FT ASIA-PACIFIC INNOVATIVE LAWYERS 2014

RESEARCH PARTNER SUPPORTED BY 2 FINANCIAL TIMES THURSDAY JUNE 12 2014 FINANCIAL TIMES THURSDAY JUNE 12 2014 3 Asia-Pacific Innovative Lawyers 2014

Creative people Inside FT Law 25 Corporate & Commercial Page 4 – international firms for new frontiers Page 16 Finance & Capital Markets – international Corporate & Commercial firms – Asia­Pacific firms Page 6 Page 18 Finance & Capital Markets – Asia­Pacific am delighted to introduce the constantly opening up new frontiers. That firms first Financial Times Asia-Pacific requires law firms to do the same, Innovative Lawyers Report. This developing new solutions to match Page 8 series of special reports, business opportunities that are often incorporating our unique brand new. rankings of law firms that have Outbound mergers and acquisitions from In­house brought original thinking and the Asia-Pacific region, whether from Legal International practices to business issues, is already China, Japan, South Korea or elsewhere, Teams Strategy Iwell established in Europe and the US. are also creating fresh opportunities. As Now we are bringing it to what is the regional companies seek acquisitions Page 10 Page 21 most dynamic, and sometimes most outside their home territory, Asian law challenging, business and legal firms are increasingly loathe to let that environment in the world. business go to international legal Innovative Corporate Nowhere else is the role of lawyers companies. That rivalry between “local” Individuals Strategy – changing so fast. In countries as diverse and international law firms is ripe ground as India, Japan, Singapore and China, for innovation and the development of Page 14 Asia­Pacific firms lawyers are becoming more central to the new value-added practices. Page 23 way business is done. Legal frameworks The FT Innovative Lawyers report, in are radically different across the Asia- partnership with RSG Consulting, prides Pacific region. Many law firms, however, itself on the thoroughness of its research are seeking to develop regional practices and the robust methodology it brings to capable of working across jurisdictions. these rankings. We trust that this, our They are also matching the shifting initial report for this region, will shed business and regional architecture as fresh light on this fascinating, but often groupings such as the Association of neglected, corner of the Asian Century. South East Asian Nations (Asean) take on a more coherent form. David Pilling, As the region’s business environment Asia managing editor, changes by leaps and bounds, it is Financial Times

Methodology Ranking on innovation

The FT and its research partner RSG other to arrive at the final rankings. Lawyers Consulting have devised a unique are ranked for delivering exceptional value to methodology to rank lawyers on innovation business. for the FT Innovative Lawyers Reports in The In-house Lawyers rankings are drawn Europe, the US and the Asia-Pacific region. from nominations as well as submissions, but Law firms and in-house legal teams are all entries require third-party validation and invited to submit their innovations. These are commendation. The scores in the table are, in then fully researched through client, lawyer this category, out of a maximum of 40. and expert interviews. No entry appears in the FT report without a robust client or FT Law 25 independent reference. Market experts are The FT Law 25 rankings are a pure aggregate consulted on selected submissions. of each law firm’s scores for ranked For the FT Asia-Pacific Innovative Lawyers submissions across the private practice Report 2014, more than 300 submissions categories of the report. Separate rankings and nominations were received and more cover Asia-Pacific law firms and international than 450 interviews were conducted with law firms headquartered outside the region. senior lawyers and executives to arrive at the final rankings. Innovative Individual Lawyers Submissions were received from 61 law The 10 Innovative Individuals are selected firms and an additional 33 in-house teams from nominations and submissions to all were researched to create the Asia-Pacific categories of the report. The top 10 rankings this year. The research was individuals are selected on the basis of conducted by a team of RSG researchers particularly strong client reviews, interviews, between January and May 2014. Additional additional written responses and a history of information on mergers and acquisition professional achievement. The winner was deals and advisers was drawn from chosen by a panel of FT and RSG judges. Mergermarket’s league tables and deals database. Research partner RSG Consulting Law firm categories were divided into The RSG Consulting research team has more sections for Asia-Pacific and international law than 20 years’ experience analysing the legal firms, for law firms with headquarters within profession. It has a track record of devising or outside the region respectively. ranking methodologies for professional Each law firm entry is scored out of 10 services firms. Chief executive Reena points each on originality, rationale and SenGupta helped to launch the impact for the score – thus the score in the FT’s Law & Business page in 2001 and has tables in this report is out of a maximum of been a regular writer on the legal profession 30. They are benchmarked against each for the FT for the past 13 years. 4 FINANCIAL TIMES THURSDAY JUNE 12 2014 FINANCIAL TIMES THURSDAY JUNE 12 2014 5 Asia-Pacific Innovative Lawyers 2014 Asia-Pacific Innovative Lawyers 2014

� FT LAW 25 ASIA-PACIFIC HEADQUARTERED FIRMS HQ country Rank Law firm Corporate Finance Strategy Total score for ranked Rapid change sees submissions Australia/China 1 King & Wood Mallesons 60 25 44 129 India 2 Nishith Desai Associates 41 45 23 109 firms rise to fresh Australia 3 Gilbert + Tobin 65 42 0 107 Japan 4 Mori Hamada & Matsumoto 40 41 17 98 India 5 Amarchand & Mangaldas & 23 47 18 88 Suresh A. Shroff & Co. challenges across Singapore 6 WongPartnership 21 39 21 81 South Korea 7 Kim & Chang 21 24 20 65 India 8 AZB & Partners 24 23 0 47 jurisdictions Singapore 9 Allen & Gledhill 0 41 0 41 Singapore 10 ZICOlaw 0 0 25 25 South Korea 11 Bae, Kim & Lee 24 0 0 24 Malaysia 12 Adnan Sundra & Low 0 23 0 23 India 12 Khaitan & Co. 0 23 0 23 China 12 Zhong Lun 0 0 23 23 Australia 15 AdventBalance 0 0 22 22 Australia 15 Corrs Chambers Westgarth 0 0 22 22 Japan 15 Nishimura & Asahi 0 22 0 22 Singapore 18 Drew & Napier 21 0 0 21 Singapore 18 Rajah & Tann 21 0 0 21 India 20 HSA Advocates 20 0 0 20 India 20 Luthra & Luthra 20 0 0 20 Australia 20 Minter Ellison 0 0 20 20 Malaysia 20 Rahmat Lim & Partners 0 20 0 20 Competition, compliance and commercial firsts put Malaysia 20 Shook Lin & Bok 20 0 0 20 Malaysia 25 Wong & Partners 0 19 0 19 lawyers centre stage in the region, seeing them take Malaysia 25 Zul Rafique & Partners 19 0 0 19 on rivals in the UK and US, writes Reena SenGupta

� FT LAW 25 re lawyers in the Asia-Pa- WongPartnership, Drew & Napier, Allen & INTERNATIONALLY HEADQUARTERED FIRMS cific region more innovative Gledhill and Rajah & Tann, all of which HQ country Rank Law firm Corporate Finance Strategy Total score than their peers in the US feature in the FT Law 25 ranking for Asia for ranked or Europe? The first FT Pacific-headquartered firms. Singaporean submissions report into legal innovation lawyers now jostle for regional market UK 1 Freshfields Bruckhaus Deringer 42 64 20 126 in the region indicates that, share as much as their international coun- UK 2 Allen & Overy 22 69 24 115 in many ways, they are. terparts. In Myanmar they are in competi- But this is in a context where the roles of tion with the Japanese law firms over UK 3 Linklaters 23 71 19 113 Alawyer and legal frameworks are changing which will write the country’s new laws. US 4 Davis Polk & Wardwell 43 46 23 112 rapidly. The thinking of regional Asia-Pacific law- Attempting to survey innovative lawyers yers is sometimes ahead of the interna- US 5 Latham & Watkins 22 65 22 109 in a report that covers multiple Asia-Pacific tional firms. Chew Seng-Kok, the managing US 6 Skadden, Arps, Slate, Meagher & Flom 20 47 21 88 jurisdictions was always going to be a chal- partner of Zicolaw, created a network lenge. The region contains a number of across members of the Association of South US 6 Sullivan & Cromwell 44 44 0 88 legal markets at different stages of develop- East Asian Nations (Asean) in just eight US 8 Ropes & Gray 42 21 22 85 ment. Australia, for example, is advanced years and has now created a multidiscipli- and is host to the first law firm in the nary professional practice that includes UK 9 Ashurst 23 44 0 67 world to float, whereas Japan is only now law, trusts and sharia advice. In many US 9 White & Case 0 47 20 67 beginning to broaden the role of lawyers ways, he has achieved what the 2008 Legal working within companies. Services Act of the UK – widely seen as the UK/AUST. 11 Herbert Smith Freehills 21 22 20 63 However, this FT report does reveal some most groundbreaking piece of legislation in 11 Hogan Lovells 63 common features between the jurisdictions. international legal services – is just begin- UK/US 43 0 20 It shows how important lawyers are to ning to engender. US 13 Paul Hastings 0 41 21 62 business and economic development in the The top Chinese law firms are also region and the rapid maturing of many of increasingly outward-looking. They are no UK 14 Slaughter and May 46 0 0 46 the markets in which they operate. longer happy to lose the international seg- US 15 Weil, Gotshal & Manges 45 0 0 45 The role of lawyers in India, Singapore, ment of their country-originated deals to China and Malaysia has changed over the UK or US firms. The merger of one of the instruction to service the lawyers’ invest- commercial situations. The opportunity to tough competition, Freshfields took the top US 16 Mayer Brown JSM 0 23 20 43 past 10 years. No longer seen as commer- largest, King & Wood, with Australian law- ment develop new instruments, create new struc- slot this year for inspiring the best and UK 17 Eversheds 23 0 19 42 cial scribes, their status has grown in busi- yers Mallesons is not only affecting the Marc Harvey, the new managing partner tures, write new legislation and work with most spontaneous client commendations ness. In India, for example, the law used to region but also Europe via its 2013 merger of Linklaters, is acutely aware of the different types of businesses mean lawyers for work that spanned the whole of Asia. US 17 Morrison & Foerster 0 21 21 42 be an underpaid profession of small, family- with SJ Berwin, the London firm. rivalry with other international and indige- are doing some of the most creative work of Many of its partners tend to straddle US 17 Orrick Herrington & Sutcliffe 22 20 0 42 dominated firms. Over the past decade, Although the combined firm dominates nous firms: “Most law firms are on an even their lives. jurisdictions and practice areas, as rounded Indian firms have developed a more institu- the FT Law 25 for Asia Pacific-headquar- playing field for the same deal in Asia.” “In the US, you have precedents and adviser rather than technical specialist. UK 20 Norton Rose Fulbright 20 0 21 41 tional approach and the inclusion of six of tered firms this year, its first-mover advan- A litigator, Mr Harvey is bucking the there is an expectation of how you per- Lawyers’ ability to take a holistic view of a UK 21 Bird & Bird 20 0 19 39 them in the top 25 firms with headquarters tage will not remain indefinitely. Two of trend where international firms appoint form.” says Howard Zhang, partner at company’s risk exposure is critical to help- in the Asia-Pacific region shows their com- the top Chinese law firms, Zhong Lun and “deal” lawyers as managing partners. His Davis Polk. “On the other hand, in the ing their clients do business in Asia. US 22 Jones Day 0 24 0 24 mitment to modernising. Jun He, are reported to be in merger talks. appointment reflects another regional trend Asian market, things are evolving too US/UK 23 DLA Piper 0 22 0 22 Similarly in Singapore, the law used to be The tough nature of competition in the – the development of regulation, compli- quickly to feel bound by precedent.” ASIA-PACIFIC INNOVATIVE LAWYERS 2014 SUPPORTED BY a low-status profession. Now Singapore is region is nowhere more clearly revealed ance and the threat of prosecution as burn- The FT Law 25 for international law UK 24 CMS Cameron McKenna 0 0 21 21 crowded with modern business lawyers. It than in South Korea, where in the past two ing issues in corporate boardrooms. firms shows the battle for market share US 24 Shearman & Sterling 0 21 0 21 is host to more than 100 foreign law firms, years more than 20 international law firms Asia-Pacific jurisdictions provide a between the UK and US firms. While the including the four largest Japanese firms have opened shop. The question is whether bonanza for legal innovation. The FT top three slots are occupied by British US/UK 24 Squire Sanders 0 0 21 21 plus sophisticated local law firms such as the South Korean market has enough legal rankings are full of legal firsts or novel firms, the Americans are right behind. In a 6 FINANCIAL TIMES THURSDAY JUNE 12 2014 FINANCIAL TIMES THURSDAY JUNE 12 2014 7 Asia-Pacific Innovative Lawyers 2014 Asia-Pacific Innovative Lawyers 2014

