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- United States: Finance > Capital markets: debt offerings
- United States: Finance > Capital markets: equity offerings
- United States: Finance > Capital markets: high-yield debt offerings
- United States: Finance > Corporate restructuring (including bankruptcy)
- United States: Finance > Project finance
- United States: Industry focus > Energy: litigation
- United States: Industry focus > Energy: regulatory
- United States: Industry focus > Energy: transactions
- United States: Industry focus > Environment: litigation
- United States: Industry focus > Environment: transactional and regulatory
- United States: Labor and employment > Employee benefits and executive compensation
- United States: Litigation > Securities: shareholder litigation
- United States: Litigation > Supreme Court and appellate
- United States: Media, technology and telecoms > Technology: transactions
- United States: Mergers, acquisitions and buyouts > Antitrust
- United States: Mergers, acquisitions and buyouts > M&A: large deals ($1bn-5bn)
- United States: Mergers, acquisitions and buyouts > M&A: litigation
- United States: Mergers, acquisitions and buyouts > Private equity buyouts
- United States: Mergers, acquisitions and buyouts > Venture capital and emerging companies
- United States: Real estate and construction > Construction
United States: Finance
Within Capital markets: debt offerings , Vinson & Elkins L.L.P. is a third tier firm,
Vinson & Elkins L.L.P. maintains its longstanding strength in energy-related mandates, and the firm’s strategic location in Houston ensures that it has a major role on the largest energy-sector deals in the capital markets. The team acts for both issuers and underwriters, and also has an established MLP practice. Firm chairman Mark Kelly is well known for his experience: in 2012, Kelly advised FMC Technologies on its $800m senior notes offering, and also acted for Barclays Capital in two senior notes offerings of $300m and $375m by Hornbeck Offshore Services. Highlights for David Oelman included advising Energy Transfer Partners on its $2bn senior notes offering, and representing Plains All American Pipeline on its $1.25bn senior notes offering. Douglas McWilliams advised JPMorgan and Citigroup regarding two debt offerings of $750m and $1.75m senior notes by Enterprise Products Operating. Kevin Lewis is recommended.
Within Capital markets: equity offerings , Vinson & Elkins L.L.P. is a third tier firm,
Houston-based Vinson & Elkins L.L.P. represents issuers and underwriters in a wide range of equity-related offerings as well as providing regulatory advice. The firm is primarily known for its energy expertise, and it is in this field that it has made its reputation in the capital markets arena. During a particularly active 2012, the highly rated co-head of the department David Oelman represented, among others, Plains All American Pipeline in connection with $390m, $500m and $460m common unit offerings in March, September and November 2012 respectively; and, on the underwriter side, acted for Morgan Stanley in connection with the SandRidge Mississippian Trust II $603m royalty trust IPO in April 2012. Kevin Lewis is co-head of the department and is a respected energy capital markets expert, as is chairman of the firm Mark Kelly, who represented Western Gas Partners in connection with a $219m common units offering in June 2012. Douglas McWilliams is also recommended.
Within Capital markets: high-yield debt offerings , tier 4
Vinson & Elkins L.L.P. acts for issuer clients in the energy sector. In 2012, Michael Harrington advised Concho Resources, Oasis Petroleum, Lone Pine Resources Canada and Endeavour International Corporation on high-yield debt offerings. David Stone advised Belden on its $700m high-yield offering of senior subordinated notes, and assisted Gulf Mark Offshore on its $300m high-yield offering of senior notes. On the manager side, Stone acted for Barclays Capital in connection with Halcón Resources Corporation’s $750m high-yield offering, and also represented Wells Fargo Securities in Berry Petroleum Company’s $600m high-yield offering of senior notes.
