November 2024 ASIA EDITION MCI (P) 004/02/2024 ISSN 0219 – 6875 KDN PPS 1867/10/2015(025605) Asia Top 50 2024 The region’s largest law firms by headcount Asia’s fastest growing firms Hong Kong’s best young talent The offshore outlook for 2025
About CIETAC CUP The CIETAC CUP International Commercial Arbitration Moot is organized by China International Economic and Trade Arbitration Commission ("CIETAC"), and has been successfully held for 21 sessions since 2000, attracting over 10,000 students from more than 200 prestigious law schools. The goal of the CIETAC CUP is to foster the study of international commercial arbitration and to train future leaders in the area of alternative dispute resolution by introducing moot court. The CIETAC CUP is the first official Pre-Moot of Vis Moot, using the same set of case and arbitration rules. The competition is in English. Contact email: moot@cietac.org China International Economic and Trade Arbitration Commission www.cietac.org CA RA LBLI TFROART O R S ! The 22nd CIETAC Cup International Commercial Arbitration Moot (“CIETAC Cup”) will be held from 29 November to 6 December, 2024 in hybrid form. Arbitrators worldwide are welcomed! • have relevant experience in international commercial arbitration, and can conduct arbitration in English • can devote sufficient time and proper attention to arbitrate the competition If you, Registration Please visit moot.cietac.org or scan the QR code before 15 November, 2024 and follow the website’s registration instructions for arbitrators to register.
1 Asian Legal Business | November 2024 COVER STORY 16 Asia Top 50 Largest Law Firms 2024 Text and rankings by Asian Legal Business In an era of global uncertainty, the legal industry in Asia is experiencing significant shifts, with the size and scale of law firms becoming crucial factors in their ability to serve clients effectively. FEATURES 12 Offshore outlook: 2025 In the coming year, offshore centres will have to balance privacy and transparency as they adapt to new financial trends, lawyers say. 14 Fast 30: Asia’s Fastest Growing Firms 2024 The ALB Fast 30 list recognises innovative Asian law firms adapting to legal and economic changes, highlighting their contributions to the region’s evolving legal industry. 22 Private credit surge Private credit is rapidly emerging as a viable alternative to traditional banking in Asia, adapting to Contents November 2024 BRIEFS 3 Headlines 5 Forum 6 Deals 8 Explainer 9 Appointments regulatory challenges and meeting the demand for flexible financing. 24 Hong Kong Rising Stars 2024 Hong Kong’s next generation of standout lawyers who continue to demonstrate exceptional potential in the industry while earning strong praise from their clients. 28 March of the mid-sized Mid-tier and regional mainland Chinese law firms are expanding into Hong Kong, driven by cross-border demand and Beijing’s global push. 30 ESG revolution The Middle East is rapidly embracing ESG integration in business and finance, driven by COP28, with executives adopting sustainability strategies while facing standardisation and talent challenges. 32 Banking on change Indonesia’s fintech revolution is transforming banking, with startups and traditional lenders driving innovation while navigating regulatory hurdles and global expansion.. 34 ALB Hong Kong Law Awards 2024 Mid-tier and regional mainland Chinese law firms are expanding into Hong Kong, driven by cross-border demand and Beijing’s global push. 28
2 Asian Legal Business | November 2024 From the editor Head of Legal Media Business, Asia & Emerging Markets Amantha Chia amantha.chia@thomsonreuters.com Managing Editor Ranajit Dam ranajit.dam@thomsonreuters.com Asia Journalist Sarah Wong sarah.wong@thomsonreuters.com Asia Writer Nimitt Dixit nimitt.dixit@thomsonreuters.com Rankings & Special Projects Editor Wang Bingqing bingqing.wang@thomsonreuters.com Copy & Web Editor Rowena Muniz rowena.muniz@thomsonreuters.com Senior Designer John Agra john.agra@thomsonreuters.com Traffic/Circulation Manager Rozidah Jambari rozidah.jambari@thomsonreuters.com Sales Managers Hiroshi Kaneko Japan, Korea (81) 3 4520 1192 hiroshi.kaneko@thomsonreuters.com Jonathan Yap Indonesia, Singapore (65) 6973 8914 jonathan.yap@thomsonreuters.com Romulus Tham Southeast Asia (65) 6973 8248 romulus.tham@thomsonreuters.com Simon Wan Hong Kong (852) 3462 7730 simon.wan@thomsonsreuters.com Steffi Yang South and West China (86) 010 5669 2041 qifan.yang@thomsonreuters.com Steven Zhao China Key Accounts (86) 10 6627 1360 s.zhao@thomsonreuters.com Yvonne Cheung China Key Accounts, Hong Kong and Korea (852) 2847 2003 yvonne.cheung@thomsonreuters.com Senior Events Manager Julian Chiew julian.chiew@thomsonreuters.com Senior Events Manager, Awards Tracy Li tracy.li@thomsonreuters.com Growth amidst uncertainty In an era marked by geopolitical uncertainty and economic volatility, the legal landscape in Asia is evolving at an unprecedented pace. Our November issue’s cover story, featuring the Asia Top 50 Largest Law Firms and the Fast 30 list of fastest-growing firms, comes at a crucial time when size and scale have become more important than ever before. As global tensions rise and economic challenges persist, clients are increasingly seeking legal partners with the breadth and depth to navigate complex, cross-border issues. The largest law firms in Asia have positioned themselves to meet these demands, leveraging their extensive resources, diverse expertise, and far-reaching networks to provide comprehensive solutions to intricate legal problems. However, size alone is not the only indicator of success in today’s legal market. Our Fast 30 list showcases firms that have demonstrated remarkable growth, often through strategic specialisation or innovative business models. These agile players are proving that adaptability and targeted expertise can be just as valuable as sheer size in capturing market share and client trust. The interplay between large, established firms and fast-growing challengers is reshaping the Asian legal sector. This dynamic is driving innovation, fostering healthy competition, and ultimately benefiting clients who now have a wider array of options to choose from when seeking legal counsel. As we delve into the stories behind these rankings, we explore how firms are balancing the need for scale with the imperative to remain nimble in a rapidly changing environment. We examine strategies for sustainable growth, the impact of