� FINANCE & CAPITAL MARKETS INTERNATIONALLY HEADQUARTERED FIRMS Law firm Description Score Linklaters Developed the RMB-denominated “dim sum” offshore bond market 26 with a series of new bonds, including the first Basel III-compliant dollar bond and the first RMB securities offering by a mainland Chinese issuer in Taiwan. Skadden, Arps, Acted for Japanese-based Fast Retailing, owner of the Uniqlo label 26 Slate, Meagher and the largest clothing retailer in Asia Pacific, on its listing of Hong & Flom Kong depositary receipts on the Hong Kong Stock Exchange. Standout Allen & Overy Represented the sponsors on the Ichthys liquefied natural gas project, 25 a $34bn offshore development that represents the world's largest ever project financing. Jones Day Advised the arrangers and swap providers for the securitisation of 24 auto loans and leases originated in Korea by BMW Financial Services.

Linklaters Provided structuring advice to the Hong Kong Stock Exchange in 24 relation to OTC Clear’s clearing platform to create the first derivatives clearing house in Hong Kong. White & Case Worked with the Asian Development Bank to create a hybrid finance 24 structure for a clean-water project in China, helping to bring new private investments into Chinese public-private partnerships. Allen & Overy Acted for the steering committee of lenders to help restructure the 23 debts of Vietnamese shipping company Vinashin, applying an English scheme of arrangement for the first time in an Asian restructuring with no UK assets involved. Ashurst Devised the first greenfield project bond in Asia, helping to finance a 23 $3bn development for the Studio City themed entertainment resort in Macau. Mayer Brown Led the Vietnamese shipbuilding company Vinashin through its 23 JSM restructuring to help reach a politically and economically important settlement with lender groups. Highly commended Highly White & Case Helped to facilitate the first-ever Asian-asset backed financing to 23 utilise debt raised on the US term loan B (TLB) market as part of the refinanced for MMI International. DLA Piper Advised Indian-based IT services provider Rolta on its $200m 22 offering, the first Rule 144A/Regulation S bond offering from an Indian company. Herbert Smith Helped structure Wesfarmers' and Bunnings' securitised lease deal, 22 Freehills a first of its kind transaction in the Australian market. Latham & Advised Goldman Sachs as underwriters to the issuance of the first 22 Watkins payment-in-kind (PIK) toggle notes by an Asian company. Allen & Overy Worked with the Asian Development Bank's Credit Guarantee & 21 Investment Facility (CGIF) trust fund to create a new local currency bond for the ASEAN+3 market.

for dozens of other issuers to help them just as they take their first steps into the Ashurst Helped acquire a complex, multi-jurisdictional leveraged 21 attain better credit ratings when borrowing wider global financial world. portfolio from Lloyds Banking Group in Australia. in international markets. “These Chinese banks have global ambi- Latham & Acted as counsel to the lenders on the Xe-Pian Xe-Namnoy 21 Cross-border work pays dividends For lawyers, the challenges of working tions. They are building up their capabili- Watkins Hydroelectric Power Plant Project, a $1bn development project on international deals for Chinese compa- ties and hiring talent,” says Mr Liu. “This between Laos and Thailand. nies are myriad. Juggling the requirements is the growth story for us in Asia.” of Chinese, Hong Kong, Taiwanese, and Legal innovation was not confined to Linklaters Helped structure the fund investment for BTSGIF's acquisition of 21 Juggling the needs of international and domestic law has earned Linklaters plaudits, says Josh Noble international laws – as well as established Asia’s debt markets last year – equity mar- the net fare-box revenue of the SkyTrain system in Bangkok. market practice – makes it among the most kets too saw their fair share of firsts. Morrison & Helped launch a $3bn fund to develop logistics and warehouse 21 complex task for capital markets lawyers in US-based Skadden, Arps, Slate, Meagher Foerster properties in the Chinese e-commerce market. the region. It also involves educating bor- & Flom attracted praise for its work on the rowers on overseas markets, and persuad- listing of depositary receipts in Hong Kong Ropes & Gray Acted on behalf of the buyer consortium to oversee Chinese IT 21 � FINANCE – INITIAL PUBLIC OFFERINGS company Pactera's take-private, using the first leveraged buyout of a he past year has seen a regulatory changes on the island in late ing them of the benefits of diversifying (HDRs) by Japan’s Fast Retailing, known US-style bridge-loan-to-bond financing. number of firsts in Asia’s INTERNATIONALLY HEADQUARTERED FIRMS 2013. Since then, renminbi deposits have away from traditional funding sources. best for its Uniqlo clothing chain. Shearman & 21 financial markets, across dif- Law Firm Description Total risen fast to reach about Rmb250bn ($40bn) Meanwhile, financial reforms in China Though overseas companies have listed Represented Thai-listed oil concern PTTEP on its $3bn share ferent asset classes and this year, making it one the biggest off- are gathering pace, making it difficult to HDRs in Hong Kong before – with mixed Sterling offering, the largest follow-on offer from a Thai company to date. Davis Polk Pioneered the use of calculated value reports to write the IPO 25 geographies. As these mar- shore centres for the Chinese currency out- keep up with changing rules. results – this was a first for a Japanese & Wardwell prospectus for the Chinese state-owned bad-loan company Cinda Skadden, Arps, Worked with Credit Suisse to help Australian company Fortescue 21 kets grow and develop, there during its $2.5bn listing on the Hong Kong Stock Exchange. side Hong Kong. Against that backdrop, Linklaters made a company. Skadden’s team had to balance Slate, Meagher Metals Group tap into the US debt market to secure a fully is an increasing amount of The additional demand for renminbi decision to focus on the offshore renminbi the needs of Hong Kong listing rules with & Flom underwritten $5bn covenant-lite senior secured loan, helping to Freshfields Developed the Hong Kong business trust listings market by advising 24 cross-border work, something the region’s assets from investors with long-term liabili- bond market – better known as dim sum those of the Tokyo Stock Exchange, which Commended transform the company's fortunes. Bruckhaus the underwriters on HK Electric Investments' $3.1bn IPO, the largest listing Tlawyers have been wrestling with as they Standout ties – namely Taiwan’s large insurance bonds – and the arrival of mainland Chi- involved “a lot of nitty-gritty”, says Chris- Deringer by a Hong Kong business trust to date. Akin Gump Acted for the administrative agent to Village Roadshow Entertainment 20 seek to navigate and balance regulations in funds – has also helped develop the market nese borrowers to international US dollar topher Betts, partner at Skadden. Strauss Hauer Group in connection with the company's $275m financing. multiple jurisdictions – even when working Sullivan & Advised the selling shareholders in Japan Airlines' $8.5bn Tokyo listing, 23 globally by enabling companies to borrow credit markets. In some ways, the firm has “We didn’t know what the finished prod- & Feld on a single deal. Cromwell helping the company to emerge from bankruptcy with the second largest in the Chinese currency for longer. bet on the future of Asian bond markets – uct should look like. We had to create it UK-headquartered Linklaters has earned IPO of 2013. Another landmark deal for Linklaters based on the notion that Chinese borrow- from scratch,” he adds. While it is likely to Freshfields Advised Chinese e-commerce company Alibaba on its concurrent 20 prominence for its work on Asian bond was the first Basel III-compliant dollar ers, led by the banks, will become increas- remain a niche product, the firm has Bruckhaus Yahoo repurchase and privatisation financings. Latham & Acted for New Century on its real estate investment trust IPO on the 22 Deringer issues, particularly in helping mainland Highly Watkins Hong Kong Stock Exchange, the first Chinese hotel REIT. bond from a Chinese bank, a $500m issue ingly powerful global forces. “For us, it’s already had a few enquiries from other

