Firms To Watch: Structured finance and securitisation

Christopher Whiteley's recruitment from Ashurst and Kingsley Ong from Eversheds Sutherland is major statement of intent for CMS, and provides the firm with expertise on the ground in Hong Kong. Whiteley is a highly regarded and respected lawyer specialising in structured finance and derivatives and certainly has the potential to develop a strong brand in the region, particularly in light of his OTC derivatives expertise.

Structured finance and securitisation in Hong Kong

Allen & Overy

Allen & Overy's team demonstrates 'market-leading technical excellence' in complex cross-border deals involving different types of financing, including margin loans, derivatives and structured notes. Its client roster includes banks and securities firms, as well as a growing number of buy-side entities. The firm's breadth and depth of expertise is reflected by the ability of the Hong Kong team to work alongside practitioners in ancillary disciplines, including capital markets and regulatory. The team's increased involvement in crisis-related matters (a corollary of the impact the pandemic has had on the market) has also required significant input from restructuring lawyers. Ross Stewart is 'very strong on derivatives and structured products', both from a transactional and regulatory perspective. In addition to being prominent in many of the most significant equity financing transactions in Asia Pacific, he is also at the forefront of the firm's efforts at developing and rolling out proprietary IT solutions for clients of the firm, including the firm's well-received TransforMatrixplatform. Yvonne Siew, who co-heads the team with Stewart, is active in complex structured finance transactions, including total return swaps and margin loans.

Practice head(s):

Yvonne Siew; Ross Stewart

Other key lawyers:

James Yao ; Roger Lui

Testimonials

The team has market-leading technical excellence.’

Ross Stewart is very strong on derivatives and structured products.’

Roger Lui is excellent for structured finance.’

Ross Stewart and Roger Lui are both technically strong, but also inventive, commercial and with good client skills.’

Key clients

Australia and New Zealand Banking Group

Bank of America Merrill Lynch

Citi

Morgan Stanley

Deutsche Bank

Goldman Sachs

HSBC

J.P. Morgan

Guotai Junan

Standard Chartered Bank

Huatai Securities

Clifford Chance

Clifford Chance's team in Hong Kong has 'in-depth knowledge of local regulation, as well as the ability to tap into its global network'. It is a popular choice among a plethora of global and regional banking institutions, with it being able to advise on the structuring of the gamut of derivatives, securitisation and structured finance products. Under the leadership of the 'technically strong' Francis Edwards, the group has been particularly active recently advising banks on repackaging transactions, including note issuances linked to partnership interests or shares in hedge funds. In addition to handling mandates related to structured credit and structured corporate equity, the team has also recently handled an increased volume of work for US banks in relation to over-the-counter (OTC) derivatives. Dividing his time between the firm's Hong Kong and Shanghai offices, the 'extremely thorough and very responsive' Terry Yang has deep knowledge of the transactional and regulatory complexities associated with the mainland China market and is consequently a popular choice for buy and sell-side clients across range of derivatives and structured products from an inbound and outbound perspective.

Practice head(s):

Francis Edwards

Other key lawyers:

Terry Yang; Lin Lu ; James Vincent

Testimonials

The team has an in-depth knowledge of local regulation, as well as the ability to tap into its global network.’

The team has strong technical capabilities and can also leverage their strong securitisation practice in London.’

Depth and breadth. All team members from senior to junior are available, reliable and highly competent.’

Francis Edwards is technically strong, knows the market and has outstanding client skills.’

Francis Edwards is responsive and very detailed oriented.’

Francis Edwards has particularly strong client skills, and also has a good overview of the market.’

Terry Yang – extremely thorough in his explanations and very responsive.’

Key clients

Credit Suisse

Mizuho

Work highlights

  • Advising Credit Suisse on the establishment of a new collateralised repackaging programme.
  • Advising Mizuho Securities on the establishment of a new collateralised repackaging programme.
  • Advised Credit Suisse on more than $500m multi-tranche loan repackaging transaction and total return swap.

King & Wood Mallesons

King & Wood Mallesons' team in Hong Kong is jointly led by Richard Mazzochi and the ‘very impressiveMinny Siu. In addition to advising clients on a standalone basis, it is also able to draw upon the vast resources of the firm in mainland China to cover a full spectrum of issues. The group has ‘the trust and respect of the major industry players’ across a wide range of regulatory and transactional matters associated with the structured finance and securitisation market. Particular strengths include advice on RMB structured products and related regulatory issues. The team has a dominant position acting for issuers in the retail structured products market. The ‘very knowledgeable and well-connected‘ Siu, in particular, has been pivotal to the firm’s success in this area and she has also been at the vanguard of the development of the growing listed retail structured products space. Leveraging his broader banking and finance competence, Mazzochi is also very well-versed in structured finance matters, as well as securitisation mandates, where he regularly acts for trustees.

