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Seventh Annual Institute on Corporate & Securities Law in Hong Kong 2019

Speaker(s): Agustin R. Montilla, IV, Andrew Whan, Andrey Gromak, Anna-Marie C. Slot, Ashley Alder, Catherine Yien, Catherine M. McBride, David Chu, David Graham, David Quah, Duc Tran, Eugenie Shen, Fiona Cumming, Fiona Phillips, Gareth Hughes, Grace Hui, Grace Huang, James Grandolfo, James O'Sullivan, James Orme, Janice Wu, Jason T. Elder, Jiaxing Zhou, Karen Lam, Kelly S. Austin, Matthew Bersani, Megan Tang, Melli Darsa, Michelle Chan, Mini VandePol, Nakisa Jobling, Neil McDonald, Paloma Wang, Paul M. Dudek, Ricole Tan, Rocky Mui, Sean Wu, Sebastian Ko, Sheng Wang, Stephen Howard, Stephen Monick, Stephen Revell, Tarun R. Warriar, Teresa Ko, Tze-Gay Tan, Urszula McCormack, Vikram Lamba, Wayne Bannon, Yash J. Ashar, Yemi Tepe
Recorded on: May. 23, 2019
PLI Program #: 251715

Andrew is the Head of Clifford Chance's Asia-Pacific Corporate Practice and Co-Head of Clifford Chance's Asia-Pacific Private Equity Practice and has been based in Asia Pacific for over 17 years acting for a range of leading private equity funds, financial and corporate investors in connection with private and public M&A transactions.

Anna-Marie Slot is listed as a leading individual for debt capital markets and high yield in Hong Kong in Asia Pacific Legal 500 and IFLR 1000 and recognized as a band 2 ranked leading lawyer in Chambers Asia-Pacific. She has been shortlisted for Securities Lawyer of the Year at The Asia Legal Awards 2017 and Best in Capital Markets at the Euromoney Asia Women in Business Awards 2015, 2016 and 2017. Anna-Marie and her team have also been shortlisted for Law Firm of the Year: High Yield at The Asia Legal Awards 2017.

Anna-Marie has extensive experience advising banks and other companies in a wide range of corporate finance and securities transactions, including high-yield debt offerings, green bonds, tender offers, debt buybacks, refinancings and securities transactions, such as Rule 144A and Regulation S debt and equity offerings, as well as mezzanine debt investments and senior credit facilities. Her practice also includes advising companies on US securities law matters.

Prior to joining Ashurst, Anna-Marie worked in London and Hong Kong at a leading international law firm headquartered in the US. She has also worked in both New York and London for a major New York law firm.

Ashley is the Chief Executive Officer of the Securities and Futures Commission (SFC) of Hong Kong. He was first appointed in October 2011, and is now serving his third three-year term as CEO. In May 2016, Ashley was elected as Chair of the Board of the International Organization of Securities Commissions (IOSCO), and was re-elected for a further two-year term in May 2018.

Ashley was previously Chair of the IOSCO Asia-Pacific regional Committee and Vice Chair of the IOSCO Board. Ashley has represented IOSCO as a member of the Financial Stability Board Steering Committee and Plenary since his election as IOSCO Board Chair.

Ashley started his career as a lawyer in London in 1984. He moved to Hong Kong in 1989 with the international law firm Herbert Smith, practicing corporate and business law. He was Executive Director of Corporate Finance at the SFC from 2001 to 2004, before returning to Herbert Smith, where he became head of the firm’s Asia Region.

Catherine McBride is a contentious regulatory partner in the Litigation & Trial Department in the Hong Kong office of Latham & Watkins. She is also a member of the White Collar Defense & Investigations Practice and the Financial Institutions Group. Ms. McBride’s practice focuses on handling contentious matters, including regulatory proceedings, regulatory and criminal investigations, and civil litigation claims across Asia.

Prior to joining Latham, Ms. McBride was Head of Litigation and Regulatory Enforcement for North Asia-Pacific at Deutsche Bank, based in Hong Kong and has also held senior roles in the in-house legal teams at KPMG and Ernst & Young, in China and the UK respectively. In addition, she has 10 years of experience in the litigation team at a Magic Circle law firm.

Catherine Yien is a Managing Director at Rothschild & Co and has been working with the firm for over 23 years.

She is currently a member of the Main Board and GEM Listing Committees of The Stock Exchange of Hong Kong Limited (Stock Exchange), which acts as an independent administrative decision maker and advisory body for the Stock Exchange. Catherine will be joining the Advisory Committee of the Securities and Futures Commission (SFC) of Hong Kong from 1 June 2019.  The Advisory Committee advises the SFC on policy matters relating to its regulatory objectives and functions.

Catherine has in-depth knowledge on the Rules Governing the Listing of Securities on the Stock Exchange and Hong Kong Code on Takeovers having been involved in numerous public transactions of listed companies including privatisations, IPOs and M&A advisory transactions.

She is a holder of the Chartered Financial Analyst designation.  She graduated from Imperial College of Science, Technology and Medicine of University of England with a Joint Honours Degree in Mathematics with Management (BSc Hons).

David Graham took up the newly-created role of Chief Regulatory Officer, and Head of Listing, at the Hong Kong Exchanges and Clearing Limited in early 2013.

Mr. Graham has over 30 years of experience in legal and financial services. He started his career with Freshfields (now Freshfields Bruckhaus Deringer) in the UK in 1982, was promoted to Partner in 1991 and moved to Hong Kong in 1999. Mr. Graham joined Morgan Stanley as General Counsel (Asia ex-Japan) in 2001 and has been working in the financial services sector since then. He has held several senior roles within UBS, both in Asia and in the UK, including Global General Counsel of UBS Investment Bank. Prior to taking up his current role, he was Global Head of Legal and General Counsel of the Wholesale Division at Nomura.

Mr. Graham has been a member of a number of committees of the Hong Kong Securities and Futures Commission, including serving as a member, and then a Deputy Chairman, of the Hong Kong Takeovers Panel from 2001 to 2012. He was also a member of the Code Committee of the UK Takeover Panel from 2012 to 2015. He is currently a member of the Securities and Futures Commission Advisory Committee and the Standing Committee on Company Law Reform.

