Netcom merger, this deal represents stage one of China’s restructuring of its telecoms sector, designed to create a more level playing field between operators • China Unicom intends to use sale proceeds to expand its mobile phone business based on GSM technology and to roll out more advanced third-generation (3G) mobile technology when this becomes feasible

• Much interest from both PRC and foreign banks. Merchants Bank paid 3.1 times the book value of Wing Lung to secure the deal • Deal is Merchants Bank’s first overseas acquisition and reflects the bank’s aggressive expansion strategy. Previously, the bank had only one branch in Hong Kong

| THAILAND | ► ESSO THAILAND IPO Largest IPO in Thailand in last two years Firm: Davis Polk Client: Counsel to underwriters

• China Telecom hopes its acquisition of Unicom’s CDMA business and network will enable it to improve its competitiveness as a full telecommunications service provider • Sale of Wing Lung Bank to China Merchants Bank

| HONG KONG/CHINA | ► SALE OF WING LUNG BANK TO CHINA MERCHANTS BANK

Firm: Jingtian & Gongcheng Client: China Telecom

Firm: Clifford Chance Client: Wu Jieh Yee Company Lead lawyer: Amy Lo

Firm: Linklaters

Firm: Deacons Asian Legal Business ISSUE 8.7

NEWS | deals >>

Morgan Stanley as sole international coordinator and Phatra Securities Lead lawyer: William Barron Firm: Allen Arkrapol & Overy Pichedvanichok, Allen & Overy Client: Counsel to lead managers Lead lawyer: Arkrapol Pichedvanichok, Morgan Stanley and Phatra Securities Public Company Firm: Baker & McKenzie Client: Esso Lead lawyers: Kitipong Urapeepatanapong, Nattaya Asawawattanaporn, Theppachol Kosol • Esso (Thailand) Public Company Limited is an affiliate of Exxon Mobil Corporation and a Thai petroleum refining, chemical and marketing company • Company listed was on Stock Exchange of Thailand and concurrent offering was made outside of Thailand in reliance on Rule 144A/Reg S • Shares were priced at THB10 per share, raising combined proceeds of approximately THB 8.45bn or US$265m upon debut • Esso Thailand is a joint venture between Exxon Mobil and Thailand’s finance ministry. The ministry has sold a smaller than expected portion of its shareholding, while Exxon Mobil’s stake will drop to around 67% as a result of the new shares on offer

► YOUR MONTH AT GLANCE Firm Allen & Gledhill

Jurisdiction China

Deal name New City Corporation refinancing

Allen & Overy

Korea, US Thailand, US China

Korea Railroad Corporation notes offering Esso Thailand IPO New City Corporation refinancing

300 265 120

HK, Taiwan

n/a

Baker & McKenzie

US, Korea Korea HK

Citigroup Global Markets issuance of index-linked participation certificates LS Cable Acquisition of Superior Essex Korea Southern Power notes offering Champion REIT – Langham Place acquisition/ financing

900 300 1,650

Chadbourne & Parke

Thailand, US India

Esso Thailand IPO Mundra coal fired power project financing

265 4,250

China, HK US, Korea

TCL Multimedia new share placement KEXIM global bond offering

154 1,165

US, Korea China, HK China China, Singapore China China, Singapore China US, Japan US, Korea China Korea Korea, US Thailand, US China, HK China, HK HK, Singapore Australia, India, Mauritius China, Australia

LS Cable Acquisition of Superior Essex China Merchants Bank – Wing Lung Bank acquisition China Unicom CDMA business sale Country Garden convertible bonds issue

Bae, Kim & Lee

Cheung, Tong & Rosa Cleary Gottlieb Steen & Hamilton Cleary Gottlieb Clifford Chance Commerce & Finance

Conyers Dill & Pearman

Davis Polk & Wardwell

Deacons DLA Piper Drew & Napier Freehills

Freshfields

China China, HK Fried, Frank, Harris, Shriver & Jacobson Gaikokuho Kyodo-Jigyo Horitsu Jimusho Linklaters Guo & Partners Herbert Smith Hunton & Williams Hwang Mok Park

Jingtian & Gongcheng

JSM Jun He Law Offices

www.legalbusinessonline.com

China HK

Hong Kong US, Japan China US, China, HK China, HK Thailand

Nine Dragons Paper senior notes offering Country Garden convertible bonds issue Nine Dragons Paper senior notes offering SMFG Preferred Capital securities offering KEXIM global bond offering Nine Dragons Paper senior notes offering Korea Southern Power notes offering Korea Railroad Corporation notes offering Esso Thailand IPO China Merchants Bank – Wing Lung Bank acquisition China Merchants Bank – Wing Lung Bank acquisition Eastgate Technology bid for Stone Sapphire Tata Steel acquisition of interest in Riversdale Energy (Mauritius) Limited Upper Horn Investments (Australia) Pty Ltd acquisition of interest in Whitehaven Coal Limited Narrabri Coal Project China Unicom – China Netcom proposed merger Champion REIT – Langham Place acquisition/ financing China Unicom CDMA business sale China Communications Services Corporation secondary offering Golden Harvest Entertainment voluntary conditional cash offer SMFG Preferred Capital securities offering SCI Asia – China Water Holdings investment Xtep International Holdings IPO TCL Multimedia new share placement Central Retail Corporation acquisition of Makro Office Centre Company KEXIM Swiss Franc convertible FRN issue

Korea, Switzerland, US Korea US, Korea China US, China, HK China, Singapore HK

KEXIM Swiss Franc maturable issue KEXIM global bond offering China Unicom CDMA business sale Xtep International Holdings IPO Country Garden convertible bonds issue

US, China, HK China

Xtep International Holdings IPO Nine Dragons Paper senior notes offering

Champion REIT – Langham Place acquisition/ financing

US$m 120

Practice Real estate, finance Debt market Equity Real estate, finance Equity M&A Debt market Real estate, finance Equity Energy, project finance Equity Debt market

900 4,000 15,800 600

M&A M&A M&A Debt market

300 600

Debt market Debt market

300 1,800 1,165 300 300 300 265 4,000 4,000 75 96

Debt market Equity Debt market Debt market Debt market Debt market Equity M&A M&A Equity M&A

65 24,000 1,650 15,800 242

M&A M&A Real estate, finance M&A Equity

Equity

1,800

Equity

82 306 154 10

Equity Equity Equity M&A

Debt market

241 1,165 15,800 306 600

Debt market Debt market M&A Equity Debt market

1,650

Real estate, finance Equity Debt market

306 300

NEWS | deals >>

| INDIA | ► MUNDRA COAL FIRED POWER PROJECT FINANCING The largest financing for a power project in India to date Firm: Watson, Farley & Williams Client: Asian Development Bank Lead lawyer: Chris Lowe Firm: Chadbourne & Parke Client: Asian Development Bank

Chris Lowe, Watson, Farley & Williams

• Nine ultra mega power projects of 4,000MW each have been announced by the Government of India. Mundra is the first of the projects to execute loan agreements for financing • Deal involves financing of a US$4.25bn, 4,000MW, Mundra coal fired ultra mega power project, being developed in India by Tata Power Company • India is facing a drastic gap in power demand and supply, with states such as Maharashtra cited as being the worst affected with an estimated 27% peak power shortage. Assuming the current level of economic growth continues, India will need to add another 160,000 MW in generation capacity over the next 10 years

| INDIA | ► NDTV LIMITED – NBC UNIVERSAL MINORITY STAKE ACQUISITION Firm: Luthra & Luthra Client: NDTV Limited Lead lawyer: Rajiv Luthra Firm: White & Case Client: NDTV

Rajiv Luthra, Luthra & Luthra

• NDTV Limited is one of India’s leading news TV conglomerates

“The development of the Mundra project is evidence of continued robustness of the natural resources sector, as well as confidence in the ability of sponsors to develop projects in India” CHRIS LOWE, WATSON, FARLEY & WILLIAMS

• Transaction involved the acquisition, by an NBCU affiliate, of a minority stake in the non-news businesses of NDTV, with an option to acquire up to 50% of these businesses • Businesses operate out of different jurisdictions and acquisition was consummated at the level of a holding company in the Netherlands • Deal involved substantial IP components including trademark licence agreements, assignments and cross-licensing of copyrights • Deal closed at end of May 2008

| US/CHINA | ► XTEP INTERNATIONAL HOLDINGS IPO Firm: Herbert Smith Client: UBS, JP Morgan Securities (Asia Pacific) Lead lawyers: Ashley Alder, Michael Fosh and Kevin Roy

• Net proceeds from the global offering are estimated to be approximately HK$2.07bn (US$265m) if the over-allotment option is not exercised or approximately HK$2.39bn (US$306m) if the over-allotment option is fully exercised

| CHINA | ► CHINA COMMUNICATIONS SERVICES CORPORATION SECONDARY OFFERING Firm: O’Melveny & Myers Client: China International Capital Corporation Lead lawyers: Colin Law Colin Law,

Ashley Alder, Herbert Smith

Firm: Jingtian & Gongcheng Client: Xtep International Holdings Firm: Jun He Law Offices Client: Xtep International Holdings Firm: Orrick, Herrington & Sutcliffe Client: Xtep International Holdings • Xtep International Holdings is a domestic fashion sportswear manufacturer in China that designs, manufactures and distributes its own lines of footwear, apparel and accessories

• Hong Kong IPO and Rule 144A/Reg S global offering

Firm: Freshfields O’Melveny & Myers Client: China Communications Services Corporation • State-owned China Communications Services is an integrated provider of specialised telecommunications support services to telecommunications operators in the PRC • China Communications Services offered 359,365,600 H shares at HK$5.25 each • Shares sold represent 20% of the company’s enlarged H share capital. Some of the H shares were placed to institutional investors such as Blackstone Kailix Advisors LLC, Cisco Systems International B.V. and IBM WTC Asia Investments LLC Asian Legal Business ISSUE 8.7

NEWS | deals >>

► YOUR MONTH AT GLANCE (CONT) Firm Kim & Chang

Jurisdiction US, Korea Korea, US China

Deal name LS Cable Acquisition of Superior Essex Korea Railroad Corporation notes offering New City Corporation refinancing

US$m 900 300 120

China China China, Singapore India, USA, UK, Netherlands US, Japan China

China Unicom – China Netcom proposed merger China Unicom CDMA business sale Country Garden convertible bonds issue

24,000 15,800 600

SMFG Preferred Capital securities offering New City Corporation refinancing

1,800 120

Milbank, Tweed, Hadley & McCloy MKK

Malaysia, UK, US Indonesia

Hap Seng Plantations Holdings Berhad IPO

243

Morrison & Foerster

Hong Kong, Philippines Hong Kong Hong Kong

King & Wood Linklaters

Luthra & Luthra Maples and Calder

| KOREA/US | ► LS CABLE ACQUISITION OF SUPERIOR ESSEX Combined company would have pro forma consolidated 2007 revenues of US$12.8bn Firm: Cleary Gottlieb Client: LS Cable Lead lawyer: Victor Lewkow, Sang Jin Han Firm: Kim & Chang Client: LS Cable Firm: Wachtell, Lipton, Rosen & Katz Client: Superior Essex Firm: Bae, Kim & Lee Client: Superior Essex • LS Cable is a leading wire and cable manufacturer based in Korea. It provides a range of energy and telecom cable solutions, as well as electronic components and industrial machinery • Superior Essex is a Fortune 1000 company and one of the largest wire and cable manufacturers in the world • Under the terms of the merger agreement, a subsidiary of LS Cable will make a cash tender offer to purchase all of the outstanding shares of Superior Essex common stock for US$45 per share, implying a total equity value of approximately US$900m • Upon completion of the tender offer, the parties will effect a second-step merger in which remaining Superior Essex shareholders will receive the same price per share www.legalbusinessonline.com

Niederer Kraft & Frey

Korea, Switzerland, US Korea, Switzerland US, Japan

Nagashima Ohno & Tsunematsu O’Melveny & Myers

China, HK

Orrick, Herrington & Sutcliffe Rajah & Tann

NDTV Limited – NBC Universal minority stake acquisition

Kraft Foods Global acquisition of PT Danone Biscuits Indonesia Intelli-Media Group (Holdings) proposed cross-border acquisition of Philippines mining company Asia Cement Hong Kong IPO Golden Harvest Entertainment voluntary conditional cash offer KEXIM Swiss Franc convertible FRN issue

150

Undiscl.

KEXIM Swiss Franc maturable issue SMFG Preferred Capital securities offering

Equity Equity

Debt market

241

Debt market

1,800

Equity

242

Equity

306 75 82 41

Equity Equity Equity Equity

China Communications Services Corporation secondary offering Xtep International Holdings IPO Eastgate Technology bid for Stone Sapphire SCI Asia – China Water Holdings investment Indofood Agri Resources Ltd – PT Laju Perdana Indah acquisition Tianjin Binhai Teda Logistics (Group) Corp IPO China Unicom – China Netcom proposed merger Korea Railroad Corporation notes offering Nine Dragons Paper senior notes offering Country Garden convertible bonds issue

19 24,000 300 300 600

Equity M&A Debt market Debt market Debt market

SMFG Preferred Capital securities offering China Unicom – China Netcom proposed merger China Unicom CDMA business sale New City Corporation refinancing

1,800 24,000 15,800 120

Equity M&A M&A Real estate, finance Real estate, finance M&A Energy, project finance Equity Equity

China

New City Corporation refinancing

Wachtell, Lipton, Rosen & Katz Watson, Farley & Williams

US, Korea India

LS Cable Acquisition of Superior Essex Mundra coal fired power project financing

Weil, Gotshal & Manges White & Case

China India, US, UK, Netherlands India, UK China Malaysia, UK, US China China, HK China

SCI Asia – China Water Holdings investment NDTV Limited – NBC Universal minority stake acquisition

SOHO China Kaiheng Center Project acquisition Tianjin Binhai Teda Logistics (Group) Corp IPO New City Corporation refinancing

794 19 120

Malaysia, UK, US

Hap Seng Plantations Holdings Berhad IPO

243

Zhong Lun Zhong Lun Zhonglun W&D Zul Rafique & Partners

M&A

238 67

Troutman Sanders

White & Case Yuan Tai Law Offices Zaid Ibrahim & Co

Equity Real estate, finance Equity

Equity

Skadden Arps

Simpson Thacher & Bartlett Sullivan & Cromwell

Equity

730

US, China, HK HK, Singapore China Indonesia, Singapore China, HK China Korea, US China China, Singapore US, Japan China China China

S & P Law Firm Shearman & Stirling Shin & Kim Sidley Austin

Practice M&A Debt market Real estate, finance M&A M&A Debt market

Lionsgate – Eros joint venture SCI Asia – China Water Holdings investment Hap Seng Plantations Holdings Berhad IPO

120 900 4,250 82 150 Undiscl. 82 243

JV Equity Equity Real estate Equity Real estate, finance Equity

Does your firm’s deal information appear in this table? Please contact Renu Prasad

renu.prasad@keymedia.com.au

61 2 8437 4763

NEWS | analysis >>

news in brief >> FANGDA ADVISES HONY ON RMB FUND STRUCTURING Fangda Partners has advised Hony Capital in the structuring and closing of its first RMB fund, a limited partnership established under the amended PRC partnership laws. The fund is by far one of the largest RMBdenominated private equity funds in China in terms of committed capital. Unlike its government-sponsored counterparts, the fund is a true private one in compliance with international market norms to the greatest extent permitted by applicable law. Founded in 2003, Hony Capital is a top-tier private equity firm dedicated to the Chinese market. The Fangda team was led by partner Richard Guo and included associates Flora Qian and Gloria Gao. APPLEBY APPOINTS NEW BVI MANAGING PARTNER Offshore firm Appleby has appointed Michael Burns as managing partner of its British Virgin Islands office effective 1 October. Burns is a senior corporate partner in the firm’s Bermuda office and a member of the Appleby Global executive board. Burns’ previous experience running a corporate insurance-based practice in Bermuda will come in handy – his appointment coincides with recent reforms to BVI’s insurance legislation which may spell further opportunity for the firm. He will assume the BVI leadership from Alex Erskine, who has been serving in that capacity on secondment from the Bermuda office for 18 months. The firm has reported continued growth in its BVI offshore practice, particularly with general corporate work from the US, Latin America and Asia. HARNEYS ANNOUNCES MERGER WITH CAYMAN ISLANDS FIRM Offshore law firm Harney Westwood & Riegels has announced a merger with Cayman Islands firm C S Gill & Co. The merged firm, trading under the Harneys banner, will open in C S Gill’s existing premises in George Town, Grand Cayman on 1 September. Harneys managing partner Richard Peters said the firm aims to replicate its own brand of dedication and quality in the Cayman Islands with the merger. “The addition of a Cayman practice is all about providing a more complete service to our clients and enabling them to realise their commercial goals,” Peters said. Harneys’ global head of investment funds, Kieron O’Rourke, and fellow partner Tim Clipstone will relocate to Cayman from Harneys’ BVI office to spearhead the firm’s practice in cross-border commercial transactions, with particular focus on hedge funds and private equity, structured finance, asset and project finance and insolvency.

ANALYSIS

Alternative paths Managing associate. Counsel. Whatever the title, there is now a new push to find alternative means of promotion

ot everyone wants partnership. That is the conclusion an increasing number of firms are reaching when reassessing their retention strategies. The old model of ‘up or out’, where lawyers were either promoted to partner or quietly moved on once they reached a certain level of PQE, does not fit a market environment where talent is in short supply and there is an increased demand for a work-life

balance. Firms need to find new ways to accommodate quality lawyers – and creating a new level of seniority might be the answer. UK firm Denton Wilde Sapte is one firm that has risen to the occasion by creating a new ‘managing associate’ role, with the first two managing associates promoted in early May. “Regular consultation with staff has confirmed our view that many feeearners are looking for an alternative Asian Legal Business ISSUE 8.7

NEWS | analysis >>

Professional support lawyer roles are another means of accommodating capable lawyers seeking a better work-life balance

to partnership that still provides them with plenty of challenges and responsibilities,” says chief executive Howard Morris. “The new career structure is Howard Morris, an innovative way for Denton Wilde Sapte staff to advance along the career ladder as quickly as they feel able, and then to choose between joining the partnership, or taking on a new, equally responsible position.” However, the firm does not expect to promote large numbers of lawyers to www.legalbusinessonline.com

the position of managing associate, and plans to have only 10 to 15 in the firm at any one time. Jeremy Small, director of Law Alliance Recruitment Singapore, says that while the concept itself is not new, its growing prevalence is a recent trend. “US firms have always had managing associate-type roles – except they generally call them ‘of counsel’. And what we’ve seen in recent years is UK firms and others also starting to adopt the concept. Similar roles have been created with the title ‘associate director’, ‘consultant’ or ‘counsel’ in the past few years,” he explains. The obvious advantage is the capacity to accommodate lawyers who might not have the networking and business development skills required of a modern partner but excel in the technical aspects of law. However, a lawyer does not necessarily burn his or her partnership bridges by accepting a managing associate position – the role is equally used as a means of rewarding lawyers who are earmarked for partnership but for whom no vacancy can be found. Professional support lawyer roles are another means of accommodating capable lawyers seeking a better worklife balance. “Such lawyers don’t usually work on transactions, but focus more on knowledge management, seminars and research,” says Small. “On average, they get 15–20% less pay, but the trade-off is a more manageable working day and, hopefully, less stress!” Small says that the growth in professional support lawyer roles has been notable across the Asia-Pacific region: “The Australian and English firms in particular have really progressed this concept as part of a global strategy to have a consistent depth and quality to their brand,” she says. ALB

news in brief >> CHINA: MEGA TELECOMMUNICATIONS DEALS KEEP FIRMS ON THE HOP

The Chinese telecommunications sector is running hot. Plans have been revealed for a proposed merger between China Unicom – China’s second largest mobile operator – and China Netcom – a major broadband and fixed-line communications operator (see the Deals section). The deal is potentially worth US$24bn. China Unicom is also intending to sell its CDMA business to China Telecom – a deal estimated to be worth US$6.3bn. It is all part of the continuing restructuring of the Chinese telecommunications industry, which is proving to be a lucrative source of revenue for firms. Sullivan & Cromwell and Freshfields are advising China Unicom, while Linklaters and Shearman & Sterling are advising China Netcom.

CHINESE FIRM BUILDS MORE BRIDGES

Zhonglun W&D Law Firm has consolidated its UK and European credentials with the announcement of more official associations with firms in the region. Zhonglun has signed agreements with Grundberg Mocatta Rakison in London and ADV of Florence, Italy, and hopes to penetrate the north of England with a future agreement with a Leeds-based firm. The firm, which launched its London office in 2006, was named on the ALB Fast 10 list of top growing firms for 2006–07.

NEWS | analysis >>

a series of IPO announcements and completed deals. Among the largest SPACs to be executed in the region was the takeover by Heckmann Corporation, a US-based SPAC that raised US$430m on the American Stock Exchange last year, of China Water and Drinks Inc in a cash and stock transaction ultimately valued at US$625m. Market observers say that the deal was notable not just for its size – it was considered large among SPAC transactions, although the average size is growing – but for what it represents for the future of such deals in Asian markets. “This transaction is the first of its kind in Asia. There’s strong investor sentiment that Asia is a place to have money invested for the long term, and the success of this transaction may pave the way for future SPAC companies to look towards Asia,” according to Stephen Peepels, head of DLA Piper’s US capital markets practice in Asia, who helped lead the multi-jurisdictional transaction.

