Next Generation Partners

Firms To Watch: Corporate and M&A

Mission Legal handles corporate transactions, corporate finance and foreign direct investments. Managing director Mark Livingstone advises on market entry to multinationals and joint venture agreements.
At SCM Legal, the Yangon-based corporate team advises on corporate finance, restructuring matters and transactional work. Founding partners Chris Hughes and Stefan Chapman remain the key names for foreign investors in Myanmar. The team also provides business support services.
Wint & Partners handles corporate transactional work, particularly joint ventures, and spin-offs for foreign and local clients.

Corporate and M&A in Myanmar

Allen & Gledhill (Myanmar) Co., Ltd

Allen & Gledhill (Myanmar) Co., Ltd is the ‘go-to firm’ in Myanmar according to clients and has a well-established corporate  practice handling  international transactions and joint venture matters for companies in the banking and commercial sector. The group is overseen by Singapore and New York qualified managing partner Minn Naing Oo who is highly regarded by peers, and M&A expert Oh Hsiu-Hau in Vietnam. The group has been at the forefront of developing the insurance market and is noted for its work with several leading Japanese companies.  Jacqueline Cheong acts for private equity funds and other corporate clients on cross-border mergers and associate Lee Jun Yee works across the capacitance market regulatory framework. The team is able to leverage its offering in Singapore to handle Southeast Asia matters.

Practice head(s):

Naing Oo Minn  ;Hsiu-Hau Oh

Other key lawyers:

Jacqueline Cheong ;Lee Jun Yee

Testimonials

‘Multi-faceted, multi-skilled, diverse team with broad range of expertise and the only full-service firm one would need for the Myanmar market. A&G Myanmar has been our go-to firm for the past 6 years and counting.’

‘Minn Niang Oo (Managing Partner) is an extremely seasoned multi-jurisdiction qualified lawyer, who is an absolute asset where Myanmar legal expertise is concerned. He is ever responsive and ready to advise on corporate, regulatory, construction, insurance and dispute matters or is able to swiftly bring other local experts from his team onboard.’

Minn, had expert knowledge regarding Myanmar, and coaching our team on specific matters related to legal agreements, negotiating tactics, and possible outcomes. Minn was also available almost “at anytime” to discuss key items as they arose. Given COVID and the situation in Myanmar, all of our teams needed counsel while managing the business in a ‘one-of-a-kind’ environment.’

Work highlights

  • Advising Singapore’s sovereign wealth fund, GIC, on its acquisition of a minority interest in Myanmar’s Yoma Bank Limited (“Yoma Bank”). Yoma Bank is one of Myanmar’s largest lenders and was founded by Serge Pun in 1993. GIC will acquire approximately 20 per cent. of Yoma Bank.
  • Advised on the Joint venture with China Gezhouba Group Cement Co., Ltd and China Gezhouba Group Overseas Investment Co., Ltd in Myanmar to develop a limestone mine and a cement factory Advised YIG, as transaction counsel, in entering a joint venture agreement with China Gezhouba Group Cement Co., Ltd and China Gezhouba Group Overseas Investment Co., Ltd (collectively, “GZB”) to mine limestones and product cement products in Mandalay, Myanmar.
  • Advised Ant, as Myanmar counsel, on its US$73.5 million investment in Digital Money Myanmar Limited, a mobile payments company incorporated in Myanmar, in a joint venture with Norwegian-based Telenor group and Myanmar-based Yoma group.

DFDL Legal & Tax

At DFDL Legal & Tax, the full-service corporate group is housed in Yangon and focuses on inbound foreign direct investment for international clients across Asia, Europe and Australia. Managing partner William Greenlee handles domestic and regional energy and infrastructure projects; he jointly oversees the team with banking partner Nishant Choudhary who splits his time between Maynamar and Cambodia. Tax remains a core strength for the group, including tax planning, restructuring, and transfer pricing. Also in the team is Thida Aye who has over three decades of experience advising on commercial contracts and corporate finance for energy, telecoms, and aviation sector clients.

Other key lawyers:

Thida Aye

Testimonials

‘William Greenlee and his associates, particularly on tax in Myanmar, are unparalleled. True experts! ’

‘Wiliam Greenlee and Nar Wah, and Diberjohns Balinas are kind professionals, offering quick responses and solid advice. Knowledge of tax, in particular, is best of the best.’

