asialaw Profiles 2019 Rankings – NOW LIVE
September 21, 2018
asialaw Profiles 2019 Rankings – NOW LIVE
Philippines
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PHILIPPINES: Recent key legal developments
ACCRALAW
What were the most important legal developments in the last 12 months and how might they affect businesses?Some of the significant legal developments in the last 12 months that affect businesses are as follows:
- Republic Act No. 11032—also known as the Ease of Doing Business and Efficient Government Service Delivery Act of 2018—took effect on 17 June 2018. This law aims to adopt a programme for simplified requirements and procedures that will reduce red tape and expedite business and non-business related transactions in government. The law requires government agencies to adopt a Citizen’s Charter that provides: a comprehensive and uniform checklist of requirements for each type of application or request; the procedure to obtain a particular service; the persons responsible for each step; the maximum time to conclude the process; the documents to be presented by the applicant; the amount of fees and the procedure for filing complaints; and prescribes the period within which government offices shall act on applications or requests, which shall not be longer than three working days for simple transactions and seven working days in case of complex transactions. In relation to the processing of local business licences or clearances, the local government units are mandated to implement a single or unified business application form and to provide for a one-stop business facilitation service, among others. It is expected that with this law, it will be easier and faster to set up businesses in the Philippines and to obtain the licences necessary to operate such businesses.
- The Philippine Competition Commission (PCC) by virtue of PCC Memorandum Circular No. 18-001, which took effect on 18 March 2018, increased the threshold of the transaction value of mergers and acquisitions that are covered by the mandatory merger notice requirement under the Philippine Competition Act. From the original P1 billion ($19 million) threshold, the PCC increased the amounts to: (a) P5 billion ($94 million) with respect to the value of the gross revenues and or assets that any of the parties to the transaction (and the entities they control) should have in the Philippines; and (b) to P2 billion ($37.5 million) with respect to the size of the transaction, namely the gross revenues or assets of the target or the entities being acquired in the Philippines. If a transaction meets the aforementioned threshold amounts, a mandatory merger notice needs to be filed with the PCC and the parties cannot close the transaction until the PCC gives its clearance.
- The Bangko Sentral ng Pilipinas (BSP) passed certain amendments to the Manual of Regulations on Foreign Exchange Transactions, including BSP Circular No. 984, which provided for some policy reforms. In particular, the requirement for prior BSP approval for purely private sector loans—those without guarantee from/exposure to any public sector entity—was lifted, such that these loans now only need to be registered with the BSP to allow use of banking systems to source foreign exchange needed to repay loans. The requirements to support applications for registration and purchase of foreign exchange from the banking system were also substantially trimmed down and the form of documents liberalised. These reforms should help facilitate transactions of companies in sourcing foreign exchange from the banking system that are needed to service foreign loans, repatriate capital or remit dividends.
The main restrictions on foreign investment are those provided for in the constitution of the Philippines and other specific laws which have been consolidated under the Foreign Investment Negative List, the latest of which is the Tenth Regular Foreign Investment Negative List (issued on 29 May 2015). The government is mandated to update the Foreign Investment Negative List every two years so it is expected that the latest list will be issued soon.
As a general rule, non-Philippine nationals may own up to 100% of domestic market enterprises unless foreign ownership therein is prohibited or limited by the constitution and existing law or the Foreign Investment Negative List.
The Foreign Investment Negative List has two component lists. List A enumerates the areas of activities reserved to Philippine nationals by mandate of the constitution and specific laws. List B contains the areas of activities and enterprises regulated pursuant to law; (a) which are defence-related activities; or (b) which have implications on public health and morals, such as the manufacture and distribution of dangerous drugs, all forms of gambling, nightclubs, bars, beer houses, dance halls, sauna and steam bathhouses and massage clinics.
Moreover, small and medium-sized domestic market enterprises—those which produce goods for sale, or render services to the domestic market entirely, or if exporting a portion of their output fail to export at least 60% thereof—with paid-in equity capital less than the equivalent of $200,000 are reserved to Philippine nationals. In other words, for foreign nationals to own more than 60% or up to 100% of local entities engaged in domestic market enterprises, which are not covered by the Foreign Investment Negative List, the local entity should have an initial paid-in capital of at least $200,000.
Some of the notable areas/activities where foreign equity ownership is limited to 40% are ownership of land, operation of public utilities including telecoms, exploration, development and utilisation of natural resources, and educational institutions. On the other hand, no foreign ownership is allowed in mass media and in retail trade enterprises with a paid-up capital of less than $2.5 million.
What key structuring and other considerations should be highlighted to potential investors/businesses looking to enter this market?
Potential investors should be aware of the foreign equity ownership restrictions in certain areas or activities and of the minimum capitalisation required even in areas where 100% foreign ownership is allowed. In areas where some foreign ownership is allowed, potential investors should be open to partnering with or entering into a joint venture with a local Filipino partner to be able to enter the Philippine market. In areas where the law requires minimum Filipino ownership of at least 60%, there is an Anti-Dummy Law which penalises any person or corporation who, in any manner, permits or allows any person, not possessing the necessary qualifications to acquire, use, exploit or enjoy a right, franchise, privilege, property or business, the exercise and enjoyment of which are expressly reserved by the constitution of the Philippines or existing laws to citizens of the Philippines. As such, potential investors should be careful about entering into these types of arrangements to circumvent Filipino ownership requirements.
Legislation Guide – Philippines
Gatmaytan Yap Patacsil Gutierrez & Protacio (C&G Law)
Recent key legal developments
Norma Margarita B Patacsil and Andrea E Katipunan
What were the most important legal developments in the last 12 months and how might they affect businesses?
