Kelvin is a partner in our corporate practice. He was called to the Bar of England & Wales in 2007 and to the Malaysian Bar in 2008. He specialises in Mergers & Acquisitions, Foreign Investment, Property Development, Labour and Corporate & Commercial Law.
He has advised many companies in a wide array of sectors on acquisitions and disposals of shares and assets, particularly those with a cross border element. Kelvin also advises on their investments and operations including on shareholders’ participation and joint ventures, corporate restructuring, regulatory application and licensing, Fintech, compliance matters (including data protection, money laundering and anti-corruption law), hotel management, exchange control, supply of utility and services, agency and distribution arrangement, franchises, loan financing, corporate governance and corporate and commercial advisory.
Kelvin’s practice extends to labour law practice and currently serves as co-head of this practice group. He advises on labour contracts, handbooks, policies and regulatory compliance with labour laws. He also advises on trade union matters and collective agreement, employment of expatriate and blue collar foreign workers, restructuring of workforce, structuring of sale of businesses, retrenchments and termination of employment, statutory contributions, relocation and transfers, recruitment agencies, outsourcing, labour investigations and inquiry. He also conducts compliance training sessions for both employers and employees on regulatory matters.
Labour and Employment
- Represented Procter & Gamble in relation to the proposed integration of its business and workforce in Malaysia, following its acquisition of the Merck consumer healthcare unit in a deal valued at EU 3.4 billion. As part of the takeover, we assisted in strategising the manner to harmonise and integrate the workforce to ensure consistency and uniformity of benefits and the terms of employment for all its future employees.
- Advised a European expert in global fund distribution in relation to its conduct of legal due diligence on labour matters.
- Acted for a New York based fitness subscription start-up as Malaysian counsel on employment related issues in connection with its acquisition of another based fitness subscription start-up employees in Malaysia. This included drafting the transactional documents to affect the arrangement in connection with the acquisition of the employees.
- Engaged by an American worldwide toy and board game company to advise on the retrenchment due to redundancy and risk factors in connection with the exercise.
- Engaged by a subsidiary of the Japanese multinational consumer electronics and commercial electronics manufacturing company, to advise and prepare the necessary legal documentation on the separation between the Malaysian entity and one of its employees in Malaysia.
- Engaged by a property developer listed on the Malaysian stock exchange to advise the company on its proposed removal of its senior employees including its Chief Development Officer, Director of Human Resource and also its General Manager for Sales & Marketing within a short timeframe of 4 months to restructure its workforce in Malaysia to promote greater efficiency.
- Acted for the largest operator of private education in the world and it operates two international schools in Malaysia in relation to a claim for unfair dismissal commenced by a former principal of one of its school in Malaysia, after the principal was dismissed from his employment.
- Represented and advised a German multinational manufacturer on the sourcing of its manpower including on foreign workers outsourcing and recruitment. We assisted in making an application to the Malaysian investment and immigration authorities to obtain an employment pass for one of its technical consultants to work in Malaysia.
- Represented a corporate secretarial service provider to assist in the post-acquisition integration of its employees in the newly enlarged entity, following the acquisition by its parent company in a deal worth MYR 164 million. The matter involved the harmonisation of terms of employment within various business units and subsidiaries of both entities, which creates one of the largest corporate secretarial service providers in Malaysia.
Mergers & Acquisitions / Foreign Investment
- Acted for a Singapore public listed real estate developer in relation to its acquisition of 47% of the issued shares of a Malaysian real estate holding company.
- Acted for Trescal SA, a leading international specialist in calibration services in relation to its acquisition of 60% of the issued shares of Pyrometro Services Sdn Bhd. This is Trescal’s first step in expanding its geographical footprint and coverage in South East Asia.
- Acted for Valeo S.A. in respect of its acquisition of the entire issued share capital of Precico Electronics Sdn. Bhd., a contract manufacturer of automotive products and printed circuit board assemblies in Malaysia. Precico Electronics is a wholly owned of Frencken Group Limited, a company listed on the Singapore stock exchange. The deal value is in excess of RM100 million.
- Advised Zhiyuan International Investment and Holding Group (Hong Kong) Co. Limited in its proposed investment in Perwaja Holdings Berhad for the restructuring and regularisation of the Perwaja Group at a transaction value of RM 1.8 billion.
- Acted for Creed Group in its proposed acquisition of a majority shareholding in Sunsuria Medini Sdn Bhd, a property development company in Malaysia with land interests in the Iskandar Development Region and which lands are subsequently injected into Sunsuria Bhd. The deal value is approximately RM 200 million.
- Advised the Rosti Group in respect of its entry into South East Asia and the setting up its manufacturing plant and operations in Johor. Investment value is approximately RM 80 million.
