Myanmar

Allen & Gledhill is one of the most active regional law firms in Myanmar, representing prominent groups in diverse transactions and advisory work. Minn Naing Oo and Lee Yun Yee acted for three - Shinhan Bank, from South Korea, State Bank of India and E.Sun Commercial Bank, from Taiwan - out of four foreign banks - selected to offer wholesale banking services in Myanmar. The team assisted the clients in setting up their branch offices in Myanmar, drafting and reviewing their banking products documentation and reviewing and amending their internal and external banking policies to be compliant with Myanmar laws and regulations.

DFDL represents multinationals, foreign direct investors and global law firms that have no presence in Myanmar, including Standard Chartered Bank, International Finance Corporation (IFC) and Thai Samsung Electronics. William Greenlee is managing director of the Yangon office.

Kelvin Chia Yangon focuses on assisting clients with their investments in Myanmar and advising on local regulations. Lee Ying Ying heads its banking and finance department with more than 10 years of experience in corporate and commercial transactions. Its team focuses on investment structuring, regulatory compliance as well as drafting and reviewing transaction documents.

Mori Hamada & Matsumoto represented Japan Exchange Group on the joint venture agreement with state-owned Myanmar Economic Bank for the establishment of the Yangon Stock Exchange. Takeshi Mukawa was the lead partner in the matter. Mukawa has been advising clients on Myanmar’s recent microfinance business law in the past 12 months.

With its strong understanding of the Myanmar legal and operating market, full service firm Rajah & Tann NK Legal regularly acts for global groups and many Myanmar companies including Myanmar Distribution Group, KHG Holdings and Max Myanmar Group. Chester Toh represented Creation Myanmar Group in its joint venture with AEON, to develop AEON-branded supermarkets in Myanmar. This is the first successful joint venture in the retail sector in Myanmar. “Chester Toh has proven to be a trustworthy and professional lawyer,” says a client.

VDB Loi’s banking and finance group is led by Edwin Vanderbruggen. VDB Loi is one of the leading commercial law firms in Myanmar, regularly assisting global clients in various high-profile transactions. Jeffery Martin and Charles Magdelaine advised a foreign bank on a $100 million project financing deal. Vanderbruggen also advised an international financial institution in a large project financing deal where the team assisted from due diligence and restructuring to reviewing agreements and drafting relevant documents.

Spearheaded by William Greenlee, the construction and real estate practice team at DFDL has extensive experience in company establishment, joint ventures and real-estate financing. James Finch advised Four Rivers on the registration of a commercial real estate project and receiving financing from the Overseas Private Investment Corporation, a US government agency.  Finch and the team were involved in all aspects of negotiations including regulatory approval for the project.

Pedro Jose Fausto Bernardo leads the construction and real estate team at Kelvin Chia Yangon. Bernardo advised a multinational hotel chain on all legal and transactional matters, including drafting contracts and obtaining regulatory approvals, relating to its investment in a mixed-use development project in Yangon. The investment involves restoration and development of the Myanmar railway headquarters building and a heritage building into a five-star hotel.

VDB Loi, led by Edwin Vanderbruggen, is assisting the Korea Land and Housing Corporation with the formation of a joint venture with the Myanmar government for the development of an industrial complex. The team worked on investment licensing and concession negotiations on the joint venture. Vanderbruggen is also advising a Japanese construction company on the development of a retail, residential and commercial complex which is seen as a landmark project and is supported by the Japanese government.

Allen & Gledhill worked on a three-party joint venture between Mitsui, Behn Meyer and Myanmar Agribusiness Public Corporation to build a rice fertiliser plant in Myanmar. This was the first fertiliser manufacturing plant in the country involving foreign joint venture partners. Minn Naing Oo, the managing partner, and Hilary Ann Tseng, a senior associate, were involved in this deal. Oo also advised Mitsubishi Corporation on a joint venture with Capital Diamond Star Group to manufacture and distribute various food products.

Managed by Cheah Swee Gim, the corporate and M&A group at Kelvin Chia Yangon works on acquisitions and corporate structuring matters. The team frequently advises joint venture projects and acquiring investment permits in Myanmar. Gim advised a global transportation company on expanding its service to Myanmar. “The firm provides good memo on market entry for a technology company with very quick turnaround timeframe,” says a client.

Lucy Wayne & Associates advises on structuring and documenting corporate and M&A matters in various industries including retail, transport, technology, healthcare and investment funds. The firm expanded by hiring a senior foreign lawyer Kate Ballie with specialist expertise on investment and business operations in the ASEAN region. A client appreciates the firm: “Lucy Wayne & Associates is surefooted and has encyclopaedic knowledge with expertise in all areas of Myanmar law and practices.”

