Chandler MHM Limited

Chandler MHM has a highly experienced Corporate and M&A practice group, recognized for the scope of its legal expertise, and the caliber and industry range of its clients. The group acts for multinationals and large, local corporates on transactions involving Thailand’s and Southeast Asia’s key industry sectors, including energy and natural resources, petrochemicals, automotive, food and beverages, logistics, retail, property and high‐value manufacturing.

The group advises on public and private M&A, bilateral and competitive   bidding share sales and purchases, amalgamation, entire business transfers (EBT), business/asset acquisitions, joint ventures, foreign direct investments, private equity investments, corporate group restructurings and reorganizations. We also assist clients with compliance and regulatory matters in the areas such as antitrust, data protection and anti‐bribery.

The group also handles corporate registration and secretarial work for Thai companies, applications for Board of Investment (“BOI”) promotions and foreign business licenses, registration of branch offices of foreign corporations, representative offices, regional offices and applications for US Treaty protection.

Highlights for Mergers & Acquisitions experience follow.

• Japanese multinational - acting for a leading Japanese multinational on the cross-border acquisition of a Thai, chemical manufacturing company. The deal is complex as the acquisition of the Thai company’s shares involves multiple shareholders and negotiation with the leader of the Thai shareholder group. The firm also assisted the Thai company with compliance issues; land lease issues, foreign restriction issues, and land ownership issues. On-going.
• Middle Eastern Petroleum Group - acting for the group on issues concerning sale of crude oil from Block 61/48 in the Gulf of Thailand, and on related matters concerning two other O&G companies. Ongoing.
• Tyson Foods Inc. - acting for Tyson on the acquisition of shares in Thai subsidiaries, advising on the shareholding structure for the various business entities involved in the acquisition. Closed February 2019.
• Frutarom Project - acting for the Frutaom Group, now part of the IFF Group, on a two-stage acquisition of, and joint venture with two major Thai food ingredient manufacturers; Mighty International and Maharaj Food. The deal was complex as: 1) the acquirer was an Israeli-based global conglomerate which required compliance with Thai foreign ownership regulations, 2) the project included major restructurings involving land ownership and leases, and 3) there were special regulations imposed on Frutarom entities based on their listings in three securities markets. Closed January 2019.
• Kasikorn Line Company Limited - acting for LINE Corporation through LINE Financial Asia Corporation Limited (Japan’s largest social network), on a joint venture transaction with KASIKORN Bank to become a major lending service provider; offering banking services within LINE, a digital platform, advising on the preparation and negation of the operational agreements involving data privacy, and in-depth advice on all aspects of the joint venture. Closed December 2018.
• Hyperion Insurance Group/Howden Broking Group - acting for Hyperion/Howden on the merger of their Thai business with Maxi Insurance Brokers, advising on the share sale and purchase, and an entire business transfer, and resulting joint venture company. Closed December 2018.
• SENKO Group Holdings, Co., Ltd. - acting for SENKO on the formation of a joint venture with Best Global Logistics (Thailand) Ltd., a third party logistics service provider, advising on the structuring and documentation of the joint venture, and negotiating with the joint venture partner. Closed September 2018.
• Sumitomo Corporation - acting for Sumitomo Corporation on the structuring, documentation and negotiation involved in this cross-border joint venture in Thailand, advising on a detailed feasibility study regarding the manufacture and sale of butadiene derivatives in Thailand, and the joint venture agreement between the three parties to the agreement. Closed June 2018.
• Japanese multinational - acting for a leading Japanese real estate group on a cross-border investment in two residential condominium development projects in Thailand through acquisition of shares in two existing, Thai asset holding companies. Work included: 1) due diligence on project land and asset holding companies; 2) preparation of the JV and ancillary documents, and 3) participation in negotiations with the listed, Thai developer in the transaction. Closed April 2018.
• B. Grimm PCL - acting for B. Grimm Power Public Company Ltd., and its subsidiary B. Grimm Power Service (Laem Chabang) Ltd., on the acquisition of 100% of the shares in Glow SPP1 Company Ltd., a subsidiary owned by Glow Energy Plc. Closed March 2018.
• SENKO Group Holdings, Co., Ltd. - acting for SENKO, a well-known Japanese conglomerate, on the formation of a joint venture with the MK Restaurant Group Pcl. In Thailand, advising on the structuring and documentation of the joint venture, and negotiating with the joint venture partner. Closed February 2018.
• Mizuho Bank Ltd., and Standard Chartered Bank (Singapore) - acting form Mizuho Bank and Standard Chartered, as lenders, on the acquisition by Thai Beverage PLC., of shares in Sabeco (Vietnam). Closed January 2018.

Chandler MHM’s litigation team has significant experience in representing both local and international multinational companies and individuals on various legal and regulatory matters in Thailand, including administrative contract, bankruptcy, commercial, construction, employment, insurance, information technology, telecoms, international trade, intellectual property, tax and customs, and other general civil and criminal matters. Our litigation team has substantial expertise in court proceedings in various Thai courts of justice and the specialized courts, i.e. Administrative Court, Bankruptcy Court, Labor Courts, Intellectual Property and International Trade Court, and Taxation Court. Our litigation team are also experienced in enforcement of foreign arbitral awards, and in the conduct of domestic and international arbitration under the various rules which include Thai Arbitration Institute (“TAI”) Rules, Thailand Arbitration Center (“THAC”) Rules, Rules of the Office of the Arbitration Tribunal of the Board of Trade of Thailand, International Chamber of Commerce (“ICC”) Rules, Singapore International Arbitration Centre (“SIAC”) Rules and UNCITRAL Arbitration Rules.

