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
December 17, 2010

Interview with Cynthia M. Pornavalai on Legal Reform

Cynthia M. Pornavalai

In this interview with Business Report Thailand, Tilleke & Gibbins partner Cynthia M. Pornavalai discusses the possibility of government reform to boost investment. Cynthia examines...

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October 24, 2013

James Evans Discusses Whether Cambodia Is “the Next Vietnam”

James Evans

With manufacturing costs on the rise in China, many companies have sought to establish their operations in other regions. In recent years, Vietnam has been an attractive alternative for MNCs...

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August 14, 2012

Lunch Seminar for STCC, MTCC, and THTA: Preparing for the ASEAN Economic Community

Cynthia M. Pornavalai

The upcoming ASEAN Economic Community (AEC) integration in 2015 will have major economic implications for companies operating in all ASEAN member states. To give some context to the expected...

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September 4, 2013

Michael K. Lee to Speak at Legal Week Private Client Forum in Singapore

Michael K. Lee

Legal Week, a well-known magazine that covers the latest in legal news, will hold a Private Client Forum to discuss tax planning, asset protection, wealth management, trusts and estates,...

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April 17, 2014

Michael Lee to Host Vietnam Panel at Singapore IFLR Forum

Michael K. Lee

Michael K. Lee, Partner and Head of Corporate & Commercial in Vietnam, will be moderating a panel on investment in Vietnam at the International Financial Law Review’s Southeast Asia Forum 2014...

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Date Titlesort icon
February 18, 2013

Forecast for Vietnam’s Foreign Investment Policies in 2013

Vinh Quoc Nguyen

Foreign direct investment (FDI) in Vietnam has dropped sharply in recent years. After peaking in 2008 at a record high of USD 64 billion, registered FDI capital fell to approximately USD 13...

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November 15, 2012

Foreign Traders Without Presence in Vietnam: Import and Export Rights

The Vietnamese press has written frequently in recent months on the issue of foreign traders illegally carrying out import and export activities in Vietnam by entering as “tourists”—a very simple...

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April 25, 2011

Franchising in Thailand – Some Current Issues

Alan Adcock

In Thailand, the franchising agreement is a legally binding agreement which outlines the franchisor's terms and conditions for the franchisee. As in most jurisdictions, it governs duties, rights,...

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July 21, 2009

Franchising in Vietnam

With Vietnam’s entry into the WTO, it is expected that franchising activity in the country will increase markedly over the next few years. There are presently a handful of major franchises...

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March 4, 2010

Franchising Law in Vietnam

Thomas J. Treutler

Following Vietnam’s entry into the World Trade Organization in 2007, franchising activity is on the rise. Even in the recent worldwide economic downturn, major franchises have been attracted by...

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