MCI (P) 031/02/2018 issn 0219 – 6875 KDN PPS 1867/10/2015(025606)

RANKINGSM&A

ASIA’S BEST FIRMS FOR 20I8 M&A WORK

COIN OFFERINGS TAKE ICO AGE REGION BY STORM ONE FOR ALL GROWTHNETWORKS STRATEGIES TALK DPRK DILEMMA WOULD YOU INVEST IN

NORTH KOREA?

CONTENTS

An Aramco employee walks near an oil tank at Saudi Aramco’s Ras Tanura oil refinery and oil terminal in Saudi Arabia May 21, 2018. REUTERS/Ahmed Jadallah

important than ever opportunities in one COVER STORY FEATURES when it comes to of the world’s most BRIEFS facilitating cross- isolated countries. 14 26 border deals and But companies need 3 M&A Rankings ICO age assisting companies to be careful if they The Briefing ALB’s annual Asia has today in breaking into new don’t want to get rankings of the become a hotspot for markets. Leaders of burnt. 5 best law firms for initial coin offerings. five legal networks Deals M&A work lists This has led not just – four global and 42 the top deal firms to a growth in legal one regional – talk A resolve for 6 in each country. work, but also to about how they are insolvency Appointments These include Lubis a demand for law currently helping Singapore has made Ganie Surowidjojo firms with specialised member law firms, plans to become in Indonesia, skills. and their strategies an insolvency and Weerawong, for the future. restructuring hub in Chinnavat & 30 the region, and to Partners in Thailand, Networks: The view 40 that end, it passed Talwar, Thakore from the top Northern exposure game-changing & Associates With the massive Recent signs of laws last year. in India and growth in cross- opening Lawyers analyse the Romulo Mabanta border , itself up have given impact that the new Buenaventura Sayoc international legal rise to speculation framework has had & de los Angeles in networks have that there could be so far, and what the the Philippines. become more serious investment future holds.

WWW.LEGALBUSINESSONLINE.COM ASIAN LEGAL BUSINESS – SEPTEMBER 2018 1 Whatever happened to Myanmar? On Sept. 3, two Reuters journalists were convicted under Myanmar’s colonial-era Official Secrets Act and sentenced to seven years of hard labour. The charges appear to have been HEAD OF LEGAL MEDIA BUSINESS, trumped up, and Wa Lone and Kyaw Soe Oo were report- ASEAN AND NORTH ASIA edly entrapped by local police – apparent retribution Amantha Chia for the fact that they were investigating a massacre of [email protected] Rohingya people. The whole thing comes across as a subversion of the rule of law; few had expected a fair MANAGING EDITOR trial, and indeed, that was pretty much how it played Ranajit Dam [email protected] out. I do not raise this issue because the two reporters are colleagues of mine within the broader Thomson JOURNALIST Reuters family; indeed, any right-thinking person Elizabeth Beattie should be disturbed at the government’s [email protected] attempts to crack down on journalists EDITORIAL ASSISTANT trying to unearth the truth about one of Aparna Sai the region’s most important stories this [email protected] decade. But press freedom is not the only issue at hand. In terms of democracy and COPY & WEB EDITOR human rights, Myanmar appears to have Rowena Muniz lost its way. [email protected] Make no mistake: Across Asia, and SENIOR DESIGNER within Southeast Asia in particular, there John Agra are few governments that can claim to be [email protected] fair, enlightened and truly democratic. But Myanmar is in a league of its own TRAFFIC / CIRCULATION MANAGER due to its barely concealed attacks on Rozidah Jambari its Rohingya minority. Some 700,000 [email protected] of them have fled since the military SALES MANAGERS offensive in the northern Rakhine Amy Sim province in August 2017, described by the Senior Sales Manager United Nations as a “textbook example (65) 6870 3348 of ethnic cleansing.” Within the inter- [email protected] national community, there is of course Henry Cheng RANAJIT DAM shock and outrage, but behind that is a gnawing feeling Sales Manager [email protected] Managing Editor, of disappointment. After all the fanfare of so-called free Asian Legal Business elections and the surface appearance of democracy, Jeremy Lim Thomson Reuters there is the realisation that Myanmar hasn’t really Sales Executive (65) 6870 3789 changed that much. As the country begins to assess [email protected] the economic and reputational damage of the Rohingya Jonathan Bell crisis, there is of course, the possibility that the govern- Sales Manager ment might seek to change for the better. But the stain (852) 2843 6471 of the genocide is not going away any time soon. [email protected] Sardor Yangibayev Senior Sales Executive (65) 6870 3190 [email protected]

SENIOR EVENTS MANAGER Julian Chiew [email protected]

Asian Legal Business is available by subscription. Please visit www.legalbusinessonline.com for details. Asian Legal Business has an audited average circulation of 11,402 as of 30 September 2016.Copyright is reserved throughout. No part of this publication can be SENIOR AWARDS AND 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 OPERATIONS MANAGER can accept no responsibility for loss.

MCI (P) 031/02/2018 Tracy Li issn 0219 – 6875 [email protected] KDN PPS 1867/10/2015(025606)

Thomson Reuters 18 Science Park Drive Singapore 118229 / T (65) 6775 5088 / F (65) 6333 0900 10/F, Cityplaza 3, Taikoo Shing, Hong Kong / T (852) 3762 3269 www.thomsonreuters.com

2 ASIAN LEGAL BUSINESS – SEPTEMBER 2018 WWW.LEGALBUSINESSONLINE.COM THEBRIEFS BRIEFING: YOUR MONTHLY NEED-TO-KNOW

“DUE TO THE MALAYSIAN IN THE NEWS GOVERNMENT’S MAJOR LAW FIRMS PRECIPITOUS, GET ON BOARD ILL-CONCEIVED AND Allen & Overy is implementing a WITH DIVERSITY cloud-based eDiscovery system MISGUIDED ACTIONS, to boost the capabilities of its Some 65 law firms and in-house legal Advanced Delivery offering. THE YACHT IS RUNNING departments have signed up to the Adopting RelativityOne will enable the firm to run eDiscovery from 24 HOURS A DAY, Mansfield 2.0 Rule, an extended set of guidelines to boost diversity in leader- a global platform with clients 7 DAYS A WEEK ON ship. Named after Arabella Mansfield, accessing insights sooner. the first woman admitted to the practice GENERATOR POWER, WHICH of law in the United States, the rule measures whether law firms have affirm- IS UNSUSTAINABLE atively considered women, LGBTQ+, and AND HARMFUL TO minority lawyers for promotions, senior- level hiring, and significant leadership THE VESSEL.” roles in the firm. These individuals should make up at least 30 percent of Part of a statement from fugitive the candidate pool. Law firms taking businessman Jho Low protesting the part include Baker McKenzie, Eversheds Kuala Lumpur Admiralty court’s hearing of an application by Sutherland, , The chances of a decline in the likelihood of Malaysia’s 1MDB to expedite the sale of , DLA Piper, and a settlement if mediation is delayed by the Equanimitysuperyacht as part of the Reed Smith. one month, according to a Singapore investigation into stolen 1MDB funds. Management University study. Opting for mediation at the closing of pleadings, not during later stages, also increased UK LEGAL SECTOR LIKELY the chance of a successful outcome. TO SEE BREXIT PAIN

According to the Law Society of England IN THE NEWS & Wales and Thomson Reuters, the UK’s legal sector could lose 3 billion pounds ($5.27 billion) in turnover by 2025. These forecasts are based on alternative Brexit scenarios. While revenues have held up has become the second Second-year trainee pay offered by in 2017-18 due to Brexit-related work, international law firm, after Baker Davis Polk & Wardwell for its 2021 intake demand from businesses in the United McKenzie, to choose the Northern in London, the new record for the city. Kingdom, and international clients Ireland capital of Belfast as a centre It pays newly qualified (NQ) lawyers taking advantage of the weaker British for a new legal solutions hub. 120,000 pounds ($154,000), behind Milbank, Simpson Thacher & Bartlett and pound, Brexit is likely to have a signifi- The office will provide document Kirkland & Ellis, which all pay 143,000 cant negative effect on the legal sector negotiation and legal support for its pounds to NQ lawyers. in the medium and long-term. offices globally.

WWW.LEGALBUSINESSONLINE.COM ASIAN LEGAL BUSINESS – SEPTEMBER 2018 3 BRIEFS

“As the bitcoin price decreases, so does the profitability of mining itself, which decreases demand for mining chips and miners,” said Wang Leilei, a consultant at financial services consul- tancy Kapronssia. It is not just the price of bitcoin that is causing worries. People close to the IPOs said regulatory scrutiny and a patchy performance by Hong Kong offerings this year were additional concerns. Julian Hosp, president of TenX, a Singapore-based blockchain firm, has also warned that if coins switch mining algorithms, then the machines designed to mine them would become useless. “I would be quite wary of investing in these miners,” Hosp said, referring to the equipment makers. “They are not

A cryptocurrency mining computer equipped with four cooling fans is seen on display at long-term businesses and I think they’ve a computer mall in Hong Kong, China January 29, 2018. REUTERS/Bobby Yip had their uptrend for now.” Canaan and Ebang filed plans in May and June respectively for floats in Hong Kong, while Bitmain is expected to file its plans next month for an IPO in CHINESE BITCOIN MINING RIG MAKERS AIM TO which it aims to raise at least $3 billion, sources close to the deal said. Cryptocurrency trading is a global RAISE BILLIONS IN HK IPOS FROM REUTERS NEWS activity, but Chinese chipmakers have led the way in developing the most efficient means to mine the coins. Three of the world’s largest bitcoin equipment, Bitmain, Canaan Inc and Bitmain had three quarters of the mining equipment makers plan to raise Ebang International Holdings. market for the specialist chips last year, billions of dollars with initial public The companies all design high-end followed by Canaan on 14 percent, offerings in Hong Kong, even as other computer chips intended for mining cryp- according to estimates by analysts at companies report plunging demand for tocurrencies, particularly bitcoin, and sell Bernstein. the chips needed to make bitcoin and a mining equipment containing the chips. In Ebang is aiming to raise up to $1 halving in the price of the cryptocurrency. addition, Bitmain mines cryptocurrencies billion, according to sources, while Soaring cryptocurrency prices last on its own account. Companies like Nvidia Canaan is targeting at least $400 year triggered a boom in demand for also sell specialty chips used for mining. million - down from a figure of up to $2 specialist mining chips and in developing “The marked decline in the price of billion touted earlier this year by people “mines” - facilities with thousands of bitcoin since the start of the year is likely involved in the deal. machines that create the coins by solving to weigh on investors’ interest in these While EBang is expected to face complex mathematical puzzles. companies,” said Benjamin Quinlan, Hong Kong’s listing committee in Yet the U.S. chipmaker Nvidia Corp chief executive of financial services September - a key approval needed for said this month that second-quarter consultancy Quinlan & Associates. marketing the IPO - Canaan’s offering sales to crypto miners totaled just $18 But, he added, “the fall in the price is taking longer. million, compared with $100 million of bitcoin from its peaks has not been Two sources familiar with Canaan’s expected by analysts. matched by an equivalent fall in the situation said the company had not yet Nvidia’s chief financial officer, numbers of people mining it.” fixed a date for a committee appearance, Colette Kress, said she anticipated “no Bitcoin is currently down 64 percent as it worked on clearing up questions contribution” to revenues from crypto- from its December 2017 peak of $18,690. from HKEX officials regarding due currency in coming months. Daily mining revenue was 77 percent diligence done on its prospectus. That has raised concerns about the lower than in December, according to A source close to Bitmain’s IPO upcoming Hong Kong listings by three Blockchain.info, a data analytics and said the company was aware about the Chinese manufacturers of bitcoin mining wallet provider. potential for close regulatory scrutiny.

4 ASIAN LEGAL BUSINESS – SEPTEMBER 2018 WWW.LEGALBUSINESSONLINE.COM BRIEFS

The bitcoin price slump is leading miners to consider their IPO sales pitches MALAYSIA HIRES carefully, with many involved expecting them to push the potential of other uses SG LAW FIRM TAN RAJAH for their chips. Both Canaan and Ebang highlight & CHEAH TO RECOVER the potential for their technology to be applied to other cutting-edge sectors. SEIZED 1MDB FUNDS That includes broader development of blockchain applications - the ledger The Malaysian government has appointed Singapore law firm Tan system that underpins bitcoin and which Rajah & Cheah to sue 53 individuals and companies to recover funds is being widely explored by the financial belonging to tainted state fund 1MDB that have been seized by Singapore. industry - as well as artificial intelligence 1MDB, owned by Malaysia’s Ministry of Finance, has been at the heart tools and the forthcoming build-out of of a scandal which has seen corruption allegations levelled against the 5G telecoms networks both within and country’s former prime minister Najib Razak. outside China. Media reports said that Malaysia’s attorney-general, Tommy Thomas, “The mainland government encour- approved the appointment of Tan Rajah & Cheah. The Malaysian govern- ages chip design and production, as that ment had to appoint from Singapore to file the action because is a segment of China’s market that has Malaysian lawyers cannot appear in Singapore courts. been suffering,” said Kapronssia’s Wang. According to Bloomberg, Malaysian investigators have also issued “Bitmain and Canaan chips could arrest warrants for two former executives of 1MDB, namely ex-general also be used for non-bitcoin applica- counsel Jasmine Loo Ai Swan and former executive director Casey Tang tions, like blockchain in general, big Keng Chee. data, cybersecurity or AI, which is an Malaysia’s current prime minister, Mahathir Mohamad, reopened the advantage for the companies.” 1MDB investigations after defeating Najib in the historic May elections.

WWW.LEGALBUSINESSONLINE.COM ASIAN LEGAL BUSINESS – SEPTEMBER 2018 5 BRIEFS

that the accounting firm has attempted partner, shows that EY is keen to include to make it into Singapore’s legal sector. Singapore in its broader regional EY ADDS FIRM LAUNCHED BY In 2014, EY added law firm PK Wong strategy of expanding in the legal space. and Associates to its global network, In Greater China, it operates as EY Law EX-DENTONS RODYK SENIOR an arrangement that exists to this day. Firm on the mainland, EY Attorneys- In 2015, EY launched DA Partners, at-Law in Taiwan and LC Lawyers (Lin led by former Freehills & Associates) in Hong Kong, where it PARTNER TO NETWORK Singapore managing partner John Dick recently added a team of lawyers from and former EY equity partner and Asia U.S. firm Troutman Sanders. These Big Four accounting firm EY has general counsel Evangelos Apostolou. included Rossana Chu, who joined as added Singapore law firm Atlas Asia Law Within the year of the firm receiving a co-managing partner in Hong Kong. Corporation, set up by former Dentons license to practice international law in PwC is the other Big Four outfit Rodyk & Davidson senior partner Evelyn the city-state, it shut down. Dick, who expanding rapidly in Asia. In addition to Ang, as a member firm of its global was also a former ASEAN Law leader Eng, PwC has made several high-profile network. at EY, moved to Dentons Rodyk shortly hires in Hong Kong this year. The news comes barely weeks after DA closed. Ang has about 20 years of expe- after accounting rival PwC hired Also in 2015, EY hired Barbara rience as a corporate lawyer, advising former WongPartnership managing Voskamp, who ran her own firm on corporate commercial mergers and partner Rachel Eng to its legal arm in VoskampLawyers for six years in acquisitions in Singapore and in the Singapore. Eng, who had spent more Singapore and Malaysia, as a partner on ASEAN region as well as corporate than two decades with the Singapore its desk. Voskamp left EY in 2017 and finance transactions. She is expected Big Four law firm, departs as deputy joined the Singapore office of Benelux to work closely with EY’s assurance, tax, chairman. firm Loyens & Loeff later that year. transactions and advisory teams. The addition of Atlas Asia to the EY Still, the addition of Atlas Asia, EY now has 2,100 legal professionals stable is just the latest in a list of inroads headed by an ex-Dentons Rodyk senior in 80 countries around the world.