Within Corporate restructuring (including bankruptcy), tier 5
Texas-headquartered Vinson & Elkins L.L.P. leverages off its signature strength in energy matters to occupy a strong niche in advising creditors in oil and gas-related bankruptcies. However, the firm’s experience is diverse, and it is also acting on cases involving insolvent entities in the financial services, media and communications and retail sectors. Under group head William Wallander, the team counts two full-time partners in New York, seven in Dallas and three in Houston and its national penetration is demonstrated by the fact that it has recently been involved in cases in California, Delaware, Kentucky, Louisiana, New York, South Carolina, Texas, and the Virgin Islands. Wallander worked with Dov Kleiner to represent the Brazilian operator of the Peregrine I drilling vessel, Etesco Drilling Company, in its $290m Chapter 11 cases. From Houston, Harry Perrin and Duston McFaul acted as oil and gas counsel to the ad hoc committee of second lien bondholders, which have total claims of over $1.5bn, in the Chapter 11 cases of ATP Oil & Gas. Other recent matters included representing Deutsche Bundesbank in a $3.5bn claim arising from the Lehman Brothers’ bankruptcy, and advising GE Business Financial Services as agent for the senior secured lenders in the Chapter 11 of the Levelland-Hockley County ethanol refinery.
Within Project finance, Vinson & Elkins L.L.P. is a third tier firm,
Predominantly based in Houston, but with partners in Dallas, New York, Palo Alto and Washington DC, the ‘thoroughly excellent’ project finance practice at Vinson & Elkins L.L.P. advises on the full range of energy and infrastructure projects, and is best known for its particular strength in oil and gas matters. The team has a sponsor-heavy client list that includes a wide array of Chinese clients investing in Latin America. LNG deals have been a key feature of 2012; highlights included representing GasAtacama on the charter and service contracts for its floating LNG storage and regasification unit in Chile. Washington DC-based practice co-head Mark Spivak and natural gas specialist David Andril led on that deal. In New York, Karen Smith and Brett Santoli handled the $200m project financing of two LNG production units on behalf of GE Energy Financial Services. Based in Houston, Douglas Bland and ‘committed, timely and attentive’ new partner Kaam Sahely assisted Dyno Nobel with the development of a greenfield plant for NH3 production, which was the first new ammonia plant built in the US in 25 years. Also in Houston, Mark Spradling and associate Katy Gottsponer advised Merchant Energy Holdings on the development and financing of a natural gas storage facility in Colorado owned by its subsidiary East Cheyenne Gas Storage. On the lender side, Karen Smith acted for ING Capital as replacement agent on the restructuring of hedging arrangements for a $688m project financing of four power plants in Texas. Houston-based attorneys John Michael and Shay Kuperman were also promoted to the partnership in 2012.
United States: Industry focus
Within Energy: litigation, Vinson & Elkins L.L.P. is a second tier firm,
Vinson & Elkins L.L.P. has strong US and global experience in shale-related litigation, and has been instructed in matters relating to most major shale sites in the US. It is also recognized for its strong track record in disputes arising from major corporate transactions. Recommended practice head Guy Lipe is leading a five-lawyer team in the ongoing defense of Anadarko against extensive litigation alleging statewide underpayment of royalties for oil and gas leases. Lipe and his team successfully prevented over 1,400 plaintiffs from obtaining class-status for their actions, in a decision that was among the first of its kind in an Oklahoma royalty case. Claims are currently proceeding on a non-class basis. Marie Yeates represented Shell in the Supreme Court of Texas in 2012, in a discretionary review of the ruling in a claim brought against the company by Ralph Ross ten years earlier, which introduced the concept of fraudulent concealment. This doctrine effectively weakened the restrictions of the limitation period previously in place for royalty underpayment claims, which placed the onus on royalty owners to take steps to discover the underpayment. On review, the court accepted Shell’s argument, reapplying the original precedent and thereby timing out a wide pool of potential claims in this field. Yeates is acting for Midstates Petroleum in an ongoing oil and gas dispute with Clovelly Oil, worth $70m, centering on Clovelly’s allegations that Midstates was party to a joint operating agreement. The matter is currently in the Louisiana Supreme Court, after an original judgement in favor of Midstates was overturned on appeal. Michael Holmes, Karl Stern and Jennifer Poppe recently defended Inergy LP, and its officers and directors, against a $400m-plus action challenging the fairness of a derivatives transaction. James Thompson is ‘top class’.
