How is the Companies Law Affecting Group Financing? (VDB Loi Insights)

30
Sep
2018

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HIGHLIGHT OF THIS MONTH
From our Banking and Finance Team

How the New Companies Law Affects Group Financing Transactions

Myanmar Companies Law 2017 (“MCL”) has introduced a special corporate approval procedure for “related party transactions” into the Myanmar legal system. While such type of transactions are often subject to particular scrutiny under corporate governance laws in many jurisdictions, there are a number of peculiarities to be followed under the MCL, and they are summarised below.
 
IN THIS ISSUE
From our Corporate M&A Team

Are you Myanmar Companies Law compliant?

The recently effective Myanmar Companies Law (the “MCL”) brings about groundbreaking changes to the corporate landscape in Myanmar, as it modernizes the rules related to entities (companies, branches and representative offices) conducting business in Myanmar. Despite the changes companies still need to act so they can reap the benefits of the new measures. In this special client briefing note, we will outline the relevant changes, and what steps you can take to bring your operations up to speed with the MCL. Read more…

From our Taxation Team

Tax Notes: Draft Union Tax Law 2018–2019

Due to the change in financial year, the end of the six-month gap period is approaching and the Union Parliament (“Pyidaungsu Hluttaw”) has announced a draft Union Tax Law 2018–2019 (“Draft UTL”) which will be effective from 1 October 2018. Read more…

From our Energy and Infrastructure Team

Ministry appoints Condominium Registrars to implement Condo Law

For the first time, the Myanmar government is to open new registration offices and assign registrars for condominiums. Read more…

With input from our Energy and Infrastructure Team

ミャンマー、LNG発電所急ぐ

日本経済新聞9月21日朝刊に「ミャンマー、LNG発電所急ぐ –電力不 解消へ窮余の策」のタイトルでミャンマー電力事情の紹介記事が掲載されました。VDB-Loi エドウィンのコメントが紹介されました。 Read more…
 

With input from our Energy and Infrastructure Team

Edwin Vanderbruggen Discussed the Myanmar Energy Sector at Annual PFI Conference in Singapore

Edwin Vanderbruggen was invited as a speaker and panelist at the PFI Financing Energy Projects in Asia Conference in Singapore on 26 September 2018 to provide insights on the Myanmar market. He notably discussed the status of existing and upcoming projects as well as potential for investments in the energy sector, including hydro- and gas-to-power. He also discussed the bankability of the new structuring of IPP projects, including government guarantees.


 
NEW MYANMAR LAWS AND REGULATIONS THIS MONTH
  • 2018-2019 Union Tax Law (Law no: 32/2018)
    Entirely upgraded for the Tax year of 2018-2019.
     
  • Law secondly amending Myanma Pearl Industry Law (Law no: 31/2018)
    Changes on terms and conditions of the law.
     
  • 2018-2019 Financial Year, Union Budget Law(Law no: 30/2018)
    Entirely upgraded for the union budget year of 2018-2019.
     
  • Forest Law (Law no: 29/2018)
    Entirely upgraded and repealed the old one of Law no:8/1992.
     
  • 2018-2019 Financial Year, National Planning Law (Law no: 28/2018)
    Entirely upgraded for the 2018-2019.
     
  • Myanmar Dental Council Law (Law no: 27/2018)
    Entirely upgraded and repealed the old one of Law no: 15/2011.
     
  • Myanmar Hotel and Tourism Law (Law no: 26/2018)
    Entirely upgraded and repealed the old one of Law no:14/1993.
     
  • Law amending the Public Debt Management Law (Law no: 25/2018)
    Only changed on definition of financial year ” October to September”.
     
  • Law amending the Vacant, Fallow and Virgin Management Law (Law no: 24/2018)
    Changes on terms and conditions of the law.
     
  • 2018-2019 Financial Year , National Planning Law (Law no: 28/2018)
    Set up the aims on the development of each regions and states economic grows.
 
SEE OUR PROGRESS IN 2017
Check out the impressive progress our practice made last year:

  • Our MIC team remains a very strong performer with 25% of the total MIC permits obtained through the firm.
     
  • We advised several of the largest LNG projects under consideration, and was selected as local advisor by both the World Bank and the Japanese Government.
     
  • We were selected as local counsel on the IFC program to create the hydropower model PPA.
     
  • We advise mobile network operators, 4G LTE operators, tower companies and a wide range of ICT companies in Myanmar.
     
  • We play a leading role in the Government’s forthcoming regulation on sovereign guarantees.
     
  • IFC selected our team after a competitive process to help jumpstart the documentation of PPP infrastructure projects.
     
  • We assisted an IFI with its investment in one of Myanmar’s largest cement plant companies.
     
  • Our tax team was at the forefront of various tax structuring works for multimillion-dollar projects.
     
  • Our dedicated dispute team and partners have acted on a wide range of high profiel litigation and arbitration cases.

You can download the full report here

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OUR UPCOMING EVENTS
  • Employment Disputes and Compliance Update
    11 October, 2018, Yangon
    Click here to find out more…
     
  • The New Union Tax Law 2019 – Does it apply to me?
    17 October, 2018, Yangon
 
RECENT VDB LOI WORK
  • Hydropower IPP signs up VDB Loi: Our Energy and Infrastructure Team will be assisting another hydroproject which were recently prioritize
     
  • Global logistics leader seeks tax advice: VDB Loi’s Tax Team assisted a global company in the logistics sector on the application of Withholding Tax on its services performed outside of Myanmar.
     
  • VDB Loi advises international investor ownership: The firm’s Corporate M&A Team recently advised an international investor in the distribution and importation sector on a complex structure for its Myanmar operations.
     
  • Healthy level of investment into pharmaceutical distribution: Building on from the momentum created by the liberalization in the trading sector, VDB Loi has been busy advising a range of multinational companies on their investments into trading (retail, wholesale and importation). We recently advised a Singaporean investor in the pharmaceutical sector on a potential distribution of pharma products into Myanmar through an onshore distributor.
     
  • More licenses for international consumer goods companies: The Tax and Licensing Team at VDB Loi assisted in the registration of a global consumer goods conglomerate in Myanmar, preparing and submitting the application with the MIC. The company received their wholesale and distribution trading license with the MoC with our assistance this September.
     
  • Telecoms business seeks to expand its Myanmar operations: A major telecommunications company sought VDB Loi’s expert assistance from the Banking and Finance Team with a refinancing deal worth US$200 million for restructuring and expanding its local operations.
     
 
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