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Yangming Partners' mergers and acquisitions practice is one of the most active among law firms practicing in Taiwan. The Firm's approach to Merger and Acquisition transactions is to concentrate on the following areas of competency:
Regulatory- There is a polite phrase used in Chinese when one asks whether a task is likely to be difficult: "No problem (Mei You Wen Ti)." Translated for the regulatory environment in Taiwan, the answer reads: No there is a problem. The level of regulation of many industries in Taiwan comes as a surprise to many foreign investors, whose initial perception is that Taiwan is on the leading edge of the information economy and hence enlightened from a regulatory perspective. The first step in most M&A projects in Taiwan is to identify the potential regulatory hurdles and devise strategies for clearing these hurdles. Obstacles include restrictions on levels of foreign investment permitted, restrictions on the nationality of directors and officers of a company, licensing issues, competition law issues, restrictions on public listing on local exchanges and restrictions on utilizing property other than cash (e.g. securities) as acquisition currency. The Firm has a well seasoned team of lawyers with expertise in a number of industry fields, including telecommunications, media, information technology, energy development and financial industries, who can guide a client through the regulatory environment.
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Due Diligence
Due diligence is of particular importance in Taiwan due to the lack of transparency in many business, legal and accounting practices. Of particular importance are: 1) regulatory compliance; 2) disclosure of related parties transactions and transfer pricing; and 3) accurate financial disclosure. Over the past three years, the Firm's M&A team has been involved in more than 30 due diligence exercises covering a broad spectrum of industries.
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Documentation
The Firm prides itself on having an excellent team of lawyers capable of drafting complicated acquisition documentation in both English and Chinese. Mark Ohlson, whom has more than 20 years experience in M&A and corporate law, leads this team of Taiwan and Anglo-American lawyers.
The following is a sample of the transactions in which the Merger and Acquisition practice group has been involved recently:
Representation of a major U.S. direct equity investor in the acquisition of over 25 independent cable television operators and establishment of Taiwan's first multiple operator system;
- Representation of a global media company in the acquisition of a large stake in Taiwan's largest cable television company;
- Representation of several of the world's largest mobile telecommunications operators in acquisition of substantial equity stakes in a number of Taiwan's mobile telecommunications operators;
- Representation of an NYSE-listed water treatment equipment supplier in the acquisition of companies in Taiwan, the PRC and Hong Kong;
- Representation of a major foreign shareholder in a subsidiary of United Microelectronics Corporation in connection with the merger of the subsidiary into its parent;
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Representation of one of the world's largest private direct equity investors in the acquisition of several Taiwan media companies;
- Representation of Taiwan's largest satellite earth station operator in acquiring two competitors;
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Representation of a major Asian utility company in the establishment of a joint venture independent power company in Taiwan;
- Representation of a major American electronics company in the purchase of a minority venture capital stake in a publicly-held Taiwan software company;
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Representation of a major European bank in the purchase of the Taiwan consumer lending and credit card divisions of a major American bank;
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Representation of a major European bank in the purchase of a large Taiwan securities investment trust enterprise;
- Representation of a number of direct equity investment funds in connection with various acquisitions in Taiwan;
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Representation of a publicly-held Taiwan company in connection with a large manufacturing joint venture in Thailand;
- Representation of a PRC-controlled telecom operation in connection with the Taiwan aspect of its acquisition of an Asia regional telecommunications operator;
- Representation of a U.S. listed company in its merger with a well-known Taiwan biotech company;
- Representation of a European bank in the establishment of a joint venture credit card operation with a large U.S. financial technology company;
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Representation of a French multinational in the purchase of substantially all the assets of a listed Taiwan electronics company;
- Representation of a large Bermuda insurance company in a joint venture with a Japanese-owned insurer in Taiwan;
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Representation of one of the world's largest semi-conductor design and manufacturing companies in connection with restructuring of its investment in United Microelectronics Corporation.
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Direct Line: +886-2-8725-6601