ASIA DEALS $6.9 BLN $2 BLN $1.6 BLN $1.34 BLN China Tower’s IPO Sinochem Energy’s IPO KKR & Co’s acquisition of Hong Kong Broadbank Deal Type: IPO Deal Type: IPO LCY Chemical Network’s proposed Firms: ; Firms: Clifford Chance; Deal Type: M&A acquisition of WTT Holding Freshfields Bruckhaus Fangda Partners; Freshfields Firms: Baker McKenzie; Lee & Deal Type: M&A Deringer Bruckhaus Deringer; Tian Li; Simpson Thacher & Bartlett Firms: Clifford Chance; Jurisdictions: China, Hong Yuan Law Firm Jurisdictions: Taiwan, U.S. Latham & Watkins Kong Jurisdictions: China, Hong Jurisdictions: China, Hong Kong Kong

$1.21 BLN $903 MLN $400 MLN $390 MLN Danusa Tambang BeiGene’s IPO HDFC Asset Management’s Hope Education Group’s IPO Nusantara’s acquisition of Deal Type: IPO IPO Deal Type: IPO Martabe gold mine Firms: Davis Polk & Wardwell; Deal Type: IPO Firm: Davis Polk & Wardwell; Deal Type: M&A Fangda Partners; JunHe; Firm: AZB & Partners; Khaitan Jingtian & Gongcheng; Firms: Allen & Overy; King & Skadden, Arps, Slate, & Co; Latham & Watkins; Skadden, Arps, Slate, Wood Mallesons; Meagher & Flom Wadia Ghandy & Co; Cyril Meagher & Flom; Tian Yuan Jurisdictions: Indonesia, Jurisdictions: China, Hong Amarchand Mangaldas Law Firm Australia Kong Jurisdiction: India Jurisdictions: China, Hong Kong

6 ASIAN LEGAL BUSINESS – SEPTEMBER 2018 WWW.LEGALBUSINESSONLINE.COM

BRIEFS

JAPAN’S MHM TO EXPAND IN APPOINTMENTS SE ASIA WITH HCMC OFFICE Japanese Big Four law firm Mori Hamada & Matsumoto is set to continue its expansion across Southeast Asia after announcing an office in Vietnam’s Ho Chi Minh City. The new office would make MHM the last of Japan’s Big Four to establish a presence in Vietnam. Nishimura & AKILA AGRAWAL RICHARD KRAMER JASON KUO Asahi was the first to open in 2010, LEAVING LEAVING LEAVING Shardul Amarchand Mangaldas Simmons & Simmons Troutman Sanders and now has offices in both Hanoi and JOINING JOINING JOINING Ho Chi Minh City, as does Nagashima Cyril Amarchand Mangaldas Jones Day Paul Hastings Ohno & Tsunematsu. Anderson Mori & PRACTICE PRACTICE PRACTICE Tomotsune has a presence in Ho Chi M&A Infrastructure & Energy Corporate Minh City. LOCATION LOCATION LOCATION Corporate partner Takuya Eguchi, New Delhi Tokyo Hong Kong who will be supported by a team of Japanese and Vietnamese lawyers, will lead Mori Hamada’s Ho Chi Minh City office. Eguchi specialises in general corporate, mergers and acqui- sitions, compliance and dispute reso- lution and is experienced in ASEAN and China-related transactions. Last year, Mori Hamada merged with Thai firm Chandler & Thong-ek Law Offices to form Chandler MHM. It SEAN LA’BROOY DAVID NELSON SAMUEL NG also has ASEAN offices in Singapore LEAVING LEAVING LEAVING and Yangon. Colin Ng & Partners Walkers Morrison & Foerster JOINING JOINING JOINING Oon & Bazul Ogier Paul Hastings PRACTICE PRACTICE PRACTICE Disputes & Litigation Banking & Finance Corporate LOCATION LOCATION LOCATION ASEAN LEGAL ALLIANCE SETS UP Singapore Hong Kong Hong Kong OFFICE IN MYANMAR ASEAN Legal Alliance (ALA), a network of ten law firms in Southeast Asia, has opened a representative office called Lex Alliance Advisory Limited (LAA) in Yangon, Myanmar. LAA, set up to facilitate work into and out of Myanmar, will work with the ALA Myanmar member, U Min Sein Law Offices, to offer business consul- MUKUL SHARMA YI JING TEO RYUNOSUKE USHIJIMA tation, legal and advisory services to LEAVING LEAVING LEAVING clients. LAA will be led by director Dato Shardul Amarchand Mangaldas Charles-Lim Capital Miyake, Ushijima & Imamura Seri Matthew Yeoh and supported by JOINING JOINING JOINING Legal Manager Kyaw Thet Oo. Cyril Amarchand Mangaldas Dentons Rodyk King & Wood Mallesons PRACTICE PRACTICE PRACTICE Earlier this year, ALA entered into Corporate Corporate Arbitration a strategic partnership with London- LOCATION LOCATION LOCATION based Warwick Legal Network. New Delhi Singapore Tokyo

8 ASIAN LEGAL BUSINESS – SEPTEMBER 2018 WWW.LEGALBUSINESSONLINE.COM BROUGHT TO YOU BY WALKERS

As WALKERS celebrates 15 years in Hong Kong, Managing Partner Andy Randall reflects on the firm’s early years, its growth and plans for the future.

Andy Randall has been a driving force offshore law firms in Hong Kong and behind the growth and success of in the broader Asia and Middle East Walkers in Hong Kong, having been region, and very much look forward to at the firm since 2004. We talked to further cementing our leading position Andy about what it has been like to see over the coming years. Walkers expand and evolve over these past 15 years. What would you say have been some of your main achievements as Why did you join Walkers and what Managing Partner of Walkers? was it like back in those early days? Andy: That’s a tough one because there Andy: The offshore world was quite Andy Randall have been so many highlights over the new to me back then but I saw an Managing Partner years – but if I were to choose one or two, exciting opportunity to join a reputable E: [email protected] they would be firstly, how proud I am and energetic firm in Walkers. There to have helped mentor so many of our were only three other offshore firms maintaining an entrepreneurial spirit current partner bench. We have nurtured in Hong Kong back then and I realised and ethos of fun and camaraderie. some wonderful talent over the years there was a lot of growth potential Nobody wants to work with a grumpy and empowered many young lawyers, for offshore law firms in the region. lawyer – least of all a client! who have developed dynamic practices, Looking back, I feel that I have certainly and their elevation to the partnership has backed the right horse. So what are Walkers plans for the been very rewarding. Financial success is future? important but a genuinely collaborative What in your opinion has changed the Andy: There are three key areas we will culture that provides a stable and strong most since you started at Walkers? focus on. 1. Our clients: We need to be career path for its lawyers is an important Andy: The size of the team at Walkers vigilant and aware of forces affecting measure of our success. Secondly, I has grown tremendously, particularly our clients and be nimble enough to would say I am very proud of the quality in the last few years. We recently respond. A recent example is the launch of the work we’ve been involved in. We’ve took up more space in Alexandra of our Walkers Compliance service for worked on some of the biggest and House to accommodate the increased our funds clients in response to new most complex financings including the headcount, with growth across all regulatory AML/CFT requirements. US$4.1 billion financing of The Centre, divisions of our legal and fiduciary 2. Our people: Continuing to build and the privatisation of GLP, and some services offering. The demand for organically, nurturing our next incredible wins for clients led by our Walkers’ offshore services remains in generation of partners and identifying insolvency and restructuring and dispute an upwards trajectory and we have a strategic hires that will be accretive resolution team including the recent CW steadfast commitment to investing and to our business. 3. Our platform: Group Holdings and the Saad Cayman expanding the firm to continue to serve Investments into operational staff and decisions. We’ve worked with some our increasingly diverse set of clients. infrastructure to ensure more efficient wonderful clients over the years and we service delivery to our clients and wouldn’t be where we are without their Without giving any trade secrets improved client experience. trust in our abilities. away, what has been the formula for We are strong believers in success for Walkers? sustainable growth and making smart, Walkers Andy: There’s really no magic formula. calculated investment decisions. We 15th Floor, Alexandra House, It’s about hiring the right people who can remain confident in the Greater China 18 Chater Road, Central, Hong Kong deliver responsive, commercially sound, economy and the continuing regional T: +852 2284 4566 quality advice – and ensuring we foster demand for offshore vehicles and F: +852 2284 4560 a culture of collective responsibility legal services. In 15 years, we have E: [email protected] in building the business, all the while established Walkers as one of the top W: www.walkersglobal.com

WWW.LEGALBUSINESSONLINE.COM ASIAN LEGAL BUSINESS – SEPTEMBER 2018 9 BRIEFS ARAMCO IPO HALTED, OIL GIANT DISBANDS ADVISERS - SOURCES FROM REUTERS NEWS

Saudi Arabia has called off plans company at $2 trillion or more. Several for the domestic and international listing industry experts questioned whether a of state oil giant Aramco, billed as the valuation that high was realistic, which biggest stock flotation in history, four hindered the process of preparing the senior industry sources said. IPO for the advisors. Financial advisers working on the A third industry source said the IPO planned listing have been disbanded had been called off for the time being as Saudi Arabia shifts its attention to but that it could be revived in future, if INCE’S HEUVELS a proposed acquisition of a “strategic appropriate. stake” in local petrochemicals maker “It has been postponed until further STEPS DOWN AS Saudi Basic Industries Corp, two of the notice,” the source said. sources said. Stock exchanges in financial centers FIRM’S INTERNATIONAL “The decision to call off the IPO was including London, New York and Hong taken some time ago, but no-one can Kong have been vying to host the inter- SENIOR PARTNER disclose this, so statements are gradually national tranche of the share sale. going that way - first delay then calling An army of bankers and lawyers Jan Heuvels, the Hong off,” a Saudi source familiar with the IPO have competed to win advisory roles in Kong-based international plans said. the IPO, seen as a gateway to a host of senior partner at Ince, has “The message we have been given other deals they expect to flow from the stepped down six months is that the IPO has been called off for kingdom’s wide privatization program. before his tenure was due the foreseeable future,” said a second International banks JPMorgan, to end. source, a senior financial adviser. Morgan Stanley and HSBC, were working Peter Rogan, senior “Even the local float on the Tadawul as global coordinators, boutique invest- partner of the firm between Stock Exchange has been shelved,” that ment banks Moelis & Co and Evercore 2000 and 2008, has been person said. were chosen as independent advisers and appointed as the interim Soon after, Saudi Arabia’s energy law firm White & Case as legal adviser, chair of the board. He will minister issued a denial that the IPO had sources had previously told Reuters. oversee the leadership of been called off. More banks were expected to be the firm, and be involved in “The government remains named but no bookrunners were formally appointing a new interna- committed to the initial public offering appointed despite banks pitching for the tional senior partner. of Saudi Aramco, in accordance with the deal. The firm did not provide appropriate circumstances and appro- Lawyers, bankers and auditors are all a reason for his premature priate time chosen by the Government,” essential in the drafting the prospectus, a resignation, but said Heuvels Khalid al-Falih said in a statement. formal document that provides essential will “continue to deliver the Falih said Riyadh had taken details on the company. firm’s strategically important measures to prepare for the listing and Aramco had a budget which it used Asia Growth Plan.” the timing would depend on factors to pay advisers until the end of June. This Heuvels joined Ince in including favorable market conditions. has not been renewed, one of sources 1993 as a trainee, and was The proposed listing of the national said. named as the firm’s senior champion was a central part of Crown “The advisers have been put on partner in 2015. Last year, Prince Mohammed bin Salman’s standby,” a fourth source, a senior oil he relocated to Hong Kong. reform drive aimed at restructuring the industry official, said. During his time as senior kingdom’s economy and reducing its Sources have previously told Reuters partner, Heuvels oversaw the dependence on oil revenue. that in addition to the valuations, disa- opening of Ince’s Marseille The prince announced the plan to greements among Saudi officials and and Cologne offices. He is sell about 5 percent of Aramco in 2016 their advisers over which international also said to have led a push via a local and an international listing, listing venue to be chosen had slowed towards increased tech- predicting the sale would value the whole the IPO preparations. nology investments.

10 ASIAN LEGAL BUSINESS – SEPTEMBER 2018 WWW.LEGALBUSINESSONLINE.COM BROUGHT TO YOU BY CIETAC

Arbitration in China: An interview with CIETAC arbitrator Cao Xinguang

Cao Xinguang, a seasoned arbitrator and a are more likely than judges to put themselves in member of the Expert Advisory Committee of the shoes of lawyers. the China International Economic and Trade “Everyone has the skills in his own fields of Arbitration Commission (“CIETAC”), officially expertise,” said Cao. “For example, I graduated became a CIETAC arbitrator in 1987. In more than from the University of International Business and 30 years, he has handled hundreds of arbitration Economics, so I have some advantages in dealing cases, many of which have a far-reaching influence with international economic and trade disputes and were selected as model cases by CIETAC. With compared to other arbitrators.” years of experience as a chief arbitrator, Cao shared Regarding the efficiency of arbitration, Cao his insights on CIETAC’s development with Asian believes that many factors will affect the length Legal Business and introduced the characteristics of the arbitration proceedings and the final result, of the services CIETAC offers. such as the behaviour of the parties and their Cao Xinguang lawyers in the process, the experience and input The development of arbitration in China CIETAC Arbitrator of the arbitrators, the organic cooperation between “At the beginning, most of the arbitration cases the arbitrators and the arbitration institution, and handled by CIETAC were related to contracts for applying rigorous logic analysis to the facts, law the support from Chinese judicial system. sale of goods, and we did not accept disputes and contractual provisions. “Compared with other international arbitra- between domestic parties. Many cases involved “When an arbitrator makes a decision, he tion institutions, I think the efficiency of CIETAC individual proprietorship enterprises, joint ventures, must respect the law and respect the bottom line arbitration is generally satisfactory,” said Cao. and cooperative enterprises,” said Cao. “They were of the contract,” he said. “You cannot contradict “Under normal circumstances, the arbitral award mainly of disputes regarding entities involved in your subjective sense of justice and discretion with could be made in a year and half. But we still have the cooperation projects among these enterprises.” the provisions of the contract and law.” a lot of space for improvement.” Along with the development of China’s “The provisions in the contract are essentially economy, CIETAC begun to accept domestic arbi- the allocation of risks. The change on the contrac- The internationalization of China’s arbitration tration cases. The types of dispute at CIETAC have tual provisions made by an arbitrator is a change services undergone great changes due to the increasing on the transaction conditions and the allocation CIETAC is constantly trying and working hard diversity of trade and commerce. of risks agreed by the parties,” he added. “This is on the internationalization of its services. For Between 2014 and 2017, Cao handled approx- not fair to the parties.” example, some procedures that were not previ- imately 60 cases as the presiding arbitrator. Among Cao believes that the independence of an ously employed by CIETAC, such as first procedural these cases, investment disputes involving equity arbitration institution should be an objective order, terms of reference, pre-hearing conference, transfers accounted for approximately 41 percent. standard, and the lack of independence of an evidence disclosure procedure, evidence collection “The controversy over such investments arbitration institution can only be considered to procedure, examination and cross-examination, and share swaps is rarely a controversy over the adversely affect a case if it has interfered with the expert witnesses, legal witnesses, and legal substantive aspects of the economy. It is more of a arbitral tribunal’s decision. opinions, are now being used in an appropriate capital investment for the purpose of final listing. “It is the arbitrators who handle the cases, not manner by reference to the practices of interna- This is what usually called “valuation adjustment the arbitration institutions. “The lack of independ- tional arbitration institutions. mechanism,” he said. “This phenomenon is closely ence of an arbitral institution would have a direct “CIETAC is very open to internationalization. related to the development of the entire capital impact on the arbitrators if it affects the arbitrators’ It is constantly studying and has already begun to market in China and the shifts of policy.” analysis and decision,” said Cao. “In my 31-year adopt some effective procedures. However, this Among the above cases handled by Cao, experience at CIETAC, nobody has ever interfered should be adjusted to the nature and need of the traditional sales disputes accounted for about 28 with my cases, and there has never been any need cases, and further improved to serve the interest percent. With the development of the economy for me to report on the case and its progress.” of CIETAC and China,” said Cao. and the adjustment of financial policies, the As of the independence of arbitrators, Cao In addition, he believes that the internation- number of disputes related to financial invest- believes it is mainly reflected in whether they have alization of arbitrators’ legal thinking also needs ment and fund management has increased signifi- conflicts of interest with the parties. Generally, further study. cantly. Subsequently, disputes related to loan and CIETAC’s requirements are consistent with inter- “When a new law solves an old problem, it guarantee have also become more common. national practices in this regard. will cause a new problem,” he said. “While we learn “This has been an all-round development “An arbitrator will normally volunteer to from other institutions, the horizon of our legal process, it is a reflection of the entire economic withdraw from a case if either party raises a talents is broadened, yet we face the challenge development,” said Cao. “After certain economic potential conflict of interest with him,” he said. of staying true to our mission to improve our legal activities occurred in a specific period, there will analysis skills in the context of China’s specific generally be a lag, and then the disputes arising Why choose arbitration conditions and to contribute to the growth of from such economic activities will appear alto- Cao cited many advantages of arbitration as a dispute resolution in China. gether.” method of dispute resolution, including the fast, economical, and flexible procedures, the appoint- China International Economic and Respect for the law and impartiality of arbitrators ment of arbitrators by each party, the arbitrators’ Trade Arbitration Commission (CIETAC) Many cases handled by Cao are selected as demon- expertise and professionalism, and the extrater- 6/F,CCOIC Building, 2 Huapichang Hutong, strative cases and used in the training of young ritorial enforcement of foreign arbitral awards. One Xicheng District, Beijing, China 100035 arbitrators. He believes that when arbitrators and of the strengths of arbitrators is that they are more T: +86 10-82217788, 64646688 lawyers study these cases, the most important familiar with the business operations and regula- F: +86 10-82217766, 64643500 is to respect the law and the relevant provisions tions in their respective specialized industries. And E: [email protected] of the contract, and to cultivate the ability of because many arbitrators are also lawyers, they W: www.cietac.org