Mr. Graham graduated from Oxford University in 1981. He is admitted as a solicitor in England and Wales and in Hong Kong.

ersity in 1981.  He is admitted as a solicitor in England and Wales and in Hong Kong.

David Quah is currently the Managing Director for QIS in Hong Kong as well as the Managing Director for the Malaysian business as follows:

Managing Director, Quantitative Investment Solutions (QIS)

Responsible for driving the firm’s ETF business, factor & smart beta investing, big data application, as well as the development of other quantitative products and robo advisory partnership.

He is also a Director & Responsible Officer of Sensible Asset Management HK Ltd and Non Resident Licensed Director for fund management & Board Director, Value Partners Asset Management Malaysia Sdn Bhd

Prior to that, he was the Head of ETF at Mirae Asset Global Investments (Hong Kong) where he was involved in the launch of the first batch of Leveraged and Inverse Products on Hong Kong indices and on S&P 500 and Topix as well as the launch of futures-based oil ETF. 

Earlier, he spent almost 20 years at Hong Kong Exchanges and Clearing, mainly responsible for product development including ETF, the Growth Enterprise Market and Callable Bull/Bear Contracts (CBBC).  He was Vice President of Market Infrastructure and Products, Cash Trading at HKEX.

He has also worked for the Hong Kong Securities and Futures Commission (SFC), The Chinese University of Hong Kong, The World Bank and the Malaysian Industrial Development Authority (MIDA).

Duc is a partner in the Vietnam office of Allen & Overy.  Duc advises domestic and international clients such as major corporations, regional and global financial institutions and private equity funds, in a variety of areas of international capital markets, banking and corporate law, with a focus on complex Vietnam-related cross-border transactions. He has led numerous landmark and market-changing M&A, banking, capital markets and project finance transactions.

Duc’s international capital markets expertise extends to a succession of precedent setting and high profile equity offering by Vietnamese issuers targeted to international investors, including the first “international-style” IPO in Vietnam (advising the issuer), the largest IPO in Vietnam to date (advising the underwriters on the USD1.3bn Vinhomes IPO). He also advised the underwriters on the Vincom Retail IPO whose pioneering deal structure significantly shortened the settlement time from that previously possible in Vietnam.

With over 20 years of legal practice, Duc has long been recognized as one of the leading lawyers in Vietnam by the major international legal guides, including top tier rankings across his practice areas of Corporate and M&A, Capital Markets and Banking & Finance in Chambers Asia Pacific 2019. Chambers Asia notes that Duc is “considered to be a guru when it comes to Vietnamese law” and “is hugely respected due to his 'extensive legal knowledge'.”

In addition to servicing clients Duc is the Co-head of Vietnam Business Forum’s Investment and Trade Working Group and is a sought after speaker on Vietnam’s regulatory regime in relation to investment and enterprise law, banking and securities laws, real estate and other laws.

Prior to joining Allen & Overy in 2013, Duc was the managing partner of a leading Vietnamese law firm.

Eugenie is Managing Director and Head of Asia Securities Industry & Financial Markets Association (ASIFMA)’s Asset Management Group which advocates the views and interests of Asia asset managers at local, regional and global levels.  Eugenie is a U.S. trained lawyer with more than 30 years of private practice and in-house legal experience across a wide range of institutions, industries and jurisdictions spanning Asia, the United States, Europe and Latin America.  As a former managing director and chief legal officer of PineBridge Investments (the former AIG Investments) in Asia ex-Japan and general counsel of Morningside Technologies, Eugenie has a wealth of experience in retail and private fund formations, distributions, investments, and investment advisory/management issues.  Her other former positions include being head of the Hong Kong Stock Exchange’s China Listing Unit, vice president and senior associate counsel at Chase Manhattan Bank’s head office in New York and associate at Shearman & Sterling.   Eugenie is a member of the New York Bar and has a Bachelor of Arts degree from Cornell University and a Juris Doctor degree from Georgetown University Law Center.

Fiona advises financial institutions, credit funds, sponsors (including private equity funds and their portfolio companies) and corporates on a range of domestic and international banking and finance transactions with a particular focus on leveraged and event-driven acquisition financings, minority equity stake (public and private) financing and fund financing. She also advises on corporate restructuring, rescues and insolvency, acting for banks and other financial institutions, bondholders, corporates and insolvency practitioners on both contentious and non-contentious work.

Gareth Hughes is a partner at Debevoise’s Hong Kong office and a member of the International Dispute Resolution Group. His practice focusses on major commercial disputes and investigations work, with a particular focus on financial institutions and contentious regulatory matters. Mr. Hughes joined Debevoise in October 2018. Prior to joining the firm, Mr. Hughes was a partner at a leading international firm in Hong Kong, where he oversaw the opening of the firm’s dispute practice in Hong Kong and was head of the firm’s Asia disputes group.

With over 18 years of experience in the region, Mr. Hughes has built a successful practice specializing in commercial litigation, international arbitration and investigations work in relation to financial services, corporate finance, fraud, insurance and shareholder related disputes. Mr. Hughes has acted for major corporations and financial institutions, with many of his matters involving the Hong Kong Securities and Futures Commission, the Hong Kong Monetary Authority, the Hong Kong Stock Exchange and the Independent Commission Against Corruption.

Mr. Hughes has become one of Asia’s most respected and experienced litigators. He is recognized as a leading individual for dispute resolution in Legal 500 Asia Pacific, PLC, Chambers Asia-Pacific and Chambers Global. He is also recognized by Chambers Asia-Pacific as a leading individual for Contentious Regulatory Financial Services related matters. Mr. Hughes is described in The Legal 500 Asia Pacific as a “highly professional and skilled legal operator who inspires confidence and is an extremely safe pair of hands,” and Chambers Asia-Pacific notes that he has “considerable experience advising on regulatory matters and investigations”, with clients praising his “clear, unambiguous advice” and as being “technically extremely sound but also highly pragmatic”. According to clients, “he never fails to deliver as promised.”