Chinese companies tap investors in new commended from ICBC (Asia), an offshore arm of the not just important for revenue. We see it as Japanese companies. Freshfields Advised IILM on the $2bn sukuk programme, the first short-term 20 markets, or with new products. Davis Polk Advised the Chinese search-based travel platform Qunar, a Baidu portfolio 21 world’s biggest lender by assets. Banks a much longer-term project,” says William For Fast Retailing, the move is part of its Bruckhaus Islamic financing instrument aimed at the international market and One was the launch of renminbi- & Wardwell company, on a Securities and Exchange Commission registered listing in the US. globally are seeking to improve their capi- Liu, capital markets partner at Linklaters. broader global strategy. Previous HDR list- Deringer denominated in US dollars. denominated bonds in Taiwan by Chinese tal ratios to meet regulatory requirements Three years ago, most of the firm’s work ings have largely been pitched as pure mar- Paul Advised the sponsor and manager on the Singapore listing of Mapletree 21 Orrick, Assisted the Vietnamese Ministry of Industry and Trade with the 20 issuers. Linklaters had a role in the first Hastings Greater China Commercial Trust Management Ltd, the largest REIT IPO in but, for Chinese banks, access to dollar on bonds was representing the underwrit- keting exercises, with companies looking to Herrington & management and financing arrangement for the $1.76bn four such sales. Combined, they raised $1bn Singapore and the first to use a grandfather structure for a China-based real bond markets offers a valuable new avenue ers – usually international investment raise their public exposure in Asia, particu- Sutcliffe Binh Thuan coal-fired power project, the largest foreign investment for four of the mainland’s biggest banks – estate asset. to achieve those goals because of restric- banks. However, Linklaters recently larly in China. from China into Vietnam. Agricultural Bank of China, Bank of China, tions on rights issues at home. “switched sides”, with almost half its man- But Fast Retailing has put a structure in Sullivan & Served as international counsel to Mighty River Power, one of New Zealand's 21 Paul Hastings Advised China International Marine Containers Group (CIMC) on a 20 Bank of Communications, and China Commended Linklaters also helped create an offshore dates now on the issuer side. place that could, in theory, be used for Cromwell largest electricity generators and retailers, on its partial IPO to help complete first-of-its-kind listing of H-shares converted from B-shares, Construction Bank. The establishment of a the largest-ever offering in New Zealand. bond structure for property developer Gem- The hope is that this helps build long- financing acquisitions as it seeks to tap encouraging liquidity in the listing market. renminbi bond market in Taiwan followed dale, a template that has since been used term relationships with Chinese companies, growth outside its home market. 8 FINANCIAL TIMES THURSDAY JUNE 12 2014 FINANCIAL TIMES THURSDAY JUNE 12 2014 9 Asia-Pacific Innovative Lawyers 2014

Adaptation is the name of the game Catering to international tastes has proved both problematic and rewarding in Asia, writes Peter Wells

sia-based financial law- � FINANCE & CAPITAL MARKETS partner at King & Wood Mallesons (KWM), yers find themselves in an ASIA-PACIFIC HEADQUARTERED FIRMS which acted for the ASX as it set up the interesting push-pull situ- first domestic clearing house for OTC deriv- ation with the rest of the Law firm Description Score atives. world. King & Wood Acted for the Australian Securities Exchange to establish the first 25 Unusually for its size, Australia’s market For some, advising cli- Mallesons Australian clearing house for over-the-counter derivatives. participants are very sophisticated: the ents is about making local large pension funds and banks are well tastes palatable to deep-pocketed and Amarchand & Lead Indian counsel to Amira Nature Foods on its New York Stock 24 informed about overseas regulation and Asophisticated investors beyond a coun- Mangaldas & Exchange initial public offering, the first involving the simultaneous which aspects of the different US and Euro- Suresh A. Shroff listing of an offshore parent and Indian operating company. try’s . For others it is a matter of pean systems they prefer. adapting international preferences in a Standout Kim & Chang Korean counsel to the joint lead managers on the Korea Housing 24 “The ASX actually had to tailor their domestic setting. Finance Corporation’s dual tranche covered bond issue denominated offering to meet all of the commercial Educating overseas bankers and lawyers in US dollars and South Korean won. requirements of all the Australian partici- is one of the challenges when taking Asia Adnan Sundra & Worked with Malaysian Airlines to develop the world's first sharia- 23 pants, rather than simply build something to the rest of the world, says Prashant Low compliant perpetual sukuk. they wanted it to be,” Mr Farrell says. Gupta, a partner at Amarchand & Mangal- The eventual solution for the ASX das & Suresh A Shroff in New Delhi. His Amarchand & Acted as Indian counsel for the investors in Avantha Holdings to 23 blended market participants’ favourite ele- firm handled the $90m initial public offer- Mangaldas & develop a private placement of non-convertible debentures. ments of the US and European systems into Suresh A. Shroff ing in 2012 of rice trader Amira Nature the Australian framework. Foods on the New York Stock Exchange AZB & Partners Developed an Indian legal structure capable of protecting KKR’s 23 This result required changes to Austral- and its simultaneous listing on the Indian rights as lender during Avantha Holdings’ restructuring. ian legislation, which in turn meant cross- share market. checking interactions with other laws. Reg- Khaitan & Co Advised PEL and IndiaReit, units of the Primal Group, on the formation 23 Amira was the first consumer-focused of a debt fund platform that will extend Indian rupee debt financing to ulators and bankers from the US, Europe Indian company to undertake this dual list- residential projects across India. and Asia have been very interested in what ing, and had been family-owned and oper- Mr Farrell and his team at KWM have ated for more than a century. Nishith Desai Devised an efficient tax structure for General Atlantic Partners' and 23 accomplished for the ASX. In contrast, the handful of tech compa- Associates Oak Hill Capital Partners' sale of a 30 per cent stake in Genpact, the Although situations like this are often nies that undertook offshore listings tended largest transaction under new indirect transfer tax provisions in India. reactions and responses to decisions in to be venture-capital-backed, and their commended Highly Allen & Gledhill Singapore counsel on Sabana Real Estate Investment Management’s 22 western markets, the unique local solutions business structures and marketing strate- issuance of the first convertible sukuk to be issued in Singapore. can be attractive and familiar to overseas gies felt more familiar to foreign advisers investors. Nishimura & Advised Aozora Bank, one of the big three Japanese banks, on its 22 and investors. “Basmati rice is not the easi- Asahi restructuring and subsequent global offering of shares. Dominic Emmett, a partner at Australia- est sector to sell to international investors based Gilbert + Tobin, thinks advisers and get them to understand things of that Nishith Desai Advised Godrej Properties on the creation of a residential 22 round the region need to be able to cater to nature,” Mr Gupta says. Associates development platform worth approximately $140m. international tastes. In November 2013, India’s ministry of Gilbert + Tobin Advised Centerbridge Partners and Oaktree Capital Management on 21 In 2013 his restructuring team advised finance simplified matters by permitting the recapitalisation of Billabong International, setting a precedent for US-based hedge funds Centerbridge Part- companies to list abroad without a domes- anti-competition rulings. ners and Oaktree Capital Management tic listing requirement. when they were unexpectedly gazumped in But companies still need to undergo a Gilbert + Tobin Advised Credit Suisse on Fortescue's leveraged, covenant-light 21 a debt-for-equity recapitalisation play for secured term loan B financing. restructuring process that takes about 15 financially troubled surfwear maker Bil- months to bring them into compliance with Mori Hamada & Acted for SKY Perfect JSAT Corporation as part of a joint venture to 21 labong International. overseas exchanges. Matsumoto launch and operate Japan’s X-band satellite communications system, Centerbridge and Oaktree had already Advisers in Australia found themselves the largest private finance initiative in Japan to date. bought hundreds of millions of dollars in the opposite position, trying to adapt worth of existing senior-secured debt when, Mori Hamada & 20 international preferences to a domestic set- Advised Hoshino Resort on the establishment of a Japanese real in mid-July, Billabong’s board announced it Matsumoto estate investment trust covering traditional ryokan wooden structures. ting. would accept a A$395m rescue package In the wake of the 2008 financial crisis, Rahmat Lim & Negotiated with land offices and regulators in Malaysia to overcome 20 from rival US funds Altamont Capital G20 leaders in 2009 committed to reform Partners land title transfer for IGBs Real Estate Investment Trust. Partners and GSO Capital. The offer and tighter regulation of the global over- included some rather demanding WongPartnership Advised Ascendas Hospitality Trust on its IPO on the Singaporean 20 the-counter derivatives market, and ulti- terms, notably a very high break fee repre-

Commended stock exchange. mately the mandatory clearing of these senting 20 per cent of the A$325m bridging securities. But that directive has been Allen & Gledhill Lead counsel to IHH Healthcare Berhad in the first simultaneous dual 19 facility. interpreted differently by US and European public offering in Malaysia and Singapore, a S$2bn IPO that paves the These features made the deal anti-com- regulators. way for greater cooperation between regional stock exchanges in the petitive and coercive, Centerbridge and In the case of the Australian Securities Asia-Pacific region. Oaktree argued. They took their complaint Exchange, picking one system over another Wong & Partners Advised Maybank on a first-of-its-kind medium term note programme 19 to the Takeovers Panel and were ultimately was not going to lead to an optimal solu- for CapitalMalls Malaysia Trust. successful. tion for the company, market participants “Innovation is how we give these US WongPartnership Advised the underwriters on IHH Healthcare Berhad's S$2bn initial 19 and regulators. funds what they get elsewhere in the world public offering, the first dual concurrent listing in Malaysia and Australia had a “unique starting point”, Singapore. – such as in the US, UK and Europe – in the explains Scott Farrell, a Sydney-based Australian market,” Mr Emmett says. 10 FINANCIAL TIMES THURSDAY JUNE 12 2014 FINANCIAL TIMES THURSDAY JUNE 12 2014 11 Asia-Pacific Innovative Lawyers 2014 Asia-Pacific Innovative Lawyers 2014

Fight for a � IN-HOUSE LEGAL TEAMS

Organisation Legal team Total Size of legal Description of innovation headquarters score team (Asia- Pacific) bigger slice of the Tencent China 33 128 lawyers Tencent lawyers are helping to shape the legal landscape in China by encouraging the enforcement and protection of intellectual property rights in Chinese courts. They created their own knowledge management platform in legal pie pays off the absence of relevant market offerings. Westpac Australia 32 132 lawyers A high-performance legal team where innovation is ingrained across all areas of the function. It has used metrics to quantify the value of legal.