Mori Hamada & Matsumoto specialises in representing Japanese companies in Myanmar. Kana Manabe advised Fujifilm Holdings on obtaining regulatory approval from Myanmar government agencies, including customs authorities and the Department of Atomic Energy of the Ministry of Education for the import and local distribution of medical equipment. Takeshi Mukawa assisted Mitsubishi Corporation on a joint venture to establish a hospital in Myanmar, as well as other corporate services for its subsidiaries.

Rajah & Tann NK Legal is one of the most active law firms in Myanmar in corporate and commercial work. Chester Toh represented Viz Branz, one of the leading manufacturers of instant beverages in the region, in its $15.5 million joint venture with Myanmar GR, its local partner. Other key clients include Alipay, Coca-Cola and Google. “The team has been very responsive and helpful in enabling us to understand the various requirements of local Myanmar law and foreign investment options,” a client notes.

Tilleke & Gibbins’s corporate and M&A practice continues to grow as one of its core practices, mainly focusing on inbound and outbound work between Thailand and Myanmar. Yuwadee Thean-ngarm and Nwe Oo advised Bangkok Polysack, a subsidiary of a large Thai regional packaging company, in its establishment of a company and factory in Mandalay. The team assistance included dealing with all the documents and necessary applications as well as conducting legal due diligence and obtaining regulatory approvals.

Edwin Vanderbruggen at VDB Loi advised Myanmar’s Ministry of Electricity and Energy on the formation of a joint venture for the importation, storage, distribution and wholesale of liquefied petroleum gas (LPG). The firm also assisted Carlsberg in convincing authorities on the merits of allowing foreign investment in the distribution sector. Foreign investment is normally only allowed in certain segments.

Headed by Samuel Britton, the corporate practice at ZICOlaw provides a range of services on structuring, market entry and joint ventures. Geraldine Oh, a senior associate, advised Myanmar National Telecom Holding Company and Star High Public Company in relation to a joint venture agreement and technical management and services agreement in their joint venture with Viettel Global Investment Joint Stock Company to operate the Fourth Telecoms Operator (My Tel) in Myanmar.

Tilleke & Gibbins is recognised for its dispute resolution and litigation ability in the region, regularly representing global subsidiaries and Thai corporations in Myanmar. Yuwadee Thean-ngarm and Sher Hann Chua assisted a well-known German vehicle manufacturer in a domain name dispute, issuing a cease and desist letter to the domain name squatter followed by negotiations to buy the domain name from them.

The dispute resolution and litigation practice at U Tin Yu & Associates is headed by Tin Yu. He worked on a dispute over a breach of investment, involving one of the biggest transportation projects in Myanmar where its client made an initial investment in procuring the project and the local partner breached his promises.

Allen & Gledhill’s energy, infrastructure and projects practice in Myanmar is overseen by Minn Naing Oo. The team has cross-border experience in the Asia-Pacific region, representing governments, contractors and sponsors. The team frequently advises on project documentation, project financing, plant operations and maintenance.

As one of the leading energy firms in Myanmar, DFDL advises local and regional energy and power plant companies on both onshore and offshore blocks as well as project financing deals. William Greenlee, the head of the Myanmar office, represented Petroleum Brunei throughout the successful bidding process for onshore oil and gas blocks and assisted in setting up subsidiaries in both Singapore and Myanmar. He also advised Beshneft, a Russian oil company, on the bidding process for an onshore block as well as providing legal and tax support to prepare for its exploration operations. James Finch advised one of the largest oil and gas projects operating offshore in Myanmar on all aspects of transfer of the client’s interest in the project to a foreign buyer, including regulatory matters, contract work and structuring.

Lucy Wayne of Lucy Wayne & Associates represented National Energy Puma Aviation Services (NEPAS), an aviation fuel joint venture, on the import, storage and distribution of jet fuel project. The team advised on documentation including the storage contract and the engineering, procurement and construction (EPC) contract. Wayne also advised Puma Energy on the structuring and documenting of a project for the import and distribution of petroleum products.

Rajah & Tann NK Legal acts for not only international clients but also for many Myanmar companies involved in large-scale real estate development projects such as Junction City, Sule Square, Landmark, Kanthayar and HAGL Myanmar Plaza. The firm is the first law firm to make an application and secure a permit from the Thilawa Special Economic Zone Management Committee following the formation of the Thilawa Special Economic Zone.

Edwin Vanderbruggen, a senior partner at VDB Loi, advised on a 200 megawatt (MW) combined cycle gas turbine (CCGT) power plant project, the largest such project in the country. Vanderbruggen also assisted co-sponsors with project due diligence and regulatory advice on the 485MW CCGT project at Thaketa, the largest gas-fired power plant concession in Myanmar.