There have been several recent important legal developments in the Philippines. These include the enactment of the Philippine Competition Act (Republic Act No 10667), effective August 8 2015 (PCA) and its implementing rules and regulations (PCA-IRR), effective June 18 2016; the Customs Modernisation Tariff Act (Republic Act No 10653), effective June 16 2016 (CMTA); and the Foreign Ships Co-Loading Act (Republic Act No 10668), effective August 8 2015 (Cabotage Law).
The PCA is the first comprehensive competition law in the Philippines. It is enforceable against any person engaged in trade in the Philippines, or in international trade having direct, substantial, and reasonable foreseeable effects in the Philippines (see PCA, section 3). The PCA created the Philippine Competition Commission (PCC), a quasi-judicial agency tasked with implementing and ensuring compliance with the PCA and the PCA-IRR. The PCA and the PCA-IRR define and penalise anti-competitive conduct such as anti-competitive agreements and abuses of dominant position, and impose a notification regime for certain mergers and acquisitions (M&As). The PCA imposes administrative and/or criminal penalties for violations of the provisions thereof (see PCA, section 30).
The CMTA modernises and aligns the country’s customs procedures with the Revised Kyoto Convention (International Convention on the Simplification and Harmonisation of Customs Procedures, signed by the President of the Philippines in 2009 and ratified by Congress in 2010) and requires IT-based customs processes. It also introduces provisional customs declarations, which would allow importers to have their goods released even before the submission of all the documents required for a complete goods declaration, provided that they file an undertaking that they will complete the declaration in 45 days and post sufficient security (see CMTA, section 411). The CMTA also increases the penalties for unlawful importing and exporting, mis-declaration, and mis-classification of imported goods. Under the CMTA, businesses should expect more efficient customs processing and releasing of imported and exported goods.
The Cabotage Law liberalises competition in domestic shipping to a certain extent. It amends old laws generally prohibiting foreign vessels from engaging in coast-wide trade (see Domestic Shipping Act [Republic Act No 9295], section 6). Under the new law, foreign vessels can carry (i) their cargo and that of another foreign vessel calling at the same port of entry to the Philippine port of final destination, (ii) foreign cargo intended for export through a Philippine port to its foreign port of final destination, and (iii) foreign cargo of another foreign vessel through a domestic trans-shipment port and transferred at that domestic trans-shipment port to its foreign port of final destination (see Cabotage Law, section 4). Under the Cabotage Law, businesses can expect a more competitive domestic shipping market.
What are the main restrictions on foreign investment?
Certain economic activities in the Philippines are reserved for Philippine nationals. Foreign investors should refer to the 10th Regular Foreign Investment Negative List (FINL – Executive Order No 184). The 10th FINL was issued by the President of the Philippines on May 29 2015 under the Philippines’ Foreign Investments Act (Republic Act No 7042, as amended), which identifies economic activities where foreign equity or participation is restricted under the provisions of the Philippine Constitution or statutes. The 10th FINL retained most of the foreign equity restrictions provided in previous FINLs (FINLs are issued around every two years). However, the latest FINL clarifies, on the one hand, the professions foreigners are absolutely banned from practising in the Philippines, and on the other hand, the professions that foreigners are allowed to practise provided their home country also allows Filipinos to practise those same professions’.
Recently, the Philippine Congress passed a law lifting the foreign ownership restrictions on lending companies, financing companies, adjustment companies and investment houses (see Republic Act No 10881. This lapsed into law on July 17 2016). The next FINL should reflect this development.
What key structuring and other considerations should be highlighted to potential investors looking to enter this market?
Potential foreign investors in the Philippines should consider the January 28 2015 resolution of the Philippine Supreme Court in Narra Nickel Mining and Development Corporation v Redmont Consolidated Mines (GR 195580, January 28 2015). That resolution upheld the Court’s April 21 2014 decision in Narra Nickel, which clarified the tests to determine whether a corporation is a Philippine national qualified to engage in nationalised industries. It states that the ’control test‘ is still the prevailing mode of determining Philippine nationality. Under the control test, a corporation is deemed a Philippine national if at least 60% of its capital stock outstanding and entitled to vote is held by Philippine citizens/nationals. However, in cases of doubt as to whether Philippine citizens/nationals in fact hold beneficial ownership and control of the corporation, the control test must be supplemented by the ’grandfather rule‘, which considers both the direct and indirect shareholdings of a corporation to determine Philippine nationality. Narra Nickel cites examples of doubt, such as when foreign investors provide practically all the funds or undertake to provide practically all the technological support for the joint investment or management of the company and prepare all economic viability studies, despite being minority stockholders.
What anti-bribery/ anti-corruption laws are in place and how strictly are they enforced?
There are several laws penalising anti-bribery and corruption in the Philippines. These include: (a) select provisions on bribery in the Revised Penal Code of the Philippines (Act No 3851), (b) the Anti-Graft and Corrupt Practices Act (Republic Act No 3019), which defines and penalises various acts of graft and corruption by public officials, and, (c) the Plunder Law (Republic Act No 7080), which penalises the accumulation of ill-gotten wealth of at least P50 million ($1.08 million). These laws primarily penalise corruption in public office and do not penalise private corruption (there is no existing general law penalising private corruption in the Philippines). Nevertheless, private persons may also be held liable under these laws if they conspire with or assist public officials in committing prohibited acts.
The Philippine Government has been exerting efforts to enforce these laws. Recently, Philippine Congress passed a law lengthening the prescriptive period within which to prosecute crimes penalised under the Anti-Graft and Corrupt Practices Act (see Republic Act No 10910. This lapsed into law on July 21 2016). The prescriptive period was extended from 15 years to 20 years.