ANALYSIS

Blank cheques SPACs – otherwise known as ‘blank cheques’ – are looking across the Pacific in search of new investment opportunities

t first glance, they sound like something out of Tom Wolfe’s high-finance novel The Bonfire of the Vanities as told through Seinfeld, the American sitcom that was famous for being “a show about nothing”. It is true that Special Purpose Acquisition Companies, or SPACs, are unique among publicly listed companies for the explicitness with which they seem to be about nothing but raising a big pile of money

in an IPO. But while SPACs may be nonoperational, they still have a goal in mind – the eventual takeover of another company. As such, SPACs are almost like private equity funds in miniature, with the added benefit that shareholders are given a say as to what the company eventually attempts to acquire. What’s more, SPACs are increasingly turning their attention to Asian markets, as illustrated by

Record of results “The big piece of information that investors have is the management team and its vision. Heckmann raised ► WHAT IS A SPAC? A Special Purpose Acquisition Company (SPAC), is a shell company with no operational purpose other than to eventually acquire a company with the proceeds of an IPO. Offered on the American Stock Exchange and OTC Bulletin Board markets, as well as the London Stock Exchange (the NYSE and Nasdaq have plans to offer SPACs later in 2008), SPACs hold 98–100% of raised funds in trust, and investors rely on the track-record of the management team as an indicator of future performance. SPACs, with their liquidity and special shareholder rights that generally allow investors to recoup most of their funds if a deal is not ultimately consummated or approved, are also particularly attractive to investors looking to participate in the sort of deals normally reserved for private equity firms. Asian Legal Business ISSUE 8.7

NEWS | analysis >>

news in brief >>

► A SELECTION OF RECENT ASIA-FOCUSED SPAC OFFERINGS SPAC

Value

New Asia Partners China I Corporation

US$30m

China Fundamental Acquisition Corp

US$30m

Green China Resources

US$173m

Shanghai Century Acquisition Corp

US$115m

North Asia Investment Corp

US$225m

over US$400m, which is unique, because the majority of SPACs are much smaller,” notes Peepels. “But investors had great confidence in Heckmann because the Stephen Peepels, chairman has a strong DLA Piper track-record of being a chairman/CEO of publicly listed companies in the US. Dick Heckmann first worked at what became US Filter, which was purchased by Vivendi. After Vivendi purchased it, Dick Heckmann took over another public company, K2, took this niche company, and went about acquiring well-known sporting brands.” What makes this transaction unique is that in having become an offshore incorporated entity before China revised its M&A regulations, China Water’s acquisition was allowed to go forward without the complicated regulatory approval process that has lately been implemented in China. Further, while some SPAC acquisitions are structured with an eye towards breaking up companies in the hope that the sum of their parts will be worth more than their whole, Heckmann’s takeover of China Water involved a cash and stock transaction that left the company with a substantial pool of liquidity with

SPACs are almost like private equity funds in miniature, with the added benefit that shareholders are given a say as to what the company eventually attempts to acquire www.legalbusinessonline.com

which to make further acquisitions, as the Chinese bottled water market goes through an eventual, inevitable consolidation phase. Notes Peepels: “The company is hoping to expand aggressively in China to increase its market share and scale of operations.”

Asian-focused SPACs rising A quick scan of filings over the past several months with the US Securities and Exchange Commission reveals a host of SPACs that have registered hundreds of millions of dollars worth of intent to make Asian acquisitions (see table above). Towards the end of last year the North Asia Investment Corporation, a Cayman Islandsincorporated SPAC with a management team headed up by the former chief of a string of Korean private equity firms and investment banks, has filed prospectuses amounting to US$225m with the stated intent of “target[ing] businesses that have their principal operations located in Asia, with a particular emphasis in … Korea … or … China”. At around the same time, the China Pacific Acquisition Corp. announced its intention to raise US$60m for similar purposes in China. And although the number of SPACS registered in 2008 is predicted to drop from 65 to 59, their average value is expected to increase to US$265m. Indeed one of the only SPACs to increase the size of its value this year has been New Asia Partners China I Corporation, which recently bumped itself up 25% to US$30m. “When SPACs were first introduced, they were quite hot. However, during 2007, a couple of high profile SPAC companies failed to complete their acquisitions, leading to a downturn in confidence,” says Peepels. “The apparent success of this transaction should go a long way towards restoring confidence and could influence other companies to follow.” ALB

PAKISTAN: LAWYERS BACK ON THE STREETS TO DEFEND RULE OF LAW The Pakistani legal profession has taken part in a country-wide protest against the sacking of senior judges under emergency rule last year and is pushing for an unconditional reversal of the decision. The protest march officially commenced in the city of Multan and proceeded north to Lahore and Islamabad. Protestors reportedly burnt effigies of president Pervez Musharraf.

RAPINET GETS FRESH TERM AS LOVELLS’ ASIA AND MIDDLE EAST REGIONAL MANAGING PARTNER Crispin Rapinet has been reelected as Lovells’ Asia and Middle East regional managing partner. With his reelection Rapinet will continue to be responsible for Lovells’ offices in Beijing, Dubai, Ho Chi Minh City, Hong Crispin Rapinet, Kong, Shanghai, Singapore and Lovells Tokyo for another three years. Rapinet is a commercial litigation partner based in London with particular expertise in international and cross-border litigation arising out of insolvency, fraud and asset recovery situations.

TAX OFFICE CHIEF MAKES SWITCH TO BAE, KIM & LEE Former chief of the Seoul Regional Tax Office Dae Shick Oh has joined Korean firm Bae, Kim & Lee LLC as counsel. Other positions that Oh has held in the past include chief of the Investigation Bureau of the National Tax Service, in 2006, and chief of the Kangnam Tax Office, in 1997. Founded in 1980, Bae, Kim & Lee LLC is one of the oldest business law firms in Korea. The firm handles M&A, capital markets and project finance transactions and played a leading role in the restructuring and privatisation of several business sectors nationwide, including banking, insurance and energy.

NEWS >>

UPDATE >>

Intellectual Property Freedom to Operate Search: A Strategic RiskManagement Tool

atent infringement problems usually arise after the company’s infringing product is already in the marketplace. At this stage, the infringement can result in serious consequences for the company, including litigation costs, adverse publicity, and perhaps the loss of the entire product line. Companies would be prudent to address freedom to operate issues before launching a new service or product commercially in the market by learning as much as they can about the prior art, especially when it concerns a third party’s patent. To address these issues, freedom to operate searches are normally conducted to provide some indication as to whether a new product is likely to infringe third party patents. If there are patents that may cause infringement problems and the new product has significant commercial value, the company can conduct a patent infringement study and obtain an infringement opinion from patent counsel. Alternatively, the product may be modified to avoid the infringing patent. Also, if the product is marketed in United States, in the event the product or service is later found to infringe a patent, having obtained an infringement opinion can help avoid any award of punitive damages for willful infringement. In the event that the product cannot be modified to avoid patent infringement without rendering the product inferior or uncompetitive, the validity of the patent should be determined. It is possible to consider revocation of a patent if it is invalid. Alternatively, the company may obtain a license or a compulsory license from the proprietor of the patent. In Singapore, any interested person may, apply to the court for the grant of a licence under a patent on the ground that the grant of the licence is necessary to remedy an anti-competitive practice. However, the grant of a compulsory licence is subject to certain conditions. A compulsory licence is not exclusive. Also, the licence shall not be assigned otherwise than in connection with the goodwill of the business in which the patented invention is used. Further, a granted compulsory licence may, on application of any interested party, be terminated by the court where the court is satisfied that the ground upon which the licence was granted has ceased to exist or is unlikely to recur. Uncovering and analysing freedom to operate issues at an early stage enable companies to make an assessment of the risks involved in launching a product before incurring significant investment costs. Therefore, a freedom to ope rate search is a strategic risk-management tool which can be used to strengthen a company’s competitive position in the marketplace. Heng Liling Patent Engineer Intellectual Property and Technology Group Alban Tay Mahtani & de Silva LLP 39 Robinson Road #07-01, Robinson Point, Singapore 068911 Phone +65 6534 5266 Direct +65 6428 9813 Fax +65 6223 8762 Email hengliling@atmdlaw.com.sg

“The Indian legal services sector needs reforms that involve issues related to limited liability, number of partners and advertising restrictions” GOPAL PILLAI, INDIAN MINISTRY OF COMMERCE

Heng Liling, ATMD

Asian Legal Business ISSUE 8.7

NEWS >>

ANALYSIS

A passage to India An increasing number of international firms are settling in Singapore to establish a base to service subcontinental clients

s the end of the first decade of what is being deemed ‘the Asian Century’ draws to a close, India and China stand poised to dominate. But while these are among the largest and fastest-growing economies in the world with few signs of slowing down, the differences between them could not be more stark. Witness the differences between the two nations’ political systems, with the world’s largest parliamentary democracy on one hand and the world’s largest one-party state on the other. While both India and China have largely cast off the shackles of mid-tolate 20th century socialism within their legal markets, China has developed one of the most liberalised practice environments in the world but India’s remains one of the most closed, thanks to a thicket of restrictive regulations. In India, law firms are not allowed to advertise; even the most basic website must be careful not to breach the rules. (Restrictions on legal advertising are not unique to India. For example, the US Supreme Court only came to the conclusion in 1977 that First Amendment free speech protections applied to legal advertising.) Restrictions on the number of partners a firm may have further hampers competition and makes remuneration difficult in a country where approximately one million lawyers share a legal market estimated to be worth US$300m annually. And the high barriers to entry by foreign firms, which are, for the moment, insurmountable, mean that within India, law will continue to be practised solely by Indian firms.

Singapore bling But these restrictions have not stopped international firms getting ready www.legalbusinessonline.com

for when their time comes, and the most popular strategic beachhead for eventual incursions into India is Singapore, thanks to its unique combination of geography, culture and economics. In the last few years a swag of firms have opened offices in the city-state to, in part, service India-based clients. In the last year firms such as Duane Morris and Berwin Leighton Paisner have opened offices. In April, Magic Circle firm Clifford Chance announced it was setting up a capital markets team within its Singapore office to exclusively service Indian inbound and outbound work, while Linklaters has lately announced plans to grow its own Singaporebased India practice. And in June, Los Angeles-based Gibson, Dunn & Crutcher opened its own Singapore office with three partners poached from Jones Day – Emad Khalil, John Viverito and Saptak Antra.

Reforming at a slow pace While law firms remain frustrated at having to sit on the sidelines, the Indian political climate remains bleak for foreign firms looking to make formal pushes into the country. In an interview with India’s Business Standard in June, Commerce Secretary Gopal Pillai signalled that while it might be a good idea to let foreign firms in to India to deal with M&A and arbitration matters, his government would not allow itself to be rushed by international pressure. While admitting that “opening the sector has great potential for Indian professionals”, Pillai would not commit to liberalisation measures up for discussion in the services negotiations of the current Doha round of World

The high barriers to entry of foreign law firms into India have not stopped firms getting ready for when their time comes … in the last few years a swag of firms have opened offices in Singapore to, in part, service Indiabased clients

Trade Organisation talks. “The Indian legal services sector needs reforms that involve issues related to limited liability, number of partners and advertising restrictions. Once that is done, it has to be ready for liberalisation of the sector,” Pillai said. “We understand that there are limitations. But in the future most of them will be addressed. On issues of liberalisation, the Commerce Ministry will be guided by the Law Ministry as well as the Bar Council, with whom we’re interacting. Surely, Indian law firms with just 20 partners will be at a disadvantage when a US firm with 2,000 partners sets up a base in India.” With firms such as Indian giant FoxMandal Little having recently opened an office in London to great fanfare and acclaim, how much longer such arguments can hold water is anybody’s guess. ALB 15

NEWS >>

INDONESIA

uk report Linklaters split to initiate new strategy Four former Linklaters offices in Central and Eastern Europe (CEE) are set to split to form a new regional firm come 1 November in a bid by the UK-based firm to aggressively target the world’s key emerging markets. Linklaters’ current CEE head Jason Mogg is expected to head the new 50-partner group, which will continue to have a best friends relationship with Linklaters. Hayhoe joins Bakers in new role Hildebrandt International consultant Julia Hayhoe joined Baker & McKenzie in June to fill the newly created role of head of client development in London.

The new role will see Hayhoe working closely with London business development and marketing director Beverly Landais and she will be responsible for planning and leading a client development strategy that will focus on key client relationships. New finance head for Freshfields Freshfields Bruckhaus Deringer has a new head for its finance practice. Alan Newton was recently appointed to the position and is to join Frankfurtbased partner Dirk Schmalenbach as co-head of the practice in August. Newton takes over from Perry Noble, who is withdrawing from the partnership later this year to pursue other interests.

¨ ROUNDUP • Linklaters London partner Jim Rice replaced Nick Eastwell as the firm’s new global head of capital markets • Stephenson Harwood enjoyed a double-digit jump in profits and revenue with global turnover rising 19% to £85.3m and profit per equity partner figures up 17% to reach £620,000 (an increase of £90,000 from last year’s figure) • Allen & Overy will engage in a new alliance this July, after signing an exclusive association with local Romanian firm Radu Taracila Padurari Retevoescu SCA • Watson Farley & Williams is set to merge with German private equity boutique firm Oldenbourg Plus in July, giving the firm its first office in Munich

Indonesian lawyers establish breakaway bar association

roubled times are ahead for the Indonesian Advocates Association (Peradi). Thousands of Indonesian lawyers have resigned from the association and have established a new bar association called Kongres Advokat Indonesia (KAI). Claims and counter-claims regarding the legitimacy of both organisations have been made, with members of each organisation maintaining that lawyers associated with the other organisation were not authorised to practise. The situation has created a minefield for firms anxious not to offend either side. “We hope the two sides can reach a harmonious solution to their problems, in the interests of the nation and of the legal profession,” said Maulana Syarif, attorney at MKK. But a resolution might not be forthcoming in the near future, with the Jakarta Post reporting that several respected political and legal figures are rumoured to have joined the breakaway group, including presidential advisor Adnan Buyung Nasution, Teguh Samudera, Indra Sahnun Lubis, Ibrahim Hasibuan, Roberto Hutagalung, Jimmy Budiarjo and Suhardi Somomuljono. ALB

• Hammonds managing partner Peter Crossley could be dragged into the firm’s high-profile dispute relating to the repayment of profits after a group of seven ex-partners issued an application last month to involve Crossley and former senior partner Richard Burns in proceedings • Hammonds recently converted to a Limited Liability Partnership which will include the firm’s UK, Belgian and Spanish offices as well as its offices in Berlin and Munich • Lovells launched a Central and Eastern Europe referral among its best friends firms in the region. The program will extend to corporate, finance and real estate work, and will enable 10 lawyers from the firm’s existing Budapest, Frankfurt, Prague and Warsaw offices to travel to best friends offices in locations where Lovells does not have outposts and gain local law advice for major clients • US firm Edwards Angell Palmer & Dodge has launched a European patent prosecution practice in London following a recent merger with Kendall Freeman • Freshfields Bruckhaus Deringer enjoyed a 39% rocket in average profit per equity partner recently, with partners now earning an average of £1.44m. Total turnover also jumped 19.5% to £1.18bn • Howard Kennedy split with its six-partner media practice recently, with three of the team poised to launch their own boutique in the coming months • DWF will launch a niche insurance practice in London, following the hire of two partners from Davies Lavery • Clifford Chance’s Amsterdam managing partner Jan ter Haar was reelected for a second three-year term • JPMorgan slashed Linklaters from its panel due to the Magic Circle firm’s role in suing Bear Stearns (now owned by JPMorgan) on behalf of Barclays Bank

Asian Legal Business ISSUE 8.7

NEWS >>

TAIWAN

Gloom at Akin Gump: Taiwan to close, Silicon Valley in doubt

W UNITED STATES

Financial integration off the agenda at DLA Piper

inancial integration is not on the list of reforms to be considered by the DLA Piper partnership. This represents a major shift in policy as the firm had previously made public its intention to financially integrate its US and international operations. Streamlining international operations is, of course, a major task, and DLA Piper has 64 offices worldwide, including operations in China, Hong Kong, Japan, Singapore and Thailand. The firm’s Australian presence takes the form of an alliance

with local firm DLA Philips Fox. The firm is reportedly considering options such as reducing the number of chief executives from three to two. Also on the cards is a plan to move away from the existing three LLPs worldwide (global, international and US) by dissolving the global LLP in preference of a Swiss ‘Verein’ structure, consisting of a network of independent offices, each with limited liability vis-à-vis the others. A final decision on these proposals is pending. ALB

hat do you do when your chief rainmaker leaves the firm? That is the scenario at the Taiwan and Silicon Valley offices of Akin Gump Strauss Hauer & Feld following the departure of patent litigator Yitai Hu. Hu, who was instrumental in setting up both offices three years ago, had brought in work from major clients such as RealTek Semiconductor Corp. and Sunplus Technology Co. The firm does not believe the clients will stay on board, and has already pulled the plug on the Taiwan operation and is reviewing the viability of its Silicon Valley office. Akin Gump is a full service firm with over 900 attorneys in the US. The firm also has smaller offices in London, Moscow and Beijing. However, this may not be the end of the Yitai Hu/Akin Gump association – Silicon Valley office managing partner Sean DeBruine has reportedly hinted there may be a role for Hu in the firm’s future plans. ALB

Search and rank deals online Rank

ASIA AUSTRALIA NEW ZEALAND

Firm

US$m

Commerce & Finance

29,582

Sullivan & Cromwell

23,254

Freshﬁelds

20,103

Linklaters

18,964

www.

legalbusinessonline.com

www.legalbusinessonline.com

NEWS >>

INDIA

Corrs expects to increase India practice

us report Sonnenschein Nath & Rosenthal slash staff count Chicago-based Sonnenschein Nath & Rosenthal became the latest US firm to announce layoffs, with a total of 124 staff made redundant, including lawyers, partners, counsel, associates and paralegals, ranging from first year to senior level. The real estate and litigation practice groups are the two most affected across the firm’s network. K&L Gates merges US firm K&L Gates recently merged with ninelawyer Taiwanese firm J&J Attorneys-at-law, expanding the firm’s reach in Asia.

The addition of the J&J office based in Taipei boosts K&L Gates to a 1,700-lawyer firm with 28 offices across the US, Europe and Asia. Chadbourne considers merger According to Chadbourne & Parke managing partner Charlie O’Neill, the firm is currently navigating through preliminary merger discussions with London-based firm Watson, Farley & Williams. If the merger pulls through, the combined firm would have more than 600 lawyers and combined revenues of more than $350m. With around 400 lawyers currently, Chadbourne could benefit from the size increase to compete with the larger firms.