Standout Baring China 31 5 lawyers The legal team facilitates business growth Private (Hong Kong) through adaptability, creativity and a business- Equity Asia minded approach. CBRE China 31 18 lawyers Lawyers have created effective risk- (Hong Kong) assessment calculators that will be rolled out across the global legal team and help generate Championing diversity, investing in a wider skills revenue for the business. AS Watson China 30 23 lawyers The legal team plays a central role in all base and using technology better are helping to (Hong Kong) business activities, recently leading the negotiations for a potential initial public create world-class legal teams, says Reena SenGupta offering. Santos Australia 30 31 lawyers A focused approach to partnering with the business has allowed lawyers to give rent Irvin, at 41 years of been championing diversity within their in-house ranking of 2013 puts Google in the the company a competitive advantage in transactions. External legal spend was cut by age, is young for his role as organisations, the region and in their legal top position. 49 per cent in a year. general counsel at Tencent. service suppliers. However, the Asia-Pacific ranking does But his experience is an The ability of innovative general counsel feature other types of business. Being able Alibaba China 29 115 legal A rapidly evolving legal team that has been example of the opportunity to influence and lead the companies in to get in on ground level has enabled many staff instrumental in establishing and growing many international lawyers which they work transcends the narrow incoming lawyers in the region to craft the company’s small-loan business through can find in the Asia Pacific interpretation of what it means to be a their own legal functions without con- innovative work with regulators. region when working in-house. lawyer – someone more comfortable with straint and carve out broader and more Morgan China 29 41 lawyers The legal team has developed diversity and BPreviously an associate at Wilson Son- advising on the law than using their ana- interesting roles than many of their peers Stanley (Hong Kong) inclusion initiatives for the industry and the sini, a Palo Alto law firm, Mr Irvin joined lytical legal skills to give commercial working in Europe. legal profession, many of them unusual for the Tencent in 2010 to build a legal team that advice. Amanda Yu, general counsel at AS commended Highly region. now has 128 lawyers on its strength. The Mr Irvin has made sure that Tencent has Watson, is a case in point. Since joining the Telstra Australia 29 180 lawyers The lawyers add significant value to the company, China’s largest internet portal, never lost an intellectual property protec- health and beauty retail company as its bottom line and often move into commercial has grown from its incorporation in Shen- tion case in China and, in turn, has been first retail lawyer in 1994, she has built the roles, while creating a flexible working zhen in 1998 to a $9.9bn revenue giant. Mr adept at educating the courts and regula- team to 40 lawyers working across 33 mar- environment. Irvin has been a crucial part of that tors about the importance of protecting kets. “Working in-house here has been a Shell Malaysia 28 19 lawyers The legal team created an action plan and growth. intellectual property. He established in 2012 thrilling way of being involved in the Malaysia training programme to prepare the company's The story of lawyers helping to accelerate the Tencent Cyber Law Research Centre, growth of the business over the past 20 workers for compliance investigations. growth and facilitate Asian businesses is a which has become an important forum in years,” she says. Ms Yu has managed to theme running through the inaugural FT China to share best practices. Mr Irvin also create her own legal footprint within the Fosun Group China 27 90 lawyers The team guides the business through in-house ranking in the Asia-Pacific region. promoted modern legal functions orien- company. Part of her remit is corporate complex regulation, and encourages lawyers to Besides being catalysts for change within tated around both product and legal prac- development, where she plays a leading improve both legal and commercial skills. their own organisations, some of the most tice areas – a structure that is relatively role in acquisitions and negotiating deals. Mahindra & India 27 20 lawyers One of the more sophisticated legal teams innovative occupy leadership roles, helping unusual for businesses indigenous to the She also has direct business responsibilities Mahindra in India has reduced legal spend and to change legislation, regulation and the region. When faced with a dearth of tech- in running the company’s specialist retail standardised processes. business environment. nology suitable for his law department, Mr wine business, Watson Wine. Olam Singapore 27 3 lawyers In two years, the new legal department has Where Mr Irvin has been fighting for Irvin used engineers in Tencent to write While many teams in the FT ranking International delivered security, cost-savings and revenue better intellectual property laws and pro- bespoke software for the team to share struggled to put a numeric value on their preservation. tections in China, William Hay, the general legal knowledge. contributions (similar to western jurisdic- counsel at Baring Private Equity, has been Internet companies do appear to foster tions, the measurement of value is a thorny Yahoo! China 27 26 lawyers Computerised contract management helping to raise standards in emerging mar- legal departments more inclined to innova- issue for in-house counsel) their commer- (Hong Kong) processes and closer working relationships with the business colleagues effectively kets through participation in World Bank tion than more traditional businesses. For cial referees were unequivocal about the manage risk. forums. example, Alibaba, the Chinese e-commerce advantage a superior in-house function can Other legal teams such as those group, also features in the ranking for its deliver, particularly in emerging markets. Ramsay Australia 26 6 lawyers The general counsel also holds the role of chief at Morgan Stanley and Telstra have world-class legal unit. And the FT’s US Sophia P K Yap joined CBRE, the global Health Care risk officer, setting strategy and coordinating real estate company, in 2008. Since then, responses to employee and patient risk across she has built a legal and compliance func- the healthcare business. tion that covers 16 countries and more than Wynn Macau China 26 4 lawyers A developing legal team has coordinated 9,000 employees. As CBRE operates in (Macau) unique regulatory needs within the casino Contributors industry across multiple jurisdictions. many high-risk jurisdictions, Ms Yap’s brief Commended was to ensure a best-in-class compliance 3M Legal China 25 23 lawyers Created a knowledge-sharing platform and Caroline Binham Reena SenGupta Steven Bird Dominic Good function. However, she has avoided a silo- Affairs alert system with Baker & McKenzie to stay FT legal correspondent Chief executive, RSG Consulting Designer Publisher, EMEA approach to corporate governance and used up-to-date with changing employment and risk-mitigation approaches to complement labour laws. Satish Cheney Peter Wells Martin O’Neill Robert Grange the company’s growth. Through recruiting Singapore-based freelance Singapore-based business Illustrator Global advertising director, B2B legal and compliance professionals she calls GDF Suez - Thailand 25 5 lawyers The legal team was instrumental in saving a Asia power project deal through combining their journalist journalist “change agents”, the legal department sees legal and commercial knowledge of India. Michael Crabtree Alexis Jarman itself as much more than a cost-centre. Jeremy Grant Art editor Content activation director One of its innovations has been to use INPEX Japan/ 25 5 in Japan, Recruited transactional expertise in-house Singapore correspondent “six-sigma” methodologies” to create tools Corporation Australia 12 in to advise on Ichthys, overseeing day-to-day Aban Contractor Stephanie Collier that simplify risk assessments in the deal Australia management of the liquefied natural gas Josh Noble Michael Skapinker Sub-editor Global associate director process. Using these methodologies has project. Asia regional markets Special reports editor been resisted by lawyers worldwide who Citibank China 24 3 lawyers The legal loans team was commended for its correspondent Reena SenGupta, Andrea Frias­Andrade say the law cannot be streamlined into a (global (Hong Kong) commercial, solution-oriented work on some Hugo Greenhalgh Yasmin Lambert. Dominic Head of project delivery process. However, the few that have used loans) of the largest deals of the past two years. David Pilling Head of editorial content, Williams, James Wood, six-sigma methods have done so to great Asia managing editor special reports Lucy Pearson, Imogen Holden, John Lee effect. Ms Yap sees the change as funda- RESEARCH & AWARD SUPPORTED BY Hanna Kim, Zhongyi Wang, Advertising production mental: “We have changed the traditional Naomi Rovnick Rohit Jaggi Daping Sun, Oana Kuznetov view of legal and compliance from deal- Hong Kong-based fastFT reporter Editor RSG research team blockers to being viewed as deal enablers.” 12 FINANCIAL TIMES THURSDAY JUNE 12 2014 FINANCIAL TIMES THURSDAY JUNE 12 2014 13 14 FINANCIAL TIMES THURSDAY JUNE 12 2014 FINANCIAL TIMES THURSDAY JUNE 12 2014 15 Asia-Pacific Innovative Lawyers 2014 Asia-Pacific Innovative Lawyers 2014 The deft art of linking the parts

Michael Skapinker finds lawyers connecting Asia-Pacific economies to each other and the world

