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Sarah Chen

Of counsel

Sarah Chen

Bangkok

T:+662 205 8518

Sarah Chen is a corporate lawyer based in Bangkok. She focuses on M&A, corporate law and inward investments into Thailand.

Sarah graduated with a combined bachelor degree in law and economics from the University of Sydney and was admitted as a legal practitioner in the Supreme Court of New South Wales (Australia) in 1994.

Prior to joining us, Sarah spent over four years working for Australian legal practices in Sydney specialising in corporate and commercial work. She joined our Bangkok office in 1999.

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  • Representative experience

    M&A/Joint Venture

    • Advising BNP Cardif S.A on the sale of its interest in Thai Cardif Life Assurance Public Company Limited to Thai Life Insurance Public Company Limited.
    • Advising Axiata on the disposal of its entire shareholding of approximately 24% of the total issued and outstanding share capital in Samart i-Mobile Public Company Limited to Samart Corporation Public Company Limited for total gross consideration of approximately USD88.6 million.
    • Advising Asia Infrastructure Fund Private Limited in its disposal of the entire issued shares in AIF Toll Road Holdings (Thailand) Limited, a Thai incorporated entity which holds 29.45% stake in Don Muang Tollway Public Company Limited to a Hong Kong incorporated entity.  Don Muang Tollway Public Company Limited is a Thai incorporated entity which operates the elevated toll road under a concession granted by the Thai government.
    • Advising Soleq PTE Ltd, a private equity fund based in Singapore, on its legal due diligence and THB 552 million acquisition of 100% interest in ESPP Co., Ltd, the developer and operator of 3 solar power plants with aggregate capacity of 16 MW in Ubon Ratchathani Provinces.
    • Advising Soleq PTE Ltd, a private equity fund based in Singapore, on its legal due diligence and THB 1,512 million acquisition of 100% interest in Union Eco Power Co., Ltd group of companies which include 7 operating companies, each a developer and operator 8 MW VSPP solar power project (with a total capacity of 56 MW) in Sukhothai, Kamphaengphet and Tak Provinces.
    • Part of international team advising The Hongkong and Shanghai Banking Corporation Limited on the sale of its retail banking and wealth management business in Thailand to Bank of Ayudhya Public Company Limited (BAY). The sale, which is subject to various conditions, including the receipt of regulatory approvals and approval by the shareholders of BAY, involved gross assets with a value of approximately THB17.5 billion (approximately US$553 million) at 31 December 2011.
    • Advising SS National Logistics Co., Ltd. on the THB6.4 billion acquisition of 41.54% of shares in Serm Suk Public Company Limited, the exclusive bottler and distributor of PepsiCo Group's beverage products in Thailand.
    • Advising the transportation arm of a Japanese based international conglomerate on its acquisition of a strategic stake in a Thai ports operator.
    • Advising on the Thai aspects of the acquisition of the Asian businesses of AXA Asia Pacific Holdings Limited, AXA's non-wholly owned subsidiary by AMP (Australia).
    • Advising a French-based commodities trading company on the establishment of a joint venture in Thailand.
    • Advising on the Thai aspects of the global reorganisation of the insurance business of a US-based global financial group. 
    • Advising Ayudhya Capital Auto Lease Public Company Limited, formerly known as GE Capital Auto Lease Public Company Limited, a wholly-owned subsidiary of Bank of Ayudhya Public Company Limited (BAY) on its acquisition of the hire-purchase business of Ayudhya Hire Purchase Company Limited and leasing business of Ayudhya Capital Lease Company Limited.
    • Advising PTT Public Company Limited on its proposed participation in an oilsand concession in Alberta Canada.
    • Advising bidders on the auction sales of several Thai financial institutions, including Bank of Asia, AIG Retail Bank, BankThai and Siam City Bank.
    • Advising EEA Fund Management Ltd on its acquisition of a controlling stake in Korat Waste to Energy Company Limited (a Thai company) and the CERs and VERs to be generated through its CDM project.
    • Advising the AIG Group, one of the world's largest financial services group, on a significant business acquisition in Thailand.
    • Advising Nestlé on the exit from its dairy businesses in Malaysia and Thailand, principally via the sale of the relevant assets to Fraser & Neave Holdings Bhd..
    • Advising Nippon Life Insurance Company on its acquisition of a further stake in Bangkok Life Assurance Limited, taking Nippon Life's stake in Bangkok Life to 25%.
    • Advising Telekom Malaysia on the acquisition of 24.42% of the issued share capital of Samart I-Mobile Public Company Limited and the 49% of the issued share capital of Samart Cambodia Communication Company Limited.
    • Advising Mitsui Sumitomo Insurance Company Limited (MSI) in relation to its proposed (but aborted) business combination with The Ayudhya Insurance Public Company Limited (AYUD) and the resulting disposition of 24.9% shares in AYUD.
    • Advising Zexel Valeo Climate Control Corporation on the acquisition of additional interests in its Thai joint venture companies, Siam Zexel Company Limited and Zexel Sales (Thailand) Company Limited, bringing its interests to a significant controlling stake.
    • Advising Hanson PLC on the auction sale of its two operating companies in Thailand. The modified auction process imposed a strict and very tight timetable with milestones that we achieved for our client. Boral of Australia was the successful buyer.
    • Advising Coca-Cola on the disposal of its bottling operations in Sri Lanka, Vietnam, Nepal and Cambodia.
    • Advising MSI on the acquisition of its interest in Bangkok Life Assurance Limited via a general offer to all shareholders of Bangkok Life Assurance Limited.
    • Advising Nippon Life Insurance Company on its acquisition of additional stake in Bangkok Life Assurance Limited, via a general offer made to all other shareholders of Bangkok Life Assurance Limited, which included a due diligence investigation on the target.
    • Advising Cardif S.A., a multinational insurance group based in France, on its joint venture with Thai Life Group, a major Thai insurance group.
    • Advising Cardif S.A. and Thai Life Group on their Thai Baht 500 million, acquisition of CGU Life Assurance (Thai) Company Limited.
    • Advising Assicurazioni Generali SpA on its acquisition of interests in Pornpat Insurance Company Limited, including supervising the extensive due diligence exercise.
    • Advising Assicurazioni Generali SpA on its acquisition of interests in Pornpat Life Assurance Company Limited, including supervising the extensive due diligence exercise.
    • Advising on the merger of the insurance businesses of AXA Insurance Public Company Limited and Guardian Insurance (Thailand) Company Limited as part of the global merger.
    • Advising Sinochem Corporation on its proposed acquisition of a substantial minority interest in Thaioil Company Limited and its affiliates.
    • Advising Norsk Hydro ASA on the Thai aspects of the sale of its flexible packaging business to Alcan for a total consideration of €343 million including organising due diligence/ data room and advising on the share purchase agreement.
    • Advising GSS Array Technology (listed on the Stock Exchange of Thailand) in connection with its delisting and a THB 3.55 billion recommended take-over offer by ACT Manufacturing Inc., a NASDAQ listed company, which included organising a data room.
    • Advising The Hong Kong and Shanghai Banking Corporation (HSBC) on its proposed acquisition of a majority interest in Bangkok Metropolitan Bank Public Company Limited, a nationalised Thai commercial bank from the Financial Institution Development Fund, including an extensive due diligence exercise and negotiation of the share sale agreement.