WWW.LEGALBUSINESSONLINE.COM ASIAN LEGAL BUSINESS – SEPTEMBER 2018 11 BRIEFS MYANMAR SAYS COURT IN REUTERS REPORTERS’ CASE WAS INDEPENDENT

FROM REUTERS NEWS

Myanmar’s government spokesman has said that a court that convicted two Reuters journalist Wa Lone leaves after listening to the verdict at Insein court in Reuters journalists under the colonial- Yangon, Myanmar, September 3, 2018. REUTERS/Myat Thu Kyaw era Official Secrets Act was independent and followed due process, after interna- tional calls for the pair to be released. guilty, were investigating the killing of more pressure. But this is proof that we A judge found Wa Lone, 32, and 10 Rohingya Muslim villagers by the have nothing to do with the court.” Kyaw Soe Oo, 28, guilty of breaching Myanmar security forces at the time of The International Criminal Court the law on state secrets and sentenced their arrest in December. recently ruled it had jurisdiction over them to seven years in prison. A crackdown by Myanmar soldiers Myanmar’s alleged deportation of The verdict was criticized by senior and police in response to militant Rohingya, paving the way for the United Nations officials and govern- attacks last year drove about 700,000 court’s prosecutor to further examine ments including the United States, Rohingya to flee western Myanmar whether there is sufficient evidence to file Britain and Bangladesh, as well as for Bangladesh, according to U.N. charges. Zaw Htay declined to comment press freedom in Myanmar agencies. in detail on that ruling, but said the and around the world. Zaw Htay said the government government would release a statement “The Reuters case is the decision of had not sought to influence the court, later responding to the decision. the court and the court is independent,” despite international pressure over the Myanmar has previously said it spokesman Zaw Htay told a news confer- Rohingya crackdown, including a U.N. was not subject to the court’s rulings ence in the capital Naypyitaw, in the Security Council meeting on Myanmar since the country is not a signatory to government’s first public comments in the week before the verdict. the Rome Statute that established the on the case since the verdict. He said “It means the court does not know ICC. The court found it had jurisdiction he would not comment further to avoid about anything else and it continued to because part of the alleged act of depor- committing contempt of court. do its own process,” he said. “This (the tation took place in Bangladesh, which The journalists, who pleaded not verdict) happened and now we have is an ICC member state.

it was named as the Rising Law Firm of the Year in 2017, and the Boutique Law Firm of MALAYSIA’S ADNAN SUNDRA TO MERGE WITH TWO FIRMS the Year the following year. KT, which was founded in 1996, advises Malaysian law firm Adnan Sundra & Low on projects and concessions in areas like (ASL) is merging with two local outfits: Putri power, oil and gas, light rail systems, cement Norlisa Chair (PNC) and Khem Thadani (KT). plants, mining, dredging, water, highways, Following the mergers, which come into airports, telecommunications and informa- effect on Oct. 1, the firm will have more than tion technology. 100 lawyers, including 26 partners. Established in 1975, ASL specialises in PNC was established in 2015. The firm’s banking and finance, capital markets, civil practice areas include corporate/M&A, aviation, corporate/M&A, dispute resolution, projects and infrastructure, and banking Islamic finance and real estate. It won the Law and finance. PNC won awards in consecu- Firm of the Year award at the ALB Malaysia tive years at the ALB Malaysia Law Awards; Law Awards 2016.

12 ASIAN LEGAL BUSINESS – SEPTEMBER 2018 WWW.LEGALBUSINESSONLINE.COM DUO_Ad_White_210x280_hi.pdf 1 31/08/2018 4:37 PM

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20I8 RANKINGS BY ASIAN LEGAL BUSINESS

DURING THE FIRST HALF OF 2018, THERE WERE excluding Japan included the energy and power, indus- 6,484 DISCLOSED M&A DEALS WITH ASIAN trials, and financials, which made up a market share of 42.2 INVOLVEMENT AMOUNTING TO $540.4 BILLION, percent altogether. In particular, REPRESENTING AN INCREASE OF 23.5 PERCENT compared to the first six months of last year, energy and power COMPARED TO THE FIRST HALF OF 2017, recorded a surge of 147.3 percent ACCORDING TO DATA FROM THOMSON REUTERS. in deal value to $80 billion. This was due to the top two announced deals involving Asian Despite an increase in M&A In terms of deal count, among companies. In May 2018, China activity this year compared to the 10 Asian countries and territories Three Gorges’ proposed $28.6 first half of 2017, Asia’s global counted, China ranked first, billion takeover of energy firm share dropped to 19.1 percent followed by Japan, South Korea, EDP Energias de Portugal was this year from 27 percent in 2017, Hong Kong, and Singapore. The the biggest in this category. said research firm Mergermarket. country also recorded the highest This was the first time a Chinese The firm’s data also showed that deal value, before Hong Kong and involvement deal exceeded during the previous 12 months, Japan. $20 billion in Europe since the China was the most active in M&A Sectors that saw the most deal between ChemChina and activity. M&A activity this year in Asia Syngenta in 2016.

14 ASIAN LEGAL BUSINESS – SEPTEMBER 2018 WWW.LEGALBUSINESSONLINE.COM COVER STORY

OUR RESEARCH

— The research covers the period spanning from July 2017 to July CHINA 2018. This includes both ongoing work and matters that were closed during this timeframe. DOMESTIC — ALB drew results from firm CHINA TIER 1 submissions, Thomson Reuters M&A data, interviews, editorial IN THE FIRST SIX MONTHS of 2018, China — Haiwen & Partners resources and market suggestions saw an 18 percent decline in deal value to — Han Kun Law Offices to identify and rank the top firms $348 billion, while deal count was still — JunHe LLP for M&A in Asia. holding up, according to PwC. — King & Wood Mallesons — Zhong Lun Law Firm OUR METRICS Domestic strategic M&A — which means acquiring companies for integrating TIER 2 — The volume, complexity and size of them in existing business—also dropped 27 work undertaken percent in value. The half-year period saw — AllBright Law Offices — Presence across Asia and in 24 deals valued over $1 billion compared to — Global Law Office individual jurisdictions — Grandall Law Firm — Key personnel hires and growth of 32 deals in the same period last year. Such — Guantao Law Firm the practice group a trend reflected the Chinese government’s — Jincheng Tongda & Neal Law Firm — Key clients and new client wins effort to deleveraging. — Jingtian & Gongcheng — Firm’s visibility and profile in the Outbound M&A deal value was also on — Llinks Law Offices region the decline for the fourth six-month period, — Tian Yuan Law Firm even though the level still maintained a third higher than that before 2016. The The second one is Hong decline might have to do with the Chinese Kong-based CK Hutchison government’s restriction on outbound CHINA Holdings’ bid in June 2018 for investment in “sensitive sectors” such as Australian gas pipeline operator real estate, hotels, cinemas, and sports APA Group for $9.8 billion. This clubs in February. INTERNATIONAL is the group’s biggest overseas This was consistent with the downward TIER 1 acquisition and the second largest trend in outbound investment throughout — Clifford Chance in Asia excluding Japan. 2017, given that the Chinese government — Freshfields On the other hand, private tightened control over capital outflow. In — Linklaters equity-related deals rose to $119.6 particular, investment into the U.S. has — Simpson Thacher & Bartlett billion by 32.7 percent in deal been falling, which accounted for a signif- — Skadden, Arps, Slate, value year-on-year, according to icant proportion of the overall decline in Meagher & Flom — Bloomberg. outbound M&A. The largest deal in this As the between China and TIER 2 category announced in Asia the U.S. cast a shadow over the market, a during the first half of 2018 was more protectionist mood would mean deals — Allen & Overy — Baker McKenzie FenXun Walmart’s pending acquisition that are very large or commercially sensitive Joint Operation Office of India-based Flipkart Online would come under heavier scrutiny in the — Davis Polk & Wardwell Services for around $16 billion. U.S. and Europe. — DLA Piper In terms of overseas As for deals targeting Chinese — Hogan Lovells investment, Asian companies companies during the first half of 2018, the — Kirkland & Ellis were stepping up their game in biggest one was Singaporean GIC’s offer to — Norton Rose Fulbright 2018. In early May, Japan’s Takeda acquire stake in Zhejiang Ant Small & Micro — Paul, Weiss, Rifkind, Wharton & Garrison made an offer to acquire Irish Financial Services Group for $14 billion in — Sullivan & Cromwell biopharma firm Shire for $79.7 May. — Weil, Gotshal & Manges billion, followed by China Three Another significant deal was the acqui- — White & Case Gorge’s proposed $27.4 billion sition of China-based Ele.me by Alibaba takeover of energy firm EDP Group. and Ant Financial in April, which For the full rankings, visit Energias de Portugal. involved $9.5 billion. www.legalbusinessonline.com

WWW.LEGALBUSINESSONLINE.COM ASIAN LEGAL BUSINESS – SEPTEMBER 2018 15 COVER STORY HONG KONG TIER 1

— Clifford Chance — Linklaters — Freshfields Bruckhaus — Skadden, Arps, Slate, Deringer Meagher & Flom — Kirkland & Ellis — Slaughter and May

TIER 2

— Allen & Overy — Paul, Weiss, Rifkind, — Ashurst Wharton & Garrison — Baker McKenzie — Shearman & Sterling — Davis Polk & Wardwell — Simpson Thacher & — Deacons Bartlett — — Sullivan & Cromwell — Latham & Watkins — Weil, Gotshal & Manges — Norton Rose Fulbright

TIER 3

— Cleary Gottlieb Steen & — Mayer Brown JSM Hamilton — Morrison & Foerster — Debevoise & Plimpton — Reed Smith Richards HONG — DLA Piper Butler — Hogan Lovells — White & Case — King & Wood Mallesons KONG For the full rankings, visit www.legalbusinessonline.com DURING the past 12 months, new measures to clarify holders in November 2017. Hong Kong recorded the “encouraged”, “restricted” Other top sectors that second highest deal value and “prohibited” outbound saw active M&A deals were INDIA in Asia at $61.5 billion, activities, which helped financial services as well as even though only 174 deals improve the investors’ energy and infrastructure. were made in the period, appetite. Consumer and telecommu- ranking fourth in deal count, This was followed by nications and technology according to Mergermarket. mainland Chinese companies sectors also gained some A prominent deal during acquiring interests in Hong attention from investors. the first half of this year was Kong property and insurance In addition, the Hong CK Hutchison Holdings’ bid firms. One notable deal was Kong government has been in May for Australian pipeline the offer by Yunfeng Financial promoting the fintech devel- company APA Group for $9.8 Group, a company associated opment in the city, which billion. Not only is this the with Alibaba’s founder Jack boosted investment in this group’s biggest overseas Ma, to buy Hong Kong insurer sector. This could be a new acquisition, but also the MassMutual Asia for $1.7 field for increasing M&A second largest in Asia billion in August 2017. activity. excluding Japan. Real estate was the Furthermore, the Belt Last year, the Chinese top sector for M&A deals. and Road initiative means government’s controls on A noteworthy deal was new opportunities for Hong capital outflows hampered Wharf (Holdings)’s $23.3 Kong companies to expand mainland investment billion spin-off of the share overseas, especially in the into Hong Kong. Then in capital of Wharf Real Estate infrastructure and resources August, China introduced Investment to its share- sectors.

16 ASIAN LEGAL BUSINESS – SEPTEMBER 2018 WWW.LEGALBUSINESSONLINE.COM COVER STORY

THROUGHOUT 2017 AND 2018, M&A activity in India has been robust and consistent, according to Kunal Thakore, partner at Talwar INDIA Thakore & Associates. TIER 1 There were 78 announced inbound deals totalling $26.1 billion that represented 46.4 — AZB & Partners — Luthra & Luthra Law Offices percent of the foreign investment in the region, — Cyril Amarchand Mangaldas — Shardul Amarchand — Economic Laws Practice Mangaldas & Co making India a top destination in terms of deal — IndusLaw — Trilegal value and deal count. — J Sagar Associates Multinational companies are looking — Khaitan & Co. to step up their presence in India, which — Kochhar & Co. has driven up the inflow of foreign direct TIER 2 investment to the country. One prominent example was global retailer Walmart’s $16 — Bharucha & Partners — Phoenix Legal billion deal to buy stake in Flipkart, India’s — DSK Legal — S&R Associates largest online retailer. This is also the biggest — Desai & Diwanji — Talwar Thakore & Associates deal in Asia during the first half of 2018. — Dua Associates — Vaish Associates — HSA Advocates Another example was France’s Schneider — Majmudar & Partners Electric SE and Singapore’s Temasek offering — Nishith Desai Associates $2.1 billion to buy the electrical unit of Larsen — Platinum Partners & Toubro, India’s biggest engineering and construction company, in May 2018. For the full rankings, visit www.legalbusinessonline.com

WWW.LEGALBUSINESSONLINE.COM ASIAN LEGAL BUSINESS – SEPTEMBER 2018 17 COVER STORY

INDONESIA FROM JULY 2017 to June 2018, the country recorded 66 deals totalling $9.7 billion, data from Mergermarket shows. Sectors that saw the strongest announced and completed M&A activity included mining, financial INDONESIA services, fintech and TIER 1 consumer goods. Some of the notable deals involving — Ali Budiardjo, Nugroho, Indonesian firms included Reksodiputro Temasek’s $1.1 billion — Assegaf Hamzah & divestment of its stake in Partners Indonesian Bank Danamon to — Ginting & The Bank of Tokyo-Mitsubishi Reksodiputro UFJ in December 2018, and JAPAN in association with mining company Amman Allen & Overy — Hadiputranto, Mineral Nusa Tenggara PT’s M&A ACTIVITY in Japan Hadinoto & Partners, acquisition of a 44.3 percent was strong for the first six a member firm of stake in Australian mining months in 2018, with the Baker McKenzie contractor Macmahon deal value reaching a fresh — Hiswara Bunjamin & Holdings Limited for $145 high to $240.9 billion. This Tandjung in million in July 2017. represented a surge of 267.8 association with Home to more than 260 percent compared to the JAPAN Herbert Smith Freehills million people, Indonesia first half of 2017, according — SSEK Legal is the biggest economy in to Thomson Reuters. DOMESTIC Consultants Southeast Asia with a fast- The number of TIER 1 growing e-commerce sector announced deals also rose TIER 2 that attracted Chinese to 2,025, up by 15.3 percent — Mori Hamada & Matsumoto — Lubis Ganie investment. In August compared to the first half 2017, China’s Alibaba led in 2017. In addition, there — Nagashima Ohno & Surowidjojo Tsunematsu — Makarim & Taira S. a $1.1 billion investment were 23 deals involving — Nishimura & Asahi — Makes & Partners in Indonesian shopping Japanese firms valued at — TMI Associates — Melli Darsa & Co. platform Tokopedia as over $1 billion. (PwC) part of its effort to tap into The most active sectors TIER 2 — Oentoeng Suria & Southeast Asia. In the same for M&A activity were Partners — Anderson Mori & — Soemadipradja & month, Chinese e-commerce healthcare and telecommu- Tomotsune Taher company JD.com partici- nications, which made up — Atsumi & Sakai pated in an $800 million 57.7 percent of the market For the full rankings, visit funding round of Indonesian share. The healthcare sector For the full rankings, visit www.legalbusinessonline.com ride-hailing startup Go-Jek. CONTINUED ON PAGE 20 www.legalbusinessonline.com