¨ ROUNDUP • DLA Piper secured a role in a major pharmaceutical merger worth $6.7bn (£3.4bn). DLA will act for the buyer, Invitrogen, and work alongside Skadden Arps Slate Meagher & Flom throughout the deal • US litigation firm Quinn Emanuel Urquhart Oliver & Hedges is set to launch in the UK after poaching restructuring and litigation partner Richard East from Kirkland & Ellis • US firm Shearman & Sterling has lost an entire German office, after nine partners from its 30-lawyer Mannheim team decided to split and reform under their former firm name Schilling Zutt & Anschütz • Allen & Overy’s New York office has elected Kevin O’Shea to replace Michael Feldberg and Ian Shrank as new managing partner. The firm also added Cathleen McLaughlin – New York capital markets partner and head of Latin American practice – to the firm’s global partnership Board

ustralian law firm Corrs Chambers Westgarth expects to increase its India practice from eight lawyers to 30 lawyers over the next two to five Simon Crawford, years, partner Philip Corrs Catania said in an interview with ALB. “We expect to substantially increase our India practice, driven by the expanding activities of our clients,” said Catania. “I can’t tell you which clients, but there are signs of upcoming transactions that look at offshoring to India.” Among the firm’s Australian clients with activities in India are ANZ, Deakin University and Fosters. Corrs also advises local companies in India, including Tata Consultancy Services, Birlasoft and Satyam Computer Services on IT and mining matters in Australia. The firm’s India practice has recently been strengthened by the addition of partner Simon Crawford who joined in April this year. Crawford came from ANZ where he was deputy general counsel for the bank’s institutional division. In that capacity, he acted on a number of large litigations in India that arose out of the bank’s former ownership of Grindlays bank. ALB

• All offices in the Reed Smith/Richards Butler network will now trade under the name ‘Reed Smith’, after Richards Butler was dropped from the firm’s European brand • Minneapolis-based US firm Dorsey & Whitney is taking its fist step into the Asian market with plans to launch an office in Sydney, led by the firm’s London-based capital markets partner John Chrisman • David Heller has been named as the new global chair of Latham & Watkins’ finance department. He is currently the co-chair of both the insolvency and Latin American practice groups • Chadbourne & Parke revealed plans to launch a new office in Sao Paulo, Brazil later this year, following its recent opening of an office in Mexico • Simpson Thacher & Bartlett will also be following suit – the major US law firm announced it will open its first office in Latin America later this year in Sao Paulo, Brazil • Former DLA Piper co-head of class action practice group Amy Schulman began work at Pfizer this month as the pharmaceutical group’s new vice president and global general counsel • DLA Piper is gearing up for a Latin American launch, hiring tax partner Stuart Berkson of McDermott Will & Emery with 28 years’ experience in the Latin American region to lead the firm’s push into the market. Offices in Brazil or Miami have been discussed

Asian Legal Business ISSUE 8.7

NEWS >>

INDIA

REGION

White & Case plays cupid in Eros joint venture

Lovells associates in en-masse mezzanine move

he activity in the Indian media and entertainment sector continues. Independent film studio Lionsgate has announced a joint venture with Indian film studio Eros International that will see Lionsgate and other English language content, in original as well as dubbed language versions, distributed in South Asia, including India. White & Case advised on the deal. There are high expectations for deal activity in the Indian media and entertainment sector. “The industry is booming, with an 18% compound annual

growth rate projected for 2008 to 2012. With a middle-class population of 400 million, which is adding 40 million to its total each year, the potential for those operating in the media and entertainment industry is immense,” said White & Case partner Andrew Weiler. This month saw the closure of another significant Indian media deal when NBC Universal acquired a stake in the non-news businesses of NDTV Limited, one of India’s leading news TV conglomerates. Luthra & Luthra and White & Case advised on the deal. ALB

orty-six Lovells associates have climbed the first rung of the ladder following a promotion to counsel. Six of the 46 new counsel are Asia-based. Forty-six seems to be the magic number for counsel – the firm promoted the same number of associates last year. The firm is one of several employing the counsel role as a stepping stone to partnership or an alternative career path. At the same time, the firm has diversified with the introduction of a professional support lawyer role. “Professional support lawyers don’t usually work on transactions, but focus more on knowledge management, seminars and research,” said Jeremy Small, director of Law Alliance Recruitment Singapore. “On average, they get 15–20% less pay, but the tradeoff is a more manageable working day and, hopefully, less stress.” Small said that the growth in professional support lawyer roles has been notable across the AsiaPacific region. “The Australian and English firms in particular have really progressed this concept as part of a global strategy to have a consistent depth and quality to their brand.” ALB

Updated daily news Hogan & Hartson to establish Abu Dhabi ofﬁce White & Case, Sidley Austin in billion-dollar power deal AAR eyes Southeast Asia growth

ASIA AUSTRALIA NEW ZEALAND

Kennedys sallies forth into Singapore

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NEWS >>

UPDATE >>

International Arbitration

fter charting Singapore’s arbitration industry’s development, we shall examine some attractive incentives offered by the government. Firstly, in 2004, the Singapore Legal Profession Act (LPA) was amended to allow counsels/attorneys without Practising Certificates (PC) to act in arbitration cases or proceedings in Singapore, regardless of the governing law of the dispute. The dispensation of PC also allows an arbitration counsel to charge fees more liberally, and foreign counsels can enter into contingency fee agreements with clients, something strictly forbidden in local litigation. Confident foreign counsels can go on a ‘no win, no fees’ system and clients can make profit sharing arrangement with counsels. From this year, foreign arbitrators and legal counsels no longer need work permits to enter Singapore for arbitration and mediation works. They also enjoy tax exemption on dispute resolution income, which promotes the influx of foreign experts into Singapore. Also starting this year, local law firms enjoy 50% income tax exemption on qualifying incremental income from international arbitration for the next five years. The above are pivotal incentives which will have significant, positive impact on the arbitration industry. I am confident that Singapore will become the region’s arbitration hub and in 10 years or less, one of the world’s premier dispute resolution venues. With the availability of the dedicated arbitration complex come 2009, hearings need not be conducted in hotel function rooms, which is an anomaly. In future, many will suggest going to Singapore for arbitration, instead of London, Paris, Zurich or New York. With offices set up in Singapore, foreign counsels could get professional support from their counterparts here. While they are busy with hearings, their spouses could go shopping and indulge in various entertainments. All these are possible as long as Singapore remains a cost-competitive city, which otherwise could potentially derail our grand plan. In the next issue, I will write about arbitrators and deal with, in my opinion, the most controversial article ever written by an arbitration doyen. It could potentially drive the feeble practitioners to quit arbitration after reading. I almost did myself, so consider yourself warned.

UNITED ARAB EMIRATES

Zaid Ibrahim gets Asian first

he Dubai Financial Services Authority has approved Malaysian firm Zaid Ibrahim & Co to provide legal services to local, regional and international clients in the Dubai International Financial Centre (DIFC). The DIFC was created by the government of Dubai with the intention of creating a regional capital market for the benefit of the UAE and the wider region as a whole. Firms operating in the DIFC are eligible for benefits such as a zero tax rate on profits, no restrictions on foreign exchange or repatriation of capital, operational support and business continuity facilities. Zaid Ibrahim is the first Asian law firm to have received approval to operate in the centre. The firm’s Dubai operations are set to start mid-July 2008.

Written by: Prof. Steve K. Ngo Prof. Steve K. Ngo is the Deputy Secretary-Generals of Trisakti Arbitration Institute, Trisakti University Law School and the Western Australian Institute of Dispute Management at the Murdoch University School of Law. He is an educator, consultant, arbitration practitioner and thinker. He does not hold himself out to practice Singapore laws. For feedback, he can be contacted at stevekngo@singnet.com.sg Ms Indranee Rajah, S.C., is a Director of Drew & Napier LLC’s Litigation and Dispute Resolution Department. She is named as a leading lawyer in her field by Asia Pacific Legal 500 and described as “an excellent litigator”. She can be contacted at +65 6531 4100 or Indranee.Rajah@drewnapier.com

Prof. Steve K. Ngo

INDIA Mining boom: Indonesian, Chinese

I Ms Indranee Rajah, S.C

ndonesian miner PT Antam and Chinese smelter Zhongjin have taken another step forward in the vigorous bidding war for Western Australian gold explorer Herald Resources. The Herald Board has recommended an improved takeover offer from the Indo-Chinese consortium, which had been a response to a rival bid by Indonesian coal producer PT Bumi. The Antam/Zhongjin takeover bid is noteworthy in various respects, said Emir Kusumaatmadja, senior partner at Indonesian firm Mochtar Karuwin Komar. “It reflects a Asian Legal Business ISSUE 8.7

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International Tax UK “Tax Freedom” Day 4 June 2008 is the day UK tax residents stop working for the UK Government and start working for themselves

The office will be headed by senior associate Farid Hussain and supported by the firm’s Arabic-speaking lawyers from the Islamic banking practice. The firm’s Dubai office is a natural development after it set up a Middle East desk, based in Kuala Lumpur, in September last year. Zaid Ibrahim has 130 lawyers in offices located throughout Malaysia. It also has offices in Singapore, Indonesia and Thailand. Practice areas include Islamic finance, taxation, intellectual property, corporate finance and securities. The DIFC estimates the current market for Islamic financial products to be in excess of US$260bn and is predicted to grow at 12–15% pa over the next 10 years. ALB

ax Freedom Day is calculated by dividing the total Government taxes by the estimated total net national income and has been calculated in the United States for more than 100 years. Various national research organisations and think tanks around the world calculate their own country’s tax freedom day and in the UK the task is carried out by the Adam Smith Institute. Tax Freedom Day has not been calculated in Hong Kong or Singapore however, as far as we know; but the date would be much earlier probably in February of the year. Some useful background and details about the American experience can be found on Tax Foundation which monitors Tax Freedom Day each year in the United States. In 1900 tax freedom day in the United States fell on 22 January 1900 and it only got to April in 1950 (1 April 1950) and is now towards the end of April – 23 April 2008. In effect people pay less tax in the US than in the UK. The Adam Smith Institute has been calculating the UK figures since 1991 and has data going back to 1965 (27 April was Tax Freedom Day in that year). There is a dedicated UK website for Tax Freedom Day and it also includes a brief history which contains the relevant UK dates from 1965 to the present time.

Debbie Annells, Managing Director, AzureTax Ltd, Chartered Tax Advisers Suite 4708, The Center, 99 Queen’s Road Central, Hong Kong We are moving to Suite 1010, 10/F Lippo Centre, Tower Two, 89 Queensway, Hong Kong with effect from 30 July 2008. www.azuretax.com, a member of AzureTax Group (Tel) +852 2123 9339 (direct line), (Main Line) +852 2123 9370, (Fax) +852 2122 9209

Debbie Annells

Registered with the Chartered Institute of Taxation for purposes of anti money laundering legislation.

cooperation in takeover bid desire of Indonesian and Chinese mining ventures to use recent gains from the domestic mining resources boom in Indonesia and China to cooperate in diversifying into promising mining ventures offshore.” Kusumaatmadja said a further trend of Indonesian mining companies seeking to explore diversification opportunities in Australia and other promising offshore locations, whether through cooperation with foreign mining companies or on their own, was to be expected. ALB www.legalbusinessonline.com

NEWS | appointments >>

recently. The counsel promoted to the partnership are GR Bhatia, Dr Shweta Hingorani, Ajit Warrier, Alina Arora, Ashish Jejurkar, Prashant Pakhiddey, Gayatri Roy, Sanjay Kumar and Aniket Sengupta. Pinsent Masons

► LATERAL HIRES Name

Leaving

Going to

Practice

Location

Sidharth Bhasin

Debevoise & Plimpton

Shearman & Sterling

Corporate

Hong Kong

Rika Beppu

Simmons & Simmons

Lovells

Joint managing partner

Tokyo

Philip Hyde

Simmons & Simmons

Lovells

Capital markets

Tokyo

Andrew Lui

Pinsent Masons

Salans

Corporate

Hong Kong

David Robbins

Orrick, Herrington & Sutcliffe

DLA Piper

Energy finance

Tokyo

Kaoru Umino

JPMorgan

Jones Day

Corporate finance

Tokyo

▲ PROMOTIONS Firm

Name

New role

Location

Lovells

Horace Lam

Partner

Beijing

Lovells

Terence Lau

Partner

Hong Kong

Luthra & Luthra

Alina Arora

Partner

New Delhi

Luthra & Luthra

GR Bhatia

Partner

New Delhi

Luthra & Luthra

Shweta Hingorani

Partner

New Delhi

Luthra & Luthra

Ashish Jejurkar

Partner

Mumbai

Luthra & Luthra

Sanjay Kumar

Partner

New Delhi

Luthra & Luthra

Prashant Pakhiddey

Partner

New Delhi

Luthra & Luthra

Gayatri Roy

Partner

New Delhi

Luthra & Luthra

Aniket Sengupta

Partner

New Delhi

Luthra & Luthra

Ajit Warrier

Partner

New Delhi

Mochtar Karuwin Komar

Mulyana

Partner

Jakarta

Tanner De Witt

Kim Boreham

Partner

Hong Kong

Lovells

Lovells upgrades two to partnership, six to consultant Lovells has announced two new partners – intellectual property specialist Horace Lam in Beijing and equity capital markets specialist Terence Lau in Hong Kong. It is all part of a strengthening of the Lovells corporate practice in Asia, which in recent months has Terence Lau seen the addition of partner Fred Chang and his team in Beijing, the relocation of competition law specialist Kirstie Nicholson from Lovells’ Brussels office to Shanghai, and the arrival of Scott Calver as of counsel in Singapore. The firm has also appointed six new consultants across the Asia Horace Lam region, which now has a total of 26 partners and 21 consultants.

Luthra & Luthra

Taxing times at Luthra & Luthra When the markets are down, maybe a tax is the best form of defence. That seems to be the philosophy at Indian firm Luthra & Luthra, which has created a new tax division that will work in the areas of direct and indirect taxation. Spokesperson Ruchi Chopra predicted an increase in tax work in the coming months as India becomes one of the top investment destinations and as Indian corporations look for overseas acquisitions. “Tax optimisation is one of the most critical elements of an investment structuring decision,” Chopra said. “In addition to that, the complexities of the global tax systems – both direct as well as indirect – also provide enormous potential business opportunities.” Sanjeev Sachdeva will head the indirect tax practice, while Vikas Srivastava will head the direct tax practice. Luthra & Luthra has also announced the elevation of 12 new partners, eight new group heads and 16 associates promoted to senior associates

Salans

Salans recruits Pinsent Masons partner to head HK office Build it and they will come. That’s the mantra as Paris-based firm Salans sets about recruiting for its new operation in Hong Kong. Salans has started at the top, with Andrew Lui, former head Andrew Lui of Pinsent Masons’ corporate practice in China, joining Salans as head of the Hong Kong office. Lui has worked in Hong Kong and Mainland China for more than a decade in the fields of M&A, public offerings and private equity work. The Hong Kong office is to be established later this year and is part of a push by Salans to increase its presence in Greater China. The firm also plans to open a Beijing office and expand its existing Shanghai base. Orrick

DLA Piper

DLA Piper gets an energy boost DLA Piper has snared energy finance veteran David Robbins, formerly of Orrick, Herrington & Sutcliffe. Robbins will join the firm’s Tokyo office. Robbins brings to DLA Piper valuable relationships with Japanese financial institutions, including Japan Bank for David Robbins International Cooperation, Mizuho Corporate Bank as well as other multilateral lending agencies.

Mochtar Karuwin Komar

Top Indonesian firm adds new partner Indonesian firm Mochtar Karuwin Komar has announced the appointment of a new partner. Mulyana, who has been with the firm since 1995, practises in the areas of commercial disputes, direct and indirect investment, and finance & banking. Additionally, he advises on administrative and constitutional law issues, conflict of laws and international law. Tanner De Witt

Tanner De Witt announces new partner Hong Kong-based business law firm Tanner De Witt has promoted Kim Boreham to partner. Boreham, who advises clients on all aspects of commercial litigation, arbitration and dispute Kim Boreham resolution, has a particular Asian Legal Business ISSUE 8.7

NEWS | appointments >>

strength in employment law and regularly advises senior executives, investment banks, brokers and SMEs on both contentious and non-contentious employment matters. Simmons & Simmons

Lovells

Lovells Tokyo blossoms; Simmons & Simmons on the wane It is a mass migration from Simmons & Simmons to Lovells in Japan. Rika Beppu, previously managing partner of Simmons & Simmons’ Tokyo office, has joined Lovells and will take up the role of joint managing partner of the Tokyo office alongside existing managing partner Lloyd Parker. Also making the move from Simmons to Lovells Tokyo is capital markets expert Philip Hyde, along with what is understood to be the bulk of Simmons’ associates as Simmons scales back its Tokyo operations. Lovells, by contrast, is certainly continuing to signal its intentions for the Japanese market. Last December the firm added bengoshi IP partner Eiichiro Kubota and his team of seven associates to its ranks. The latest round of recruitment indicates the firm’s game plan is now a diversification of its expertise in the corporate and finance area. JPMorgan

Jones Day

More activity on the Tokyo front Kaoru Umino, managing director and associate general counsel of JPMorgan Securities Japan, has joined the Tokyo office of Jones Day. Kaoru has a wide range of experience in cross-border finance, with particular emphasis Kaoru Umino on corporate finance, structured finance and securitisation. Nobutoshi Yamanouchi, partner-in-charge of Jones Day’s Tokyo office, said that the recruitment was part of the firm’s strategy to expand its international finance transaction practice across Japan and Asia. Debevoise & Plimpton

Shearman

Shearman & Sterling boosts India practice International firms cannot practice in India, but there is nothing to stop them from hiring an India expert in another jurisdiction. Shearman & Sterling has hired India specialist Sidharth Bhasin who will join the firm’s Hong Kong office. Sidharth Bhasin While not practising Indian law, Sidharth will work closely with local law firms on the ground in India, to provide integrated cross-border advice on India-related deals. Bhasin was previously at the Hong Kong office of Debevoise & Plimpton, where he was the lead India associate.

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010 0 010 0111010 01101010 0101010 0101011 01010111010111010 0 01011010 0110101010 1001 0100010011101001101010010101001 IT report 0101101010111010111010 0 01011010 01101 Apple announces local iPhone availability, BlackBerry goes touch screen For anyone who has been living under a rock for the past few weeks, Apple has just announced the 3G version of its iPhone. The price of the new version has also been dropped, with the 8GB model costing US$199 and the 16GB US$299. Most of the big telcos have picked the phone up, ending rumours of exclusive deals with one supplier. Apple has also very cleverly licensed Microsoft Exchange ActiveSync to enable the iPhone to wirelessly communicate with Exchange servers. Rumours have begun that, to counter the offensive, RIM is developing a touch screen BlackBerry device to complement its recently announced 3G offerings. Little is known about the device – codenamed ‘Thunder’ – which is not expected to see the light of day until at least the end of this year. Client Profiles opens Sydney office Client Profiles, the maker of the Microsoft Dynamics-based CRM4Legal, has taken the leap and opened an office in Sydney, Australia to service the Asia-Pacific region. While the product has been available for the past year through reseller RDA Group, CRM4Legal has not had any direct local support available. David Blumentals, formally of RDA Group, has jumped ship to set up the office. You can find more about CRM4Legal here: http://www.clientprofiles.com Time-Frame merges with US consultants Derek Gile’s Time-Frame consulting has moved to expand its international customer base and skillset by merging with US-based Swerdlove Consulting Group. The move should work well for both parties, giving Time-Frame an opening to the US marketplace and Swerdlove a presence in the Asia-Pacific region. More from TimeFrame here: http://www.time-frame.com/Media. html#pressrelease LexisNexis back in action After a short break, LexisNexis has continued its regional spending spree with the acquisition of companies in India and New Zealand. The first is the purchase of Wadhwa Nagpur, an Indian legal publishing house, increasing the size and scope of the LexisNexis Butterworths Asian operations. The purchase fills out the LexisNexis content in the region with the addition of specialised company, tax and banking law products. The second is the acquisition of New Zealand small to mid-sized firm practice management system LAWBase, from, surprisingly, CCH New Zealand. LAWBase claims more than 500 client firms across New Zealand and provides “billing, time recording, trust

accounting, matter management, marketing, and management reporting”. It looks like LexisNexis is getting its acquisition processes downpat, as the websites for both companies have already been re-badged. Funnelback releases new enterprise search Australian search company Funnelback has released the latest version of its eponymous product that adds support for a variety of document management systems, including Interwoven Worksite, OpenText/Hummingbird DM, Websphere and Sharepoint. With the addition of lawyers’ favourite DM systems, the CSIRO spinoff looks like it could become a competitor in the search space. Plus, with clients like Westpac, CareerOne and NineMSN, and the backing of ongoing research from CSIRO, it is likely to remain competitive against the big players. Chris McLean is an IT specialist, former lawyer and currently director of information management at Sparke Helmore. E-mail chris.mclean@sparke.com.au

NEWS | regional update >>

Regional updates

CHINA

CHINA Paul Weiss

PHILIPPINES SyCip Salazar Hernandez & Gatmaitan

MALAYSIA Tay & Partners

SINGAPORE Loo & Partners

INDIA Singh & Associates

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

China Proposes Merger Reporting Thresholds in Draft Rules The State Council, through its Legal Office, is soliciting comments on the definition of “concentration” and the thresholds for reportable transactions under the PRC Anti-Monopoly Law (the “AML”) and published the Rules on Notification of Business Concentration (Draft for Comments) (the “Rules”). The actual Rules will take effect on August 1, 2008, together with the AML, and will supersede the current reporting thresholds under the Regulations on Mergers and Acquisitions of Domestic Enterprises by Foreign Investors (the “M&A Rules”). Under the draft circulated for comments, the concept of control has been introduced to the definition of “business concentration”. Antimonopoly filings are required when there is a merger or an acquisition of “control” over another business. “Control” is not merely the acquisition of shares of over 50% of a target company but includes the right to appoint the majority of the directors on the board or exert decisive influence on the production and operational decisions of another business by contract or other means. This potentially expands the scope of filings and will impact those investments utilizing the indirect “nominees” structure. On reporting thresholds, the draft Rules define the significance of a transaction by measuring the business of more than one party to the transaction, and potentially reduce the filing requirements. The following business concentrations now require filings: (i) the combined worldwide revenue of all parties to the business concentration in the prior fiscal year exceeds RMB 9 billion AND the PRC

revenue of each of at least two parties exceeds RMB 300 million; (ii) the combined PRC revenue of all parties to the business concentration in the prior fiscal year exceeds RMB 1.7 billion AND the revenue of each of at least two parties in the PRC exceeds RMB 300 million; or (iii) the business concentration will result in the market share of the parties to the business concentration in the PRC exceeding 25%. These Rules, as drafted, represent significant improvement from the M&A Rules as under the M&A Rules, PRC reporting obligations can be triggered by the significant presence of an acquirer’s business in the PRC alone, whether in an inbound acquisition or in an offshore acquisition, regardless of the significance of the target’s business in the PRC or worldwide. Now reporting obligations will only arise under the revenue-based tests if each of at least two parties to a business concentration has RPC revenue in excess of RMB 300 million. Written by Greg Liu, Partner Paul, Weiss, Rifkind, Wharton & Garrison Paul, Weiss Rifkind, Wharton & Garrison LLP Unit 3601, Fortune Plaza, Office Tower A No. 7 Dong Sanhuan Zhonglu Beijing, PRC

PHILIPPINES

The 2008 Investment Priorities Plan To attract quality investments that will create more gainful employment, encourage technological innovations, and enable industries to exploit global demand and competition, President Gloria Macapagal-Arroyo issued Memorandum Order No. 284 (the “M.O. 284”), approving the 2008 Asian Legal Business ISSUE 8.7

