Our Capabilities in Asia

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1 Regional Overview Our Capabilities in Asia Mayer Brown JSM is part of Mayer Brown, a global legal services organisation advising clients across the Americas, Asia and Europe.

2 Client service Integrity and responsiveness Teamwork and commitment Imagination and initiative Insight and understanding Diversity and inclusiveness Collaboration Community contributions

3 Our Capabilities in Asia Mayer Brown JSM is par t of Mayer Brown, one of the few firms with powerful transatlantic and transpacific platforms. Our expansive capabilities around the world allow us to handle complex cross-border deals and, at the same time, use our local market knowledge and deep understanding of industr y-specific issues to ensure we provide the best solutions for clients wherever they are. Our law yers and their practices operate on a global basis and build teams to respond to each client s unique needs and opportunities. mayer brown jsm 3

4 The firm at a glance One of the largest law firms in Asia Significant geographic presence across the Americas, Asia and Europe Regularly ranked among the leading law firms in the Americas, Asia and Europe by all the main reviewing agencies and directories Ranked amongst the 20 law firms as pre-eminent global firms by Law360 Clients are many of the world s industry and financial services leaders, including a significant portion of the world s largest banks and investment banks plus Fortune 100, FTSE 100, Hang Seng Index and DAX-listed companies 4 Our Capabilities in Asia

5 Our proven ability in Asia means our pedigree continues to be strengthened, a point endorsed by the many awards we have won. Honours, awards and rankings Regional Law Firm of the Year IFLR Asia Awards 2008 Hong Kong National Law Firm of the Year Chambers Asia Awards 2010 Most Responsive Domestic Firm of the Year Asian-Counsel 2010 and 2011 Hong Kong Law Firm of the Year Asian Legal Business Awards , 2007 and 2008 Hong Kong Law Firm of the Year IFLR Asia Awards , 2007, Hong Kong Law Firm of the Year Who s Who Legal Awards 2006, 2009 and 2010 Hong Kong Law Firm of the Year, PRC Office Asian Legal Business China Law Awards 2004, 2005 and 2007 mayer brown jsm 5

6 Mayer Brown JSM Key Practices and Industries in Asia PRACTICES Antitrust & Competition Asset Finance Banking & Finance Business & Technology Sourcing Corporate & Securities Employment & Benefits Financial Services Regulatory & Enforcement Government & Global Trade Intellectual Property Litigation & Dispute Resolution Mergers & Acquisitions Private Equity/Venture Capital Real Estate Restructuring, Bankruptcy & Insolvency Structured Finance Tax: Tax Controversy, Tax Transactions & Consulting Industries Aviation Construction & Engineering Energy Hospitality & Leisure Insurance Private Investment Funds Shipping 6 Our Capabilities in Asia

7 We serve our clients interests with professional excellence. Antitrust & Competition The lawyers in the practice are noted for their up-to-date knowledge of this fast developing area of practice, The lawyers here are easy to communicate with and down to earth, with a wide knowledge of competition law ~ Chambers Asia Pacific 2011 Mayer Brown JSM is at the forefront of emerging antitrust and anti-unfair competition issues in Asia. Our Antitrust & Competition practice advises on a range of competition law and policy issues including antitrust filings and regulatory clearance, legal compliance, anti-competitive conduct investigations, joint venture planning and related matters. Our antitrust lawyers in Hong Kong and China are skilled at navigating the range of competition and other laws impacting trading and licensing arrangements in the region, and offer clients the benefit of extensive China antitrust filing experience and strong relationships with key competition agencies. China in particular is under a rapidly developing antitrust regime. We fully understand these developments and can assist our clients to navigate the unique aspects of this regime. Banking & Finance multifaceted capabilities in transactional real estate and banking and finance matters ~ Chambers Asia Pacific 2011 Our Banking & Finance practice has extensive experience representing financial institutions, investors and borrowers on a wide variety of cross-border and domestic financing transactions in many different industries and jurisdictions. Our finance lawyers advise on bank lending, structured finance, derivatives, debt capital markets and real estate finance transactions, as well as on projects across the energy and infrastructure sectors. ASSET FINANCE Mayer Brown JSM is actively engaged in a wide range of transport and equipment finance transactions throughout Asia. While we focus primarily on shipping- and aircraft-related transactions, we also advise on projects in relation to many other assets, including railways, container boxes, container terminal cranes, bus fleets, airport-related equipment, telecommunications and electrical metering equipment. Our group participates in both straightforward debt transactions and structured transactions (such as tax-driven finance leases and Japanese operating leases). The strength and depth of the group enables it to handle transactions across Asia and makes it the team of choice for many financial institutions in the region. mayer brown jsm 7

