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

“Mallesons Stephen Jaques still sets the barometer for every banking team in Australia,” comments a rival law firm partner. The renowned banking and finance team is “the best firm in project finance as far as I am concerned”, says a client.

The team at Mallesons is “high quality with very good depth”, says a rival partner. “I quite like Ken Astridge and his work.”

The team acted for the financiers to the winning consortium, made up of Industry Funds Management, Queensland Investment Corporation and Global Infrastructure Partners, which acquired a 99 year lease over the Queensland Port. The sale delivered US$2.3 billion in cash proceeds to the consolidated fund, and the consortium agreed to fund the future upgrade of section 3 of the Port of Brisbane Motorway at an estimated cost of US$216 million.

One of the standout qualities of the Mallesons Stephen Jaques M&A team is its “excellent legal advice and really good team approach”, says one client. Another longstanding client says: “Mallesons organises itself very well internally”, and “the people there provide information based on your firm’s best interests”.

Partner David Friedlander is “just really good and everyone at the practice is on top of their game with the ability to excel at different things”, comments a rival law firm partner.

December 2010 saw the M&A team act as principal legal advisers to Canada Pension Plan Investment Board on its US$3.7 billion acquisition of Intoll Group, a triple stapled entity listed on the ASX and holding toll road investments in Australia and Canada.

Other notable highlights include acting for AXA Asia Pacific on the proposed acquisition by AMP Limited. The team served as lead legal adviser and coordinated counsel in other jurisdictions including China, Indonesia, Philippines, Malaysia, India, Singapore and New Zealand on this US$15.1 billion deal.

“Mallesons Stephen Jaques provides consistent, high quality advice, so there is no need to use another law firm,” says one client. The team’s “strong structuring work” and “practitioners who are reliable and technically very sound”, adds another client, gives the firm the edge over most competitors.

Sydney-based partner Peter Pether is “a leading lawyer in construction work”, says a rival practitioner. “You know you are safe when Peter is acting for your side,” adds a client.

This past year saw the team advising Queensland Rail’s management and board on the US$6.6 billion restructuring of Queensland Rail. This highly complex transaction required a government sell down under special enabling legislation, as well as legislative shareholding restrictions that featured a non-standard complex due diligence process.

The past year saw Mallesons Stephen Jaques advised JHNIV in the highly publicised and unprecedented case of the Australian Securities and Investments Commission versus James Hardie Industries (JHIL).

In this complex case, ASIC alleged that an Information Memorandum (IM) for a 2001 scheme of arrangement that proposed the restructure of the James Hardie group was misleading. It claimed that the IM failed to disclose pertinent information relating to the meeting of JHIL’s future liabilities.

Another highlight for the team was acting for BHP Billiton in a US$2.1 billion losses claim by Saskatchewan relating to tax credits due as an incentive for the Jansen plant.

“Mallesons Stephen Jaques’ standard of work is wonderful,” says one client. The team, which is led by partner Scott Gardiner, features expertise across complex regulatory work. “Mallesons is pro-active and commercial in its advice,” adds another client.

The team acted for the TRUenergy Group in its landmark acquisition of power assets in connection with the NSW Government’s energy privatisation process.

Another transaction saw the firm act for Hazelwood Power Partnership and International Power Australia on the restructure of the existing project finance debt facilities for Hazelwood Power Station.

Mallesons Stephen Jaques’ “first class technical IP service” retains its top tier status this year. Clients note the team’s “good reliable advice” and “exceptional services that reach world class standards”.

Peers in the field also praise the Mallesons team for its “technical knowledge and commercial awareness”.

The team advised CSIRO on the structure of its global licensing agreements for Ultrabattery technology, and drafted agreements that implement licensing arrangements for improvements to the technology that may be developed by CSIRO and its licensees.

Another notable deal was advising Medrad Inc and Imaxeon in a patent infringement action that included an application for urgent interlocutory relief.

Mallesons Stephen Jaques retains its position at the top of the field “by combining a high degree of legal expertise and commercial acumen”, says one client.

A competitor adds: “I understand why clients use Mallesons. It is the preeminent Australian firm for TMT”.

The practice is led by partner Roger Forbes, who is “number one compared to other lawyers in this area”, says a client.

The firm advised Telstra on the Australian Government’s US$11 billion fibre-to-the-home,National Broadband Network (NBN). The team gave strategic advice on all aspects of Telstra’s negotiation of the network shutdown, as well as migration and infrastructure-sharing arrangements with the government entity rolling out the NBN.

“I would recommend Mallesons Stephen Jaques because the individuals that I have directly engaged with are conscientious and provide a service that is recognisable in value and experience,” says a client.

The Mallesons team is led by practice leader Justin Cherrington. Meanwhile, partner Michael Clough has been noted by competitors for “his knowledge and expertise in tax controversy and litigation matters”.

The firm acted for AXA Asia Pacific in the successful outcome to a dispute with the ATO over the tax consequences arising from the sale of its wholly owned subsidiary AXA Health Insurance Australia.

Clients are very pleased with Mallesons Stephen Jaques’ offerings in debt and equity capital markets. “The firm always provides us with a prompt response and clear directions,” says one client. “And it is very helpful.”

On one highlight deal over the last year, Mallesons partner Nicola Wakefield Evans represented Asia Resources Fund in its investment in AED Oil by way of unsecured convertible notes with a value of US$20 million.

