Xiaomin is a Counsel (China Practice) at Rajah & Tann (Thailand) Limited and a PRC-licensed lawyer with extensive experience working as a legal counsel in Thailand.
Xiaomin brings over a decade of legal practice experience in both China and Thailand, with a particular focus on Chinese investments in Thailand. She has deep expertise in foreign business structuring, mergers and acquisitions, regulatory compliance for Chinese enterprises operating in Thailand, and dispute resolution.
Her diverse experience spans multiple sectors, including automotive and auto parts, hotel and real estate development, industrial and furniture manufacturing, food and beverages, construction, logistics, education, culture and entertainment, renewable energy, industrial hemp, e-commerce platforms, payment gateways, and financial services.
Xiaomin also has substantial experience in contacting and liaising with government authorities and working with litigation lawyers in civil and commercial matters.
Xiaomin graduated from Beijing Foreign Studies University, where she obtained dual bachelor’s degrees in Law (First Class Honor) and English Language and Literature.
EXPERIENCE
Corporate (Foreign Direct Investment)
- Advising Chinese listed companies, state-owned enterprises, and other Chinese corporations across various industries on foreign investment in Thailand. This includes matters relating to the Foreign Business Act, Board of Investment (BOI) promotion, incentives offered by the Industrial Estate Authority of Thailand, as well as regulatory and licensing requirements.
- Providing comprehensive legal advice to multinational companies on foreign market entry into Thailand. This involves providing advisories on regulatory compliance, BOI applications, legal due diligence on the land, negotiation and review of land sale and purchase agreements, EPCM contracts, construction agreements, employment contracts, labor management, work rules, and compliance training programs.
- Providing foreign business structuring advisory services for entry into Thailand across a range of industries.
- Providing ongoing legal services to a Thai oil pipeline construction company, a subsidiary of a major Chinese oil conglomerate. This includes reviewing pipeline construction contracts, conducting due diligence on subcontractors, and offering pre-litigation dispute resolution advice.
- Rendering ongoing retainer legal services to Chinese-invested manufacturing enterprises, with a focus on day-to-day legal and regulatory compliance.
Regulatory / Capital Markets
- Representing an Asia-based online delivery service technology regarding shareholding restructuring and implementation in Thailand, issuing legal opinion regarding their Thai business for the purpose of its US listing.
- Representing a Thailand-based e-marketing online service technology company regarding business model license and permits advisory and application, as well as conducting legal due diligence and issuing legal opinion regarding its Thai legal entities for the purpose of its Hong Kong listing.
- Assisting and advising a Chinese construction conglomerate in its nominee investigation proceeding with the Economic Crime Suspension Department of Thailand.
Mergers & Acquisitions
- Representing a leading Chinese motorcycle and industrial chain manufacturer in the acquisition of a majority stake in a motorcycle chain manufacturing company in Thailand, including conducting legal due diligence and preparing the share transfer and shareholders’ agreement.
- Acting for a Chinese state-owned medical supplies and services group in its acquisition of a majority interest in a Thailand-based medical glove manufacturing company, including preparation of the transaction agreements.
- Representing a leading foreign payment gateway company in the acquisition of a 100% stake in a BOI-promoted Thai payment facilitation company and advising on payment licensing and regulatory requirements.
- Representing a Chinese leading smart locker solution service provider in its entry into Thai market, advising on its joint venture with two Thai logistic conglomerates, and preparing the joint venture agreement.
- Representing an Asia-based logistic company in acquiring majority interest of a logistic company which has multiple business existences in Southeast Asia, including advising and implementing shareholding structuring, due diligence in several juristic regions and transaction documents.
- Representing a Chinese company specialising in the turnkey construction and operation of waste-to-energy power plants, in a significant majority stake acquisition transaction involving share purchase agreement and shareholders’ agreement a Thai listed company and its subsidiaries.
- Representing a Chinese private education group in acquiring an international school in Thailand, providing advisories on foreign investment restrictions, transaction structuring, conducting a legal due diligence, providing advisories on school operating licenses, debt arrangements, and transaction documents.
- Representing a Chinese personal loan financial group to acquire a majority stake in a Thai private company holding a personal loan license in Thailand, including but not limited to providing foreign entry structuring advisories and reviewing transaction documents.
- Representing a leading German automobile wiring company on its share sale in a Chinese subsidiary to a Chinese state-owned enterprise including conducting anti-trust declaration process.
- Representing a Chinese real estate conglomerate in its joint venture with a Cuban state-owned enterprise to develop hotel estates in both Shanghai, China and Havana, Cuba.
- Representing a top Chinese industrial real estate operator in various merger and acquisition projects including advising on the transaction structures for over 20 industrial estates.
Dispute Resolution
- Representing a state-owned Chinese fertiliser manufacturing enterprise by providing comprehensive strategic advisories on its joint venture disputes, bankruptcy application, receivership proceeding in Thailand.
- Assisting the Thai subsidiary of a Chinese construction conglomerate in several engineering, procurement, construction disputes in court proceedings, as well as in Thai Arbitration Institute arbitration proceedings.
- Assisting one of the largest Chinese heavy machine manufacturer companies in Thai Supreme Court stage on a trademark dispute case against Daimler AG, the owner of “Mercedes-Benz” trademark.
- Representing a large Chinese hydropower construction firm on a potential litigation between the company and a local Thai partner regarding an engineering, procurement, construction dispute.
- Assisting the Thai subsidiary of a Chinese construction conglomerate on conducting an administrative litigation against Expressway Authority of Thailand regarding a prominent expressway project bidding.