8 We are able to provide excellent client service because of the integrity and responsiveness of our people. STRUCTURED FINANCE We have extensive experience in representing clients on domestic and crossborder securitisation and structured finance transactions in Greater China and throughout Asia. We also coordinate regional local law compliance issues (such as netting and collateral) across all Asian jurisdictions. We are experienced in advising on sophisticated cross-border financial transactions. Our presence in the world s leading markets enables us to offer clients access to local market knowledge on a global basis. We have advised on the securitisation of all types of asset classes, including RMBS, CMBS, credit cards, auto loans and leases, dealer floor plans, student loans, trade receivables and future flows. Our clients have included sponsors, issuers, servicers, arrangers, underwriters, swap counterparties, enhancement providers, liquidity providers, trustees and rating agencies. We are among the few firms that offer tailored services in relation to derivatives transactions by lawyers qualified on both sides of the Atlantic and in Asia. Our team is fully experienced in the entire spectrum of OTC derivatives, structured products and exchange-traded derivatives. We are further committed to designing and documenting novel and complex instruments and we continue to capitalise on our innovative approach to derivatives. Corporate & Securities Capital Markets (Debt & Equity) - solid blue-chip client database and on-the-ground US law capability ~ The Legal 500 Asia Pacific 2010/2011 Our Corporate & Securities lawyers provide a full range of legal services to leading global companies and financial institutions for some of their most important transactions. Our expansive capabilities throughout the world allow us to handle complex cross-border deals and, at the same time, use our local market knowledge and deep understanding of industry-specific issues to ensure we provide the best solution for the client anywhere in the world. Several key practices operate within Corporate & Securities are set out below. 8 Our Capabilities in Asia

9 We believe in selfless teamwork and commitment to one another in our approach to serving clients. EQUITY CAPITAL MARKETS We represent issuers and underwriters throughout Asia on all types of equity and equity-linked transactions as well as pre-ipo financings in preparation for later public equity offerings. Our multi-jurisdictional law capabilities enable us to act on dual listings and international offerings from our multiple offices in the region, providing an integrated and efficient approach to transaction execution for our clients. DEBT CAPITAL MARKETS We represent issuers and underwriters in connection with issuances of convertible securities, investment-grade and high-yield debt securities. We have been involved in some of the most complex high-yield and structured transactions, and have broad experience in structuring and executing multi-tiered financings and resolving complex collateral, subordination and intercreditor issues. MERGERS & ACQUISITIONS We advise listed and unlisted companies on all facets of mergers and acquisitions. Our work includes public takeovers, privatisation and reorganisation, and handling compliance with the stock exchange listing rules. US Securities Compliance and Advisory We advise corporations, investment funds and financial institutions on postoffering compliance and regulatory issues from Asia, offering timely service and leading advice. BUSINESS & TECHNOLOGY SOURCING Our Business & Technology Sourcing practice is one of the largest and most experienced groups of sourcing lawyers in the world for Business Process and IT Outsourcing and technology transactions. We advise clients on the whole life cycle of sourcing from transaction structuring and strategy, through the RFP process, negotiating agreements, managing the ongoing relationship, terminating and renegotiating, transferring and restructuring. We have assisted clients in more than 300 outsourcing transactions, with an aggregate total contract value of more than US$100 billion. mayer brown jsm 9

10 We value the imagination and initiative of our people. Employment & Benefits Employment Law Firm of the Year ~ Asian Legal Business Awards Law Awards 2008 and 2011 Mayer Brown JSM s Employment & Benefits group acts for a broad spectrum of clients ranging from international and domestic corporations to government and government-funded organisations. Combining the skills of experienced practitioners in the human resources industry, we offer truly integrated contentious and non-contentious capabilities, advising on all aspects of employment law, planning, counselling and disputes, and providing cutting-edge advice tailored to the needs of our clients. Financial Services Regulatory & Enforcement a solid offering, a broad client base, high level of responsiveness and profound market expertise ~ Chambers Asia Pacific 2011 Financial services is one of the most globally integrated, sophisticated and highly regulated industries. Firms today require knowledgeable and experienced regulatory lawyers to provide cross-border strategic advice. Mayer Brown JSM has extensive experience liaising with regulators and various government authorities such as the Hong Kong Monetary Authority, Securities and Futures Commission in Hong Kong, and a number of provincial and municipal governments in China. Government & Global Trade Our Global Trade practice advises Asia clients on areas including developing market-entry strategies, identifying local partners for joint ventures, identifying investment opportunities, securing regulatory approvals, and developing and executing strategies to address market access barriers. We regularly advise on trade compliance, antidumping, countervailing duty and other trade remedy proceedings. We also work with our clients on trade and investment policy issues before key government officials such as DG Trade in the European Union, MOFCOM in China, METI in Japan, and USTR in the United States. 10 Our Capabilities in Asia

