Lim Jo Yan

Malaysia Office

Profile and Expertise

Jo Yan advises on mergers & acquisitions, joint ventures, corporate governance, regulatory compliance and corporate and commercial transactions.
His work is recognised by the Legal 500, IFLR1000 and AsiaLaw Profiles in the areas of Corporate and M&A. Jo Yan was also named as the Young Lawyer of the Year at the ALB Malaysia Law Awards 2016 earlier this year.

Experience


・Acted as M&A counsel for a financial leasing company in their acquisition of the entire equity stake in a shipping company registered in Labuan. Assisted with the legal due diligence of the target company and drafted the definitive documents. The value of the transaction is USD330 million (approximately RM1.1 billion).

・Acted for a consortium of private equity investors, in the acquisition of the entire shareholding in a manufacturing company, from the founder of the company, for a purchase price of RM110 million. The essence of time was essential to this transaction, as the vendor suffered from terminal cancer and had a few months to live. The transaction was conditional on our client obtaining the approval of (a) the Malaysian Ministry of International Trade and Industry and (b) the Penang Development Corporation, in respect of the transfer of shares. The approvals were obtained and the transaction completed in July 2012. The vendor passed away a few months later.

・Acted for one of the investors in a private equity fund. The fund is valued at approximately RM170 million. Our client invested assets in the form of shares in a manufacturing company valued at RM86 million. This deal was innovative because the capital injection into the fund is in the form of shares in a manufacturing company valued at RM86 million. Advised on the limited partnership agreement and stamp duty savings from the transfer of shares.

・Acted for a family investment vehicle. in connection with the disposal of all their shares in their second tier investment holding vehicle to their joint venture partner for a total value of RM69 million. Implemented a claw-back and security mechanism in favour of the vendor in the event of default of payments of the consideration by the purchaser through the various payment milestones.

・Acted for a manufacturing company in connection with an investment by a private equity fund as fund raising towards expansion of the target company’s production lines. The investment is convertible into equity and had to be structured in a Shariah compliant manner. Also had to advise on how to limit the circumstances and manner in which the private equity fund may exit from the target company (for example, identifying the parameters for triggering an initial public offering or a permitted sale to a competitor). The investment is valued at RM50 million.

・Acted for a Malaysian property holding company in connection with the disposal of their majority stake in a manufacturing company to an investment fund. Coordinated the disposal of the majority equity stake together with the disposal of their nominees’ equity stake as a package deal. Further, the completion of client’s equity disposal had to be timed to be completed simultaneously with the completion of a strategic shareholder’s shareholding restructuring into a limited partnership with a private equity firm. The divestment was valued at RM84 million.

・Acted for a venture capital firm, and advised and negotiated on the subscription of shares and the entering into of a joint venture in a Singaporean holding company with subsidiaries in South East Asia, Europe, North and South America, and Japan for a total value of USD6,000,000. Assisted in and acted as lead coordinator in the legal due diligence exercise with foreign legal counsel in the various jurisdictions, drafted and negotiated the transaction documents. The target group of companies are involved in the software consulting industry.