Mallesons Stephen Jaques often receives praise from clients for its overall abilities and client-focused ethic. One client says: “The firm is commercial, sensible, and it knows how to price its work. We actually moved our team of counsels to Mallesons. We’ve used other firms and felt that because we weren’t their largest client, we weren’t very important. At Mallesons, we feel very valued and have a good, long-term relationship. We especially like working with Nicola Wakefield Evans.”

Mallesons enjoys an edge when it comes to natural resource and mining deals with cross border China and Australia elements, but the firm is by no means limited to these sectors. As an example, last year partners Joshua Cole and Jeremy Wade represented Telstra on the restructuring of Reach, the international telecoms joint venture between PCCW and Telstra.

Mallesons routinely acts for Chinese companies and multinationals in energy and natural resource transactions, especially in the M&A space. The firm’s strong grounding in Australia makes it a particularly strong choice for Chinese companies looking to invest in Australian natural resources assets.

In November 2010, Mallesons advised BG group in connection with its agreement with CNOOC to acquire an equity interest in the QCLNG project, which included a LNG sale and purchase agreement for a 20-year period. The project was the first fully documented coal seam gas to LNG project in the world, and also the first time that LNG from coal seam gas has been sold into China.

Clients praise the firm’s responsiveness and service. “We have engaged Mallesons for over eight years now,” says one client. “And we’ve dealt with our primary point of contact at Mallesons, John Shi, for some 14 years. As a result, we have considerable trust and faith in the firm and its abilities.”

CMS Legal

CMS Legal offers a broad range of advice across all aspects of labour and employment law. The firm represents multinational companies in developing internal systems for their Chinese workers and helping them to understand and comply with Chinese law.

CMS Legal’s labour and employment team recently advised a major German medical equipment maker’s Chinese subsidiaries on labour contract, employee handbook, social security, termination, and visa issues. The work necessitated finding a balance between enforcing company compliance by employees and helping insulate the client against damages resulting from an employee’s breach of confidentiality before termination.

Dewit Law Office

Dewit Law Office offers an array of advisory services on a wide range of employment and labour issues. The partners are experienced at handling all issues of migration, including visas, work licences and permits, and residential permits. Dewit is also adept at drafting and reviewing collective and individual labour contracts as well as confidentiality and non-competition agreements. The dispute resolution team advises clients on labour and employment issues through contentious and non-contentious work.

Garrigues

A small but growing international firm, Garrigues enjoys major relationships with some large Chinese institutions and advises on the full range of labour and employment issues. The firm prepares all of the labour policies for the Bank of China, including contracts and the employee handbook, and provides general advice on labour issues.

This past year, Garrigues advised wind energy company Gamesa on its global employment incentive plan for the PRC. Garrigues has also advised telecom company Telefónica on its implementation of a global performance share plan in China.

Herbert Smith

Herbert Smith’s labour and employment practice advises financial institutions and corporates on employment issues relating to investigations, contract issues, terminations and disputes. The firm’s leading dispute resolution practice helps to protect clients’ interests across a wide range of labour and employment areas.

Hogan Lovells

Hogan Lovells’ employment practice for Greater China is largely based out of Hong Kong, where partners from the firm’s corporate and dispute resolution groups advise clients on contentious and non-contentious matters in China and Hong Kong. The group serves as a resource to advise the firm’s longstanding, established clients on their employment law needs.

Mallesons Stephen Jaques

Mallesons continues to advise clients on matters relating to PRC and Hong Kong labour and employment law. The practice claims to have witnessed Chinese companies and employees becoming bolder with employment law issues, and this has resulted in a greater amount of advisory work for the firm.

Mallesons recently represented an international charitable organisation on a disability and sex discrimination case, and settled the dispute under the Equal Opportunities Comission’s conciliation process. In 2010, the team advised Australia Post on its occupational health and safety procedures for its Chinese operations.

Mallesons’ Hong Kong practice has grown from its early roots as a prominent Australian firm to a strong banking practice that frequently competes with the leading international firms in Hong Kong. Clients praise Mallesons for its ability to offer magic circle quality and attention at competitive prices. For banking work, one client says: “Mallesons was able to provide expertise on structured loan products, not just plain vanilla products. The lawyers we have used are generally very responsive and are able to provide prompt responses to our enquiries and requests.”

Clients have a particularly high regard for banking partner Steven Christopher. “He is very knowledgeable and hands on,” says one. “And he is able to think outside of the box and come up with innovative and practical solutions. He is a good negotiator and doesn’t get bogged down with counterparties on less important points.”

Mallesons’ banking team recently assisted a syndicate of banks that offered US$1 billion of funding for France’s Casino group on its successful bid for all of the Thai properties of the Carrefour retail chain. Mallesons is also known for its leading tier structured finance and securitisation practices.

Mallesons’ real estate and construction practice is well regarded in Hong Kong, especially for real estate related disputes. The team is strong on the arbitration side, winning many mandates to represent construction clients in high stakes arbitration. This past year, construction specialist Edmund Wan was promoted to partner and thus strengthened the firm’s overall offering in Hong Kong. The M&A team also advises on an array of real estate related transactions, while the finance team represents clients on Reits.

This past year, partner Paul Starr represented an Australian contractor in relation to its joint venture agreement and pre-tender joint venture agreement for a major rail project in Hong Kong.