11 We seek insight and understanding by listening to our clients and colleagues. Intellectual Property adept handling of the full range of contentious and non-contentious work ~ Chambers Asia Pacific 2011 Mayer Brown JSM provides an experienced team of focused intellectual property lawyers who have practiced in Hong Kong and the broader Asian region for many years. We offer a full range of IP legal services, which includes everything from patent and trademark registration to copyright protection, transfer and restructuring of IP rights, licensing and franchising agreements and enforcement actions. We also have a trademark agency in Beijing enabling us to directly assist our clients in their PRC trademark registration and renewal, copying registration and domain registration needs. Litigation & Dispute Resolution This long-established, global firm continues to appear in many high-profile cases. It occupies an enviable position in the market. absolutely first-class ~ Chambers Asia Pacific 2011 We have one of the largest Litigation & Dispute Resolution practices in the region. Our practice has solid, hands-on local and regional experience, built over decades. We offer a coordinated approach tailored to meet the specific needs of our clients in different industries, including banking, commerce, construction, education, financial services, healthcare, insurance, private equity, real estate and shipping. Our services also focus on areas including administrative law and judicial review, arbitration and mediation, employment, insolvency, probate and estates, tax and trusts, and white collar crime and civil fraud. Real Estate definitely a top-tier firm with a long history and strong technical expertise ~ Chambers Asia Pacific 2011 Mayer Brown JSM s Real Estate practice is recognised for its capabilities in Asia. We have gained broad experience and high visibility in real estate transactions by developing a strong worldwide network of relationships and acting for top-tier clients including real estate owners, major developers, construction companies, contractors, government bodies, financial services organisations, car park operators, various public bodies and local and multinational corporations. mayer brown jsm 11

12 We base our collaborative culture on the professional and personal relationships of our people. Real Estate Law Firm of the Year ~ Asian Legal Business Awards 2002, 2003, 2004, 2005, 2006, 2009, 2010 and 2011 Our range of services includes land grant and land acquisition documentation, joint ventures, development agreements and concession agreements, sale and acquisition of real estate-owning companies, negotiating tenancy agreements, leases and licenses for residential, commercial and industrial real estate; development and real estate financing; and debt restructuring and rescheduling of real estate based lending. Restructuring, Bankruptcy & Insolvency Insolvency Law Firm of the Year ~ Asian Legal Business Awards 2002, 2003, 2005, 2006, 2009 and 2011 We are one of the few firms in Asia that has a dedicated, permanent insolvency team covering both contentious and non-contentious areas. We regularly represent clients in all types of troubled situations ranging in size and complexity from multi-billion-dollar, cross-border insolvency proceedings to mid- and smallersize restructurings. We have represented the largest and most complex insolvency proceedings in the world, but we consider our greatest strength to be the careful judgment and partner-led service that we give to all of our clients, regardless of the size of the credit or transaction. Our range of legal services includes restructuring and non-performing loans (such as corporate restructuring and workout, statutory reorganizations, receivership asset and distressed debt disposals) and liquidation, recovery and investigation, where we deal with matters such as fraud and negligence claims and forensic investigations. 12 Our Capabilities in Asia

13 Industry Strength Our lawyers are knowledgeable and experienced in most major sectors, which enables them to serve as trusted advisers because they know and understand clients business needs. Described below are a few targeted industry strengths in Asia. Aviation teams are held in high esteem and their work is just as detailed as tailored ~ Asialaw Profiles 2011 Mayer Brown JSM has over 60 years experience in the aviation industry, representing airports, airlines, aircraft financiers and investors, aircraft lessors, aviation fuel providers, catering companies, ground handling companies and maintenance, repair and overhaul companies. We have a highly dedicated team of aviation lawyers to advise clients on a full spectrum of issues, from aircraft acquisition and disposal, to leasing and financing, and aviation-engineering related issues. Construction & Engineering a solid and comprehensive construction and engineering practice, niche expertise in environmental matters and town planning built around its core construction offering, extremely conscientious about the requirements and expectations of its clients in terms of costing and timing ~ Chambers Asia Pacific 2011 Mayer Brown JSM has been involved in construction law in Hong Kong for over 30 years. We act for developers, governments and other public institutions, utility and transport undertakings, consultants, contractors and insurers on all aspects of building and civil engineering contracts in Hong Kong, Mainland China and the rest of Asia. We deal with both contentious and non-contentious construction issues and provide advice on the full spectrum of issues that can arise during the design and construction of a project. mayer brown jsm 13

