IFLR 1000 (2015)
R&T Sok & Heng - Cambodia
Energy and infrastructure - Tier 2
Financial and Corporate – Tier 1
Energy and infrastructure
Leading firm Sok & Heng Law Office in Cambodia enjoys a long and well-entrenched presence in the country. Recently, the domestic full-service firm became a member of the Singapore headquartered Rajah & Tann network, becoming R&T Sok & Heng Law Office in the process. The firm’s founding partners are Khavan Sok, a US and Cambodia-licensed lawyer and Chhay Heng, a local attorney with expertise in matters for multinational as well as local companies. The firm’s energy and infrastructure practice has dealt with matters in relation to power projects, oil and gas work and other related projects matters. With economic growth and foreign investors’ interests in Cambodia’s offshore oil fields, the firm members established reputation and experience in the Cambodian legal community and its connection to Rajah & Tann is an additional advantage in handling the projected power and infrastructure work.
R&T Sok & Heng has previously advised a European investor in the electricity sector regarding their entry into the Cambodian market. In telecommunications, the team advised on the acquisition of BTS towers from a mobile phone operator and separately acted for a major international telecommunications company, which bought a Cambodian entity and is to develop a mobile phone network. They were also involved in the $100 million financing deal for a major infrastructure project in Cambodia advising the International Finance Corporation. On a governmental level, the firm was counsel on several matters for the Cambodian National Petroleum Authority, including multi-billion dollar oil and gas downstream projects, and negotiations in the petroleum business with major oil companies. The energy and infra team also advised the Royal Government of Cambodia in the negotiation of a concession agreement in connection to a new international airport in the Siem Reap province.
Assegaf Hamzah & Partners - Indonesia
Banking – Tier 2
Capital markets – Tier 1
Energy and infrastructure – Tier 2
Mergers and acquisitions – Tier 1
Project Finance - Tier 2
Restructuring and insolvency – Tier 3
Fikri Assegaf – Banking, Capital Markets, M&A, Project Finance
Bono Daru Adji - – Banking, Capital Markets, M&A
Ibrahim Sjarief Assegaf – Banking, M&A
Eri Hertiawan – Energy and Infrastructure: Disputes
Yanu Wiriasmoko – Financial restructuring
The firm went into strategic alliance with Singapore-based firm Rajah & Tann in early 2013 widening AHP’s network and reach in Southeast Asia. It has further grown in the market by merging with boutique competition firm Rizkiyana & Iswanto, strengthening its market position in the competition law practice.
Banking and finance
Assegaf Hamzah & Partners’ (AHP) banking group is highly regarded and has garnered clients’ praise. “The team from Assegaf Hamzah & Partners are very adept,” one client says. “They responded to our queries swiftly and were able to arrive with creative solutions during the negotiation process.”
Last year the firm represented Garuda Indonesia (Persero) as the borrower in a multicurrency term loan transaction of around $200 million.
The power sector has been a significant sector for the project’s team who represented Pusri in the negotiation and preparation of the engineering, procurement and construction contract for a new plant in Palembang, South Sumatra; and advised Chandra Asri Petrochemical on its joint venture with Compagnie Financiere Michelin for the development of a synthetic rubber plant in Indonesia.
In the capital markets, the firm continues to be Tier 1. Partners Fikri Assegaf and Bono Adji are known experts in the field. Partner Putu Suryastuti adds to the team in handling overseas debt and equity listings.
The firm has a significant market share when it comes to IPO transactions and has advised the likes of Saratoga Investama Sedaya on its IPO, making it the first ever by an Indonesian private equity firm. Fikri Assegaf and Putu Suryastuti also advised on the IPO of Chandra Asri Petroleum. In the debt space the firm advised the joint lead managers on a sukuk (Islamic bond) issue outside of Indonesia.
Energy and infrastructure
Assegaf Hamzah & Partners is a full service firm in Jakarta with a strong reputation in a range of practices and specifically capital markets. The firm has worked on several high profile deals in Indonesia, and has further strengthened its position in 2013 by entering into a formal alliance with Singaporean firm Rajah & Tann. Until 2010, the firm’s projects work made up part of its financing practice, which earned them an enviable position in the Indonesian legal market when it comes to project financing –especially in relation to infrastructure –deals. Though it was an integral component of the firm’s offerings since its establishment, the projects practice only came into its own four years ago. The firm has been involved on the financing aspects of Indonesia’s first and second 10000MW generating capacity expansion program.