Chandler MHM offers a dedicated insurance practice with lawyers who have years of experience advising on a broad range of insurance related matters. The practice advises on disputes related to insurance claims across a broad range of sectors including the maritime sector. We have extensive experience advising insurers including in relation to civil and criminal disputes, regulatory issues, in defense to claims brought against the insurer, and more recently in relation to claims in relation to the COVID-19 pandemic.

Chandler MHM provides extensive and in‐depth advice on Thai labor law issues. A dedicated team of qualified employment lawyers advise major Thai entities and foreign subsidiaries on a range of matters including labor law regulations, employment transfers, labor disputes, mediation and labor union issues.

Examples of our experience include advising on alleged fraud by employees, civil claims related to the dismissal of employment, collective bargaining agreements, employment issues arising from business restructurings and rehabilitations, employment transfers, human resource matters. 

With our history of engaging in a broad variety of general and complex labor matters, we are able to provide effective, practical, and innovative advice based on the latest developments and risks in labor law, other relevant law, and business practices. We also work seamlessly with lawyers from all our Practice Groups to provide a one-stop, full service solution for clients in connection with all types of business transactions and disputes.

• Representing foreign clients in court proceedings related to labor and employment matters.
• Represented a Thai commercial bank in the successful resolution of a dispute in relation to the termination of employment of a high level employee.
• Represented Thai and foreign clients, both individuals and business entities, in court proceedings and in discussions with labor officials regarding labor and employment matters, such as, unfair termination, disputes regarding employee and employer privileges under employment agreements, and disciplinary action.
• Representing and acting for a Japanese company and its subsidiaries (Thai-based manufacturers listed under Stock Exchange of Thailand) in respect to an approximately USD 5 Million civil claim in relation to the dismissal of employment and the breach of share acquisition agreement.
• Representing and acting for an international engineering service provider of oil and gas drilling and production operations in relation to an approximately USD2.2 Million labor claim concerning the retrenchment of manpower brought against by its former engineers.
• Representing and acting for a multinational manufacturing company in relation to a labor lawsuit in respect of alleged unfair and constructive dismissal brought against the company by a former executive.
• Represented employers in the Labor Court; employees in termination cases in the Labor Court; employers in negotiations with employees on labor cases; employers by reviewing/revising work rules and regulations; employees by advising on employment agreements, and both employers and employees on general labor law issues.
• Represented an international oil and gas company on a high-value labor claim concerning unfair termination and breach of employment contract brought against it by its former expat employees.
• Represented a Swedish vehicle manufacturing company on a civil claim concerning undue enrichment and on a criminal misappropriation claim against its former employee.

Since its establishment, Chandler MHM has recognized the importance of the Real Estate (RE) sector in Thailand and surrounding countries. Clients include both local and overseas investors, particularly, leading Japanese property developers. Today, the firm’s Real Estate team advises on diverse aspects of property investment, such as development of new projects, acquisition, disposition and financing of existing properties, all aspects of structuring for development projects, on due diligence, and on drafting / negotiating transactional agreements and documents.

Real Estate Development

• Condominium project - advising on a condominium development project by a joint venture company between a foreign developer company and a Thai local developer
• Hotel/serviced apartment project (BOI investment promotion) - advising on a hotel/serviced apartment development project by a JV company between a foreign investor and a Thai local developer in which the joint venture company obtained BOI (Board of Investment) investment promotion certification
• Co-working space project - advising on a JV company between a foreign real estate company and a Thai local developer
• Logistics centre project - advising on a logistics centre development project by a joint venture company between a foreign developer company and a Thai local partner
• Shopping centre project - acting for a Japanese major shopping centre company on a joint venture project for a shopping centre development in Bangkok with a local partner
• Leasing scheme for opening retail shop - acting for a major foreign apparel company on a project to open a retail, roadside shop − using a property leasing scheme

Real Estate Infrastructure Finance

• Finance for condominium development project - advising on financing to a JV between Thai and Japanese property developers of a high-end condominium project in Bangkok

Chandler MHM acts for creditors, creditor committees and debtors on due diligence and restructuring of corporate debt, and advises on reorganization proceedings under the amended Bankruptcy Act and under the Corporate Debt Restructuring Advisory Committee (“CDRAC”). Chandler MHM published an English translation of the amended law in 1999, and co‐published “Restructuring Eurobond Debt in Thailand”.

Rehabilitation and bankruptcy

• USD 3,400 million Rehabilitation Case: acting for a state enterprise applying for repayment of debt owed by a Thai telecommunications company.
• Advising and representing clients in a debt repayment claim under the rehabilitation process.
• Represented the former executives of a major Thai petrochemical company in a series of litigation cases against the plan administrator.
• Representing and acting for a foreign bank, the plan administrator, in litigation proceedings in relation to a claim of approximately US 6,700 Million arising from the debt restructuring of a Thai major plastic manufacturer under business reorganization.
• Represented creditors in filing petitions for bankruptcy against debtors; creditors in filing applications for repayment of debt held by businesses under business rehabilitation; and debtors in filing petitions for business rehabilitation.
• Represented a Thai state enterprise in a rehabilitation case involving a telecommunications company in respect to which the total claim amount was more than USD 300 million.
• Represented a Thai real estate development company on its debt restructuring of more than USD 500,000 on a business rehabilitation case.
• Advising and acting for a European company in bankruptcy and liquidation proceedings