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The 7th Annual Asia-Pacific In-house
Counsel Summit
IN PURSUIT OF GROWTH: COMBINING CAUTION
WITH INNOVATION
16-17 March 2010, Kowloon Shangri-la,
Hong Kong
With Asia-Pacific nations assuming the
burdensome role of saviour of the global
economy, corporate counsel in the region
have been given the unenviable task of
combining caution with innovation in
their company’s pursuit of growth
opportunities.
In line with this theme, the 2010
Asia-Pacific In-house Counsel Summit
will tackle a range of issues pertinent
to the daily lives of corporate counsel
in the region. These include:
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Financing opportunities in a
difficult credit environment – such
as sukuk issuance
-
Private equity and corruption risks
-
Prospect of class actions and the
proliferation of shareholder
disputes
-
Hong Kong’s need for a
pre-insolvency regime for distressed
companies/ how China’s new
bankruptcy law is being implemented
-
Employment law issues relating to
reorganizations, lay-offs and
business closures
-
How robustly China’s competition law
is being enforced/ the potential
threat of private anti-
monopoly litigation action?
-
Renewed M&As – new types of target
due diligence, such as reputational
due diligence/adopting an audit-type
approach to due diligence
-
How to assess the value of a
target’s IP and ensure it actually
owns the IP
-
Conducting board level assessments
and director assessments – managing
and testing for competence
Who
should attend?
In-house counsel and private practice
lawyers in Asia-Pacific and beyond, as
well as regulators and business leaders
in the region.
Venue:
Kowloon Shangri-La, Hong Kong
64 Mody Road
Tsim Sha Tsui East
Kowloon, Hong Kong
T: (852) 2721 2111
F: (852) 2723 8686
Day 1 Agenda – Tuesday, March 16 2010
8.00-8.50 Registration and coffee
8.50-9.00
WELCOME FROM ASIALAW
9.00-9.15 KEYNOTE
ADDRESS:
Reasons for cautious optimism – Anthony
WY Chan, chairman,
International Chamber of Commerce,
HK-China
9.15-10.15
PLENARY
SESSION 1:
Repositioning for future growth
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Pursuing growth with caution –
creating and maintaining watertight
contracts; mitigating
risk/ring-fencing investments
-
Financing opportunities – new
products available
-
Case Study: General Electric Capital
Corp’s US $500 million sukuk issued
by GE Capital Sukuk Ltd (first
investment grade sukuk for a US
corporate)– in a difficult credit
environment, should high-quality
corporates be considering sukuk
issuance as an additional source of
financing? To what extent is Islamic
finance accessible by corporates?
Speakers:
Jasmine Karimi, president, HKCCA and
senior corporate counsel, Braiform
(Spotless Group)
Akira Kawamura, vice president, IBA and
partner, Anderson Mori & Tomotsune
Kelly Austin, counsel, GE International
10.15-10.30 Coffee break
10.30-11.30
COUNTRY WORKSHOP:
China – hosted by Foley & Lardner LLP
- Developing IP in China
- Licensing or commercialising
China-developed IP
- Protecting IP developed outside of
China
- Significant court rulings
- Recent decisions of interest --
Siemens, Baidu, Schneider
- China’s new leadership role in patent
and trade mark filings – what does it
mean for
your business
- Procuring high quality patents in
China
- Challenging China patents through
reexamination
Speakers:
Steve Rizzi, partner, Foley & Lardner
LLP
Catherine Sun, partner, Foley & Lardner
LLP
Jon Dudas, partner, Foley & Lardner LLP
Yan Zhao, partner, Foley & Lardner LLP
11.30-12.30
PRACTICE AREA WORKSHOP:
Private equity – Hosted by Paul Weiss
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Corruption risks and FCPA liability
– US developments; ‘good faith’
efforts needed over target due
diligence despite small shareholding
and lack of control
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Should there be more focus on
promoter integrity and on documents;
how prevalent is the borrowing
of terms from separate deals?
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The significance and potential
impact of China allowing
foreigninvested partnerships i.e.
the Measures for the
Administration of the Establishment
of Partnership Enterprises inside
China by Foreign Enterprises or
Individuals issued on December 2 and
will come into effect on March 1
2010
Speakers:
Jack Lange, partner, Paul Weiss
Wayne Bannon, general counsel, Asia,
Carlyle Group
Scott Lane, chief executive officer, The
Reg Flag Group
Dave Chamorro, regional GM , China &
North Asia, Global Risks
12.30-1.30 Lunch
1.30-2.30
COUNTRY
WORKSHOP:
Doing Business in the Middle East – the
Essentials – Hosted by
McNair Chambers
2.30-3.30
PLENARY
SESSION 3:
Bankruptcy/insolvency
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Does Hong Kong need a pre-insolvency
regime for distressed companies,
such as Administration in the
UK or Chapter 11 in the US ?