Key clients

Amazon

Asian Development Bank

Australia and New Zealand Banking Group (ANZ)

Aviation Capital Group

AXA

Belgian Investment Company for Developing Countries (BIO)

Carlsberg

Chevron

Coca-Cola

Credit Bureau Asia

Cummins

Dai-Ichi Life Holdings

Development Finance Corporation

Facebook

Grab

General Electric

Mega Lifesciences

Osotspa Myanmar Company

Overseas Private Investment Corporation

Shun Feng (SF Holding)

State Bank of India

Sumitomo Corporation

Total Oil and Gas

United Oversea Bank

Woodside Energy

Work highlights

  • Acted as lenders’ counsel for both Cambodia and Myanmar advising a consortium of lenders in relation to a USD 2 billion financing for the Southeast Asian ride-hailing giant, Grab.
  • Advised on the Southeast Asian law aspects of the initial public offering of Credit Bureau Asia, a major regional credit and risk information solutions provider, which listed its shares on the Singapore Stock Exchange in December 2020, valuing the company at SGD 214 million.
  • After advising on the successful establishment of Osotspa’s energy drink manufacturing unit in in 2018-19, assisted Osotspa on phase two of its 360-degree business integration in Myanmar.

VDB Loi

VDB Loi’s well-regarded corporate practice has a track record advising on foreign investment, transactional mandates, and corporate lending, as well as strength in the energy, infrastructure and TMT sectors. Based in Yangon, the practice is led by Edwin Vanderbruggen with senior partners Jean Loi who handles tax related matters, and Anna Makosa comprising the core team, The group is the first port of call for government entities, multinational banks, and international investors.

Practice head(s):

Edwin Vanderbruggen ;Jean Loi   ;Anna Makosa

Testimonials

‘VDB Loi is dedicated to the developing markets of Southeast Asia including Myanmar. Since Myanmar has opened up in 2010, VDB Loi has been supporting the country’s development while offering comprehensive corporate services to Myanmar and foreign companies. The strong and diverse team at VDB Loi offers great services which CB Bank enjoys in many occasions.’

‘The experience and expertise of VDB Loi are deep and broad covering various sectors with strong understanding of Myanmar’s laws, regulations and unique challenges.’

‘They know the market very well and give good practical suggestions with clear recommendations.’

Work highlights

  • Advising the client on all aspects of a potential investment into a Myanmar fintech company.
  • Advised an international bank on a loan to a local tower company to finance expansion of the tower network.
  • Advised client in relation to market entry and investment, as well as assisting client in preparing and obtaining investment license and various corporate compliance matters.

Duane Morris & Selvam (Myanmar) Limited

Duane Morris & Selvam (Myanmar) Limited advises on commercial projects and general business law and is able to leverage its wide network to advise on English, Chinese, and Singaporean law. The group strengthened this offering by adding a dual qualified Malaysian and UK lawyer to the ranks in Myanmar. Krishna Ramachandra in Singapore oversees the group and advises investment banks, private equity funds, and issuers on M&A, compliance and regulatory work. On the energy side, special counsel Priyank Srivastava is a key name, and focuses on cross-border mergers and transactions for oil and gas projects.

Testimonials

‘This practice is unique to us as it operates in markets where we are operating and is in line with our expansion footprint. Its a well-rounded firm with various complementary specialisations.

‘It has very well qualified partners and associates who over deliver their promises and commitment to us as clients ’

‘Priyank doesn’t over complicate matters and isn’t afraid to advise us if whatever we intend to do doesn’t make sense while clearly highlighting the potential risks we would undertake if we were to go ahead.’

Key clients

Eco-Friendly Tower Company Ltd

Goldman Investment Int Holdings

Iceberg Holding

State Bank of India

OIL India Limited

Indraprashta Gas Limited

Vanguard Myanmar Company Limited

Beijing Deheng, Sichuan Petroleum and Natural Gas Construction Engineering Co.