technology on firm operations, and the evolving expectations of clients in different Asian jurisdictions. In times of uncertainty, the legal profession plays a critical role in providing stability and guidance. The firms featured in our Top 50 and Fast 30 lists are at the forefront of this mission, equipped to handle the complexities of modern legal challenges while adapting to the everchanging needs of their clients. Ranajit Dam Managing Editor, Asian Legal Business, Thomson Reuters Asian Legal Business is available by subscription. Please visit www.legalbusinessonline.com for details. Asian Legal Business has an audited average circulation of 11,402 as of 30 September 2016.Copyright is reserved throughout. No part of this publication can be reproduced in whole or part without the express permission of the editor. Contributions are invited, but copies of work should be kept, as Asian Legal Business can accept no responsibility for loss. MCI (P) 004/02/2024 ISSN 0219 – 6875 KDN PPS 1867/10/2015(025605) Thomson Reuters Alice @ Mediapolis, 29 Media Circle, #09-05, Singapore 138565 / T (65) 6775 5088 10/F, Cityplaza 3, Taikoo Shing, Hong Kong / T (852) 3762 3269 www.thomsonreuters.com
3 Asian Legal Business | November 2024 TheBriefs (Reuters) A change in presidential administrations always means change for leading U.S. law firms, whose corporate clients need advice on shifting regulations and navigating new policy and business landscapes. The recent election brought a clear victory for Republican Donald Trump, a GOP majority in the U.S. Senate and possibly the House of Representatives, and a conviction among Trump’s allies that his vision for transforming the economy won a strong mandate. Trump’s win is likely to jolt some legal practices more than others, including regulatory work in areas like energy and the environment, and for attorneys who help clients structure mergers and investment deals and manage antitrust, employment and tax enforcement. “Change generally is good for lawyers,” said law firm consultant Peter Zeughauser. “That’s going to be particularly true in the regulatory practices,” he said, as the promise of aggressive deregulation brings both uncertainty and the chance of new economic activity. Regulatory and compliance Trump has said he would broadly roll back regulations he sees as strangling U.S. business. But cutting red tape doesn’t necessarily mean less regulatory work for law firms, said Dan Binstock, a partner at Washington-based legal recruiting firm Trump’s win brings new opportunities, challenges for US law firms Your monthly need-to-know Garrison. Rapid, potentially chaotic change typically increases demand for legal advice. “Whenever there’s uncertainty, the work spikes,” Binstock said. Some states may seek to fill a void left by pared-back federal regulation. Democratic state attorneys general frequently sued to stop Trump’s policies during his first administration, just as their Republican counterparts have targeted policies of Democratic President Joe Biden. Law firms, including Akin Gump Strauss Hauer & Feld, Hogan Lovells, Holland & Knight, and Wilmer Cutler Pickering Hale and Dorr, responded by hiring former state government lawyers and creating practices dedicated to state enforcement matters. Energy and environment Trump has vowed to make it easier for energy companies to drill on federal land and build new pipelines, and law firms with strong traditional energy practices could benefit under his second administration. The United States, already the world’s largest oil and gas producer, could further expand production if Trump dismantles Biden’s climate initiatives. Experts told Reuters they think Trump’s win is unlikely to dramatically slow the current push for renewable energy thanks to the Inflation Reduction Act enacted under Biden. Law firms responded to the IRA’s passage by hiring energy and
4 Asian Legal Business | November 2024 The Briefs infrastructure-focused lawyers to advise on taking advantage of the law’s tax credits and other provisions. Although Trump has criticized the law, it would take Congress to repeal it. That would be unlikely given the clean energy investments the IRA has generated in Republican states. The first Trump administration led to a drop in federal environmental enforcement, but an uptick in state enforcement and a robust pipeline of private environmental lawsuits, corporate environmental lawyers have said. Several major law firms, such as Kirkland & Ellis, DLA Piper and Covington & Burling, created environmental, social and governance (ESG) practices in recent years, focused on new reporting requirements and investor activism on issues such as climate change and employee and management diversity. Trump and his Republican allies are likely to energize an existing backlash against the ESG movement that could bring new work to such firms. Mergers and acquisitions Bankers, lawyers and consultants said in interviews with Reuters that M&A activity, which reached a record high in 2021, could slow under a Trump administration due to policy uncertainty, trade wars, protectionism and inflationary pressures. But investment bankers and deal lawyers also said Trump’s agenda would ease constraints they faced under Biden, whose administration adopted a tough stance on antitrust policy and challenged several significant transactions. Clients may take advantage of looser merger enforcement to push forward with large-cap company deals, said Zeughauser, noting that M&A work reverberates through many law firm practices including regulatory, employment, litigation, private equity and real estate. Antitrust Trump is expected to dial back some Biden-era antitrust priorities and potentially abandon a bid to break up Alphabet’s Google over its online search dominance, experts told Reuters. He will likely press other cases targeting Big Tech, however, and few expect drastically curtailed antitrust enforcement. Trump is also likely to pull back on some policies that irritated dealmakers under the Biden administration and Federal Trade Commission Chair Lina Khan, attorneys said, including a reluctance to settle with merging companies facing enforcement actions by the FTC or the Department of Justice. Binstock said antitrust work at law firms could increase if Trump’s policies spark more dealmaking, but the impact could be tempered by laxer enforcement. Employment and immigration Trump made cracking down on illegal immigration a campaign centerpiece