18 ASIAN LEGAL BUSINESS – SEPTEMBER 2018 WWW.LEGALBUSINESSONLINE.COM The Law on Your Side

“Responsive, Efficient & Cost Effective” COVER STORY

FROM PAGE 18 recorded $80.2 billion, repre- senting a 33.3 percent market share, while telecommuni- cations surged by 1,308.8 percent to $58.7 billion in deal value, taking up 24.4 percent of market share. Indeed, the two biggest deals involving Japanese firms in the first half of 2018 were from these two sectors. Takeda Pharmaceutical acquired Shire for $76.9 billion in May, and T-Mobile JAPAN merged with Sprint for $58.7 billion in April. INTERNATIONAL Japanese firms remained TIER 1 active in investing overseas. MALAYSIA Outbound activity recorded — Allen & Overy $117.9 billion in deal value, up Gaikokuho Kyodo DURING the past 12 months, by 249.3 percent compared Jigyo Horitsu Jimusho Malaysia came in second — Baker McKenzie to 2017. This was driven up (Gaikokuho Joint after Singapore in ASEAN by Takeda’s $76.9 billion Enterprise) countries in terms of deal acquisition of Shire, which — Freshfields Bruckhaus count, recording 87 deals was the largest M&A deal Deringer with a total value of $8 billion, made by a Japanese firm — Herbert Smith according to Mergermarket. and the biggest cross-border Freehills The country also saw 20 deal ever seen in the global — Morrison & Foerster public deals amounting to Ito & Mitomi healthcare sector. $2.4 billion in the latter half — Shearman & Sterling MALAYSIA In particular, Japanese — Simpson Thacher & TIER 1 of 2017. firms preferred U.S. targets Bartlett Malaysian companies the most during the first — Skadden, Arps, Slate, — Christopher & Lee Ong continued to make strong half of this year, with 41 Meagher & Flom — Rahmat Lim & contributions to M&A in Asia. deals totalling $15.5 billion, Partners During the past 12 months, TIER 2 according to Mergermarket. — Shearn Delamore & Co one of the notable deals was — Skrine On the other hand, the — Ashurst — Wong & Partners Malaysian telecommunica- country saw the strongest — Clifford Chance tions firm Axiata Group’s domestic M&A activity for a Law Office TIER 2 $940 million acquisition of first-half period, recording — Davis Polk & Wardwell Pakistan telecom towers — Hogan Lovells Horitsu — Abdullah Chan & Co $49.9 billion in total deal firm Deodar in August 2017— Jimusho Gaikokuho — Adnan Sundra & Low value. Kyodo Jigyo — Kadir Andri & Partners one of the biggest deals in A notable deal was — Linklaters — Lee Hishammuddin Pakistan. Itochu Corporation’s proposal — Paul, Weiss, Rifkind, Allen & Gledhill Another one was energy to increase its stake in chain Wharton & Garrison — Mah-Kamariyah & firm Petronas’s sale of convenience stores operator — Ropes & Gray Philip Koh 10 percent interest in its FamilyMart UNY for $1.12 — Sullivan & Cromwell — Shook Lin & Bok subsidiary Petronas LNG 9 to — White & Case – — Zaid Ibrahim & Co billion, the largest deal since an affiliate of Thailand's PTT White & Case Law (ZICO Law) 2015 in the consumer sector. Offices (Registered — Zain & Co Exploration and Production According to a survey by Association) — Zul Rafique & Partners Public Company for around EY, 73 percent of Japanese $500 million in July 2017, executives plan to acquire in For the full rankings, visit For the full rankings, visit boosting the M&A activity in the next 12 months. www.legalbusinessonline.com www.legalbusinessonline.com the energy sector.

20 ASIAN LEGAL BUSINESS – SEPTEMBER 2018 WWW.LEGALBUSINESSONLINE.COM COVER STORY

PHILIPPINES TIER 1 PHILIPPINES — Angara Abello Concepcion Regala & Cruz Law Offices (ACCRALaw) FROM JULY 2017 to June 2018, the Philippines recorded significantly fewer — Picazo Buyco Tan Fider & Santos deals than other Southeast countries, but the deal value was holding up. The — Quisumbing Torres country saw 37 deals with a total value of $11.7 billion, suggested by data from — Romulo Mabanta Buenaventura Sayoc & Mergermarket. De Los Angeles — SyCip Salazar Hernandez & Gatmaitan A notable deal in the country was announced in March 2018. Aboitiz InfraCapital offered to rehabilitate, expand, modernise and operate four regional TIER 2 airports in the Philippines for $2.84 billion over a concession period of 35 years. The World Bank’s June 2018 Global Economist Prospects report named the — Castillo Laman Tan Pantaleon & San Jose Philippines the world’s 10th fastest-growing economy thanks to its “growing — Gatmaytan Yap Patacsil Gutierrez & Protacio consumption, steady remittance inflows, improved government spending and (C&G Law) — Puyat Jacinto & Santos Law Offices (PJS Law) accommodative monetary policy.” — Quiason Makalintal Barot Torres Ibarra Sison & In 2017, the country saw the strongest M&A activity in financial services, Damaso energy and consumer goods sectors, the SGV Transaction Advisory Services — Villaraza & Angangco team noted in an EY publication on private equity in Southeast Asia. These sectors and construction are expected to contribute to stronger M&A activity. For the full rankings, visit www.legalbusinessonline.com

WWW.LEGALBUSINESSONLINE.COM ASIAN LEGAL BUSINESS – SEPTEMBER 2018 21 COVER STORY SINGAPORE FOR THE PREVIOUS 12 months, M&A activity in Singapore was robust with 127 deals recorded, Mergermarket said. SINGAPORE During the first half of 2018, the total value of deals rose to $33.8 billion DOMESTIC by 19.1 percent compared to the same TIER 1 period last year, data from Thomson Reuters shows. — Allen & Gledhill Compared to the first quarter, the — Morgan Lewis Stamford country was more active in M&A from — Rajah & Tann Singapore March to June with a total deal value of — WongPartnership $21.6 billion, driving the M&A activity TIER 2 this year. This represented an increase of SOUTH 76.8 percent and 23.4 percent compared — Baker McKenzie Wong & Leow to the first quarter of 2018 and the same — Dentons Rodyk period last year, respectively. — Drew & Napier — Shook Lin & Bok Overall speaking, Singapore saw an uptick in disclosed M&A deals as well as KOREA domestic and outbound M&A activity in the first half of 2018. DURING THE LAST 12 months, South Value of disclosed M&A deals rose Korea recorded the third highest number SINGAPORE to $127.1 million from $86.8 million of deals in Asia following China and compared to the same period in 2017. Japan, with 402 deals totalling $41.2 INTERNATIONAL Domestic M&A activity rose 7.5 billion, Mergermarket said. TIER 1 percent in deal value to $3.8 billion The most active sectors for M&A despite a drop in deal count by 22.9 in 2017 included consumer and — Allen & Overy percent. Meanwhile, outbound M&A technology, and private equity deals — Clifford Chance activity also grew 24.5 percent to $12.4 accounted for a big part. — Freshfields Bruckhaus Deringer — Latham & Watkins billion while witnessing a decline by South Korea’s logistics company — Linklaters 23.2 percent in deal count compared Hyundai Glovis’ $8.8 billion proposed — Milbank, Tweed, Hadley & to the first half of 2017. deal with Hyundai Mobis announced in McCloy In the domestic M&A space, 75 March 2018 could be the biggest trans- percent of the deals involved the action in the first half of 2018. Second TIER 2 property, financial and industrial to come was CJ O Shopping’s bid for CJ — Ashurst sectors. The property sector was the E&M announced in January 2018, which — Baker McKenzie.Wong & Leow most active among all, with a deal value was valued at $3.8 billion. — Herbert Smith Freehills totalling $10.4 billion, representing 30.9 Over the past year, South Korea saw — Hogan Lovells Lee & Lee percent of total activity. easing geopolitical tensions with North — Jones Day However, cross-border deal activity Korea. According to KPMG, there have — Morrison & Foerster saw an 11.8 percent drop in deal value, been more opportunities for M&A in the — Norton Rose Fulbright — Sidley Austin from $19 billion in the first half of 2017 country in recent years. More companies — White & Case to $16.8 billion in the first six months are using M&A as a way to strengthen this year. This could be explained by the themselves in the global economy for For the full rankings, visit weak inbound M&A activity, which saw expanding operations and gaining www.legalbusinessonline.com a 51.9 percent decline to $4.3 billion. synergistic benefits.

22 ASIAN LEGAL BUSINESS – SEPTEMBER 2018 WWW.LEGALBUSINESSONLINE.COM COVER STORY

SOUTH KOREA DOMESTIC TIER 1

— Bae, Kim & Lee LLC — Shin & Kim — Kim & Chang — Yulchon — Lee & Ko TIER 2 TAIWAN — Barun Law — KL Partners — DR & AJU — Yoon & Yang WITH A CHALLENGING 2017 now — Hwang Mok Park over, the value of M&A atransactions — Jipyong in Taiwan is forecast to climb over the next two years, according to a report issued by Baker McKenzie Taipei. Fundamentally dealmaking condi- SOUTH KOREA INTERNATIONAL tions are expected to remain solid, with TAIWAN TIER 1 stable economic growth, low inflation, TIER 1 and low financing costs, the firm said. — Cleary Gottlieb Steen — Paul Hastings It added that domestic and inbound — Baker McKenzie & Hamilton — Jones Day M&A activity are forecast for upticks, — Lee and Li TIER 2 supported by good global growth, reaching a value of $8.7 billion in 2019. TIER 2 — Clifford Chance — Skadden, Arps, Slate, Meanwhile, the value of M&A — Eiger — Herbert Smith Meagher & Flom transactions undertaken by local firms Freehills — White & Case — LCS & Partners — Ropes & Gray investing abroad in 2017 reached a — Lexcel Partners — Simpson Thacher & record high, with $7.25 billion spent — Tsar & Tsai Bartlett across 28 deals, said a report from White & Case. Another great year is For the full rankings, visit For the full rankings, visit www.legalbusinessonline.com set to be in the horizon. www.legalbusinessonline.com

MANILA CEBU HONG KONG www.romulo.com | +632.555.9555 ROMUWWW.LEGALBUSINESSONLINE.COMLO MABANTA BUENAVENTURA SAYOC & DE LOS ANGELES ASIAN LEGAL BUSINESS – SEPTEMBER 2018 23 COVER STORY

Thai law firm Weerawong, Chinnavat & Partners said the average transaction was up to 21 percent during the period and there were more deals with a total value of over $400 THAILAND million. Some of the M&A-active sectors included consumer discretionary, industrial TIER 1 materials, energy, real estate, and technology. — Allen & Overy In the past 12 months, the firm has taken — Baker McKenzie part in several notable deals, including PTT — Chandler MHM Exploration and Production Public Company’s — Linklaters $750 million deal with Shell Integrated Gas — Weerawong, Chinnavat & Thailand and Thai Energy Company for stake Partners in Bongkot Project, as well as PTT Public TIER 2 Company’s $771 million deal with PTT Global THAILAND Chemical Public Company for transferring — DLA Piper its petrochemical, propane and bioplastic — Hunton Andrews Kurth THAILAND’S M&A ACTIVITY during the businesses. — Siam Premier — Thanathip & Partners previous 12 months was as busy as other Other key developments in the country — Tilleke & Gibbins ASEAN countries. According to Mergermarket, that could impact investor appetite are the the country saw 66 deals amounting to $11.2 coronation of King Maha Vajiralongkorn For the full rankings, visit billion. There were also seven public deals expected this year and the general election www.legalbusinessonline.com worth of $1.8 billion in the second half of 2017. coming up in November.

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24 ASIAN LEGAL BUSINESS – SEPTEMBER 2018 WWW.LEGALBUSINESSONLINE.COM COVER STORY

VIETNAM VIETNAM TIER 1 MERGERMARKET’S DATA shows that the country recorded 46 deals totalling $6.9 billion during the past 12 months. — Allen & Overy — Freshfields Bruckhaus As the country’s economy grew at over 7 percent year-on-year, — Allens Deringer foreign investors have shown interest in Vietnam’s market, the real — Baker McKenzie — VILAF estate sector in particular. M&A activity in this sector remained robust, — Frasers Law Company — YKVN accounting for 66.7 percent of the total value of M&A transactions in TIER 2 the first half of 2018, according to figures presented at the recently held M&A Forum 2018. — Audier & Partners — Russin & Vecchi A notable deal was the offer by Phu Long Real Estate Company, an — DFDL — Tilleke & Gibbins affiliate of airline Vietjet’s owner Nguyen Thi Phuong Thao, to acquire 50 — Duane Morris Vietnam — Vision & Associates percent of South Korean Posco E&C, which would make it a 50 percent — Hogan Lovells — ZICO Law — LNT & Partners investor at Splendora in Hanoi, one of the first large-scale real estate — Mayer Brown JSM projects in the city. — Rajah & Tann LCT Another one was Singaporean wealth fund GIC’s $1.3 billion Lawyers investment in Vietnam’s Vingroup and its real estate arm Vinhomes to develop high-end real estate projects in Vietnam. For the full rankings, visit www.legalbusinessonline.com

WWW.LEGALBUSINESSONLINE.COM ASIAN LEGAL BUSINESS – SEPTEMBER 2018 25 ICO

Cauton & Saavedra, says that a unique driver for its popularity is the fact that it has democratized how start-ups gain immediate access to funding. “All emerging regulatory issues notwith- standing, conducting an ICO remains to be a viable and accessible alterna- tive to raising capital today. This is of course in stark contrast to conducting an IPO with all its requirements for volumi- nous paperwork – which includes estab- lishing a company’s business as well as producing a good financial track record – not to mention meeting substantive capital requirements,” he says. “The ease of securing funding via ICOs can also be contrasted with obtaining a loan, the latter being another conventional method of securing funding. Frankly, loans are simply too impractical and sometimes prohib- itive for start-ups which are usually formed by a group of ‘technopreneurs’ whose aggregate assets cannot meet a bank’s typical collateral requirements,” Gorriceta adds. Gorriceta also notes that ICOs can cater to any kind of company. “This is precisely why it has caught the attention of so many industries,” he says. “But so far, we’ve dealt with start-ups and estab- lished tech companies which are offering blockchain-based solutions to improve the delivery of goods and services. These are your day-to-day transactions such as money transfer, healthcare, ICO AGE e-commerce, internet access, and the like. It remains to be seen whether our In the past year or so Asia has today become a hotspot regulators are able to appreciate both the breadth and depth of the applica- for initial coin offerings. This has led not just to a growth tion of ICOs, potentially encompassing, in legal work, but also to a demand for law firms with as it were, every line of business. It is not only the IT sector, but a specialised skills. BY RANAJIT DAM number of companies, from indus- tries such as manufacturing, agricul- The phenomenon of initial coin So, what is an ICO? Simply put, it ture, tourism, service industry, have offerings (ICOs) has taken the world by is a digital token-based fundraising also been embarking on ICOs, note storm, and Asia has rapidly emerged as mechanism through which companies Tetsuo Kurita and Kazutaka Mori of the one of the key regions for the same. The create and sell their own virtual currency Singapore-based One Asia Lawyers. “In number of companies launching ICOs in exchange for cash or widely accepted addition, though there are many venture in Singapore and Hong Kong, in partic- cryptocurrencies, such as bitcoin. The companies, recently ICOs from busi- ular, has rocketed in recent months, with buyer of the token can use it to pay for nesses that collaborate with universi- the former appearing on list of the top goods or services the company offers, or ties, and spin-out companies came out. three ICO launchpads in terms of money stash it away as an investment. It is the speed of financing that they like raised, according to information portal Mark Gorriceta, managing partner about ICOs. It seems to be very attractive Funderbeam. of Philippine law firm Gorriceta Africa that their financing may be completed