NEWS | regional update >>

Investment Priorities Plan (the “IPP”) on May 9, 2008. The IPP lists four priority areas of investments: Preferred Activities, Mandatory Inclusions, Export Activities, and ARMM List. The Preferred Activities include investments in Agriculture/Agribusiness and Fishery, Infrastructure, Tourism, Research and Development, Engineered Products and Strategic Activities. Strategic Activities covers activities with a minimum project investment cost of the peso equivalent of US$300 million, and generates employment of at least 1,000 or uses internationally accepted high level of technology. It also covers major projects of global companies intended to be located only in one country as a regional hub where the Philippines is one of the short-listed countries for investment location. The Mandatory Inclusions cover investments which are required to be included in the IPP under existing laws. This includes Industrial Tree Plantation (Presidential Decree 705), Exploration, Mining, Quarrying and Processing of Minerals (Republic Act 7942), Printing, Publication and Content Development of Books or Textbooks (R.A. 8047), Refining, Storage, Marketing and Distribution of Petroleum Products (R.A. 8479), Ecological Solid Waste Management (R.A. 9003), Clean Water Act (R.A. 9275), and Development and Self-Reliance of Disabled Persons (R.A. 7277). The Export Activities cover the production or manufacture of nontraditional export products and services in support to exporters who are identified under the Medium-Term Philippine Development Plan 2004-2010 and/or the updated Philippine Export Development Plan (PEDP). However, there are activities which are not entitled to Income Tax Holiday except as otherwise provided in the IPP. Registered projects which either stopped operations or were not implemented, and were subsequently cancelled, are not qualified for re-registration. The ARMM List consists of priority activities which were independently identified by the Regional Board of Investments of the Autonomous Region of Muslim Mindanao (RBOI-ARMM) in accordance with Executive Order 458. The priority activities under the IPP www.legalbusinessonline.com

can also be granted registration and administered incentives by RBOI-ARMM. The Board of Investments shall issue General Policies and Specific Guidelines defining and clarifying the coverage and entitlement to incentives of activities under the IPP. Government agencies are also mandated not to adopt policies or take action inconsistent with the IPP. M.O. 284 shall take effect fifteen (15) days after its publication. Written by Reyna Faith B. Depasucat SYCIP SALAZAR HERNANDEZ AND GATMAITAN SSHG Law Centre, 105 Paseo de Roxas Makati City, Manila, Philippines Tel: +63-2-817-98-11 Fax: +63-2-817-38-96 E-mail: sshg@syciplaw.com, syciplaw@globenet.com.ph Website: www.syciplaw.com

MALAYSIA

Are Malaysian Courts Ready to Depart from the Territorial Concept of Trade Marks? The recent decisions rendered by the Court of Appeal in Meidi (M) Sdn Bhd v Meidi-ya Co Ltd1 and McLaren International Ltd v Lim Yat Meen2 reaffirm the principle propounded in the earlier case of Lim Yew Sing v Hummel International Sports & Leisure3 that trade mark rights are territorial in nature and there is nothing unlawful for a local trader to knowingly appropriate and use a foreign trade mark in Malaysia so long as the proprietor of the said mark has yet to use it in Malaysia. In the Meidi-ya case, the Court of Appeal found that the 1st Defendant could rightfully claim ownership to the mark “Meidi-ya” together with the accompanying words “FRESH BAKERY” and the device of stalks of wheat (“1st Defendant’s Mark”) because the 1st

Defendant was the first in time to use the mark in Malaysia. The 1st Defendant is granted the right to claim ownership of the 1st Defendant’s Mark despite that (i) the use of the word “Meidi-ya” in the 1st Defendant’s Mark is closely similar to the Plaintiffs’ “Meidi-ya” trade mark; and (ii) the 1st Plaintiff had been a long user of the “Meidi-ya” trade mark in Japan as well as in other countries worldwide. In the McLaren case, the Appellant who is the owner of the well-known “McLaren” mark had failed in its appeal to expunge the registration of the “MCLAREN” mark in Malaysia by the Respondent, a Malaysian individual. The Appellant’s appeal was dismissed even though the Appellant had claimed that the mark “McLaren” is well-known worldwide, including Malaysia to be closely associated with the Formula 1 race and that there have been many supporters of the McLaren team in Malaysia. One of the grounds for the Court’s dismissal of the Appellant’s appeal is that the Appellant was not the first to use the “McLaren” mark in Malaysia in relation to “articles of clothing” and that there was no use of the said mark in Malaysia in respect of the said goods prior to the Respondent’s registration of the “MCLAREN” mark in 1992. Many, especially foreign trade mark owners have hoped that with the introduction of well-known marks in the Trade Marks Act and also in light of Malaysia’s obligations under the TRIPS agreement, the impact of the decision in the Hummel case would somewhat be circumscribed as well-known marks enjoy protection even if they have not been used in the country. The Meidiya and McLaren cases, however, were decided based on trade mark laws that had not incorporated the concept of well-known trade marks. Nevertheless, the appellate court’s decision in the Meidi-ya and McLaren cases is indicative that Malaysian courts will not be quick to depart from the territorial concept of trade marks. It may also not be easy to establish that a mark which has not been used in Malaysia, or which goods or services upon which the mark is used, are not made available in the country, is wellknown. Therefore, to avoid such legal

NEWS | regional update >>

uncertainties, a foreign trade mark owner should best adopt a cautious approach in having its marks filed and protected in the country as the mark is not vulnerable to cancellation for nonuse until after 3 years of its registration Written by Tepee Phuah, Advocate & Solicitor Advocates & Solicitors | Registered Patent Agents | Registered Trade Mark Agents | Registered Industrial Design Agents Tay & Partners 6th Floor, Plaza See Hoy Chan, Jalan Raja Chulan, 50200 Kuala Lumpur, Malaysia Tel: + 603 -2050 1888 DID: + 603 -2050 1861 Fax: +603- 2072 6354 tepee.phuah@taypartners.com.my www.taypartners.com.my

SINGAPORE

Proposed Exemption from Section 31 Banking Act for Stabilising Activities On 5 May 2008, the Monetary Authority of Singapore (“MAS”) released a Consultation Paper on Proposed Exemption from Section 31 Banking Act for Stabilising Activities for public comments. Section 31(1) of the Banking Act provides that “No bank in Singapore shall acquire or hold any equity investment in a single company, the value of which exceeds in the aggregate 2% of the capital funds of the bank or such other percentage as the Authority may prescribe.” In addition, MAS Notice 625 further applies this restriction on a consolidated basis, such that, a bank in Singapore shall not acquire or hold, either directly or through any subsidiary of the bank or any other company treated as part of the bank’s group of companies, any equity investment in a company which exceeds in the aggregate 2% of, in the case of a bank incorporated in Singapore, the eligible

total capital of the bank group and in the case of a bank incorporated outside Singapore, the adjusted group funds of the bank. In the equity market, it is common to have an over-allotment before the commencement of trading, which creates a shortage of shares prior to the issue. To meet the over-allotment of shares, the lead manager borrows shares from the existing shareholders for a period of time. When trading of the shares commences, the lead manager may purchase the shares from the market to support the price of the issue, closing out its short position in the process. It is common market practice for the lead manager to accumulate the shares purchased from the market before returning them to the share lender in a single transaction. This could result in a breach of the 2% equity limit under Section 31 of the Banking Act. As price stabilization activities are intended to maintain market confidence and facilitate the raising of capital, MAS proposes to exempt from Section 31 of the Banking Act, shares acquired by a bank or a bank group during the course of price stabilization activities carried out in the role of a lead manager of equity issues, provided certain prudential safeguards are met. Written by Ms Ms Cecilia Law & Ms Chen Shu Ms Cecilia Law Corporate Practice, Senior Legal Associate Ph: (65) 6322-2283 Fax: (65) 6534-0833 E-mail: cecilialaw@loopartners. com.sg and Ms Chen Shu Legal Executive, Corporate Practice Ph: (65) 6322-2230 Fax: (65) 6534-0833 E-mail: chenshu@loopartners.com.sg Loo & Partners 88 Amoy Street, Level Three Singapore 069907

INDIA

External Commercial Borrowing Policy Liberalized The External Commercial Borrowing (ECB) policy is constantly reviewed by the Government of India in consultation with the Central Bank of India i.e. Reserve Bank of India (RBI), to keep in tune with the changing market conditions, sectoral requirements, global market situation, etc. In this move, the ECB policy has been recently liberalized by the Government of India, firstly, in a bid to ensure that the booming services sector like hotels, hospitals, etc which constitutes over 50% of the Country’s Gross Domestic Product (GDP), is not starved for its growth, the government eased its policy on ECB. It has been decided to allow entities in the service sectors viz. hotels, hospitals and software companies to avail ECB up to US $ 100 million per financial year. The ECB can be availed for the purpose of import of capital goods. Such entities will not be allowed to avail ECB under the automatic route. They could raise funds with the prior approval of Reserve Bank of India. The amended guidelines has clarified that existing guidelines on trade credit (TC), allowing companies including those in services sector to avail trade credit up to US $ 20 million per import transaction, for a period of less than 3 years, for import of capital goods, shall continue. TC refers to credits extended for imports directly by the overseas suppliers, banks and financial institution for maturity of less than three years. Depending, on the source of finance such trade credits include supplier’s credit or buyer’s credit. Supplier’s credit relates to credit for imports into India extended by overseas supplier, while buyers’ credit refers to loans for payment of imports into India arranged Asian Legal Business ISSUE 8.7

NEWS | regional update >>

by the importer from a bank or financial institution outside India for maturity of less than three years. The new guidelines will encourage the availability of capital goods and other advanced equipment to corporates. These sectors would not be allowed to bring dollars in the country. Funds raised in the global market would be utilized only for import of capital goods. In another move, the Government of India has also decided to modify some existing limits of ECB policy, as enumerated below:a) At present, the borrowers proposing to avail ECB up to US $ 20 million for Rupee expenditure for permissible end-uses require prior approval of the Reserve Bank under the Approval Route. It has been decided that, henceforth, (i) Borrowers in infrastructure sector may avail ECB up to US $ 100 million for Rupee Expenditure for permissible enduses under the Approval route; (ii) In the case of other borrowers,

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the existing limit of US $ 20 million for Rupee expenditure for permissible end-uses under the Approval Route has been enhanced to US $ 50 million. b) Changes have also been made in allin-cost ceiling; both for ECB availed under the automatic route and approval route. All other aspects of External Commercial Policy such as US $ 500 million limit per company per year under the Automatic route, eligible borrower, recognized lender, end-use of foreign currency expenditure for import of capital goods, and overseas investment, average maturity period, prepayment, refinancing of existing ECB and reporting arrangements remain unchanged. Singh & Associates Advocates and Solicitors N-30, Malviya Nagar, New Delhi- 110017, India. Ph: 91-11-26680927, 26687993, 26680331 Fax: 91-11-26682883 Email: newdelhi@singhassociates.in

FEATURE F FE E ATUR AT TUR URE | revenue re eve enu ue growth g ow th gr h >>

Monied up: Asian offices fill international firm coffers

Asian Legal Business ISSUE 8.7

FEATURE | revenue growth >>

It has been a bumper year for many UK-based law firms and nowhere more so than in Asia. ALB looks behind the figures of firms with significant Asia operations and forecasts what is ahead for an industry yet to feel the full impact of the credit crisis

t is financial result season for UKbased law firms, a number of which are among the international firms most active in the Asian legal market. The market has been primed for bad news following a litany of multi-million-dollar losses announced by investment banks. There is widespread recognition that the credit crisis has also impacted professional services to the same degree. But the 2007/08 financial year results for law firms appear positive, with some blockbuster results among generally consistent growth. Has the full impact of the financial crisis yet to be felt by multinational law firms? And when it does, will those firms with large footprints in Asia be better placed to weather the storm?

Top marks for Freshfields Of the Magic Circle firms that have announced their results to date, Freshfields Bruckhaus Deringer is the standout story. With a headline 39% increase in average profits per equity partner (or PEP) to £1.44m (US$2.87m) and a 19.5% increase in turnover to £1.178bn (US$2.346bn), the firm’s recent restructure has reaped rewards (or about 409,000 of them for each equity partner). But is this a one-off result? How has the firm managed to translate an almost 20% increase in turnover to an

almost 40% increase in partner profit? Ted Burke, Freshfields’ chief executive, has attributed much of this year’s success to the firm’s activity in emerging markets. Freshfields’ results certainly follow the trend set in the 2006/07 financial year, when PEP increased by 23.7% and revenues rose by 12%. However, consensus among the British legal fraternity attributes Freshfields’ success to keeping equity tight. Over the past 18 months, some 100 partners have left the equity partnership as the firm has actively sought to improve its profitability. The firm averaged 415 equity partners during 2007/08, compared to having approximately 500 partners in May 2006. A portion of the de-equitised partners are now salaried – a situation that some commentators suggest results in distorted figures. Regardless, the effect of Freshfields’ restructure cannot be ignored; Burke himself admits that this year’s results are a one-off and are unlikely to be repeated.

Growth for Clifford Chance Clifford Chance, which released its results shortly before Freshfields, announced their continued doubledigit growth, with an 11% increase in turnover to £1.32bn (US$2.63bn) and a corresponding rise in PEP of 13% to £1.15m (US$2.29m). Without any significant de-equitising activity, these

figures suggest that Clifford Chance’s profitability was improved by the firm’s decision to cut business costs by, among other things, offshoring back-office functions to India. Echoing Freshfields’ view on the source of overall growth, David Childs, Clifford Chance’s global managing partner, comments: “Growth was particularly strong in Asia, the Middle East, and central and eastern Europe … as evidenced by opening new offices in Abu Dhabi and Kiev this year.” Clifford Chance’s Asia region contributed 8% to the firm’s global revenues for 2007/08, up 1% from the 2006/07 financial year. This proportion is set to increase. In an interview with The Times, Childs predicts: “In four years' time, Asia will certainly become very important to us, particularly when we’re in India – and there’s no doubt we’ll be in India.”

A&O joins the ‘global elite’ More records fell at Allen & Overy, which, thanks to a 15% increase in annual turnover, passed the £1 billion mark for the first time, posting global turnover of £1.016bn (US$2.016bn). This increase translated into a PEP of £1.122m (US$2.226m), an increase of 8.6% from the 2006/07 fi nancial year. A&O views this year’s results as evidence that it is part of an emerging ‘global elite’ of six international law firms, which separate themselves in

“In four years’ time, Asia will certainly become very important to us, particularly when we’re in India – and there’s no doubt we’ll be in India” DAVID CHILDS, CLIFFORD CHANCE www.legalbusinessonline.com

FEATURE | revenue growth >>

► 2007–08 FINANCIAL RESULTS FOR UK FIRMS ACTIVE IN ASIA Firm

Revenue

Increase

PEP

Increase

Clifford Chance

£1.32bn (US$2.63bn)

11.0%

£1.15m (US$2.29m)

13%

Freshfields

£1.18bn (US$2.35bn)

19.5%

£1.44m (US$2.87m)

39%

Herbert Smith

£418m (US$832m)

25.0%

£1.00m (US$1.99m)

24%

Allen & Overy

£1.02bn (US$2.02bn)

15%

£1.12m (US$2.23m)

8.6% Source: The Lawyer

terms of “global reach, scale, resources, quality of work and clients”, says David Morley, A&O’s senior partner. Commenting on the results, Brian Harrison, A&O’s managing partner Asia region, notes growth in all core practices of its six Asian offices. In China, the firm saw “best ever results,” and in Hong Kong the firm saw “another strong year across all practice groups with overall global credit crunch problems not impacting significantly”.

Linklaters yet to announce At the time ALB went to press, results were yet to be announced by Linklaters. They are eagerly awaited, given that Linklaters has the best track record among the Magic Circle firms over recent years. For the 2006 /07 fi nancial year, the firm’s revenue increased by 20% to £1.12bn (US$2.23bn), profit increased by 29% to £490m (US$975m), and PEP rose 22% to £1.294m (US$2.576m). Given the large mandates it has won over the last year, and its resilience in the wake of the fi nancial downturn, figures in line with Clifford Chance are forecast. For the 2006 /07 fi nancial year, Linklaters’ Asia operations contributed 11% of the revenues. It had around 130 lawyers in Hong Kong, 50 in Mainland China and 70 in Japan.

However, a large amount of work was structured products and derivatives work, two areas that have since felt the full force of the credit crisis.

Silver Circle firms keeping pace Close on the heels of the Magic Circle firms come several large UK fi rms with significant operations in Asia. Herbert Smith – which comes in at number 37 in the recent ALB 50 survey of Asia’s largest law firms (see ALB Issue 8.6), with 219 fee earners and eight offices in Asia – announced PEP of £1m (US$1.99m), an increase of 24%, and revenues of £418m (US$832m), a 25% rise from the previous year. It is important to consider that only approximately half of Herbert Smith partners are equity partners, and its financial year ends in March, which slightly skews the results. For context, another UK firm in the same tier as Herbert Smith is Norton Rose, which had a 27% increase in turnover to £297m (US$591m). Close behind, Ashurst, posted a 17% rise in revenue to bill £323m (US$643m).

Firm metrics: Apples and oranges? What exactly do these statistics mean and are they useful? In an industry with dense competition but few identical

practices, comparisons are not easily drawn. When it comes to financial performance, however, two metrics have evolved to aid comparisons: turnover, or revenue, and PEP. These statistics are imperfect (and some claim, easily manipulated – particularly PEP), but remain useful tools to analyse just how well a firm is performing, if only against its own past financial performance. The PEP measuring stick is sometimes viewed as a firm’s ‘share price’. But just as the share price of publicly listed companies can fail to reflect true value, PEP can be distorted, as Freshfields’ recent restructuring shows.

An example: Wachtell v Bakers Let’s look at an example of how these metrics are used to compare firms. Wachtell, Lipton, Rosen & Katz, New York’s M&A powerhouse, is ranked 100th by headcount in The American Lawyer’s annual Am Law 100 survey. Despite the firm’s size (or perhaps because of it), Wachtell typically wins pole position for PEP, with US$4.96m for the 2007 financial year and total revenues of US$578.5m. While Wachtell has a reputation for advising on international transactions, with only one office, it does not directly compete against the likes of Baker &

Firms with a large amount of work billed in Euros will have seen a corresponding benefit over the last financial year. Conversely, businesses with significant dollar exposure – including parts of Asia, which are strongly linked to the dollar – will have noticed an adverse effect 32

Asian Legal Business ISSUE 8.7

FEATURE | revenue growth >>

When it comes to financial performance, two metrics have evolved to aid comparisons: turnover, or revenue; and profits per equity partner, or PEP

McKenzie. Bakers is the second largest firm in Asia, according to the ALB 50, with 1,075 fee earners and 14 offices in Asia alone. It has global revenues of US$1.829bn, three times that of Wachtell, but a PEP of only US$1m. Further, Baker & McKenzie operates as a group of regional partnerships (and has a large tier of salaried partners) rather than as a single partnership, like Wachtell.

A more meaningful alternative? Some commentators suggest that a more meaningful statistic would be revenue per partner (RPP), which would

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include salaried and equity partners. In theory, this figure should reveal more about a firm’s leverage and profitability. But consider the recent moves by some firms to promote tranches of senior associates to ‘of counsel’ roles on the way to (or instead of) partnership. This kind of restructure also shifts the playing field, as these lawyers will certainly generate business, and will do so without diluting PEP or RPP. Interestingly, The American Lawyer predicts that if the increase in the proportion of non-equity partners among US law firms continues at the current rate, there will be more non-

equity than equity partners by 2015. Remember, also, that firms often have different fiscal years, the most noticeable difference being the UK fiscal year, which ends on 30 April, and the US fiscal year, which ends on 31 December. Further, there are exceptions to these years within each market. This disparity exposes firms to different parts of the economic cycle and further complicates attempts to compare financial performance.

US firms sharing in Asia’s growth The American Lawyer collects financial data from US-headquartered law firms and releases an annual survey ranking

FEATURE | revenue growth >>

For the year ending 30 June 2007, Baker & McKenzie attributed 24% of its US$1.8bn revenues to its Asian offices

firms according to gross revenues and profits. The magazine released its most recent Am Law 100 report in April, analysing financial performance for the 2007 fiscal year. Just how well are US-based firms doing in Asia? Players such as Mayer Brown, Jones Day, Morrison & Foerster and Paul Hastings have all increased their investment in Asia in recent years, with various levels of success. But on the whole, US firms lack the penetration of the Magic Circle in Asia. For the year ending 30 June 2007, Baker & McKenzie attributed 24% of its US$1.8bn revenues to its Asian offices. After Baker & McKenzie, the next largest US firm in Asia is Mayer Brown JSM, which saw a 9% increase in global revenues to US$1.183bn and a 9% increase in PEP to US$1.24m. Mayer Brown JSM attributed much of the increase in both revenues and PEP to its focused push in Asia, marked by the completion of its merger with Hong Kong firm Johnson Stokes & Master in January 2008. Close behind Mayer Brown is Jones Day, with revenues of US$1.30bn and PEP of US$770,000, the same as last year. This year’s Am Law 100 report notes the culmination of a five-year period

that saw higher than average growth in law firm revenues. The American Lawyer sounds caution that this ‘golden age’ is about to end, as the impact of the credit crisis begins to bite, the counter-cyclical practice areas fail to fire, and net profits are hit by an especially large salary bill, thanks to a one-off special bonus that was paid to almost all associates working for toptier firms. Add to this the investment that certain US firms are making in Asia, and next year’s figures are likely to be very different.

Currency risk brings upside… for now Currency movements impact companies engaged in international trade – and international law firms are not immune. ‘Risk management’ is no longer limited to conflicts of interest and professional malpractice. With the annual turnover of several firms now passing the US$2bn mark, and with much of this revenue derived from foreign markets, law firm CFOs are using sophisticated financial tools to manage risk on their balance sheets. UK firms Ashurst and Simmons & Simmons already have Euro hedges in place and other London-based firms are investigating options to reduce the risk associated with currency exchange.