and called for reforming aspects of legal immigration. The latter could spur work for lawyers who help corporate clients manage cross-border deals, overseas employees and foreign-born U.S. workers. Trump is expected to undo rule changes by the National Labor Relations Board under Biden and replace key NLRB personnel, giving employers a greater advantage in labor matters, employment law firm Fisher Phillips noted on its website. International trade International trade practices can expect to be busy if Trump achieves some of his promised initiatives, said Rachel Nonaka, a partner at legal recruiting firm Macrae. Trump has proposed 10 percent or higher tariffs on all U.S. imports, a move he says would eliminate the trade deficit. Critics say it would lead to higher U.S. prices and global economic instability. Major U.S. law firms have already adjusted their approach to a key trade rival, China, with a growing number shuttering their offices in that country. Beyond specific practice areas, large law firms can expect to maintain healthy financial performances after a strong 2024, law firm strategist Kristin Stark of Fairfax Associates said in an email. “Thus far, we do not see a change in the administration/White House impacting that trajectory, and fortunately, we have likely averted disruption that would have come from a contested election,” Stark said. In the news 1 Nagashima Ohno & Tsunematsu plans to open its first European office in London in January 2025. The firm has appointed Kiyoshi Honda as the representative and expanded its European Practice Group to strengthen its international presence. 2 U.S. firm Kramer Levin Naftalis & Frankel and Herbert Smith Freehills plan to merge, creating a firm with over 2,700 lawyers and $2 billion in combined revenues. The merged entity would operate globally as Herbert Smith Freehills Kramer and as HSF Kramer in the United States. 3 Singapore has introduced a bill to establish an International Committee within the Singapore International Commercial Court to handle civil appeals from specific foreign jurisdictions. The committee will include judges from Singapore’s Supreme Court, international judges, and ad hoc members from foreign courts.
5 Asian Legal Business | November 2024 The Briefs Winning client hearts In today’s dynamic legal landscape, top attorneys leverage a mix of expertise, communication skills, and client-focused strategies to build and maintain a robust client base. In the highly competitive legal services market, successful lawyers use a blend of key skills and strategic approaches to attract new clients, establish trust, and cultivate enduring client relationships. At Nishimura & Asahi, we focus on the following core strategies: Client acquisition: Effective client acquisition begins with a deep understanding of their industry and specific needs. We leverage targeted marketing strategies, including thought leadership through publications and speaking engagements, and participation in industry events to highlight our expertise. Establishing credibility and trust: Trust is built through competence, transparency, and approachability. We emphasise on personalised service, where we tailor our approach to meet the specific needs of each client, further enhancing our credibility. Regular updates and transparency in our processes further strengthen the trust and rapport we build. Client retention and loyalty: Longterm client relationships are built on consistent satisfaction. We prioritise proactive engagement, regularly seeking feedback to ensure we meet and exceed client expectations. By staying updated on the latest legal developments and trends, we ensure that our service remains cutting-edge. Central to this success is the art of effective communication - a skill honed over decades of practice. Mastery in simplifying intricate legal issues into digestible insights for clients is paramount. Active and patient listening, a cornerstone of effective communication, ensures that client’s needs and expectations are accurately gauged, fostering trust and clarity in legal work. Moreover, the bedrock of trust lies in a profound depth of legal knowledge and expertise. Clients seek assurance in the counsel/expert solicitors recommend, and the confidence derived from the expertise of a veteran practitioner is invaluable. Prioritising the client’s needs, delivering personalised attention, and tailoring bespoke solutions are hallmarks of a seasoned legal professional. This client-centric approach not only fosters trust but also fortifies the foundation of enduring client relationships. Efficiency in time management and service delivery is also a feature of a seasoned practitioner. SFKS’s motto is to “Serve clients respectfully, apply law professionally and render work effectively.” I always remind our lawyers of our motto and trust this would enhance our competence and competitiveness, and maintain lasting relationships with clients. The first core skill is competence. I define this as having the necessary knowledge and skills to provide legal services successfully to one’s clients. I see two aspects to this: (a) subjectmatter expertise; and (b) your reliability and responsiveness. The first half is non-negotiable. Whether it’s mergers and acquisitions or general litigation, clients simply will not come to you if you are not good at what you do. The next half is about begetting a client’s trust in you. Imagine you have a technical issue, and you email an IT helpdesk. They take ages to respond. Sometimes they forget to respond entirely, and you have to remind them to follow up. The second core skill is user-friendliness, which I think requires the ability to communicate with the client at their level and with their language instead of yours. This is a severely underrated trait. Clients come to you with a practical issue to be solved or managed and have little interest in legal jargon or the latest incremental development of the common law. They just want to know – can you take care of this for me, please? It also helps to exude warmth and a genuine interest in your clients as human beings and not walking potential billable hours. FORUM Jirapong Sriwat Bangkok office representative, Nishimura & Asahi Roy Leung partner, Sit, Fung, Kwong & Shum Johannes Hadi partner, Eugene Thuraisingam What are the key skills and strategies that successful lawyers employ to attract new clients, establish trust, and cultivate enduring client relationships?
