Corporate and Commercial Law Practice Group

Contact Atty. Edgardo G. Balois

Recognized in various international legal directories as one of the top commercial and mergers-and- acquisitions firms in the Philippines, (Chamber and Partners 2000-2001 review of the world’s top law firms; Asia Pacific Law 500), our firm’s corporate lawyers handle a comprehensive array of corporate work and can give expert advice on many types of commercial transactions. We handle corporate and joint venture formation, corporate housekeeping (Corporate Secretary work), capital restructuring (such as registrations increases in a corporation’s capital stock), application for incentives (under special laws and with specialized agencies such as the Philippines Export Zone Authority and the Board of Investments), mergers and acquisitions, and due diligence work. In conjunction with our Corporate Litigation and Securities Practice Group, our corporate work also covers corporate finance, securities regulation and corporate liquidation.

A sample of our recent work (mid-1999 to early 2000) in this practice area includes (all are a matter of public record and do not involve confidential disclosures):

A. DIVESTMENTS: Sale of ABB Koppel, Inc to Fedders, International; Sale of Philippine Rubber Project Company (a Goodyear wholly-owned subsidiary) to a local cooperative; Sale of Surfactants Business of Chemphil Albright & Wilson Corporation to Stepan Philippines, Inc.; Sale by Asea Brown Boveri, Inc., of its entire holding in ABB Power, Inc., to ABB Power Generation Investment, B.V.

B. ACQUISITIONS: Purchase of Selecta’s ice cream business by Unilever; Purchase of FT Information (Philippines), Inc., (now known as Primark Philippines, Inc.) by Datastream International Limited from Pearson NV via share acquisition; Legal due diligence on the proposed acquisition by Ayala Land, Inc., of Camella and Palmera Homes (C&P); Legal due diligence on the proposed acquisition by Echostar Communications Corporation of H.T. Telesis, Inc.; Legal due diligence on the proposed acquisition by Echostar Communications Corporation of Pacific Cable and DTU Systems, Inc.; Legal due diligence on proposed acquisition by Autoliv AB (Sweden) of Philippine Izumi Corporation; Post acquisition legal audit on Chemphil Albright & Wilson Corporation for Rhodia; Purchase by Asea Brown Boveri, Inc. of the transmission, distribution and automation business of ABB Power, Inc., as a going concern.

C. MERGERS: Merger of Siemens Nixdorf Information Systems Philippines, Inc. with Siemens, Inc.

D. SPIN-OFFS: Spin-off of the Paper Division of PICOP Resources, Inc.

E. LISTING OF SHARES: Listing of Fastech shares in the Singapore Stock Exchange; Philippine consultant for listing of Ionics shares in the Singapore Stock Exchange;

F. OTHERS: Indirect Acquisition of Lintas Manila by Interpublic through the organization of a holding company capitalized through exchange of shares for control; Legal Audit of Siemens, Inc., and Siemens Power Operations, Inc, for the expansion of a power plant; Power Purchase Agreement between Island Power Corporation and National Power Corporation; Served as Legal Consultant to the Presidential Commission on Year 2000 Compliance; Conducted Y2K Legal Due Diligence on Philippine Long Distance Telephone Company; Acted as Y2K Legal Consultant for Pilipinas Shell, Goodyear, and Fuji Bank.

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