26 ASIAN LEGAL BUSINESS – SEPTEMBER 2018 WWW.LEGALBUSINESSONLINE.COM ICO in a few months from the start of the “All emerging regulatory issues notwithstanding, project,” they add. conducting an ICO remains to be a viable and BIG IN ASIA accessible alternative to raising capital today. This is Globally, Hong Kong and Singapore have of course in stark contrast to conducting an IPO with emerged as two of the three leading ICO hubs, with the third being Switzerland. all its requirements for voluminous paperwork – which While Hong Kong has yet to host a large includes establishing a company’s business as well as ICO, Singapore on the other hand had producing a good financial track record – not to several notable token sales in 2017 including QASH, which raised $106.4 mention meeting substantive capital requirements.” million. — Mark Gorriceta, Gorriceta Africa Cauton & Saavedra Gorriceta says that that It doesn’t come as a surprise that Asia has become one of the key regions driving blockchain and cryptocurrency growth. “Blockchain technology is well-suited to address for blockchain technology, led to the white paper, preparing a legal opinion many pain points faced by developing explosive expansion of ICOs seen on ICO’s legality, a contract for private countries, such as the Philippines,” he last year. Moreover, in Asia, the ICOs sale (SAFT), a terms and condition for says. “Moreover, even prior to the intro- expanded later than Europe and North token sale, and a contract with a token duction of ICOs, fintech hubs in Asia America. Regulatory tightening in these dealer,” they say. have long been enticing start-ups and areas has been thought to be one of the At the same time, law firms in this tech talents to set up shop within the reasons for the shift in expansion of ICOs space require a specialised set of skills. region due to lower operating and living to Asia in recent years,” they add. “To be competitive in this field, a law costs in comparison to what they would firm must gain a solid understanding normally shell out if they opt for Silicon LEGAL WORK of the blockchain technology, its funda- Valley. From what we have seen, there is The surge in ICOs has also led to a surge mentals, and the way ICO ecosystems definitely a deep pool of untapped local in legal work. Gorriceta of Gorriceta work. A certain level of creativity is also talent in the tech industry who would Africa Cauton & Saavedra says that in required to navigate throughout legal prefer to work closer to home and apply relation to ICOs, his firm provides end- clutter caused by emerging regula- blockchain technology to problem areas to-end legal services which include a tory frameworks in various jurisdictions within their immediate communities. number of components. “These are legal vis-à-vis the diverse business models Taken together, blockchain presents a and compliance advisory in light of both that are being developed with respect perfect opportunity for Asian tech talents the present and emerging Philippine to ICOs. Last but not the least, a firm to start their own companies locally – regulatory framework, specifically with handling ICO-related projects must keep hopefully, through funding secured from respect to the review of the business abreast with rapidly-evolving devel- ICOs.” model and the whitepaper; connecting, opments both on the legal and tech- Kurita and Mori cite several reasons collaborating, and engaging with inter- nology side of ICOs. An understanding behind the popularity of ICOs in Asia. national legal counsel, if necessary, as and appreciation over policy trajectory “First of all, the law to directly regulate regards general legal support for the – which usually responds to and follows ICOs was not enacted in Asian countries proposed ICO; drafting the requisite technology and market trajectory – will except for a few countries such as China,” and ancillary documents for the ICO go a long way in calibrating one’s legal they say. “For ICOs, there is no strict in collaboration with the chosen inter- resources towards achieving frontier regulation like IPO, and there is no limi- national legal counsel; structuring the legal work,” says Gorriceta. tation on the use of procured funds like business itself under a multi-jurisdic- Kurita and Mori say that it is cloud funding. Secondly, it is the match tional and comparative lens; and liaise obviously necessary to have a sufficient of interests. For investors, there is the and represent the company before the understanding of the laws concerning possibility of a significant price rise, for Philippine Securities and Exchange finance and securities. “In addition to a company it is possible to raise a large Commission if there is an intent to sell this, it is necessary to be familiar with amount of funds through the possibility the token in the Philippines,” he says. the laws and regulations in the countries of the project even if the company itself Kurita and Mori of One Asia Lawyers where the tokens are sold,” they add. has not enough economic credibility.” say they review whether the ICOs imple- “It is required some knowledge of the “We think that the elements of mented in Asian countries comply with business model and international tax these ICOs above combined with the each countries’ law and regulation. as an additional element. We support worldwide spread of the Internet, global “We also offer comprehensive legal clients in cooperation with tax special- prosperity of SNS, and expectations service ICOs, such as reviewing the ists familiar with ICOs.”

WWW.LEGALBUSINESSONLINE.COM ASIAN LEGAL BUSINESS – SEPTEMBER 2018 27 BROUGHT TO YOU BY ONE ASIA LAWYERS (BENGOSHI HOUJIN ONE ASIA)

Cryptocurrency and ICO Regulation in ASEAN and Japan

Current situation in Japan Schemes etc. For example, where an ICO We briefly describe the current situation is substantially evaluated as a scheme of of cryptocurrency and ICO regulations in distributing the profits or rights obtained Japan. ICO is an abbreviation for Initial by using or managing the assets paid Coin Offering. A company that wishes from the purchaser of the token, the to raise funds issues its own cryptocur- ICO is said to fall under the Collective rency called “token” in association with Investment Scheme. The Guidelines the products or services it provides (in also mention the possibility of lawful this article, it is collectively called the trial operation through the application “cryptocurrency” in order to distinguish of Fintech Regulatory Sandbox (also it from the virtual currency defined by Kazutaka Mori known as the “sandboxes”). Even in such law in Japan). In principle, each investor Partner, Head Fintech & ICO team cases, the ICOs are subjected to strict receives a token allocation by paying a E: [email protected] regulations. Furthermore, the guidelines cryptocurrency such as Bitcoin to the stipulate that even if the ICO does not company. Accordingly, no licensing or registra- fall within the category of securities, In Japan, the Enforcement of the tion system has been introduced for the it is necessary to comply with relevant Payment Services Act, which came into buying, selling or exchanging of crypto- laws and regulations to eradicate money effect on 1st April 2007, requires registra- currency. laundering and terrorism financing. tion with the Virtual Currency Exchange There are no laws that directly Singapore is currently under delib- Business in order to trade and exchange regulate ICOs. The only guidelines are eration of Payment Services Bill that virtual currency. Generally, most ICOs the Guide to Digital Token Offerings regulates payment services in general. are construed as buying, selling or which was released by the Monetary According to the Singapore authorities, exchanging virtual currency. Carriers of Authority of Singapore (“MAS”) on 14th this new law aims to expand the scope of ICOs need to register with the Virtual November 2017. Although the guide- licenses to cryptocurrency services and Currency Exchange Business or issue lines are not legally binding, the MAS is create an environment that will promote tokens through the registered Virtual empowered with a wide range of discre- innovative methods of payment as well Currency Exchange. It is extremely tionary powers which it may exercise to as other services under appropriate difficult to obtain a new registration ensure compliance with these guide- supervision. with the Virtual Currency Exchange lines. Business, and presently, the acceptance These guidelines stipulate that if 2. Malaysia of new ICOs by the existing registered the tokens issued by ICOs fall under the Malaysia also appears to be tolerant of Virtual Currency Exchange Business has category of “securities”, the said ICOs cryptocurrency trading. At present, there completely stopped. would be regulated by the Securities is no licensing or registration system Despite the lack of regulations to and Futures Act (“SFA”). There are a for cryptocurrency exchange business. regulate ICO in Japan, it is generally set of stringent requirements that must Similarly, there are no laws that directly assumed that “Japan’s ICO is difficult” be complied with under the SFA regu- regulate ICO. However, on 27th February due to the difficulty in obtaining registra- lations, such as (i) the requirement to 2018, the Bank Negara Malaysia (Central tion with the Virtual Currency Exchange obtain a Capital Market Services License; bank in Malaysia) released Guidelines Business. (In addition, some ICOs are (ii) a minimum basic capital of 1,000,000 (Anti-Money Laundering and Counter subjected to regulations on the Prepaid SGD; (iii) the requirement to only employ Financing of Terrorism (AML/CFT) - Payment Instruments and Collective persons who have passed the Capital Digital Currencies (Sector 6)) in line with Investment Schemes, which are not Markets and Financial Advisory Services the policy of protecting users by increas- discussed in this article.) (“CMFAS”) examination. It should be ing the transparency of cryptocurrency noted that on the question of whether transactions and preventing cryptocur- Current situation in Southeast Asia the tokens fall under the category of rency transactions from becoming a 1. Singapore “securities” depends on whether the source of money laundering and funding Unlike Japan, Singapore does not nature of the tokens is classified as for terrorist organizations. The guide- have a direct code on cryptocurrency. stocks, bonds, or Collective Investment lines provide that all business operators

28 ASIAN LEGAL BUSINESS – SEPTEMBER 2018 WWW.LEGALBUSINESSONLINE.COM BROUGHT TO YOU BY ONE ASIA LAWYERS (BENGOSHI HOUJIN ONE ASIA) dealing with cryptocurrency are obliged instrument. Consequently, there is no of applications, the Philippines govern- to identify their customers and to take licensing or registration system for ment announced that it would stop the measures against money laundering. cryptocurrency exchange business. Nor operation at 25 companies. In order to are there any ICO guidelines. However, operate in CEZA, the company needs to 3. Thailand according to a recently published report, invest 1,000,000 USD in the next two In Thailand, an Imperial Decree was Indonesia is currently drafting a bill to years and a license fee of 100,000 USD enacted on 14th May 2018 which made make it possible to legally trade cryp- annually. it mandatory to register with the Thai tocurrency at the stock exchanges (The By using the Securities Exchange Commission Jakarta Post, 4th June 2018). System, the Philippines government (SEC) and to obtain the approval of the seems to be seeking ways to balance Ministry of Finance (MOF) by 14th August 5. Vietnam between economic effects or innovation 2018 before one can operate transac- In Vietnam, trading in cryptocurrency through crypto currency/ block chains tions relating to digital assets, such as is absolutely prohibited. Any violations and the need for tighter regulation of issuing ICOs and exchanging, selling or of this prohibition are punishable with domestic crypto currency business. brokering cryptocurrency. Any violations a fine. On 13th April 2018, the Hanoi of this Imperial Decree is punishable with Industry and Trade Administration of 7. Cambodia a fine of not more than 500,000 baht Vietnam issued a notice prohibiting In Cambodia, there is no any special or/and imprisonment for not more than the use of cryptocurrency for online cryptocurrency legislation. Nor has the 2 years. payments, such as the purchase of regulator given any permission to trade In addition, following the SEC’s goods on EC sites. The reason for the cryptocurrency. On 19th June 2018, the announcement on 8th June 2018, Vietnam government’s strong stance Securities and Exchange Commission of certain regulations on cryptocurrency against cryptocurrency is due to the Cambodia (SECC), the Central Bank of trading and ICO are enacted. Based on large-scale fraud reports relating to Cambodia, and the Cambodian police the relationship between liquidity and the use of cryptocurrency in Vietnam. jointly issued a notice stating that money laundering, cryptocurrency that Therefore the Vietnam government aims “the propagation, circulation, buying, can be procured by ICO are limited to to strengthen its policy by placing impor- selling, trading, and settlement of Crypto seven types of cryptocurrency, such as tance on consumer protection. Currencies without obtaining a license Bitcoin and Ethanium. The minimum from competent authorities are illegal amount of capital required in order 6. Philippines activities”. However, the framework for to obtain a license for the cryptocur- In the Philippines, due to a large popu- permission has not been provided. Hence rency exchange business is specified lation of foreigners, the expectations although there have not been any laws as 50,000,000 baht for the general for remittances using cryptocurrency to directly regulate ICO, it is said that centralized exchange business and are high. Therefore, on 6th February implementing a regulation to govern ICO 25,000,000 baht for the intermediary 2017, the Bangko Sentral ng Pilipinas in Cambodia is difficult. business relating to crypto currency. (BSPs) took the lead in Southeast Furthermore, cryptocurrency exchang- Asia and formulated Guidelines on 8. Myanmar ers are required to pay the SEC an annual Cryptocurrency (BSP Circular No. 944). Myanmar does not have any cryptocur- fee of 0.002% of the annual transaction These guidelines also introduced the rency legislation. In April 2018, the Bank amount (lower limit is 500,000 baht, Certificate of Registration (COR) system of Myanmar announced that it would not upper limit is 20,000,000 baht). ICO for cryptocurrency exchange business. permit the use of crypto currency. must be conducted through local issuers The Philippines government whose capital is more than 5,000,000 however subsequently tightened the 9. Laos baht, and it prohibits the business regulations on cryptocurrency business, Laos seems to be friendlier towards operator who implements the ICO to prohibited the exchange between cryp- cryptocurrency trading. It allows cryp- accept more than 300,000 baht per tocurrency and statutory currency, and tocurrency exchange business to be person and 70% of the total procure- did not permit the registration of cryp- licensed for the first time in Laos in ment amount by ICO from the individual tocurrency exchangers. June 2018. investors. Any violation of these regula- In April 2018, the Philippines tions will be subjected to fines or/and government announced that it would One Asia Lawyers (Bengoshi houjin imprisonment. permit 10 foreign exchange companies to One Asia) In this regard, Thailand was the first operate in the Cagayan Economic Zone Kasumigaseki Building 31F, country in Asia to have provided clear (CEZA), a special economic zone in the 3-2-5 Kasumigaseki, Chiyoda-ku, regulations on ICO. Philippines aiming at the Silicon Valley Tokyo 100-6031 in Asia. According to recently published T (SG): (65) 9337 0292 4. Indonesia reports, 21 foreign exchange companies T (JP): (81) 36550 9000 In Indonesia, cryptocurrency has not had been registered as of 31st May of this E: [email protected] been regarded as a legitimate payment year, and due to the enormous number W: www.oneasia.legal

WWW.LEGALBUSINESSONLINE.COM ASIAN LEGAL BUSINESS – SEPTEMBER 2018 29 NETWORK

NETWORKSTHE VIEW FROM THE TOP With the massive growth in cross-border trade, international legal networks have become more important than ever in when it comes to facilitating cross-border deals and assisting companies in breaking into new markets. Leaders of five legal networks – four global and one regional – talk about how they are currently helping member law firms, and their strategies for the future. BY RANAJIT DAM

resources of 21,000 lawyers in 160 top tier firms in 100+ countries with (a) technology and other legal process support and (b) support from the Lex Mundi organisa- tion—a central team of 30 professionals—that enables CARLPresident, LEX MUNDIANDURI the firms to work together seamlessly to serve clients. Among the changes and initiatives that have Tell us a bit about your career so far. What brought strengthened Lex Mundi as a client service platform are: you to Lex Mundi and what role do you currently play? • Establishment of a systematic and rigorous member- I became president and CEO of Lex Mundi in 2000 ship review process to ensure a strong membership after 26 years as a partner with Morrison & Foerster. (membership is not permanent). Morrison is the California member of Lex Mundi, and I • Establishment of a central professional develop- was impressed with the incredible client service potential ment function to support our member firms in their of a global network of top-tier law firms. As CEO my main training initiatives and to provide resources for the responsibility is to work with our board of directors and client service platform. member firms to develop the strategies that will realise • Establishment of a Client Advisory Council consisting that potential and then carry out those strategies. of general counsel of leading multinational companies. What are some of the changes you have brought about, • Adding to the central staff a Senior Advisor for and initiatives you have launched, during your time Technology and Innovation to coordinate technology here? How do these align with the broader strategy support for the client service platform. of the network, and your own vision for the same? • Establishment of a business development function Generally speaking, Lex Mundi has evolved to become a that works with member firms and in-house counsel unique animal in the legal world – the first truly global to develop bespoke services for clients to address client service platform. The platform combines the complex, cross-border challenges.

