Represented a leading pharmaceutical company in Thailand and Vietnam in connection with its merger with another multinational pharmaceutical company. We advised on various commercial agreements. We also provided guidance on the procedural steps and permits required before and after the integration of the two companies and implications in terms of employees, businesses, licenses, reorganization, etc. After the integration became effective, we helped the subsidiaries comply with various legal requirements and assisted our client in obtaining the necessary permits.
Commercial Transactions and M&A
Tilleke & Gibbins helps clients structure and implement strategic transactions that accelerate vertical or horizontal integration and industry consolidation.
We serve both international clients wishing to acquire operations in Asia and domestic clients wishing to invest in businesses abroad. Free-trade agreements and financial liberalization make companies in Southeast Asia attractive assets for foreign investors. The increased strength of regional currencies and economies has encouraged local operators to invest internationally to increase their competitiveness. Both types of investors rely on our global and regional expertise in mergers, acquisitions, joint ventures, corporate restructuring, and other vehicles for equity investment.
Our clients also tap into our worldwide network of associated law firms to assist with cross-border transactions and benefit from our unique ability to negotiate and draft key contracts in languages including Thai, Vietnamese, Japanese, Mandarin, French, and English.
We help our clients develop and execute global strategies for business growth. Read about some of our recent representative work. We have:
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Helped a manufacturer establish a subsidiary for the purpose of relocating its production facility to Thailand. The project was promoted by the Board of Investment and had an investment value of more than THB 100,000,000. We reviewed the joint venture agreement and advised on corporate law, relevant regulations, and necessary permits. We assisted the client in obtaining permits from the Industrial Estate Authority of Thailand and the Board of Investment to buy land and initiate the project. In addition, we conducted a thorough review of the deposit agreement, land purchase and sale agreement, and utilities service agreement.
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Conducted due diligence on behalf of a financial institution considering whether to finance the build out of a state-owned operator’s planned 3G network in Thailand and advised the financial institution regarding risk factors. The proposed loan amount as publically disclosed exceeded USD 500,000,000.
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Advised a diversified manufacturing company in regard to Thailand acquisition financing related to its global acquisition of a plastic division in a USD 11.6 billion cash deal. We assisted in the acquisition of the Thai subsidiaries of the plastic division.
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Advised a financial fund from Australia on establishing a subsidiary for the purpose of acquiring the pharmaceutical department of a large multinational corporation in Thailand. In order to facilitate this key acquisition, we provided guidance on the regulations on importing and distributing pharmaceutical products in Thailand, as well as on the establishment of a Thai subsidiary. We assisted the client in obtaining approval from the Board of Investment of Thailand. By providing related tax advice, we were able to help the client plan and mitigate tax implications of importing and distributing products from Australia, including advice on regulatory requirements from the Food and Drug Administration. The total value of the project exceeded USD 20,000,000.
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Assisted a Japanese plastics molding company in its share acquisition of a foreign-owned injection molding subsidiary with over 900 local employees in two separate facilities.
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Assisted in structuring an airline alliance. As two major international carriers were organizing a joint venture, the firm was approached to assist. The joint venture is now in operation, and has helped to position both carriers for improved profitability.
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Applied for and obtained an investment certificate for a rapidly expanding U.S. Internet company to set up shop and conduct business in Vietnam. Worked with the client to secure a local joint venture partner and structured the deal to allow the client to retain independence and control of the company.
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Advised a leading producer of semiconductor processing equipment on contracts between the target company and a third party.