6 Asian Legal Business | November 2024 The Briefs DEALS $2.3 bln Tokyo Metro IPO Deal: IPO Firms: Anderson Mori & Tomotsune, Davis Polk & Wardwell, Nagashima Ohno & Tsunematsu, Simpson Thacher & Bartlett Jurisdiction: Japan In a watershed moment for Asian capital markets, Tokyo Metro’s massive $2.3 billion IPO has emerged as a pivotal transaction that could reshape the trajectory of public offerings across the region. As the largest Japanese listing since 2018, this landmark deal arrives at a crucial juncture when Asian markets are actively seeking a new epicentre for IPO activity. As China’s once-dominant IPO pipeline faces mounting headwinds amid regulatory turbulence, Tokyo Metro’s stellar debut positions Japan as the region’s new IPO powerhouse. The Japanese government and regulators have thrown their full weight behind this flagship offering, recognizing its potential to catalyse a renaissance in the country’s capital markets. This watershed transaction is already recalibrating investor sentiment toward Japanese listings. Following years of muted IPO activity, Tokyo Metro’s exceptional performance is expected to unlock a surge of pent-up demand, potentially unleashing a wave of new listings that could cement Japan’s status as Asia’s premier destination for capital raising. Beyond its immediate impact, the deal showcases Japan’s unique value proposition in the global investment landscape, particularly in critical infrastructure and transportation assets. $987 mln Bain Capital’s acquisition of T-Gaia Deal: M&A Firms: Nagashima Ohno & Tsunematsu, Ropes & Gray Jurisdiction: Japan $714 mln Hillhouse and Rava Partners’ takeover bid for Samty Holdings Deal: M&A Firms: Anderson Mori & Tomotsune, Latham & Watkins, TMI Associates Jurisdictions: Japan, Singapore $696 mln Horizon Robotics’ initial public offering Deal: IPO Firms: Cleary Gottlieb Steen & Hamilton, Davis Polk & Wardwell, Jingtian & Gongcheng, King & Wood Mallesons Jurisdiction: Hong Kong $500 mln Adani Enterprises’ qualified institutional placement Deal: ECM Firms: Cyril Amarchand Mangaldas, Trilegal Jurisdiction: India $8 bln Vietjet’s acquisition of 400 CFM advanced Leap 1B aircraft engines Deal: M&A Firms: Rajah & Tann Jurisdictions: France, Vietnam $2.3 bln Nippon Paint’s acquisition of AOC from Lone Star Fund Deal: M&A Firms: Davis Polk & Wardwell, Gibson, Dunn & Crutcher Jurisdictions: Japan, U.S. $1.3 bln Swiggy’s initial public offering Deal: IPO Firms: AZB & Partners, Cyril Amarchand Mangaldas, Latham & Watkins, Shardul Amarchand Mangaldas & Co Jurisdiction: India $1.2 bln Hulic’s takeover bid for Raysum Deal: M&A Firms: Mori Hamada & Matsumoto, Nishimura & Asahi Jurisdiction: Japan
7 Asian Legal Business | November 2024 The Briefs Singapore’s blocking of Allianz-Income deal could create new M&A dynamics The Singapore government’s decision to block German insurer Allianz’s $2.2 billion bid for a controlling stake in local entity Income Insurance could set important precedents for future mergers and acquisitions, particularly in dealing with public interest concerns, legal experts say. They add that the case offers crucial guidance on how national interests and public concerns need to be addressed while structuring such deals. On Oct. 14, the Singapore government surprised the financial sector by halting Allianz’s proposed acquisition of a 51 percent stake in Income Insurance from NTUC Enterprise, which currently holds a 72.8 percent stake in the insurer, citing concerns over the deal structure and Income’s ability to maintain its social mission. Income Insurance, which began as a cooperative to provide affordable insurance to Singapore’s working class, converted to a corporate entity in 2022 while maintaining its social mission. Media reports quoted Edwin Tong, Singapore’s Minister for Culture, Community and Youth, and Second Minister for Law, as emphasising that the government had no concerns over Allianz’s financial capacity to complete the deal. However, a key sticking point was Allianz’s plan for capital optimisation, which included returning $1.85 billion to shareholders through a capital reduction within three years of the deal’s completion. The Ministry of Culture, Community, and Youth (MCCY) is concerned that the proposed transaction could undermine both the co-op movement and Income’s ability to fulfil its social mission, Tong explained. “The key consideration would probably have been the protection of the public interest,” says Christopher Huang, managing director of CHP Law. “Income was set up by the cooperative, with the purpose of operating as a social enterprise to offer affordable insurance to the Singapore working class. The government’s key concern was that there was nothing that had been concretely agreed upon or put in place between parties to enshrine those foundational values.” The intervention introduces new dynamics for future M&As involving public interest entities. The government has emphasised it remains open to deals – including a revised proposal from Allianz – provided they adequately address social mission concerns. This stance suggests companies pursuing similar acquisitions will need to incorporate explicit provisions protecting public interest elements in their deal structures. In a significant regulatory shift, Singapore’s parliament passed the Insurance (Amendment) Bill on October 16, giving the minister in charge of the Monetary Authority of Singapore (MAS) powers to block deals involving insurers run – or – substantially owned by cooperatives. This amendment creates a new framework where the MCCY will have input into regulatory approvals for such transactions. The new regulatory landscape introduces additional complexity to the traditional approval process. Future deals will need to satisfy not only MAS’s prudential requirements but also MCCY’s social mission considerations. This dualtrack approval process could potentially extend deal timelines and require more comprehensive planning in early stages of negotiations. Huang suggests future deals could be structured differently to balance commercial and social interests: “Concrete business plans or undertakings, as part of the definitive documents, which adequately address these concerns and enshrine the importance of the social responsibilities can be planned for and agreed upon in advance. Of course, if it is a 100 percent acquisition, it may not be feasible to put in place such parameters.” Allianz said it respects the government’s position and will consider revising the transaction structure. The company remains convinced that “partnering with Income Insurance, a company that shares Allianz’s values and commitment to customer excellence, will benefit Singapore’s customers and society.” The case highlights Singapore’s commitment to protecting public interest while maintaining its pro-business environment. Second Minister for Finance Chee Hong Tat emphasised during the parliamentary debate that “Singapore remains committed to upholding our status as an open, rules-based and proenterprise business hub.” Chee also emphasised that businesses would be given opportunities to address and correct draft plans before final decisions are made. The government has also signalled its openness to NTUC Enterprise pursuing a new deal, whether with Allianz or another entity, provided it adequately addresses MCCY’s concerns. As companies digest these developments, Huang notes the precedent’s broader implications: “Perhaps it offers guidance into the care that should be taken in ensuring that the national interests/public concerns are properly addressed. The government is not closed off to these deals, so long as the appropriate measures are taken to address the relevant concerns.”