Is there a competition law in place and how strictly does it control M&A or other activity?
As previously mentioned, Philippine Congress recently enacted the PCA, which imposes a notification regime for qualifying M&As. In general, parties to M&As where the aggregate annual gross revenues in, into or from the Philippines of the parties or target company, and the value of the transaction, exceed P1 billion must notify the PCC of their M&A for review and approval (see PCA-IRR, rule 4, section 3). M&As consummated in violation of the notification requirement are deemed void. M&As that are not acted upon by the PCC within a maximum of 90 days are deemed approved.
Norma Margarita B Patacsil and Andrea E Katipunan
Gaymaytan Yap Patacsil Gutierrez & Protacio (C&G Law)
Tel: +63 2 894 0377 to 79; 894 4931 to 32
Fax: +63 2 552 1978
Website: www.cagatlaw.com
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- Romulo Mabanta Buenaventura Sayoc & de los Angeles
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- Villaraza & Angangco
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INDUSTRY SECTORS
| All firms below are in alphabetical order |
|---|
Aviation and shipping
| Outstanding |
|---|
| Del Rosario & Del Rosario |
| Highly recommended |
|---|
| SyCip Salazar Hernandez & Gatmaitan |
| Recommended |
|---|
| Esguerra & Blanco |
| Ocampo Manalo Bernabe Valdez & Lim |
| Romulo Mabanta Buenaventura Sayoc & de los Angeles |
Banking and financial services
| Outstanding |
|---|
| Picazo Buyco Tan Fider & Santos |
| Romulo Mabanta Buenaventura Sayoc & de los Angeles |
| SyCip Salazar Hernandez & Gatmaitan |
| Highly recommended |
|---|
| ACCRALAW |
| Castillo Laman Tan Pantaleon & San Jose |
| PunoLaw |
| Villaraza & Angangco |
| Recommended |
|---|
| Gatmaytan Yap Patacsil Gutierrez & Protacio (C&G Law) |
| Martinez Vergara Gonzalez & Serrano (MVGS) |
| Puyat Jacinto & Santos (PJS Law) |
Energy
| Outstanding |
|---|
| Puyat Jacinto & Santos (PJS Law) |
| SyCip Salazar Hernandez & Gatmaitan |
| Highly recommended |
|---|
| ACCRALAW |
| Gatmaytan Yap Patacsil Gutierrez & Protacio (C&G Law) |
| Picazo Buyco Tan Fider & Santos |
| PunoLaw |
| Quisumbing Torres |
| Romulo Mabanta Buenaventura Sayoc & de los Angeles |
Infrastructure
| Recommended |
|---|
| ACCRALAW |
| Gulapa & Quicho (Gulapa Law) |
| Picazo Buyco Tan Fider & Santos |
| Platon Martinez Flores San Pedro Leaño |
| PunoLaw |
| Quisumbing Torres |
| SyCip Salazar Hernandez & Gatmaitan |
| Notable |
|---|
| Poblador Bautista & Reyes |
| Villaraza & Angangco |
Real estate
| Outstanding |
|---|
| Picazo Buyco Tan Fider & Santos |
| Romulo Mabanta Buenaventura Sayoc & de los Angeles |
| SyCip Salazar Hernandez & Gatmaitan |
| Highly recommended |
|---|
| ACCRALAW |
| Castillo Laman Tan Pantaleon & San Jose |
| Recommended |
|---|
| Cruz Marcelo & Tenefrancia |
| Gatmaytan Yap Patacsil Gutierrez & Protacio (C&G Law) |
| Gulapa & Quicho (Gulapa Law) |
| Puyat Jacinto & Santos (PJS Law) |
| Quisumbing Torres |
| Notable |
|---|
| PunoLaw |
| Villaraza & Angangco |
Technology and telecommunications
| Outstanding |
|---|
| SyCip Salazar Hernandez & Gatmaitan |
| Highly recommended |
|---|
| ACCRALAW |
| Disini & Disini Law Office |
| Quisumbing Torres |
| Recommended |
|---|
| Picazo Buyco Tan Fider & Santos |
| Poblador Bautista & Reyes |
| Quiason Makalintal Barot Torres Ibarra Sison & Damaso |
| Romulo Mabanta Buenaventura Sayoc & de los Angeles |
| Notable |
|---|
| Gorriceta Africa Cauton & Saavedra |
| PunoLaw |
| Puyat Jacinto & Santos (PJS Law) |
| Villaraza & Angangco |
PRACTICE AREAS
| All firms below are in alphabetical order |
|---|
Banking and finance
| Outstanding |
|---|
| Picazo Buyco Tan Fider & Santos |
| Romulo Mabanta Buenaventura Sayoc & de los Angeles |
| SyCip Salazar Hernandez & Gatmaitan |
| Highly Recommended |
|---|
| ACCRALAW |
| Castillo Laman Tan Pantaleon & San Jose |
| Zambrano Gruba Caganda & Advincula |
| Notable |
|---|
| Abuda Asis & Associates |
| Insights Philippines |
| Morales & Justiniano |
| PunoLaw |
| Villaraza & Angangco |
Capital markets
| Outstanding |
|---|
| ACCRALAW |
| Picazo Buyco Tan Fider & Santos |
| Romulo Mabanta Buenaventura Sayoc & de los Angeles |
| SyCip Salazar Hernandez & Gatmaitan |
| Highly Recommended |
|---|
| Castillo Laman Tan Pantaleon & San Jose |
| Recommended |
|---|
| Gorriceta Africa Cauton & Saavedra |
| Puyat Jacinto & Santos (PJS Law) |
