Solicitors governing body: The Integrated Bar of the Philippines (IBP)
Competition authority: Bureau of Trade Regulation and Consumer Protection, Department of Trade and Industry
Financial regulator: Securities and Exchange Commission
IFLR1000 ranking categories:
Energy and infrastructure (published June) – Energy and infrastructure
Financial and corporate (published October) – Banking, Capital markets, M&A, Project finance, Restructuring and insolvency
The legal system of the Philippines is a combination of civil law and the Anglo-American common law system. But religion plays a vital part in the country and Catholicism and Islam have influenced the law to different degrees.
Family-run law firms and enterprises are an important feature of the Filipino business landscape. Major players in the country are domestic firms such as Angara Abello Concepcion Regala & Cruz Law Offices (ACCRALAW), Romulo Mabanta Buenaventura Sayoc & De Los Angeles and SyCip Salazar Hernandez & Gatmaitan who provide full service local law services.
As foreign firms are not allowed to practice in the country, some have linked up with local firms to serve clients on cross-border deals. One example is Baker and McKenzie who are partnered with local firm Quismbing Torres (QT).
Candy Chan - Journalist - Asia-Pacific
In energy and infrastructure, Angara Abello Concepcion Regala & Cruz (ACCRALaw) is strong in litigation and alternative dispute resolution in conventional and alternative energy.
The department comprises 42 dispute resolution lawyers. The firm seldom recruit lateral hires, emphasising organic internal development.
Present in the country for more than four decades, the firm has earned a reputation for natural resources and power work particularly in PPP (public-private-partnership) projects.
Highlights of 2015 include advising Petron Corporation in a Php50 million arbitration initiated by Draco; acting for SPC Malaya Power Corporation on a Php14 million civil complaint against STX Marine Service over loss of earnings and damages related to the Malaya thermal power plant.
DLA Piper services the Philippines from its offices in Australia and Singapore. The firm has experience working on transport and utilities PPP (public-private partnership) projects and renewable energy developments in the country.
“The international PPP infrastructure experience that the firm brings provides invaluable insights in structuring Philippine PPPs,” one client said,
Recent publishable work highlights for the firm include advising Dutch development bank FMO on a $15 million financing for Sindicatum’s development of the Clark solar power plant and assisting Alternergy Wind One Corporation in the development of Sambrano wind farm.
In energy and infrastructure Gatmaytan Yap Patacsil GuTierrez & Protacio works for Aboitiz Group in the energy sector, OceanaGold Philippines in mining and Ayala Land in social infrastructure.
Although the firm saw the departure of partner Aris Gulapa in 2015, it remained busy handling a number of mandates including a public-private partnership (PPP) project on the Light Rail Transit Line 2. It acted as local counsel to the International Finance Corporation, which together with the Development Bank of the Philippines, is the transaction advisor to the Department of Transportation and Communications and Light Rail Transit Authority (the grantors).
On a separate PPP for to the development of the Sasa port in Davao the firm is also advising the International Financial Corporation.
Gulapa Law Office was established in September 2015 by Aris L Gulapa, who left Gatmaytan Yap Patacsil Gutierrez & Protacio (C&G Law) to launch the new firm. He brought six lawyers from C&G Law with him: Charmaine Haw, Melissa Chavez, Angel Machuca, Yasmin Sanchez, Aileen Sanguir and Dake Mandocdoc.
With a specialist focus on sectors like transport, social infrastructure and utilities, the firm is steadily growing into its own and representing clients include Ayala group, Aboitiz group and the APO Production Unit.
Its strength of handling Public Private Partnership (PPP) projects landed Gulapa some of the significant government projects in the last year, such as the projects relating to the Philippine E-passport project, the south integrated terminal system, the north-south rail project, and the bundled regional airport projects.
Puyat Jacinto & Santos has a strong presence in the Philippines energy market, and advised the government on the reforming the electricity sector. Its experience in the sector extends to oil and gas, renewable energy, and thermal coal work. Infrastructure wise, the firm has experience handling PPP (public private partnership) work.
The firm’s work highlights include advising Metropolitan Waterworks & Sewerage System (MWSS) on the new centennial PPP water supply project, which should ensure a long-term water supply security for Manila. Another ongoing PPP project sees the firm representing the Department of Justice on developing new prison facilities.
Quisumbing Torres, the Philippines arm of Baker & McKenzie, has been doing business in the country for nearly half a century. The firm’s energy, natural resources and infrastructure practice represents government agencies, financial institutions and foreign investors on matters in the sectors.