14 We see it as imperative that we build a diverse and inclusive organisation at all levels. Energy Our Global Energy Group comprises lawyers from our offices around the world, including the principal energy and energy finance centres of London, New York, Houston and Hong Kong. These principal centres have a tradition of hosting, servicing or financing energy firms and we have a substantial presence in each of them. The team provides a full service for clients across all energy sectors from oil and gas, to power companies, renewable and alternative energy companies and oilfield services companies. We are also actively involved in international industry trade organisations and legal associations that shape and improve the legal environment for the energy industry around the world. Our global footprint highlights our commitment to serve energy clients around the world. Hospitality & Leisure With more than 160 lawyers in Greater China, the massive team is able to offer a wide range of services, from real estate finance, development, lease and sales, to hospitality and leisure-related advice and mediation ~ Chambers Asia Pacific 2011 Mayer Brown JSM s Hospitality and Leisure team is one of the largest teams in Asia consisting of over 30 partners. The team has assisted the sports, hospitality and leisure industry in providing advice on a range of issues that can arise during the pre-opening preparation and post-opening operation and hosting of events and projects. Our experience extends from the planning and strategy development stage through to procurement, contracting, and the management and operational phases. 14 Our Capabilities in Asia

15 We foster an entrepreneurial culture across our global platform, relying on team work and cooperation to achieve our goals. Insurance a well organised and truly integrated service across Asia ~ Chambers Asia Pacific 2011 Insurance Law Firm of the Year ~ Asian Legal Business Awards 2010 and 2011 Mayer Brown JSM has an established and dedicated insurance practice in Asia. With a long history of acting for major insurers, reinsurers, brokers, underwriters and actuarial institutions, the team has extensive experience in contentious and non-contentious insurance related matters. Our team of highly experienced insurance lawyers adopts a technical, yet commercial approach to advising on policy issues, especially the development of new products. We also use a strategic approach to the management of all claims, and provide significant hands-on partner involvement. This means we identify the issues from the outset to maximise results. Private Investment Funds Asia Fund Formation Law Firm of the Year ~ Private Equity Real Estate (PERE) News Awards 2009 Our extensive Private Investment Funds practice enables fund sponsors, advisers and investors to structure funds and investments creatively and efficiently to maximise fund-raising flexibility and opportunities. Our Private Investment Funds practice in Asia includes the representation of private funds and their sponsors in connection with fund formation, portfolio investments and transactions, fund administration and regulatory matters, and disposition transactions. Shipping substantial Asia-wide reach, handle a large number of big-ticket deals for a variety of important clients, advises a lot of high-profile clients on shipping finance ~ Chambers Asia Pacific 2011 Mayer Brown JSM is one of the leading providers of legal services in the shipping field, advising on all aspects of maritime law. Our clientele spans the industry from shipbuilders, shipowners, charterers, pool operators, ship managers and agents to lenders and lessors, insurance companies and P&I clubs. We advise on English and Marshall Islands law as well as the laws of each country in which we operate and have wide experience in many other important maritime jurisdictions. We have played an active role in the shipping industry for over 100 years. mayer brown jsm 15

16 Global Solutions, Local Strengths In Asia, we have grown from four lawyers in our early years to 300 today. Our combination with Mayer Brown gives us a substantial presence across the region that goes far beyond the token presence that many European or US firms have in Asia. In addition to fluency in English, lawyers in our Asian offices are able to attend to legal matters in local languages including Chinese, Thai and Vietnamese. We also have teams of in-house translators who can provide clients with fast and cost-effective turnaround when translation of documentation is required. 16 Our Capabilities in Asia