| Quiason Makalintal Barot Torres Ibarra Sison & Damaso |
| Quisumbing Torres |
Competition/antitrust
Construction
| Outstanding |
|---|
| Puyat Jacinto & Santos (PJS Law) |
| SyCip Salazar Hernandez & Gatmaitan |
| Highly recommended |
|---|
| Gatmaytan Yap Patacsil Gutierrez & Protacio (C&G Law) |
| PunoLaw |
| Romulo Mabanta Buenaventura Sayoc & de los Angeles |
| Recommended |
|---|
| ACCRALAW |
| Castillo Laman Tan Pantaleon & San Jose |
| Cruz Marcelo & Tenefrancia |
| Gulapa & Quicho (Gulapa Law) |
| Picazo Buyco Tan Fider & Santos |
| Notable |
|---|
| Platon Martinez Flores San Pedro Leaño |
| Poblador Bautista & Reyes |
| Quisumbing Torres |
| Villaraza & Angangco |
Corporate and M&A
| Outstanding |
|---|
| ACCRALAW |
| Castillo Laman Tan Pantaleon & San Jose |
| Romulo Mabanta Buenaventura Sayoc & de los Angeles |
| SyCip Salazar Hernandez & Gatmaitan |
| Highly recommended |
|---|
| Picazo Buyco Tan Fider & Santos |
| Platon Martinez Flores San Pedro Leaño |
| Puyat Jacinto & Santos (PJS Law) |
| Quisumbing Torres |
| Notable |
|---|
| Villaraza & Angangco |
Dispute resolution
| Outstanding |
|---|
| ACCRALAW |
| Romulo Mabanta Buenaventura Sayoc & de los Angeles |
| SyCip Salazar Hernandez & Gatmaitan |
Intellectual property
| Outstanding |
|---|
| ACCRALAW |
| Romulo Mabanta Buenaventura Sayoc & de los Angeles |
| SyCip Salazar Hernandez & Gatmaitan |
| Highly Recommended |
|---|
| Bengzon Negre Untalan (BNU) |
| Castillo Laman Tan Pantaleon & San Jose |
| Cruz Marcelo & Tenefrancia |
| Hechanova Bugay Vilchez & Andaya-Racadio |
| Quisumbing Torres |
| Recommended |
|---|
| Baranda & Associates |
| Del Rosario & Del Rosario |
| Esguerra & Blanco |
| Poblador Bautista & Reyes |
| Notable |
|---|
| Federis & Associates |
| Villaraza & Angangco |
Labour and employment
| Outstanding |
|---|
| ACCRALAW |
| SyCip Salazar Hernandez & Gatmaitan |
| Recommended |
|---|
| Del Rosario & Del Rosario |
| Esguerra & Blanco |
| Gatmaytan Yap Patacsil Gutierrez & Protacio (C&G Law) |
| Poblador Bautista & Reyes |
| Quiason Makalintal Barot Torres Ibarra Sison & Damaso |
Tax
| Outstanding |
|---|
| SyCip Salazar Hernandez & Gatmaitan |
| Zambrano Gruba Caganda & Advincula |
| Recommended |
|---|
| Gatmaytan Yap Patacsil Gutierrez & Protacio (C&G Law) |
| Picazo Buyco Tan Fider & Santos |
| Platon Martinez Flores San Pedro Leaño |
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- Disini & Disini Law Office
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- Federis & Associates
- Gatmaytan Yap Patacsil Gutierrez & Protacio (C&G Law)
- Gorriceta Africa Cauton & Saavedra
- Gulapa & Quicho (Gulapa Law)
- Hechanova Bugay Vilchez & Andaya-Racadio
- Kapunan & Castillo Law Offices
- Morales & Justiniano
- Poblador Bautista & Reyes
- Puyat Jacinto & Santos (PJS Law)
- Quisumbing Torres
- Romulo Mabanta Buenaventura Sayoc & de los Angeles
- SyCip Salazar Hernandez & Gatmaitan
- Villaraza & Angangco
- Zambrano Gruba Caganda & Advincula
ACCRALAW
The firm improves its ranking to ‘Outstanding’ in Capital markets after a strong three-year performance. Tadeo Hilado retired as corporate partner, as did energy and projects specialist Brigida Aldeguer.
Banking and finance
Work highlights
Worked for Philippine Hybrid Energy Systems on a wind power financing by Security Bank.
Advised Star Energy Geothermal on documents with AC Energy and lenders.
Capital markets
Work highlights
Advised on Cebu Landmasters’ IPO.
Assisted the joint lead managers, including Deutsche Bank and UBS, on oil and gas company Petron’s issue of $500 million senior perpetual capital securities.
Key clients
ANZ Bank, Cirtek Holdings Philippines, DBS Bank, HSBC, Standard Chartered Bank
Competition/antitrust
Work highlights
Instructed by AGC Flat Glass Philippines, the team notified the Philippine Competition Commission (PCC) about the client’s share sale.
Key clients
AAI, Bain Capital, Bayer, San Lorenzo Ruiz Builders and Development, Sports Direct International, Toshiba
Construction
Work highlights
Assisted Allegro Microsystems Philippines Realty on its land purchase to expand its manufacturing plant.
Corporate and M&A
Work highlights
Advised Asahi Glass on the sale of its local subsidiary to TQMP Glass Manufacturing. Asahi intends to be the TQMP’s exclusive distributor in the Philippines.
Working with CVC Asia Pacific, the team assisted on the client’s majority-stake sale of SPi Global, a business process outsourcing provider, to Partners Group.