The firm has a history of working with major energy and resources firms including Barito Pacific, Pertamina and Supreme Energy Indonesia, and has represented one of the world’s largest mining and cement producing companies. Managing partner Fikri Assegaf is singled out for capital markets advice in the energy and natural resources areas together with partner Bono Adji. Partner Chandra Hamzah and Eri Hertiawan co-head the firmly established disputes group, which specialises in mining and resources, competition and aviation law.
Hertiawan and his team continue to represent a subsidiary of one of the world’s largest mining companies, Vale Indonesia, while earlier in March 2013, Hertiawan successfully represented oil and gas firm Gita Persada in an appeal to the District Court against the accusation by the competition authority of Gita being guilty of collusive tendering.
Indonesia’s great potential when it comes to hydropower and renewable energy projects are reflected in the work of foreign and domestic law firms. On the financing side, Fikri Assegaf recently advised and represented Star Energy Geothermal on a notes issuance worth $350 million. In a cross-border transaction with Japan, Assegaf has also represented Panca Amara Utama in a $750 million project development deal, advising the Indonesian fertilizer producer on its contract with Japan’s Toyo Engineering Corp in building an ammonia plant in Central Sulawesi. Bono Adji in a capital markets deal for Medco Energi Internasional, Indonesia’s leading private sector oil and gas company, advised on its shelf offering and domestic bonds listing on Indonesia Stock Exchange valued at over $300 million.
The firm is worthy of its Tier 1 ranking as it continues to act on some of the biggest M&A deals in the market. “AHP has done several engagements for us to support our team in managing deals,” says a client in this area. “AHP was quite professional in delivering service to manage and support our various M&A and strategic alliance deals with a moderate complexity in legal framework as we are dealing with prominent global TMT players.”
In the past 18 months, the firm has been involved in two of Indonesia’s largest M&A transactions, including Gallant Venture’s purchase of a majority stake in Indomobil for $780 million, and the XL Axiata acquisition of competitor Axis’entire share capital for $865 million –said to be the biggest deal in Indonesian telecommunication history.
Elsewhere partner Eko Basyuni handled a number of transactions in the telecommunication and media sectors. He receives high praise for his work. “Eko mostly plays a good cop role in his team when dealing with our counterparts,” a client explains. “He has the strongest legal technical capabilities. He is quite experienced in managing TMT deals, both with domestic and international players.”
Restructuring and insolvency
The alliance with Rajah & Tann has been conducive to AHP’s restructuring and insolvency practice, bringing increased workload to the firm. The team worked on some of the larger deals in its jurisdiction and in recent years has been involved in two of the biggest debt restructuring transactions in Indonesia.
Deal examples include Ahmad Maulana advising Multi Nitrotama Kimia (MNK) in challenging IMK’s voluntary bankruptcy petition in front of the Indonesian Commercial Court. Elsewhere Wiriasmoko has also been active advising Perusahaan Pengelolaan Aset (PPA) in the appeal against the master restructuring agreement between PPA and Tuban Chemical Industries.
Christopher & Lee Ong - Malaysia
Banking and finance – Tier 3
Capital markets – Tier 3
Energy and infrastructure – Tier 1
Mergers and acquisitions – Tier 4
Christopher Lee – Banking, M&A, Project finance
Shemane Chan – Energy and infrastructure: Project development
Energy and infrastructure
2013 signified a year of expansion and the fine-tuning of its presence in Malaysia for corporate firm Christopher & Lee Ong. The firm was formed from the 3party-merger of Christopher Lee & Co, Lee Ong & Kandiah and Kamilah & Chong, which was formally announced on July 1 2013, and has since gone into association with Singapore-based regional firm Rajah & Tann. “Christopher Lee and his team are superbly efficient and provide brilliant advice and suggestions and recommendations,” says a client.