Within Energy: regulatory, Vinson & Elkins L.L.P. is a third tier firm,
Appearing regularly in matters before FERC and state regulatory bodies, Vinson & Elkins L.L.P.’s 35-lawyer team has ‘a very significant oil and gas regulatory practice’, and its ‘advice, response times and understanding are excellent’. Dallas-based Matthew Henry is leading a team representing Oncor Electric Delivery in its rate filing requesting a rate increase worth $353m - this involved 20 interveners and 93 separate requests for discovery, and is currently on appeal in state court in Austin. The firm is working on a number of pipeline projects, involving development of crude oil and natural gas from shale plays across America. Practice co-head Charles Caldwell and Michelle Boudreaux are acting in various matters before FERC pertaining to three of True Companies’ pipelines, including capacity allocation, rate-setting issues and greenfield projects to move oil out of Bakken Shale. Practice co-head David Andril, John Decker and Anita Wilson are representing BG Group in an application before the DOE to export LNG and also assisting it in relation to Trunkline LNG’s application before FERC to authorize the construction of export facilities. The practice is regulatory counsel to Kinder Morgan Energy Partners liquids pipelines and has advised it on a range of compliance and contentious issues. Austin-based Michael Tomsu and associate Becky Diffen are acting for Duke Energy to ensuring all of its Texas power generation facilities comply with PUCT and ERCOT protocols. They also represented the company in an appeal before PUCT over certain ERCOT protocol revisions to reactive power requirements that affected Duke’s existing wind farms.
Within Energy: transactions, Vinson & Elkins L.L.P. is a second tier firm,
The ‘very responsive’ energy attorneys at Vinson & Elkins L.L.P. are ‘top shelf in terms of business acumen, industry knowledge and depth’. Based in Houston, the firm has an impressive array of clients in the oil and gas sector where it occupies a position as one of the standout transactional practices. Jeff Floyd recently advised Statoil on its $4.7bn all-cash merger with Brigham Exploration Company; and Christopher Collins represented BP in the $1.2bn sale of its Texas City refinery and related assets to Marathon Petroleum. Marcia Backus represented Sandridge Energy in a $1bn joint venture sale to a subsidiary of Repsol SA for the development of a Mississippian shale play; and David Andril assisted GasAtacama with charter and services contracts pertaining to a floating LNG storage and regasification unit in Chile. Other notable lawyers in Houston include John Connally, who is regarded as ‘an outstanding transactional lawyer’ and ‘one of the stars of the arena for years to come’. Trina Chandler represented Riverstone Holdings during its $400m acquisition of a 2,649MW portfolio of primarily coal fired power generation assets in Maryland from Exelon. The practice also advised American Electric Power Company on a joint venture with Great Plains Energy to develop $466m of transmission projects located in the Southwest Power Pool. Working out of the Washington DC office, Mark Spivak heads the power projects department and is representing Goldman Sachs’ GS Global Infrastructure Partners as project counsel in the development of a 1,500MW electric transmission line project in New Mexico.
Within Environment: litigation, Vinson & Elkins L.L.P. is a second tier firm,
Texas-based Vinson & Elkins L.L.P. handles a broad spectrum of environmental litigation, such as civil and criminal enforcement, private-party lawsuits, contested permitting processes, and crisis management. It also has experience in natural resource damage, Superfund, air and water matters. The firm prides itself on being able to cover both small and large cases, from alternative energy permitting to multi-state, EPA enforcement matters. Its core client base is energy companies, such as BP Products North America, Constellation Energy Group, Norfolk Southern Railway Company, New York State Electric & Gas, and Sunflower Electric Power Corporation. Houston-based Carol Dinkins and Robert Schick co-head the team. George Hopkins is experienced in dealing with the EPA’s New Source Review procedure.
Within Environment: transactional and regulatory, Vinson & Elkins L.L.P. is a third tier firm,
Vinson & Elkins L.L.P. is recommended for its substantive responses on environmental law issues, and its deep experience in state and federal rulemakings across regimes such as NEPA, Endangered Species Act, National Historic Preservation Act, and the Marine Protection, Research, and Sanctuaries Act. Its Houston-based practice has a strong presence acting on Texas cases, such as permitting questions for a coal-fired power plant and environmental impact issues arising from a proposed petrochemical pipeline in Corpus Christi. Other clients include New York State Electric & Gas, Luminant Generation Company LLC and Sunflower Electric Power Corporation. Larry Nettles, who is noted for representing energy clients, has a comprehensive practice including due diligence on all financial matters. Carol Dinkins has hands-on experience in federal environmental cases, and is also active in business transactions.