Key clients
British Standards Institution, Chemical Industries of the Philippines, Enel Green Power, Jones Lang LaSalle
Dispute resolution
Work highlights
Represented Banco de Oro and other banks against the government relating to imposing a 20% final withholding tax on 10-year sovereign bonds before the Supreme Court.
Key clients
Chevron, Citibank, CoStar, DM Consunji, Manila Electric, PLDT
Intellectual property
Work highlights
Represented Innovation Ventures and International IP before the Intellectual Property Office, successfully opposing three trade marks by Lehman Holdings.
Defended a trade mark of Accolade Wines Australia from an opposition by Suyen.
Key clients
Honda, Petron, Pioneer Insurance & Surety, San Miguel Pure Foods
Labour and employment
Work highlights
Continues to lead on matters for Coca-Cola FEMSA Philippines, including employee termination disputes and labour litigations.
Key clients
Canon Business Machines, Convergys Philippines Services, Dunlop Slazenger, Procter & Gamble, Rizal Commercial Banking
Tax
Work highlights
Advised on tax and competition laws in respect of Shang Properties’ proposed joint venture with Robinsons Land to develop a property in Bonifacio Global City.
Advised Vestas on its tax treatment as a supplier to renewable energy developers. The team routinely argued against the tedious application of a revenue memorandum circular relating to value added tax (VAT) refunds and credits.
Key clients
Metrobank, New Farmers Plaza, Next Mobile
Client feedback
“Has in-depth technical knowledge of capital market regulations, very responsive, and provides timely output. Partners have an extensive network with key regulatory agencies we work with.”– Capital markets, Regulatory
“The firm has professional knowledge and experience, and can provide valuable advice and supports.”– Corporate and M&A, Tax
“My work experience with the firm has been good. The firm's corporate legal team is well versed in their field. They have good working relationships with the regulators, which helps in facilitating the regulatory approval process. They can be contacted any time for queries and issues involving the transactions that we are working on.”– Capital markets, Corporate and M&A
Cruz Marcelo & Tenefrancia
Jan Ponce left to start her own IP specialist firm during the research period.
Construction
Work highlights
Assisted Sta Lucia Land on its purchase of land from Armed Forces and Police Mutual Benefit Association.
Advised on East West Rail Transit’s build-operate-transfer (BOT) light rail project between Diliman, Quezon City to Lerma, Manila.
Key clients
Aboitiz Power
Corporate and M&A
Work highlights
Acted for Ampol Management Services on Caltex Australia’s investment in Seaoil Philippines.
Key clients
Linocraft, W Group’s Goldenwill
Dispute resolution
Work highlights
Instructed by Bangko Sentral ng Pilipinas, the team is fighting at the Supreme Court for the withdrawal of a lower court injunction. The case focuses on one of the central bank’s largest closures of a financial institution ever.
Successfully received a temporary restraining order from the Supreme Court in a case about the retail competition and open access policy. It requires large power consumers, including businesses, universities and a shopping mall owner, to get their energy from one of the 23 electricity suppliers approved by the Department of Energy and Energy Regulatory Commission.
Key clients
Ateneo de Manila University, Coca-Cola FEMSA Philippines, Philippine Chamber of Commerce and Industry, Pilipinas Shell Petroleum
Intellectual property
Work highlights
Worked with confectionery company Ferrero on many trade mark enforcement matters, including oppositions.
Successfully represented United Laboratories and Therapharma in a patent case concerning atorvastatin, a popular drug that helps to prevent cholesterol from accumulating in a person’s arteries, which the court of appeals denied Warner Lambert and Pfizer’s review petition.
Key clients
Filinvest Land, Ortigas & Company
Client feedback
“The engagement team is competent and responsive. The partner-in-charge always provides value-added advice on related commercial decisions.”– Intellectual property
“This firm consistently provides top quality, responsive service. Both the quality of the advice and response time are excellent. We rate them among the highest of our intellectual property counsel around the world.”– Intellectual property
“The firm provided clear and plain English advice in a very tight time frame which enabled us to understand the relevant local requirements and ensure that we complied with them. We were very happy with their work.”– Corporate and M&A, Regulatory
“I am extremely satisfied with the work provided. Queries are answered comprehensively and quickly. Cruz Marcelo & Tenefrancia (CMT) goes out of its way to provide prompt and quality legal service. Legal advice given is practical and in consideration of the commercial and practical context. Fees are reasonable. CMT’s service is at par or even better than other firms that I have worked with because of their comprehensive advice and quick turn-around. CMT may consider opening branches in international jurisdictions, particularly within ASEAN. I would not recommend any firm other than CMT in the Philippines.”– Corporate and M&A, Dispute resolution
“Performance is very impressive. They always deliver as promised. Service is worth every cent we pay. Very thorough when explaining the timeline of the case.”– Dispute resolution, Regulatory
Del Rosario & Del Rosario
Dispute resolution
Work highlights
Successfully represented Steamship Insurance Management Services before the Supreme Court in a case about how to handle arbitration clauses in commercial contracts.
Key clients
MIS Shipping, MV Susitna
Labour and employment
Work highlights
Continues to work with many clients on the new regulations and guidelines of the Philippine Overseas Employment Administration about the assignment of representatives.
Advised an overseas group of protection and indemnity clubs, seeking to reform domestic seafarers’ standard employment contracts.
Advised an international group of protection and indemnity clubs on potential procedural reforms of the National Labor Relations Commission.
Client feedback
“Del Rosario is very much a-tuned with labour relations and of the shipping industry. Likewise, all of their legal counsels are professional and ethical in their manner of dealing.”– Labour and employment, Regulatory
Disini & Disini
Disini & Disini has a clear focus on technology and telecommunications advising on a range of matters within this industry sector.