Practice head(s):

Richard Mazzochi; Minny Siu

Other key lawyers:

Angus Sip

Testimonials

‘The team has extensive experience in advising on derivatives, listed and unlisted structured products.’

‘Their strengths are a deep understanding of the market for listed and unlisted structured products, a capacity for in-depth research into overseas markets and rules, the trust and respect of the major industry players in Hong Kong and the ability to express complex issues in plain language.’

‘They are very client-oriented and it is a pleasure to work with them. Their particular strengths are a deeper understanding of structured products and a greater willingness to see the issues that are important to the regulator.’

‘The firm has an incredible position in the retail structured product market (whether that’s ELI or listed warrants). The team also covers MTN programmes and Certificate of Deposits. It has also made good headway into high value bespoke/first of kind structured finance work.’

‘Minny Siu is a very knowledgeable, well-connected and down-to-earth derivatives lawyer. She always endeavours to provide pragmatic solutions to resolve complicated issues and does not mind going the extra yard.’

‘The very impressive Minny Siu is a retail product expert, a PRC law/regulatory specialist and structured finance innovator all at once.’

Minny Siu has deep regulation and policy understanding, as well as product knowledge. She is very capable of advising clients on innovative product developments.’

Angus Sip is highly technical, client-oriented and easy to work with on difficult issues. I very much appreciate his responsiveness, commerciality and commitment to getting the deals done.’

Key clients

International Swaps and Derivatives Association

The Stock Exchange of Hong Kong Limited

The World Bank

International Finance Corporation

Asian Infrastructure Investment Bank

China Construction Bank

Guotai Junan Securities (Hong Kong) Limited

HSBC

Goldman Sachs Structured Products (Asia) Ltd.

J.P. Morgan Structured Products B.V.

Morgan Stanley Asia Products Limited

Haitong International Securities Company Limited

Bank of New York Mellon

Barclays

China Minsheng Banking Corp., Ltd

Bank of China

Financial Services Development Council

Linklaters

Linklaters' 'well-rounded' team exhibits 'outstanding professionalism and efficiency', as is evidenced by its work for financial institutions, funds, capital markets infrastructure providers and trade bodies. The group's expertise spans the full range of regulatory and transactional matters associated with derivatives, structured products and securitisation throughout Greater China and the wider Asia Pacific region. The firm 'always works at the leading-edge of the market' and excels at handling innovative, cutting-edge deals, in addition to helping clients navigate the ever-evolving regulatory landscape across the region. The 'professional, efficient and patient' Chin-Chong Liew has excellent credentials in the market, with her deal experience spanning a range of sophisticated derivatives and structured finance matters. Also recommended is the 'technically strong and solutions-driven' Victor Wan, whose varied workload includes advice on cash and synthetic securitisations, structured credit transactions, structured repos and securities loans. Andrew Malcolm has vast experience of a range of listed and OTC structured products and derivatives. Counsel I-Ping Soong has a focus on OTC derivatives-related regulatory advice, and 'helpful and patient' managing associate Ying Zhou is another key individual. Mary Matson is also recommended.

Testimonials

‘The most experienced team with outstanding professionality and efficiency on structured products and private placement. Linklaters always works at the leading edge of the market, such that very often share with us information about market trends and product development.’

One thing that really stands out is their approach to billing. They are totally flexible on fees, which is unusual and greatly appreciated. We try to pay lawyers as much as the deal allows, and it is incredibly refreshing to deal with a law firm that clearly prioritises relationship over dollars, understanding that the dollars will eventually flow from the relationship.’

They are a good, well-rounded team.’

Chin-Chong Liew is the longstanding market leader in this specialized area and plays a pivotal role for the industry body – ISDA.’

‘Victor Wan and Bernard Chain are very solid lawyers who are technically strong, solutions-driven and pleasant to deal with. Victor is very experienced across a broad range of DCM products, and gives really clear and sensible advice – he’s a safe pair of hands and is a pleasure to work with.’

‘The outstanding Ying Zhou is always very helpful and patient.’

‘Karen Lam is outstanding.’

Key clients

Dalian Commodity Exchange

Zhengzhou Commodity Exchange

Shanghai International Energy Exchange

China Financial Futures Exchange

China Foreign Exchange Trading Center

BNP Paribas

ISDA

Bond Connect Company Limited

Work highlights

  • Continuing to advise Shanghai International Energy Exchange (INE), China Financial Futures Exchange (CFFE), Dalian Commodity Exchange (DCE), Zhengzhou Commodity Exchange (ZCE) and China Foreign Exchange Trading Center (CFETS) on an ongoing basis regarding issues in relation to their internationalisation and admissions of foreign members and investors.
  • Assisted the QFIIs with reviewing their agreements with onshore securities brokers and depository banks in relation to the QFII regime, which was reformed in 2020.
  • Advised the joint lead managers on the issuance of $450m high yield notes by Clifton Limited, which involves a repackaging of rupee-denominated bonds.