Mr. Hughes’ recent publications include “Insider Dealer or Knowing Participant: HK Court of Appeal confirms SFC’s broad powers to pursue insider dealing and fraud offences” (Emerald Publishing, 2018). Mr. Hughes holds a law degree from Manchester University. He is admitted to practice as a solicitor in Hong Kong and England & Wales.

Grace Huang is a partner and Co-Head of the Global Transactions Group, Asia of Freshfields Bruckhaus Deringer.   She has extensive experience advising on equity capital markets transactions in Hong Kong, in particular spin-off listings and the listings of international companies and business trusts in Hong Kong.   Recent transactions she advised on include the Hong Kong listings of Yancoal Australia, Razer Inc., Sisram Medical, Yixin Group and Wharf Real Estate.

Grace Hui joined Hong Kong Exchanges and Clearing Limited in January 2013 as Senior Vice President and Chief Operating Officer of the Listing Department. That department is responsible for supervising the listing process and the ongoing compliance by issuers with their obligations under the listing rules. Previously, Ms Hui was with UBS for over 10 years in various roles in Hong Kong and in New York, including senior counsel for its investment banking division and Managing Director, Chief of Staff and Global Chief Operating Officer of UBS Legal & Compliance Department. Before that, Ms. Hui practiced corporate and securities law in Hong Kong with a leading international law firm. She is a qualified lawyer in Hong Kong and in England & Wales. Ms. Hui graduated from the London School of Economics and Political Science with a BSc in Mathematical Sciences and obtained a Postgraduate Diploma in Law and a Diploma in Legal Practice from BPP Law School in London.

James leads the Hong Kong office where he specializes in capital markets, M&A and private equity transactions. James has been based in Hong Kong since 2000 and has developed expert knowledge advising clients across all of Asia.

Primary Focus & Experience

James has over 20 years of experience advising clients in every major country in Asia. He represents issuers and investment banks in a variety of debt, equity and equity-linked capital markets transactions, including high-yield, regulatory capital, corporate hybrids, Rule 144A/Regulation S transactions and SEC-registered offerings, privatizations and liability management transactions. Jim is highly active in the corporate space regularly advising clients on a variety of M&A, equity and leveraged finance transactions with particular focus on Southeast Asia. He also has extensive experience advising issuers and underwriters on offerings by sovereign and quasi-sovereign entities.

Recognition & Accomplishments

James heads Milbank’s Hong Kong office and is a top tier ranked lawyer in the Philippines, China and India by Chambers Asia Pacific and Chambers Global, 2019. Jim leads Milbank’s Legal 500 Tier One-ranked Philippines practice and is listed as a leading lawyer in Hong Kong in Debt Capital Markets and Equity Capital Markets in IFLR 1000.

James is the Vice-Chair of the International Securities Law Committee of the American Bar Association as well as the Co-Chair of the Practising Law Institute’s Annual Institute on Corporate & Securities Law in Hong Kong.

James joined Standard Chartered Bank in early 2017 as Head of Securities Services Hong Kong and Head of Clearing and Custody Product for Greater China and North Asia. 

James is responsible for driving the Securities Services business in Hong Kong and the development of clearing and custody products in the Greater China and North Asia region.  Prior to joining Standard Chartered, James spent 8 years at BNP Paribas Securities Services in a number of roles across Sales, Relationship Management and Product Management in London and Hong Kong and 6 years at Bank of New York.

Jason T. Elder is a partner of Mayer Brown LLP and a Registered Foreign Consultant (New York, USA) of Mayer Brown JSM based in the Hong Kong office. Jason has extensive experience with a variety of corporate finance transactions, particularly global offerings of equity securities and a range of investment grade, high-yield, hybrid and structured debt products. Jason also has experience with early-round private equity financing, restructurings and cross-border mergers and acquisitions gained from transactions in the United States and Asia.

Jason has practiced law in Asia for over 15 years, advising both issuers and underwriters in public and private securities offerings in the United States as well as Hong Kong listings with international Rule 144A/Regulation S tranches, block trades and secondary placements. He is active across a broad range of industries in multiple jurisdictions, and has extensive experience advising U.S.-based corporations with their Asian operations as well as Asia-based corporations with regional and global expansion strategies.

Representative Experience

Advised Mongolian Mortgage Corporation HFC LLC and MIK Holding JSC as the issuer and the guarantor in connection with its offering of US$250 million aggregate principal amount of 9.75% Senior Notes due 2022 as well as its subsequent US$50 million tap issuance.

Advised PT Indika Energy Tbk in connection with its issuance of US$575 million 5.875% Senior Notes due 2024. This transaction formed part of a larger "bridge-to-bond" acquisition financing that enabled Indika Energy to acquire an additional equity stake in the third-largest coal mine in Indonesia in a deal valued at US$677.5 million. The deal was recognised as “High Yield Deal of the Year” by the IFLR Asia Awards 2018, “Best High Yield Bond” by the Asset Regional Awards 2017, and “Deals of the Year” for 2017 by Asian-mena Counsel.

Advised the Government of Mongolia in connection with its issuance of US$600 million 8.75% Notes due 2024, which included an exchange offer for Development Bank of Mongolia’s US$580 million 5.75% notes due 2017 as well as a new money component. Credit Suisse and JPMorgan acted as joint lead managers and joint bookrunners for the deal, and SC Lowy acted as financial advisor for the Government. The transaction formed part of a larger debt reprofiling surrounding discussions with the International Monetary Fund in connection with its staff-level agreement to provide a three-year extended fund facility to Mongolia. The deal was recognised as "Best Mongolia Deal" for 2017 by the FinanceAsia Achievement Awards.

Jason serves as one of the global leaders of the firm’s Corporate & Securities practice following his service as the Corporate & Securities office practice leader for Hong Kong from 2014 to 2015. He is also a member of Mayer Brown's Partnership Board.

