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

Adnan Sundra & Low has a strong banking and finance practice, and has proven itself to be particularly competent on Islamic issuance. The firm’s meticulously tailored service, attention to detail and commercial savvy, has made it popular with clients – as has its ability to work to tough deadlines.

Adnan Sundra & Low advised Maybank Investment Bank on two sukuk musyarakah (partnership finance) issues: a RM300 million (US$85 million) issue of Islamic bonds with detachable warrants and a RM300 million Islamic commercial paper/MTN programme.

In another headline deal, the firm advised Malayan Banking engineer on a RM6 billion rights issue of ordinary shares, the largest in Malaysian corporate history. The firm also acted for RHB Investment Bank Berhad on a RM600 million issuance of hybrid Tier 1 capital securities.

Within the 16 strong banking and finance department, Deepak Sadasivan is particularly well thought of, and is praised for his innovative approach to problem solving.

Albar & Partners compliments its outstanding debt capital markets practice with a flourishing banking and finance team. The firm is hard working and knowledgeable, inspiring confidence from clients on matters ranging from simple-but-time-sensitive mandates to the most complex structures.

In capital markets, the firm represented joint lead arrangers Kuwait Finance House Malaysia and Bank Islam Malaysia on the establishment of a bank-guaranteed Islamic ijarah (capital leasing) MTN programme of up to RM500 million for AirAsia.

The firm has a strong project financing practice too, acting for the lenders on a US$3.8 billion project financing for government-awarded consortium the MMC Gamuda Joint Venture. This was to develop a double-track railroad project in Malaysia. The consortium sought RM2.4 billion (US$666 million) through a club deal, rather than through syndicated financing, and allowed the securities to be shared evenly between the three conventional and Islamic finance facilities.

Another project finance deal involved advising the financiers in Syariah-compliant total-financing package of RM777 million (US$213 million) for the acquisition and development of Lot B in Kuala Lumpur Sentral, Malaysia’s largest transit hub.

Kadir Andri & Partners offers expert advice on banking and finance issues. Recent work includes advising RHB Islamic Bank on a RM140 million (US$39 million) ijarah (capital leasing) term facility. This was an Islamic leasing operation borrowed by Eden from Stratavest to finance the purchase of land and construct a Libaran power plant in Sabah. It was the first structuring of an Islamic ijarah financing facility relating to a power plant involving the retirement of Islamic bonds issued for the project financing, though the programme was later withdrawn by Stratavest.

Kadir also acted as domestic counsel to Labuan offshore company Titan Capital on its refinancing of US$333 million banking facilities. The firm also represented CVC Asia Pacific, the south east Asian arm of CVC Capital Partners, in the country’s largest privatisation and largest acquisition by a global private equity firm in 2008. This was the RM4.9 billion (US$1.54 billion) purchase of gaming company Magnum.

Practice heads Abdul Kadir Kassim and Eliathamby Sreesanthan are both prominent members of the Malaysian legal community, practising in banking and capital markets respectively. Adrian Chair is also considered to be one of the market’s leading lawyers.

Zaid Ibrahim & Co made some improvements to its already impressive banking and finance team in 2008, recruiting banking partner David Lee Kim Meng from Singapore firm Allen & Gledhill. Kim Meng joins a firm lauded by clients for its extensive expertise in Islamic finance, and its wide-reaching network of offices.

The firm advised CIMB Investment Bank and Standard Chartered Bank Malaysia on the RM1 billion (US$285 million) trust certificate programme by the Islamic Development Bank. This was the first issuance of ringgit Islamic securities by a supranational and the first AAA-rated ringgit issuance.

ZICO also advised CIMB Bank on another first: an unlisted debt issue structured for retail distribution. CIMB’s US$1.1 billion offer of capital securities was stapled to an offer of subordinated notes made by a wholly-owned subsidiary of the company.

Two of the firm’s banking partners, Chin Sook Kwan and Lilian Liew, are commended as market leaders. Both are highly active for the firm, with Liew head of banking and finance.

Shook Lin & Bok’s banking and finance capability is well established among the market’s leaders. Jal Othman is particularly well regarded by clients who value his hard work and expert advice.

The firm advised AMMB Holdings in the establishment of an executive share scheme of up to 15% of the issued and paid-up ordinary share capital of the holding company, which required amendments to the company’s memorandum of association.

Shook Lin & Bok also acted for AmInvestment Bank in its offering of 20 million US-style cash settled call warrants over ordinary shares of China Coal Energy Company. And the firm advised the same client on the offering of 28 million US-style cash settled call warrants over ordinary shares of Hong Kong Exchanges & Clearing.

Zul Rafique & Partners has an outstanding reputation as a provider of banking and capital markets related services. Clients single out the firm’s creativity on transactions as its main strength, but it is also known for being able to overcome challenges and meet tough deadlines. As a result, the firm is mandated on the largest and most complex deals.

In one standout deal, the firm advised CIMB and Standard Chartered Bank Malaysia as joint lead arrangers on the first property securitisation in Malaysia. The asset-backed programme involved the purchase of various commercial properties. The firm also advised on the first acquisition of properties by the issuer.