| Name |
Position |
Office | Contact |
|---|---|---|---|
|
Anake Rattanajitbanjong |
Associate | Bangkok |
+66 2653 5510 |
|
Areeya Pornwiriyangkura |
Associate | Bangkok |
+66 2653 5882 |
|
Chaiwat Keratisuthisathorn |
Associate | Bangkok |
+66 2653 5507 |
|
Doan Ngoc Tran |
Associate | Ho Chi Minh City |
+84 8 3936 2060 |
|
Huong Thi Thanh Nguyen |
Associate | Hanoi |
+84 4 3772 5617 |
|
Kien Trung Trinh |
Associate | Hanoi |
+84 4 3772 5567 |
|
Pornchai Srisawang |
Associate | Bangkok |
+66 2653 5543 |
|
Thom Thi Mai Nguyen |
Associate | Hanoi |
+84 4 3772 5607 |
|
Tu Ngoc Trinh |
Associate | Hanoi |
+84 4 3772 5556 |
|
Vinh Quoc Nguyen |
Associate | Ho Chi Minh City |
+84 8 3936 2061 |
| Date |
Title |
|---|---|
| December 21, 2012 |
Chambers Asia Pacific Awards 2013: Tilleke & Gibbins Shortlisted for Thailand Law Firm of the Year Darani Vachanavuttivong, Tiziana Sucharitkul Recognizing the firm’s status in the upper echelon of the Thai legal market, Chambers and Partners has nominated Tilleke & Gibbins for its Thailand Law Firm of the Year award. The firm is one... |
| February 25, 2011 |
Chambers Asia-Pacific 2011 Honors Seven Tilleke & Gibbins Attorneys Cynthia M. Pornavalai, Darani Vachanavuttivong, Hassana Chira-aphakul, Michael K. Lee, Sriwan Puapondh, Thawat Damsa-ard, Thomas J. Treutler On February 25, 2011, Chambers Asia-Pacific released its rankings for law firms and individual lawyers. Based on thousands of interviews conducted by a team of 50+ full-time... |
| March 1, 2013 |
Chambers Asia-Pacific 2013: Nine Tilleke & Gibbins Attorneys Listed as Leading Lawyers Alan Adcock, Jeffrey J. Blatt, Thawat Damsa-ard, David Duncan, Michael K. Lee, Cynthia M. Pornavalai, Sriwan Puapondh, Thomas J. Treutler, Darani Vachanavuttivong In 2013 edition of Chambers Asia-Pacific, nine attorneys at Tilleke & Gibbins have been individually recognized for their outstanding work on behalf of their clients over the past... |
| January 18, 2013 |
Client Alert: Tighter Control of Liquor Production in Vietnam Huong Thi Thanh Nguyen Under new legislation, liquor producers and traders in Vietnam are subject to more stringent regulations on business licensing and the circulation of liquor products. Government Decree No.... |
| February 25, 2011 |
Commercial Transactions and M&A Practice Ranked in Band 1 in Thailand Piyanuj (Lui) Ratprasatporn, Cynthia M. Pornavalai On February 25, 2011, Chambers Asia-Pacific ranked the firm’s Corporate/M&A (Mid-Market) practice in Band 1 in Thailand. Chambers ranks law firms and individual lawyers in bands from... |
| Date |
Title |
|---|---|
| January 22, 2008 |
Market Dominance under the Trade Competition Law Chaiwat Keratisuthisathorn The Trade Competition Act (TCA) seeks to maintain a fair and open market by prohibiting business operators from exerting unfair influence through monopoly, exclusivity, price fixing, quantity... |
| November 9, 2010 |
New Guidelines for Foreign Investment in Vietnam On September 6, 2010, the Ministry of Finance issued new guidelines delineating procedures for foreign investment in Vietnamese enterprises via capital contribution and share purchase. This... |
| December 4, 2007 |
New Ministry of Interior Policy to Prevent Purchase of Land for the Benefit of Foreigners Thailand, with its rich culture and beautiful sites, presents a very attractive destination to foreigners from many countries—for visit, travel, or even retirement purposes. Some of these... |
| September 14, 2006 |
New Regulations on Foreign Representative Offices and Branch Offices in Vietnam Only seven months after the enactment of the new 2005 Commercial Law of Vietnam at the beginning of 2006, the Vietnamese Government has issued new regulations on foreign representative offices and... |
| June 9, 2010 |
Planning a Renewable Energy Plant David Duncan Renewable energy is a major focus of Thailand’s energy policy. The Ministry of Energy has announced a plan which aims to increase the proportion of renewable energy in total consumption to 20.3%... |