his is FT Innovative Law- internationalise its currency . . . I would yers’ first foray into the love to think that we are a ‘bridge’ that Asia-Pacific region – and it connects many Chinese issuers with the was gratifying to see how international investor community.” strong the shortlist was for There were other strong candidates for the most Innovative Individ- the award. Nishith Desai, founder of Nishith ual award. Gratifying, but Desai Associates, which has offices in India, unsurprising. The region boasts some of Singapore, the US and Germany, has a “hap- Tthe world’s most important economies and, piness billing programme” that lets clients given the range of judicial and political pay their bills in full, in part or not at all, systems, some of the most complicated depending on how satisfied they are with legal problems. the service. The firm’s lawyers also have to In particular, lawyers and business peo- attend daily continuing education sessions. ple have to grapple with how to connect The need to connect Asia-Pacific econo- Sarah Bower Chew Seng Kok Mitsuru Claire Chino Nishith Desai Stuart Fuller William Hay Peter Leonard Simon Makinson Michelle Taylor China with investors based in financial cen- mies to each other and to the rest of the Principal, chief legal counsel, Regional Managing Partner Executive director and general Founder and managing Global managing partner General counsel Partner Partner, chairman Asean Partner tres such as New York, London, Hong Kong world made Stuart Fuller, global managing transactions & restructuring ZICOlaw counsel partner King & Wood Mallesons Baring Private Equity Asia Gilbert + Tobin Allen & Overy Jones Day and Singapore whose systems are based on partner at King & Wood Mallesons, another services Itochu Corporation Nishith Desai Associates English common law. strong award contender. The firm is the KPMG China Chew Seng Kok, described The merger of one of the William Hay has been the Peter Leonard is widely Simon Makinson set out The position of associate at That dilemma made William Liu, a part- result of a merger between the leading Chi- as a maverick and Mitsuru Claire Chino is Nishith Desai, the son of largest law firms in China general counsel at Baring regarded as one of the Asia from London for a month- a top, “magic circle” firm ner with Linklaters, a compelling winner in nese and Australian practices, making it a Sarah Bower has worked entrepreneur in his credited with changing the Indian fighters for freedom with one of the largest in Private Equity Asia since Pacific region’s leading long holiday in Hong Kong is enough to satisfy the the innovative individual category. Since genuinely pan-Asian outfit. The firm, in-house at Asian financial market, has helped to image of the in-house from colonial rule and a Australia in March 2012 2010, building the first in- communications and in the late 1980s – and ambitions of many young 2009, he has wrestled with the twin prob- which has now combined with London- institutions for more than develop a small Malaysian lawyer in Japan. Since self-proclaimed caught the attention of the house legal team for the content lawyers. He has never returned. He spent lawyers. But Michelle lems of how to enable non-Chinese compa- based SJ Berwin, says that unlike foreign 13 years and before that law firm into the largest in joining Itochu, the trading “constructive contrarian”, global legal market. As firm. Business colleagues been at the heart of three several years in Hong Taylor decided she needed nies to tap Chinese investors and how to practices that have entered the region, it is was a partner at an the country, built a and investment company, created his law firm in managing partner for say that Mr Hay and his successive market Kong and Thailand, and more of a challenge when, allow companies in China to borrow out- truly of it. It has also defied the predictions Australian law firm. Since network across the in 2003 she has personally 1990 using a model and Mallesons, Stuart Fuller legal team have been evolutions in the eventually opened his own in 1997, she left Clifford side the country. In doing so, he has pre- of those who said that ambitious Austral- 2009, she has supervised all Association of South East negotiated deals totalling approach radically was a key driver behind essential to their growth. communications industry law firm in Bangkok in Chance to help set up the pared a route for others to follow. As he ian firms would have little option but to be legal transactions and Asian Nations (Asean) and $1bn. In 2013 she became different from that of the merger. It was a bold After almost 40 years of in Australia, beginning in 1995. However, he securitisation practice at said in his submission: “I have been fortu- absorbed into one of the UK “magic circle” settlements for the Hong created a business model the first female executive most international and unusual move at a doing business in Asia, Mr 1985 with the deregulation continued his relationship the London offices of US nate enough to ride on China’s initiative to or Wall Street firms. Kong Lehman Brothers that offers integrated legal officer of a leading trading premium law firms. time when the accepted Hay has strong legal and of the telecommunications with his old employer, firm Brown & Wood (now and MF Global estates for and advisory services. company in Japan – a Instead of the traditional wisdom was that UK or US business reputations in the industry and continuing Allen & Overy in London, Sidley Austin). Working as KPMG. Ms Bower already Mr Chew left a career notable achievement in partner-associate structure law firms were the only market. He received a today with the big data and in 1998 merged his the junior partner in a had detailed knowledge of with Baker & McKenzie in the male-dominated world where leverage is small merger partners for record number of revolution. His work on Bangkok practice with the two-person team, Ms the Lehman assets, having Singapore to join the local of Japanese business. The (usually one partner to Australian firms. spontaneous market “big data” analysis of global firm. Taylor was given a crash Winner William Liu, partner, Linklaters spent eight years at Malaysian law firm Zaid country ranks 105th out of three associates), Mr Desai While the creation of a nominations for any customer transactional He serves as managing course in the European Lehman Brothers in Asia Ibrahim & Co (ZICO) in 136 countries in the World created a legal advisory regional giant that crossed individual lawyer in all 12 data with Quantium and partner of Allen & Overy’s securitisations market just before moving over to 1991. He started an Economic Forum’s Global business based on an different geographical FT Innovative Lawyers Woolworths is ranked in Bangkok office, and is as it was starting to take Linklaters capital markets partner William Liu government in Beijing, development agencies, Nomura when the Lehman infrastructure and Gender Gap Report. intensive research markets was significant, Reports published over the the corporate category of chair of the firm’s off. has played a key role in developing the international banks, and large international assets were acquired by privatisation projects Ms Chino began her operation, industry-sector the subsequent merger past eight years. His this report. Association of South East A year later she moved renminbi-denominated “dim sum” bond companies. the Japanese bank. practice that year and over focus and big leverage unusually eclectic career Mr Leonard has played Asian Nations (Asean) to Hong Kong to help market. Since 2010, he has led on several In all these deals, Mr Liu has sought to She wasw initially the next decade capitalised (one to nine). The model has seen him occupy a an influential role in the practice. The firm has develop Brown & Wood’s novel bond issues and has aided China’s open China’s capital markets to foreign brought on board for on the wave of was ahead of its time, variety of roles across Asia development of telecoms recently opened offices in structured finance and drive to internationalise its currency. His investors by establishing documentation Lehman, but KPMG saw privatisations in Malaysia. Ms Chino helped particularly in Mr Desai’s It is now the first and the US. No stranger to laws and regulatory Vietnam and Myanmar. It securitisations practice. deals include the first RMB bond to be standards, clearing and settlement the value in having an In the process, he helped create a more open decision to focus and only global law in-house, he served at GE instruments in Australia. has 23 partners and 142 She has been a leading offered by a foreign corporate outside China, procedures, and remittance guidelines for internal legal adviser to the firm grow from nine on specific areas such as Capital Asia and Colony With no precedents to lawyers across six Asean figure in the Asian the first RMB bond to be offered by an RMB bonds. His innovative structures have complement the firm’s partners to the largest in and democratic funds and technology. firm with origins or Capital, and built legal follow, working through offices, and is able to offer securitisations market ever industrial multinational, and the first RMB helped Chinese companies tap into new transactions and the country. Nearly 25 years later, his teams versed in the new regulatory both local and since. bonds to be issued from a number sources of capital, giving them a degree of restructurings services. Ms His most important culture within the model has both headquarters in international and local environment required international advice. In 2007 she moved to set of international financial centres freedom that was previously impossible. Bower’s attention has since contributions have come in legal department profitability and Asia­Pacific laws and commerce. He innovation and flexibility. Myanmar, when up her own securitisations (Taiwan, London, Singapore, At the same time, by bringing been turned to developing the past 12 years as quality ratings in legal has worked as a private The impact of these sanctions were lifted in practice at Orrick and was Frankfurt, Luxembourg and Chinese issuers into line with a new kind of legal managing partner. In 2003, rankings. equity partner, a private changes has been felt in 2011, looked to restore its appointed as the firm’s Sydney). More recently he international practices, he has consultancy service for ZICO was the first career at the San Francisco Mr Desai is a leading tax with UK firm SJ Berwin in practice partner, general neighbouring countries legal system and China office leader and helped to develop the first brought Chinese credits to a wider clients of KPMG China’s Malaysian law firm to law firm Graham & James, lawyer but, like many top 2013 moved the firm into a counsel and entrepreneur, where Australia’s reintroduce rule of law. Mr Asia managing partner in Basel III-compliant capital community of international investors. Transaction & expand outside the country and was seconded to Indian lawyers, is a new, super league. It is founding his own hotel regulatory frameworks Makinson was quick to see 2010. In July 2013 she instruments for Chinese The structures Mr Liu has Restructuring division. Her and it now counts 16 Itochu in Tokyo for more generalist. He is both a now the first and only investment company along have been used as the opportunity both to moved her team to Jones banks and structured the developed in the RMB bond market team advises on large-scale offices across nine than a year. She returned litigator and a corporate global law firm with the way. a model. build the firm’s presence Day, where she has first RMB securities offering are an important part of China’s transactions and countries under the to San Francisco and transactional lawyer. origins or headquarters in As a lawyer, he has been Mr Leonard led the and to offer its experience continued in the field of by a Chinese issuer based in financial reforms, helping to lay the commercial disputes and is ZICOlaw network. Mr became a partner of the Unlike many current Asia-Pacific. described as having “that internet privacy and data and resources to help the consumer credit Taiwan. foundations for a new global a business developer and Chew has built a pan- firm in 1998, but missed leading Indian lawyers, he Mr Fuller is responsible elusive combination of protection debate in development process. He receivables securitisations. While Mr Liu is always keen to currency. However, it is his work revenue generator for the Asean presence in working closely with is the first lawyer in his for integrating the firm legal, business and real Australia, and he continues engaged with Myanmar’s Ms Taylor has led emphasise the contribution of his helping to develop a new firm. anticipation of a wave of business and soon made family and built his firm and aligning its global world knowhow”. He is to innovate and develop government and, in cross-border securitisations team in these bond issues, his generation of Chinese- Ms Bower has advised a regional expansion by local her way back to a from scratch. Before strategy, management and able to understand issues his skills in new markets collaboration with the out of a number of Asian leadership initiative takes speaking lawyers that number of Hong Kong’s businesses when the single permanent in-house legal deciding on his firm’s operations. He has from a legal and representing clients in attorney-general’s office countries, including China, many forms – he Mr Liu is most business leaders via Asean economic region is role at Itochu in Japan. model, which combines introduced an international commercial perspective complex technology, and Oxford university, led South Korea, Malaysia recently encouraged proud of. He KPMG’s Independent Non- implemented in 2015. She has brought private research, academics and governance and and can translate this into corporate, and media deals the design of a course in and Indonesia. Her deals his group to bungee- hopes that Executive Directors Forum. Mr Chew says he has practice work standards to thought leadership, he management structure and practical and workable in the Asia-Pacific region. international financial and are regularly market firsts jump off the Macau these lawyers been willing “to take risks the in-house team at spent four years studying is promoting greater solutions. corporate law for in their jurisdictions Tower as part of a will, like the in pursuing my vision for Itochu. She led initiatives professional service firms. mobility among lawyers. Mr Hay, a fluent government and regulatory and, often, the first of team-building new RMB a different model for legal to create a more open and “We don’t believe in With the firm’s global mandarin speaker, works officials and members of their kind in the Asian exercise. Mr Liu bonds, meet Ms Bower’s team services”. The democratic culture within ‘headcount’, we believe in chairman, Wang Junfeng, across multiple Asian Working through the local legal profession. region. and his team have the standards multidisciplinary model the legal department and ‘brain count’,” he says. Mr Fuller is leading the jurisdictions, from India to This approach has borne developed a range of international advises on large­ combines legal, consulting to change its role in the His latest step has been “100 Lawyer Plan”. It aims China to Japan. His new regulatory fruit for the firm. In this of innovative RMB commerce scale transactions and sharia and other business from a defensive to let clients pay him on to have 100 partners and knowledge of dealmaking environments report, Allen & Overy is RESEARCH & AWARD SUPPORTED BY bonds for a broad while ensuring advisory services under an to a proactive one. their “happiness” quotient. lawyers from each region and his boardroom ranked for its work in range of clients, Asia’s and commercial umbrella entity that In-house lawyers are now If they are not satisfied of the firm working in experience have helped requires innovation helping Telenor secure one including the continued rise. disputes separates management and frequently involved in with the firm’s service, different parts of the firm him build a deal-enabling and flexibility of two telecommunications legal practice. client-facing activities. they do not have to pay. at any one time. legal team. licences in Myanmar. 16 FINANCIAL TIMES THURSDAY JUNE 12 2014 FINANCIAL TIMES THURSDAY JUNE 12 2014 17 Asia-Pacific Innovative Lawyers 2014 Asia-Pacific Innovative Lawyers 2014 Helping define the rules for corporate engagement � CORPORATE & COMMERCIAL INTERNATIONALLY HEADQUARTERED FIRMS Law firm Description Score Slaughter and Counsel to Liu Chong Hing Investment and its subsidiary Chong 25 May Hing Bank on a partial offer made by Yue Xiu Enterprises, the first big takeover of a financial institution in Hong Kong by a non-financial body. Sullivan & Developed a capped cash sweep and used a standby letter of credit 24 Cromwell for the debt financing to take-private Focus Media, a digital media company in China.