The firm’s work highlight include: advising Consolidated Iron Sands in discussions with the government on regulatory matters and in negotiations with its local joint venture partner; advising for two Korean lenders on investments in a waste project; and, assisting a Chinese company with its involvement in the development of a wind project in Subic Freeport.
SyCipLaw has experience in power, transport and utilities developments, and strong in BOT (build-operate-transfer) projects.
The firm’s BOT experience helped it secure a mandate representing the Light Rail Manila Corporation on the PPP project to extend the existing 15 km Line 1 by an additional 11.7 km.
Allen & Overy’s Philippines practice is headed by Singapore partner Ken Aboud and Hong Kong partner Alexander Stathopoulos. The firm was busy with new deals in the infrastructure space as the Philippines government continues its push on the PPP sector in the Philippines.
The firm acted as international legal counsel in an advisory capacity for the Asian Development Bank and Development Bank of the Philippines who in turn advised the government of the Philippines, Department of Transportation and Communications and Philippine National Railways in relation to the NSRP South Line.
Elsewhere in M&A, it advised The Bank of Tokyo Mitsubishi on its $783 million acquisition of a 20% stake in Security Bank Corporation. The acquisition is the largest equity investment by a foreign investor in the Philippines’ financial services sector.
The firm also advised Mitsubishi in relation to various coal agreements related to a transaction between the Philippines and Indonesia.
Ashurst’s Philippines practice saw the arrival of three partners last year, namely, Joshua Cole, Andrew Digges and Shaun Lascelles. Although the lawyers are based abroad, the firm has no problem in making its presence felt in the country.
One client says: “I have been impressed by its diligence in response to client needs. The friendly balanced approach of the team involved.” Another client says: “The firm tends to be more flexible in fee arrangements particularly in the event of cost overruns. It’s definitely a firm that values the relationship angle and takes a longer term view.”
Last year, the firm advised the Philippines government in relation to a the greenfield LRT Line 6 PPP Project, a 30-year concession to design, build, operate and maintain a new 19km LRT line the Cavite area.
It also advised Sojtiz Corporation and Japan Airport Terminal on its participation in a consortium that is considering submitting a bid for the Regional Airports PPP Project in the Philippines.
Elsewhere, it advised FGEN LNG in relation to all aspects of the development and financing of the Batangas LNG regasification facility in the Philippines.
Clifford Chance has a dedicated Philippines Focus Group in its Singapore office led by two banking partners Andrew Gambarini and Paul Landless. This year it hired Alexander Lloyd as foreign legal consultant in capital markets from Sidley Austin.
Over the past 12 months the team advised EastWest Bank on establishing a life insurance joint venture with Ageas in the Philippines.
The firm has a strong record in acting for lenders, and clients advised during the research period include International Finance Corporation, Deutsche Bank, BDO Unibank, and BPI. The team has advised on a number of financings in the Philippines related to the power sector, construction of real estate projects and routinely advises the lenders to San Miguel. One example saw Clifford Chance acting for Standard Chartered Bank and the lead arrangers on the $550 million term loan facility for Petron Corporation.
Cruz Marcelo & Teneferancia has particular focus in M&A work involving the process of forging partnerships and joint ventures, corporate divestments, buy-outs, dissolutions, liquidations, and spin-offs.
Headed by senior partners Manuel Manaligod,Jr, Aida Araceli G.Roxas-Rivera and Rosa Michele Bagta, the firm has been busy last year. An example includes the acquisition of the majority interest in Petnet, the largest Western Union agent network in the Philippines, by Aboitiz Equity Ventures.
It also assisted Goldenwill in the public bidding of Fort Bonifacio Lands by the Government Service Insurance System.
Elsewhere, it assisted Hyopan Land Philippines in securing the PEZA registration of W City Center.
Gibson Dunn & Crutcher’s Philippines practice is handled by its Hong Kong office. The firm advises seven of the 10 biggest conglomerates in the Philippines, as well as government entities and is best known for energy and infrastructure work in the Philippines.
The firm attracted significant mandates in the past 12 months. Highlight deals in the capital markets include representing AP Renewables, a subsidiary of Aboitiz Power in the issuance of the first climate bond in Asia-Pacific, valued at P10.7 billion ($225 million) and backed by the Asian Development Bank (ADB).It is the first credit-enhanced project bond in South East Asia (other than Malaysia) since the 1997-1998 Asian financial crisis. Elsewhere, Gibson Dunn advised Universal LRT, an affiliate of San Miguel Corporation, on the $2 billion Metro Railway Transit System 7 (MRT-7) light rail and road project. The MRT-7 project involves the construction of a 22-km train line with 14 stations from San Jose del Monte in Bulacan to the corner of North Avenue and Epifanio de los Santos Avenue in Quezon City.