Right now, firms with substantial European practices are benefiting from the strong Euro. Clifford Chance is a good example, with 38% of revenues derived from Europe. At the moment, it is all upside; for the financial year ending 30 April, the Euro has risen 15% against the pound. Clifford Chance’s finance director Stephen Purse acknowledges that firms like Clifford Chance, with much of their work billed in Euros, will have seen a benefit over the last financial year. Conversely, businesses with significant dollar exposure will have noticed an adverse effect. Freshfields, with its large operation in Germany, estimates that the rise in the Euro was the source of 4% of the increase in global revenue. It is likely that Clifford Chance felt a similar impact. Norton Rose, which also has a large exposure to the Euro, estimates that the exchange rate added around 3%, or just under £9m (US$17.8m) to its bottom line. With a smaller continental presence, Linklaters is expected to feel less of an impact.

Credit crisis jetlag kicks in With such strong financial results, the impact of the credit crisis has clearly yet to be fully felt by the international

► WHERE ARE ALL THE AUSTRALIAN FIRMS? Over 25% of the largest firms in Asia are headquartered in Australia or New Zealand. However, the Australian market is not as transparent as the UK market and firms are not required by law to release financial information. Observers must instead look to league table rankings, changes in headcount and PEP information in publications like Australasian Legal Business, and rely on press comment by managing partners to gauge growth and earnings.

Asian Legal Business ISSUE 8.7

FEATURE | revenue growth >>

► 2007 FINANCIAL RESULTS FOR US FIRMS ACTIVE IN ASIA Firm

Revenue

Increase

PEP

Increase

Baker & McKenzie*

US$1.83bn

20%

U$1.00m

22%

Mayer Brown JSM

US$1.18bn

9.3%

US$1.24m

Jones Day

US$1.30bn

US$770k

Morrison & Foerster

US$894m

15.5%

US$1.27m

15%

Paul Hastings

US$980m

20.4%

US$1.92m

20%

Source: The Lawyer * Fiscal year ending 30 June 2007

legal powerhouses. Firms with diversified practices may believe that they are well placed to ride through the turbulence. But there exists a general air of caution among the UK firms, and greater sobriety among those based in the US, where job losses and writedowns by financial institution clients have been felt more acutely. In such an atmosphere, American law firm managers expect to bunker down for the next few years. Citi Private Bank's Managing Partner Confidence Index for 2007 found confidence in the US legal market had fallen for

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the fourth straight quarter, which is expected to translate into fewer promotions, longer hours and higher billing rates. Despite the low levels of confidence, the Am Law 200 firm leader survey revealed that 92% of firm leaders forecast that PEP will increase next year. It indicated that managing partners expect revenue growth between 5–10%. Freshfields’ Ted Burke’s view on the immediate future is restrained: "Expectations for the coming year are reduced. Law firms tend to lag behind the broader market and a significant

part of our results are attributable to the robust business environment of the first half of 2007. The current market challenges are affecting us all." Helen Mackenzie, Clifford Chance’s chief operating officer for Asia, toes the same line: “We believe we’re likely to see two years of much tougher trading conditions generally.” Moreover, she says, the impact of the credit crunch will depend on “location and practice area; we expect to see a slowdown in transactional work, but some other practices will remain buoyant”. ALB

FEATURE | offshore law firms >>

Senior Counsels and Arbitration ► SENIOR COUNSELS CONSULTED: Philip Jeyaretnam, Partner, Rodyk & Davidson Chelva Rajah, Senior Partner, Tan Rajah & Cheah Jimmy Yim, Managing Director, Drew & Napier Cavinder Bull, Director, Drew & Napier Hri Kumar, Director, Drew & Napier Indranee Rajah, Director, Drew & Napier Harpreet S. Nehal, Director, Drew & Napier

Introduction

uring the last two decades, in Singapore arbitration has grown immensely from a practical form of ‘alternative’dispute resolution system – usually reserved for certain ‘technical’ industries (such as construction and engineering) – and become a primary form of dispute settlement. Globally, arbitration in the international arena has also changed significantly as the world’s community – both the private and public sectors – now relies almost exclusively on arbitration. Singapore as a city state often finds itself needing to remain closely engaged with the demands, changes and developments of the world’s economy. This is so in its keeping up with the emergence of international arbitration as an effective and important commercial dispute resolution mechanism. In Singapore, the liberalisation of the legal industry, among others, which includes the granting of licences to international law firms to operate in Singapore and the freedom of movement of professionals involved in arbitration, is the precursor of an upcoming market that will be very competitive. Competition is not intrinsically bad. Especially in a city state such as Singapore, competition is necessary to continue to eradicate any complacency of practitioners, and to encourage and promote diversity, intellectual growth and ‘creativity’ through the increasing number of foreign talent. Another challenge for the legal industry is the widening gap between top law firms and those in the tiers below. The industry is certainly not without controversy. Rogue lawyers disappearing with clients’ money, lawyers involved in outright scams or lawyers overcharging clients certainly do not

impress the general public. It is no surprise, therefore, that people today, who are more sophisticated than in the past, choose to have reliable and effective representation whenever possible. Small firms have their own value, serving the purposes of certain clients, but it would be rare for a multimillion-dollar dispute to be brought to a firm which cannot be readily identified as having a reputable name and experienced lawyers; without such a name, a firm could even be mistaken for, say, a hardware shop in Chinatown – no disrespect intended! The Singapore Law Society 2006 statistics (obtained from LawSoc’s website) paint a compelling picture. There are 790 law practices that range from having a sole proprietor to being ‘medium-size’ firms (defined by having 30 or less lawyers), whereas there are only 16 ‘large’ law practices (defined as having more than 30 lawyers), a mere 2% of the total. Yet this 2% of firms are the ones that business people are most likely to entrust their disputes to. If, in your opinion, you would only refer your business disputes to a law firm with a household name, you effectively agree with my belief that the top 2% of law firms dominate the market for large, complex and expensive disputes. In addition, there are only 37 Senior Counsels (SC) in private practice, which represents only about 1% of legal practitioners in Singapore. Flash review shows that about 80% of SCs are with ‘large’ law practices. Therefore it can be summarised SCs are the driving force behind the large practices, also plausibly, the backbone of Singapore’s legal industry. The reality is that, as Singapore gradually attains the status of being the arbitration and legal hub of Asia, in conjunction with the influx of foreign firms, competition in the market may get tougher. To some extent, the responsibility then rests on the shoulders of the finest local law practices to compete with the outside world and showcase Singapore’s talent. What is the situation in the field like? It is for this reason that I have decided to examine the topic of our crème de la

crème of lawyers, the SCs in the arbitration industry.

The Senior Counsel (SC) Contrary to common misconception, the British “Queens Counsel” (QC) is not the predecessor of SC. In fact, the concept of SC was introduced in 1997 as a step to enhance Singapore’s legal infrastructure.

“The judges recognised then that an important element of quality justice is quality advocacy. To build up a strong litigation bar, we were prepared to endorse practitioners who have already distinguished themselves… For those who have been appointed, I would remind you that with the mark of distinction comes the robe of responsibility” (FORMER ) CHIEF JUSTICE YONG, OPENING OF LEGAL YEAR 2006 RESPONSE Senior Counsels are appointed on merit by the Selection Committee within the meaning of section 30 of the Legal Profession Act Cap. 161. In terms of the selection criteria, Philip Jeyaretnam SC, immediate past president of the Singapore Law Society, explained that an SC is recognised by the judiciary as ‘possessing excellence in court advocacy’, which includes both oral and written advocacy. He also stated that engaging an SC offers high quality representation while being a less expensive option than senior advocates from foreign jurisdictions, such as English QCs or top American litigators. I agree with this view but how high can the quality of our SCs be? I spoke to Cavinder Bull SC, who was appointed in 2008 and is probably the youngest SC. Academically, he obtained a

Asian Legal Business ISSUE 8.7

Profile FEATURE | offshore law firms >>

Prof. Steve K. Ngo

First at Oxford and did an LLM degree at Harvard. He was admitted to the English, Singapore and New York Bars. When asked what he thinks made him an SC, he succinctly said “international mindset”.

Senior Counsels in arbitrations To get a good perspective on this subject, an authority must be consulted. This authority is Chelva R Rajah SC. A former president of the Law Society, he was a Judicial Commissioner of the Supreme Court (a tenured High Court Judge), and an arbitrator and arbitration lawyer (his late father was Justice AP Rajah). When asked about SCs in arbitration, Mr Rajah said that the SC classification ‘helps clients to identify a good advocate and acts as a ready reference’. This is given that arbitration proceedings today are akin to a High Court hearing and involve large disputes. In turn, Hri Kumar SC thinks that, because we may not know the standard of advocacy of lawyers from some jurisdictions e.g. North America where they do not have a system of distinguishing their lawyers, SCs are particularly helpful for clients who want the best representation and not wanting to take risks. I fully agree with this because of the special features of arbitration; among other aspects, no opportunity for appeals is offered, which can be a major hazard. The relaxation of the Legal Profession Act means that, practically, a person who is not legally trained including lawyers who have not been called to the bar can represent parties as attorneys in arbitration. Surely, arbitration is not reserved for SCs and certainly, even non-lawyers might perform well against SCs in arbitration proceedings. Philip Jeyaretnam SC concurs that there are good advocates who are not SCs and there are many counsels who have subject specialty or good industry knowledge, making them effective in arbitration proceedings. This is true because arbitrations, more often than not, involve intricate issues of specialty knowledge. However, the argument persists that ‘SC’ symbolises quality which some would not wish to compromise. Do SCs possess

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a relatively superior knowledge of and intellectual ability in law? To some extent, the answer would be positive. Apart from formal education, Indranee Rajah SC added that a lot of training, nurturing and mentoring has enabled SCs to make it where they are today. Keeping abreast with the law is also crucial, she said. Again, I agree with this view because from my experience dealing with continuing legal education, the majority of practitioners here do not find continuous learning that important. Evidently, the subject of international law is often very scholarly. Arbitration today is international and ‘international arbitration is, of course, imbedded in the general framework of international law’ (Professor Dr Karl-Heinz Bockstiegel in an article published in Arbitration International, volume 22, 2006).

Are Senior Counsels the preferred arbitrators? Clearly, this argument has two prongs and each must be addressed. Although it is often said that lawyers are trained to take sides, it is also a fact that good advocates must be capable of stepping into the shoes of their opponent and such training will contribute to the making of a good arbitrator. Jimmy Yim SC thinks that the misconception would be absolutely false for the genuinely good advocate (like an SC) because he/she would be accomplished at playing ‘devil’s advocate’ in order to know their opponent’s thinking and strategies, or even to get into the minds of the judges or arbitrators! On the other hand, not all SCs should think that they would automatically make a good judge/ arbiter, because the latter requires skills of a very high level, which is a particularly specialist quality. However, they can easily be the preferred arbitrators because of their, among others, experience, intellect and acumen. Harpreet Singh Nehal SC shared with me his experience of being the preferred arbitrator by choice in an international hearing. The British QCs today are heavily involved as arbitrators all over the world and this is certainly not an exception for SCs as

undeniably, people look at SCs as the benchmark in the global legal community. Certainly, SCs are not the only best arbitrators - they are the preferred brand. When in a pressing situation, it would be wise to appoint them as arbitrators. However I would say that a collaborative approach would be best. These days, arbitrations usually involve a tribunal of three arbitrators and this can take the form of a combination of the SC and technical arbitrator partnership.

Conclusion Singapore is a perfect example of the successful meeting of East and West in a very intellectual arena. As a city state with no natural resources, we have learnt to be resilient and resourceful. Our SCs have probably been involved in more international arbitrations in a significant style in the global arena than have other nationals. One such example is Michael Hwang SC. Also, some of us Singaporean dispute resolution professionals have got out of our comfort zones, venturing into emerging markets with the view to establishing cooperation and network. It is almost needless to say that, for many decades to come, SCs will continue to play an important role and contribute to the local, regional and international scene of arbitration. As well as having vociferous, eloquent and calculated voices in the litigation and arbitration sparring arena, they now also command great respect as arbitrators both at home and overseas. Prof. Steve K. Ngo is the cofounder and Deputy SecretaryGeneral of Trisakti Arbitration Institute, Trisakti University Law School, Jakarta. He is also the first Deputy SecretaryGeneral of the Western Australian Institute of Dispute Management at the Murdoch University School of Law. Steve is an educator, consultant, arbitration practitioner and thinker. He does not hold himself out to practice Singapore laws. For feedback, he can be contacted at stevekngo@singnet.com.sg

SPECIAL REPORT | Indonesia >>

ALB

INDONESIA

Asian Legal Business ISSUE 8.7

SPECIAL REPORT | Indonesia >>

Indonesian R&R

Resources and reform are driving the Indonesian legal market and attracting investment from around Asia and across the world looking for a haven from storms abroad

s the last century drew to a close, Indonesia was in trouble. The hardest hit of all the Pacific Rim nations by the Asian economic meltdown, the rupiah plunged, inflation skyrocketed, 13.5% was shaved off its GDP in 1998 alone and its president was forced to resign. Yet today, Indonesia’s economy is bustling, its sharemarket has grown by nearly 10% since the beginning of the year (and has nearly doubled since this time two years ago), and a newfound political stability is creating impetus for corporate, banking and structural economic reform. Indonesia has become a different place, with the hardships endured a decade ago almost as much a part of history as the epic ancient tales told in the nation’s wayang shadow plays. And the local legal market is reaping the benefits.

Very resourceful Today, the pressure for resources, especially from China, is pushing deal after multi-billion dollar deal onto the market in the extractive sector. Liberalising reforms and political stability, coupled with new corporations legislation – including new maritime regulations and Law 40/2007 – have further fostered a welcoming market

► FOREIGN FIRM ASSOCIATIONS • Allens Arthur Robinson – Widyawan & Partners • Baker & McKenzie – Hadiputranto, Hadinoto & Partners • Blake Dawson – Soebagjo, Jatim & Djarot • Clifford Chance – Mochtar Karuwin & Komar • Corrs Chambers Westgarth – Hanafiah Ponggawa & Partners • Deacons – Brigitta I Rahayoe & Syamsuddin • Freehills – Soemadipradja & Taher • Haarmann Hemmelrath – Hanafia Ponggawa & Partners • Herbert Smith LLP – Hiswara Bunjamin & Tandjung • Minter Ellison – Makarim & Taira S • Norton Rose – Lubis Ganie Surowidjojo • Rouse & Co International – Suryomurcito & Co

for foreign direct investment and a new spirit of innovation in the deal market. And a dynamic market for recruitment has continued active lateral movement between firms and overall growth. In short, the legal market continues to be, as one partner famously described it to ALB magazine last year, “hunky dory”. “The trend from late 2006, peaking in 2007 but continuing now, has been one of continued activity on the M&A side of things, with more emphasis now on the equity rather than the debt side, and a special focus on natural resources,” says Andre Rahadian,

► SOME OF INDONESIA’S LARGEST FIRMS Firm

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Total fee earners

Managing partner

Total lawyers

Total partners

Hadiputranto, Hadinoto & Partners

80 Timur Sikurno

Soewito Suhardiman Eddymurthy & Kardono

51 Dyah Soewito

Ali Budiardjo Nugroho Reksodiputro

43 Mardjono Reksodiputro

Makarim & Taira S

41 Rahayuningsih H Hoed

Lubis Ganie Surowidjojo

Mochtar Karuwin & Komar

32 Emir Kusumaatmadja

Soemadipradja & Taher

24 Rahmat Soemadipradja

Multiple

Note: This table does not purport to be exhaustive. Figures are provided by the firms themselves and are accurate to June 2008. Where firms are unable to supply figures, websites have been used

SPECIAL REPORT | Indonesia >>

partner with Hanafiah Ponggawa & Partners in Jakarta, summing up the current state of the Indonesian legal market. As a result, Indonesia’s robust hiring climate “in general has remained the same this year, although the tightening of the market may well force certain mid-sized or smaller firms to reconsider their alliance strategies, or consider mergers”, reports Timur Sukirno, chairman of Baker & McKenzie-aligned Hadiputranto, Hadinoto & Partners (HHP), which boasts the country’s largest legal firm headcount, with 80 lawyers including 14 partners. According to Rahadian, it is outside cash that is largely responsible for Indonesia’s good turn. “Foreign investment continues to be quite strong. We have, of course, many original investors from Japan and the UK quite active here, but these days India and China are by far the biggest investors, specifically in the area of power and natural resources,” he says. “Thailand, as well, Timur Sukirno, HHP has been making some substantial investments in the areas of shipping and natural resources. And while we’ve largely been isolated from the negative effects of the sub-prime crisis” – as indeed have most Asian economies – “high oil prices are taking their toll, especially on industries that have high costs in US dollars but receive their revenue in rupiahs,” he continues. This is a sentiment being echoed across the Indonesian legal community. “Judging from our experience, we haven’t seen any drop-off in work over the past year, and things are especially strong in the natural resources and mining sectors,” reports Karl Park of Mochtar Karuwin & Komar (MKK), a mid-sized Jakarta firm allied with Clifford Chance.

Reform school But it is not just a wave of moneyseeking resources that is driving Indonesia. Economic reforms and political stability are playing a leading role as well. Last year, many were quietly grousing about the perceived 42

“Indonesia has a lot of long-term potential, and any sophisticated investor who’s in it for the long term shouldn’t be holding back” EDDY HENDRA, HENDRA SOENARDI & REKAN nationalism of the country’s thenfreshly minted investment law, with the potential threat to exclude foreign investment with its ownership restrictions and ‘negative lists’. However, a lack of enabling regulations has turned attention to a new tranche of regulations which have, in the main, been far more positively received by lawyers in Indonesia. A new maritime law is bringing further rationality and efficiency to the country’s ports and shipping industry. Anti-corruption statutes have been backed up by aggressive enforcement actions. New banking laws and regulations, including new provisions for electronic transactions, have been especially well received, although these reforms are, in the words of one senior partner, “very much a work in progress”, because many of the regulations that will see the laws implemented have yet to be issued or even opened to public comment and lobbying. But the crown jewel of the current deregulation push comes in the form of Law 40/2007, which was passed last year to replace the old Corporations Act with an eye towards “giving investors more certainty and increasing corporate governance”, according to Harun Reksodiputro, a partner with HHP’s commercial practice. One of the few areas of the economy that remains untouched by this wave of deregulation is the legal industry itself. Foreign law firms still cannot operate an office in Indonesia, forcing many large international firms to team up with local market leaders to take part in the action. For example, Baker & McKenzie has a member firm in Jakarta in the form of HHP, and Allens Arthur Robinson has teamed up with Widyawan & Partners (and in July named its first partner at that firm – its first from a non-common law jurisdiction).

With rights come responsibilities One of the most innovative and controversial aspects of Indonesia’s new legal regime is its emphasis on corporate social responsibility (CSR). With the passage of the Act – specifically sec 74 – Indonesia has become the first country to make CSR a question of law and putting teeth behind what could have been merely lip service. Many lawyers note that several major Indonesian businesses had been preaching the CSR gospel long before the legislature took up the cause. “Certainly, when this provision was first mooted in the draft Company Law it did raise the hackles of a lot of our clients,” admits Emir Kusumaatmadja, a banking & finance specialist and partner with MKK. But despite the law now being more than a year old, proposed regulations Harun have not yet been issued Reksodiputro, HHP for public comment. “We won’t be able to know enough about it until the implementing regulations are introduced,” Emir says. One key issue, though, will be how the tax laws treat CSR expenditures, notes Reksodiputro.

Addressing the issue of Sharia compliance Perhaps ironically, given the fact that the country is home to the largest population of Muslims in the world, is the fact that Sharia-compliant banking instruments have not yet taken off in Indonesia. In Malaysia 13% of all banking assets are Sharia-compliant – interest, or usury, is forbidden in Islam, so structured finance vehicles such as sukuk ijarahs in which ‘usufruct’ or beneficial ownership of an asset, is transferred to a holding company or special purpose vehicle. In Indonesia, however, the figure is just 2%. Asian Legal Business ISSUE 8.7

SPECIAL REPORT | Indonesia >>

While much of the gap can be explained by Malaysia’s aggressive promotion of Islamic financing in an attempt to woo investment from cash-rich Gulf States, a further explanation can be found in the differing legal structures and legacies of Malaysia and Indonesia. Whereas Malaysia inherited a tradition of British common law, with commercial statutes that are much more flexible in accommodating innovative transactions, Indonesia’s Dutch civil law legacy is still playing catch-up. “In all Sharia structures, you need an asset for the basis of a transaction,” explains Baker & McKenzie’s Indri Pramitaswari. “Normally, you sell the beneficial right over the Indri asset, but at the moment Pramitaswari, the tax authority doesn’t Baker & McKenzie recognise the difference between beneficial

ownership and legal ownership. Because there hasn’t been any special ruling on Sharia law structures, the tax authorities still count this sale as subject to VAT.” Ultimately, she cautions, sukuk ijarahs and other Islamic financial instruments must be looked at with the cool detachment of the balance sheet, and only implemented where they make sound commercial sense to do so – for example, to tap promising funds markets. This approach was highlighted in May by the Central Bank of Indonesia’s Dr Muhammad Syafii Antonio, when speaking to Australia’s ABC Radio: “We have to see the Islamic instrument not from a narrow-base religious approach, but from a wider approach: how to accelerate the growth and development of Indonesia.” According to Antonio, the Indonesian government’s current push to grow the Sharia-compliant market could result in a doubling of Islamic investment, from 2.3% of the national bond market to as much as 5% in coming years.