Standout Weil, Gotshal & Advised GE on its transmission and distribution share swap with 24 Manges XD Electric, a Chinese electronics manufacturer, creating a global partnership. Ashurst Guided Peak Reinsurance Company Limited, the first dedicated 23 reinsurer to be established in Hong Kong, through all aspects of its formation, capitalisation and licensing. Davis Polk & Created an inventive merger structure that allowed Baidu, a web 23 Language, culture and local regulations can be challenging, says Naomi Rovnick Wardwell services company, to acquire 91 Wireless Websoft. Eversheds Worked with a leading investment bank to develop a hybrid 23 outsourcing-utility contract for data storage and other areas of or corporate lawyers in the Emerging countries in the region present The region is also far from homogeneous. mainland and Hong Kong requires constant his client, Hong Kong retail bank Chong time, however. Sometimes it is about essential information technology systems. Asia-Pacific region, life is the opportunity for lawyers to write the New markets are constantly opening. innovation from lawyers. Businesses in the Hing, wanted to sell a majority stake to improving the way established transactions Linklaters Advised UBS on its pre-IPO investment into Cinda, the first Chinese 23 about much more than rules of corporate engagement. They must Myanmar, for example, is welcoming two Chinese societies want to work Yue Xiu, a fund controlled by the govern- work. state-owned asset management company to allow inward foreign merely executing technical also bridge different regulations and cul- foreign investment after decades of isola- together. But sometimes regulations do not ment of Guangzhou in southern China. Take Sullivan & Cromwell’s work for the investment. legal work after companies tures, combining innovative structuring tion. adequately capture this trend. Hong Kong and Guangzhou have deep Carlyle-led private equity consortium that and their bankers have skills with the cultural sensitivity of a For Chinese deals, the “one country, This was the challenge faced by Slaugh- business links stemming from a shared cul- bought Chinese outdoor advertising com- Allen & Overy Assisted Telenor, a Norwegian telecommunications company, to 22 wrapped up a deal. diplomat. two systems” arrangement between the ter and May partner David Watkins when ture and dialect, so the deal made good pany Focus Media. The structure for the gain one of the first two telecommunication licences in Myanmar. sense. $3.7bn deal solved a common problem Chi- Freshfields Helped Mizuho Corporate Bank of Japan to purchase a strategic 22 F But when it was being negotiated, the nese companies face when borrowing from Bruckhaus stake in Vietcombank for $567m, boosting confidence in Vietnam's Hong Kong banking regulator’s guidelines international lenders. Deringer privatisation plan. suggested it would not be possible, stating In China, offshore banks do not have Highly commended Highly Hogan Lovells Advised the committee of bondholders on the $1.8bn restructuring 22 that only local banking licence holders or security over onshore assets. To guard of Sino-Forest Corporation, the first under Canada's Companies financial institutions could take over local against default, lenders have commonly Creditors Arrangement Act, potentially setting precedent for future lenders. required Chinese borrowers to pay all of restructuring of Chinese companies. Chong Hing pulled the deal off, however, their free cash into an offshore holding after its lawyers persuaded the Hong company. This, however, can leave the Chi- Latham & Watkins Advised Hong Kong Television Network on its sale of Hong Kong 22 Broadband Network and telecom business to CVC for $630m, Kong Monetary Authority to allow a non- nese company without the funds to see it requiring complex regulatory approvals and unique restructuring regulated entity into the city’s banking through difficult times. work. sector. Sullivan partner Michael DeSombre “The HKMA is necessarily a prudent reg- developed a solution that worked for the Orrick, Herrington Coordinated the cross-border legal work for Japanese manufacturer 22 ulator. But this deal really broke through owners of Focus and its banks. The com- & Sutcliffe U-Shin's acquisition of the access mechanisms arm of Valeo, a French all the barriers thanks to very constructive pany agreed to send an amount of money automotive parts manufacturer. talks between all parties involved in the offshore that is based on its lenders’ earn- Herbert Smith Advised China National Petroleum Corporation (CNPC) on its 21 transaction,” says Mr Watkins. ings forecasts for a given year. If it makes Freehills $4.2bn acquisition of a stake in Eni East Africa, indirectly giving it a Legal firsts are rare in an established any extra money, it can keep the cash. share in a Mozambique gas field. financial centre such as Hong Kong. Not so Hogan Lovells Acted as counsel to Prudential for the £13bn cross-border 21 in Myanmar. reorganisation of its Hong Kong life and general insurance businesses, Simon Makinson, managing partner of navigating close regulatory scrutiny. Allen & Overy’s Bangkok office, was Sometimes, the best lawyering closely involved in helping Myanmar in Asia comes down to Ropes & Gray Supported Bain Capital when creating a joint venture agreement 21 embrace international commerce when with Sumitomo Corp., a first-of-its-kind between a global private equity firm and a Japanese trading company. he advised Norwegian telecommunications negotiating style company Telenor on its successful bid Ropes & Gray Counselled MedImmune, a subsidiary of AstraZeneca, on its joint 21 to develop a telecoms network in the venture agreement with WuXi AppTec, China's largest clinical research country. Sometimes, the best lawyering in Asia organisation, creating the first novel biologics joint venture in China. The deal was challenging. Telenor and its comes down to negotiating style. Slaughter Enabled PTT Exploration and Production, the Thai national 21 partner, Qatar’s Ooredoo, won the auction Last year, General Electric partnered and May petroleum company, to successfully acquire Cove Energy, an East last June. The legal team involved had lit- with XD Electric, a Chinese company that African-focused oil and gas explorer, for $2.2bn. tle written law to base their advice on, makes electricity transmission and distri- however. The government had pressed bution equipment, to sell products that Weil, Gotshal & Advised Lenovo Group, a Chinese technology company, on the 21 Manges ahead with the auction without a fully combined its software with XD’s hardware. $2.9bn acquisition of Motorola Mobility Group from Google. implemented legal framework. Myanmar’s GE, however, did not want to transfer its Bird & Bird Devised an innovative strategy to help protect intellectual property 20 telecoms law was not enacted until proprietary technology to its Chinese busi- surrounding 3Doodle, a KickStarter funded 3D printing pen. October. ness partner.

Commended Davis Polk & Advised CNOOC, the Chinese energy company, on its acquisition 20 “The laws as they were drafted left a lot Its lawyers, Weil, Gotshal & Manges, cre- Wardwell of Nexen, a Canadian oil and gas company, for $15.1bn, requiring open to interpretation and we were reading ated a deal structure where GE and XD numerous intricate regulatory approvals. a translation,” says Mr Makinson. would act as technology licensee and “So we had lots of discussions with the licenser, respectively, in each nation the Freshfields Negotiated a commercial agreement between Nippon Asahan, a 20 client along the lines of what the final act partnership applied to. Bruckhaus major Japanese aluminium producer, and the Indonesian government, Deringer may look like and came up with a lot of In China, such agreements are hard to allowing both sides to avoid lengthy ICSID arbitration proceedings. possible scenarios.” negotiate without causing offence. Chinese Norton Rose Created a merger competition clearance dashboard, which outlines 20 This advice was not given blindly, of companies are sensitive about what they Fulbright potential clearance issues across multiple jurisdictions, allowing course. Telenor hired Allen & Overy see as western perceptions that they will clients to make business decisions more quickly but with sound legal because the firm had already invested not respect intellectual property agree- analysis. heavily in building its network and knowl- ments. Skadden, Arps, Advised Marubeni, a Japanese trading company, on its acquisition 20 edge base in Myanmar. The firm relocated Weil Gotshal partner Steven Xiang says Slate, Meagher of US grain handler, Gavilon Group, and concurrent part sale to senior associate Kathryn Thornton to the solution is “to talk about Chinese and & Flom Japan Bank for International Cooperation. Myanmar in July 2012 and had built a joint American laws and compliance with both”. venture with a local law firm. “For example, we say ‘the joint venture Sullivan & Helped the Chinese dairy operator Mengniu to negotiate a divergent 20 Cromwell set of shareholder interests during its acquisition of Yashili, an infant Legal innovation does not have to require should comply with the relevant Chinese formula producer. doing a type of transaction for the first and American laws’. That seems to work.” 18 FINANCIAL TIMES THURSDAY JUNE 12 2014 FINANCIAL TIMES THURSDAY JUNE 12 2014 19 Asia-Pacific Innovative Lawyers 2014 Asia-Pacific Innovative Lawyers 2014