17 We have award winning teams in Asia to provide cutting edge advice to our clients. Our Asia Presence Mayer Brown JSM has eight offices in Asia: Hong Kong, Mainland China (Shanghai, Beijing and Guangzhou), Singapore, Thailand (Bangkok) and Vietnam (Hanoi and Ho Chi Minh City). Hong Kong Our Hong Kong office is the regional hub for the Asia practices. With more than 200 lawyers focusing on a wide range of industries, the Hong Kong presence makes us one of the largest law firms in the city. In addition to our leadership in the Asia marketplace as a whole, our long history in Hong Kong gives us an excellent knowledge base on matters specific to Hong Kong. We are especially well known for our antitrust and competition, employment and benefits, real estate, restructuring, bankruptcy and insolvency, litigation and dispute resolution, and transport finance practices. We are proud to have long working relationships with many leading industry players in the region, and to have grown with them over the years. Mainland China With 40 partners and 100 lawyers and consultants including eight China- Appointed Attesting Officers, Mayer Brown JSM has one of the largest groups of Chinese legal professionals based in China and Hong Kong. Our offices in Beijing, Guangzhou and Shanghai provide on the ground services to our clients. Mayer Brown JSM is licensed by the Ministry of Justice of the PRC. Like all foreign firms, we are not permitted by the Ministry of Justice to issue opinions on matters of PRC law or practise PRC law. However, our knowledge and experience with PRC laws and regulations, as well as with the Chinese business culture, makes us well-placed to assist our clients, both inside and outside of China, with a range of legal services. mayer brown jsm 17

18 We have grown to meet our clients needs. Singapore Mayer Brown JSM s Singapore office opened in late We have been advising our clients on Singapore-related matters from our other Asian offices for years, and with an expanding portfolio of work across the Asia Pacific region, we have established a permanent presence there. Our Singapore office focuses on project finance/energy, asset finance and international arbitration. ASIA Bangkok Beijing Guangzhou Hanoi Ho Chi Minh City Hong Kong Shanghai Singapore Thailand Mayer Brown JSM has been one of the leading law firms in Thailand for two decades. Our Bangkok office focuses primarily on the Thai law aspects of crossborder and international work and also advise on domestic Thai law in handling such transactions. We offer our clients ease of communication through our excellent Thai and English language skills, extensive experience in advising clients on doing business in Thailand, as well as good working relationships with the various ministries of the Government of Thailand. Vietnam Mayer Brown JSM established a permanent presence in Vietnam in 1994 and has developed a broad range of experience to provide our clients with high quality, full commercial Vietnamese and international legal services. With more than 40 lawyers based in our full-service offices in Ho Chi Minh City and Hanoi, we have a proven track record in advising on all forms of inward investment and related issues, including complex mergers and acquisitions, joint ventures, wholly foreign-owned enterprises, business co-operation contracts and Build/ Own/Transfer (BOT) projects. We are also active in advising on capital market transactions in Vietnam. Our offices in Vietnam are regularly engaged by other international law firms, including those with a presence in Vietnam, for our experience in banking, finance, capital markets and derivatives. 18 Our Capabilities in Asia

19 About Mayer Brown JSM Mayer Brown JSM is part of Mayer Brown, a global legal services organisation advising clients across the Americas, Asia and Europe. Our presence in the world s leading markets enables us to offer clients access to local market knowledge combined with global reach. We are noted for our commitment to client service and our ability to assist clients with their most complex and demanding legal and business challenges worldwide. We serve many of the world s largest companies, including a significant proportion of the Fortune 100, FTSE 100, DAX and Hang Seng Index companies and more than half of the world s largest banks. We provide legal services in areas such as banking and finance; corporate and securities; litigation and dispute resolution; antitrust and competition; employment and benefits; environmental; financial services regulatory & enforcement; government and global trade; intellectual property; real estate; tax; restructuring, bankruptcy and insolvency; and wealth management. Please visit for comprehensive contact information for all our offices. Mayer Brown is a global legal services provider comprising legal practices that are separate entities (the Mayer Brown Practices ). The Mayer Brown Practices are: Mayer Brown LLP and Mayer Brown Europe Brussels LLP, both limited liability partnerships established in Illinois USA; Mayer Brown International LLP, a limited liability partnership incorporated in England and Wales (authorized and regulated by the Solicitors Regulation Authority and registered in England and Wales number OC ); Mayer Brown, a SELAS established in France; Mayer Brown JSM, a Hong Kong partnership and its associated entities in Asia; and Tauil & Chequer Advogados, a Brazilian law partnership with which Mayer Brown is associated. Mayer Brown and the Mayer Brown logo are the trademarks of the Mayer Brown Practices in their respective jurisdictions The Mayer Brown Practices. All rights reserved.

20 Americas Asia Europe