Ashurst

The ‘responsive and highly technical‘ team at Ashurst provides ‘innovative financing solutions‘ to Chinese and international buy and sell-side stakeholders across a range of derivatives and structured finance products. Team head Patrick Phua has an excellent perspective of regulatory and transactional matters relating to the onshore and offshore derivatives market, and is one of many in the team that has strong relationships with Chinese financial institutions. The arrival in November 2020 of Jonathan Chapman from King & Wood Mallesons has enhanced the firm’s ability to service international financial institutions, particularly on fixed income derivatives work. In addition to being adept at advising on sell-side matters, ‘very engaging and responsive‘ partner Priscilla Chen is well-known for her work on behalf of Chinese institutions as buyers of risk.

Practice head(s):

Patrick Phua

Testimonials

‘Responsive, very good technically and easy to work with.’

‘Their presence in Hong Kong and mainland China avails Chinese clients of innovative financing solutions and related legal advice.’

Work highlights

  • Advised a group of leading PRC banks for bespoke loan hedging for a power plant project finance in Bangladesh.
  • Advised a number of leading global investment banks entering into hedging arrangements in respect of the issuance of a high yield “green” bond by a Singapore private company.
  • Advised a leading Hong Kong securities company in amending the settlement mechanism of loan-linked structured notes issued under a repack note programme and early redemption of the notes and transfer of the underlying loan commitment.

Latham & Watkins LLP

Posit Laohaphan leads Latham & Watkins LLP's team in Hong Kong, which has a strong track record advising top-tier investment banks on cross-border equity derivatives and equity-linked transactions. Clients such as UBS, Bank of America and Credit Suisse turn to the firm for advice. The team regularly handles margin loan facilities for arranger banks secured against Hong Kong listed companies. The firm also acts for PRC companies listed in the US. In addition to being noted for his derivatives prowess, Laohaphan's expertise also extends to handling structured finance and securitisation matters across Asia, including matters with a nexus to Thailand.

Practice head(s):

Posit Laohaphan

Testimonials

Posit Laohaphan is extremely well-regarded.’

Key clients

Bank of America

Credit Suisse

Citibank

Deutsche Bank

Morgan Stanley

JPMorgan

Goldman Sachs

UBS

HSBC

Macquarie

Tiang & Partners

Since its establishment in 2017, Tiang & Partners (an independent Hong Kong law firm that works closely with PwC) has developed a strong reputation for securitisation work. Team head Michelle Taylor has been instrumental in the firm picking up work from foreign banks in relation to securitisations involving a range of asset classes, including credit card receivables and auto loans. Taylor has a particular specialism in handling work with a nexus to Korea, although her broader practice involves matters spanning the whole of the Asia Pacific region.

Practice head(s):

Michelle Taylor

Other key lawyers:

Kevin Tsang; David Law

Testimonials

The team is technically very strong and provides great client service. There is also a lot of partner involvement and you know you are in good hands with this team.’

Michelle Taylor has a very loyal following amongst the arrangers and originators.’

Kevin Tsang is a rising star who is practical and very hardworking.’

Key clients

DBS Bank

Work highlights

  • Advising DBS Bank as the arranger and Citicorp International Limited as the note trustee on the offering of asset-backed notes arising from the securitisation of certain credit card receivables originated by KB Kookmin Card.

Dentons Hong Kong

Dentons Hong Kong's practice is led by the 'extremely experienced and knowledgeable' Jeffrey Chen. With the group being able to tap into the local law expertise of practitioners based in other offices across the Asia Pacific region, it is well-placed to advise handle complex cross-border, receivables-backed bespoke private transactions. Chen is noted for his experience of 'disentangling and teasing out the complexities of structured finance, and particularly CLOs and CDOs, issued before and after the financial crisis in the Hong Kong and PRC regional Asia Pacific capital markets'. 

Practice head(s):

Jeffrey Chen

Other key lawyers:

Man Chiu Lee

Testimonials

We worked with the team of Jeffrey Chen in the Hong Kong offices. We were attracted to this team because of Jeffrey’s pioneering role in disentangling and teasing out the complexities of structured finance, and particularly CLOs and CDOs, issued before and after the financial crisis in the Hong Kong and PRC regional Asia Pacific capital markets.’

Jeffrey Chen is a standout in the field.’

Jeffrey Chen is extremely experienced and knowledgeable in his field. There are not many firms with a lawyer of his calibre and his type of experience in this very specialised field of structured credit.’