the offer, handing the lawyers yet more complexity. Ralph Lim, co-head of M&A at Drew & Battles are won in the war room Napier, which acted for OUE, says there were a number of innovative elements in the Kirin set-up, including the “off-take” arrangements between OUE Baytown and Kirin in connection with the possible acceptance by Kirin of OUE Baytown’s offer over that of Mr Charoen’s. Identifying problems before they occur is key when advising on complex M&A deals, writes Jeremy Grant “This was the first time such a structure ‘It’s like preparing passengers has been seen in a public takeover in Sin- for turbulence if you’re a pilot’ gapore,” he says. “[It] was complex in its here can be few law firms Mahindra Satyam announced a merger, auditor. Once that report had been filed, 37 later become a highly complex M&A battle structuring given the takeover timelines to that would enthusiastically which was completed in about 14 months – entities filed a petition questioning its involving the Riady family in Indonesia. Abhijit Joshi, AZB & Partners be adhered to and the various regulatory take on the job of advising but not without the deal being challenged validity, resulting in a legal battle that Although his opponent in the bid for approvals required.” on one of the biggest corpo- on multiple occasions, including by credi- went all the way to the Supreme Court. APB, Dutch brewer Heineken, eventually rate mergers in a country’s tors to Satyam, and minority shareholders. The merger was eventually cleared by won control in an auction, Mr Charoen history, knowing that one of Abhijit Joshi, the lead partner on the the courts without a single judgment then made an audacious S$8.88-a-share bid � CORPORATE & COMMERCIAL the two companies involved deal and chief executive of AZB & Partners, against it, which Mr Joshi calls “a thump- for the whole of F&N – a sum notable for ASIA-PACIFIC HEADQUARTERED FIRMS was facing multiple court actions following explains that while most mergers in India ing victory on all counts”. the choice of numbers, which is considered Law firm Description Score Ta fraud scandal that made headlines come under scrutiny in court, this one was Anticipation was an approach that also lucky in Chinese culture. The move trans- AZB & Partners Advised both sides on the landmark merger of Satyam with Tech 24 around the world. “a potentially dynamite situation”, given helped two law firms in Singapore as they fixed M&A-watchers in Singapore. Mahindra, overcoming opposition from minority shareholders and But that is what Indian law firm AZB & that Satyam faced so many legal proceed- worked on what was the largest, and cer- Mr Charoen used numerous different navigating multifaceted regulatory and compliance issues. Partners set about doing when it agreed to ings against it. tainly the most complex, mergers and vehicles in a multi-pronged approach that undertake the advisory work for a tie-up To deal with this, the firm created a “war acquisition deal in recent southeast Asian at times was hard to follow, not helped by Bae, Kim & Lee Completed analysis for Hana Financial Group that allowed the 24 between Mahindra Satyam and Tech Mahi- room” where lawyers were tasked with pro- history – and one that illustrates the inter- late-night announcements by the protago- company to acquire Korea Exchange Bank privately from Lone Star, under the close scrutiny of the Korean Supreme Court. ndra, the information technology arm of jecting and working through every scenario national-class work being done by Asia- nists. Mahindra & Mahindra. they could come up with. Pacific firms Ng Wai King, joint managing partner at Amarchand & Strategically advised Fresenius Kabi (Singapore) on compliance with 23 In 2009 Satyam Computer Services, then “The trick was to anticipate,” says Mr The battle was for Fraser & Neave, a WongPartnership, which acted for Mr Mangaldas & new regulation on levels of public shareholder ownership in companies. Suresh A. Shroff one of India’s largest IT groups, shot to Joshi, adding that company directors were drinks, property and printing conglomerate Charoen, says he had not seen a transac- Standout The Supreme Court of India recognised the delisting approach after it prominence after its founder-chairman B regularly kept abreast of possible develop- that traces its roots to Asia’s first carbon- tion like it. & Co had been disputed. Ramalinga Raju wrote to the board confess- ments. “It’s like preparing passengers for ated water business, founded by two Scots “The most difficult thing was the time Gilbert + Tobin Advised Westpac on its acquisition of Lloyds Banking Group’s 23 ing to having manipulated the company’s turbulent weather if you are a pilot,” he in Singapore in the 19th century. pressure to react to the different changes Australian asset finance business and corporate loan portfolio, accounts over several years in a fraud says. What had started in 2012 as a bid by around us,” he says. gaining expedited clearance from the Australian Competition and worth more than $1bn. The company was At one point the deal was almost put into Charoen Sirivadhanabhakdi, a Thai billion- “But you work off the regulatory frame- Consumer Commission. subsequently taken over by Mahindra suspended animation after the High Court aire and son of a Bangkok street vendor, work and you say, ‘Here are the possible Gilbert + Tobin Advised Pacific Equity Partners on the acquisition of Spotless Group, 22 Group and renamed Mahindra Satyam. in Andhra Pradesh ordered fresh scrutiny for Asia Pacific Breweries, the Singapore- options available to you,’ and you work out making effective use of pre-bid arrangements before announcing an Three years later Tech Mahindra and of Saytam’s accounts by an independent based maker of Tiger beer, had six months what happens if you do it this way or official offer. Nishith Desai Developed a tax-efficient welfare trust structure for Educomp 22 Associates Solutions and some shareholders in their sale of a majority stake of EuroKids International. Drew & Napier Represented Overseas Union Enterprise and OUE Baytown in a bid for 21 Singaporean conglomerate Fraser & Neave, structuring a pre-agreed asset divestment to be effected upon completion. Kim & Chang Represented MBK Partners during its acquisition of ING Life Insurance 21 (Korea), the first purchase of an insurance company in South Korea by a private equity fund with primarily foreign limited partners. Mori Hamada & Guided US company Micron Technology through unfamiliar Japanese 21 Matsumoto legal and business practices when it acquired Dram manufacturer Elpida Memory. Highly commended Highly Rajah & Tann Obtained the first public commitment decision issued by the 21 Competition Commission of Singapore in relation to an abuse of dominance investigation, affecting future anticompetitive investigations. WongPartnership Advised ThaiBev on the successful S$13.8bn takeover of Fraser & 21 Neave, helping to establish the first auction process for a takeover in Singapore. Gilbert + Tobin Assisted data analytics company Quantium in navigating privacy and 20 compliance challenges arising from its joint venture with Australian retailer Woolworths. HSA Advocates Legal adviser on the acquisition of an equity stake in DANS Energy 20 by Equis Asia Fund (Singapore), the largest foreign investment into hydropower in India to date. King Wood & Acted for BlueScope Steel (Australia) in a highly complex, multi- 20 Mallesons jurisdictional joint venture with Nippon Steel and Sumitomo Metal Corporation (Japan). King Wood & Advised Weichai Power on its 25 per cent acquisition of German 20 Mallesons forklift truck manufacturer Kion Group, part of the largest ever direct investment by China in Europe. King Wood & Advised Dexus Property Group and Canada Pension Plan Investment 20 Mallesons Board on a A$3bn off-market acquisition of Commonwealth Property Office Fund, the largest real estate investment trust takeover in Australia in a decade. Luthra & Luthra Advised on structuring, regulatory and commercial issues as Indian 20 Commended counsel for Mylan’s acquisition of Agila Specialties Private and Agila another way, and what the outcomes would As part of its bid, OUE joined forces with Specialties Asia. be.” Japan’s Kirin drinks group in a deal under Shook Lin & Bok Utilised the scheme of arrangement under the Malaysian Companies 20 Mr Charoen’s bid for F&N ultimately trig- which OUE would support an offer by Kirin Act (1965) to gain court approval for the transfer of MBFC’s credit gered a counterbid from Overseas Union for F&N’s soft drinks business, which cards business to AmBank. Enterprise, controlled by Stephen Riady, in includes the Fruit Tree and Seasons brands Mori Hamada & Helped LIXIL develop an unusual financing plan to acquire a majority 19 effect pitting two of southeast Asia’s busi- in Malaysia and Singapore. However, Matsumoto stake in the Germany’s Grohe Group along with a Japanese co-investor. ness tycoons against each other for control Kirin’s ability to secure F&N’s soft drinks of one of Singapore’s best-known corporate business was ultimately complicated by a Nishith Desai Established an offshore delivery model to oversee a multi-jurisdiction 19 names. F&N was attractive to OUE because “fairness opinion” published by JPMorgan, Associates restructuring of EXL Services. its property businesses – ranging from serv- acting as independent adviser to F&N. Zul Rafique & Advised Kurnia Asia Berhad on the sale of Kurnia Insurans Berhad, the 19 iced apartments in London’s South Ken- In that it said Kirin’s planned offer was Partners first reinsurance contract negotiated as part of a sale and purchase sington to the Centrepoint shopping malls “fair but not reasonable”. That removed an agreement in the Malaysian insurance industry. in Singapore – appeared undervalued. obligation on the part of OUE to support 20 FINANCIAL TIMES THURSDAY JUNE 12 2014 FINANCIAL TIMES THURSDAY JUNE 12 2014 21 Asia-Pacific Innovative Lawyers 2014 Partnerships aid global investigations

One-upmanship among local regulators has been replaced by co-ordination, reports Caroline Binham