8 Asian Legal Business | November 2024 Will Vietnam’s draft Personal Data Protection Law help or hurt the fast-growing economy? In September, the Vietnamese government issued the first draft of a new law on Personal Data Protection (PDPL) for public feedback. The draft law has more stringent provisions than the Personal Data Protection Decree and is potentially set to take effect from Jan. 1, 2026. Developed by the Ministry of Public Security (MPS), it covers a wide range of areas, including marketing services, behavioural advertising, big data processing, AI, cloud computing, employee monitoring and recruitment, financial and credit data, healthcare, insurance, and more. When adopted, the legislation is expected to impact substantially the way all entities do their business in Vietnam as well as the society as a whole, according to lawyers in Vietnam. 1 How will the new law affect cross-border data transfers? This draft legislation builds upon the existing Decree on Personal Data Protection (PDP Decree) and introduces several new requirements and concepts. As such, the draft law maintains many of the requirements for crossborder data transfers set out in the current PDP Decree. One of the most significant requirements is the need for data transferors to prepare, retain, and file Transfer Impact Assessments (TIAs). The draft PDPL also notably broadens the definition of cross-border data transfers. “One remarkable activity captured by the draft is the publication of personal data on cyberspace which allows individuals outside of Vietnam to receive it,” says Logan Leung, deputy managing partner at Rajah & Tann LCT Lawyers in Vietnam. “This activity (which is broadly couched) could open an interpretation in which data that is merely uploaded on the internet and accessible in a country outside of Vietnam could be captured as a cross-border data transfer,” he adds. Lawyers from Vision & Associations (V&A) in Vietnam believe these new legal requirements on cross-border data transfers could challenge the economy by obstructing ordinary business activities including routine correspondence. “Such requirements impose a huge paperwork and cost burden and prevent domestic businesses from approaching and taking full advantage of advanced technologies and services in the global market as they may have difficulty accessing such services, reducing their international competitiveness, and further exposing them to data and cyber security risks,” say Vuong Son Ha, senior associate, and Tran Tu Anh and Nguyen Thai Ha, associates at the firm. In addition, requirements for preparation and submission of the DPIA and the TIA was also introduced, adding more complexities to an already “time-spending and costly job for all entities”, say Vuong, Tran and Nguyen. “With a larger coverage and obligations to update and supplement the DPIA and the TIA as additionally required by the draft, this approach would further drain the resources of businesses conducting international trade, while providing little improvement in data protection in general,” they add. Additional requirements for cross-border data transfers include sharing personal data at international conferences, seminars, meetings, or discussions; providing personal data to other entities for business activities; and providing personal data to fulfil legal obligations abroad or according to host country laws. 2What role will the data protection officer play? The draft PDPL requires almost all data controllers and processors to establish a “personal data protection organisation.” The organisation must include at least one Data Protection Officer (DPO) with specific qualifications, Alternatively, two DPOs can be appointed: one certified in technology and another in legal matters. Recruiting and hiring additional staff, training new employees, and implementing necessary systems can be costly. As such, outsourcing data protection functions to a specialised service provider is seen by lawyers as a more viable option. “This could help businesses meet compliance requirements without the need for internal resources,” says Quang Minh Vu, associate at Tilleke & Gibbins in Ho Chih Ming City. However, small and medium-sized enterprises (SMEs) and startups may be exempt from this requirement for the first two years after establishment. Leung believes this exemption could be “counterintuitive” because “it does not apply to those that directly engage in personal data processing activities.” For companies that currently rely on data monetisation, the PDPL’s prohibition on personal data sales could prove a hurdle. But lawyers point out that data monetisation and is not necessarily restricted under the draft law. The Briefs EXPLAINER
9 Asian Legal Business | November 2024 Ryand Armilis Leaving: ANSA Law Going to: AVYA Law Firm Practice: Construction and Infrastructure Location: Jakarta Position: Practice Head Adrian Bae Leaving: British American Tobacco Going to: Yoon & Yang Practice: Regulatory Location: Seoul Position: Senior Foreign Attorney Benjamin Choi Leaving: Oldham Li & Nie Going to: Jingtian & Gongcheng Practice: Intellectual Property Location: Hong Kong Position: Partner Friven Yeoh Leaving: Sidley Austin Going to: Skadden, Arps, Slate, Meagher & Flom Practice: Dispute Resolution Location: Hong Kong Position: Practice Head Raeza Ibrahim Leaving: Salem Ibrahim Going to: TSMP Law Corporation Practice: Dispute Resolution Location: Singapore Position: Director Stephanie Keen Leaving: Hogan Lovells Going to: O’Melveny Practice: M&A Location: Singapore Position: Partner Elan Krishna Leaving: Cavenagh Law Going to: Oon & Bazul Practice: Dispute Resolution Location: Singapore Position: Partner Gillian Lam Leaving: Baker McKenzie Going to: Deacons Practice: Dispute Resolution Location: Hong Kong Position: Partner Soumitro Mukerji Leaving: Mayer Brown Going to: DLA Piper Practice: Banking and Finance Location: Singapore Position: Partner Ainal Marlinda Md Said Leaving: Sime Darby Property Going to: Zul Rafique & Partners Practice: Real Estate Location: Kuala Lumpur Position: Partner Kevin Tan Leaving: Rajah & Tann Going to: Legal Solutions Practice: Dispute Resolution Location: Singapore Position: Director Caroline Thomas Leaving: Hugill & Ip Going to: Hauzen Practice: Dispute Resolution Location: Hong Kong Position: Partner Park Eun Young Leaving: Kim & Chang Going to: Lee & Ko Practice: Dispute Resolution Location: Seoul Position: Practice Head Skadden, Arps, Slate, Meagher & Flom has strengthened its international arbitration practice through a key senior appointment in Asia. The firm has appointed Friven Yeoh from Sidley Austin to lead its international litigation and arbitration practice in Asia. Based between Hong Kong and Singapore, Yeoh will oversee Hong Kong’s five-lawyer arbitration team, which includes two partners, while serving as the sole arbitration partner in Singapore supporting the corporate and litigation practices. The appointment reflects the growing importance of Asian arbitration capabilities among international law firms and the competitive market for senior arbitration talent in the region. The Briefs APPOINTMENTS
10 Asian Legal Business | November 2024 The Briefs SEA healthcare M&A boom prompts caution on regulatory hurdles In the vibrant tapestry of Southeast Asia’s business landscape, the healthcare sector is witnessing a whirlwind of mergers and acquisitions (M&A) activity, with private equity investments playing a pivotal role in reshaping the landscape. Between the months of January and April this year, the region’s healthcare industry saw a deal value of $1.13 billion, including Fullerton Health’s sale to Far East Drug and the acquisition of Eu Yan Sang by Japan’s Mitsui and ROHTO Pharmaceutical. The deals continued later in the year as well, with IHH Healthcare announcing in September its purchase of Island Hospital in Penang for $900 million. Lawyers specialising in dealmaking advisory in the healthcare sector are quickly catching on with these emerging developments. Yee Chung Seck, partner and head of M&A and healthcare & life sciences at Baker McKenzie Vietnam, tells ALB that recent patterns in Southeast Asian healthcare M&A reveal a marked increase in both the number and value of deals. The focus has shifted towards targets operating in biotech, digital health platforms, and technology-driven healthcare services. Additionally, there’s a noticeable trend towards the consolidation of healthcare providers, including hospitals and speciality clinics. “For the next couple of years, we see from a broader view that there will be still compelling opportunities for M&A healthcare in Southeast Asia countries given global companies and investors are building resilience through transactions, partnerships and inward investment in the Asia-Pacific region,” he says. Specifically, private equity investors will be expected to play an increasingly important part in this landscape, as the trend for restructuring and divestment continues. For instance, the IHH Healthcare acquisition of Island Hospital, one of the largest deals in Malaysia this year, exemplifies this trend. As James Mythen, a partner at A&O Shearman, noted, this acquisition “shows the ongoing strength of healthcare mergers and acquisitions in the ASEAN region.” Hospitals, clinics, and other healthcare facilities have become prime targets for M&A activities in recent years. Several factors are driving these changes, according to lawyers. Internally, healthcare providers are seeking operational restructuring to improve efficiencies and reduce costs through consolidation, Seck says. The competitive pressure to stay relevant in a rapidly evolving market is pushing providers to acquire new technologies and capabilities through M&A. Externally, Seck points out that the healthcare transformation via artificial intelligence (AI) is a significant driver. “Rapid advances in AI and data processing have enabled a new generation of solutions, from gene sequencing to health monitoring. The collaboration between technology platforms, industry players, private investors, and public organisations is powering this transformation”, he says. Against this backdrop of market dynamism within the healthcare sector, and the shifting technological landscape in Southeast Asia, it’s natural that countries in this region – some of the fastest growing in Asia in recent years – make for attractive markets for healthcare M&A deals. That’s because with rapidly ageing populations, a growing group of digital natives with spending power, and a low density of skilled healthcare professionals, these markets offer compelling opportunities for investors. In addition, with favourable government policies and regulations further boosting private healthcare investments and local manufacturing of healthcare products, lawyers have good reasons to be optimistic about the dealmaking prospects in Southeast Asia’s healthcare space. Vietnam, for instance, has set an ambitious target of becoming a highvalue pharmaceutical manufacturing hub, aiming to earn $1 billion annually from pharmaceutical exports by 2030. However, Seck cautions foreign investors to be aware of regulatory challenges, particularly merger control regulations in ASEAN countries. “Merger control rules are expanding and becoming more unpredictable and interventionist, while foreign investment screening is increasingly geopolitical. Under these regimes, transactions that meet financial or economic thresholds may be subject to regulatory approval, often prior to closing,” he says. To mitigate disruption to transaction timelines and to ensure deal certainty, it is important to map out issues as early as possible. “This entails planning for and running a multi-jurisdictional assessment in advance, to determine where and which filings and approvals may be required,” adds Seck.