Crown Agent Bank

Shwe Min Gan Finance Company

Sembcorp

Work highlights

  • Advising Eco-Friendly Tower Company Ltd, a Singapore and Myanmar conglomerate on its potential $800 million investment in a tower company. Undertaking a red-flag due diligence on the target involving over 1000 towers and voluminous material agreements.
  • Advising Goldman Investment Int Holdings, a PRC company on its approx. USD 100 Mil housing/commercial development project and joint-venture matters with a Myanmar conglomerate. The project involves a BOT arrangement with the Myanmar authorities. Our team advised on the project documentation as well as shareholder matters on structuring the equity/debt arrangements for the client.
  • Advising Iceberg Holding, a Singapore Oil & Gas retail holding company with its US$50 million financing and joint-venture plans in Southeast Asia. The transaction involves assisting with due-diligence on several local sites and advising on project documentation as to protecting client’s investments on retail outlets in Myanmar.

Kelvin Chia Partnership

Based out of Singapore, Kelvin Chia Partnership’s corporate practice has a mix of local and foreign qualified practitioners who handle commercial transactions, cross-border merger work, and joint ventures for an assortment of clients. Cheah Swee Gim in Yangon is the key contact in the group alongside Khin Leinmar Ban Aye, both advise on foreign direct investment projects and restructurings.

Practice head(s):

Cheah Swee Gim

Other key lawyers:

Khin Leinmar Ban Aye

Myanmar Legal MHM Limited

Myanmar Legal MHM Limited combines domestic and foreign qualified lawyers in its corporate group to cover inbound investments, international transactions and cross-border M&A. Leading Japanese clients continue to instruct the firm on Myanmar bound investments. Led out of Yangon, practice head Takeshi Mukawa advises on joint ventures and acquisitions, whilst co-head Kana Manabe has strength in handling regional mandates including in Cambodia and Laos. Also of note is Win Naing who hold various oil and gas comapnies as key clients.

Practice head(s):

Takeshi Mukawa ; Kana Manabe

Other key lawyers:

Win Naing

Testimonials

They have a well-experienced and diverse team. As we are a Japanese financial institution, their advice and deep understanding of Japanese insurance laws and regulations was quite helpful to us.’

‘This team has professional knowledge and skills. Especially it has strength on the local regulation.’

Key clients

AEON Mall Co., Ltd.

CB Bank PCL

Bangkok Bank Public Company Limited

Wacoal Holdings Corp.

Meeyahta Development Limited

Myanmar Wanbao Mining Copper Ltd

Nippon Life Insurance Company

Tokio Marine Asia Pte Ltd

Mitsui Sumitomo Insurance Company Limited

Myanmar Japan Thilawa

Toyota Myanmar Co., Ltd.

Mitsubishi Corporation

Work highlights

  • Advised AEON Mall Co., Ltd. on a joint venture with Myanmar’s largest shopping centre owner, manager and operator, to develop and operate shopping malls in Myanmar. This is one of the largest real estate development projects in Myanmar.
  • Advised Myanmar Wanbao Mining Copper Ltd, which operates the largest copper mining project in Myanmar, on a range of Myanmar law matters since its establishment, including land acquisition, labour, environmental and other compliance requirements.

Nishimura & Asahi

Nishimura & Asahi main client base continue to be leading Japanese multinationals navigating Burmese law including market entry, obtaining licenses, and transactional work. The group is led by Yusuke Yukawa in Yangon and has a speciality in negotiating and lobbying with the Myanmar government authorities on investment and trade matters. Kyi Chan Nyein is also of note and regularly consults with the Myanmar Government. The group works with its teams in Osaka and Tokyo on large international mandates.

Practice head(s):

Yusuke Yukawa

Other key lawyers:

Kyi Chan Nyein

Key clients

Japan International Cooperation Agency (JICA)

Ishii Hospital

Ministry of Construction of Myanmar

JETRO Yangon Office

Nippon Koei Co., Ltd.

Work highlights

  • Advised Ishii Hospital, that  is considering opening a hospital in Yangon, Myanmar, in cooperation with other investors. Conducted a comprehensive survey on the regulations for operating a hospital and are working on establishing the business entity via a joint ventures.
  • At the request of JICA, drafting the new insurance business law of Myanmar, which will be the basic law governing the country’s entire insurance sector.
  • Advised JETRO Yangon office, that is supporting Japanese SMEs investing in Myanmar by establishing a platform through which local experts, called “platform coordinators”.