Karen Lam is a Partner in Linklaters’ Derivatives and Structured Products team. She has extensive expertise in exchange-traded and OTC derivatives regulation. She has advised the Hong Kong Stock Exchange on setting up the China-Hong Kong Stock Connect and Bond Connect platforms, and has advised a wide range of brokers and investors on China market access. She regularly advises banks and buy-side clients on OTC derivatives clearing, and helped HKEX to establish OTC Clear, the Hong Kong OTC derivatives central counterparty. She has also prepared surveys of Hong Kong CCP rules for the Futures Industry Association. Her other significant experience includes structured notes, repackaging notes, securitisations, covered bonds, ISDA and GMRA documentation, and netting and collateral opinions. Karen is qualified in England and Wales and Hong Kong. She is winner of the Rising Star in Finance Award by Euromoney Women in Business Law Awards in 2015.

Kelly Austin is the Partner-in-Charge of Gibson, Dunn & Crutcher LLP’s Hong Kong office and has served as a member of the Firm’s Executive Committee.  Ms. Austin’s practice focuses on government investigations, regulatory compliance and international disputes.  She has extensive expertise in government and corporate internal investigations, including those involving the Foreign Corrupt Practices Act and other anti-corruption laws, and anti-money laundering, securities, and trade control laws.  Ms. Austin also regularly guides companies on creating and implementing effective compliance programs.

From 2001 to 2010, Ms. Austin served as the Compliance and Litigation Counsel for General Electric in Asia.  In that role, she coordinated litigation, alternative dispute resolution proceedings, government and internal investigations, and compliance matters for the GE businesses throughout the region.

Before moving to Hong Kong in 2001, Ms. Austin practiced in Washington, DC, representing individuals and entities in a wide variety of criminal and civil matters in federal and state courts around the United States.  Her practice focused on government investigations, including a host of Congressional and Independent Counsel investigations.  She also served as general counsel to non-profit organizations, providing guidance on a variety of legal, regulatory, and strategic matters, and regularly counseled individuals on government ethics and regulatory issues.

From 1993 to 1994, Ms. Austin served as a law clerk for The Honorable Boyce F. Martin, Jr., Chief Judge, United States Court of Appeals for the Sixth Circuit.  In 2000, she served as Special Counsel to the Executive Office of the President, representing the White House in federal litigation.

Ms. Austin graduated with distinction with a Bachelor of Arts degree from the University of Virginia and received her law degree from Georgetown University.  She is a member of the bars of Virginia and the District of Columbia, and is admitted to practice in a variety of district and appellate courts in the United States.  She is also admitted to practice in Hong Kong.

Ms. Austin is ranked as a leading lawyer (top-tier) in the category “Corporate Investigations/Anti-Corruption: China” by Chambers Asia Pacific 2019 and Chambers Global 2018; is ranked in Tier 1 for “Regulatory: Anti-Corruption and Compliance: Hong Kong” by Asia Pacific Legal 500 2019; is ranked as a leading lawyer by Who’s Who Legal: Investigations 2019; was named one of the “World’s Leading White Collar Crime Lawyers” by Euromoney’s Expert Guide 2018; was awarded “The Mentor Award of the Year for Advancement of Women in Compliance” by C5 at its annual Women in Compliance Awards 2018; is ranked as a leading lawyer by Who’s Who Legal: Business Crime Defence 2018; was named one of the “World’s Leading Women in Business Law” in the category “White Collar: Hong Kong” by Expert Guides 2017; and was named by The Asian Lawyer as the Regulatory / Compliance Lawyer of the Year for 2016.

Matthew Bersani is a senior partner based in Hong Kong in the Capital Markets practice. He has had a leading role in advising Asia-based companies on US and Hong Kong IPOs for over 20 years. He has an unparalleled track record representing both issuers and underwriters. Matthew has for many years been cited as “top tier” or “highly recommended” in various guides to the world’s leading capital markets lawyers. For example, he has been recognized as a leading individual for Capital Markets by Chambers Global and Chambers Asia every year since 2009.

Megan Tang, Senior Director, heads the Post-IPO team of the SFC’s Corporate Finance Division. Ms. Tang joined the SFC after almost two decades in private legal practice. Ms. Tang was previously a partner at an international law firm and was recognized as a leading lawyer by Chambers Asia-Pacific for both equity and debt capital markets work.

Melli Darsa is the founding and managing partner of Melli Darsa & Co. (“MDC”), an Indonesian firm established in 2002 specializing in securities and capital markets, mergers and acquisitions and banking and finance/structured finance.

A graduate of the Faculty of Law of the University of Indonesia and Harvard Law School, having over 26 year experience practicing M&A-Securities-Finance law having cross-border aspects, Ms. Darsa holds executive positions in the Indonesian Bar Association (PERADI) as the Vice-Chair of the Board Expert and the Capital Market Legal Consultant Association (HKHPM). Ms. Darsa is also a member of New York Bar and the American Bar Association.

Ms. Darsa is an Eisenhower fellow in the 2010 Women Leadership Program. Presently, Ms. Darsa serves as Vice Chairperson of Law and Regulation in Indonesian Chamber of Commerce.

Mr. David Chu is a Managing Director of Credit Suisse in the General Counsel department, Head of the Investment Banking and Capital Markets (IBCM) Legal team in the Asia Pacific Division, and General Counsel for Hong Kong.

Before assuming his current role, he was the Head of the Advisory & Control Group for IBD Asia Pacific and previously, Country Head of Legal and General Counsel in Australia, based in Sydney.  He is also a member of Credit Suisse's Asia Pacific General Counsel Management Committee.

David joined Credit Suisse First Boston in July 2000 as an Assistant Vice President in the Legal and Compliance Department.  Prior to this role, he worked in the Institutional Banking Legal team at Westpac Banking Corporation and has over 25 years of legal experience as a banking and finance lawyer, including in leveraged and acquisition finance, M&A and both debt and equity capital markets.

David obtained a Bachelor of Economics in 1992 and a Bachelor of Laws in 1993 from Macquarie University.  He qualified as a solicitor and barrister of the Supreme Court of New South Wales in 1994.

