Brian Ng.jpg

Brian Ng

Partner, Rajah & Tann Singapore LLP
Executive Committee Partner, Rajah & Tann LCT Lawyers
Director, Rajah & Tann (Laos) Sole Co., Ltd

Practice Area:

General 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)

Brian’s core areas of practice are in private mergers and acquisitions and banking and finance in Southeast Asia. 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 recognised in the 2014 and 2015 editions of Best Lawyers in Singapore for Corporate Law.

Mergers and Acquisitions 
  • Advised Ho Chi Minh City Infrastructure Investment Joint Stock Company ("CII") against Metro Pacific Tollways Corporation ("MPTC") in an approximately US$87 million investment by MPTC into CII’s subsidiary by way of a direct purchase of equity and a subscription of convertible bonds issued by CII.
  • Advised Fairfax Financial Holdings in its strategic investment into HOSE-listed BIDV Insurance Corporation Advised for approximately US$60 million
  • 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) and Cambodia.
  • 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 Happyfresh group (in Indonesia, Malaysia, Thailand and Singapore at time of funding) on a Series A round of financing from Vertex Venture Holdings as lead investor, in an investment round that included Sinarmas Digital Ventures and 500 Startups.
  • Advised Paktor Pte. Ltd. on a Series A round of financing from Vertex Venture Holdings, a Temasek-linked fund.
  • Advised Paktor Pte. Ltd. on a Series B round of financing from Vertex Venture Holdings as lead investor, in an investment round that included Convergence Ventures and Majuven.
  • 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.
  • 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