Rajah & Tann Myanmar Company Limited

Rajah & Tann Myanmar Company Limited is ‘commercially minded and responsive’ according to clients and handles several high-profile mandates including advising Myanmars largest private equity firm on investments, financings, and merger work. The group has a strong Japanese practice and is also active in banking and finance matters, employment, and litigation. Practice head Chester Toh in Singapore advises Asian corporates on investments into Myanmar whilst co-head Min Thein (who previously served as a judge) advises international investors. The firm maintains its close working relationship with government authorities and regulatory bodies.

Practice head(s):

Chester Toh; Min Thein

Testimonials

‘Very commercial-minded, very responsive, very good knowledge of the industry ’

‘The firm is committed to the success of their clients (they are able to stand from their client’s perspective to provide sound advice). It is easy to reach them and their turn around time is very fast. Appreciate fee flexibility and working around tight timelines.’

‘They are very responsive, and provide a measured and balanced viewpoint. Instead of simply stating the law, they help us to weigh our options carefully and also advise us against taking certain actions which our management are keen on as it may jeopardise our position later on. It is like drawing up a game tree for us, letting us know what are the likely outcomes of each action, and helping us to decide the best way to move forward.’

Key clients

Dagon International Limited

Myanma Awba

BASF Corporation

Diageo

Best Oil and PT Power

Denko Trading

Maha Agriculture Public Company Limited

Eden Group

CNQC

NS Bluescope

Ericsson

The Coca Cola Company

Visa International

Myanma Apex Bank

Sompo Japan

Myanmar Distribution Group

KT Group

Htoo Group

KHG Holdings

Zaykabar

Max Myanmar Group

Forever Group

Shwe Taung Group

Ascent Myanmar Growth Fund Pte. Ltd.

Liberty Global Transaction Solutions

Myanma Apex Bank Limited

Far East Minerals Company Limited

MJW International Pte Ltd

Oversea- Chinese Banking Corporation Ltd (Yangon Branch)

Pluto Rising Pte. Ltd.

JCB Co., Ltd

Fujita Corporation

Tokyo Tatemono Co., Ltd

Dai-ichi Life Myanmar Co., Ltd

Kajima Corporation

Vessel Hotel Development Co., Ltd

Myanmar Mayson Industries Co., Ltd

ADK Myanmar Co Ltd

DIK Myanmar Co Ltd

Work highlights

  • Acted for Myanma Apex Bank Limited in the granting of banking facilities of up to $30m for the development of a subsea cable from Myanmar to Singapore.
  • Advised Liberty Global Transaction Solutions on Myanmar law aspects of the second-largest deal ever involving Myanmar assets.
  • Assisted Ascent Myanmar Growth Fund Pte. Ltd., the largest Myanmar focused PE firm in its minority investment in Frontiir Pte. Ltd.

Tilleke & Gibbins

Tilleke & Gibbins’s corporate group is now jointly managed by Ross Taylor who splits his time between Myanmar and Thailand, and Yuwadee Thean-Ngarm. The group acts for domestic conglomerates and multinational clients, and has a track record working across the TMT, intellectual property, and employment space.  Other types of work including foreign direct investment, corporate restructuring, and cross-border work is seamlessly handled via its offices in Southeast Asia. Senior associate Nwe Oo in Yangon deals with contentious work and litigates in courts.

Other key lawyers:

Nwe Oo

Key clients

Amore Pacific

Bloomberg

Centara International Management

Facebook

Heineken Myanmar

KBZ Bank

KBZ Group

Mundipharma

Myanmar Information Highway Ltd

RMA Group

Work highlights

  • Provided full legal assistance to a Thai listed company to support their proposal to acquire 100% equity interest in a licensed microfinance company in Myanmar.
  • Spearheaded a complete redesign of the corporate governance structure of Myanmar’s largest bank, advising on the implementation of best-practice international corporate governance policies and procedures across all of the client’s departments.

WongPartnership LLP

WongPartnership LLP is based entirely out of Singapore and is active in inbound investments and divestments work and is led by Christopher Chuah, who has strength in the construction and infrastructure area. The Group is able to leverage its regional footprint to handle work with China, Indonesia and Malaysia. Low Kah Keong leads the firms asset management and funds group, and Suegene Ang (who was previously the resident partner in Myanmar) advises on contractual work.