Mr. Wang Sheng, aged [42], has been appointed as of Chief of Staff since March 2018. Mr. Wang Sheng is currently the Deputy Head and a Managing Director of the Investment Banking Department of CICC. Mr. Wang joined CICC in 2002. He successively participated in the reforms and restructurings of a number of industries, including telecommunications, finance, energy and pharmaceuticals, and led numerous landmark capital market transactions. Mr. Wang has been covering a number of leading enterprises in the domestic and overseas on a regular basis, and has been holding key management positions at the Investment Banking Department of CICC since 2010.

Mr. Wang graduated from the School of Economics and Management of Tsinghua University, and obtained a bachelor’s and a master’s degree in 2000 and 2002, respectively.

Ms. vandePol was the Chair of Baker McKenzie's Global Compliance & Investigations Group from 2014 to 2017 where she led a global team of 900+ compliance and investigations practitioners in Asia Pacific, EMEA, Latin America and North America. The team was ranked in 2016, 2017 and 2018 in the Top 10 global investigations firms by Global Investigations Review.

She is currently the Asia Pacific Head of the Firm’s Compliance & Investigations Group, has been named one of the "Top 100 Women in Investigations" and is currently ranked by Chambers as a key practitioner for China Corporate Investigations / Anti-Corruption. Her work engagements focus on anti-bribery and corruption and financial crime compliance programs, transactional risk management and mitigation and investigations in Asia Pacific, primarily in China, Vietnam, Bangladesh and India in a variety of industries.


Nakisa is an experienced Senior Legal Counsel with a demonstrated history of regional leadership and team management at Nord Anglia Education, a rapidly expanding MNC operating 61 schools across 28 countries. Her expertise covers M&A, Corporate and Commercial Law, Real Estate / Construction and Corporate Governance across Asia, Europe, the Americas and the Middle East.

Prior to her move in-house, she practiced corporate law as part of the M&A group at Clifford Chance in London, Tokyo and Hong Kong, where she built up in-depth experience supporting MNCs, asset managers, private equity funds and other corporations across multiple sectors.

Her focus is on providing bespoke business-appropriate advice by distilling complex concepts into user-friendly solutions.

Paloma Wang is a partner in the Hong Kong office of Skadden Arps, focusing on China-related capital markets and general corporate advice. She represents both issuers and underwriters in initial public offerings on the Hong Kong Stock Exchange, advising investors and corporates on private equity investments and counseling listed issuers on compliance, general corporate and regulatory matters. In recent years, Ms. Wang has advised on numerous initial public offerings on the Hong Kong Stock Exchange, including CStone Pharmaceuticals' US$285 million IPO; Innovent Biologics' US$421 million IPO; China Renaissance Holdings' US$350 million IPO; WuXi Biologics' US$510 million IPO; Dali Foods Group's US$1.15 billion IPO; and the US$3.2 billion IPO of CGN Power, China's largest nuclear power producer. She has also advised on the IPOs of:

Tianli Education, Future Land Development Midas Holdings, Sinco Pharmaceuticals, Besunyen Holdings, China Animal Healthcare Ltd., China Machinery Engineering Corporation and  Guorui Properties Limited.

Ms. Wang joined Skadden in April 2018 and prior to that worked in the Hong Kong office of another highly regarded global law firm where she was a partner in its capital markets practice. She is noted for her "distinguished leadership" by Asia Pacific Legal 500 2017.

Ms. Wang received her B.A. from China University of Political Science and Law, a B.A. (Jurisprudence) from Oxford University and a Postgraduate Certificate in Law from City University of Hong Kong. She is admitted in Hong Kong, England and Wales (non-practicing) and is fluent in English, Mandarin and Cantonese.  

Paul Dudek is counsel in the Washington, D.C. office of Latham & Watkins. Mr. Dudek joins Latham after 23 years as Chief of the Office of International Corporate Finance in the US Securities Exchange Commission’s (SEC) Division of Corporation Finance.

Mr. Dudek’s practice covers all aspects of cross-border capital market transactions involving non-US companies and sovereigns, as well as related regulatory matters.

In his previous role, Mr. Dudek oversaw the Office’s efforts to develop and implement rulemaking initiatives and interpretive policies pertaining to US public and private offerings, listings and other transactions and periodic reporting by foreign private issuers in the US and multinational offerings by foreign and domestic issuers, especially with respect to Regulation S, Rule 144A, Form 20-F and Securities Act and Exchange Act filings by foreign private issuers, the Multijurisdictional Disclosure System (MJDS), American depositary receipts (ADRs) and International Financial Reporting Standards (IFRS).

Mr. Dudek has deep and rich experience in SEC registrations. During his tenure as Office Chief, more than 2,000 foreign private issuers completed their initial registrations with the SEC, including through traditional global or US-only IPOs, privatizations, spin-offs, straight listings and M&A transactions, and many sovereign issuers completed their initial US registered debt offerings. Similarly in that time, numerous foreign corporate and governmental issuers effected a wide range of follow-on capital markets transactions in SEC registered offerings.

Among his recent efforts, Mr. Dudek led various initiatives relating to IFRS, and he helped implement rulewriting and other projects under the Dodd-Frank Act of 2010 and the JOBS Act of 2012, including projects relating to cross-border derivatives transactions, the extra-territorial application of the anti-fraud provisions of the federal securities laws, and amendments to Rule 144A.

Mr. Dudek also served as the Commission’s representative to the Corporate Governance Committee of the Organization for Economic Co-operation and Development (OECD). He completed significant work relating to international organizations, including the International Organization of Securities Commissions (IOSCO) and the Financial Stability Board.

Prior to joining the SEC, Mr. Dudek was in private practice in New York, where he advised a range of foreign and US companies and financial intermediaries on capital markets transactions.

Mr. Dudek was an adjunct professor at Georgetown University Law Center.