Looking into the energy and infrastructure space, the team was the sole advisor for Frist Gen Corporation on the development and operational issues relating to the corporation’s three gas-fired power plants in the Philippines: San Gabriel plant, Santa Rita and San Lorenzo gas-fired plants.
Capital Markets and M&A are the core areas of this boutique law firm under the leadership of its managing partner, Mark Gorriceta. Gorriceta leads the corporate and tax groups of the firm. His practice focuses on capital markets, M&A, tax, estate planning and corporate law.
Highlight deals in the capital markets saw lead partner Gorriceta, paired with Micaela Kristina Galvez and Kristine Tupaz-Torres, act as lead counsel for DM Wenceslao and Associates’ $510 million IPO in Philippines; the same team also acted for the underwriter SB Capital Investment Corporation on Pointwest Technologies Corporation’s $43 million IPO in the Philippines.
In M&A, the firm has been a regular lead counsel of Xurpas in a number of the company’s acquisition transactions last year. For example, the lawyers were lead counsels of Xurpas’ acquisition of a 31% stake that amounted to $1.4 million, in Match Me, a Singaporean enterprise.
Gulapa Law Office was established in 2015 by partner Aris Gulapa, a former partner at Gatmaytan Tap Patacsil Gutierrez & Protacio (C&G Law). One client says: “It is very familiar with the law and has handled several corporate rehabilitation cases in the past. It has a good reputation in this practice as it is one of its core expertise. It also has international exposure that helps in dealing with matters that involve parties from other countries.” Aris Gulapa specialises in M&A transactions and has a wealth of experience working on international deals. One client comments on the capacity of the firm: “The firm can have absorbing capacity issues due to the size.”
The founder, Gulapa, received individual praise from one client: “Gulapa is my go-to person for PPP transactions. He worked for another firm before and opened his law firm over a year ago, and therefore I follow him. He is the PPP expert in the Philippines. He also has good negotiation skills. We choose him because he knows the topic much better than other local law firms we used before, including TNG and PJS”. Another client says: “Aris' credentials are very impressive.”
In banking and finance, landmark deals saw Gulapa acting as local counsel for the Maya Consortium of Aboitiz Equity Ventures, as a bidder on the project financing aspect of the $2.47 billion Bundled Regional Airports Project, and assisted the consortium in completing the bid submission requirements. It is the largest PPP airport protect in the Philippines so far. Another highlight features the team assisting the Philippines government on the financing of the $808 million new e-Passport Project.
In the M&A space, the team advised Apo Agual Infrastructure on the implementation of its $276 million joint venture agreement and bulk water purchase agreement with the Davao City Water District.
In restructuring and insolvency, the firm acted as the court-appointed rehabilitation receiver of Philippine Phosphate Fertilizer. It advised CCL Philippine on the capital infusion from the foreign parent company through the conversion of advances into equity. This case is one of the biggest singular capital infusions in the manufacturing sector last year.
Quisumbing Torres is the Philippines member of the Baker & McKenzie global network.
The banking and finance team, has extensive experience representing borrowers and lenders in in project finance, acquisition finance, syndicated lending, structured finance, leveraged finance and trade finance.
The firm has acted on some projects in the mining sector including advising Red Mountain Mining on acquiring the copper and gold interests of Mindoro Resources. Elsewhere the firm acted for Consolidated Iron Sands in connection to its investment in an offshore magnetite project.
Elsewhere in M&A the firm led on a sale of land and a manufacturing facility by Maxim Integrated Products. The land which was situated within the special economic zone was sold to a real estate developer while the facility and equipment on the land was sold to a subsidiary of a European food ingredients company.
SyCip Salazar Hernandez & Gatmaitan has four offices across the Philippines in Makati, Cebu, Davao and Subic. Its strong expertise and experience across practice areas has gained praise from clients: “Very reliable and trustworthy,” says one.
The firm has notable experience in renewable energy and the public–private partnership (PPP) projects and aviation finance matters.
Over the last 12 months, the firm advised BDO Capital and Investment Corporation in relation to the financing for GMR Megawide Cebu Airport Corporation which won the bid for constructing the Mactan Cebu International Airport. The airport project is one of the key PPP projects in the Philippines. The firm also advised on the $435 million multi-facility project financing of a new 300MW coal-fired power plant by the SMC Consolidated Power Corporation.
