Brian Ng.jpg

Brian Ng

Partner, Rajah & Tann Singapore LLP
Partner, Rajah & Tann LCT Lawyers
Director, Rajah & Tann (Laos) Sole Co., Ltd
Practice Area:

Corporate Commercial

LLB (Hons), National University of Singapore
Advocate & Solicitor, Supreme Court of Singapore

T (65) 6232 0387 (Singapore)
(84) 8 3821 2673 ext. 110 (Vietnam)
E brian.ng@rajahtann.com

Brian is a Singapore-qualified lawyer and has been with Rajah & Tann’s corporate and commercial practice group since 2006.

In 2011, Brian started Rajah & Tann’s Vietnam operations in Ho Chi Minh City and, following an integration in 2014 with LCT Lawyers to form Rajah & Tann LCT Lawyers, he now currently oversees over thirty fee earners spread across 3 offices in Ho Chi Minh, Hanoi, and Danang. Brian also oversees Rajah & Tann’s Laos offices as part of his regional portfolio. He continues to be based in Ho Chi Minh City and represents international clients on cross border transactions involving Singapore and the jurisdictions in Indochina and the greater Mekong.

Brian’s core areas of practice are in private mergers and acquisitions and banking and finance. He specializes in cross-border transactions including shares and assets acquisitions and disposals, corporate restructurings, joint ventures and partnerships as well as syndicated credit facilities with security in various jurisdictions. In addition to the above, Brian also regularly advises on general corporate and commercial matters, employment-related issues, and start-up financing and structuring.

Brian has been included in the 2014 edition of Best Lawyers International as a “Best Lawyer in Singapore” for Corporate Law.

Experience
Singapore
  • Advised Panasonic on the acquisition of a business line from Cookson Electronics, transaction size between S$10 million to S$20 million.
  • Advised liquidators of Zhonghui Limited (SGX listed) on a reverse takeover pursuant to scheme of arrangement between creditors (listing manual very substantial transaction).
  • Assisted Standard Chartered Bank Singapore in several transactions dealing with disposal of distressed assets.
  • Advised Westech Electronic Limited (SGX listed) on reverse takeover of Plexus Components Pte Ltd (listing manual very substantial transaction).
  • Advised Stepan Company on the acquisition of assets and businesses from Cremer Oleo, Nexsol Singapore – transaction size between S$10 to S$15 million. Also advised Stepan Company on the acquisition of assets from Oiltanking Singapore S$10 million.
Indochina

Mergers and Acquisitions

  • Advised Fortis Healthcare Group on its setting-up of a presence in Vietnam in connection with the US$64 million acquisition by Fortis of 65% of the Hoan My Hospital Group in 2011.
  • Advised Fortis Healthcare Group on its disposal of its entire stake in Fortis Hoan My Hospital Group for US$80 million to Chandler Corporation in one of the largest private M&As in Vietnam in 2013.
  • Advised Anhui Conch Cement Company Limited in the US$250 million acquisition of one of the largest cement producers in Vietnam.
  • Advised OJI Holding Corporation in a number of acquisitions of strategic interests in Vietnam manufacturing companies, including public non-listed companies. 
    Advised on the acquisition by Mizuho Asean Investment L.P. of the California Fitness and Yoga chain in Vietnam.
  • Advised the Salim Group on the investment into the Hiep Thanh group of Vietnamese companies. Transaction value approximately US$37 million.
  • Advised Vinacapital funds on a number of investments and divestments, as well as financing matters.
  • Advised Ho Chi Minh City Infrastructure Investment Joint Stock Company (State-Owned Enterprise) on the disposal of one its operating subsidiaries (Thu Duc Water BOO Corp) to Manila Water (listed on the Philippines Stock Exchange). Transaction value around US$40 million.

Banking and Finance

  • Advised Hoang Anh Gia Lai, one of the largest HOSE listed companies, on 2 project financing transactions involving credit facilities granted by BIDV and issuance of bonds in Vietnam, secured by assets in Lao (PDR).
  • Advised Chandler Corporation on a US$50-US$70million convertible bond subscription into Masan Group Corporation (HOSE-listed, acquired by KKR in 2011). Advised on second round of subscription in April 2012.
  • Advised UOB in the grant of 2 cross-border term loan facilities to Keppel Land in Vietnam. Total commitment value of both facilities around US$70 million.
  • Advised Standard Chartered Bank on the grant of a cross-border trade finance facility (term and revolving) granted to a Vietnamese borrower. Commitment value US$14million.
  • Advised China EXIM Bank on the grant of cross-border hydropower project financing facilities in Laos involving onshore (Laos) security. Commitment value US$64 million.
  • Advised Maybank on the grant of a cross-border secured term loan and revolving credit facilities to a foreign-invested Vietnamese borrower. Security included real property, fixed and future assets. Commitment value US$9million.
  • Advised DBS Bank (Vietnam) on various regulatory and compliance matters in relation to Vietnam operations.

Technology and Start-ups

  • Advised Paktor Pte. Ltd. on a Series A round of financing from Vertex Venture Holdings, a Temasek-linked fund.
  • Advised Grabtaxi Singapore on the setting-up and consolidation of operations in Vietnam.
  • Advised Zalora Vietnam and Recess Vietnam on miscellaneous operational issues.
  • Advised 701 Search Pte Ltd, a subsidiary of Singapore Press Holdings, on setting-up and consolidation of operations relating to the “Cho Tot” job search platform in Vietnam.

Others

  • Advised the Consulate-General of the Republic of Singapore (Vietnam office) on general compliance and regulatory issues.
  • Advised Keppel Land Vietnam on its anchor lease agreement with Takashimaya for Saigon Centre Phase 2.
  • Advised a number of international clients and multinational groups on employment and human resource matters, including Marel, Towers Watson, Marks and Spencer, NetApp, Menarini and Wipro. Matters advised on include termination of employment, redundancy schemes, employment law compliance issues, secondments / placements of foreign expatriates, service and labour agreements and arrangements etc.
Memberships / Directorships
  • Member, Singapore Academy of Law
  • Member, Law Society of Singapore