Key clients

Beijing Public Housing Center

CLSA Capital Partners (HK) Limited

Lending Ark Asia Secured Private Debt Fund

Work highlights

  • Acted as international counsel to Lending Ark Asia Secured Private Debt Fund and CLSA Capital Partners (HK) Limited in its capacity as Arranger and Sole Initial Investor in the structuring, negotiation and documentation of KRW-Linked Secured Fixed Rate Notes due 2022/2023 issued by Galapagos Co. Ltd.
  • Represented Beijing Public Housing Center, as international counsel and PRC counsel, on the global offering of its $300m 1.90% Guaranteed Bonds due 2026 under Regulation S, and to be listed on the HKEx and MOX.

Eversheds Sutherland

Eversheds Sutherland‘s five-strong team has strong connections with a wide range of clients, including arrangers, collateral managers, originators and trustees. Its work covers a myriad of securitisation and structured finance deals across multiple jurisdictions in the region. Fluent in English, Mandarin and Cantonese, Ong has a strong reputation advising on default-related work and excels in unwinding and closing out distressed/defaulted securitisations, derivatives and structured products. Recently promoted senior associate Polly Chiu is recommended.

Other key lawyers:

Simon Barrell; Polly Chiu

Testimonials

It is a capable DCM/banking team with a distinct edge in securitisation. Its track record and involvement in countless well-profiled deals speak for their sophistication and strong ability to execute complex projects.’

Simon Barrell is a very knowledgeable and experienced lawyer.’

Key clients

Bank J. Safra Sarasin Ltd

BOCI Leveraged & Structured Finance

Citibank

Citicorp International Limited

CMB International Finance

CMB International Securities Limited

CMBI Global Markets Limited

China Merchants Securities

Crédit Agricole Corporate and Investment Bank

DBS Bank

Glory Sun Securities Limited

Haitong International Securities

Hong Kong Capital Finance Corporation

HSBC

Li & Fung

Prudential Group

Siegfried Service Limited

Tian Lun Group Ltd/ China Tian Lun Gas Holdings Limited

Work highlights

  • Advised Siegfried (as originator, servicer, transaction administrator) on a $1bn trade receivables securitisation tap programme.
  • Acted as lead transaction counsel for a leading Hong Kong money lender on a HK$2bn RMBS.
  • Advised a leading Hong Kong-listed property development conglomerate on its successful HK$1.75bn debt restructuring.

Mayer Brown

Forming an integral part of the firm's global securitisation and derivatives offering, Mayer Brown's Hong Kong-based team excels at advising a range of clients on cross-border mandates, including arrangers, issuers and sponsors. Triple qualified in Hong Kong, New York and UK, Vincent Sum  is an excellent resource for clients requiring multijurisdictional opinions and he is noted for his derivatives expertise, including from a synthetic perspective. Asset finance specialist Richard Stock heads up the firm's overarching banking and finance team and has niche expertise handling structured finance deals in the aviation sector. The arrival in July 2021 of Philip Hyde  from K&L Gates enhanced the firm's capabilities across a range of structured finance, derivatives, and securitisation mandates, particularly in light of his excellent credentials advising trustees.

Practice head(s):

Richard Stock

Other key lawyers:

Vincent Sum; Philip Hyde 

Testimonials

Vincent Sum is able to cover both US and Hong Kong deals making the process much more efficient.’

Vincent Sum is focused on fostering strong long-term client relationships.’

Simmons & Simmons

At Simmons & Simmons, the arrival of ‘technically strong and user-friendly’ securitisation expert James Pedley from Clifford Chance in May 2020 was a major fillip for the practice. Pedley has strong traction among banks, asset managers and corporates in the region. In addition to being noted for his substantial local regulatory/market knowledge, he has ‘cutting-edge experience‘ from his previous time spent in London. Jonathan Hammond heads up the practice.

Practice head(s):

Jonathan Hammond 

Other key lawyers:

James Pedley; Anna Burns

Testimonials

James Pedley is a very hands-on partner who brings with him a unique combination of local regulatory and local market knowledge in this developing segment of the market. He has a unique combination of in-depth local regulatory and local market knowledge having come from London and also bringing the cutting edge experience from developed markets from other parts of the world.’ 

James Pedley is technically strong and user friendly.’

Key clients

Credit Suisse

UBS

Standard Chartered

Work highlights

  • Advised Credit Suisse on high value off-balance sheet bond secured note issuances issued out of an Irish-based issuance platform.
  • Acted for Standard Chartered Bank on a securitisation of its trade finance book, the largest public cross-border securitisation in Asia in 2020.
  • Assisting Asia Securities Industry & Financial Markets Association and a substantial number of bulge bracket banks with responding to Securities and Futures Commission’s Consultation Paper entitled “Consultation on proposals to (1) implement an investor identification regime at trading level for the securities market inHong Kong and (2) introduce an over-the-counter securities transactions reporting regime forshares listed on the Stock Exchange of Hong Kong.