“We have to see the Islamic instrument not from a narrow-base religious approach, but from a wider approach: how to accelerate the growth and development of Indonesia” DR MUHAMMAD SYAFII ANTONIO, CENTRAL BANK OF INDONESIA

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The politics of prosperity But while political and economic reform continues apace, next April’s elections – only the second round of national balloting in modern Indonesia’s history – has some people, particularly foreign investors, raising eyebrows and wondering if it does not make sense to stay on the sidelines until the next government is assured. Because of the upcoming election, “as a general rule, people are feeling somewhat more cautious about investment”, says Hendra Soenardi & Rekan’s Eddy Hendra. Hendra nonetheless thinks that the electoral cycle is no reason for foreign companies to hold back on their plans to invest. That being said, there are certainly ways for would-be dealmakers to protect themselves. “For surface industries, I definitely think this is a great time to invest,” says Rahadian, who is optimistic that the Yudhoyono government will be returned. “For infrastructure projects, however, it’s probably best to proceed with government guarantees and export credits,” he continues. “Indonesia has a lot of long-term potential, and any sophisticated investor who’s in it for the long term shouldn’t be holding back,” says Hendra. ALB

FEATURE | Japan Law Awards coverage >>

ALB Japan Law A night to remember… ALB is proud to announce the winners of the 2008 Japan Law Awards, where the best and the brightest of the Japanese legal and dealmaking community came out to shine in May at the Ritz Carlton in Tokyo

HOW THE BIG FOUR FARED

Nishimura & Asahi

Mori Hamada & Matsumoto

Anderson Mori & Tomotsune

Nagashima Ohno & Tsunematsu

apan’s legal and dealmaking community came out in force on 30 May at the Ritz Carlton hotel in Tokyo to honour the winners of this year’s ALB Japan Law Awards and celebrate the best work produced by the profession over the course of 2007. The country’s ‘Big Four’ law firms were the big winners on the night, though many smaller firms that serviced winning deals were also recognised. This year Nagashima Ohno & Tsunematsu was the big winner, taking away seven trophies, including both the coveted Japan Deal Team of the Year trophy (for the work of its M&A team) and the Japan Deal Firm of the Year award. But the evening was not all about the best known players; H Okada won the increasingly popular award for Osaka Firm of the Year, while the prestigious Lifetime Achievement Award was given to Baker & McKenzie GJBJ’s Kunio Aoki in recognition of several decades of service to the legal profession and his work on behalf of most of Japan’s household name corporations. It was, as always, a spectacular night. ALB would like to congratulate all winners and fi nalists and thank the literally hundreds of legal professionals who helped to make the night possible.

FIRMS OF THE YEAR Dispute Resolution

Nagashima Ohno & Tsunematsu

Insolvency

Nishimura & Asahi

Intellectual Property

Mori Hamada & Matsumoto

Offshore

Conyers Dill & Pearman

Osaka

H Okada

Lifetime Achievement Award

Kunio Aoki – Baker & McKenzie GJBJ

IN-HOUSE TEAMS OF THE YEAR TMT

IBM Japan

Banking & Financial Services

Aozora Bank

Trading Company

Mitsubishi Corporation

Japanese Investment Bank

Mitsubishi UFJ

International Investment Bank

Nikko Citigroup

Japan In-House Lawyer

Laurence Bates – GE

Japan In-House Team of the Year

Aozora Bank

DEALS OF THE YEAR Real Estate

LCP REIT Acquisition from GE Real Estate

Securitisation

Softbank Mobile Installment Receivables

Debt Market

GE Capital Corporation Bond issue

Equity Market

Sony Financial Holdings Global IPO

M&A

Citigroup – Nikko Cordial

International Dealmaker

Izumi Akai - Sullivan & Cromwell

Japanese Dealmaker

Hironori Shibata – Anderson Mori & Matsumoto

International Deal Team

Sullivan & Cromwell – Capital markets

Japanese Deal Team

Nagashima Ohno & Tsunematsu - M&A

Japanese Deal Firm

Nagashima Ohno & Tsunematsu

Japan Deal of the Year

Citigroup – Nikko Cordial Asian Legal Business ISSUE 8.7

FEATURE | Japan Law Awards coverage >>

Awards International Risk International Risk (www.intl-risk.com), formerly the regional investigative arm of a major global accounting and professional services firm and now a wholly-owned subsidiary of NYSE-listed FTI Consulting Inc. (www.fticonsulting.com), is the leading risk mitigation consulting and investigative organisation in Asia. International Risk provides comprehensive business risk solutions including brand protection strategies & intellectual property investigation services, investigative due diligence services, fraud and corporate investigations, business intelligence, political and security risk assessments and crisis containment services to the worldâ&#x20AC;&#x2122;s leading law firms and organizations. International Risk has offices strategically located in Hong Kong, Tokyo, Beijing, Shanghai, Guangzhou, Singapore, New York and San Francisco, and operates globally.

Legal Futures Japan Legal Futures offers professional and specialised legal, compliance and financial services recruitment expertise throughout Asia placing the highest caliber candidates within the banking and financial services, private practice and corporate sectors.

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FEATURE | Japan Law Awards coverage >>

And the winners are...

firms of the year DISPUTE RESOLUTION FIRM OF THE YEAR

INTERNATIONAL RISK LTD INTELLECTUAL PROPERTY FIRM OF THE YEAR

WINNER

NAGASHIMA OHNO & TSUNEMATSU

WINNER

MORI HAMADA & MATSUMOTO

FINALISTS

• MORI HAMADA & MATSUMOTO • ANDERSON MORI & TOMOTSUNE • HERBERT SMITH • MORRISON FOERSTER

• • • • •

Why: One of the biggest names in dispute resolution, this firm was recognised not just for the depth of its dispute resolution practice but its breadth, with attorneys skilled across disciplines ranging from IP to heavy industry.

Presenter - Claire Chino (Itochu) Winner - Nagashima Ohno & Tsunematsu

TMI YUASA AND HARA MOMOO, MATSUO & NAMBA SEIWA PATENT & LAW NAKAMURA & PARTNERS

Why: Since merging with boutique IP practice Max Law Offices two years ago, Mori Hamada & Matsumoto has become a leader in this growing category, handling everything from patent matters to domain name infringement cases in both the Japanese and international arenas.

INSOLVENCY FIRM OF THE YEAR WINNER

NISHIMURA & ASAHI

OFFSHORE FIRM OF THE YEAR WINNER

CONYERS DILL & PEARMAN

FINALISTS

• MOMOO, MATSUO & NAMBA • CITYYUWA • MIYAKE IMAI & IKEDA • NEW TOKYO

• • • •

Why: Nishimura & Asahi won high marks for its work on such insolvency transactions as CCPC’s US Chapter 11 filing and Japanbased reorganisation and the liquidation of the Toshiba Ginza Building.

Presenter - Claire Chino (Itochu) Winner - Nishimura & Asahi

Presenter - Stuart Witchell (International Risk Ltd) Winner - Mori Hamada & Matsumoto

APPLEBY DILLON EUSTACE MAPLES & CALDER WALKERS

Why: A perennial favourite at ALB law awards around Asia, Conyers Dill & Pearman was recognised for its continued leadership in offshore transactions and especially its innovative use of new Cayman Islands laws with respect to vessel registration.

Presenter - Fumitaka Eshima (UBS)_ Winner - Conyers Dill and Pearman (ALB rep receiving award on behalf of Conyers)

Asian Legal Business ISSUE 8.7

FEATURE | Japan Law Awards coverage >>

OSAKA FIRM OF THE YEAR WINNER

WINNER

H OKADA

KUNIO AOKI  BAKER & MCKENZIE GJBJ

FINALISTS • OHEBASHI LPC • KIKKAWA LAW OFFICES • KITAHAMA GROUP

FINALISTS • • • •

Why: With Osaka quickly becoming Japan’s ‘second city’ for the finance industry, H Okada took out this award in recognition especially of its intellectual property credentials.

Presenter - Mark Hunsaker (Nikko Citigroup) Winner - H Okada

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LIFETIME ACHIEVEMENT AWARD

SHIGEAKI MOMOO MOMOO, MATSUO & NAMBA NOBUYUKI TOMOTSUNE ANDERSON MORI & TOMOTSUNE HARUMICHI UCHIDA MORI HAMADA & MATSUMOTO KAORUHIKO SUZUKI PAUL HASTINGS

Why: With four decades of legal experience to his credit, Kunio Aoki has become one of the best-known and most respected names in the Japan corporate finance and M&A arenas, having handled countless IPOs and NYSE listings for many of Japan’s household name corporations.

Presenter - Fumitaka Eshima (UBS) Winner - Kunio Aoki (Baker & McKenzie GJBJ)

FEATURE | Japan Law Awards coverage >>

And the winners are...

inhouse teams of the year TMT IN-HOUSE TEAM OF THE YEAR

LEGAL FUTURES JAPAN BANKING & FINANCIAL SERVICES IN-HOUSE TEAM OF THE YEAR

WINNER

IBM JAPAN

WINNER

FINALISTS • • • • •

JTV NEC LEGAL DIVISION NTT DOCOMO JUPITER TELECOMMUNICATIONS J:COM TOSHIBA

Why: IBM’s local inhouse team won kudos from judges and peers as the firm embarked on a variety of new projects in the computing and memory fields.

AOZORA BANK

FINALISTS • • • • •

CITIGROUP JAPAN ORIX GE SHINSEI BANK SUMITOMO MATSUI

Why: In a year when many banks suffered hits from a declining credit market, Aozora inked an agreement with Sumitomo Trust to consolidate resources in a well-received deal by local markets.

Presenter - Amber Clinton (Legal Futures) Winner - Aozora Bank

Presenter - Hisashi Hara (Nagashima Ohno & Tsunematsu); Winner - IBM Japan

TRADING COMPANY IN-HOUSE TEAM OF THE YEAR WINNER

MITSUBISHI CORPORATION GE GM ITOCHU MARUBENI CORPORATION MITSUI GROUP SUMITOMO GROUP

Why: The in-house team at Japan’s leading trading corporation had a busy 2007 as the company continued to sign agreements and make acquisitions in areas as diverse as biofuel technology to financial services.

WINNER

NIKKO CITIGROUP

FINALISTS • • • •

FINALISTS • • • • • •

INTERNATIONAL INVESTMENT BANK TEAM OF THE YEAR

Presenter - Jeff Natori (Cadence Design Systems) Winner - ALB representative on behalf of Mitsubishi Corporation

JPMORGAN MORGAN STANLEY MERRILL LYNCH UBS

Why: This bank’s in-house team had its hands full in 2007 as Nikko Citigroup served as Japanese advisor to a number of key transactions, including the M&A Deal of the Year-winning Citigroup acquisition of Nikko Cordial - the largest-ever acquisition of a Japanese company by a foreign company.

Presenter - Akira Kawamura (Anderson Mori & Tomotsune) Winner - Nikko Citigroup

Asian Legal Business ISSUE 8.7

FEATURE | Japan Law Awards coverage >>

JAPAN INVESTMENT BANK TEAM OF THE YEAR WINNER

MITSUBISHI UFJ

JAPAN IN-HOUSE LAWYER OF THE YEAR WINNER

LAURENCE BATES  GE

FINALISTS

• DAIWA • NOMURA • CITIGROUP JAPAN

• AARON EDDINGTON, UBS • AKIKO YAMAHARA, NIKKO CITIGROUP • CHIKARA MOMATA, CITIGROUP JAPAN • FUJI OKADA, NEC • TOMOKO ASAHI, MERRILL LYNCH • USHIO KAWAGUCHI, TOSHIBA

Why: This firm’s in-house team won high marks for its involvement in many of this year’s short-listed transactions, including Volvo’s acquisition of Nissan Diesel Motor Co.

Presenter - Sebastian Grusen (Nippon Boehringer Ingelheim) Winner - Mitsubishi UFJ

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Why: Laurence Bates was singled out by nominating firms for his professionalism and diligence throughout a number of transactions, including a major short-listed bond issue.

Winner - Laurence Bates (GE) (GE representative pictured)

FEATURE | Japan Law Awards coverage >>

And the winners are...

JAPAN IN-HOUSE TEAM OF THE YEAR WINNER

AOZORA BANK

deals of the year REAL ESTATE DEAL OF THE YEAR WINNER

LCP REIT ACQUISITION  GE REAL ESTATE

Firms: Nagashima Ohno & Tsunematsu, Anderson Mori & Tomotsune Banks: UBS Securities Accountants: Ernst & Young Why: This complicated transaction involved the acquiring J-REIT being sponsored by multiple local developers in a cash and shares transaction that was further financed through non-recourse debt financing by UBS Securities. Presenter - Mari Hiraizumi (Bayer Yakuhin) Winner - Aozora Bank

Presenter - Glen Sugimoto (Dresdner Kleinwort) Winner - LCP Reit

SECURITISATION DEAL OF THE YEAR WINNER

WINNER

Firms: Nagashima Ohno & Tsunematsu, Mori Hamada & Matsumoto, Anderson Mori & Tomotsune Banks: Citibank, Mizuho Corporate Bank

Firms: Nagashima Ohno & Tsunematsu, Nishimura & Asahi, Linklaters Banks: Mitsubishi UF J, Mizohu Securities, Mizuho Corporate Bank Accountants: KPMG AZSA

Why: This massive US$18bn-plus securitisation deal was also the first securitisation transaction backed by the instalment sales receivables for mobile handsets and is likely to become the standard model for the securitisation of instalment sales receivables.

Why: Although GECC had once been a stalwart of the Samurai bond market, this deal marked the return of the company to the arena with its new “Exchangeable Bonds” structure whereby the book-entry bonds incorporate an “exchangeable right” that entitles their holders to exchange the book-entry bonds for bearer bonds with the same terms.

SOFTBANK MOBILE INSTALMENT RECEIVABLES

Presenter - Glen Sugimoto (Dresdner Kleinwort) Winner - Softbank Mobile

DEBT MARKET DEAL OF THE YEAR

GE CAPITAL CORPORATION BOND ISSUE

Presenter - Catherine O'Connell (Mitsubishi Motors) Winner - GE Capital Corp

Asian Legal Business ISSUE 8.7

FEATURE | Japan Law Awards coverage >>

EQUITY MARKET DEAL OF THE YEAR

INTERNATIONAL DEALMAKER OF THE YEAR

WINNER

Firms: Sullivan & Cromwell, Nagashima Ohno & Tsunematsu, Anderson Mori & Tomotsune, Simpson Thacher & Bartlett Banks: JPMorgan, Nomura Accountants: PwC Aarata

Why: Mr Akai won high marks from submitting firms and judges alike for his work on some of the largest and most significant IPOs of the year, including 2007’s Deal of the Year, Citigroup’s acquisition of Nikko Cordial.

SONY FINANCIAL HOLDINGS GLOBAL IPO

IZUMI AKAI, SULLIVAN & CROMWELL

Why: Japan’s largest IPO of 2007, this offering raised over US$3bn for Sony’s financial unit that has life insurance, non-life insurance and banking businesses under one umbrella, and was a particular achievement given that it flew into the storm of both the sub-prime crisis and a difficult local regulatory environment surrounding insurance companies in general relating to non-payment of premiums.

Presenter - Catherine O'Connell (Mitsubishi Motors) Winner - Sony Financial Holdings Global IPO

Presenter - Victoria Becker (State Street Bank & Trust) Winner - Izumi Akai (Sullivan & Cromwell)

M&A DEAL OF THE YEAR WINNER

CITIGROUP  NIKKO CORDIAL Firms: Davis Polk & Wardwell, Mori Hamada & Matsumoto, Nishimura & Asahi, Paul Weiss, Nakamura Tsunoda, Morrison & Foerster Banks: GCA Corporation, Greenhill & Co., Nikko Citigroup Why: Taking advantage of the new company law which was passed in May 2007, this was not only the first “triangular transaction” to be allowed under the new regime but was also the largest tender offer in Japan, made just as Nikko Cordial was on the verge of delisting after an accounting scandal.

Presenter - Masato Suzaki (Softbank Corp) Winner - Citigroup Acquisition of Nikko Cordial

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JAPAN DEALMAKER OF THE YEAR WINNER

HIRONORI SHIBATA, ANDERSON MORI & TOMOTSUNE

Why: As with his counterpart in the International Dealmaker category, Hironori Shibata was involved in some of the biggest deals of 2007, including Citigroup-Nikko Cordial and the Universal Studios Japan IPO which was a strong contender in its category. His continued high profile this year makes him a strong contender in next year’s awards.

Presenter - Victoria Becker (State Street Bank & Trust) Winner - Hironori Shibata (Anderson Mori & Tomotsune)

FEATURE | Japan Law Awards coverage >>

And the winners are...

INTERNATIONAL DEAL TEAM OF THE YEAR

JAPAN DEAL TEAM OF THE YEAR

WINNER

Why: Sullivan & Cromwell’s capital markets team came to this year’s awards with an outstanding reputation among peers and panellists, and its victory in this category was sealed by its work on many of the major IPOs of the year.

Why: Led by practice head Kenichi Fujinawa, NO&T’s M&A practice was highly regarded for its work in 2007 on a number of significant transactions, including the buyouts of Sanyo Electric Credit Co. and Shinwa Bank as well as Volvo’s awardwinning takeover of Nissan Diesel.

SULLIVAN & CROMWELL  CAPITAL MARKETS

NAGASHIMA OHNO & TSUNEMATSU  M&A

Presenter - Mari Hiraizumi (Bayer Yakuhin) Winner - Sullivan & Cromwell (Capital Markets)

JAPAN DEAL FIRM OF THE YEAR

Presenter - Mari Hiraizumi (Bayer Yakuhin) Winner - Nagashima Ohno & Tsunematsu

WINNER

NAGASHIMA OHNO & TSUNEMATSU

Why: A strong performer across all major deal categories, NO&T made it across the line for its high-level involvement in many of the year’s winning and short-listed deals.

Presenter - Michael Hancock (HSBC) Winner - Nagashima Ohno & Tsunematsu

JAPAN DEAL OF THE YEAR WINNER

CITIGROUP  NIKKO CORDIAL ACQUISITION

Presenter - Michael Hancock (HSBC) Winner - Citigroup Acquisition of Nikko Cordial

Asian Legal Business ISSUE 8.7

FEATURE | travel survey >>

Business travel survey: ALB Editor’s Choice 2008 Business travel is a fact of life, but it doesn’t have to be a miserable one. We scoured the region for the best places to stay, what to do there, and how to get there

…the long and winding road E

veryone who travels for business has at least one travel horror story. But while tales of epic flight delays and being charged top-dollar for windowless, unairconditioned hotel rooms might be amusing in the retelling, they are not a lot of fun to live through when one has a full slate of meetings on the next day. And the fact remains that despite rising airfares, increasingly intrusive security measures and the rise of teleconferencing technologies, business travel appears here to stay. Sometimes there is just no substitute for the faceto-face meeting or negotiation. So we scoured the region, drew on our own experiences, and talked to some of the busiest travellers in the business to pick the winners of this ALB Editor’s Choice 2008 for travel in the AsiaPacific region.

Asian Legal Business ISSUE 8.7

FEATURE | travel survey >>

Conrad Hong Kong

Four Seasons Hotel

Best business hotels TEL/RESORT

Conrad Hong Kong Pacific Place 88 Queensway Hong Kong, China Tel: 852-2521-3838 It is no surprise the Conrad Hong Kong’s 467 rooms and 46 suites are a perennial favourite of ALB readers, who, after all, have the experience and nous to know what separates a great hotel from the merely ‘good’. But whether it is the luxuriously appointed rooms, the five executive floors complete with business centre, the award-winning restaurants or simply the fact that every room enjoys breathtaking views across Hong Kong Harbour and Victoria Peak that makes the Conrad Hong Kong so beloved of its fiercely loyal clientele is anyone’s guess. But while business travellers are especially keen on the hotel’s leading

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edge, 24/7 business services – from the high-tech to the traditional, including comprehensive secretarial services – the Conrad Hong Kong is hardly a stuffed suit. Virtually everyone who stays at the Conrad notes how far staff go to make visitors feel at home – no small achievement in an imposing 61-storey tower. While the hotel is conveniently located a stone’s throw from the MTR, the Peak Tram, and the ferry connecting Hong Kong with Kowloon, it also boasts some of the best restaurants, bars and lounges in the city. Meanwhile, a vast, columnless ballroom makes the hotel the perfect venue for hosting major events, launches, ceremonies and parties. All in all, the Conrad Hong Kong is widely agreed by travellers to be the benchmark by which five-star hotels in the region should be judged.

g Four Seasons Hotel Hong Kong 8 Finance Street, Central Hong Kong, China Tel: 852-3196-8888

TEL/RESORT

Many ALB readers may not have thee time for the luxuries on offer at the Four Seasons Hotel in Hong Kong, but it is nice to know they are there. Such as the breathtaking free-form infinity edge pool looking out over the harbour. Or Lung King Heen, the spectacular Cantonese restaurant perched atop the hotel. Or the long list of extra touches that make staying in any Four Seasons property such a special event, even for the most jaded traveller. For these reasons, plus the 24-hour business centre and the extra attention provided by the 45th floor Executive Club Lounge, the Four Seasons Hong Kong is one of our favourite hotels in the region.

