Yew Chen is a Partner in CLO’s Corporate Practice Group. Aside from managing the Firm, his primary practice is Mergers & Acquisitions, with a sub-focus on Governance and Telecommunications law.
He enjoys working with clients to structure complex transactions and navigate the growing maze of regulatory, governance and sustainability issues both locally and across borders.
In the M&A sphere, Yew Chen is recognised as a leading practitioner by Chambers Asia, The Legal 500, Asialaw Profiles, IFLR 1000 and Who’s Who Legal. On the TMT front, he is featured in The Legal 500 TMT Hall of Fame, which highlights individuals who are at the pinnacle of their profession and have received constant praise from their clients for continued excellence in the TMT sphere. He is also recognized for his advisory work in Trade & Governance by Who’s Who Legal Southeast Asia – Trade & Customs 2024.
EXPERIENCE
Mergers & Acquisitions and Corporate & Commercial
- Advised Digi.com Berhad (“Digi”) in respect of its RM18 billion merger with Celcom Axiata Berhad (“Celcom”) through the acquisition of Celcom from Axiata Group Berhad (“Axiata”). The merger created the largest cellular operator in Malaysia and largest listed telecommunications company on the Malaysian Stock Exchange, with some of the ultimate major shareholders being the Governments of Malaysia and Norway.
- Acted as lead counsel for the founders of Munchy’s and TAP Crunch Sdn Bhd (a joint-venture entity between a private equity fund and the Malaysian Government’s pension fund) in the sale of the entire share capital of Munchy Food Industries Sdn Bhd, one of Malaysia’s largest snack manufacturers with operations in 3 countries, and supply chains to 50 countries, for US$250 million to CVC Capital.
- Advised the owners on the restructuring and disposal of their group companies and assets in Malaysia, China and Indonesia for RM900 million to a global private equity firm.
- Advised Edenor Technology Sdn Bhd on the RM243 million acquisition of a world-leading manufacturer of high-performance, natural-based specialty chemicals.
- Acted for Air Liquide Malaysia Sdn Bhd, a subsidiary of the largest industrial gas company headquartered in France, in its RM230 million acquisition of 100% of the shares in Southern Industrial Gas Sdn Bhd from SIG Gases Berhad.
- Advised Maxis Broadband Sdn Bhd, one of Malaysia’s leading Malaysian broadband and internet service providers, on the RM157.5 million acquisition of a 100% equity interest in MyKris Asia Sdn Bhd, a managed network and security services company.
- Acted for one of Southeast Asia’s largest private equity firms in its RM150 million acquisition of a majority stake in one of the largest and fastest-growing premium supermarket chains in East Malaysia.
- Advised the shareholders of Prima Inter-Chem Sdn Bhd on the sale of up to 100% of the shares in the target, which is a leading specialty chemical distributor based in Malaysia, focusing on serving the food, pharmaceutical, veterinary and industrial end-markets.
- Represented Johnson Control (S) Pte Ltd and Johnson Control (M) Sdn Bhd in the acquisition of an electronics business held by various entities in the region.
- Acted for a Japan-based sogo shosha general trading company in its RM82.5 million acquisition of a 30% minority stake in a Malaysian telecommunications infrastructure company and its subsidiaries. We advised on the structure of the joint venture to ensure compliance with local restrictions on foreign equity in telecommunications. Additionally, we provided guidance on anti-bribery, anti-corruption and anti-money laundering issues, which have received special attention from global market players.
- Advised a subsidiary of one of Malaysia’s leading telecommunications companies on its acquisition of the business and assets of a Malaysian-based cloud solutions company, marking its entry into the enterprise cloud computing solutions sector.
- Represented Homage Co Pte Ltd and Homage Sdn Bhd in securing a Series B round of funding from various VC funds to scale an online healthcare platform business in the region.
- Advised a telecommunications operator on its dual acquisitions of the business and assets of two separate IT and enterprise cloud computing solutions companies.
- Acted for the private equity arm of a leading Singaporean investment firm on its acquisition of an indirect stake in an integrated producer, distributor and brand owner of milk and yogurt products, as well as its three Malaysian subsidiaries and two Australian subsidiaries (“Group”). This indirect acquisition involved a complex structure, including the purchase of secondary shares in one of the Group’s shareholders and the subscription of irredeemable convertible preference shares in two of the Group’s shareholders
- Acted for one of Southeast Asia’s largest private equity firms in its acquisition of a majority stake in one of the largest and fastest-growing premium supermarket chains in East Malaysia.
