Myanmar. Asia Pacific.

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1 Myanmar Asia Pacific

2 Myanmar Asia Pacific A&O in Myanmar 4 partners with extensive Myanmar experience 13 offices across Asia Pacific 6 offices* across ASEAN 14 Tier #1 ASEAN rankings Chambers Asia 2016 Since the re-emergence of Myanmar into the international community, Allen & Overy has focused on establishing a presence and understanding of the legal and practical framework of executing investment strategies in Myanmar. This has resulted in us working on a number of completed and on-going high profile matters for clients who are looking to enter, or have successfully entered, the market. We established our Yangon office in 2013 as the first international firm, headed by Simon Makinson and supported by our on-the-ground international lawyers and local government relations team. They are supported by a dedicated team of sector specialists made up of partners and lawyers from the firm s ASEAN offices * as well as from Tokyo, Sydney, Perth, New York and London. The firm also boasts one of the foremost international arbitration practices in Asia Pacific and are able to provide top-tier advice and assistance in relation to disputes. We are advising clients across all active sectors including telecoms, banking and financial services, energy and power including oil and gas, infrastructure, real estate, manufacturing and consumer goods. We also regularly engage with the Myanmar government, including recent assistance with the drafting of the Myanmar Arbitration Law. Myanmar: General Business Law Firms Band 1 Chamber Asia Pacific 2016 Foreign firms: Tier 1 Legal Finance and Corporate: Tier 1 IFLR Energy and Infrastructure: Tier 1 IFLR Allen & Overy LLP 2016 * Singapore, Bangkok, Hanoi, Ho Chi Minh City, Jakarta (via exclusive association with Ginting & Reksodiputro), Yangon

3 Myanmar Asia Pacific Our experience Telecoms Banking & Financial Services Power Telenor Advising Telenor on its successful bid for one of two new telecommunications licences in Myanmar. We have conducted all legal work relating to the grant of the licence and build out and operations of the Telenor entity including company establishment and structuring aspects. Telenor Advising Telenor in relation to the establishment of a joint venture with a private Myanmar bank for the provision of mobile banking services in Myanmar. They re very active and very visible they ve done a great job here on the ground. Chambers Asia, Myanmar, 2016 Our work in this sector includes being a founding member of the UK-Myanmar Financial Services Task Force which is assisting the Myanmar Government with the development of the financial sector. ANZ Advising ANZ on the establishment of its branch and operations including advising on the banking regulatory environment and reviewing of branch documentation. Japanese financial institution Advising on the regulatory and procedural frameworks for financial institutions, monetary controls and undertaking financial transactions in Myanmar, including advice on foreigncurrency remittances. They have a strong Myanmar presence and practice. Chambers Asia, Myanmar, 2015 We are working with developers and multilaterals on various projects: Asian Development Bank (ADB) Advising ADB in regard to Myanmar Electric Power Enterprise and the Ministry of Electric Power on power purchase agreements for: 1) two proposed 50MW gas-fired power plants in Ywama; 2) a 50MW gas-fired power plant in Hlawga; and 3) a 121MW gas-fired power plant in Ahlone. Finance Corporation (IFC) Advising IFC as bid coordinator on the Myingyan IPP project, the first power project to be procured through an international standard bidding process. IFC Advising IFC in relation to a review of the proposed power purchase agreement with respect to a 121MW gas-fired power plant sponsored by Toyo Thai in Ahlone. Allen & Overy LLP 2016

4 Infrastructure Oil and Gas M&A IFC and ADB Advising IFC and ADB as lenders on all aspects of financing, including structuring the financing and security package of a large mixed use residential, commercial and hotel development in central Yangon. Airports Advising a Japanese consortium on its winning bid to develop Hanthawaddy Airport in Myanmar (on-going). Advising a Japanese led consortium on its bid for Yangon s Airport. CB Bank Advising CB Bank as security agent on Pan Asia Majestic Eagle Limited (PAMEL) for the first-ever, nonrecourse, cross-border financing in Myanmar related to USD85m of financing to support its roll-out of tower-site infrastructure. Energy and Infrastructure Tier 1 IFRL Myanmar Oil and Gas Company (MOGE) Advising MOGE on its investment in 15% of the Yadana Gas Field and Pipeline Project, including financing arrangements from Marubeni and other Japanese trading companies. Yadana Gas Advising the sponsor on its bid for the Yadana Gas Project, a contract for the three-in-one downstream petrochemical project involving a gas terminal, 300MW combined gas-fired power plant and a fertiliser plant in Kyaikto, Myanmar. An international oil & gas company Advising on the acquisition of shares in a project company that holds a concession to develop an LNG receiving terminal. manufacturer Advising an international manufacturer on the purchase of a Myanmar company. property company Advising an international property company on the proposed purchase of a large mixed use development under construction. energy company Advising an international energy company on the proposed purchase of a Myanmar IPP. They give me the simplicity and the brevity as well as the substance that I m looking for. Chambers Asia, Myanmar, 2015