30 ASIAN LEGAL BUSINESS – SEPTEMBER 2018 WWW.LEGALBUSINESSONLINE.COM NETWORK

What have been the key priorities of your member firms in the past year or so? In the face of an increasingly competitive environment, the key priorities of our member firms have included getting closer to clients and building client loyalty, and improving the cost-effectiveness of their services, through technology and other means. To help our member firms get closer to clients and build loyalty, we have provided a suite of resources, including consultant help, to enable member firms to work toward the establishment of on-going, sustain- able client feedback programs. We are also working with our member firms to establish client teams, both within their firms and across member firms. We are also putting more resources into the development of thought leadership and other resources for member firm clients. To help our member firms improve the cost-effec- tiveness of their services, we are helping our member firms evaluate new technologies, providing support in improving their legal project management capability and knowledge management capability. We are also supporting—through workshops, webinars and best practices guides—member firms in developing their skill in pricing their services. We are also working with our firms that cover areas such as talent management, member firms to improve their ability to retain women knowledge management, project management, lawyers. pricing, and planning for client succession. • We have just launched a 15-part series of videos on What are some of the important training and devel- legal writing and editing. opment programs the network has for its member • We support our member firms to build their firms and lawyers? What others do you plan to have? knowledge management capabilities through Training and development are a major part of the global annual workshops, webinars, best practice guides client service platform and a major benefit of member- and consultant support. ship for our member firms. Our professional develop- • We support our member firms in establishing and ment function goes far beyond providing training and improving their client feedback initiatives through development opportunities at our six major conferences roundtables, a best practice guides, materials on each year. our website and consultant support. • Lex Mundi has its own training academy, the Lex • We have several regional initiatives that provide Mundi Institute, that offers five intensive, week-long additional professional development resources to programs each year – Cross-Border Transactions; our member firms in South America and in Central Cross-Border Dispute Resolution; leadership and and Eastern Europe. management programs for new partners and for managing partners; and a Business Management What are some of the strategies you plan to put in Program presented in collaboration with the place to (a) develop the reach and influence of the University of Cambridge Judge Business School. network and (b) better assist member firms over the More than 1,400 of our member firm lawyers have next few years? completed these week-long programs. We plan to do far more to strengthen the technology that • In 2017 we set up a two-day training program for is part of the global client service platform. We also plan M&A associates in our member firms. We repeated to do far more to support our member firms in setting it in 2018 and plan to do it annually. We are now up client teams both within their firms and across Lex working on the development of a two-day training Mundi member firms. We will increase the professional program for litigation associates. development support we provide to member firms. I do • Our professional development team has developed a not want to go into specifics, but I do look forward to series of Best Practice Guides for use by our member giving you a status report in the future.

WWW.LEGALBUSINESSONLINE.COM ASIAN LEGAL BUSINESS – SEPTEMBER 2018 31 NETWORK

ALOYSIUSChairman, ASEAN LEGAL ALLIANCE WEE

Tell us a bit about your career so far. What brought you to ASEAN Legal Alliance and what role do you currently play? I saw a need for law firms in the ASEAN region to come together ahead of the ASEAN Economic Community to be a one-stop seamless legal service provider. ASEAN as a region has different laws, languages, and business cultures. I wanted the law firms also to lead this inte- gration process too. So, in 2014, I spoke with several managing partners of firms in the region to state the ASEAN Legal Alliance. I am currently the chairman of ALA. We are building our brand and establishing ourselves in the ASEAN legal market.

What are some of the changes you have brought about, and initiatives you have launched, during your time here? How do these align with the broader strategy of the network, and your own vision for the same? various events as sponsors and organisers as well as Since 2014, the network has grown. We had many law providing speakers at various events to showcase the firms wanting to work with us in ASEAN and other parts talent in the network and the presence of the network of the world. We opened the network for associate in the marketplace. We have also invested in technology members who are law firms outside of ASEAN as we see by updating our website so that members can provide that clients in ASEAN do invest outside of ASEAN too. We their up to date information. We have also created smart- took on members in India, Hong Kong, South Korea and phone apps which is a mirror of our website. We also are exploring with firms in China now. In 2017 we were created a LinkedIn page for our network. approached by another legal network for collaboration. This was the Warwick Legal Network who comprised of What are some of the important training and devel- members in Europe and the Americas. We entered into opment programmes the network has for its member a strategic alliance in Feb 2018 where we would be their firms and lawyers? What others do you plan to have? Asia partner whilst they concentrated on Europe and the Recognising the importance of training and devel- Americas. We maintained our ASEAN and Asia focus but opment, we have strong emphasis in continuing and at the same time extended our reach to the other two advanced professional development (CAPD) in the regions. We do not aspire to be an International legal form of short courses and training. For instance, we network. We are focused in our areas which is ASEAN have previously conducted intensive executive training and the extended region of Asia. programmes for our members on international commer- cial arbitration where we not only bring senior lawyers What have been the key priorities of your member back to the classroom again to renew, reinforce, reflect firms in the past year or so? How have you as a network and reconcile their theoretical versus practical under- looked to cater to them? standing; many at times, it is just necessary for us Our members like other firms in other networks join to go back to basics again and also in the light that networks to have more business and visibility. Being a many commercial seminars these days in the market relatively new network, our focus has been on creating lacked theoretical exposition or are sponsored events. value to our members. This has been in the form of In most of our courses, members can openly discuss work referral, work collaboration where we undertake their unique and actual situations which otherwise one work jointly across several jurisdictions and in training would normally not reveal in public events. On the other amongst our four practice groups. We have also stepped hand, our practice group are also actively involved in up on the marketing of the network by participating in organising practice group meetings, representing ALA in

32 ASIAN LEGAL BUSINESS – SEPTEMBER 2018 WWW.LEGALBUSINESSONLINE.COM NETWORK

various regional events, trainings or lectures. We believe country to country and with a different theme. We see that we have a strong education initiative and profes- this as a collaborative effort between the hosting firm sional development interest, at present spearheaded by and the network to increase the awareness of ALA in the Prof Steve Ngo (Practice Group Chairman for Arbitration local market and to develop and explore current trends & International Dispute Resolution) and I would invite in the market. Our conference this year is in HCMC and anyone interested to work with us or require our expertise the theme is on fintech and disruptive technology in in this respect to contact him. the marketplace. Also as a network, we have started a corporate social What are some of the strategies you plan to put in responsibility initiative. We see ourselves as ASEAN place to (a) develop the reach and influence of the corporate citizens and our way of giving back is to reach network and (b) better assist member firms over the out to the next generation of ASEAN lawyers. We are next few years? working with various universities in the ASEAN as well We are working with several business associations, as China and India on internship programmes for their chambers of commerce and government agencies to students at our member firms. We also provide training promote their countries and sectors for investments. and lecturing at some of these universities for their Some of these initiatives are in Indonesia, Myanmar students and invite their lecturers to do the same for and China. We believe in taking pro-active steps to help our members or at events that we organise. We have create more investment opportunities for our members’ also embarked on a small initiative to resource some clients. We also plan to assist individual member firms of these universities with resources like law books and in their marketing efforts by engaging and involving materials for their law libraries. On the drawing block them in events in their local markets and internation- now is a mooting competition at several of the ASEAN ally. The ALA has an annual conference that moves from countries with an ASEAN/India/China final round.

WWW.LEGALBUSINESSONLINE.COM ASIAN LEGAL BUSINESS – SEPTEMBER 2018 33 NETWORK

In our operations, we use technology to facilitate our robust quality assurance program and quality recertifi- cation process, by which member firms submit data to ensure they continue to meet Meritas’ high standards. We have integrated Google Search and keyword tech- nology in order for current clients, prospective clients and Meritas members to quickly and easily pinpoint specific resources, searching across geographies, experience and practices. We have also launched a platform for connecting members in online communities, complete with discussion forums and a global library to share materials that are fully searchable. The second big initi- ative we have launched is the completion of our regional staffing infrastructure, providing member firms with a dedicated Meritas professional in their market. The third initiative involved expansion of geographical coverage. We’ve added 27 new regions to Meritas’ global coverage, with Africa as our most recent expansion area.

What have been the key priorities of your member firms in the past year or so? Addressing issues related to the evolution of technology in the legal industry and throughout the business world is a key priority for our members, particularly cyber- security readiness. We have responded by stepping forward to be the first legal network to set cybersecu- rity standards for our members, which outline specific TANNAPresident and CEO, MOOREMERITAS benchmarks firms must reach to secure and maintain membership in Meritas. Now we can ensure all members Tell us a bit about your career so far. What brought meet a high standard, which is a marketable attribute you to Meritas and what role do you currently play? for our members, as clients look for this assurance when For the past 12 years, I have served as president and CEO selecting legal resources. of Meritas, the premier global alliance of independent, full-service law firms. Prior to joining Meritas, I had more What are some of the important training and devel- than 30 years of experience that included executive and opment programs the network has for its member management positions at technology, consumer, and firms and lawyers? What others do you plan to have? service organisations. We conduct most of our training and development I joined Meritas because I recognised the need for through our annual and regional member meetings, flexible, adaptive outside legal resources for manage- organised by practice, industry and geography. Training ment teams, in-house counsel and business owners and is important to our members and continues to focus on I believed in the evolution of the legal network model to business development, marketing, and firm manage- fill the need. Specifically, with Meritas, we had potential ment topics, such as succession planning. to expand into geographic regions and strengthen our As the legal industry continues to change, training marketing and business development by sharing our of Meritas lawyers is also of significance to our members, value proposition more broadly to serve more clients. during which we bring forth topics that are pivotal in business—from trade, immigration, the legalisation of What are some of the changes you have brought about, cannabis, bitcoin and other issues and opportunities. and initiatives you have launched, during your time here? What are some of the strategies you plan to put in We have built more technology into our infrastruc- place to (a) develop the reach and influence of the ture and are now leading the industry in using tech for network and (b) better assist member firms over the real-time collaboration among firms so they can enhance next few years? and expand their offerings and service for clients. We will continue to advance our major initiatives:

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leveraging technology to build new and better ways to meet the needs of clients and facilitating increased business for our member firms. We will also seek inno- vative ways to deliver cross-border services to our clients in a highly specialised approach that is also cost-effi- cient. Lastly, we will assist member firms by focusing on ways to enhance the customer experience, starting with helping new clients learn how to work with a network. It is important that a client can find, access, and use a global network easily. Once they do, we are confident they will increasingly turn to networks to meet their legal needs effectively and efficiently.

ADAMExecutive Director, COOKE MULTILAW

Tell us a bit about your career so far. What brought you to Multilaw and what role do you currently play? Before Multilaw, I had a career as an educator before studying law which lead me to roles in a law firm, What have been the key priorities of your member legal publishing, and a legal tech company. I initially firms in the past year or so? How have you as a network joined Multilaw in 2007 in a BD role and I am currently looked to cater to them? Executive Director of the network, a position I have held We can all see how fast the world is changing and all for just over five years. our firms seek to remain at the front of the pack when it comes to their respective jurisdictions. This means taking What are some of the changes you have brought about, a lead when it comes to innovations such as the use of and initiatives you have launched, during your time AI or new ways of pricing legal services or advising on here? cybersecurity. In all three of these instances, Multilaw The network is in many ways unrecognisable from the has been able to draw upon the very best expertise organisation I joined 11 years ago. During my time it available internationally and to share it with members. has evolved from a sort of gentlemen’s club (and they The network is also keen to be of assistance in navigating were nearly all men) of likeminded lawyers who were the changing socio-political landscape of the world. all friends with each other who enjoyed travelling and Brexit is very much at the forefront of our members’ and meeting each other in exotic locations and exchanging their clients’ minds in Europe and indeed is of interest business with each other from time to time to a much to all firms with clients who do business in Europe. Our more client-focused, professional organisation that is new Brexit online self-assessment risk tool that is used focused on meeting the needs of clients with interna- to assess the impact of Brexit for small to medium size tional needs. The network has almost doubled in size businesses with operations in UK or EU countries has whilst at the same time raising the bar in terms of been extremely popular and is a notable example of membership requirements which has resulted in the the network combining technology with the expertise network gaining a reputation for quality in the global of our members to deliver something really useful to legal market. Also, crucial to our reputation for quality clients globally. has been the introduction of a rolling appraisal system which sees each firm assessed every three years by the What are some of the important training and devel- network to ensure that they are the right fit in their juris- opment programmes the network has for its member diction to meet our needs. We have had to say goodbye firms and lawyers? What others do you plan to have? to some firms as a result of this process and it is my The Multilaw Academy is our flagship programme for experience that general counsels find this re-assuring junior lawyers in the network which has been taking place in that they can see we take quality control seriously. annually for over 15 years. The week-long residential

36 ASIAN LEGAL BUSINESS – SEPTEMBER 2018 WWW.LEGALBUSINESSONLINE.COM 全球市场竞争激烈，变化日新月异。要在这样复杂的全球环境中胜出，需要可以信赖的专业法律 顾问。来自150多个商业中心城市，超过9000名律师, Multilaw是您最佳的法律合作伙伴。

Today’s global marketplace is fast changing and competitive. Performing effectively in this complex, global environment demands expert legal advice clients can rely on. With over 9000 lawyers in more than 150 commercial centres, Multilaw is the perfect legal partner.

Our Member Firms in Asia

Australia Macpherson Kelley | China JunHe | Hong Kong Fairbairn Catley Low & Kong | India Kochhar & Co Indonesia Armand Yapsunto Muharamsyah & Partners (AYMP) | Japan Ushijima & Partners | Korea Lee & Ko Malaysia Lee Hishammuddin Allen & Gledhill | New Zealand Lowndes | Pakistan Meer & Hasan Philippines SyCip Salazar Hernandez & Gatmaitan | Singapore Donaldson & Burkinshaw | Sri Lanka Varners Taiwan Lee and Li, Attorneys at Law | Thailand Tilleke & Gibbins | Vietnam Tilleke & Gibbins

Find our full listing of member firms here: www.multilaw.com/firms

Multilaw 是由独立的律师事务所组成的全球律师协作网络。 Multilaw is a global network of independent law firms. NETWORK

program includes more than 35 hours of formal instruc- tion, discussion and numerous hours of informal inter- action which aims to equip the participants to become outstanding international lawyers and to cultivate future leaders within the network. And it works! The current Chair of Multilaw, Piyanuj (Lui) Ratprasatporn from Tilleke and Gibbins was a graduate of the very first Multilaw Academy. This year will see the network introduce a Young Lawyers Group with the intention of ensuring that the network remains relevant to the needs of its more junior lawyers and also to those of junior lawyers who are in-house with clients.

What are some of the strategies you plan to put in place to (a) develop the reach and influence of the network and (b) better assist member firms over the next few years? Generating awareness of Multilaw and its benefits both within the network’s 9000 lawyers and externally is a constant challenge. I travel extensively throughout the year making presentations to Multilaw firms and their clients and attending international bar events and corporate counsel conferences. We also have a varied programme of webinars and an array of online content thanks to a rigorous quality management system in an which allow us to reach those who we cannot meet in elite network like Interlaw. person. A key priority of the network now is to better enable to our clients to compete with the global law What are some of the changes you have brought about, firms for work. Crucial to this is the development of our and initiatives you have launched, during your time network wide pricing model which will be available to here? share with clients and prospective clients in the next When I began as chair in 2013, the legal sector was in the 12 months. midst of a period of radical change. As board of directors, we realised there was an opportunity for networks to step up and offer a solution to the challenges global GCs were facing in their search for truly international legal services. Since then, we have rolled out a comprehensive programme of investment to enhance our digital infra- structure programme and build our worldwide brand MICHAELChair, INTERLAW SIEBOLD profile. This has culminated in our current strategic plan Tell us a bit about your career so far. What brought – Interlaw 2.0 – which is designed to ensure Interlaw you to Interlaw and what role do you currently play? continues to evolve in step with the needs of legal I am currently chair of Interlaw and a partner at ARNECKE counsel at multinational corporations around the world SIBETH DABELSTEIN (ASD) in Germany. To expand our and corporates looking to conduct business in interna- international offering, we joined the Interlaw network tional markets. There is a real excitement across the in 2005 and haven’t looked back. Having grown organ- network that we are putting the foundations in place to ically in their respective markets, each member firm be able to respond to the needs of tomorrow’s global brings to the network both specialist legal expertise and client, as well as today’s. a genuine local footprint. I don’t know how any large law firm can pronounce itself to be truly international What have been the key priorities of your member without this depth and breadth of expertise. In my expe- firms in the past year or so? rience, the ‘Big Law’ model always has a weak link in We are focussed on equipping our member firms with the chain when it comes to client service and expertise. the tools and resources to be able to learn from and work Whereas, each firm within Interlaw earns their place, with their peers around the world. We regularly engage

38 ASIAN LEGAL BUSINESS – SEPTEMBER 2018 WWW.LEGALBUSINESSONLINE.COM NETWORK

with our membership to find out what they need from us In the year ahead, our global meetings will be and how we can help to support their growth. focussed on harnessing our investment in digital infra- Deploying technology in a useful and meaningful way structure to support our members in pitching and deliv- is a challenge that law firms across the world are grappling ering excellent work across multiple borders with every day. At Interlaw, we see technology as an enabler to enhancing the experience of both our member firms and What are some of the strategies you plan to put in their clients. As part of the Interlaw 2.0 delivery plan, we place to (a) develop the reach and influence of the are introducing digital solutions to facilitate even smoother network and (b) better assist member firms over the collaboration between member firms. The long-term aim next few years? is to create a virtual global legal service that clients can Interlaw 2.0 provides both a clear vision of what we want tap into at any time from any location. to achieve and the roadmap to turn it into a reality. With on going investment in digital infrastructure, which, What are some of the important training and devel- in turn, will facilitate more effective collaboration, we opment programmes the network has for its member are building a legal services platform that can flex and firms and lawyers? change according to the needs of our member firms We hold a diverse and lively events programme that and their clients. is well attended by member firms at various stages In some quarters of the legal sector, there appears of joining the network - from those who are new and to be a degree of fear around how to utilise tech- curious to find out more right through to long estab- nological solutions. But, we have a clear vision of lished member firms for whom the events have become what we’re trying to achieve and improvements in a valuable fixture in their diary to enhance both their technology only help to support our collaborative knowledge and business development prospects. model.