- Advised on the disposal of factory operations in Malaysia and Shanghai to a UK-listed public company.
- Advised, in two separate transactions, a private equity fund and a foreign publicly listed company on their respective acquisitions of two cinema chains in Malaysia.
- Advised a private equity fund on its acquisition of an Indonesian manufacturing business.
- Advised a Malaysian publicly listed company on its joint venture operations in South Africa.
- Advised a Malaysian publicly listed company on its acquisition of a stake in a GBP500 million biomass power plant, including the acquisition of an Isle of Man company that operates it.
- Advised a Malaysian government-linked company on the disposal of its cable car operations subsidiary.
- Advised a Malaysian publicly listed company on the disposal of its machine shop business to a wholly owned subsidiary of a Japanese multinational corporation.
- Advised a Malaysian private company on the acquisition of a German technology company specialising in 3D technology.
- Advised several clients on their acquisitions and investments in the food and beverage industry.
- Advised a client on the sale of its digital advertising business to a multinational advertising company.
- Advised a publicly listed company on its corporate restructuring exercise pursuant to the Listing Requirements of Bursa Securities.
- Advised the Employees Provident Fund and Maybank Private Equity on the restructuring and sale of their investment in a biomass group of companies.
- Advised Tenaga Nasional Berhad (“TNB”), a leading Malaysian utility company in Asia with an international presence in the United Kingdom, Kuwait, Turkiye, Saudi Arabia, and India on the proposed restructuring of its renewable energy business and assets in Malaysia, United Kingdom and Luxembourg in order to establish a ‘new energy company’, to position TNB as global leader in renewable energy and support its transition towards becoming a leading provider of sustainable energy solutions.
- Advised an American private equity partnership on its proposed acquisition of the Malaysian subsidiaries of an industrial explosives manufacturing company.
- Advised IHH Healthcare Berhad (“IHH”) through its indirect wholly owned subsidiary, Pantai Holdings Sdn Bhd on its acquisition of 100% shares of Bedrock Healthcare Sdn Bhd which owns Timberland Medical Centre, for RM245 million on a cash-free debt-free basis.
- Advised a leading commercial kitchen equipment supply group in the RM219 million disposal of 100% of its manufacturing and retail business and assets.
FinTech & Financial Regulatory
- Advised a digital wallet subsidiary of an American social media conglomerate on regulatory and licensing requirements for setting up a digital asset exchange. We provide guidance on compliance, staffing, governance, data protection, and other operational and regulatory requirements, including assisting with the preparation of application bundles, and correspondence with local regulators.
- Advised an American multinational financial services corporation on its acquisition of the payment entity of Southeast Asia’s largest e-hailing app, which processes transactions for local entities in Malaysia.
- Advising a leading global payments solutions provider on the introduction of an instalment enablement program in Malaysia, Singapore, Cambodia, and Vietnam. The advice included key legal considerations under Malaysian law, such as the Financial Services Act, Central Bank guidelines, and the Competition Act 2010 along with their respective related guidelines.
- Advised an on-demand food delivery marketplace provider on regulatory requirements for fintech and payment services for its new e-wallet business model.
- Advised a leading global payments solutions provider on the legal and regulatory requirements applicable to its clients in Malaysia, including various use cases (e.g., P2P transactions, merchant settlements, and others) and how its product may be affected by local legal and regulatory requirements.
- Advised a large-scale commercial bank in China on the establishment of its commercial banking subsidiary in Malaysia, including advice on banking regulatory compliance matters and responses to Bank Negara Malaysia (BNM) on various issues.
- Advised on the establishment of an international Japanese commercial bank in Malaysia, including the incorporation of the public company and the drafting of internal banking policies and procedures to meet BNM requirements.
Governance
- Advised and assisted two foreign banks with the establishment of their respective commercial banking subsidiaries in Malaysia.
- Advised a multinational oil and gas company on its compliance programme on anti-bribery and corruption, sanctions and trade, data privacy and competition laws.
- Advised a multinational engineering company on its annual compliance program for its business in Malaysia, including its annual compliance questionnaires on corporate matters, environmental issues, commercial and regulatory concerns, licensing, transportation, and competition
- Advised various clients on trading with entities on the Malaysian restricted list, including compliance with US anti-boycott laws in conjunction with US counsel.