Last year, the firm has been predominantly active in the areas of corporate, banking and finance, capital markets. In the latter area, power and renewable, as well as social infrastructure and transport-related matters are at the forefront. Peers recognise this firm for its outstanding energy work. It continues to build on its relations with the Energy Commission of Malaysia, Syarikat Prasarana Negara and Sun Edison, who are key clients.
Managing partner Christopher Lee is a key partner at the firm’s energy and resources and corporate practices. Christopher Lee is well known in Malaysia’s legal circle and has amassed high praise from peers and clients, especially when it concerns the power industry and his prowess in IPP (independent power project) and project finance work. The team is strengthened by the support of partner Shemane Chan –a construction and projects attorney – based in Singapore with Rajah & Tann.
Corporate matters of late included the joint venture deal between Sime Darby Healthcare and Ramsay Health Care of Australia. The firm acted for Sime Darby, which aimed to inject its Malaysian healthcare assets into the joint venture. Ramsay will do the same with its Indonesian assets. Also for Sime Darby in an ongoing case, Christopher & Lee Ong was legal counsel to the company who was borrower in a project financing deal. This pertains to the obtained financing for funding of the construction of an education hub as part of a private finance initiative (PFI). The deal value was RM1.6billion ($489.8million). In a Vietnam-related development deal, Christopher Lee represented Janakuasa on its $1.5 billion project, which involved two 600MW coal-fired thermal power facilities at the Duyen Hai Power Complex in the Tra Vinh province. Recently, the firm was involved in the reverse takeover of Vastalux Energy and listing of Barakah Offshore Petroleum on the Bursa Malaysia, and the competitive bidding processes for new power generation capacities in the country for the Energy Commission of Malaysia.
Financial and corporate
The product of a three firm merger in July 2013, Christopher & Lee Ong is a full-service firm that went the extra mile in expanding its network by tying up with Singapore law firm Rajah & Tann the same year.
During the time of the merger, partner Fiona Sequerah advised Sime Darby Healthcare on financing secured from a syndicate of lenders. The firm is also active on the Islamic banking side and advised Sime Darby Ainsdale Development on Islamic financing facilities secured from Bank Muamalat Malaysia.
In the capital markets the firm is advising Singaporean arranger, Maybank Kim Eng Securities, in the matter of a proposed sukuk (Islamic bond) issuance by Vallianz Capital. On the equity side Christopher Lee and Fiona Sequerah represented AirAsia X on its IPO. Yon See Ting, also assisted Eurosports Auto in its IPO on the Singapore Catalist Stock Exchange, making it the first Catalist IPO in Singapore of 2014.
The firm’s objective to grow the M&A practice is evidenced in its involvement with the substantial joint venture between Sime Darby Healthcare and Ramsay Health Care of Australia;the acquisition of Noah Ventures of Teliti Data Centres and its refinancing;the joint venture between Malayan Banking and Volkswagen Financial Services;and the establishment of the Hong Kong-Malaysia Business Association by the Hong Kong Trade Development Council.
Another highlight deal for the firm is private equity partner Kuok Yew Chen’s work on Synnex’s acquisition of the CRM component of IBM in Malaysia. Elsewhere Lee teamed up with partner David Ong to advise Barakah Offshore Petroleum on its reverse takeover of Vastalux Energy towards the end of 2013.
Rajah & Tann Myanmar Company Limited - Myanmar
Financial and corporate – Tier 2
The firm is co-headed by partners Chester Toh and Jainil Bhandari.
In 2013, the firm advised The Coca-Cola Company on market entry in Myanmar. Chester Toh represented Coca-Cola in a joint venture transaction with Pinya Manufacturing. Toh also advised Singapore’s MediaCorp on market access in the still media sensitive media sector for the purpose of setting up a foreign news desk. Then in another joint venture deal with Wilmar International, the firm assisted Myanmar conglomerate Great Wall in the transaction. This joint venture will allow investment and further development of Myanmar’s sugar cane plantations and sugar mills.