GLOBAL ADVANTAGE

At Interlaw we don’t believe in barriers. We believe that we can make the world work for our clients through 7,000 lawyers, working together with a shared culture of collaboration and the ability to remove obstacles to deliver competitive global business and legal solutions.

This is New Law rather than Big Law. If you want to see how it’s changing options for clients everywhere, take a look at our new report ‘Global Legal Services in a Disruptive World’ at www.interlaw.org or email [email protected] to receive a copy or find out more.

WWW.LEGALBUSINESSONLINE.COM ASIAN LEGAL BUSINESS – SEPTEMBER 2018 39 KOREA

Ever since a landmark meeting in “Many companies from the Republic June between North and South Korea put of Korea favour investing in or trading a temporary halt to the 68-year cold war, with North Korean companies because there has been widespread speculation they can communicate with each other that the Democratic People’s Republic NORTHERN easily,” notes Lee. “And because of the of Korea (or DPRK, as it is officially proximity, we can sell many things to called) is ready for foreign investment. North Korea.” However, lawyers and experts on North Although North Korea shows Korea issues remain sceptical about the potential in electronics and textile prospects due to political uncertainties. EXPOSURE manufacturing due to its low labour During a meeting in May, the U.S. costs compared with its neighbouring implied that if a denuclearisation deal Recent signs of countries, Shin expects hospitality was completed, it would consider and infrastructure in North Korea will opening up North Korea’s economy for North Korea opening be among the first sectors for foreign private investment. Since then, the DPRK itself up have given investment. is reported to be having second thoughts rise to speculation that “Given the obsolete infrastruc- about denuclearisation, leading to ture of North Korea and its need for Washington’s continuing sanctions on there could be serious improvement, I think the hospitality the Communist country. investment opportunities industry, as well as infrastructure Currently, the U.S. blocks trans- in one of the world’s most projects, will be the industries to see actions between American banks and the first foreign investors in North North Korea, while the European Union isolated countries. Korea,” Shin says. also prohibits financial transfers of over But companies need to be “Also, considering the current South 5,000 euros ($5,800). United Nations careful if they don’t want Korean administration’s push for recon- sanctions ban the of the country’s ciliation with North Korea, South Korea’s coal, iron ore, textiles, and seafood, as to get burnt. state-owned utilities companies might well as freezing the amount of imported seriously delve into the possibilities of crude oil at four million barrels a year. North Korean social overhead capital BY ASIAN LEGAL BUSINESS The organisation has also prohibited projects like railroad, electricity, and gas joint ventures between North Korea and pipelines,” he adds. other countries. Shin also notes that a Chinese state- “Existing U.S. and UN sanctions ABUNDANT POTENTIAL backed company recently conducted against North Korea will be huge chal- Despite the sanctions, North Korea is initial research into the investment envi- lenges for companies that are inter- attractive to investors due to its proximity ronment of North Korea, and Russian ested in that country,” says Tong-chan to South Korea and its location within the companies are also expected to do the Shin, a senior partner of Yulchon. “I major supply chain area in Asia. same. South Korean companies are don’t think the North Korea sanctions Soo Hyun Lee, partner at Shin & Kim, looking into considering compliance will go away in the near future despite says many South Korean companies are issues regarding sanctions against the thaw happening in relations between eager to do business with their northern North Korea so that they don’t fall afoul the North and the South.” counterparts. of those.

40 ASIAN LEGAL BUSINESS – SEPTEMBER 2018 WWW.LEGALBUSINESSONLINE.COM KOREA

BE CAREFUL the corruption,” says Hayes. “The West which was said to have attracted two That said, Lee points out that the lack of will likely be unable to apply the pressure million South Koreans in 10 years. a modern legal environment is likely to needed to get things done.” Pyongyang scrapped the project when keep investors away from the country. “Most worry about doing business a North Korean soldier killed a tourist, “[North Korea] doesn’t have regu- with a state that has no history of leading to the resort’s closure. lations or laws that are close to global honouring commitments,” he adds. “The mood is of reluctance. No one standards, so South Korean companies A few large corporations have tried understands what the future holds,” might want to trade with North Korean to make significant investments in North says Hayes. “The basic attitude depends companies instead of putting in direct Korea, but few of these stories have seen more on your political viewpoints than investment,” he says. happy endings. on rationality, since North Korea is great Another issue is the lack of standard In 2008, Egyptian telecommunica- at turning the understandable into the taxation in North Korea, possibly a shield tions firm Orascom became the owner of unexplainable.” for corruption. “Officially there are no 75 percent of the first mobile company Shin also says that unless in North Korea, but the govern- in North Korea, with the remainder Pyongyang takes concrete measures to ment needs money and resources, so it owned by the North Korean author- halt its nuclear and missile programmes, tends to take that from companies and ities. The company soon started to serious foreign investors are not likely to residents as a form of unofficial tax,” encounter hurdles such as the inability take risks in North Korea. says Lee. to remit profits, as well as interna- He advises investors to “put their Sean Hayes, co-chair of the tional sanctions from various countries. assets offshore and target not North International Practice Group at SJ Law In 2015, it announced that it had lost Korea, but other foreign businesses which Firm and a former research officer for the control over the activities of its North dare to enter the North Korean market Constitutional Court of Korea, agrees. Korean business. at this juncture. By doing so, they can “The major challenges are, first, the Two decades ago, the Hyundai test the water and expect to act quickly difficulties in enforcing contracts with Group from South Korea established a as and when North Korea becomes truly state players in North Korea, and second, mountain tourist resort in North Korea, ready for foreign investment.”

WWW.LEGALBUSINESSONLINE.COM ASIAN LEGAL BUSINESS – SEPTEMBER 2018 41 DISPUTES

One of the key suggestions was the enhancing of Singapore’s legal framework for restructuring by setting up customised rules and procedures. A RESOLVE FOR INSOLVENCY This would include a specialist insol- vency bench for restructuring cases that Singapore has made plans to become an insolvency and involves both Singaporean and interna- tional judges. restructuring hub in the region, and to that end, it The committee also proposed that passed game-changing laws last year. Lawyers analyse the Singapore International Arbitration the impact that the new framework has had so far, and Centre and the Singapore International Mediation Centre develop rules for insol- what the future holds. BY ASIAN LEGAL BUSINESS vency. In addition, it was suggested that multidisciplinary training be given to increase the availability of rescue Singapore has been making signif- Legislation based on the Model Law financing and bolster the insolvency icant moves to streamline its insolvency has since been adopted in 43 States in profession. framework in recent times, and that a total of 45 jurisdictions, including the Indranee Rajah, co-chairman of could make the city-state a prime spot United States, UK, Canada, Greece, the committee and Senior Minister of for debt restructuring work in the region. Japan, Korea, Mexico, South Africa, State for Law and Finance, had said On May 23, 2017, Singapore imple- Australia, and New Zealand. in a briefing that Singapore’s trusted mented the United Nations Commission “Unlike an international conven- judicial system gives the country an on International Trade Law (UNCITRAL) tion, the Model Law does not require advantage when offering debt-restruc- Model Law on Cross-Border Insolvency the State enacting it to notify the UN turing services. through the Companies (Amendment) or other enacting States,” notes Chua. She suggested that this could help Act 2017. The changes came about after the island state become a “global debt- “The Model Law, which was adopted global corporate default rates hit a high restructuring centre like New York or by UNCITRAL on May 30, 1997, does in 2016 since the 2008 global financial London.” not attempt a substantive unification crisis and a large amount of Singapore of insolvency law across different juris- bond market defaults can. SIGNIFICANT CHANGES dictions. Rather, it provides a framework In 2016, a 17-member committee Peter Doraisamy, the founding partner for cooperation between jurisdictions consisting of lawyers, insolvency and and managing director of Singapore by recommending a legislative text for financial professionals, and Monetary law firm Peter Doraisamy, feels that States to incorporate into their national Authority of Singapore officials the legislative change is significant as it laws,” says Danny Chua, senior partner provided the Singaporean govern- offers many opportunities for companies at Singapore-headquartered Joseph Tan ment with a roadmap in the form of 17 to survive in today’s tumultuous times. Jude Benny (JTJB). recommendations. “I think these regulatory changes

42 ASIAN LEGAL BUSINESS – SEPTEMBER 2018 WWW.LEGALBUSINESSONLINE.COM BROUGHT TO YOU BY JOSEPH TAN JUDE BENNY LLP

Alternative Dispute Resolution: Enhancing the Enforcement of Mediated Settlements

As the less antagonistic tool compared to they will be compelled to comply with the terms litigation and arbitration, mediation allows of settlement. This ensures that the disobeying parties to find common ground and seek party lives up to their end of the bargain after win-win outcomes in a more efficient manner. mediation has concluded. Parties have greater autonomy in directing Notably, the Convention has streamlined the mediation according to their preferences the grounds of objection to ensure consistency without being constrained by court or arbitra- in determining the enforceability of mediated tion tribunal directions. Given that the outcome settlements across different jurisdictions. Apart of litigation and arbitration is often uncertain, from the common objections to enforcement, mediation can be a much more economical and the settlement agreement also cannot be less risky option. K Murali Pany Ng Lip Kai enforced if the mediator breaches his duties Further, there are no limits to the type Managing Partner Associate or fails to disclose circumstances that put his or number of disputes that can be resolved E: [email protected] E: [email protected] impartiality and independence in question. in mediation and the solutions need not be Slated to be signed in Singapore in August limited to remedies that could be ordered by a Previously, a mediated settlement resulted 2019, the Convention is a timely and pivotal court or arbitration tribunal. JTJB LLP recently in a contract between the parties and any tool amidst exponential growth in cross-border represented a party in a complex commercial breach could only be remedied by commenc- transactions. With increased recognition and mediation that resolved numerous acrimoni- ing legal proceedings in the appropriate juris- enforceability, mediation is likely to gain traction ous disputes between the parties that had diction. However, with the introduction of with commercial parties aiming to resolve accumulated over ten years. The settlement the Convention, parties can now enforce the disputes with lower costs. dealt with both existing and potential litigation mediated settlement across all member states. and involved innovative solutions that would The registration of the settlement with the Joseph Tan Jude Benny LLP not have been obtainable through litigation desired court removes the aggravation of initi- 6 Shenton Way, OUE Downtown 2, or arbitration. ating fresh proceedings against the party who #23-08 Singapore 068809 The upcoming Singapore Convention on defaults on the terms of settlement. Instead, T: +65 6220 9388 Mediation (the “Convention”) has the potential the mediated settlement agreements will be F: +65 6225 7827 to be a game changer for dispute resolution. enforceable against the disobeying party, where W: www.JTJB.com are welcomed as companies attempt to “By broadening the scope companies are able to seek foreign stay afloat in today’s rough economic judicial assistance in jurisdictions which waters. The effects of these changes are of the Companies Act, have similarly adopted the Model Law.” to attempt to rescue these companies foreign proceedings A significant advantage is the recog- who would otherwise be insolvent and (regardless of its name nition of foreign restructuring and reha- many jobs would be lost,” Doraisamy bilitation proceedings and orders beyond says. or form) can have access the traditional winding-up proceedings “These amendments make to local judicial relief or schemes of arrangement. Singapore’s insolvency regime more in such as interim relief “By broadening the scope of the line with the U.S. Chapter 11 Bankruptcy Companies Act, foreign proceedings provisions. The Act has empowered pending an application (regardless of its name or form) can schemes with a worldwide morato- for recognition, automatic have access to local judicial relief such as rium, which may be imposed and allows stay upon recognition of interim relief pending an application for a moratorium for related entities,” he recognition, automatic stay upon recog- adds. foreign proceedings, relief nition of foreign proceedings, relief for Doraisamy feels this will allow for non-main proceedings non-main proceedings following stay, companies with transnational operations following stay, etc.” etc.,” Chua says. to effect schemes, which may turn the The types of relief are also expanded companies around. Of notable mention — Danny Chua, Joseph Tan Jude Benny to include super-priority rescue is the changes to the judicial manage- financing, ‘cram down’ provisions and ment regime, where it is now also offered fast-tracked pre-negotiated schemes. to companies that are not incorporated “In situations where a debtor’s in Singapore. proceedings can benefit from swift and assets are located in different jurisdic- “With the Singapore Companies direct access to the Singapore courts,” tions, the respective courts are also (Amendment) Act 2017, creditors and says Chua. empowered to cooperate and coordinate representatives of foreign insolvency “Conversely, local insolvent concurrent proceedings,” Chua says.