Tilleke & Gibbins is a well-established regional firm, with one of the strongest IP practices in the ASEAN region. “The IP team, especially Sher Hann Chua, is always responsive and provides practical advice,” says a client. Yuwadee Thean-ngarm and Nwe Oo represented a French clothing company in its claim as the rightful owner of its trade mark in Myanmar against a local retailer, whose mark was similar to the mark legitimately created and owned by the client. Thean-ngarm also acted for an international clothing brand on an anti-counterfeiting matter against a local retailer.

Tilleke & Gibbins bolsters a solid relationship with technology, media & telecoms (TMT) leaders, backed by its robust IP practice. Santhapat Periera and Yuwadee Thean-ngarm advised one of the world’s largest social networks on Myanmar Wi-Fi and telecommunications laws and regulations as part of their plan to apply for licences for the establishment of a subsidiary in the country. Nwe Oo advised a venture-funded start-up company, which develops and markets software and services, on data protection laws and regulations, enforcement by the courts and privacy policy. 

Headed by Edwin Vanderbruggen, the IT, telco and media practice at VDB Loi plays important roles in many complex and landmark matters in Myanmar. “[The firm’s] legal advice [is] highly practical and realistic. VDB Loi is able to understand the situation and prescribe advice for the best of its clients,” a client notes. Vanderbruggen acted for Amara Communications in obtaining one of the first auctioned spectrum licences in Myanmar, a landmark event that unlocks entrances for 4G Long Term Evolution (LTE) services in the country. This was the first time the Myanmar government has licensed spectrum through a competitive auction process.

Regional firm Allen & Gledhill advised on various telecommunications infrastructure and power plant deals during the year. Minn Naing Oo and Lee Jun Yee advised the Overseas Investment Private Corporation (OPIC), the US government’s development finance agency, on its $250 million financing for the Apollo telecommunications towers in Myanmar. The team also assisted Oversea-Chinese Banking Corporation (OCBC), Maybank, UOB and Bangkok Bank on its $40.2 million syndicated financing to OCK Yangon for the construction of 920 telecommunications towers for Telenor, a Norwegian mobile operator. This deal was the first, and largest, syndicated loan by onshore foreign banks since the country’s financial markets were opened to foreign banks in 2015.

The projects and infrastructure practice at DFDL is one of the core practices at the firm, comprising some of the firm’s most experienced specialists in the team. William Greenlee advised Sika, a Swiss multinational in the infrastructure industry, on its Myanmar market entry. The team is assisting in the obtaining of necessary government permits, legal documents and the incorporation of a Myanmar subsidiary. “DFDL has a deep knowledge of local situation and laws and the lawyers are able to provide practical and prompt action towards matters,” says a client.

“As a foreign law firm, Kelvin Chia Yangon has been in the market for a very long time and has developed expertise in the [project and infrastructure] field. They know the Myanmar context well,” one client remarks. As the oldest foreign law firm in Myanmar, the firm boasts some of the most experienced lawyers assisting both local and foreign clients in transportation transactions and investments in infrastructure, plants and facilities. The team is also proficient in dealing with special economic zones, port and oil terminal related work.

Rajah & Tann NK Legal has played a notable role in cross-border deals involving Myanmar, particularly for Singaporean, Japanese and Chinese clients. Shemane Chan advised a client on its tender for the construction and operation of a modern multipurpose international jetty and revetment in Thilawa Port Terminal. U Nyein Kyaw advised Min Dhama Company on its joint tender with Oxley Holding and Sino GreatWall Company for the redevelopment of Yangon Central Station.

VDB Loi’s energy and infrastructure team advised Posco Daewoo on its 75 MW gas-fired power project in Bago, including drafting and negotiating the concession document, and working on the investment structure and drafting power purchase agreement. The firm also acts for Ranhill Holdings, a Malaysia-based company with interests in the environment and power sectors, on negotiation of a memorandum of agreement (MOA) for a 400MW combined cycle gas turbine (CCGT) power plant in Myanmar.

ZICOlaw’s projects and infrastructure team is led by Samuel Britton. He advised a Myanmar based agricultural company in its negotiations of agreements (power purchase agreement, land lease agreement, joint venture agreement and feedstock supply agreement) relating to the development of an integrated project site containing a rice mill and biomass power plant. Mohd Sofiyuddin Ahmad Tabrani joined as a partner in February 2017.

VDB Loi’s taxation department is led by Jean Loi. Most of the firm’s tax work comes from its energy and infrastructure practice. Loi advised a Myanmar energy company on tax structuring, custom duty, indirect taxes on the importation of natural resources and other tax implications concerning the client’s proposed project in Myanmar.