Rajah & Tann Singapore - Singapore
Banking – Tier 2
Capital markets – Tier 2
Energy & Infrastructure – Tier 2
Mergers and acquisitions – Tier 2
Restructuring and insolvency – Tier 1
Angela Lim – Banking, Project Finance
Chia Kim Huat – Capital Markets
Evelyn Wee - Capital Markets, M&A
Lim Wee Hann – M&A
Ng Kim Beng – Energy & Infrastructure: Disputes
Sim Chee Siong – Energy & Infrastructure: Disputes
Soh Lip San – Energy & Infrastructure: Disputes
Lee Eng Beng – Restructuring & Insolvency
Patrick Ang – Restructuring & Insolvency
Danny Ong – Restructuring & Insolvency
The Rajah & Tann Asia network brings together nine offices of leading law firms and lawyers in the region to include Cambodia, China, Indonesia, Laos, Malaysia, Myanmar, Singapore, Thailand and Vietnam. With more than 500 lawyers offering the highest standards of service across a range of practices, the firm has consistently been recognised for its regional capabilities and diverse support to clients.
Key highlight matters included the firm’s work for Mapletree Greater China Commercial Trust on a syndicated loan led by dual-qualified in English and Singapore law partner Angela Lim from the banking and finance team. Elsewhere partner Terence Choo was advisor to a group of banks in the refinancing of the existing indebtedness of Senoko Energy.
With an expanded network of alliance firms, Rajah & Tann has experienced an upsurge of cross-border deals especially from Indonesia, India, Malaysia, Hong Kong, the PRC and Japan. The firm has worked on some of the market’s most complex capital markets deals, including the capital markets fund raising of Gallant Venture, the fund raising of United Engineers for its takeover of WBL Corporation and the multicurrency note and perpetual securities programme of GuocoLand. Rajah & Tann was also involved in the initial listing of Gallant Venture on the Singapore Exchange.
Some key M&A deals in 2013 included acting for Gallant Venture in its takeover of IDX-listed Indomobil Sukses Internasional. Together with partners Danny Lim and Evelyn Wee advised on the voluntary conditional offer to People’s Food Holdings from New Oceana, whom Rajah & Tann represented.
As restructuring and insolvency advisors on the Singapore arm of the ongoing Lehman Brothers insolvency case, Rajah & Tann continues to draw in high profile cases in the market. Recently, the firm is advising and acting on behalf of the liquidators of MF Global Singapore, one of the most high-profile insolvency deals in the Singaporean finance industry. The team comprises head of practice Sim Kwan Kiat, managing partner Lee Eng Beng and deputy managing partner Patrick Ang.
The full-service firm has developed an expanding regional presence in Southeast Asia, dedicated to complex cross-border deals across the region. “Rajah & Tann’s superior position in Singapore and the broader South East Asian region is obvious and well deserved,” a client says. “The firm has a broad depth of talent, in various ranks, practice areas and jurisdictions.”
Rajah & Tann has associate firms in Indonesia and Malaysia with Assegaf Hamzah & Partners, and Christopher & Lee Ong respectively. They have in recent times formed several alliances, in Cambodia they lined up with Sok & Heng and in Vietnam with LCT Lawyers. Towards the end of March in 2013, the firm has launched Rajah & Tann Myanmar in Yangon, in addition to their existing Singapore, Bangkok, Laos and Shanghai offices. The firm is best known for its strong disputes and project finance practices.
Partners Soh Lip San, Ng Kim Beng, Sim Chee Siong have robust reputations in the projects and energy areas. “Lip San is an outstanding lawyer and a trusted advisor,” says a client in the infrastructure sector. “He is a safe pair of hands whose counsel is sought often and valued by both our in house lawyers and executives alike.” A client in the investment business says: “A lawyer of the top order, one whose dedication to his work and his clients is exemplary.” Another client adds: “Both Lip San and Shannon demonstrate an excellent ability to understand the complexities associated with our particular business operations.” Shannon Yu Inn Tan is a partner covering international arbitration and construction matters.