Regulatory
Work highlights
Worked with UnionBank of the Philippines on agreements between the bank and its financial technology vendors. Software development and licensing agreements are part of the assignment, which spans banking regulations, data privacy and IP.
Key clients
Intercommerce Network Services, Internet and Mobile Marketing Association of the Philippines, QuadX
Client feedback
“The law firm's strengths are shown in their impressive expertise in the field when providing advice as well as prompt, comprehensive and excellent responses to requests and queries.”– Corporate and M&A, Labour and employment
“The firm's average turnaround time for all requirements is within 24-48 hours. They even agreed to make a Viber group to make communications faster and seamless.”– Corporate and M&A
Du-Baladad and Associates
Du-Baladad and Associates hired tax lawyer Mabel Buted during the research period while Esther Weigand departed.
Tax
Work highlights
Assisted a large domestic conglomerate before the Bureau of Internal Revenue on its nearly 90 tax assessment cases. The assignment was one of the largest tax assessment cases ever.
Federis & Associates
Federis & Associates focuses on IP law and enters our rankings in this area for the first time this year.
Intellectual property
Work highlights
Routinely assists tire and rubber company Bridgestone, and fashion house Chanel on trade mark oppositions and cancellations before the IP office’s Bureau of Legal Affairs.
Key clients
Beiersdorf, Chanel, Ikea, Philips, Toyo Tire & Rubber, Universal Music
Gatmaytan Yap Patacsil Gutierrez & Protacio (C&G Law)
Banking and finance
Work highlights
Advised a group of banks, including DBS Bank and Mizuho Bank, on a $338 million acquisition financing to AEV International. The purpose was for Pilmico International, a subsidiary, to acquire Golden Springs, expanding Aboitiz Equity Ventures’ market share in Vietnam’s animal feed industry.
Key clients
Cleantech Solar Asia, MUFG Bank, Standard Chartered Bank, United Overseas Bank
Competition/antitrust
Work highlights
Represented AP Renewables, managing an anti-competitive case before the Energy Regulatory Commission (ERC) and court of appeals. The case focuses on whether the Philippine Competition Act removed ERC’s authority over competition matters in the energy sector.
Key clients
Ayala Land, Cebu Holdings
Construction
Work highlights
Advised a group of clients, including JG Summit and Changi Airports International, on a bid to operate and maintain Clark International Airport’s new terminal under construction.
Key clients
CRH, Filinvest Development, Philippine Airport Ground Support Solutions, Republic Cement
Corporate and M&A
Work highlights
Assisted on the merger of two Ayala Land subsidiaries, Cebu Holdings and Cebu Property Ventures and Development.
Key clients
Filinvest Development, JG Summit, Philippine Airport Ground Support Solutions, Dole
Dispute resolution
Work highlights
Represented Italian confectionery company Ferrero in a dispute with its former exclusive distributor.
Key clients
American Express, Holcim, Metro Rail Transit, Pagbilao Energy, Standard Chartered Bank
Labour and employment
Work highlights
Advised HP on its employee transfers, terminations and recruitment as a result of the acquisition of Samsung’s printer division.
Key clients
American Express, Hyder Consulting Middle East, Visa
Tax
Work highlights
Represented Sanofi’s vaccines unit Sanofi Pasteur before tax officials, concerning a host of tax assessments including income and value-added taxes. The team succeeded in reducing the assessments by more than 97%.
Key clients
Metro Rail Transit, Pagbilao Energy
Client feedback
“Hands-on and practical, very responsive and pleasant to work with.”– Construction, Dispute resolution
“Provides prompt and comprehensive advice that takes into account both legal and practical considerations.”– Corporate and M&A, Labour and employment, Regulatory, Tax
“The partners we work with are very responsive and reliable. Apart from having the substantive and technical skills for the legal work required, they are strategic and do keep a step ahead of the possible issues, challenges and difficulties.”– Dispute resolution, Regulatory
“We appreciate their open-mindedness when clients challenge or test their approach, and their willingness to adapt and be flexible where extraneous or collateral considerations drive adjustments to their preferred approach. This demonstrates their consideration of the client's circumstances, and are willing to be collaborative towards solutions, which are optimal for the client.”– Dispute resolution, Regulatory
Gorriceta Africa Cauton & Saavedra
Capital markets
Work highlights
Assisted, as Philippines counsel, Bloom Technologies on its initial coin offering. The company will use the funds to develop a block chain platform helping moneychangers to add cryptocurrencies to their supported currencies and exchange cryptocurrencies at their physical shops.
Key clients
DM Wenceslao & Associates, Xeleb Technologies, Xurpas
Corporate and M&A
Work highlights
Instructed by consumer technology company Xurpas, the team worked on its acquisition of Art of Click, a mobile application advertising and affiliate-marketing platform.
Gulapa & Quicho
Charmaine Haw-Lim and Rico Quicho joined the firm as partners. The firm subsequently changed its name to Gulapa & Quicho (Gulapa Law) from Gulapa Law Office.
Competition/antitrust
Work highlights
Worked with the Bases Conversion and Development Authority to ensure that the winning bidder of the Clark International Airport expansion would be able to clear the merger regulations of the Philippine Competition Commission (PCC). The project is the first infrastructure project that potentially had to deal with the PCC merger process because of the presence of joint venture bidders.
Key clients
Asian Development Bank
Construction
Work highlights
Assisted the Asian Development Bank on advising the Bases Conversion and Development Authority during the construction of the National Government Administrative Center. The centre, which will also host some events of the 2019 South East Asian Games, will be the government hub in the Clark Special Economic Zone.
