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Jul 2018 - ESAPA Client eNewsletter

Jul 2018 - ESAPA Client eNewsletter
  • Hong Kong
  • Asia
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Contributed by Thomson Geer

By Eugene Fung, Partner

Taking a strategic equity stake in Australian listed companies

It is common strategy for offshore investors to take a minority cornerstone equity stake in listed Australian companies. It typically aligns interests, creates a blocking interest, gives the investor influence over the investee and provides exposure to the equity upside.

A recent example was the acquisition by our clients, the founders of China's largest online wine retailer, YesMy Wine, of a 15% stake in ASX listed wine producer, Australian Vintage Limited.

Even though the listed target may welcome and encourage the investment, there are restrictions on how any such investment can be structured. When assessing an opportunity or crafting a deal, what then are the considerations for the investor?

Read full article here.


Contributed by Eversheds Sutherland

By Jack Cai, Managing Partner, Shanghai; Michael Bahar, Partner, US; Jennifer Van Dale, Partner, Hong Kong; Joanne Finch, Registered Foreign Lawyer, Hong Kong; Sarina Keung, Associate, Hong Kong

China cybersecurity law one year on

It’s been one year since China’s Cybersecurity Law took effect, and while businesses are keenly aware of the need to comply, many are still trying to fully understand its implications. There is an abundance of new guidelines and regulations clarifying the scope and applicability of concepts introduced by the Cybersecurity Law, and others which expand on existing security requirements in order to promote cybersecurity.

Read full article here.


Contributed by Eversheds Sutherland

By Jack Cai, Managing Partner, Shanghai

China further relaxes restrictions on foreign investments

On 28 June, 2018, the PRC National Development and Reform Commission (NDRC) and the Ministry of Commerce announced significant changes to the regulatory framework governing foreign investment in China. These measures are designed to attract foreign investment, promote market competition, strengthen innovative capabilities, and support economic globalisation.

Read full article here.

Hong Kong

Contributed by Eversheds Sutherland

By Adam Ferguson, Partner; Jocelyn Chow, Associate

Getting the deal through: Dominance 2018 - Hong Kong

Dominance addresses the most relevant questions on dominance and market power. It provides expert local insight in jurisdictions worldwide, covering: applicable legislation, sector-specific controls, scope of application and public entities, market definition and thresholds, collective dominance and dominant purchasers, exploitative and exclusionary practices, links between dominance and abuse, defences, specific forms of abuse, enforcement authorities, sanctions and remedies, private enforcement and damages.

Read full article here.



Contributed by Khaitan & Co

By Surbhi Kejriwal, Partner; Pranay Baghi, Principal Associate; Parg Bhide, Principla Associate

Changes to foreign investment reporting: immediate action needed!

On 7 June 2018, the Reserve Bank of Indi a (RBI) notified changes to the existing

reporting requirements in respect of foreign investments in India with the objective to consolidate and integrate all existing reporting for, inter alia, issue of shares and transfer of shares in a Single Master Form (SMF) online.

Read full article here.


Contributed by King, Stubb & Kasiva

By Sindhuja Kashyap, Associate

Draft on cross border insolvency: analysis

Government of India has been working towards its Ease of Doing Business and Make in India policies wherein the country is incessantly looking forward to attract foreign companies and investments. While the business of the companies involves cross border trading, insolvency of such corporate entities has a cross border regime as well.

Read full article here.


Contributed by Adnan Kelana Haryanto & Hermanto

By Erline Herrmann, Counsel; Gita Hapsari, Associate

Electronic contract and signature under Indonesian law

Electronic transactions are currently governed by Law No. 11 of 2008 as amended by Law No. 19 of 2016 on Electronic Information and Transactions (ITE Law) and its implementing regulations, amongst others, Government Regulation No. 82 of 2012 on the Administration of Electronic Systems and Transactions (GR 82/2012). Under these regulations, an electronic transaction is defined widely as a legal activity that is performed by using computers, a computer network, and/or other electronic media.

Read full article here.


Contributed by Sagita Ridjab Syah & Partners

By Murizah Abidin, Senior Foreign Legal Counsel; Yansen Tambunan, Associate

New regulation on online system for processing and issuing business licenses in Indonesia

On 21 June 2018, the Indonesian President Joko “Jokowi” Widodo has signed a Government Regulation No. 24/2018 on online system for processing and issuing business licenses (Online Single Submission – OSS) in Indonesia. The Regulation is effective immediately.

Read full article here.


Contributed by SSEK

By Michael S. Carl, Advisor; Fransiscus Rodyanto, Partner; Fadhillah Rizqy, Associate

Indonesia introduces new tariff regime for renewable energies

The Indonesian government has introduced a new tariff regime

for renewable energies. The new regime gives the Indonesian state power company, PT Perusahaan Listrik Negara (“PLN”), greater control over tariffs in the sector through business-to-business negotiations and benchmarking against the applicable Electricity Generation Basic Cost (Biaya Pokok Penyediaan Pembangkitan or “BPP”).

Read full article here.

New Zealand

Contributed by Quigg Partners

By David Quigg, Partner

New Zealand M&A update

In the latest edition of the M&A update, we highlighted the update of the Overseas Investment Office, including the draft legislation of banning foreign purchase of residential property. We also covered the draft change of takeover codes, the clarification of New Zealand’s unique aspect that allows target companies to recover expenses “properly incurred” in relation to an offer or takeover notice from the bidder. The newsletter also include a number of news bites on other M&A related topics.

Read full newsletter here.


Contributed by Eversheds Harry Elias

By Suressh S., Partner; Wei Cheang Yeo, Associate

Growth or anti-competition - the story of Grab & Uber's merger

On 5 July 2018, the Competition and Consumer Commission of Singapore (“CCCS”) issued its Proposed Infringement Decision (“PID”) against Grab and Uber in relation to Uber’s sale of its Southeast Asian business to Grab in return for a 27.5% stake in Grab.

Read full article here.


Contributed by Eversheds Harry Elias

By Rodman Bundy, Foreign Counsel; Francis Goh, Partner; Kirsten Teo, Senior Associate; Alvin Yap, Senior Associate

Investors’ protection under the ASEAN Comprehensive Investment Agreement in view of Malaysia’s anticipatory termination of the KL-Singapore High Speed Rail (HSR) Project

After his stunning election win in May 2018, Malaysian Prime Minister Mahatir Mohamad announced that his government will drop the Kuala Lumpur-Singapore high-speed rail (HSR) project which was due to be completed by 2026, although the Prime Minister also suggested that the project might be revisited later. This comes in the midst of the Malaysian government’s assessment of its total debt exceeding RM1 trillion.

Read full article here.


Contributed by Eversheds Sutherland

By Stephen Kitts, Managing Partner Asia; James Lindop, Partner, United Kingdom; Monika Zejden-Erdmann, Senior Associate, United Kingdom

Hold on to your hats! Russia moves on counter-sanctions

On Monday 14 May 2018 the Russian State Duma (the lower house of the Russian Federal Assembly) was presented with Draft Bill No. 464757-7 which, if signed into law, will make complying with Western sanctions on Russian soil a criminal offence. The bill was unanimously approved following a first reading on 15 May, however a second reading due to take place on 17 May was postponed pending further consultation with key Russian businesses and lobbying groups.

Read full article here.