- Advised various clients on laws and regulations related to cross-border trading through e-commerce platforms.
- Advised a Malaysian long-haul low-cost carrier on its collaboration with two other airlines in Malaysia and the implications of this collaboration under the Competition Act 2010.
- Advised a Malaysian publicly listed telecommunications provider on the anti-competition provisions under the Communications and Multimedia Act 1998.
- Advised various clients on import and export laws for alcoholic and non-alcoholic beverages.
- Advised various clients on Malaysian Customs tariffs and licensing requirements across a broad range of products and industries.
- Advising an association and a regulator on their respective draft codes of practice for data protection in their industry, as required under the Personal Data Protection Act 2010.
Technology, Media & Telecommunications
- Advised a Malaysian subsidiary of China-based technology company on the design, construction and operation of a data centre in Malaysia.
- Advised one of the Big Five technology companies based in the U.S. on the process, timeline, and eligibility for applying for a domestic shipping license (DSL) as a prerequisite for conducting submarine cable repairs due to damage in segment 3 of the Asia Pacific Cable Network 2 (APCN2) submarine cable, which connects Malaysia to Singapore, Hong Kong, and the United States.
- Advised a multinational internet service provider based in the United States on its proposed expansion into Malaysia, including identifying the necessary telecommunications licensing requirements and providing ancillary advice.
- Acted as Malaysian counsel for a foreign telecommunications company, providing regulatory advice on the allocation of spectrum for satellite services, liaising with the Malaysian Communications and Multimedia Commission on behalf of the client regarding relevant applications, assisting with the incorporation of a local entity, and rendering other relevant legal services.
- Acting for a leading aerospace manufacturer and space launch provider that owns and operates clusters of low Earth orbit satellites delivering high-speed, low-latency internet (Satellite Internet Services) to various countries worldwide, on establishing a presence in Malaysia. This includes the foreign equity restrictions imposed on the Network Facilities Provider and the Network Service Provider Individual Licences, required to offer Satellite Internet Services in Malaysia.
- Acted for the Malaysian arm of a European multinational networking and telecommunications company in a potential dispute arising from a framework agreement for providing operational support systems and other managed services for the telecommunications infrastructure of one of Malaysia’s largest cellular operators.
- Advised one of Malaysia’s largest telecommunications operators on its strategic collaboration with the country’s largest content provider.
- Advised one of the largest telecommunications tower infrastructure companies in Malaysia on its proposed ‘sale and leaseback’ of all universal service provision sites in Malaysia designated by the Malaysian Communications and Multimedia Commission.
- Advised two different mobile telecommunications operators on their rights to challenge spectrum reallocation by the government in 2016 and 2019, respectively.
- Advised a multinational corporation providing online content on the establishment of its operations in Malaysia.
- Advised on the establishment of an Internet service provider in Malaysia, including its operations and negotiations with telecommunication vendors and service providers.
- Advised an ITC service provider on its RM900 million dispute with a multinational software company.
- Advised a Malaysian publicly listed telecommunications company on its RM4 billion multi-vendor procurement contracts for high-speed broadband in Malaysia.
- Advised a Malaysian publicly listed company on the rollout of its RM2.5 billion WiMAX network in Malaysia, including multi-vendor negotiations for acquiring network elements and establishing a multi-vendor network environment
- Acted as lead counsel for the restructuring and outsourcing of various IT-related contracts for a multinational company across over 60 jurisdictions globally.
- Advised a Malaysian publicly listed telecommunications company on its RM11.3 billion public-private partnership with the Government of Malaysia for the rollout of high-speed broadband in Malaysia.
- Acted for a Swedish multinational telecommunications provider in its US$780 million bid to provide outsourcing services to a leading Malaysian telecommunications company.
- Advised the subsidiaries of a Malaysian publicly listed company on drafting agreements related to e-commerce, data protection, and privacy laws.
- Advised various multinational telecommunications companies and service providers on the regulatory and licensing requirements of the Malaysian telecommunications industry, including their respective applications for various licences under the Malaysian Communications and Multimedia Act 1998.
- Advised a telecommunications operator on its rights to challenge the Government’s proposed reallocation of mobile broadband spectrum bands in Malaysia, including drafting the submission for the public inquiry.
MEMBERSHIPS / DIRECTORSHIPS
- Member, AmCham Government Relations Committee
- Legal Advisor, Hong Kong – Malaysia Business Association
- Member, Malaysian Bar