FEATURE | travel survey >>

Business travel survey: Editor’s Choice 2008 China World Hotel Beijing No 1 Jianguomenwai Avenue Beijing 100004 China Tel: 861-6505-2666

TEL/RESORT

It is not surprising that this hotel is managed by the Shangri-La Group, because that is a pretty fair description of what this hotel offers weary travellers to Mainland China’s capital. With its position anchoring the China World Trade Centre, and just steps away from Beijing’s central business district and the Forbidden City, China World is not just a luxury haven but a conveniently located one as well. Particularly well liked for its meeting facilities, the hotel can accommodate gatherings for up to 2,000 people. Strings Hotel Tokyo 26-32Fl Shinagawa East One Tower 2-16-1 Konan, Minato-ku, Tokyo 108-8282, Japan Tel: 813-4562-1111 Fax: 813-4562-1112

TEL/RESORT

Banyan Tree Phuket 33, 33/27 Moo 4, Srisoonthorn orn Road Cherngtalay, Amphur Talang Phuket 83110 Thailand Tel: +66-76-324-374

TEL/RESORT

Sheraton Sanya Resort Yalong Bay National Resort District Sanya, Hainan Province 572000 China Tel: 869-88855-8855

TEL/RESORT

The Strings Hotel is a hidden gem: hidden because it is in the recently developed and slightly peripheral Shinagawa district of Tokyo; a gem because of its architecture, design and service. The hotel starts halfway up a modern office tower. Once you are through the restrained drama of the ground-floor elevator/entrance area, you are whisked skyward and on arrival at the 26th floor the sound of running water tempts you into the 10-storey atrium. Flooded with natural light and adorned with wood, glass and stone, the atrium is a sermon in understated elegance and modern Japanese design. It is an impressive yet refined setting for business drinks and especially the relaxed breakfast buffet. The theme continues in the 211 guest rooms, whose slightly compact dimensions (well, this is Tokyo) are forgotten as soon as one sees the panoramic views outside and the superbly attractive and, again, understated design inside. For the discerning, Strings is a delight to the senses – not something that many business hotels can claim.

Our favourite resorts

Then there is the outstanding service level that Strings achieves. This reviewer had a collection of large and awkward items to get quickly from Tokyo to Shanghai. Within half an hour, a smiling and friendly staff member had them beautifully protected, wrapped, boxed and on their way to the courier – postage charge only. And this hotel has a final flourish: emerge at the ground floor and you are a very short, undercover walk away from direct airport (Narita) express trains and shinkansen to Nagoya, Osaka and the south – no crowds, no train changes, no hassle.

Strings Hotel Tokyo China World Hotel

Strings Hotel Tokyo

Best serviced apartments – region TEL/RESORT

Ascott The Residence “Life is about living” is Ascott The Residence’s motto, and we are inclined to agree. For those times when the anonymity of a big-box hotel room won’t do, or when combined living, work and relaxation spaces are called for, Ascott’s serviced apartments are just the ticket. With rates that are highly competitive with business hotels, these properties are ideal locations for extended stays.

Ascott The Residence

Asian Legal Business ISSUE 8.7

FEATURE | Travel survey: Editorâ&#x20AC;&#x2122;s choice 2008 >>

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FEATURE | travel survey >>

Business travel survey: Editor’s Choice 2008

Qatar Airways: Best route

Middle East

Qatar

Singapore Airlines Singapore Airlines Dragonair

Best airlines for business travel E

Qatar Airways www.qatarairways.com The Gulf States are fast becoming oming the region’s luxury passageway between Asia and Europe and beyond, with Etihad and Emirates making big pushes into this market. Now the relatively young (founded in 1993) Qatar Airways is giving its rivals a run for their money, with 82 destinations around the planet and more coming online later this year. Last year’s addition of a number of new routes, including destinations in India, New York City and Washington, DC, makes Qatar a truly global airline.

Seasoned business class passengers receive everything they have come to expect in a J-class service, including lounge access, six-course meals washed down with fine wines and Champagnes, and, in select cities, free transfer to the airport in a BMW 7-class limo. Meanwhile, first-class passengers transiting through its hub in Doha receive access to the airline’s exclusive Premium Terminal (featuring a spa and jacuzzi that puts other airlines’ firstclass lounge showers to shame) and, on board the airline’s A-340, exclusive use of an inflight lounge and bar at the front of the plane.

Singapore Airlines The Singapore Girl continues to be the standard-bearer for excellence in air travel, not just in Asia but across the world. The past year has been a historic one for the airline, with its 66 destinations on five continents across the globe: last October, Singapore became the first carrier to fly an Airbus A380 in commercial service, and today the super-jumbo is plying the skies between Singapore and Sydney, Tokyo and London. The aircraft features an all-new enhanced business class, a ‘Suites’ service that takes first-class luxury to an entirely new

level, and one of the most comfortable and amenable economy services in the business. Editor’s Choice tip: economy class service in the A380’s rear upperdeck cabin is particularly prized for its standard of privacy and service. E

Dragonair www.dragonair.com Cathay Pacific subsidiary Dragonair, onair, with 34 destinations and connections to over 100 more through the oneworld network, has lately become a favourite choice of travellers – especially those based in Hong Kong – looking for great value and great service. Asian Legal Business ISSUE 8.7

FEATURE | Travel survey: Editorâ&#x20AC;&#x2122;s choice 2008 >>

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FEATURE | travel survey >>

Business travel survey: Editor’s Choice 2008

Best restaurants for business travel Hutong – Hong Kong 1 Peking Rd 28th floor, Tsim Sha Tsui, Kowloon Tel: 852 3428 8342 www.aqua.com.hk

URANT

Naming a modern world-class restaurant after the dingy, darkk and overcrowded alleys of the Beijing of old is an exercise fraught with danger – or at least irony. Nevertheless, this Hong Kong favourite, which attracted rave reviews from the moment it opened its doors, pulls it off with panache, combining homely touches such as traditional red lanterns with a fresh take on traditional north-eastern Chinese cuisine in a combination that can only be (and is regularly) described as ‘chic’. Favourite dishes include crispy de-boned lamb. Soft shell crab fanatics will love Hutong’s crispy, deep-fried preparation with Sichuan red chillies. M on the Bund

Hutong

M On The Bund – Shanghai 7/F, No.5 The Bund, Shanghai 200002 China Tel: 86 21 6350 9988 www.m-onthebund.com

URANT

For nearly a decade in both Shanghai and Hong Kong, the letter ‘M’ has been code for elegance and laid-back sophistication. Founded by Melburnian Michele Garnaut, M on the Bund is perhaps the crown jewel in the M group’s portfolio. The restaurant’s menu, designed by executive chef Hamish Pollitt, originally from Sydney, reflects the best sort of

modern Australian attitudes towards classical cuisine: highly respectful, but with a sense of playfulness as well, hence starters with names such as “green, green minestrone” and “luscious little lobster tail with lovely lettuce hearts”. Meanwhile, the Glamour Bar next door features what its owners call a “NeoGlam edge” that is both “glamorous and comfortable” at the same time. But it is not all Shanghai chic: the lounge is also a cultural centre of Shanghai, where those in the know go to hear the thoughts of authors as diverse as Frank Moorhouse, Gore Vidal, Pico Iyer and Amy Tan. ALB

Hutong

Asian Legal Business ISSUE 8.7

FEATURE | Travel survey: Editorâ&#x20AC;&#x2122;s choice 2008 >>

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FEATURE | serviced offices >>

The reception areas in Suntec Tower Three, Singapore, and BNP Paribas Centre, Sydney (shown), both have an Egyptian theme

GOOD HELP ISN’T HARD TO FIND Once little more than glorified call centres for travelling salesmen, today’s serviced offices are becoming the permanent home of an increasing number of law firms

hen in 2005 Indian law firm Nisith Desai decided it was time to open a practice in Singapore, it did not want to waste valuable time shopping for office space in an increasingly tight and expensive commercial real estate market. Nor did it relish the hassle of furnishing and equipping its space, filling an office supply cabinet or spending money on secretarial services that would only be utilised by a small team.

Instead, it chose to go down the same route as an increasing number of other law firms and companies whose small staffs and management teams wish to spend their working hours growing their business – not arguing over whose turn it is to clean the kitchen. In short, it took space in a serviced office facility; in particular, one on the 30th floor of an office tower at Battery Road in Singapore, in the heart of Raffles Place. “We were looking at various infrastructure solutions and when we came across the serviced office concept, we were immediately sold,” says Nisith Desai partner Vivek Kathpalia, who has been managing the firm’s Singapore office since its inception. “This was a great option for us as we were starting off with just a few people, and they take care [of everything] from secretarial services to food and beverage

catering, which is really quite good,” he explains. Desai and his associates also have access to a number of conference and boardrooms in the facility, giving them a range of meeting space options that they would not have enjoyed had they decided to rent a traditional bare-bones suite in an office tower. Servcorp, which was started in 1978 in Sydney by the father of Taine Moufarrige, the company’s executive director, has 78 “floors” of office space spread across 30 cities in 17 countries, and has just opened its first offices in Qatar. Servcorp maintains five complete floors in properties spread across Singapore alone. In Singapore, in addition to the Battery Road offices Nisith Desai calls home, Servcorp also has facilities at Suntec City and in the Prudential Tower. Asian Legal Business ISSUE 8.7

Photographs: Servcorp

FEATURE | serviced offices >>

“We give our clients peace of mind to focus on their business. They get everything they need to run their business, all set up and in place, and they get all the solutions they need”

The boardroom at Six Battery Road, Singapore, has the same decor and colour scheme as the BNP Paribas Centre boardroom, Sydney (shown)

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Moufarrige agrees that the convenience of a serviced office is one of his product’s key selling points. If time, after all, is money, then anything that leaves an entrepreneur, executive or managing partner free to pursue their core business is by nature cost effective. “We give our clients peace of mind to focus on their business,” he says. “They get everything they need to run their business, all set up and in place, and they get all the solutions they need to run their business,” Mourfarrige details. “They don’t need to hire an administrative assistant; they don’t need to deal with setting up telephony or internet services; they don’t need to

bring in a conference organiser, a cater or a cleaner,” he details. Nor do they have to worry about stocking a kitchen or office supply cabinet – and as Moufarrige is quick to point out, his tenants get a far better deal because they can leverage the buying power of 11,000 fellow Servcorp clients. “For us, this makes so much more sense than wasting time hiring support staff for a small office”, says Kathpalia, who says that he would not hesitate to advise others to embrace the serviced office concept. Especially in Singapore, where rents are so high to begin with, unless you have a large number of people it does not make sense to take your own space,” he states. ALB

FEATURE | Japan in-house summit report >>

ALB In-house Legal Summit Tokyo 2008

On 20 May, nearly 100 senior in-house legal counsel came together at the Ritz-Carlton Hotel in Tokyo to discuss the unique challenges relevant to their position and learn more about the latest practical issues facing them as practising attorneys. ALB is pleased to share a glimpse of what turned out to be a lively, productive and informative day

he challenges and opportunities of life as an in-house practitioner were in the spotlight in Tokyo on 30 May, where top general counsel from Japan, India, Taiwan and co Korea gathered for an informative day of K discussion, networking and workshops. d The day opened with a keynote address by Allan D Smith, who serves a both as president of the American b Chamber of Commerce in Japan and C as general counsel to AIG in Japan a and Korea, and quickly segued into a a free-wheeling panel discussion on that increasingly pressing question: th “In a tough economic environment, “I how do in-house legal teams h demonstrate ‘good value’?” Other developments, such as the changing nature of the Japanese M&A environment, were also covered, with a team from Freshfields Bruckhaus Deringer leading a workshop on the impact of the credit crunch on transactions, and Takayuki Kihara from Mori Hamada & Matsumoto discussing innovations in the areas of squeeze-out transactions, cross-border transactions and takeover defence measures. Changes in M&A law –

specifically recent developments in TOB regulation under the Financial Instruments and Exchange Law – came under particular scrutiny in the afternoon, when Anderson Mori & Tomotsune partner Takashi Toichi led a workshop on tender offers, including an analysis of 102 tender offers made in Japan over the course of 2007. But the day’s discussions were not limited to practice in Japan. Manoj K Singh, managing partner of India’s Singh & Associates, led a very wellreceived workshop on India, covering everything from developing a corporate presence in this increasingly important country to how to negotiate the thicket of local intellectual property and trademark laws. Korea, too, was a focus of discussion, thanks to an informative and in-depth presentation by Kim & Chang partner Jay H Ahn. Ahn’s presentation ran the gamut of the Korean legal scene, from the M&A market and the rise of private equity funds organised as ‘hapja hoesa’ corporations, to the priorities and methods of the current administration in handling competition, anti-trust, tax and corruption matters. Asian Legal Business ISSUE 8.7

FEATURE | Japan in-house summit report >>

SPONSORS State Street Bank and Trust Company Aaron Dauber provides legal support to the activities of State Street Bank and Trust Company throughout the Asia-Pacific region. Focusing on securities lending, he undertakes a wide range of activities, including product development due diligence, and contract and regulatory negotiations. He also represents State Street on the Securities Industry and Financial Markets Association.

Singh & Associates Gunita Pahwa is a partner with Singh & Associates, and an advocate registered with the Delhi Bar Council. Her core area of practice is contracts and contractual obligations. Her practice encompasses all transactional documentation and applying liabilities arising from commercial transactions, sales and lease contracts, licensing and outsourcing laws, and extends to litigation. E-mail gunita@singhassociates.in

Kim & Chang Ji Yeun Hong is a foreign attorney in the firm’s investment management practice group and Japanese practice group. She advises on financial transactions and regulatory matters, and provides advice on general corporate, labour, compliance and antitrust matters to a number of non-Korean companies. She has studied at KEIO University, William College and Chase College of Law, and is a member of the Hawaii State and American Bar Associations.

Kim & Chang Jay Ahn is a partner in the firm’s antitrust and competition group and is the chair of the insurance practice group. He counsels corporate clients on a range of competition law related matters. He also serves as defense counsel in competition law litigation cases. Since 2003, he has acted as an advisor to the Korea Fair Trade Commission, serving as a member of the Competition Policy Advisory Committee.

Kim & Chang Sung-Woo Park is a foreign attorney in the firm’s corporate governance, foreign direct investment, M&A and overseas investment practice groups. He has experience in a range of crossborder transactions, including share and asset purchases and joint ventures, corporate governance, competition law, and general corporate and commercial law matters, and in asset-backed securities transactions.

Singh & Associates Manoj K Singh is the managing partner of New Delhi based Singh & Associates. He has extensive experience in the field of corporate laws and transactional IP laws. His niche practice areas extend to corporate asset restructuring. He has several memberships at several international associations wherein he networks and counsels on these practice areas. He can be reached at: manoj@singhassociates.in

Singh & Associates Sumita Singh is a partner with Singh & Associates and heads the IP practice of the firm. She has extensive experience in trademark prosecution, litigation and enforcement; copyright prosecution; domain name disputes; brand portfolio management; and strategy counselling. She also educates others and tries to advance awareness of IP rights and related matters. E-mail sumita@singhassociates.in

Mori Hamada & Matsumoto Takayuki Kihira’s areas of expertise include M&As, acquisition finance, private equity, joint ventures and litigation. His authorship includes The Rationale for Hostile Takeover Defenses. He was admitted to the Japanese Bar in 2001, and New York Bar in 2007. He began his practice at Mori Sogo (the predecessor of Mori Hamada & Matsumoto) in 2001. Takayuki Kihira studied at Hitotsubashi University and Cornell University Law School (LL.M.).

Anderson Mori & Tomotsune Freshfields Bruckhaus Deringer Junzaburo Kiuchi is a partner in the Tokyo office. His practice areas cover M&A, private equity, venture capital, restructuring, joint ventures and general corporate matters. He was admitted as a Japanese bengoshi in 1999 and to the New York Bar in 2004. He was educated at Keio University, the Legal Research and Training Institute of the Supreme Court of Japan and New York University School of Law.

Freshfields Bruckhaus Deringer Takeshi Nakao is a partner and specialises in M&A, corporate restructuring, antitrust, joint ventures and general corporate matters. Admitted as a Japanese bengoshi in 1999, he is a member of the Dai-ni Tokyo Bar Association and the New York Bar. He was admitted in the State of New York in 2004. www.legalbusinessonline.com

Takashi Toichi is a partner at Anderson Mori & Tomotsune. His main areas of practice include M&A, corporate restructuring, private equity transactions and corporate finance related matters, as well as related financial transactions. He also provides advice on general corporate matters, mainly in relation to the Companies Act and the Financial Instruments and Exchange Law.

Freshfields Bruckhaus Deringer James Wood specialises in public and private M&As, demergers and other corporate finance transactions. He advises a number of corporate clients, investment banks and private equity firms. He was educated at the University of Adelaide and is qualified as a solicitor in England and Wales. Wood originally worked for an Australian law firm in Sydney and London before joining the firm’s London office in July 1996.

KEYNOTE AND PANEL SPEAKERS Mitsubishi UFJ Merrill Lynch PB Securities Co., Ltd. Angela Krantz is the general counsel of Mitsubishi UFJ Merrill Lynch PB Securities Co., Ltd. (MUML-PB), the 50/50 joint venture between Merrill Lynch and Mitsubishi UFJ Financial Group. She previously worked at Clifford Chance’s Tokyo office and, prior to that, Morrison & Foerster’s Tokyo office.

GE Consumer Finance Co. Masahiro Homma joined GE in 1999 as general counsel of GE Edison Life Insurance Co. He transferred to AIG in the acquisition of Edison by AIG, and later rejoined GE as senior legal counsel of GE Consumer Finance Co. Masahiro Homma received LL.B (Chuo University) and LL.B (London University) and was a postgraduate student of the University of Oxford.

HSBC Michael Hancock is head of legal & compliance for HSBC in Japan, covering its banking and securities operations. He was formerly a partner and managing partner with Lovells, and chairman of the EBC’s Legal Services Committee in Tokyo. He was admitted as a foreign lawyer in Japan in 1997 and is still admitted in Hong Kong, England and Wales.

American International Group (AIG) Companies, Japan and Korea Allan D Smith was elected to lead the American Chamber of Commerce in Japan (ACCJ) in 2008, and is currently the general counsel for American International Group (AIG) in Japan and Korea. He has served as a vice president of ACCJ, heading the External Affairs Advisory Council during the same period. He has also been the chair of various ACCJ committees.

ASSOCIATE SPONSORS Run Ming Law Office Run Ming Law Office (Run Ming) was established in 2007 following the merger of Run Bo Law Firm led by WANG Yadong and the professional team of Junyi Law Office led by LIU Yi. With offices in Beijing and Shanghai, Run Ming is committed to providing full business legal services. Run Ming’s lawyers have many years of experience in providing foreign-related legal services. CCH China For nearly a century, CCH has been providing the highest standard of up-to-date regulatory information and workflow tools. CCH is a subsidiary of Wolter Kluwer, a listed multimedia publisher. It applies the latest technologies to customise products and service, ensuring delivery of solutions that customers require – wherever, whenever and however they need them. 65

Firm Proﬁle FEATURE | offshore law firms >>

Oakwood Asia-Pacific

Home Away From Home

he prospect of an extended business stay in Tokyo can be a daunting one. Fortunately, individuals and groups looking for comfortable longer-term accommodation in the Japanese capital now have options beyond expensive yet anonymous hotels thanks to Oakwood, The Most Trusted Name in Serviced Apartments Worldwide. While the international chain offers a choice of nine locations in Tokyo, two of the best are its properties in Shinjuku and Yotsuya. Befitting its hip location, Oakwood Apartments Shinjuku offers sleek, minimalist studio apartments which fuse Eastern and Western design elements and include a queen-size bed, kitchenette and a bathroom that is luxuriously large – especially by Tokyo standards. The award-winning is everything one would expect from a Shinjuku property, from its grand, modern reception area to its funky lobby furniture. Amenities include wireless internet service, a large desk area, flat-panel television and Bose stereo with iPod docking station. Located a few minutes walk from Shinjuku train station and the main shopping, club and restaurant streets of this vibrant area and within close proximity to Nishi-Shinjuku Office Towers,

this is a perfect spot for extended periods of both work and play. For those who prefer a more domestic ambience, Oakwood Apartments Yotsuya offers a more home-like accommodation in the heart of one of Tokyo’s premier embassy districts. Where the Shinjuku property is glitz and glamour, Yotsuya’s studio, one and two bedroom apartments are perfect for a long stay in Tokyo. Like the Shinjuku property, the Yotsuya apartments offer every convenience, including state of the art washing machines and other amenities which are nonetheless well-labelled in English for the non-Japanese speaker. Oakwood, ‘The Most Trusted Name in Serviced Apartments Worldwide’ is the largest provider of serviced apartments in the world with headquarters in Los Angeles, United States. Established in the 1960s it now manages more than 30,000 units spread all over the world like in the United States, Canada, England, China, India, Indonesia, Japan, South Korea, and Thailand, with Malaysia and the Philippines to follow soon. For more information please visit: www.oakwood.com

Asian Legal Business ISSUE 8.7

Firm Proﬁle FEATURE | offshore law firms >>

The Ritz-Carlton

Standing tall above the former Berlin Wall:

The Ritz-Carlton, Berlin

The ideal spot to take in both historic sights and modern marvels in Germany’s capital city

he city of Berlin pulsates with new life, and beating at the heart of this is the newly-constructed Potsdamer Platz. Every day, thousands of tourists and Berliners visit this area to experience the changing and growing additions. A wonderful assortment of cinemas, shops, galleries and restaurants now entice visitors to the onceempty landscape in the city’s centre. Opening their doors in January 2004, The 302-room Ritz-Carlton, Berlin is an impressive new landmark in Germany’s capital city. Developed as an important addition to Europe’s most contemporary urban plaza, The Ritz-Carlton is located just a short stroll from a former section of The Berlin Wall. Reminiscent of the golden age of art deco skyscrapers familiar in New York City and Chicago, The Ritz-Carlton Berlin “is one of the most high profile properties in our worldwide collection of hotels and resorts,” says Simon Cooper, president and chief operating officer of The Ritz-Carlton Hotel Company, LLC. “Whether for celebrities attending the Berlin Film Festival or international dignitaries visiting for a conference, The Ritz-Carlton is the most prestigious address for discerning and sophisticated travellers.” For the more lavish guests, The Ritz-Carlton features the Club Level, located on the 10th and 11th floors, which is accessible only by an exclusive elevator. Club Level rooms offer a variety of special amenities and services, as

well as added security and privacy. The Club Lounge, for instance, boasts large windows overlooking the Tiergarten – Berlin’s biggest inner city park. For guests wishing to keep up with their fitness routine while travelling, The RitzCarlton offers both a spacious workout room and the relaxing La Prairie Boutique. Decorated with ornate marble intarsia and coloured glass mosaics, this health and wellness area features an indoor swimming pool and treatment rooms for facials and massage therapies. For runners, the nearby Tiergarten offers excellent jogging trails. Catering to the most refined taste buds, The Ritz-Carlton also boasts two very unique dining experiences. The first is an authentic European brasserie, dating back to 1875. The small French village of Macôn has been recreated piece by piece on the ground level of the hotel. The menu at Desbrosses includes freshly baked brioche and croissants, as well as authentic regional pâtés and charcuterie. The restaurant is built with a ‘show kitchen’, equipped with red enamel stoves which offers guests a first hand look as their French meals are being freshly prepared by the chef. The second, a more formal setting with ornate floor-to-ceiling columns and accents of imported Italian marble, is the hotel’s finedining restaurant Vitrum – honoured with one Michelin-star, and features menus inspired by European tradition.