Rocky is a Partner of Clifford Chance (Hong Kong) funds and investment management team with more than 11 years legal experience with Clifford Chance. He specialises in fund establishment, authorisation of funds, licensing and regulatory advice, PRC investment programs (RQFII/QFII/Stock Connect/Bond Connect/CIBM Direct Access), cross-border mergers & acquisitions and general corporate related work. He also focuses on fintech and in particular he has developed expertise in blockchain and cryptocurrencies related matters. Rocky is an active member of Clifford Chance's global Tech group and strategy committee, and he is also a member of the ASFIMA Fintech Working Group, and Blockchain Committee of Fintech Association of Hong Kong. He is admitted in Hong Kong, New South Wales Australia, and England and Wales.

Sean is Head of APAC ECM Legal at JP Morgan Chase based in Hong Kong. He primarily provides legal coverage to the equity capital markets business in the Asia Pacific region and oversees lawyers covering ECM deals based in Hong Kong, Singapore, Tokyo, Mumbai and Sydney.

Sean has been with JP Morgan since 2012, having previously worked with Linklaters Hong Kong for 5 years covering ECM and M&A. Prior to coming to Hong Kong, Sean worked as a lawyer in Perth, Australia and in London covering corporate / commercial matters including ECM, M&A, IT/IP and litigation.

Sebastian is a China-based lawtech and regtech expert. He was formerly senior legal counsel and Asia regional head of e-discovery review services at a global leading legal technology solutions company. Previously, he practised financial regulatory law and commercial dispute resolution in London and New York firms. In the community, he is an active organizer of lawtech and techlaw events, including the first Access to Justice Hackathon in Asia. He is a member of the InnoTech Committee of the Law Society of Hong Kong. He holds degrees in science and law, including the Bachelor of Civil Law (Oxon), and is legally qualified in Hong Kong, New York and at the U.S. Supreme Court.

Teresa is Freshfields’ China Chairman and founding partner of Freshfields’ renowned Asia equity capital markets practice.

Over her 25 years as a partner, Teresa has helped numerous Chinese state-owned, privately-owned and international companies with their high-profile or ‘first of a kind’ securities transactions, including IPOs for the 'big four' banks. She has an equally impressive track record in public and private M&A transactions, takeovers and reverse takeovers, and China outbound transactions in many industries and sectors.

Amongst her many public service appointments, Teresa was the first woman to chair The Hong Kong Stock Exchange’s Listing Committee and initiated the disclosure of board diversity policy by listed companies on the Hong Kong Stock Exchange.

Teresa also served as non-executive director of the SFC.

Currently, she is a Trustee of the IFRS Foundation and one of the Deputy Chairs of the Takeovers Panel of the SFC.

Teresa earned a first class Master’s degree in law from Jesus College, Cambridge, England.

Tze-Gay is the Head of the Equity Capital Markets Practice at Allen & Gledhill. Her areas of expertise span equity and debt capital markets and corporate regulatory and compliance.

She has extensive experience acting for issuers and underwriters on a wide range of innovative, high value and complex transactions, from initial public offerings and listings on the Singapore Exchange as well as regional and international exchanges to global debt offerings. She continues to advise listed corporates and business trusts after listing on their follow-on equity offerings, debt offerings, acquisitions and disposals and corporate regulatory and compliance advisory matters.

Tze-Gay is widely recognised as a leading capital markets practitioner in Singapore by notable legal publications including Chambers Asia-Pacific, Chambers Global, IFLR1000, The Legal 500 Asia Pacific, and Who’s Who Legal: Capital Markets. In Chambers Asia-Pacific, a client commented: “I work with her very often, she’s very well known in Singapore”. She “has a very good feel as to what regulators will accept”. Tze-Gay is also noted as “an extremely intelligent problem solver in capital markets work”, and in Chambers Global, she is “highly regarded for her deep and varied knowledge of capital markets, with one peer noting: ‘If there are big problems, she's the first one I call’”. Tze-Gay is noted to be “vastly experienced”, “‘incredibly sharp’ and ‘is able to take on tricky/complex issues in her stride’” by The Legal 500 Asia Pacific, while IFLR1000 also commends that she is “very experienced and responsive to customer’s requirements”. Who’s Who Legal also notes that Tze-Gay is “widely recognised as ‘a leader in the regional market’”, and that she “boasts ‘a very strong reputation’ for her work in the space”. 

Yash J. Ashar is the National Head of the Capital Markets Practice of Cyril Amarchand Mangaldas.  He joined the Firm (erstwhile Amarchand & Mangaldas & Suresh A. Shroff & Co.) in 2001 as an Associate after graduating from the National Law School of India University, Bengaluru. He was made Partner in 2008. He chairs the Firm’s Conflicts Committee and is also part of the Firm’s Risk Committee.

An experienced practitioner in securities law, Yash has been associated with a number of capital markets transactions including initial public offerings; follow on offerings, private placements, rights offerings, ADRs, GDRs and FCCBs. He has advised on several pioneering capital markets transactions involving India’s leading corporate. He also has experience in privatisation, joint ventures, private equity investments and general corporate law.

Yash is part of the faculty of the Securities Law Course at the Government Law College, University of Mumbai on topics relating to Indian securities markets. He also conducts training sessions at the National Stock Exchange of India. He was included in the inaugural ALB Asia’s 40 under 40 list of 2015 which profiles the brightest young legal minds in the region. He has represented the Firm on various committees constituted by the Securities and Exchange Board of India. He attended the Lawyers Strategic Management Programme at INSEAD, the graduate business school, in 2018 and has been a speaker for Practising Law Institute (PLI) - Annual Institute on Corporate & Securities Law in Hong Kong for several years.

“Yash is ranked under Band 1 by Chambers Asia Pacific 2019 which also mentions that "he is able to help us reach legally sound solutions," adding: "He is co-operative and easy to work with."(Chambers Asia Pacific 2019) and also ranked under Band 1 and as Notable practitioner by Chambers Asia Pacific 2018 and also says that -"strong grasp of capital markets regulations." Adding: -"significant comfort working with him because he understands our requirements extremely well and deals with the quasi-commercial issues well."(Chambers Asia Pacific 2018). He has been recognized as a ‘Thought Leader’ by Who’s Who Legal: 2017 for Capital Markets He is ranked as a leading lawyer for Capital Markets (Band I): India by Chambers Asia. “excellent at maintaining relationships and extremely knowledgeable.” (Chambers Asia 2016). He has also rated as “Market Leader” for Capital Markets: Debt, Private Equity by IFLR 1000 (2018) and also ranked as Leading Individual by Legal 500 (2019) and says that he has 'good industry knowledge'.

