Asialaw Profiles
The Guide to the legal markets of the Asia-Pacific

Drew & Napier “goes the extra mile”, claims one client. The firm is particularly well regarded in both debt and equity work.

In one noteworthy capital markets deal, directors Sandy Foo and Farhana Siddiqui acted for Overseas Union Enterprise (OUE) in its issue and listing of up to S$200 million in aggregate principal amount of convertible notes, and the listing of shares in OUE to be issued upon conversion of convertible notes.

It was the first fully documented primary and secondary capital markets deal, and involved significant management of disclosure issues to ensure all shareholders received the same information.

The firm’s capital markets and funds practice group is led by Sin Boon Ann, Yeo Wee Kiong and Petrus Huang. Director Valerie Kwok heads up the banking and finance group, which covers the full spectrum of debt financing arrangements – from bank loans to tapping public debt capital markets, domestic as well as cross border.

Drew & Napier’s corporate and finance department is described by one client as “both competent and professional”.

Under the guidance of recently-appointed group co-head Ralph Lim, and managing director Gary Pryke, the firm has developed a significant track record in both public and private M&A work in recent years.

One noteworthy transaction this year saw directors Julian Kwek and Pauline Chong head up a team advising Sawit Mas Group on the sale of its oleochemical plants to Bakrie Sumatera Plantations, and the sale of its palm oil plantations to a consortium of investors. The deal was completed in December 2010.

In another significant but unresolved case, Lim and director Benedict Teo are representing RBS and Macquarie Capital, who are acting as the joint financial advisers to RHC Healthcare, a vehicle created by RHC Holdings and Fortis Healthcare. RHC Healthcare offered to pay S$3.2 billion to acquire all issued shares in Parkway Holdings. However, Khazanah Nasional made a successful competing offer.

Clients praise Lim’s unique perspective when advising clients. It enables him to take a more holistic approach in structuring transactions and assisting clients to achieve their commercial objectives, says one.

Consisting of both lawyers and industry professionals, Drew & Napier’s building and construction business group offers clients legal expertise and an understanding of the technical and practical issues involved in building and construction related matters.

Under the leadership of “hands on and highly skilled” practice head Liam Beng Tan, who is also a qualified civil engineer, the firm has built up a strong focus on construction related litigation and arbitration.

In one notable deal this year, Tan is leading a team advising Merak Energi Indonesia in an international arbitration in respect of disputes involving termination of an engineering, procurement and construction contract for a power plant in Indonesia.

In December 2010, he also advised Yahoo! Southeast Asia in the preparation and drafting of tender documentation and conditions of contract for the development and construction of a data centre.

Corporate and finance director David Chin is a prominent adviser in this space, with his expertise in business transactions relating to real estate. Dispute resolution managing director Jimmy Yim further adds to the practice with his international arbitration expertise, which includes handling issues arising from building construction.

With seven senior counsel and an ever expanding raft of talent on board, handling the full spectrum of disputes from defamation to corporate, Drew & Napier’s commercial litigation and arbitration practice takes a deservedly standalone top tier position again this year.

Under the guidance of renowned litigation lawyers Davinder Singh and Jimmy Yim, the team has built up a reputation as an accessible group of advisers that regularly goes the extra mile.

Describing corporate and commercial litigation and arbitration director Blossom Hing, one client says: “She is very responsive, determined, and an excellent person to work with.” Another describes her as “very capable with a good grasp of Indonesian legal matters”.

“Davinder Singh is very expensive, but you get what you pay for: top tier service,” says another client.

The practice group counts the MAS among its extensive list of frequent clients. In one landmark transaction this year, respected senior counsel Cavinder Bull is representing the MAS in two actions for breaches of the Securities and Futures Act.

In another highlight, director Indranee Rajah represented Schroder Asian Properties Fund and its subsidiary companies in a dispute with Silverlink Holdings.

Harpreet Singh Nehal, Hri Kumar and Joseph Grimberg are other names of note in this group.

Drew & Napier’s projects, energy and infrastructure group leverages the strength of the firm’s market leading dispute resolution team as well as its corporate and financial expertise, with involvement on a number of significant contentious and non contentious cases this year.

The group focuses on power and energy, telecommunications, transportation, waste disposal, water, construction and housing projects. It also has proficiency in assisting multilateral agencies and export agencies that provide funding for infrastructure development in Asia.