5 Our engagement in Myanmar Consumer Goods Japanese electronics company Advising in respect of laws and regulations relating to recruitment and labour issues in Myanmar. consumer goods company Advising on a joint venture with a Myanmar company. Arbitration A global company Advising on issues arising from an ad hoc arbitration seated in Myanmar and governed by Myanmar law. This involved consideration of issues of Myanmar contract and arbitration law in the context of a failed joint venture. In addition to our on-deal experience, our engagement in Myanmar includes spending significant time and resources assisting with efforts to build capacity and up skill key stakeholders within the private and public sector and to encourage responsible investment. This includes: Being a founding member of the UK-Myanmar Financial Services Task Force alongside the British Government UKTI, Standard Chartered and Prudential, and with funding from the UK Government Prosperity Fund, creating opportunities for UK companies through assisting the Myanmar Government and in the development of the financial sector in Myanmar with an emphasis on corporate governance. Providing workshops and seminars to government offices and ministries, including the Directorate of Investment and Company Administration, the Ministry of National Planning and Economic Development (since merged with the Ministry of Finance), the Ministry of Energy and the Ministry of Electric Power (since merged to form the Ministry of Electricity and Energy), the Union Attorney General s Office and the Supreme Court of the Union on topics including arbitration, competition law, writing judgements, company law reform, privatisation, power projects, PPPs and infrastructure development. With funding by the UK Government s Prosperity Fund, providing government officers from the Union Attorney General s Office with the opportunity to attend our internal courses University of Litigation and Corporate University in London and to be seconded to our Bangkok office. Providing Allen & Overy Finance and Corporate Course (IFCC) at Yangon University and Dagon University and collaborating with Oxford University on activities focussed on assisting Yangon University and Myanmar students. Supporting the establishment of the British Chamber of Commerce of Myanmar (BCCM) through participation on the executive/steering committee, being a founding member of the BCCM and an active member of the BCCM Legal Working Group. Advising international charities on establishing a presence in Myanmar. 100% they are the real deal. Chambers Asia, Myanmar,

6 For more information, please contact: Yangon Allen & Overy Limited Suite 539/540 Inya Lake Hotel 37 Kaba Aye Pagoda Road Mayangone Township Yangon Myanmar Tel Fax Myanmar_Enquiries@allenovery.com Contacts Simon Makinson Senior Partner Asia Pacific Stephen Jaggs Partner Banking/Projects Chris Burkett Senior Associate Myanmar Francois Renard Registered Foreign Lawyer Competition Tel simon.makinson@allenovery.com Tel stephen.jaggs@allenovery.com Tel chris.burkett@allenovery.com Tel francois.renard@allenovery.com Simon Black Partner Corporate Chris Moore Partner Corporate Sheila Ahuja Of Counsel Arbitration Tel simon.black@allenovery.com Tel christopher.moore@allenovery.com Tel sheila.ahuja@allenovery.com GLOBAL PRESENCE Allen & Overy is an international legal practice with approximately 5,200 people, including some 530 partners, working in 44 offices worldwide. Allen & Overy LLP or an affiliated undertaking has an office in each of: Abu Dhabi Amsterdam Bucharest (associated office) Budapest Ho Chi Minh City Hong Kong Moscow Munich Seoul Shanghai Antwerp Casablanca Istanbul New York Singapore Bangkok Barcelona Doha Dubai Jakarta (associated office) Johannesburg Paris Perth Sydney Tokyo Beijing Düsseldorf London Prague Warsaw Belfast Bratislava Frankfurt Hamburg Luxembourg Madrid Riyadh (cooperation office) Rome Washington, D.C. Yangon Brussels Hanoi Milan São Paulo Allen & Overy means Allen & Overy LLP and/or its affiliated undertakings. The term partner is used to refer to a member of Allen & Overy LLP or an employee or consultant with equivalent standing and qualifications or an individual with equivalent status in one of Allen & Overy LLP s affiliated undertakings. Allen & Overy LLP 2016 CS

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