Key clients
Aboitiz Equity Ventures, IFC
Corporate and M&A
Work highlights
Worked with Aboitiz Equity Ventures and JV Angeles Construction, the firm helped on a joint venture between Davao City Water District and APO Agua Infrastructura to execute the Tamugan River bulk water project.
Key clients
Autocirculo, CCL Label Industries, Francorp, MFT Group, Quipper, Softsys Technology Management
Client feedback
“Gulapa Law is very proactive in delivering legal services to us. But more than its proactivity, Gulapa Law has been going beyond the usual by providing project management, technical writing and capacity building services at a level which matches its excellent legal services. Further, Gulapa Law has been generous in sharing its advice on infrastructure deals and projects, as it has cemented its reputation to be the country's go-to and number one law firm on infrastructure.”– Construction, Infrastructure
“Excellent, very professional. They educated us throughout the process.”– Construction, Infrastructure
“Excellent work. Quick turnover, very responsive answers. Provides creative solutions but needs more warm bodies.”– Infrastructure, Regulatory
Hechanova Group
The arrival of Leah Lara and Chrissie Barredo strengthened the firm’s IP contentious team during the research period.
Intellectual property
Work highlights
Represented Honda Motor on a design cancellation action against Yin Gang.
Key clients
Alpargatas, Amanresorts, Anhui Deli Household Glass, Polytechnic University of the Philippines
Client feedback
“Highly professional, fast turnaround time, can be trusted and knows the industry but can improve by having more frequent face-to-face customer meetings.”– Intellectual property
Editha Hechanova
“Very knowledgeable and can be trusted to get the job done on time.”
Insights Philippines
Insights Philippines, a member of Zico Law, formed in 2017. It enters the Banking and finance practice area table due to the performance of managing partner Felix Sy, a former Baker McKenzie lawyer.
Regulatory
Work highlights
Worked with Western Union to establish a domestic branch. Challenges involved complying with banking regulations, ensuring data privacy protections and advising on tax matters.
The team also assisted Yeti, a US outdoor lifestyle products manufacturer, with documenting and registering a promissory with chattel mortgage with its domestic supplier. A chattel mortgage is with movable property, such as a vehicle.
Morales & Justiniano
Rafael Morales, former SyCip Salazar Hernandez & Gatmaitan managing partner and finance and securities group leader, propels the firm’s entrance into the Banking and finance table this year. Emmanuel Buenaventura joined to help the firm expand into dispute resolution, labour and employment, and IP.
Banking and finance
Work highlights
Instructed by San Miguel’s Luzon Clean Water Development, the team advised on a water supply project financing.
Assisted Bank of China (Hong Kong) on its $120 million financing package to Top Frontier Investment’s San Miguel, one of Southeast Asia’s largest conglomerate by revenue.
Key clients
Luzon Clean Water Development
Client feedback
“Rafael Morales is one of the leading banking lawyers in the Philippines, and is very knowledgeable about banking regulations. He is able to provide sound and practical advice on difficult questions of law. I think they need to hire more associates to complement the work of their highly experienced but limited pool of partners.”– Banking and finance, Infrastructure
Puyat Jacinto & Santos
The firm enters the Competition/antitrust table this year, while improving its ranking to ‘Outstanding’ in Construction.
Banking and finance
Work highlights
Advised Atimonan One Energy’s Meralco PowerGen on its 1.2GW power plant project financing by seven banks. It is one of the Philippines’ largest peso-denominated project financings ever.
Capital markets
Work highlights
Worked with joint lead arrangers and book runners BDO Capital & Investment, BPI Capital and China Bank Capital, on three note issues by Maynilad Water Services.
Competition/antitrust
Work highlights
Represented Uber before the PCC against a complaint about alleged abuse of dominance behaviour.
Instructed by Aboitiz Equity Ventures, the team ensured PCC approval of the client’s sale share in Petnet to City Savings Bank.
Key clients
Equis, TQMP Glass Manufacturing
Construction
Work highlights
Advised San Buenventura Power, an EGCO and MGEN partnership, on the financing, construction and operation of a 460MW coal fired power plant in Quezon.
Assisted Masinloc Power Partners on several projects. One involves the expansion of a coal fired plant, requiring due diligence on the land titles and registering documents, such as mortgages. The team also helped the client obtain permits for its battery energy storage projects.
Corporate and M&A
Work highlights
Advised Universal Robina on the exit from its joint venture with US packaged food company ConAgra Foods.
Worked with TQMP Glass Manufacturing, the Philippines’s largest flat glassmaker, to buy out Asahi Glass’ stake in AGC Flat Glass Philippines.
Key clients
Aboitiz Power, Electricity Generating, Global Business Power
Client feedback
“Strong knowledge of regulatory issues, laws, ordinances, resolution. Very strong on contract law.”– Corporate and M&A, Dispute resolution, Regulatory
Quisumbing Torres
Quisumbing Torres had a number of leadership changes during the research period. TJ Mendoza, leader of the banking and finance team, joined the firm from Picazo Buyco Tan Fider & Santos. Christina Macasaet-Acaban is head of corporate and commercial, and Alain Veloso spearheads capital markets. The real estate team is led by Julius Cervantes, while Dennis Quintero heads the insurance group.
Construction
Work highlights
Advised SK Engineering & Construction and Seohee Construction on a greenfield coal fired plant project in Tagkawayan, Quezon. Reclassifying the land as industrial use is part of the assignment at this early stage.