Zul Rafique also represented Standard Chartered Malaysia as the lead arranger of the first senior subordinated MTN programme by a foreign issuer. The initial offering of RM3.5 billion (US$996 million) of senior and subordinated notes was made by Korean-incorporated subsidiary, Standard Chartered First Bank. The firm was also principal Malaysian law adviser to the issuer.

Loh Mei Mei is highly regarded for her knowledge relating to both banking and capital markets.

Lee Hishammuddin Allen & Gledhill’s banking and finance practice is led by Kumar Kanagasingam. The firm is very active in the market, particularly in restructuring and insolvency. The firm is advising Malayan Banking Berhad on their rights under a RM482 million (US$137 million) debt restructuring agreement entered into between various lenders, including Malayan Banking Berhad, and Moccis Trading.

Skrine’s banking and finance capabilities, though eclipsed by its corporate practice, is still highly regarded by clients who describe it as efficient and professional. In March 2009, the firm secured a landmark decision for Bank Islam Malaysia Berhad. The decision stated that Bai Bithaman Ajil (BBA) contracts were valid and binding as a mode of Islamic finance.

Wong & Partners’ banking and finance team advises clients on complex financial matters and is particularly well regarded for its work in infrastructure projects, both at home and abroad. The practice, led by Azizul Azmi Adnan, has advised clients across a range of areas including power, telecommunications and transport. The firm also has expertise in relation to Islamic finance.

ARSA Lawyers

Led by the inimitable Datuk Dr Abdul Raman Saad, Abdul Raman Saad & Associates (more popularly known as ARSA Lawyers) is commended by peers and clients for its pioneering efforts in promoting Islamic finance both locally and globally. Celebrating 30 years of practice, the firm held a brand launching ceremony (for the ARSA Lawyers brand) on August 3 2009 for which the Honourable Deputy Prime Minister, Tan Sri Dato Muhiyiddin Yasin provided a keynote address.

Azmi & Associates

With a standout reputation in the market for its construction and real estate work, Azmi & Associates also offers a solid financial and corporate practice. The firm advises international clients regularly and rounds out its core areas as foreign investment, corporate and commercial, M&A, Islamic banking, general banking, capital markets, venture capital, dispute resolution and litigation, IP, IT and biotechnology, energy and real estate and construction.

Particularly the team’s efforts in real estate, finance, construction, insurance and tax has gained it a strong following of domestic and overseas lenders and borrowers on their real estate financing needs. Azmi Mohd Ali and Zuhaidi Mohd Shahari lead this construction and real estate team, which recently was involved in a $2.2 billion loan facility transaction for a government owned company. The team advised the company on the loan which was to finance the construction of a major infrastructure project in northern Malaysia.

Azim Tunku Farik & Wong

Azim Tunku Farik & Wong offers specialised legal advice for litigation, commercial, and banking and conveyancing work. Founded in 1985, the firm additionally covers insurance, corporate, securities, and IP law. The team comprises approximately thirty lawyers including partners Encik Zainal Azim, Tunku Farik Bin Tunku Ismail and Wong Hok Mun.

Chooi & Co

A full-service local firm, Chooi & Co offers a reputable financial and corporate practice for domestic and foreign clients. Active on numerous cross-border transactions, the firm acts on deals ranging from banking, financial services, and M&A to corporate, capital markets and conveyancing. In addition to these areas, the firm provides quality counsel on dispute resolution and IP, TMT, family, employment and criminal law. Chooi Mun Sou, Azman Bin Othman Luk and Moy Pui Yee are notable partners of the firm and leading lawyers in their respective fields.

Jacob Rabindranath & Co

Jacob Rabindranath Krishna is the principal at this small Kuala Lumpur-based firm.

Lee Choon Wan & Co

Lee Choon Wan & Co is a solid full-service firm offering financial and corporate legal services. The firm’s noted strength is in the capital markets, having substantial experience on IPOs, debt restructuring and advising on a number of products and instruments. Key partners are Lee Choon Wan and Debbie Choa.

Naqiz & Partners

In January 2010, Naqiz & Partners will celebrate five years of practice. Despite the tough market conditions, the firm worked on three IPOs in 2009. And for DCM work, the firm advised OSK Investment Bank Berhad on potential default and security arrangements in relation to bonds issued by Englotechs Berhad. But it is in the unit trust space that the firm really excels and is considered something of an upstart. The practice is led by deputy managing partner Tan Hon Yik and includes Khairul Ismail and Jeremiah Gurusamy.

Shahrizat Rashid & Lee

Shahrizat Rashid & Lee provides a comprehensive range of legal services including a stellar banking and finance practice. Its practice areas include capital markets, debt restructuring and corporate reorganization, corporate banking, commercial litigation, construction, corporate and commercial, IP, privatization projects, technology and real estate and property development. The firm is allied with UK firm Eversheds and has an impressive record of handling sophisticated cross-border work, particularly in project financing. Key partners include Loo May Pearl, Komala Veloo, Premilla Ann David and Dato’Shahrir Abdul Jalil.