Commercial Transactions and M&A

Featured Publication: Guide to Doing Business in Thailand
Contacts
T: +84 8 3936 2069

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:

  • 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.

  • 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.

  • 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.

  • 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.

  • 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.

  • 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.

  • 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.

  • 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.

  • Advised a leading producer of semiconductor processing equipment on contracts between the target company and a third party.

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Name Positionsort icon Office

Anake Rattanajitbanjong

T:+66 2653 5510

E-mail

Associate
Bangkok

Areeya Pornwiriyangkura

T:+66 2653 5882

E-mail

Associate
Bangkok

Chaiwat Keratisuthisathorn

T:+66 2653 5507

E-mail

Associate
Bangkok

Doan Ngoc Tran

T:+84 8 3936 2060

E-mail

Associate
Ho Chi Minh City

Kien Trung Trinh

T:+84 4 3772 5567

E-mail

Associate
Hanoi

Pornchai Srisawang

T:+66 2653 5543

E-mail

Associate
Bangkok

Tu Ngoc Trinh

T:+84 4 3772 5556

E-mail

Associate
Hanoi

Vinh Quoc Nguyen

T:+84 8 3936 2061

E-mail

Associate
Ho Chi Minh City

Weerawat Distapinyo

T:+66 2653 5508

E-mail

Associate
Bangkok

Kitti Thaisomboon

T:+66 2653 5539

E-mail

Associate
Bangkok
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Date Titlesort icon
May 14, 2012

Asian Legal Business Report on Projects in Vietnam Quotes Tilleke & Gibbins Partner

Michael K. Lee

A report in the April Issue of Asian Legal Business explores the need for infrastructural development in Vietnam, and the investment opportunities this brings with it, particularly with...

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August 24, 2011

Asian Legal Business Thailand Report Quotes Tilleke & Gibbins Partners

David Lyman, Cynthia M. Pornavalai

The August issue of Asian Legal Business features a special report on the political and economic situation in Thailand. In addition to reviewing the political climate in the wake of July’...

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June 19, 2013

Asian Legal Business: Tilleke & Gibbins Voted Employer of Choice 2013 in Thailand and Vietnam

Darani Vachanavuttivong, Tiziana Sucharitkul

Tilleke & Gibbins is one of the best employers in the legal marketplace in Thailand and Vietnam, according to a recent survey of legal professionals across Asia. In its June 2013 cover story...

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July 1, 2014

Asian Legal Business: Tilleke & Gibbins Voted Employer of Choice 2014 in Thailand and Vietnam

Darani Vachanavuttivong, Tiziana Sucharitkul, Thomas J. Treutler

According to Asian Legal Business, Tilleke & Gibbins is one of Asia’s best law firms to work for, as the renowned legal publication has named our firm “Employer of Choice” in both...

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April 12, 2013

Asian Legal Business: Tilleke Adds U.S. Attorney in HCMC

Jim Dao

Industry publication Asian Legal Business is reporting on the hiring of American lawyer Jim Dao by Tilleke & Gibbins. Joining the firm’s Ho Chi Minh City office, Jim is an experienced...

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Date Titlesort icon
October 17, 2014

Understanding the Asean Collective Investment Scheme

Cynthia M. Pornavalai

In the latest step towards the integration of Asean capital markets, Thailand-based fund managers can now offer retail funds directly to investors in Malaysia and Singapore —and vice versa —...

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December 21, 2007

A Supplier’s Look at Distributorship Agreements

Charunun Sathitsuksomboon

Under Thai law, a distributorship agreement is generally considered to be a type of sales agreement whereby a seller sells products to a distributor and the distributor resells the products for...

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April 29, 2008

Accelerated WTO Implementation – Foreign-Owned Import Companies Now Permitted Multiple Distributors

John King, Kien Trung Trinh

Until very recently, wholly foreign-owned companies that established themselves in Vietnam for the purpose of importing their products from their overseas affiliates were only permitted to market...

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September 30, 2009

Acquiring IP in Asia: Due Diligence Is Essential

Alan Adcock

Buyers in an intellectual property acquisition in Asia and the West want to know the same information about the IP they are acquiring, but the process must be conducted differently in Asia. In...

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December 29, 2008

Amendments to the Securities and Exchange Act B.E. 2535 (A.D. 1992)

The Securities and Exchange Act 1992 has recently been amended by the Securities and Exchange Act (No. 4), which among other changes, sets forth major amendments in three important areas: (1)...

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