WWW.LEGALBUSINESSONLINE.COM ASIAN LEGAL BUSINESS – SEPTEMBER 2018 43 DISPUTES

“For instance, the Singapore “The amendments have Adding to that, Doraisamy of Peter Supreme Court is part of the Judicial Doraisamy suggests that the framework Insolvency Network that includes judges resulted in a growing for the regulation of insolvency profes- from Australia (Federal Court and New number of insolvency sionals is also welcomed. Fortunately, South Wales), Bermuda, the British cases with companies the new Bill will also incorporate recom- Virgin Islands, Canada (Ontario), the mendations proposed by the Insolvency Cayman Islands, England & Wales and that have transnational Law Reform Committee in 2013, which the United States of America (Delaware operations… We have includes such regulations. and Southern District of New York). seen an increase in The proposed Insolvency Bill is Such cross-border judicial cooperation expected to provide consolidated regu- discourages creditors from scrambling to our insolvency practice lations in relation to the licensing and enforce their claims before formal insol- as a result of these discipline of insolvency-office holders vency proceedings are commenced in amendments. We would and promote a clear and common their local jurisdiction,” Chua further standard for insolvency office-holders. explained. like to help companies “We want liquidators who are able deal with these to maximize the returns and assets of MORE OPPORTUNITIES amendments and its a company for the benefit of all stake- In essence, the significance of this law holders. Not only that, we want scheme lies in enabling more cross-border debt impact on their business.” managers who might be able to turn a restructuring. That opens even more — Peter Doraisamy, Peter Doraisamy company around and help safeguard access to the substantial sum of debt jobs,” Doraisamy says. available for restructuring across major The legal industry would do well to Asia Pacific markets, which consulting prepare its members for the changes as firm Oliver Wyman estimates to be at a worldwide moratorium which is other fields are doing. $250 billion. appealing for companies with transna- The Singapore Accountancy But perhaps the more signifi- tional operations,” Doraisamy says. Commission has established a taskforce cant question for the legal industry, is “More novel forms of restructuring to study the restructuring industry, with whether the changes also open up more are also being proposed. With the a goal to train and ensure high quality opportunities with more cross-border amendments to allow rescue financing, professionals. cases popping up. more are willing to come forward to help Nonetheless, this is still promising “The amendments have resulted in turn companies around.” news for the legal industry. a growing number of insolvency cases “I see that the Omnibus Insolvency with companies that have transnational LOOKING AHEAD Bill will be beneficial in consolidating the operations,” says Doraisamy. A recent report by Rajah & Tann debt restructuring regimes in Singapore. “We have seen an increase in our Singapore says that Singapore has There is a vast potential for this in light insolvency practice as a result of these shown no sign of slowing down. The of the total amount of debt available amendments. We would like to help coming year spells out a new chapter for restructuring across key Asia-Pacific companies deal with these amend- in Singapore’s insolvency regime as the markets is estimated at $250 billion,” ments and its impact on their business,” country doubles down on “developing Doraisamy says. Doraisamy adds. measures aimed at streamlining insol- In their report, Rajah & Tann “The insolvency process in Singapore vency processes and integrating cross welcomed these latest changes to is now streamlined and rehabilitation disciplines involved in restructuring Singapore’s debt restructuring regime, and/or restructuring of companies can works.” hailing it as “a key step in Singapore’s proceed in a much more orderly fashion,” The new provisions under the establishment as an eminent debt Chua says. Singapore Companies (Amendment) Act restructuring hub not only in ASEAN But he feels the need for legal 2017 will also be extended to personal but in Asia.” representation and assistance has insolvency by way of an Omnibus The firm believes the success of “declined dramatically” since creditors Insolvency Bill, which is expected to be Singapore as a debt restructuring hub can no longer rush to gain priority or introduced in the second half of 2018. would then lead to “commensurate ‘carve out’ assets on a first-come-first- “With a single piece of legislation increase in investments and growth served basis. to regulate both personal and corporate in the region with investors assured of Doraisamy holds a different view, insolvency and restructuring, it is fore- easy access to effective restructuring citing an increase in his firm’s workload seeable that Singapore will grow in its mechanisms.” in the form of more transnational cases attractiveness as a jurisdiction that facil- Therefore, there is much anticipation as well as restructuring cases. itates debt restructuring in the region,” as Singapore continues building on its “Some of the amendments include says Chua of JTJB. groundwork for insolvency success.

44 ASIAN LEGAL BUSINESS – SEPTEMBER 2018 WWW.LEGALBUSINESSONLINE.COM Ken Adams Drafting Clearer Contracts

Asian Legal Business (ALB) is proud to present interna- Special offer: FREE BOOK tionally renowned contracts expert Ken Adams for one Participants will receive a complimentary copy of Ken CPD points day only in Hong Kong. This hands-on seminar explores Adams’s book, A Manual of Style for Contract Drafting. will be how to draft contracts that express deal terms clearly and The seminar explores issues addressed in detail in this effectively, saving you time and money, enhancing your one-of-a-kind book that has become a valued resource applied for this competitiveness, and mitigating risk. Rather than simply for the legal profession. masterclass lecturing, Ken uses interactive exercises, encouraging participation and addressing practical considerations Pricing* with the related to the drafting process. This seminar is valuable Standard Rate: USD1,100 Law Society for both junior and senior legal professionals, with tips Group price: SAVE ADDITIONAL 20% - Register five of Hong Kong. that apply to all contracts drafted in English, whatever participants from your organisation and the fifth person the governing law. attends for free. Delegates will *Includes seminar, luncheon, course materials, and Ken be notified Who should attend Adams’s book. • Lawyers subsequently • In-house counsel Register about the exact • Paralegals and managers in law firms and corporations www.regonline.com/kenadams2018_HK number of • Contract managers • Anyone who drafts, negotiates, or reviews contracts Website CPD points www.legalbusinessonline.com/kenadams2018_HK the event is Benefits of attending • Practical skills from a global industry leader accredited for • The problem with traditional contract language For Event Registration in due course. • How efficient contract drafting can benefit your business Hezri • The basics of rigorous contract language and layout (65) 6870 3548 • Why revising your contract process can improve contract [email protected] language

8.30am language and their function 12.05am 3.00pm Registration • How to distinguish between Using Defined Terms Refreshment Break categories • Two kinds of definitions 9.00am • Why does it matter? • Role of the definition section 3.15pm • The state of contract drafting • Using an index of defined terms Drafting as Writing • Costs and causes of deficient 10.30am • Some general principles of drafting Refreshment Break 12.30pm good writing that apply to • Goals for the program Networking Luncheon contract drafting 10.45am 9.20am Categories of Contract 1.30pm 3.30pm The Front and Back of the Language, cont. Ambiguity and Vagueness Bringing It All Together Contract • Different kinds of ambiguity • Redrafting sample provisions • Title and introductory clause 11.45am • How to avoid them • Function and layout of recitals Layout • How to use vagueness 3.40pm • Traditional recital of consideration • How to present sections, Effecting Change • Concluding clause subsections, and enumerated 2.10pm • The individual • Role of exhibits and schedules clauses Select Usages • The organization • Using Adams’s enumeration • Problematic words and phrases 10.10am scheme • Clearer alternatives 5.00pm Categories of Contract Language • Issues of typography End of event • Different categories of contract

Ken Adams, Author As the leading authority on contract language, Ken Adams has successfully coached people around the world in drafting clearer contracts. His groundbreaking book A Manual of Style for Contract Drafting has sold tens of thousands of copies internationally since it was first published by the American Bar Association in 2004. The Legal Writing Institute has announced that Ken is to receive the Golden Pen Award for 2014, “to recognize his exemplary work in contract drafting.” As part of its “Legal Rebels” project, in 2009 the ABA Journal named Ken one of its initial group of fifty leading innovators in the legal profession. And the ABA Journal included Ken’s blog in its 2013, 2012, 2010, and 2009 “Blawg 100”—its list of the hundred best law blogs. Ken is an adjunct professor at Notre Dame Law School. For more information about Ken and his activities, go to www.adamsdrafting.com. BROUGHT TO YOU BY MAXWELL CHAMBERS

Maxwell Chambers: Breaking new ground for dispute resolution

What is Maxwell Chambers and what national parties are choosing settle their is its role in Singapore’s legal sector? disputes in Singapore. Maxwell Chambers was officially estab- lished as an arbitration centre in 2010. In what ways does Maxwell Chambers It is the world’s first integrated dispute set itself apart from competing ADR resolution hub, housing hearing facilities centres? as well as top international dispute reso- Our selling points are our service lution institutions within the premises for standards and the setup of our premises. the convenience of visiting legal prac- We pride ourselves on outstanding titioners. We have a range of custom- customer service and our hearing facili- designed hearing rooms and prepara- Katherine Yap ties. Our diligence in keeping up with tion rooms, which can also be used for Chief Executive technology and corporate knowledge events, seminars, and other corporate also gives us an edge in this industry. functions. choosing to settle more investment Adding to the main building, we disputes here in recent years. Earlier this year, Maxwell Chambers are expanding our premises to occupy Furthermore, there has been a announced that it is set to become the the adjacent conserved building at 28 significant increase in the number of world’s first smart hearing facility with Maxwell Road, which has been renamed enquiries from international law firms Smart Maxwell. What are the main Maxwell Chambers Suites. Maxwell and chambers on tenancy opportunities features of this initiative? Chambers Suites will house around 50 at Maxwell Chambers. With this rise in The Smart Maxwell initiative was office spaces for dispute resolution insti- demand for hearing rooms and tenant launched with the aim of boosting tutions, law firms and chambers when space, we believed that the expansion of productivity, meeting growing demand it officially opens in 2019. We believe Maxwell Chambers was timely. for hearings, and incurring significant that the expansion will help support the time and cost savings with the adoption growth of dispute resolution institutions What are Singapore’s selling points as of smart technology. in Singapore and capture more oppor- a dispute resolution venue? The crux of the initiative is the tunities in the sector in Asia. Firstly, Singapore is geographically development of a mobile application situated in the rapidly-growing Asia for visitors. Visitors attending hearings What led to the need for the expanded Pacific region and is closely linked to and meetings at Maxwell Chambers premises? major economies such as China and will be issued a unique and encrypted Singapore is becoming an increasingly India. Singapore has established itself electronic access card, allowing them to popular destination for international as a trusted location for high quality easily and securely tap into the rooms dispute resolution in Asia. As a result, cross-border dispute resolution due to with their mobile devices. In addition, the Maxwell Chambers has been registering its international reputation of impartial- app will enable users to request for secre- steady growth in the number of arbitra- ity and neutrality. According to the World tariat services such as photocopying, and tion cases held on its premises over the Economic Forum’s Global Competitiveness control room settings such as lighting and years. Report 2016-2017, Singapore is ranked air-conditioning, which has been a heavily Maxwell Chambers was ranked the most transparent and least corrupt requested service. Our users will enjoy a second in the world in the Global country out of 138 economies. seamless experience during their visit. Arbitration Review’s Hearing Centres We are also known to have excellent The app will also act as a smart Survey 2015 and referred to as a leading infrastructure for dispute resolution. concierge, connecting our users with food arbitration centre. The number of arbi- Maxwell Chambers has an excellent and beverage, as well as amenities in the tration cases held at Maxwell Chambers reputation and is recognised by many vicinity. Users can order food from the has gradually increased over the years. In in the legal fraternity to have best-of- participating restaurants and eateries in particular, Maxwell Chambers has regis- class hearing rooms and preparation the area directly. We will also introduce tered a rise in the number of investor- rooms with an extensive support system Max the robot, which will be piloted to state cases conducted by the Permanent to complement the requirements of arbi- deliver documents and refreshments to Court of Arbitration (PCA). ICSID is also tration hearings. As a result, more inter- hearings and meetings.

46 ASIAN LEGAL BUSINESS – SEPTEMBER 2018 WWW.LEGALBUSINESSONLINE.COM BROUGHT TO YOU BY MAXWELL CHAMBERS

Maxwell Chambers Suites front facade

Maxwell Chambers A replica of Max the robot at Maxwell Chambers

Users will be able to track their processes and concluded that getting a the Singapore International Arbitration expenditure through the application as robot on board would help us improve Centre – a frequent user of Maxwell well. It will provide real-time itemised efficiency and workload allocation. Chambers – announced that it set a billing, allowing our staff to speed up When Max is deployed for deliveries, new record of 452 new cases in 2017, a administrative and finance-related our staff will be able to focus on other 32% increase from the 343 cases filed functions. duties, which will be especially useful in 2016. We foresee that the number of On the back end, the new solutions during busier periods. It also lessens the dispute resolution cases in Singapore will be integrated with a revamped strain on our more mature service staff. will continue to rise as we upgrade our Customer Relationship Management Food and documents will be delivered facilities and services. (CRM) system, bringing various aspects with minimal interruption to hearings We are certain that Singapore will be of the services offered by Maxwell or meetings as the user will be sent a able to retain its position in the region, Chambers onto a singular streamlined mobile notification when Max has arrived with Maxwell Chambers’ commitment to and intuitive platform. outside the room. We expect that Max service and continuous improvement as We are very excited to roll out the will be a crowd pleaser! well as our relationship with the dispute upcoming developments by the end of resolution institutions and practitioners this year at Maxwell Chambers, as well What is your vision for the future of who use our facility. as at Maxwell Chambers Suites when it dispute resolution and the use of tech- opens. We expect to introduce Max to nology in legal services in the region? Maxwell Chambers the premises very soon. The Smart Maxwell initiative is 32 Maxwell Road, #03-01 expected to generate more business Singapore 069115 Tell us more about the introduction of opportunities for the legal industry T: (65) 6595 9020 Max the robot. in Singapore by strengthening its F: (65) 6339 3931 We were looking into how we might position as one of the top dispute E: [email protected] use modern technology to improve our resolution venues in Asia. Recently, W: www.maxwellchambers.com

WWW.LEGALBUSINESSONLINE.COM ASIAN LEGAL BUSINESS – SEPTEMBER 2018 47 THE BACK PAGE

For some, it is not clear how these management and have business opera- providers are creating any pressure on law tions running through their DNA. This is ALTERNATIVE PROVIDERS firms. Those people are still convinced some work currently done by law firms — that only law firms can do what they or could be done by law firms if they were have done for decades, and that these not missing this revenue opportunity — ARE NOT ALTERNATIVE newer market entrants are focused on a that is simply being done better by LSPs. different type of service. Specifically, they ANY MORE are focused on low-value work that law NOT TO BE IGNORED firms do not touch anyway. The law firm In summary, LSPs are not to be underes- BY LUCY ENDEL BASSLI leaders may look down at this work or not timated or ignored as significant players look at it all, which is a costly oversight in in the ecosystem. They could be great What is an “Alternative Legal either case. The truth is that while much partners for those law firms who want Service Provider” or ALSP? It is a more of the work that LSPs initially did was, to provide holistic solutions to clients, recent name for what has been for in fact, high-volume, lower complexity even for the work that they tradition- decades called Legal Process Outsourcer work they are now actively moving up ally have not done. Guess what? That (LPO). Since it was no longer just basic the value chain. work needs to be done, and why should processes that were being outsourced Law firms should be concerned corporate legal teams have the burden — even if legal contract review is tech- about the LSPs for several reasons, of managing different providers? nically still a process… yes, sorry, trans- because LSPs are: i) redefining what falls Law firms can embrace LSPs and action lawyers, it is a process — and the outside of the practice of law; ii) hiring learn from them about process efficien- connotation was too simplistic and unde- experienced lawyers and other experts; cies and project management. Or LSPs serving, a new name was conceived that and (iii) are offering more holistic service can continue to climb the value chain focused on a broader set of services. So, to clients. As legal services are being on their own and reach into work that what makes it “alternative”? Since law disaggregated and unbundled, more had been squarely entrenched in law firms were the main and only provider steps in the process are falling clearly firms. If that doesn’t convince law firms of legal services for centuries, it made outside of how regulators define the to move, then consider that LSPs have sense to call these LPOs “alternative” “practice of law”, which in turn allows for strong experienced leaders who under- providers of legal services. more entrants into legal service delivery. stand the business of law and can take Recent evolution in this taxonomy So much corporate law depart- the client (aka customer) experience to a game has given birth to “Law Company” ment work does not actually require a whole new level, because they know how and “Legal Services Company” as these license, and LSPs are testing the willing- to treat clients like customers. providers move up the value chain and ness of clients to see just how far they’ll Delighting customers is a new compete with law firms directly in many be allowed to go before they reach the concept for legal, but if we watch other cases. To enable further debate on the threshold of providing legal advice or evolving industries, they all eventually right taxonomy, I’ll add another variation: practicing law. In fact, one way in which figured out that the customer is king! “Legal Services Providers” or LSPs. They the LSPs are finding more willing clients can compete with law firms because is because the bench of people behind LUCY ENDEL BASSLI is a legal industry much of what law firms do is not tech- LSPs is becoming increasingly sophis- expert, engaging in thought-leadership nically the practice of law as defined by ticated. Mired in the old perception projects to drive change and evolution courts and bar associations. Therefore, that LSPs hire fourth-tier lawyers from in the delivery of legal services. She there are plenty of other players coming unknown law schools, LSPs are emerging is the founder of InnoLegal Services in to grab that work. Particularly, as as destination employers for successful PLLC, a modern solution provider that corporate legal departments look for attorneys looking for a different path or for offers legal advice and consults on more ways to be efficient and cut costs, new ways of delivering legal services. The operationalizing the practice of law. She these providers are becoming more main- talent pool within LSPs is impressive and works with law departments and law stream and certainly less “alternative.” continues to expand in the right direction. firms on innovating their legal service Finally, LSPs provide a whole host delivery and consumption models, and LAW FIRM TENSIONS of other benefits that law firms tradi- trains lawyers in innovative practices. LSPs can compete with law firms tionally have not been equipped to because much of what law firms do is not provide, such as tracking data, moni- A version of this piece was published by technically the practice of law as defined toring performance, and embracing new the Thomson Reuters by state courts and bar associations. technology. They also use expert project Institute.

Asian Legal Business is seeking thought-provoking opinion pieces from readers on subjects ranging from Asia’s legal industry to law firm management, technology and others. Email [email protected] for submission guidelines.

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