His recent experience includes:

Counsel to the Lead Managers in relation to its Rs. 17,017.54 million initial public offering by Aavas Financiers Limited in October 2018

Counsel to the Issuer for the Rs. 12,000 million QIP by Oberoi Realty Limited in June 2018

Advised IndInfravit Trust and its sponsor L&T Infrastructure Development Projects Limited on the private placement and listing of IndInfravit Trust in May, 2018. IndInfravit Trust is the first Invit in India to achieve listing through the private placement of units

Advised ICICI Securities Limited in relation to its Rs. 35,148.49 million initial public offering by in April, 2018

Advised Bandhan Bank Limited in relation to its Rs. 44,730.19 million initial public offering by in March, 2018

Yemi Tépé is a partner in the Finance and Projects Group of Morrison & Foerster LLP, based in the Singapore office. She specializes in domestic and multi-jurisdictional acquisition and leveraged finance, public to private takeovers, real estate finance, debt structuring and restructuring, syndicated lending and subscription line financing.

Ms. Tépé advises leading international banks and financial institutions, major corporates, private equity sponsors, alternative financiers such as hedge funds and asset managers, as well as emerging growth, mid-cap, and large public and privately held companies.  Her practice extends across various sectors including technology and telecoms, banks, private equity, life sciences, F&B, education, energy and power, mining and resources, oil and gas and real estate. Ms. Tépé has extensive experience on significant and high profile transactions globally including in Singapore, Japan, Korea, Thailand, Indonesia, Vietnam, Malaysia, Hong Kong and across Europe.

Ms. Tépé has been ranked as a leading individual by Chambers Global and Chambers Asia Pacific consistently since 2011 for Banking and Finance. She is also recognized by Legal 500 Asia Pacific 2018 and has been recommended by the Best Lawyers (a peer-based review) since 2014. She was shortlisted for the 2011 Euromoney Asia Women in Business Law Awards as a “Rising Star”.

Ms. Tépé is praised by clients as a “high quality” practitioner with “a lot of transactional experience and knowledge”. She is considered “a very safe pair of hands” who is “extremely commercial and user-friendly”, “methodical in her work process and extremely responsive”, “very reliable, and never puts a step wrong” and whose “expertise blew everyone's socks away." Clients also highlight her "balanced view for both the borrowing and the lending parties," and her ability "to discern and summarise issues at hand in a clear and succinct manner."

Prior to joining Morrison & Foerster, Ms. Tépé worked at a leading magic circle law firm in their Singapore, London and Tokyo offices.

Ms. Tépé speaks fluent French and is a member of the Singapore branch of the APLMA Documentation Committee.


ZHOU Jiaxing is the Joint Company Secretary and a Participating Managing Director of China International Capital Corporation (“CICC”). He is the Head of Legal of China International Capital Corporation (Hong Kong) Limited. He sits in CICC’s Capital Commitment Committee, Capital Investment Committee, Risk Management Committee, New Products Review Committee and New Entity Establishment Committee.

Mr. Zhou received his LLM from the University of Southampton in July 2000. He is a qualified solicitor in People’s Republic of China, England and Wales and Hong Kong.  Before joining CICC, Mr. Zhou worked in a large international law firm and a leading PRC law firm.

Mr. Zhou has been sitting in the Board of Directors of ASIFMA since 2015. He is also the Co-Chair of its China Capital Market Committee, and a member of the IOSCO Asian Market Advisory Group.

In 2016, the Legal Department of CICC HK was awarded the 2016 Investment Banking In-house Team of the Year by Asian Legal Business. In 2018, Mr. Zhou was awarded the 2018 Hong Kong In-House Lawyer of the Year by Asian Legal Business.

Other than being a director of ACC Hong Kong Chapter, Mr. Zhou is a member of the panel of arbitrators of South China International Economic and Trade Arbitration Commission and a mediator of Shenzhen Securities and Futures Dispute Resolution Centre.

A partner in Kirkland’s Hong Kong office, Neil McDonald heads the Firm’s market-leading contentious and non-contentious restructuring practice in Asia. Neil is a widely recognized practitioner with more than 25 years of experience in a wide range of restructuring and insolvency matters for distressed companies. Neil acts for public and private companies, private equity firms, hedge funds, financial institutions, insolvency appointment holders and turnaround management firms.

Neil is praised by both clients and peers as a “dream lawyer to work with” and “one of the best lawyers I’ve come across”. A client stated that Neil is “excellent in every way, a businessman who is good at advising people and takes responsibility when things get difficult”, Chambers & Partners. Neil’s “expertise makes in-house counsel’s life much easier in high stress situations”, IFLR1000.

Agustin R. Montilla, IV

Senior Partner

Capital Markets, Corporate, Mergers & Acquisitions

Joined Romulo in 1996

Ateneo School of Law (J.D.) 1995, with honors and Columbia Law School (LL.M) 2002

Named in Chambers Asia Pacific, AsiaLaw and Asia Pacific Legal 500

Agustin R. Montilla IV is a senior partner in the Mergers, Acquisitions & Capital Markets practice of Romulo.  A market such as the Philippines often involves unexpected challenges and may require compliance with incongruent requirements. He has been finding solutions to complex deals for clients across financial institutions, private equity clients and corporates for two decades. Recent deals have included the US$225M inaugural Green Bond issuance of AC Energy in 2019.

Mr. Montilla serves on the board of Lex Mundi and of non-profit organizations that focus on education and the care of those affected by cancer.