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Issues surrounding Hong Kong
bankruptcy law and legislative
changes; amending the Companies
Ordinance – how far do Government
proposals go in achieving their
objective / likely conclusions of
consultation paper
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Impact of financial crisis on
adequacy of insolvency procedures
and mechanisms around Asia; how
is China’s new bankruptcy law being
implemented / which corporate rescue
procedures are proving most
effective in Singapore
Speakers:
Ian De Witt, partner, Tanner De Witt
Anthony Boswell, partner,
PricewaterhouseCoopers
Charles Booth, professor of law,
University of Hawaii at Manoa
PLENARY SESSION 4:
Employment
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Employment law issues relating to
reorganisations, lay-offs and
closure of businesses i.e. race
discrimination, promised bonus
claims by ex-employees – what can
you do and what you need to observe
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What to watch out for when drafting
and modifying local and
international employment manuals
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Privacy law issues such as employers
using medical information – Cathay
Pacific’s successful judicial
review against decision of HongKong
Privacy Commissioner
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New dispute resolution methods;
specialised labour tribunal
procedures – how they operate in
Hong Kong and China; how long it
takes; what are the costs
-
New employment law regime in China;
tax consequences of secondment
arrangements – how you
split/declare income
Speakers:
Fiona Loughrey, partner, Simmons &
Simmons
Andreas Lauffs, partner, Baker &
McKenzie
3.45-4.45
COUNTRY WORKSHOP:
Korea – hosted by Kim & Ch ang
Speakers:
Sung Eyup Park, partner, Kim & Chang
Kyle Choi, senior foreign attorney, Kim
& Chang
Kyo-Hwa, Liz Chung, partner, Kim & Chang
4.45-5.45
PLENARY SESSION 5:
Competition/ antitrust
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What is the potential threat of
enforcement of China’s anti-monopoly
law? What further
clarification is needed under the AM
L; Case Study: review of Shanda
Games abuse of dominance case
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What practical steps/initiatives can
companies take to review their
business practices to ensure
compliance?
-
Developments around the region – how
will Hong Kong tighten up; how will
new merger regulations under India’s
competition law be interpreted and
implemented; Singapore’s focus on
compliance audits and how to work
with a more pro-active Competition
Commission of Singapore (CCS )
Speakers:
Jim Jeffs, competition counsel, Intel
Semiconductor Ltd
François Renard, counsel, Allen & Overy
Thomas Yih, general counsel, Shanda
Games Limited
Sung Eyup Park, partner, Kim & Chang
Day 2 Agenda – Wednesday, March 17 2010
8.00-8.50 Registration and coffee
8.50-9.00
WELCOME FROM ASIALAW
9.00-10.00
PLENARY SESSION 6:
Renewed mergers and acquisitions
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Target due diligence post financial
crisis – new types such as
reputational due diligence; impact
of Satyam – encouraging audit-type
approach
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Trends in due diligence practices in
US , Asia and elsewhere – duties to
disclose and investigate; legal
restrictions on disclosures
involving national security,
economic espionage, customer privacy
and antitrust regulation issues;
buyer’s knowledge in relation to
post-closing indemnification
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What are the major issues when
seeking access to US public markets
– unique US disclosure and
compliance issues resulting from
differences in home country
regulations – suggestion of
strategies for resolving such
differences
Speakers:
Robert Ashworth, partner, Freshfields
Bruckhaus Deringer
Michael DeSombre, partner, Sullivan &
Cromwell
David Flavell, general counsel, Danone
10.00-11.00
PRACTICE AREA WORKSHOP:
Outsourcing – Hosted by CPA Gl obal
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Success/failure of business process
outsourcing areas such as
back-office functions, call centres,
HR and IT
-
Why you should consider legal
process outsourcing, and IP in
particular – areas include
proof-reading, paralegal support,
patent, trade mark and design
drawings, filing, IP docketing and
annuity record keeping, IP portfolio
management services
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Good/bad experiences of
consultancies
11.00-11.15 Coffee break
11.15-12.15
Country WORKSHOP:
Content to be confirmed
12.15-1.30 Lunch
1.30-2.30
PLENARY
SESSION 7:
Corporate Governance
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Independent directors – Chinese
banks and Indian corporates / Satyam
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Board level assessments and director
assessments – what to expect when
being managed and tested for
competence
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Stories from the trenches –
strategies for dealing with
regulators, including an examination
of issues surrounding public
disclosure by HongKong listed
companies, self-reporting and the
role of the regulators in this
process – proposed amendments to
listing rules
Speakers:
Royce Miller, partner, Freshfields
Bruckhaus Deringer
Alan Linning, partner, Sidley Austin
Cara Atha, consultant, Sun Life
Financial
Jamie Allen, secretary general, Asian
Corporate Governance Association
2.30-3.30
PLENARY SESSION 8:
Dispute resolution
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How the financial crisis has
affected the settlement of disputes;
less willingness to resolve /
pushing for more in a resolution –
review of cases that go to court
that might have been mediated and
resolved in periods of growth
-
How boiler-plate contract clauses
affect dispute resolution / drafting
to avoid disputes
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How to protect yourself against
class actions and shareholder
disputes – class actions: review of
Law Reform Commission
consultation paper and funding
options; shareholder disputes:
prevalence for hedge funds unable to
exit pre-IPO positions
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Enforcing foreign judgments and
arbitral awards
Speakers:
Gareth Thomas, partner, Herbert Smith
David Bateson, partner, Mallesons
Stephen Jaques
Gary Soo, secretary general, HKIAC
Christopher To, executive director,
Construction Industry Council
Khawar Qureshi QC, head of chambers,
McNair Chambers
3.30-3.45 Coffee break
3.45-4.45
PLENARY SESSION 9:
‘A New Worl d Order: the rise of China
and India’
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How companies from BRIC nations are
changing the rules of the game –
power shift to Asia
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Implications of financial crisis on
cross-border M&A with China and
India – rise in number of
potentially aggressive acquirers
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Innovative deal structures; do’s and
don’ts for China/India M&A
Speakers:
W John Hoffmann, co-founder and
principal, Exceptional Resources Group
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