Key clients

Singapore Airlines

Enterprise Singapore, Yangon

Oversea-Chinese Banking Corporation Ltd, Yangon

Pan Pacific Hospitality Pte. Ltd

United Overseas Bank, Yangon

Denko Petrochemical Management Company Limited

Sumitomo Osaka Co., Ltd

DLA Piper (Hong Kong)

DLA Piper (UK)

Eversheds (UK)

Work highlights

  • Advising Singapore Airlines Limited on various Myanmar law matters – most recently, on labour law, compliance and regulatory issues relating to the introduction and implementation of a voluntary no-pay leave scheme and a compulsory no-pay leave scheme in Myanmar.
  • Advising Enterprise Singapore on various contractual matters, including the transfer of contracts compliance with labour laws, regulations and practices in Myanmar, and matters relating to real estate issues.
  • Acted for Sodexo Services Asia Pte. Ltd. (the “Purchaser”) in its acquisition of 61.8% of the issued and paid-up capital of Active Global Health Sciences Education Group Pte. Ltd. (the “Target”).

ZICO Law

ZICO Law is instructed by international investors and domestic companies on various transactional ‘firsts’ and foreign direct investment including brownfield and greenfield acquisitions. Practice head Maung Maung Thein, who previously served as the Deputy Minister of Finance, has over four decades of experience in the banking sector. He is supported by Geraldine Oh, who advises on commercial transactions and disputes pertaining to shareholders, company law, and banking.

Practice head(s):

Maung Maung Then; Geraldine Oh

Key clients

Supreme Group

Myanmar Singapore Hlegu

Accor Hotels

Digital Money Myanmar

Myanmar Japan Tobacco Co Ltd

Ayeyarwaddy Farmers Bank (A-Bank)

Work highlights

  • Advising A-Bank, a Myanmar based bank, on an M&A transaction being an acquisition of equity shares by Kasikorn Bank Thailand.

Baker McKenzie

Baker McKenzie’s corporate group provides a full-service offering to international investors and multinationals on inbound investment, transactional work, and is noted for its work in regulated industries. Practice head and managing partner of the firm Andre Gan in Yangon is the name for corporate work, whilst Kenneth See focuses on joint ventures and regulatory issues for financial services, technology, and infrastructure sector clients. Media and telecoms clients instruct the firm on tax issues.

Practice head(s):

Andre Gan

Other key lawyers:

Kenneth See; Chadd Conception

Testimonials

‘Personalized advice and very professional experience across all engagements. ’

‘Andre Gan is a personable and wonderful expert – Deeply enjoy working with him, along with Chadd Conception, and Kenneth See. ’

‘Open to sharing views and exchanging ideas on initiatives that our organisations could work on together’

‘Worked with Kenneth See, Partner in Baker McKenzie Limited’s Mergers & Acquisition Practice Group in Yangon. He was of great help in providing general advice on navigating and understanding sanctions imposed by the West on Myanmar and what this would mean for businesses operating in-market. ’

‘Baker’s Myanmar practice have provided strong support in challenging times. Work product is thoughtful and bills are reasonable. ’

‘Kenneth See – Partner – Very responsive and understand what client is looking for (walking in other’s shoes) – in depth legal research in legal advisory.

‘Chedd Concepcion – Senior Associate – Very attentive and always ready to give a hand to client 24/7, to product quality products.’

Kenneth See is our “go-to” person for our business matters in Myanmar. He is detailed and reliable in giving advise, communicative, and resourceful.’

Key clients

Yoma Strategic Holdings

Prudential Holdings Ltd.

Bridgestone

Colgate-Palmolive (Myanmar) Ltd.

Nielsen Holdings Plc

Work highlights

  • Advised Nielsen Holdings Plc on the separation of its Connect and Media businesses in its existing local entity in Myanmar.
  • Advised Colgate-Palmolive, as part of a multinational consumer products group, on its day-to-day business operations and corporate maintenance matters.

Luther Law Firm Limited

Luther Law Firm Limited’s internationally trained corporate team has extensive experience advising on investments, cross-border transactions, and joint venture matters. The team is overseen by managing partner Alexander Bohusch who is dual qualified in Germany and Singapore, and handles an assortment of taxation matters for multinationals and investor clients. Senior associate Thi Ha supports local authorities on contractual matters. The firm is able to leverage its in-house expertise across tax and accounting.

Practice head(s):

Alexander Bohusch

Other key lawyers:

Thi Ha