United States: Labor and employment
Within Employee benefits and executive compensation, tier 5
Vinson & Elkins L.L.P. has ‘done a superb job and management has given high praise on the help they have brought to the table’. The firm has particular expertise in the energy sector, focusing on transactions such as public company mergers, private equity transactions and IPOs. The firm advised Statoil executive compensation and employee benefits matters related to the proposed $4.4bn acquisition of Brigham Exploration Company. Other clients include Pioneer Natural Resources, Anadarko Petroleum Corporation and Halliburton Company. David D’Alessandro, whose ‘expertise is excellent’, is head of the EBEC team. Dusty Burke and Alan Robin are also recommended.
United States: Litigation
Within Securities: shareholder litigation, Vinson & Elkins L.L.P. is a third tier firm,
Vinson & Elkins L.L.P.’s New York-based Steven Paradise co-chairs the firm’s securities litigation and enforcement group with Michael Holmes, who divides his time between Houston and Dallas. The firm has a particularly strong suit in energy sector merger challenge cases within a wider practice which brings in the full range of shareholder class action lawsuits and related litigations for financial institutions, companies, and master partnerships. Karl Stern in Houston is leading the defense for the Black Elk Defendants, comprising Black Elk companies and certain officers and directors, in a suit alleging deliberate stock value dilution. John Wander in Dallas, continues to act for MoneyGram International in a class action and derivative complaint brought by the shareholders alleging, inter alia, breach of fiduciary duty. In New York, Clifford Thau ‘brings commercial nous to his legal advice’.
Within Supreme Court and appellate, Vinson & Elkins L.L.P. is a third tier firm,
Vinson & Elkins L.L.P.’s revered Marie Yeates made her 100th oral argument in November 2011, and in 2012 successfully handled several major appeals for a major products manufacturer in Texas and Alabama. Yeates also won a significant victory on behalf of The Port of Houston Authority in a $23.4m contractual dispute. Meanwhile Tom Leatherbury made three arguments before the Texas Supreme Court in 2012, including a personal injury case for a trucking company, and a representation on behalf of The Episcopal leadership in the Diocese of Fort Worth, a matter involving church property. Meanwhile, Washington DC-based John Elwood leads the firm’s Supreme Court offering, carrying out amicus briefs on behalf of the Chamber of Commerce and American Farm Bureau.
United States: Media, technology and telecoms
Within Technology: transactions, tier 4
In Texas, Vinson & Elkins L.L.P.’s practice is led by J Wesley Jones in Austin, who advises on technology financing, advising venture capital investors, private equity firms and investment banks. Supported by a strong IP practice and the firm’s global footprint, it represents sellers, purchasers, targets, and financial advisors in M&A and other transactions. Highlights included representing BMC in connection with its $300m acquisition of Numara Software Holdings. William Matthew Strock and Mark Kelly in Houston represented FMC Technologies in connection with its $281.3m acquisition of the remaining 55% interest in Schilling Robotics, a producer of remotely operated vehicles and other high-tech equipment and services for oil and gas subsea exploration and production. William Volk in Dallas, assisted Kinnser Software with $39.9m series A preferred stock financing. Key clients include Archipelago Learning, Bloomfire, Cancer Prevention and Research Institute of Texas, Noesis Energy and Quail Creek Oil Corp.
United States: Mergers, acquisitions and buyouts
Within Antitrust, tier 5
The level of service is ‘extremely high’ at Vinson & Elkins L.L.P., where the lawyers’ response times are ‘excellent’ and their knowledge of the subject matter is ‘very impressive’. Present in Texas, Washington DC and California, there are 50 lawyers focused on antitrust nationally, handling merger control, agency representation, criminal antitrust defense and civil litigation. Recent work saw a team of partners representing Huntsman International in cases alleging that the client (among other companies) conspired to fix the prices of titanium dioxide sold in the US since 2003. In the M&A sphere, Neil Imus (‘exceptionally easy to work with and adaptable to the tasks at hand’) advised foodservice packaging business Dart Container Corporation on its $1bn acquisition of Solo Cup Company. William Vigdor and Dionne Lomax are also recommended for merger work, but with respect to antitrust litigation, David Harvin is ‘particularly skilled at presenting motions, trying cases and providing overall strategy advice’. Craig Seebald and ‘fine young partner’ James Reeder co-chair the practice from Washington DC and Houston, respectively.