Asian Legal Business listed Fiona Phillips as one of the top 25 in-house lawyers in Asia this year. Her ideas to use technology to innovate in the way her team supported HSBC’s Retail Bank also got recognised in this year’s Financial Times Innovative Lawyers Asia Awards.

Fiona leads HSBC’s Retail Banking and Wealth Management Legal Team for Asia Pacific. The business her team supports spans 15 countries and has a PBT of over US$5bn. In addition to supporting this exciting and complex business, Fiona is co-leading a global programme to upskill and prepare HSBC’s lawyers for the digital future, driving a plain language campaign and designing new lawtech solutions for the legal function.

Fiona’s passion for Fintech, Lawtech and Innovation mean she regularly gets asked to speak at Hong Kong Legal Industry events and is an active member of the Tech community in Hong Kong. Fiona is also passionate about mentoring other females in the business community and participates in a number of women in law programmes.

Before moving to Hong Kong 3 years ago, Fiona headed HSBC’s Middle East Retail Bank Legal team, so has extensive knowledge of the challenges and opportunities of the Middle East region. She started her career in the Bank in London, after joining from Freshfields. She originally trained as a restructuring and insolvency lawyer at Freshfields, handling large scale insolvencies during the global financial crisis (notably of the Icelandic Banks in the UK) and contentious debt and balance sheet restructurings. Fiona’s international career has meant she has worked in Hong Kong, Dubai, Amsterdam and London and she studied in Oxford and Germany. Fiona is fluent in German.

Professional and Academic Qualifications

BA Hons – Law and German Law – Oxford University

Legal Practice Course – Oxford Institute of Legal Practice

Recent study - Oxford University Fintech Programme, Open University Fintech Diploma, London School of Economics Cryptocurrency Investment and Disruption Course.

Board and Committee Experience

As part of her role Fiona attends numerous governance and risk committees for the Retail Bank, including senior management Excos, Risk Forums, Reputational Risk Committee’s and within the Legal Function sits on the Conduct, Innovation and External Event Committees.

Skills and Expertise

Public speaking

Fintech, Lawtech and Innovation

Cross-cultural People Management and Team transformation/restructuring

Influencing senior stakeholders 

Director, joined CVC in 2018. Andrey is a member of the CVC Capital Markets team in Asia, based in Hong Kong. Prior to joining CVC, he was a director in the European private finance team at Barings (formerly Babson Capital), focusing on origination and execution of sponsor-backed leveraged finance transactions. Andrey holds a BSc degree from the London School of Economics and is a CFA charterholder.

Michelle is a leading technology, telecom and media lawyer, providing strategic, corporate and commercial advice to major players in the Asia-Pacific region.

Michelle is a Partner in our Corporate and Commercial Group, based in Hong Kong. 

She has more than 20 years of experience in working on corporate, commercial and regulatory matters relating to the technology, media (including broadcasting) and telecom sectors in the Asian region.  Michelle is one of the leading lawyers in the region in this space. 

She also has considerable experience advising clients on data protection issues and non-contentious IP projects.  Her data protection experience includes supporting clients on data protection-related investigation matters, working in conjunction with the firm's investigation and dispute practice.

Recent projects she has advised on cover a range of disruptive technologies, including legal issues surrounding Big Data, Fintech, including online payment services and Internet of Things. 

On the sport & media side, she has experience advising European football clubs, digital media rights holders, channel providers (traditional and internet) and game developers on a range of legal matters including online streaming, capital raising, regulatory and other legal matters. 

Michelle was seconded to the APAC Headquarters of Alcatel-Lucent (now part of Nokia) in Shanghai for a year.  She is dual qualified as a Solicitor in England & Wales and Hong Kong, with complete fluency (spoken and written) in English, Mandarin and Cantonese.

Stephen is the senior corporate partner in Freshfields Asia practice and a member of the global transactions team. Stephen splits his time between Hong Kong and Singapore. He was the co-head of Freshfields’ global capital markets practice for many years helping build a practice that has acted on many of the world’s most significant capital markets offerings and been responsible for many innovations in capital markets globally. His specializations include privatizations, debt and equity securities offerings, especially those with cross-border elements – he has worked on listings on over 15 different stock exchanges.  He has particular experience of dual listings and has worked on transactions involving ‘duals’ listed on Singapore, Hong Kong, Malaysia, London, Almaty, Zagreb, Prague, Moscow, Kiev and several western European countries. He also has an active M&A practice and has recently been appointed a member of the takeover panel in Singapore.

Stephen has a well-earned reputation for driving deals to a successful conclusion through a combination of innovative thinking and carefully planned execution. He has been at Freshfields for nearly 40 years and a partner for over 30 years– clients benefit from his experience and his knowledge of the firm throughout the world.  He is a hands-on partner, always available for clients, and gets fully involved in any transaction.  He has spent time on secondment to clients and works hard at understanding client goals and challenges.

He has a deep understanding of market norms and practices, including the need to respect the fact that all companies are different.  His relationships with regulators around the world gives him a clear perspective and understanding of the policy drivers.

Stephen has practiced in the United States, for some of this time as US managing partner, throughout Europe and in Asia and has worked on transactions in over 50 countries – he is known for his global perspective and local knowledge. He is a highly experienced emerging markets specialist – one who can get the job done to international standards in a developing business and legal environment.

Qualifications and education

Stephen was educated at Christ’s College, Cambridge and is admitted to practice in England and in Hong Kong.  

Wayne Bannon is General Counsel for The Carlyle Group in Asia and leads the legal, regulatory and compliance functions across the Asia region. The Carlyle Group opened its first office in Asia in 1998 and is one of the largest and most active global alternative asset manager investing across Asia. Carlyle has eight Asian offices with dedicated investment teams operating across buyout, growth capital, global credit, real estate, infrastructure and energy sectors. Wayne joined Carlyle in 2007 having previously worked for a number of years in Tokyo as regional counsel for the Securitized Products Group and the Leveraged Finance Group of a US Investment Bank and prior to that position Wayne worked in the London, Tokyo and Hong Kong offices of an international law firm.

In-house counsel for investment banking covering, ECM, DCM and M&A transactions.