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Mergers and Acquisitions
Mergers and acquisitions are crucial to any company looking to expand and remain competitive. Such projects are complex, taking into account Company Law, Securities and Exchange Law, Law Governing Acquisition and Merger of Enterprises, Law Governing Merger of Financial Institutions, Fair Trade Law, Labor Standard Law, and taxation and accounting policies. With extensive experience in domestic and international mergers and acquisitions, the Firm can offer comprehensive services such as overall merger programming of companies, study and research of agreements as well as instruments in relation to the merger and acquisition, negotiation strategies, and consultation in laws, accounting guidelines and taxation.
Institutional Investment
Institutional investments are not limited to local enterprises. Foreign institutions often entrust the Firm with multinational investment, businesses in China , joint venture projects, proprietary, merger, strategic alliance and technological licensing projects. The Firm's scope of services includes programming of multinational investment and transaction, work and residence visa for foreign labors in Taiwan , negotiation and drafting of foreign and local investment contracts, inquiry about investment-related laws, foreign corporations' establishment of branch offices in Taiwan , application for investment with the Investment Commission, and application for establishment of processing export zones or science-based parks.
Business, Consumer Protection, Labor, Employment and Fair Trading
About 100 companies, among them over 30 listed and OTCed, retain the Firm as their long-term general counselor. Accumulating over 30 years of professional experiences, the Firm is specialized in business transactions related to corporate securities laws, including disputes over directors, supervisors or shareholders, labor and management, consumer protection, fair trade and competition, as well as corporate formation, reorganization, liquidation, bankruptcy and credit-securing.
Finance, Securitization and Capital Markets
The Firm specializes in the incorporation of financial holding companies, securities houses and commercial banks; conversion from credit cooperatives to commercial banks; tendering and sales of financial institutions' non-performing loans and relevant feasibility study, preparation and negotiation of relevant contracts, legal due diligence of corporate-securities related work and inquiries about pertinent laws; planning, drafting, reviewing and counseling for asset securitization.
The Firm has successfully represented major listed or OTCed domestic companies as well as underwriters on projects in fund raisings and securities offerings, trust funds, securities and futures, and securities transactions dispute resolutions. The scope of our services includes privatization, insurance indemnity, overseas securities o ffering and issuance, syndicated loan of bank, foreign and local private placement, corporate reorganization, issuance of fund, the drafting of securities-related contract, litigation over securities exchange, and inquiry about securities-related laws.
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Estate planning requires consideration of taxation laws, accounting policies and economic substance of the related transactions. To succeed in litigations over taxation, the Firm is experienced in not only taxation but also administrative remedial and relief procedures. The scope of the services includes overall estate planning, tax administrative litigation, and application for interpretation of taxation matters.
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The Firm specializes in tendering, review of tender, opposition, petition, mediation, arbitration and litigation in connection with major infrastructures. The Firm has provided consultant services to many clients in multi-jurisdictions. The scope of services includes arbitration, litigation, project financing, drafting of construction contract and advisory service of construction laws and regulations.
Recently, it has become a trend internationally to adopt corporate management systems to improve the quality of public services. To alleviate fiscal pressures, the Taiwanese government has followed suit and redirected its policy to encourage Public-Private Partnerships (PPP), creating incentives for private sectors involvements in public infrastructure constructions. Both the on-going infrastructure projects and those designed for the “Challenge 2008—National Development Plan,” such as the development of innovative and cutting-edge technological business and hardware and software industry, present opportunities for private enterprises in public projects.
Promulgated on February 9, 2000 and amended subsequently on October 31, 2001, the Act for Promotion of Private Participation in Infrastructure Projects encourages the participation of private enterprises in the construction of a wide array of infrastructure projects, including transportation facilities, common conduit, environmental pollution prevention facilities, sewage lines, water supply facilities, hydraulic facilities, sanitation and medical facilities, social welfare facilities, labor welfare facilities, cultural and educational facilities, major facilities for tour-site, power facilities, public gas and fuel supply facilities, sport facilities, parks facilities, major industrial facilities, major commercial facilities, major hi-tech facilities, development of new town and agricultural facilities. The Act offers numerous incentives, such as relaxation of restrictions on the disposition of land and line of credit of loans, fund-raising incentives and tax exemptions or reductions. In addition, it sets out how rights and obligations between the government and the private sector shall be allocated in the concession agreement, and it ensures the proper screening and supervisory procedures for the authorities in charge.
Operating under both commercial incentives and public service obligations, private participation in infrastructure construction is new to most government organizations. The procedure of carrying out such projects, therefore, often requires internal reorganization and external adjustment as well as professional assessment in the areas of construction, finance and law. On the public sector side, the Firm provides legal services including the following: the drafting of investment and bidding instruments for the private enterprises' participation, legal counseling of tendering, delivering related legal services required by owners, providing legal opinions on work plans, discussions of legal issues and feasible policies, amendment/addition of relevant documentation, defining comprehensive selection guidelines to proceed with solicitation of investors, review of tenders and negotiation for contracts. On the private sector side, the Firm can represent private enterprises to participate in tendering, negotiation and conclusion of contracts, including projects planned by the government or proposed by the private entities.
The Firm has participated in over 100 such projects and is now one of the most experienced public construction legal counselors in Taiwan .
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The Firm works closely with major law firms in the U.S., Japan, and China to jointl y provide full legal services concerning intellectual property (“IP”) rights, trade secret and licensing disputes to renowned domestic and international enterprises and high-tech companies. These services include: application of IP right, IP right management, IP right licensing and transferring agreement, IP right infringement and litigation, non-competition and nondisclosure agreement, and distribution of dividends to employees. The firm has assisted businesses in the planning of legal and financial arrangements related to licensing or transfer of patent, trademark and technology, programming of IP investment, forming strategies for IP right disputes and litigation and programming of IP licensing or transfer royalties.
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Medical law is a highly specialized field within the legal industry that flourished in recent years. Under the new Medical Treatment Law, medical institutions must exist in the form of a legal entity, medical treatment shall be subject to the principle of negligence liability, and medical institutions must establish financial and accounting policies and auditing systems. In this rega rd, the Firm particularly offers legal services to medical institutions, including: forming medical institutions (incorporation of medical corporations, drafting of articles of incorporation and by-laws, meetings of board of directors and supervisors), medical treatment dispute resolution, drafting and reviewing contracts, employment policies and other legal documents, and taxation counseling and litigation.
The Firm's medical health legal counseling group shall launch a new era of specialization of medical law in the country that will be well worth your time to look into.
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