Within M&A: large deals ($1bn-5bn), Vinson & Elkins L.L.P. is a second tier firm,
Vinson & Elkins L.L.P. is involved in significant mergers, acquisitions and divestitures for multibillion-dollar public and private companies across a wide range of industries, including energy, airlines, infrastructure, chemicals, financial services, consumer goods and technology. The practice represented regular client, Norway-based Statoil, in its $4.7bn all-cash merger with Brigham Exploration Company, a publicly-traded, independent, exploration and production company; advised its longtime client, The Shaw Group, a Fortune 500 company with 25,000 employees around the world that serves the chemicals, environmental, energy, infrastructure and emergency response industries, in connection with the $3bn cash and stock sale to Chicago Bridge & Iron Co; and acted for Dart Container Corporation, a family-owned producer of single-use foodservice products, in its acquisition of Solo Cup Company, a manufacturer of single-use food and beverage products for the consumer/retail, foodservice and international markets, for $1bn. Other highlight deals included representing private equity client, TPG Capital, when it joined other investors, including GSO Capital Partners, EIG Global Energy Group and Magnetar Financial, to purchase $1.25bn of preferred interests of Chesapeake Cleveland-Tonkawa, a subsidiary of Chesapeake Energy Corporation; and represented Permian Mud Services, the parent to specialty chemicals companies, Champion Technologies and Corsicana Technologies, in its $2.2bn sale to Ecolab, a publicly-held maker of products for the industrial, healthcare, food service and hospitality industries. Houston-based Keith Fullenweider is the M&A/private equity practice group leader; Mark Proctor arrived in the New York office from Goldman Sachs.
Within M&A: litigation, Vinson & Elkins L.L.P. is a third tier firm,
Vinson & Elkins L.L.P. has handled significant and high-caliber M&A litigation in recent years. The practice advised Enterprise Products Holdings, in obtaining the dismissal of a complaint filed in Delaware Chancery Court, which alleged breach of fiduciary duties by the board of directors of the general partner of a master limited partnership, in relation to two transactions with affiliates that exceeded $10bn in value; and was lead counsel to Inergy, and others, in lawsuits that arose from a simplification transaction in which Inergy (LP) issued and exchanged its units for the publicly traded units of the owner of its general partner, Inergy Holdings (LP). Michael Holmes, in the Dallas and Houston offices, is a principal contact.
Within Private equity buyouts, Vinson & Elkins L.L.P. is a third tier firm,
A leader in energy and power deals, Vinson & Elkins L.L.P. had another strong year in 2012. Following its work for Riverstone Holdings, the firm has completed a series of deals for Carlyle (which formerly operated a joint-venture with Riverstone), including advising it on its joint venture with Sunoco to form Philadelphia Energy Solutions, designed to enable the Philadelphia refinery to continue operating. TPG Capital is another prominent client that the firm represented alongside several other investors on the $1.25bn acquisition of interests in Chesapeake Cleveland-Tonkawa. The team, led by Houston private equity partner Scott Wulfe, also advised Warburg Pincus on its joint $1.13bn investment alongside other investors in deep-water oil exploration company Venari Resources. Distressed investor Lone Star is another major client. The firm has seven partners in New York that have a primary focus on private equity transactions, and another 12 in Texas. Key partners include New York’s James Fox, who has developed strong connections to Riverstone and several other major private equity houses; New York partner Caroline Blitzer Phillips; Houston-based head of M&A and private equity Keith Fullenweider; fellow Houston partner Matthew Strock who frequently represents energy focused SCF Partners and White Deer Energy; and Dallas partner Winston Oxley.
Within Venture capital and emerging companies, tier 5
Vinson & Elkins L.L.P.’s eminent oil and gas reputation has led it to carve out a considerable market share of the technology sector that services the energy industry. Much of its work centres on corporate investors as well as traditional venture and angel funds. Life sciences, software, internet, cloud computing and social media are other areas of activity for the practice. The department is largely located in Austin where senior figure William Volk has represented Austin Ventures for well over 30 years. Austin partner J Wesley Jones is also recommended.
