Corporate Transactional (M&A, VC and PE)
Thomas is active on cross border corporate and private equity / venture capital transactions across South East Asia and China and works for a wide range of clients with a particular focus on the Technology, Education, Private Equity / Venture Capital, Marine, Insurance and Healthcare sectors.
Often working across multiple jurisdictions, Thomas advises on a full range of corporate transactions with a particular focus on complex mergers and acquisitions, venture capital, private equity, trade sales and competitive bids, joint ventures, corporate restructuring and financing. He has advised clients on significant high-profile asset and business acquisitions and disposals, and innovative operating and financing arrangements. He also has significant experience in representing owners and operators of vessels and other maritime and offshore interests. He has acted for regional governments and governmental bodies, state-owned enterprises and multinationals on significant M&A transactions, privatisations and regulatory matters.
Thomas is described in Legal 500 APAC as “a leading individual”, who is "extremely prompt and responsive" with "astounding legal knowledge" and is "genuinely interested in developing long term relationships with clients".
Regulatory (Insurance and TMT)
Thomas has extensive experience advising insurance and (re)insurers intermediaries and technology companies, such as e-payment providers, cryptocurrency and digital asset exchanges, token issues and FinTech companies, on business establishment and licensing, acquisitions and disposals, portfolio transfers, outsourcing arrangements, cross-border business structures and regulatory compliance, in Asia Pacific.
Thomas is recommended by Legal 500 APAC 2022 (Singapore – Firms to Watch: TMT: Foreign Firms) and is described as one of the key practitioners, who is “increasingly handling complex mandates relating to data protection and cybersecurity, fintech, and technology procurement and regulation”.
Employment, Immigration & Pensions / Data Protection and GDPR
Thomas leads the Employment, Immigration & Pensions practice in Singapore. As a key member of the global employment practice group, Thomas regularly advises on a wide range of non-contentious employment and immigration matters, including the reviewing and drafting of employment and service agreements and severance packages, establishment of complex incentivisation schemes for senior executives, team moves, enforceability of restrictive covenants and advising on Singapore laws and regulations in the area of employment, immigration and industrial relations.
He additionally leads the Corporate Secretarial practice in Singapore and Hong Kong, which encompasses company administration and general corporate compliance issues, including corporate secretarial, data protection and anti-bribery & corruption.
Thomas is consistently ranked for his expertise in Employment by Legal 500 APAC and is described as being “very well-known in the employment space” and easy to be “approached in Singapore to sort out [clients’] employment matters globally”. He is also described by peers and clients as “a versatile practitioner and goes beyond what can be expected of a lawyer”, “an outstanding strategic adviser” and “a very knowledgeable practitioner who is client-orientated and goes the extra mile both in service, quality and results” (Source: Who’s Who Legal – Labour Employment & Benefits).
- Acted for Jacobs Holding AG, an investment firm, in respect of the acquisition of the Cognita group of schools from KKR & Co. L.P. Cognita operates more than 70 schools across 8 countries, including Singapore, Thailand, Hong Kong, Vietnam, Spain, Brazil, Chile and the UK. This was the largest education M&A transaction globally since 2010.
- Acting for a global cryptocurrency exchange in its various acquisitions and investments across South East Asia and Africa.
- Advising Huobi, another cryptocurrency exchange, in respect of its acquisition of Bitex, a Latin America cryptocurrency exchange which has operations in, amongst other places Argentina, Chile, Uruguay and Paraguay.
- Acted for a private-equity backed global private schools group in its acquisition of international schools in South East Asia, including Vietnam, Thailand and Singapore.
- Acted for the investment arm of the Economic Development Board of Singapore in its healthcare investments and divestments across South East Asia.
- Advising Biomedical Sciences Investment Fund, the biomedical sciences arm of the Economic Development Board of Singapore, in its biotech investments and divestments across South East Asia.
- Acted for Shenzhen Qianhai Financial Holdings Co. Ltd and Shenzhen Investment Holdings Co. Ltd. in its planned acquisition of 100% of the shares in ACR Capital Holdings Pte. Ltd. from its major shareholders, being 3i Group plc (and affiliates), Khazanah Nasional Berhad, Temasek Holdings (Private) Limited and Marubeni Corporation for US$1 billion.
- Acted for Mitsui & Co Ltd. in the acquisition of a 30% stake in Integrated Healthcare Holdings Sdn Bhd via a combination of subscription for new shares and acquisition of shares from Khazanah Nasional Berhad, for an aggregate consideration of RM3.3 billion.
- Acted for a listed property developer in Thailand in relation to the construction of education facilities on a build-to-suit basis in Bangkok, together with a long-term lease to a UK international operator.
Venture Capital (VC)
- Advising Antler Global Fund in relation to its Convertible Note and secondary simultaneous Series B investment in a retail and e-commerce startup in Singapore.
- Acting for Antler Global Fund in relation to its Series A2 investment in XanPool, a Hong Kong based payment infrastructure provider that facilitates faster crypto and fiat settlements.
- Advising Purpose Venture Capital in relation to its investment in igloohome, a leading smart access company in Singapore.
- Advised Sayurbox, a farm-to-table fresh produce distribution platform in indonesia in its Series B and Series C capital raising activities in Indonesia and Singapore.
- Advised HarukaEDU and its founders in its Series B and Series C capital raising activities in Indonesia and Singapore.
- Advising AC Ventures in its seed investment in ProSpark, an edtech startup in Indonesia.
- Advising the venture capital arm of a Chinese state-owned financial services enterprise in its US$ 130 Series B million investment in its shared mobility start-up in South East Asia.
- Acted for ZumVet (an online veterinarian startup in Singapore) and its founders in its seed, Series A and Series B capital raising activities in Singapore.
- Acted for a venture capital arm of a listed South Korean electronics conglomerate firm in its US$ 300 million investment in a Cayman-Islands fund focussed on AI-based technology in South East Asia.
Employment and Immigration
- Advised and assisted on a range of non-contentious employment and immigration matters including:
- Reviewing and drafting of employment and service agreements (including termination letters, warning letters, ex-gratia payment and waiver letters, and severance packages).
- Establishment of complex incentivisation schemes for senior executives (including shadow share option schemes, performance-related bonus schemes, golden hellos and parachutes, and other similar arrangements).
- Advising on applications for employment and dependants’ passes and immigration matters, termination of employment, summary, wrongful, unfair and constructive dismissals, enforceability of restrictive covenants (including emergency injunctions), statutory protection of employees covered by the Singapore Employment Act and statutory protection of pregnant employees and maternity benefits.
- Reviewing policies, rules, by-laws and procedures of multinational corporations from a Singapore corporate, employment, safety, health and immigration law perspective.
- Advising on Singapore laws and regulations in the area of employment, immigration and industrial relations (including but not limited to transfer of employees pursuant to a business restructuring or business sale, re-employment of older workers, the Fair Consideration Framework, unfair dismissal and the Mandatory Retrenchment Notification), and safety and health which imposes mandatory obligations on a corporate employer in Singapore, and assisting clients in appeals on any breaches of such Singapore laws and regulations.
Corporate Compliance, Secretarial and Administration
- Advised and assisted on a range of matters relating to corporate re-organisations, capital restructuring, capital reductions and company administration including:
- Incorporation and registration of different vehicles in Singapore.
- Drafting and reviewing of constitutional documents and directors’ and members’ resolutions.
- Being appointed as company secretary of at least 200 companies (both public and private) (e.g. The Islamic Bank of Asia Limited).
- Maintenance of company records and statutory compliance issues.
- Attendance at board meetings.