Key clients
Tecnimont
Corporate and M&A
Work highlights
Represented renewable energy company Hero Future Energies Asia on the proposed joint venture to develop solar energy in Northern Philippines.
Key clients
Felix Petroleum, Google, Korea Water Resources, Pfizer, Pilipinas Shell Petroleum
Dispute resolution
Key clients
Pilipinas Shell Petroleum, Pfizer
Labour and employment
Work highlights
Managed employment and immigration matters for Korea Water Resources, regarding its joint venture with San Miguel to form Luzon Clean Water Development.
Key clients
Johnson & Johnson
Client feedback
“Highly professional law firm, response time is better than expected. The opinion rendered was clear and concise as well as practical and relevant to the Philippine situation.” – Energy
“They always give us quick responses and appropriate advice in timely manner. They always notify us if some progress happens in the case. Their advice is always clear and understandable. When we ask them how we should interpret a law in the Philippines, we can get satisfactory explanation from Quisumbing Torres.” – Intellectual property
“The firm give us good advice and provides us with detail steps of our transaction, so that there is no missed issues.” – Corporate and M&A, Intellectual property
“The firm has given prompt and responsive advice. I have encountered only seasoned lawyers who clearly explain their position. The firm's lawyers that I have worked with are also very thorough. The fact that the firm holds many relevant practice-enriching talks is much appreciated.” – Labour and employment, Tax
“Quisumbing Torres has been known for its thorough and objective work. They are very professional and have high morals and standards. Their lawyers are humble, professional and courteous.” – Labour and employment
Salvador Llanillo & Bernardo
Salvador Llanillo & Bernardo, a member of Taxand, focuses on tax and transfer pricing and has built a dedicated team in the latter area, one of the few Philippines firms to have done so.
Tax
Work highlights
Advised on a three-year transfer pricing project for domestic subsidiaries of a global industrial gas company. The team expects changes in the transfer pricing regime, such as anti-avoidance rules, so it is updating the client.
SyCip Salazar Hernandez & Gatmaitan
Banking and finance
Work highlights
Advised BDO Unibank, Philippine National Bank and Bank of China on a loan provided to Clark Global City.
Key clients
BDO Capital & Investment, China Bank Capital, PNB Capital & Investment, RCBC Capital, United Coconut Planters
Capital markets
Work highlights
Worked with a trust fund of the Asian Development Bank and other banks on micro financier ASA Philippines Foundation’s bond issue.
Assisted BDO Capital & Investment and BPI Capital on Cebu Landmasters’ IPO, the first real estate developers in Cebu to tap the equity capital market by IPO.
Key clients
Bank of the Philippine Islands, Credit Suisse, Citigroup, ING Bank, Philippine National Bank, Rizal Commercial Banking, Standard Chartered Bank
Key clients
Alipay
Construction
Work highlights
Helped package a joint venture proposal for Metro Pacific Investments to submit to the Bases Conversion Development Authority. The project is about the Clark International Airport’s large airport expansion with express rail link.
Key clients
Erawan, MetroPac Water Investments
Corporate and M&A
Work highlights
Worked with ANZ Funds on its 20% stake exit from Metrobank Card.
Key clients
Alipay, Ant Financial, Global Infrastructures Partners, Mitsui Fudosan, Nova Asia
Labour and employment
Work highlights
Advised PLDT, a large domestic telecommunications and digital services company and its subsidiary Smart with a transformation programme, including a customer rewards offer. The team tackled labour law issues with the 300-employee transfer to Amdocs, a project partner.
Villaraza & Angangco
The firm enters five practice area tables for the first time this year: Banking and finance, Competition/antitrust, Construction, Corporate and M&A and Intellectual property.
Banking and finance
Work highlights
Advised Alternergy Mini Hydro on Markham Resources’ investment into three SPVs of run-of-river mini hydro projects.
Key clients
Ayala
Construction
Key clients
Ayala, Infracorp Development, Nation Water Corporation, Portuguese Realty
Corporate and M&A
Work highlights
Assisted Verge Finance’s incorporation in the Philippines, addressing a range of issues including visas, clearances by the National Bureau of Investigation and guidance documents about anti-money laundering.
Key clients
Beijing Mint Quantum Information Technology, Hitachi Omron Terminal Solutions, Mitel Networks, Nippon Express, Stripe, Swiss Re
Client feedback
“Gives comprehensive legal advice and quick to respond to client queries.”– Corporate and M&A
Zambrano Gruba Caganda & Advincula
Banking and finance
Work highlights
Advised Asia United Bank on project and acquisition financings during the past 12 months. As part of a lenders’ group, one was for one of the Philippines’ largest peso-denominated project financings ever, going towards a 1.2GW power plant project.
Key clients
AB Leisure Global, BDO Unibank, Philippine Bank of Communications
Corporate and M&A
Work highlights
Assisted AccorHotels on its acquisition of majority stake in Fairmont Raffles Hotels International.
Dispute resolution
Work highlights
Successfully represented a marketing and distribution company in the Court of Tax Appeals. The case dealt with many tax assessments, such as income and value-added taxes.
Key clients
Air Philippines, Island Quarry and Aggregates
Tax
Work highlights
Represented the Bankers Association of the Philippines on tax matters related to the banking industry.
Successfully assisted a group of refund claimants before the court of tax appeals.
Key clients
Island Quarry and Aggregates, Philippines Airlines
Client feedback
“Zambrano Gruba is quick to respond and readily accessible to address our concerns. The commitment of the banking and tax teams to understanding the projects, providing sound legal advice, and executing efficiently under time constraints is definitely a strength of this firm.”
– Banking and finance, Infrastructure, Tax
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