United States: Real estate and construction
Within Construction, tier 4
Vinson & Elkins L.L.P. is known for its expertise in high-profile projects, primarily within the energy and infrastructure sectors. The firm represents project owners, developers, professionals and EPC contractors on both transactional and litigation matters, and is described as having a ‘superior’ knowledge of the field. The team recently represented Fluor Corporation as appellate counsel to oversee the EPC firm’s appeal of a $100m damages award against it under tortuous interference and disparagement theories. Transactional experience includes its current representation of Apache Corporation in connection with the construction and procurement aspects of a multibillion-dollar LNG liquefaction facility in British Columbia. It has also served as project counsel to White Stallion Energy Center, a $2.5bn solid-fuel electric power generation facility. Practice head D Ferguson McNiel is ‘a world class construction lawyer’.
United States: Tax
Within Domestic tax: Central, Vinson & Elkins L.L.P. is a third tier firm,
The tax team at Vinson & Elkins L.L.P. provides ‘excellent service’. The team comprises seven partners in Houston, five in Dallas, one in Austin and a further three partners based in Washington DC, New York and London respectively. George Gerachis leads the team from the Houston office and is very highly regarded in the market. The team is active in the energy space and particularly strong in the formation and operation of master limited partnerships and has represented either the issuer or the underwriter in over 80% of all natural resource and real estate MLP initial public offerings since January 2012. Recent work includes providing tax advice to Caiman Energy in its sale of Caiman Eastern Midstream for $2.5bn to Williams Partners; David Peck led the advice. The firm also advised Triangle Petroleum in its $100m joint venture with First Reserve to form Caliber Midstream Partners; John Lynch was the key partner involved.
Within International tax, tier 4
Vinson & Elkins L.L.P. ‘consistently delivers good value’ and ‘reliable analysis’. George Gerachis heads the team and is appreciated for his client manner and collaborative approach in addition to his ‘depth of experience and high intellectual capacity’. With the largest concentration of partners in Texas, the practice is also represented in New York, Washington DC and London. Thomas Crichton, in the Dallas office, is ‘one of the top’ oil and gas tax attorneys in the US and advised Norwegian oil and gas company Statoil in connection with its acquisition of Texas-based Brigham Exploration for $4.7bn. Other practice clients include Korea National Oil Company, CNOOC International, Niska Gas Storage and Devon Energy.
Within Tax controversy, tier 5
Vinson & Elkins L.L.P. expanded its tax practice in Washington DC with the addition of two new partners in January 2013: Gary Huffman and Joe Garcia from Bingham McCutchen LLP. George Gerachis, recognised among lawyers and clients for his ‘knowledgeable, responsive and honest work’, heads the tax practice in the Houston office. The firm attracts clients nationwide for its expertise in the energy and hi-tech sectors. The ‘co-operative’ and ‘cost-conscious’ team has also significant experience representing multinationals, global high-net-worth individuals, partnerships, government entities and non-profits in all stages of tax controversy. Clients include 7-Eleven, BMC Software, GenON Energy, Halliburton Company, Hudson Advisors, Trinity Industries, University of Texas and Zimmer Holdings. Donald Wood, for federal litigation, and Glen Rosenbaum, in Houston for SALT, are both recommended.
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Offices in London
- Corporate and commercial : M&A: upper mid-market and premium deals, £250m+
- Corporate and commercial : Private equity: transactions
- Dispute resolution : International arbitration
- Projects, energy and natural resources : Oil and gas
- Projects, energy and natural resources : Power (including electricity, nuclear and renewables)
- Real estate : Construction
Offices in Moscow
Offices in Riyadh
- Finance : Capital markets: debt offerings
- Finance : Capital markets: equity offerings
- Finance : Capital markets: high-yield debt offerings
- Finance : Corporate restructuring (including bankruptcy)
- Finance : Project finance
- Industry focus : Energy: litigation
- Industry focus : Energy: regulatory
- Industry focus : Energy: transactions
- Industry focus : Environment: litigation
- Industry focus : Environment: transactional and regulatory
- Labor and employment : Employee benefits and executive compensation
- Litigation : Securities: shareholder litigation
- Litigation : Supreme Court and appellate
- Mergers, acquisitions and buyouts : Antitrust
- Mergers, acquisitions and buyouts : M&A: litigation
- Mergers, acquisitions and buyouts : M&A: large deals ($1bn-5bn)
- Mergers, acquisitions and buyouts : Private equity buyouts
- Mergers, acquisitions and buyouts : Venture capital and emerging companies
- Real estate and construction : Construction
- Tax : Domestic tax: Central
- Tax : International tax
- Tax : Tax controversy