- Acted as Malaysian counsel for Suzhou Anjie Technology, a Shenzhen-listed manufacturer of insulation and cushioning materials for the consumer electronic industry, in relation to its proposed acquisition of the Seksun Group. The global transaction size is US$145 million.
- Acted as Malaysian counsel for CITIC Environment Protection Co. Ltd in its proposed acquisition of Singapore Exchange listed clean technology services company, United Envirotech Ltd. The CITIC group is one of the largest conglomerates in China. The pre-conditional voluntary offer is valued at S$1.9 billion.
- Acted as Malaysian Counsel for Bain Capital Private Equity in relation to its acquisition of a majority stake in Asia Pacific Medical Group, a leading private hospital group in China with interest in certain clinics in Malaysia. The transaction value is estimated at US$150 million.
- Acted as Malaysian counsel for an affiliate of Reuben Brothers on the acquisition of Metro International Trade Services LLC. Metro is the owner and operator of Goldman Sachs global metals warehousing business with operations worldwide including Malaysia.
- Acted as Malaysian counsel for a subsidiary of SGX Catalist listed Teho International Inc in relation to its acquisition of the entire issued share capital of ECG Property Services Pte Ltd as well as 35% of the beneficial ownership of ECG Affirm Holdings Sdn Bhd, a real estate agency in Malaysia, for a total consideration of S$17 million.
- Advised Surbana International Consultants, a Singapore Temasek controlled entity in relation to its acquisition of 100% of the issued shares of KTP Consultants Pte Ltd, Singapore and its related entity in Malaysia providing engineering consultancy services.
- Acted as Malaysian counsel for Tiger Global Management LLC, a global venture capital firm, in conducting legal due diligence on MyTeksi (a Malaysian subsidiary of Grabtaxi Holdings Pte Ltd) in relation to an equity fund raising exercise. Fund raised was approximately US$65 million.
- Advised Itochu Techno-Solutions Corp in respect of its acquisition of enterprise solutions and integration business of the CSC Group in Singapore and Malaysia in a deal worth RM 270 million.
- Acted as Malaysian counsel for Danone, one of Europe’s largest food company, in the conduct of a legal due diligence exercise on a Malaysian subsidiary of the Wyeth Group in connection with Danone’s bid for the infant formula unit of the world’s largest drug maker, Pfizer.
IPO and Capital Markets
- Acted as Malaysian counsel in respect of the proposed listing of the Massimo Zanetti Beverage Group in the Italian Stock Exchange in Milan on 3 June 2015. The listing was expected to raise EUR200 million.
- Acted as Malaysian counsel and advised on EuroSports Global Limited’s initial public offering in the Singapore Exchange’s Catalist board with an offer size of 80 million shares valued at SGD 22.4 million.
- Acted as Malaysian counsel and advised on Gaylin Holdings Limited’s initial public offering in the Singapore Exchange’s Main board which raised approximately SGD38.5 million. Gaylin Holdings Limited was listed on 23 October 2012.
- Advised KNM Group Berhad on a renounceable two call rights issue of 488,920,659 ordinary shares to raise RM196 million for its business.
- Acted as Malaysian counsel and advised on Malaysian law in various other IPO and listing exercises involving companies seeking to list in the Singapore stock exchange.
Banking & Finance
- Advised on a RM7.5 million term loan cum overdraft facility granted by AmBank (M) Bhd to a subsidiary of a property developer for the construction of a health spa and as working capital.
- Advised a property developer on a RM45 million term loan facility from United Overseas Bank (Malaysia) Bhd used for the refinancing of its property development project in Kuala Lumpur.
- Advised a mid-sized local property developer on the development of a commercial cum retail development in Kuala Lumpur. The legal work for the development include advice rendered on the acquisition, amalgamation and subdivision of land for the development, establishment of subsidiaries, licensing and regulatory aspect, project management, financing, sale and purchase of office suites, leases and tenancies of anchor tenants, retail tenancies, franchising, property management, supply of goods, services and utilities services, licensing of trademarks, corporate governance and general advisory. Gross development value in excess of RM500 million.
- Acted for a foreign owned property development company in relation to the acquisition of a shopping mall in Johor for RM20 million the purposes of redevelopment.
- Advised a subsidiary of a public company previously listed on the Singapore stock exchange in relation to the disposal of its land and factory in Johor for RM12 million.
- Acted for a wholly owned subsidiary of a public listed company in Malaysia in relation to its acquisition of 8.23 acres of land in Pulau Pinang for a consideration of RM8.6 million.
- Malaysian Bar
- Bar of England & Wales
- Lincoln’s Inn (London, UK)
- Author. “Barriers on Foreign Participation in Distributive Trade in Malaysia”. The Sun Daily, pp.16. (October 7, 2014).