Ng Kim Beng last year represented Kajima Corporation on several disputes matters pertaining to a range of construction projects. In M&A, .... acted for United Engineers in the all-cash mandatory offers for shares and convertible bonds of WBL Corporation. On the financing side, partner Angela Lim has been working on an oil and natural resources related deal, whilst partner Terence Choo acted for a group of global and regional banks in the refinancing of Senoko Energy’s existing indebtedness, of which the deal is valued over $2 billion. Shemane Chan is a heavyweight in the energy and projects practice. She is currently working on several large project development matters in Malaysia, Indonesia and Singapore.
R&T LCT Lawyers - Vietnam
Banking and finance – Tier 3
Energy and infrastructure – Tier 3
Mergers and acquisitions – Tier 3
Huy Quang Chau - Energy and infrastructure : Disputes
Vu Thi Que - Energy and infrastructure : Project development, M&A
Banking and finance
On February 1 2014, Vietnamese firm LCT Lawyers integrated with Singapore law firm Rajah & Tann (R&T), effectively forming Rajah & Tann LCT Lawyers. Ho Chi Minh City-based partner Brian Ng, supported by partners Vu Thi Que, Nguyen Dinh Nha and Singapore-based Lim Wee Hann, leads the banking group. Ng and Lim transferred to the Vietnamese firm in February 2014 from R&T. Nguyen was formerly with Vision & Associates and joined in March 2013. Overall, the team has been rated highly by clients. “Insightful and practical advice –mindful of and in-touch with emerging market business practises,”says a client.
Vu Thi Que acted on a $1 billion loan transaction on behalf of the lender who is a global manufacturing company with operations in Vietnam. In another cross-border transaction, Brian Ng and the Rajah & Tann teams in Laos and Cambodia worked on the security for issued bonds for Hoang Anh Gia Lai joint stock company worth $175 million.
Energy and infrastructure
LCT Lawyers is a prominent full service law firm in Vietnam with offices in Ho Chi Minh City, Hanoi, Danang and Beijing. It recently tied up with regional Singapore-based firm Rajah & Tann, becoming Rajah & Tann LCT Lawyers effectively in February 2014. This follows an active year of gas, mining, manufacturing, transport and utilities projects. R&T LCT maintains an effective real estate and infrastructure practice, acting on several prominent deals on its own or with international firms. “We always appreciate their clear cut legal advice, whilst the legal opinion by law firm tends to be interpretable in various ways, in general,” says a client who’s retained the firm a large-scale project. The firm handles all aspects of a transaction from agreements to financing. The firm’s infrastructure practice comprises of partners Vu Thi Que, Nguyen Dinh Nha and Pham Manh Dzung. Managing partner Chau Huy Quang is also involved in the dispute settlement resolution of deals. In 2013, Chau and his team represented Mapletree Logistics Park Phase II (Vietnam) before the Court of Phu Nhuan district and the Court of Ho Chi Minh City in the Construction Contract Dispute with Tri Viet Steel Structure. On the corporate side, Vu advised Pau Jar Group on legal matters related to the Dockland Project, a premium residential complex in District 7. Vu also advised China Taiwan Petroleum Corporation, Excel Corporation and Unishine Chemical Corporation on the construction and development of a manufacturing plant and specialised port in the Dong Nai province valued at $65 million. R&T LCT acted as counsel to Thi Vai Port on increasing in the charter capital contribution rate of Kyoei Steel, Vung Tau Ship Company and VNSteel. The firm advised PetroVietnam Technical Service Corporation on a number of contracts pertaining to the infrastructure and construction in the petroleum sector, whilst also acting as counsel to How Yu Construction Group on a build-transfer contract with two loan agreements worth $290 million.
Vu Thi Que is head of the corporate and M&A practice leading a group of key partners comprising of Nguyen Dinh Nha, and Pham Manh Dzung. Pham joined the practice in June 2013 from the Ministry of Planning and Investment of Vietnam where he acted as head of department. The firm finalised at the beginning of 2014 a $66million hospital project for the Shangri-La Group. Vu advised the developer on several aspects regarding this multi-speciality “health park” in Ho Chi Minh City. R&T LCT Lawyers continues to act on several other projects and M&A deals pertaining to the cement, manufacturing, and education sectors. In a multi-jurisdiction case, the firm was also involved in the voluntary delisting of Armstrong Industrial Corporation representing Polyfoam Asia, in a deal worth $197.5 million.