In capital markets, the firm acted as counsel to the joint lead underwriters and bookrunners on an issue of fixed-rate bonds by the South Luzon Tollway Corporation.
In M&A, the firm advised Aboitiz and SunEdison in the acquisition of an equity interest in Sacasun, which is developing a 59MW solar power project in San Carlos, Negros Occidental.
Villaraza & Angangco has a wealth of experience in working on cross-border transactions given its access to the ASEAN Plus Group, a group of 9 full-service law firms from Singapore, China, Hong Kong, Indonesia, Vietnam, South Korea, Malaysia, Philippines, Thailand and Taiwan.
In banking, highlights include assisting Aboitiz Equity Ventures in negotiating the terms of the Omnibus Notes Facility and security agreement for a P10 billion ($215.6 million) worth Hydro Power Plant Project of which Aboitiz was a guarantor; acting as general counsel of Conergy Solar Philippines in connection with a $75 million facilities agreement between Kawa Solar, Conergy’s parent company, and the issuing banks.
Looking into the capital markets, in a series of confidential transactions, the firm was actively engaged in inbound equity investments by foreign investors, advising bond purchaser prepare and revise convertible bonds and related agreements.
In M&A, the firm picked up some multi-jurisdictional high-value transactions such as transfers of capital, acquisition deals in agriculture, logistics and insurance sectors. For example, the team advised Filipino Fund, a Philippine-listed company, on compliance and disclosure matters; and it was engaged by BayWa R.E. Solar on the company’s proposed investment on a renewable energy project.
In restructuring and insolvency, the team continues to leverage its international network in advising foreign clients on insolvency related compliance and procedural issues under the Vietnam legal system.
ZG Law Offices is a mid-sized, full-service law firm representing and advising various local and foreign clients in the Philippines. A client’s testimony reflects the credentials of the firm: “When we need them out of office hours, it is willing to respond to deliver documentation that we need. I have worked with it for the past 10 years. It is usually referred to new clients by its existing clients, and due to its size itis selective to their clients to make sure it has the sufficient capacity. Compared with three other law firms I have worked with previously, I prefer Zambrano & Gruba, because this law firm is more responsive. It was harder to get in touch with the lawyers in the other three law firms. Also, compared with the others, Z&G's legal advice is of better quality and more in-depth.”
In the banking space, the firm was engaged as counsel of Asia United Bank in its issuance of $108 million worth of unsecured subordinated debt eligible as Tier 2 capital. Asia United Bank has also been engaging ZG Law Offices on a retainer basis for numerous regular loan operations with an amount aggregated to many hundred millions in the past 12 months. The Philippine Bank of Communication also sought partner Jorge Alfonso Melo as general counsel to advise on various banking, transactional and compliance matters. In relation to project finance, the team advised Asia United Bank on two loans for the construction of two different bunker-fired power plants.
In the M&A space, ZG Law Offices advised Frontier Capital as buyer in its acquisition of a 100% stake in Stotsenberg Leisure Park & Hotel Corporation for $26 million; it also advised Blue Origin as buyer in its acquisition of 49% equity interest in a software development company based in California and with operations in Philippines.
Latham & Watkins’ Philippines practice is handled by its Hong Kong office with Benjamin Carale heading around 30 lawyers working for this practice. The firm is reputable in the market as clients described the firm’s work as “excellent” and its practitioners as “out of the box problem solvers”.
Another client says: “Latham and Watkins is very dependable. Its team is well-staffed and well-trained. In all our experiences with LW, its team has always been on top of the situation and is able to interface well. Its expertise in banking and finance is very much helpful to us.”
Last year, the firm was responsible for the issuance of $300 million 7.375% senior guaranteed notes due 2022 under a newly-established $1 billion medium term note programme by Vista Land & Lifescapes.
It is also involved in the Metro Retail Stores Group’s IPO of 905 million common shares listed on the Philippine Stock Exchange.
Elsewhere, it also worked for SMC Global Power Holdings on the issuance of $300 million 6.75% undated subordinated capital securitiesnoteslisted on the Singapore Exchange.
Skadden Arps Slate Meagher & Flom’s Philippines practice is led by Jonathan Stone from Hong Kong who oversees South and South East Asia.
In the past 12 months, the firm was involved in the $860 million IPO of CEMEX Holdings Philippines, and advised Rizal Commercial Banking Corporation in Cathay Life Insurance’s acquisition of a 20% stake in RCBC for P17.92 billion.