Recent significant transactions include acting for PetroChina in its S$3.2 billion acquisition of Singapore Petroleum. The firm is also acting for Hyflux and its subsidiaries in relation to the construction and estimated S$890 million project financing of Singapore’s second and largest-to-date desalination plant. The plant will be constructed together with a combined cycle gas turbine power plant, which will supply electricity to the desalination plant and sell excess power to Singapore’s electricity grid.

Liam Beng Tan and Sandy Foo are key contributors to the practice.

Drew & Napier’s top tier track record in the IP sector is perhaps unsurprising given the unquestionable standing of the firm’s dispute resolution team. The 116 member team has a particularly strong contentious focus, and is regularly instructed for landmark IP cases in Singapore.

In one notable case this year, managing partner and practice group head Dedar Singh Gill, together with CEO and dispute resolution specialist Davinder Singh, advised MediaCorp in a copyright infringement action concerning claims of groundless threats of copyright infringement as well as a counterclaim for copyright infringement. The case marked the first copyright case in Singapore to address who the ‘maker’ is for the purposes of infringement and fair use defence provisions imported from the US pursuant to the USSFTA.

The firm is additionally active in securing trade marks and service mark registrations directly in Singapore, Malaysia, Brunei and Indonesia. The team assists clients to protect their rights in copyright and designs, including infringement and enforcement actions, and also advises on various aspects of technology transfer, and draft and review agreements to develop, licence, procure and finance all IP rights including computer software and hardware projects.

Cecilia Girvin, Morris John, and Tony Yeo are particularly well respected advisers in the market.

Clients laud Drew & Napier’s regional expertise in the telecommunications, media and technology space.

Practice head and renowned TMT and competition director Lim Chong Kin has established a group consistently deserving of a tier one ranking, with particular expertise in the transactional, licensing and regulatory space.

Most notably this year, the 10 lawyer group advised regulators on a number of significant industry developments.

Perhaps the most noteworthy of these was the firm’s continuing involvement with Singapore’s telecoms regulator, the Infocomm Development Authority (IDA), on the Telecom Competition Code (TCC) and associated review of the dominant licensee’s Reference Interconnection Offer (RIO).

In the media space, Lim again played a lead role in assisting the Singapore media industry regulator, Media Development Authority of Singapore (MDA), in the implementation of a landmark decision that will see exclusive content obtained by a local Pay TV operator being mandatorily provided for cross carriage by other local Pay TV operators.

Peers are very complimentary of Lim’s hands-on approach. “He is a competent, professional and experienced legal adviser. It is not often that heads of department personally do the work for a client,” says one. “We find the second level of support at Drew is also competent and professional,” says another client. “I would rate the firm among the top.”

Peers value Drew & Napier’s shipping and international trade business group for its high level of professionalism.

Under the leadership of well regarded dispute resolution lawyer Werner Tsu, the team has built up an extensive list of clients, including P&I clubs, hull and cargo underwriters, ship owners, shipyards and suppliers.

As correspondents to major P&I clubs, the team has furthered its experience providing both dry and wet work advice, and litigation support. The practice also assists in international arbitrations, injunctions, cargo and hull insurance policy advice, recovery work and charterparty disputes among others.

In a recent highlight, Tsu represented a Norwegian company to seek an indemnity of about US$20 million from a Chinese enterprise for project delays due to the arrest of a vessel arising from a tug and tow accident. Tsu also advised the owners of three oil rigs who are claiming damages against a Middle Eastern company for delays in the deployment of the rigs in the Persian Gulf.

Led by the erudite Ong Sim Ho, with assistance from partner Ong Ken Loon and associate director Seah Ching Ling, Drew & Napier’s tax practice has established a strong track record in recent years.

Offering a range of services including tax disputes and litigation, transactional advice, and tax risk management, the department has handled an array of notable deals over the last year.

In one transaction, Sim Ho and Ken Loon headed up a team reviewing the business processes of a national oil company to ensure compliance with the applicable tax laws. The department is also advising a US logistics group on its good and service tax exposure for its Singapore transactions.

Ken Loon also advises on tax and stamp duty issues regarding the corporate restructuring of international firms. In a recent case, Ken Loon, Seah and associate Guo Jiawen obtained stamp duty relief from the Stamp Office and the Ministry of Finance.