    Corporate regulatory advice

    • Advising a toy manufacturer in the compliance audit of its operations in Thailand, which involved the conduct of audit interviews of management personnel and preparing records of interviews. 
    • Advising BNP Paribas on relevant banking and other regulatory requirements in Thailand with respect to its acquisition of majority interest in Fortis.
    • Advising the BP Singapore on regulatory requirements with respect to the marketing, dealing and providing advisory services in relation to derivative products in Thailand.
    • Advising Barclays Bank PLC on the Thai petroleum trading regulatory regime.
    • Advising a Friends Provident on Thai regulatory issues relating to the sale of investment savings products in Thailand.
    • Advising Sinochem Corporation on the Thai Free-zone oil trading regulatory regime.
    • Advising a global leader in loyalty management on Thai regulatory issues relating to the sale of loyalty products/programs attached to financial products in Thailand.
    • Advising various global insurance groups on Thai insurance regulatory issues, including issues relating to outsourcing, licensing, foreign shareholding restrictions, insurance brokerage business and reinsurance business.
    • Advising and assisting foreign clients in the establishment of businesses, branches, and subsidiaries in Thailand, including general advice on investment promotion laws, foreign shareholding restrictions and regulatory licensing requirements.
  • Admissions
    • Solicitor, qualified in Australia