11 Asian Legal Business | November 2024 The Briefs Singapore leads with principles-based approach to AI in financial services Singapore’s financial sector is at the forefront of embracing Artificial Intelligence (AI), particularly Generative AI (Gen AI), as it seeks to maintain its position as a global fintech hub. This cutting-edge technology promises significant productivity gains for banks and financial institutions, from enhancing customer service to streamlining operations. However, as with any disruptive innovation, the adoption of AI in finance comes with its own set of challenges and risks. In a recent interview with the Business Times, Chia Der Jiun, managing director of the Monetary Authority of Singapore (MAS), highlighted the ongoing efforts to understand and manage the risks associated with AI in finance. “The focus has been on building up the capability, both in industry and by the regulator, in terms of understanding the risk, and therefore how best to manage the risk,” Chia explained. As Singapore’s financial sector navigates this AI-driven landscape, regulators and industry leaders are working together to develop frameworks that balance innovation with risk management. Projects like MindForge and the ongoing development of an AI Governance Handbook demonstrate the collaborative effort to establish best practices and guidelines for AI implementation in finance. Grace Chong, head of financial services regulation at Drew & Napier, sheds light on Singapore’s regulatory approach to AI in financial services. “Singapore adopts a principles-based model through the MAS and its FEAT principles (Fairness, Ethics, Accountability, and Transparency),” Chong explains. “The FEAT framework encourages firms to conduct self-assessments to ensure AI systems, particularly in credit scoring, operate transparently and avoid biases against specific demographic groups.” This approach reflects Singapore’s commitment to fostering innovation while maintaining robust regulatory oversight. “MAS’s Veritas Initiative further supports this by providing practical tools for measuring fairness and transparency in AI models, promoting responsible innovation,” she says. However, financial institutions in Singapore face several legal and compliance challenges when implementing AI solutions, especially regarding data privacy and algorithmic transparency, Chong notes. “While Singapore’s approach offers flexibility, it may allow for inconsistencies in adherence to ethical AI standards across different institutions,” she adds. Achieving algorithmic transparency presents unique difficulties, particularly for complex “black box” models. “Singapore’s FEAT Principles and the PDPC Model Governance AI Framework encourage transparency, urging institutions to communicate the methodology, rationale, and impacts of AI-driven decisions,” Chong explains, noting that this emphasis on transparency aims to build trust in AI systems among consumers and regulators alike. Accountability for errors or biases in AI-driven financial decisions is another crucial area of focus for Singapore’s regulators. “Regulators are increasingly prioritizing prioritising structured accountability to address errors or biases in AI-driven decisions, particularly in high-stakes financial services,” says Chong. “Singapore’s MAS has articulated this through its FEAT Principles, which establish both internal and external accountability.” This approach underscores the need for transparent governance from top-level executives down. As Chong explains, “internal reviews and documentation are expected to be part of this process, with senior management bearing direct responsibility for AI outcomes, emphasizing emphasising the need for transparent governance from top-level executives down.” Looking ahead, Singapore is wellpositioned to lead in effective governance of AI in financial services while fostering innovation. Chong suggests that the introduction of regulatory sandboxes specifically for AI applications could be beneficial. “Sandboxes provide a controlled environment for firms to test AI models under regulatory supervision, giving regulators insights into the technology’s practical implications and risk profiles before instituting formal rules,” she notes. Singapore’s commitment to AI innovation in finance is further evidenced by initiatives like the National AI Strategy and AI Singapore, which aim to develop local AI talent and capabilities. These efforts, combined with MAS’s regulatory approach, create a conducive environment for AI adoption in the financial sector. As Singapore’s financial services industry continues to embrace AI, the need for balanced and effective regulation becomes increasingly crucial. By fostering collaboration between regulators, industry leaders, and technology experts, Singapore is poised to harness the power of AI in finance while mitigating risks and ensuring ethical practices. The city-state’s approach to AI in financial services serves as a model for balancing innovation with responsible governance, potentially influencing global standards in this rapidly evolving field. “Establishing standards for algorithmic explainability, data governance, and internal accountability within financial institutions could fortify regulatory frameworks without imposing rigid compliance burden,” says Chong. “This balanced approach will be crucial for Singapore to maintain its position as a leading fintech hub while ensuring the responsible and ethical use of AI in financial services.”
12 Asian Legal Business | November 2024 privates of Hong Kong-listed Cayman companies. “These takeovers are often structured as Cayman schemes of arrangement,” explains Powell, who notes that recent regulatory changes, such as the abolition of the Cayman statutory “headcount test,” have eased the process for these transactions, a development that has been widely welcomed by the market. Competitive advantage As onshore jurisdictions like Singapore and Dubai enhance their financial centre capabilities, traditional offshore centres are evolving their value proposition. “Offshore jurisdictions are enhancing their regulatory frameworks to be more robust and transparent, aligning with international standards while maintaining the flexibility and efficiency that has made them so successful,” the Ogier team asserts. As they implement iterative regulatory updates, these jurisdictions are able to stay ahead of the curve and provide market participants with the necessary guidance to navigate the evolving landscape. In terms of competitive advantages, offshore centres have developed an enormous amount of expertise in niche areas, such as private wealth management and trusts, the experts say. “They are also extremely agile and can quickly adapt to meet evolving clients’ needs, which is what we’re seeing in the digital assets space,” the Ogier team says. “Going into 2025, the political and regulatory stability they offer, along with the flexibility and complex structuring expertise, will ensure offshore jurisdictions can continue to attract and retain global investors and remain competitive,” the lawyers add. Offshore ment. However, the pace of ESG fundraising of private capital has seen a resurgence in 2024, with notable contributions from Europe,” Hodson notes. The picture is more mixed for the Asia-Pacific market, according to a