The Ritz-Carlton Berlin is every bit the true essence of luxury and opulence. Even the diehard connoisseurs will find it hard to fault. The Ritz-Carlton, Berlin Potsdamer Platz 3 10785 Berlin Tel.: +49 (0)30-33 777 7 Fax: +49 (0)30-33 777 5555 berlin@ritzcarlton.com www.ritzcarlton.com

Asian Legal Business ISSUE 8.7

In-house INSURANCE

Singapore

6-15 PQE

COMMERCIAL

Hong Kong

4-8 PQE

M&A

Hong Kong

4-8 PQE

REGIONAL HEAD OF COMPLIANCE Hong Kong 10+ PQE Global insurance giant needs a senior legal counsel to head its legal team. Candidates should have a An international private bank seeks a senior compliance head to oversee and expand general commercial background and some management experience. Experience in wealth management its business within Asia Pacific. You should have at least 10 years’ hands-on compliance and/or private banking will be useful. (ALB 3347) experience within financial services with regional exposure within the AP region. (ALB 3460)

GENERAL COUNSEL Hong Kong 10+ PQE This highly successful company seeks a commercial lawyer to support the business unit in its contract This market leader seeks a general counsel for its Hong Kong branch to support its business negotiations.There is a challenging mix of work available and an opportunity to work with an outstanding in the territory. Background in advising on wealth management or insurance products is team. Fluent Cantonese required. (ALB 3251) critical. Management skills are important. Fluent Cantonese required. (ALB 3426) PRIVATE BANKING Singapore 8+ PQE This famous conglomerate with diverse business interests has a vacancy for a mid to senior level M&A This global bank now seeks a senior banking lawyer to oversee its legal function in lawyer. Work will involve providing advice to senior management on acquisitions across the region. No private banking. The ideal candidate should have strong banking experience and/or M&A language skills required. (ALB 3264) transactional exposure. Excellent career prospects and attractive compensation package. (ALB 3496) DERIVATIVES Hong Kong 4-8 PQE This leading European bank is looking for a senior counsel with equity derivatives transaction experience.

PRIME BROKERAGE Hong Kong 5+ PQE You will work on warrants, notes, OTC and private placements in a number of Asian jurisdictions.You will Global investment bank has a vacancy for a senior lawyer either in private practice or insupervise a small legal group and the documentation team. (ALB 3349) house to support its prime brokerage team. Regulatory and equities related experience from aIT top tier bank would be ideal. (ALB 3440) Singapore 4-8 PQE This global player has a vacancy for an IT lawyer to join its legal department. Candidates should have

PROJECTS LAWYER Shanghai 4+ PQE strong IT experience gained from a reputable ﬁrm or with a multinational. The successful candidate can Exciting opportunity for a projects/infrastructure lawyer to join a young Nasdaq listed company. expect a rewarding career. (ALB 3343) The ideal candidate should have PRC project experience and Chinese language skills. Specific experience in coal/energy highly regarded. (ALB 3285) IN-HOUSE COUNSELprojects would be Shanghai 3-6 PQE Leading professional service organisation seeks an addition to its team to be based in Shanghai. The

LEGAL COUNSEL Shanghai 4+ PQE successful candidate will deal with compliance and risk management issues arising one of the daily FTSE 100 of Company seeks a legal counsel as an addition to its team. Candidates should operations the ﬁrm. (ALB 3348) have at least 4 years’ experience in M&A and FDI gained at a top international law firm. China experience is critical as is fluency in Mandarin. (ALB 3127) REAL ESTATE Shanghai 3-6 PQE Leading PRC property development company seeks for an in-house legal counsel to work on real estate

M&A HongbeKong 4+ some PQE fund raising and management. The ideal candidate should qualiﬁed in the PRC and have Exciting for a mid(ALB to senior overseasopportunity real estate exposure. 3389) level lawyer with M&A experience to join this multinational with substantial global interests. Willingness to travel when required by the business (ALB 3264) FUNDSis important. No language skills required. Hong Kong 3-6 PQE

Professional Recruitment These are a small selection of our current vacancies. If you require further details or wish to have a confidential discussion about your career, market trends, or salary information then please contact one of our consultants: Denvy Lo, Nick Marett, Nisha Chugh and Lucy Li.

Large global fund house is expanding and seeks a legal and compliance lawyer. Funds experience and

FUNDS Hongfrom Kong 3-6bodies PQE good knowledge of related local regulations required. Lawyers private practice or regulatory Awill leading financial also beinternational considered. (ALB 3096)services firm has multiple opportunities in a newly created team established to service all business lines in Hong Kong. Candidates will have solid experience in funds with fluent Cantonese and good academics. (ALB 3484) IN-HOUSE COUNSEL Singapore 2-4 PQE This well known MNC in the gaming and software industry requires an additional lawyer to join their

DERIVATIVES Singapore 2-5 busy legal team. You will provide legal advice on all Asia business operations and be involved in PQE M&A Our client, a well-known services group, transactions. Some travel financial will be expected. (ALB 3387)is seeking a dynamic debt capital markets lawyer to join its busy team. Experience in FX and bonds is essential and candidates should be Excellent career prospects. (ALB 3236) BDconfident in running transactions independently. Hong Kong This regional business development director position requires a strategic BD advisor to increase the

COMMERCIAL Hong You Kong 1-5 PQE quality and quantity of work across the firm’s regional offices. will work alongside the partners to One Asia’s providers integrated IT as services nowthe requires company/ buildofboth the leading brand and individualofprofiles as well promoting region’sacapability within the firm commercial globally. (ALBlawyer 3326) to join its legal team. Candidates should have strong experience in general corporate/commercial matters. Prior in-house experience would be ideal. (ALB 3463)

Hong Kong

BANKING Hongand Kong 1-5anPQE An international ﬁrm with an aggressive growth strategy global infrastructure seeks HR An exciting to opportunity formanagement you to build on The your financial services, or strategic derivatives professional join its senior team. successful candidate will fund provide and experience with a broad multi-faceted roleCEO in this leading private should wealthhave management operational support to the ranging global head of HR and the for Asia. Candidates the ability house. Candidates will have good and international training, ideally lawyers with Chinese to balance commercial sensibility with academics best HR policy. General commercial and litigation will be language skills. (ALB 3187) considered. (ALB 3212)

Hong Kong

Singapore

China

www.alsrecruit.com

Private Practice COMMERCIAL Hong Kong Senior Associate/Partner CORPORATE FINANCE Hong Kong/Beijing/Shanghai Partner Major US firm is looking forentrepreneurial a senior candidate right perspective, Interesting opportunity for an lawyerwith withthe commercial expertise toenergy join thisand welldrive known to itsand rapidly practice.ofWith an extensive list ofImmediate blue-chippartnership clients andopportunity a great for cityjoin ﬁrm assistgrowing in the expansion its commercial practice. variety of work, this woulddevelopment be excited skills. by the autonomy senior associates with individual strong business (ALB 3275) and support available. Immediate equity partnership on offer. (ALB 3421) CORPORATE

Hong Kong

Senior Associate/Partner

CORPORATE Kong and seeks both Senior Associate US firm with strong global presence is expanding its HongHong Kong practice senior associate Excellent opportunity to join this Global law firm’s capital markets practice. On offer is an and partners for its thriving Hong Kong corporate practice. Immediate partnership on offer together with energetic yet friendly work environment with an attractive package. Here is a chance to get a very competitive package. (ALB 2652) involved in exciting deals, manage high-profile clients alongside building your own profile. Cantonese speakers preferred. (ALB 3449) CORPORATE FINANCE Beijing/Shanghai 4-10 PQE Global firm with a top tier international client base has a number of vacancies for both mid-senior level CONSTRUCTION LITIGATION Hong Kong 5-10 PQE lawyers. Mandates construction include both practice M&A andrequires corporate transactions across region.ofFluent This pre-eminent anfinance experienced litigator. Withthe a depth Mandarin would be helpful.this (ALBrole 3371) contentious experience, is an exciting opportunity for a driven lawyer with a proven track record. No language skills are required. (ALB 3451)

PROJECTS / OIL & GAS

Singapore

3-6 PQE

Superb opportunity for a mid-level lawyer to join this leading firmKong in Singapore. The partners are looking BANKING Hong 4-8 PQE forleading a lawyer with solid experience projects work ideally inlawyer oil & gas and construction, and who has A US firm seeks a seniorinbanking and finance to strengthen this expanding enjoyed training with an international firm. Excellent career development. (ALB 3132) practice. Top tier experience gained from a Hong Kong or international firm coupled with professional drive and attention to detail is important. No language requirements. (ALB PROJECT FINANCE Hong Kong 3-5 PQE 3492) This prestigious US firm needs a mid-level associate to join its team and grow with the practice.

REGULATORY Hong Kong 4-10 PQE Candidates should ideally have experience in energy and power. Exceptional career prospects and This top tier firm is seeking a senior regulatory lawyer to work with is top tier client base remuneration package. (ALB 3322) on all regulatory licensing and disciplinary issues. Strong understanding of Hong Kong regulatory framework is critical. (ALB 3477) Singapore REAL ESTATE 2-6 PQE This large international ﬁrm has a strong presence in Asia and its property department is currently in

REAL ESTATE Shanghai/Hong Kong 3+ PQE expansion mode. The successful candidate will have solid experience in commercial property and real Leading Wall Street firm seeks an addition to its real estate team. Ideal candidate should be estate financing. Attractive salary on offer. (ALB 3178) a PRC qualified mid level associate with real estate M&A and finance experience gained at aFINANCE top local or international firm. (ALB 3494)Hong Kong 2-7 PQE Superb opportunity for a finance lawyer to join this Magic Circle firm. The partners are looking for a TMT Hong Kong 3-6 PQE lawyer withisexperience in projects work ideally in the winning banking field. Excellent training and high quality Our client a well respected firm with an award technology and media practice. work. (ALB 3354) They are currently looking for a mid level lawyer with experience in IT/technology to work with blue chip clients on regional transactions. (ALB 3495)

CORPORATE

Hong Kong

2-6 PQE

Our client is a leading US firm with a long history in the region corporate CORPORATE Tokyoand a prestigious client list. Its 1-6 PQE finance teamopportunity seeks a mid-level markets and M&A lawyer to help practice. grow this Openings expanding exist practice. An exciting to joincapital this growing corporate commercial (ALB 3376) for both junior and mid level lawyers with experience in M&A and joint venture deals. Candidates should be native English speakers. No Japanese languages requirements. (ALB COMMERCIAL LITIGATION Hong Kong 1-4 PQE 3493) City firm’s litigation practice is thriving and there is a need to add a further commercial litigation lawyer to

FINANCE Hong Kong 1-2 PQE its ranks. Work will involve acting on both regulatory and general commercial litigation cases. Candidates City firm Chinese seeks alanguage junior banking and3332) finance lawyer to join its newly established team. will need skills. (ALB Candidates must have international firm training and must speak fluent Mandarin. Chinese drafting skills are also essential. (ALB3476)Hong Kong EMPLOYMENT 1-3 PQE This top tier ﬁrm is looking to hire an employment professional with either a contentious or non-

SHIPPING LITIGATION Hong Kong NQ-5 PQE contentious background. As part of a specialist team working across practice areas, you will advise blue This large international shipping firm is in expansion mode and seeks lawyers with solid chip clients across many industry sectors. Excellent academics needed. (ALB 3378) shipping experience to join its busy practice. Successful candidate will be working in a range of high profile maritime litigation matters throughout the region. (ALB 3478)

SHIPPING

Hong Kong

NQ-3 PQE

This large international shipping ﬁrm is in expansion mode and seeks a junior lawyer. Candidates should have experience in maritime litigation including admiralty and charterparty disputes. (ALB 3384)

Hong Kong Office

Singapore Office

3305, 33/F, The Centrium, 60 Wyndham Street, Central, Hong Kong Phone: (852) 2973 0810 Fax: (852) 2973 0828 Email: als@alsrecruit.com

20 Cecil Street, #20-03 Equity Plaza, 049705 Singapore Phone: (65) 6557 4163 Fax: (65) 6557 0913 Email: singapore@alsrecruit.com

www.alsrecruit.com

8.7_la_alb_hk hi-res.pdf

6/25/08

2:34:51 PM

PRIVATE PRACTICE

IN-HOUSE

REAL ESTATE – SHANGHAI

COMMERCIAL IP – HONG KONG

Global firm’s strong and cohesive Real Estate practice group seeks a senior Mandarin speaking international lawyer to join its mainstay business. Represent developers, financial institutions, funds, while building your own client base. (PT1910) 4 YRS+ PQE

This prominent multinational is looking for a lawyer who has experience with commercial IP contracts. Your responsibilities will include drafting, reviewing and negotiating regional distribution agreements and licenses. (IS1005) 6-9 YRS PQE

CORPORATE – HONG KONG

REGULATORY DIRECTOR – HONG KONG

Junior HK admitted corporate lawyer required by international law firm for role focusing solely on M&A and Private Equity work. No IPO work involved. Excellent mentoring and good work/life balance within friendly team. (PT1905) 1-3 YRS PQE

A regulatory lawyer is required by this top-tier financial institution to work closely with the i-Banking, Private Banking and AM departmental heads. You should have broad experience advising on regulatory matters in the Asia region. (IS1010) 4 YRS+ PQE

FUNDS – HONG KONG

GENERAL COMMERCIAL – HONG KONG

US law firm with leading practice seeks a fund lawyer to join their highly successful team. Experience in fund formation (RE funds/PE funds) from an international firm is required as well as US, UK or HK qualification. Competitive salary. (PT1893) 3 YRS+ PQE

This global household name requires a commercial lawyer to support its business units. You will work on a wide range of contracts in addition to some employment matters. Candidates from local firms are encouraged to apply. (IS995) 2 YRS+ PQE

BANKING & FINANCE – BEIJING

INVESTMENTS – HONG KONG

Leading Banking practice of this global player needs an experienced senior level finance lawyer to work on syndicated lending, acquisition finance, leveraged buy-outs, insolvency and restructuring. Great career path. (PT1907) 4-8 YRS PQE

Elite global investment house seeks experienced lawyer to be responsible for the legal functions of the group’s businesses in Asia. Strong experience with M&A, capital markets and corporate finance is essential. Lucrative package on offer. (IS928) 5 YRS+PQE

CORPORATE FINANCE – HONG KONG

EQUITY DERIVATIVES LAWYER – HONG KONG

International firm seeks a lawyer to join their leading practice. Great opportunity as it is an open progression track (for the right person day one partnership). Book of business required. Excellent career development. (PT1913) 5 YRS+ PQE

An equity derivates lawyer is needed by this elite investment bank. Supporting the derivative financial products business, you will be advising and structuring new products and transactions. Rewarding salary and career development. (IS1012) 2 YRS+ PQE

PROJECTS – HONG KONG

ASSET MANAGEMENT LAWYER – HONG KONG

Global law firm requires projects lawyer to join at senior associate level. Impressive management team has an inspiring vision for the practice which will create opportunities for you. Strong partnership prospects. (PT1904) 5-7 YRS PQE

Premier global investment giant seeks seasoned lawyer to advise and support the group’s mutual funds, asset management and other investment businesses in Asia. Relevant experience required. Unique career progression. (IS992) 6 YRS+ PQE

CMY

HONG KONG OFFICE Please contact James Garzon at (852) 2521 0306 or email hk@law-alliance.com

SINGAPORE OFFICE Please contact Jeremy Small at (65) 6829 7155 or email sing@law-alliance.com

www.law-alliance.com Visit our website to see the latest in-house and private practice vacancies worldwide.

Sign off >> The little law firm that could

lthough its total staff count amounts to a mere 24 employees, American law firm Meltzer, Purtill & Stelle is making the most of the US credit crunch – and succeeding. The two-office firm (Chicago and Schaumburg, Illinois) specialises in real estate, related lending work and general corporate and business law. As more real estate lending work shifts from national to regional banks, the local firm has experienced an increase in demand for its services. And as its larger rivals seek to specialise in areas such as private equity and intellectual property, Meltzer Purtill scoops up less lucrative work left by the wayside. It is not going too badly – last July, the firm closed on a US$160m deal for a local bank financing the construction of a building in Chicago that previously would have been backed by a national bank.

Legal staff have lots to smile about

egal employees in the UK are the happiest, according to a new survey of office professionals published by recruitment agency Badenoch & Clark. The study surveyed 1,322 office workers across 11 sectors, and revealed that those in the legal profession are 6% happier this year than in 2007. Eighty-eight per cent of legal staff rated their happiness in the workplace as three out of five or above – some 10% higher than the average employee in the nation.

Balbir Singh sitting pretty E

quity Chambers head Balbir Singh must be a happy man. According to recent figures from the Ministry of Justice, this legal aid criminal barrister has once again come in at number one on the top 10 list of the highest paid barristers in the UK. During the last three years, Singh has been paid more than £2.8m in legal aid – most recently (2006/07) he received £957,000 for his legal aid work, down slightly from the £1.1m he bagged the previous year. ► HIGHEST PAID CRIMINAL BARRISTERS

► HIGHEST PAID CIVIL BARRISTERS

Balbir Singh, Equity Chambers: £957,000 John Charles Rees QC, 2 Paper Buildings: £956,000 Oliver Blunt QC, Furnival Chambers: £924,000 George Carter-Stephenson QC, 25 Bedford Row: £763,000 Abbas Lakha QC, 9 Bedford Row: £760,000 Trevor Burke QC, Charter Chambers: £711,000 James Lewis QC, Three Raymond Buildings: £692,000 Peter Lodder QC, 2 Bedford Row: £678,000 Thomas Derbyshire QC, formerly of 2 Bedford Row: £668,000 Richard Ferguson QC, Carmelite Chambers: £663,000

Jeremy Rosenblatt, 42 Bedford Row: £508,000 Paul Storey QC, Southernhay Chambers: £362,000 John Godfrey, Wilberforce Chambers (Hull): £357,000 Stephen Knafler, Garden Court Chambers: £350,000 Simon Taylor QC, Cloisters: £334,000 Robin Tolson QC, Outer Temple Chambers: £328,000 Jonathan Baker QC, Harcourt Chambers: £323,000 Simeon Maskrey QC, 7 Bedford Row: £284,000 Eleanor Hamilton QC, No 6 Chambers: £281,000 Ian Peddie QC, Garden Court Chambers: £272,000

Shearman turns to Generation Y for leadership

hearman & Sterling is upping the ante on the firm’s younger employees, following the closure of its Mannheim office this week. The firm is looking to focus giving more management responsibilities to younger lawyers in the network as part of a revamped global strategy. Positions and roles have not yet been defined, but it is understood that the younger partners of the firm will be given the opportunity to perform a variety of managerial roles.

Law firm leader – guilty as charged M

elvyn Weiss – former head of Milberg Weiss Bershad & Shulman – was recently sentenced to 30 months in prison for filing legal actions on behalf of professional plaintiffs who in turn received millions in kickbacks. Weiss pocketed around US$210m over more than 20 years from the scheme, but will have to pay US$9.7m in forfeitures and US$250,000 in fines on top of his sentence as punishment. Fellow name partners David Bershad and Steven Schulman were also indicted with Weiss, both pleading guilty. Asian Legal Business ISSUE 8.7