irst-mover advantage has in the sector of late. The link between long been recognised as China and life-sciences work is plain for being of paramount impor- some firms. CMS Cameron McKenna has tance in legal markets across taken its homegrown strength in the sector the Asia-Pacific region. and transferred it to China, one of the rea- This has historically bene- sons for a growth spurt across its China fited UK-headquartered offices. The firm has recognised that big firms. With the weight of history behind pharma has the Chinese market in its Fthem, they have had a stronghold in finan- crosshairs as western drugs companies try cial markets such as Hong Kong. More to ride out a wave of patent expirations. recently, when it came to the great rush to Like A&O, however, it also recognises that tie up with Australian-headquartered law intra-regional work is essential and has firms over the past few years – rationalised consolidated instructions between China by those seeking closer links with China and southeast Asian markets. and lucrative instructions on natural-re- If the drugs companies have China very sources deals – it was no surprise that UK much in their sights, the reverse is also firms led the charge. true: Chinese authorities’ formal allega- Change is afoot, however. It should be no tions in May of bribery levelled at GSK and surprise that the real drivers of innovation � INTERNATIONAL STRATEGY its senior employees highlighted the impor- are firms that are having to challenge tance of advice on regulatory matters and incumbents in the region. Our rankings are Law firm Description Score criminal investigations in the region. dominated by US-headquartered firms that The UK-headquartered pharmaceutical Allen & Overy Combining and developing local and international capability in the 24 perhaps do not have the long and illustri- Asean region to win top mandates in emerging economies. company has previously disclosed that ous history in the region enjoyed by their Ropes & Gray is preparing a report follow- UK or Australian counterparts. Davis Polk & Rapidly built a leading global enforcement capability in Asia, 23 ing an inquiry into the allegations. The There are exceptions. Allen & Overy Wardwell leveraging the firm's strengths in the US. US-headquartered law firm – which is a (A&O), which has operated in the region Latham & WatkinsThe New Silk Road programme fosters the development of capital 22 relative newcomer in the region since its for more than 25 years, has won its top markets and has developed the firm's high-yield business in Asia. Tokyo debut in 2007 – has scored a stand- billing because it understands that first- Standout out ranking for its work building a life-sci- mover advantage still counts: its Myanmar Ropes & Gray A one-stop transactional, intellectual property and regulatory 22 ences practice that offers regulatory, intel- office, which launched in early May, is the practice for life sciences clients doing business in China. lectual property and transactional advice. first from among the “magic circle”, the CMS Cameron Building a life sciences practice and focused network of firms to 21 Allegations of bribery are not just a con- elite cadre of London-headquartered inter- McKenna expand its presence in the Asia-Pacific region. cern of regional authorities, however. The national firms. extra-jurisdictional sweep of the US For- More importantly, the office ties into Morrison & A full-service litigation team in Tokyo with specialist support staff 21 Foerster A&O’s strategy for its wider network across and top litigators has set the firm apart from its rivals in Japan. southeast Asia, including Thailand and Sin- Norton Rose Building the firm's insurance practice in Asia-Pacific from a greenfield 21 gapore: Singapore remains a nexus, with Fulbright start through networks of local firms, publications and think tanks. Regulators in Beijing, as much pipelines of work running up to Myanmar, as Brussels or Washington DC then down to Indonesia. Proof, if any was Paul Hastings A growth strategy focused on representing Asian clients and 21 needed, that having a strategy for the Asia- developing a strong local talent pool. are key concerns Pacific region means more than thinking Skadden, Arps, A tailored corporate practice for Greater China that combines with 21 about China and Japan. Slate, Meagher & global capabilities in antitrust, regulatory and intellectual property Not that managing partners can forget Flom advice. eign and Corrupt Practices Act – which was those markets. China in particular must also the paradigm for the UK’s relatively Squire Sanders Expanded rapidly through an Australian merger and new offices 21 play a key part in any international firm’s focused on existing strengths and sectors. recent Bribery Act – highlights just how strategy as it takes an increasingly impor- long the arm of US justice really is. tant role in clients’ global business deci- Freshfields Deployed its global investigations practice in Asia, handling some of 20 This is a point not lost on firms such as sions. Bruckhaus the highest-profile government and internal investigations across the Davis Polk & Wardwell, which has made Take Pfizer’s recent unsuccessful £69.4bn Deringer region. real strides in the region by exploiting its bid for AstraZeneca. A key question for the homegrown reputation for excellence in Highly commended Highly Herbert Smith A southeast Asia practice that focuses on Asia-based clients has 20 deal’s advisers and the wider market was Freehills seen success in new markets such as Indonesia and Myanmar. contentious regulatory matters and Depart- whether such a combination would pass ment of Justice FCPA probes. Freshfields Hogan Lovells 20 muster with the antitrust authorities – and Building outbound work from Asia through connecting Asia to Africa Bruckhaus Deringer has also recognised and Latin America. how long such approval might take. that its hefty investigations practice could These days, it is regulators in Beijing as K&L Gates A merger with 300-lawyer Australian law firm Middletons has made it 20 be expanded and deployed in the region to much as their counterparts in Brussels or the largest US-based law firm in the region. great effect. Washington DC that are key concerns. Mayer Brown JSM A combination between Mayer Brown and JSM created a new global 20 More widely, general counsel throughout Skadden, Arps, Slate Meagher & Flom, player in the region. the region have noted co-ordination among which incidentally advised Pfizer on the local regulators, where once there was com- bid, is investing in its antitrust and regula- White & Case Combining China and Africa expertise in projects, sovereign debt, 20 petition and one-upmanship. This will have tory team in China – part of the reason it is and the mining sector to capture outbound Chinese work. a particular bearing on global investiga- building up a successful corporate practice Bird & Bird A cooperation agreement with a top-10 South Korean firm, 19 tions such as those into the alleged rigging in the region. Unlike many firms, its bal- Hwang Mok Park, has won the firm outbound business within of Libor, foreign exchange and other key ance of advice to domestic Chinese clients strategic sectors and practice areas. financial market benchmarks. compared with advice to foreign clients It is only natural that firms which are Eversheds The Asia Growth Client Programme, an international and integrated 19 investing in China is an even one. This will just as internationally aligned will domi- approach to managing client relationships. be critical for the future as those Chinese nate advice on such matters. As one region- clients become even more influential on the Linklaters An integrated alliance with Australian law firm Allens with joint 19 ally based general counsel at a bank says: world stage, and domestic Chinese law ventures in Indonesia and for projects work. “One of the things that has changed since Commended firms also become increasingly assertive Simmons & Expanding its southeast Asian business from Singapore through a 19 Libor is for lawyers to really have a global internationally. Simmons successful alliance with a Japanese firm. co-ordination, which we really didn’t worry Pfizer’s bid is by no means the only one about before.” 22 FINANCIAL TIMES THURSDAY JUNE 12 2014 FINANCIAL TIMES THURSDAY JUNE 12 2014 23 Asia-Pacific Innovative Lawyers 2014

� CORPORATE STRATEGY ASIA-PACIFIC HEADQUARTERED FIRMS Local firms help Law firm Description Score ZICOlaw A strategy to build a unique firm for the Association of South East 25 Asian Nations region combining law with company secretary, sharia-advisory and other professional services. King & Wood Continued a bold merger strategy in its combination with UK firm SJ 24 their clients Mallesons Berwin to become the first global law firm headquartered in Asia. Nishith Desai A different approach to management, training and sharing knowledge 23 Associates to build a different model of law firm in India. Standout Zhong Lun Established the China Going Global think tank with accounting, 23 financial and PR advisory firms to provide a comprehensive service to think global for Chinese businesses looking to expand internationally. AdventBalance A secondment-based legal business in Australia, Singapore and Hong 22 Kong, focused on flexible and personalised talent development. Corrs Chambers Adapted its strategy to build a world-class law firm without 22 The ‘Asian economic engine’ has not produced the Westgarth internationalising.

business some had hoped for, writes Satish Cheney WongPartnership A holistic approach to talent management, communication with 21 clients, smart use of technology, and social responsibility. Kim & Chang A pioneer in its market, the firm has followed a strategic focus on 20 sia-Pacific law firms are Chinese outward foreign direct invest- clients, people and community. beginning to make life ment is expected to weigh in at $150bn by King & Wood Co-developed legal project management with a leading client, helping 20 uncomfortable for the glo- 2015, but a substantial number of invest- Mallesons

Highly commended Highly the in-house team manage a diverse range of legal service providers. bal giants headquartered in ments outside China fail because of inexpe- the UK and the US. Not rienced Chinese firms’ lack of understand- Minter Ellison Developed BoardTRAC, a secure, intuitive, cost-effective, Australian- 20 only are they more cultur- ing about foreign markets. hosted online boardroom service. ally attuned to Asian cli- Mr Lewis says companies often do not go ents, they are also a more cost-effective directly to international law firms if they Amarchand & Implemented service level agreements to manage processes and 18 Mangaldas & standards for partners and associates. Aoption than the Western law firms whose do not have an office in the jurisdiction Suresh A. Shroff fee models do not translate easily into the where the company wants to expand. High Asian market. fees can also be a disincentive. JSA Combines a merit-driven practice with a culture of openness and 18 Some Asia-Pacific firms, particularly in “There is one more element,” adds Mr inclusiveness. the competitive Australian market, have Lewis. “ShineWing says that a lot of their Mori Hamada & Developed a specialist capability in Tokyo and southeast Asia to 17 embraced innovation. Some have also clients have a preference to work with a Commended Matsumoto serve clients more effectively in the Asean region. stepped out of their regional role. Chinese organisation – a bit of patriotism, a In its headline grabbing merger with UK bit of ‘trusted adviser’.” firm SJ Berwin last year, King & Wood Trusted adviser or not, clients are always Mallesons has become the first global law looking at ways to cut their legal costs. firm headquartered in the Asia-Pacific And, as Mr Fuller points out: “Clients do region, espousing this overlap between not want to pay for advice about the law. regional and international. They want the firm’s judgment, based The game-changing union combines the on its experience, on what it means firm’s strong client bases with a global plat- in business terms and what the client form and capitalises on inbound and out- should do.” bound investment in Asia. To provide this, lawyers need specific “The best evidence is our rise in the skills. “[They] need to understand people regional and global mergers and acquisi- and business and how to solve problems, tions league tables for 2013 and the types of and to have cultural fluency – an ability to deals we are doing,” says Stuart Fuller, deal with different types of people in a global managing partner at the firm. meaningful way and to bring a global per- “The clients are seeing us as global, spective to local work,” Mr Fuller says. awarding us with positions on global pan- Innovation in the Asia-Pacific region is els and then entrusting us with cross-bor- not confined to international work, either. der work for them. Under Chew Seng Kok, regional manag- “By merging firms across Australia, ing partner, ZICOlaw has pursued a unique China, Hong Kong, Europe and the Middle strategy to build a firm across the Associa- East, we have created a firm that is tion of South East Asian Nations (Asean) headquartered in Asia, focused on connect- region, combining law with company secre- ing Asia to the world and the world to tarial, sharia advisory and other profes- Asia.” sional services. Bringing much needed intelligence on “Each service is regulated,” says Mr overseas entrepreneurial expansion is Chew. “They are managed independently.” China Going Global (CGG), the country’s But not all companies are benefiting from first think-tank on issues facing internationalisation fuelled Chinese companies venturing by growth in Asia. “The overseas. harsher economic circum- The aim of the think-tank, stances led many firms in the launched in March by four northern hemisphere to place leading Chinese compa- hope in the Asian ‘economic nies, CITIC Securities, engine’,” says John Den- ShineWing Certified Pub- ton, chief executive of Aus- lic Accountants, Zhong tralian firm Corrs Cham- Lun Law Firm, and Blue- bers Westgarth. “But this Focus Communication has not brought the quan- Group, is to bring together tity or quality of new busi- different services from dif- ness they sought, for cli- ferent industries to help ents or for firms. entrepreneurs in China go “This is not to say the global. Asian imperative is gone,” “There is a lot of talk Mr Denton adds. “It is a about convergence of the very important aspect of professions,” says Robert the legal market, especially Lewis, international man- in this part of the world.” aging partner at Zhong The firm says its strategy Lun. “But this is innova- includes striving to tive – an investment strengthen relationships bank, accounting firm with other firms around and law firm working the world, and to build together.” more. 24 FINANCIAL TIMES THURSDAY JUNE 12 2014