report by Morningstar Sustainalytics. In early 2024, China-domiciled sustainable funds saw their largest outflows in two years, totalling $1.8 billion. Excluding China and Japan, Asia attracted $2.5 billion in net new money, with Taiwan-domiciled funds receiving the bulk of those investments. Given these overall fund flows, Hodson expects investment managers in the region to continue to be mindful of investor interests and demands when it comes to ESG and sustainability. “We predict that we will see the majority focusing on ESG from a governance and risk management perspective and a smaller universe looking at themes such as carbon reduction-focused strategies and impact,” she adds. While offshore jurisdictions have not yet introduced additional layers of ESGfocused regulation, Hodson notes that “funds domiciled in these locations will generally be managed out of an ‘onshore’ jurisdiction and therefore the managers may already need to comply with ESG and/or climate-related regulation in those jurisdictions.” The Cayman Islands Monetary Authority has also demonstrated its focus on this area, issuing Climate Change and Environmental-Related Risks survey to better understand the current landscape of climate-related risk management processes within Cayman registered funds and other entities. Offshore jurisdictions are also witnessing an increase in takeover activity, particularly in the form of take Offshore outlook: 2025 In the coming year, offshore centres will have to balance privacy and transparency as they adapt to new financial trends, lawyers say. By Nimitt Dixit As the world becomes increasingly interconnected, offshore financial centres find themselves at a critical juncture. These markets must navigate the delicate balance between privacy protections and growing global demands for transparency and compliance, while maintaining their competitive advantage against growing financial flexibility in onshore financial hubs like Singapore and Dubai. According to a panel of attorneys from law firm Ogier, this presents both obstacles and opportunities. “Balancing privacy protections with compliance demands is a complex challenge for offshore jurisdictions, but it also presents opportunities for law firms,” explain investment funds partner Dennis Li, investment funds partner and head of ESG (legal) Kate Hodson, and Ogier’s global head of Corporate, Nathan Powell. The experts note that whether it’s beneficial ownership reporting, data protection compliance, AML requirements, or helping clients structure investments to balance transparency with privacy, there is a growing demand for compliancerelated work. The offshore legal landscape is also being transformed by the rapid growth of digital assets and fintech. Ogier has proactively positioned itself to serve these emerging sectors, expanding its multi-disciplinary technology and Web3 team. ESG focus Beyond the digital revolution, Environmental, Social, and Governance (ESG) considerations are also becoming increasingly crucial in investment decisions. “ESG fundraising cooled in 2023 amidst a tightening monetary environ-
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14 Asian Legal Business | November 2024 ALB Fast 30: Asia’s Fastest Growing Firms 2024 As the legal landscape in Asia evolves rapidly, an increasing number of law firms are capitalising on the region’s economic growth by adopting innovative technologies and strategic approaches to meet the demands of a more interconnected global market. In its fourth edition, the ALB Fast 30 list recognises such firms that have made remarkable contributions to shaping the future of the legal industry in Asia, establishing themselves as leaders in an increasingly competitive and dynamic environment. The list is arranged alphabetically, and some firms have been profiled. List by Asian Legal Business, Text by Bingqing Wang The firm is also well-known for its dedication to pro bono and social impact. AVYA is a pro-bono advisor for 5 social impact entities that empower refugee rights, work towards poverty elimination, and promote Indonesian art & culture. The firm’s members also regularly contribute to global intellectual discourse by writing op-eds on public policy and political affairs that have been published by prominent international news outlets in 5 countries: Nikkei Asia (Japan), the Straits Times (Singapore), the Lowy Institute (Australia), the Jakarta Post (Indonesia), and the Star (Malaysia). Izad Kazran & Co Malaysia Izad Kazran & Co, under the leadership of its managing partner Kho Sze Jia, has rapidly established itself as a formidable presence in the Malaysian legal landscape. The firm was recognised for its exceptional growth strategy, which focuses on three key pillars: strategic talent acquisition, client-focused innovation, and aggressive regional expansion. Over the past year, the firm has expanded its headcount by 10, reflecting its commitment to enhancing service quality and meeting growing client demands. AVYA Law Firm Indonesia AVYA Law Firm, established in 2019, has quickly become a trusted advisor for high-stakes legal challenges in Indonesia, specialising in private wealth, tax, complex restructuring, complex disputes, and asset protection. With a dedicated team of five partners, led by managing partner Alldo Fellix Januardy, AVYA delivers “tailored advocacy for unique legal matters”, expertly addressing the needs of ultra-high-net-worth family offices, government bodies, and corporations. The firm’s key practice areas— private wealth & family office, charities/ philanthropy, government law & policy, and commercial litigation—demonstrate AVYA’s commitment to impactful and client-focused legal solutions. In one notable case, AVYA successfully represented a high-net-worth family in a $15 million inheritance dispute, securing a favourable ruling and guiding them to continue the legacy business securely. In another complex case, AVYA safeguarded a family’s assets from a $63 million liability, showcasing its prudent approach to strategic asset protection and navigating complex restructuring. ALB Fast 30: Asia’s Fastest Growing Firms 2024 Izad Kazran & Co has attracted prestigious clients, including A & W (Malaysia), ContiTech (a group of Continental), and the Employees Provident Fund (EPF), reflecting its expanding influence across diverse sectors. In the past year, the firm reported impressive revenue growth of approximately 57%, bolstered by the addition of new practice areas such as the Environmental, Social, and Governance (ESG) Practice Group and dedicated desks for China and ASEAN businesses. The firm continues to leverage key developments that enhance its competitive edge in the legal market through talent growth by hiring mid-senior lawyers, boosting expertise and turnaround times. Investments in AI-driven tools and secure portals have improved efficiency and client service. Additionally, the firm has strengthened crossborder partnerships and is actively pursuing ESG expertise through ongoing education. With a vision of becoming “An Asian Firm with local expertise, and world-class standards,” Izad Kazran & Co is poised for continued success as it solidifies its position as a leading law firm in Asia. For the methodology and other details, please visit www.legalbusinessonline.com
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