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How the New Companies Law Affects Group Financing Transactions

How the New Companies Law Affects Group Financing Transactions

September 30, 2018

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.

Highlights of this note

  • What can be a related party transaction
  • Approval procedure
  • Loan or guarantee to a holding or sister company
  • Loan or guarantee for a company with the same director
  • Practical observations and recommendations

AUTHORS

Edwin is the senior partner of VDB Loi and a leading foreign legal advisor living in Myanmar since 2012. A frequent advisor to the Government on transactions and privatizations in energy, transportation and telecom, he is widely recognized for his “vast knowledge” (Legal 500) and his ability “to get difficult things through the bureaucracy ” (Chambers, 2016). He advises international financial institutions on their largest Myanmar transactions, oil and gas supermajors, a greenfield multi- billion US$ telecom project and the Japanese Government on the Thilawa SEZ. He assisted two newly licensed foreign banks setup in Myanmar, acted for the sponsor of an 800MUS$ urban infrastructure PPP project and worked on 6 out of 7 power deals inked in 2016.
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Maxim is a senior legal adviser focusing on cross-border transactional work. He has over 15 years of experience advising corporate clients, commercial banks, development institutions, export-credit agencies, and multilateral financing organizations. He handles complex projects in industry sectors such as energy and renewables, banking and green finance, infrastructure, oil & gas, mining and metals, and manufacturing. Prior to joining VDB Loi, Maxim was part of the energy, infrastructure, and project finance team of White & Case.


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