CAPABILITY STATEMENT FOR THE PROVISION OF LEGAL SERVICES

Transcription

1 CAPABILITY STATEMENT FOR THE PROVISION OF LEGAL SERVICES Norman Waterhouse Level 15 / 45 Pirie Street ADELAIDE 5000 Ph: (618) Fax: (-618) normans@normans.com.au

2 TABLE OF CONTENTS Page No 1. EXECUTIVE SUMMARY OVERVIEW OF NORMAN WATERHOUSE Our reputation Ability to service clients at a national and international level OUR KNOWLEDGE OF YOUR BUSINESS AND INDUSTRY ASX and capital raisings Company Secretarial Service Business Migration Foreign Investment KEY PEOPLE FURTHER INFORMATION MTH

3 1. EXECUTIVE SUMMARY Norman Waterhouse is a full service commercial law firm with experience in helping companies to list and raise funds on the Australian Securities Exchange (ASX) and has the ability to assist with an initial public offering (IPO). This document provides an overview of the firm s capability for the provision of legal services to potential overseas clients. In summary, the key terms of our offering to potential clients are: Norman Waterhouse is a full service law firm that has the depth of experience and ability to provide a wide range of legal services required by potential clients. We have experience with ASX including IPOs, rights issues, entitlement offers, placements and private equity. We have many lawyers within the firm who have Chinese language capabilities. We currently act and have acted for many large Chinese clients including state owned enterprises, corporations and individuals. 2. OVERVIEW OF NORMAN WATERHOUSE Norman Waterhouse is a well established business with a long history of success in South Australia. The firm was founded in 1921 and currently employs more than 50 lawyers. The size of our team including the number of supporting staff who assist the practitioners, demonstrates that we have sufficient resources to consistently provide our clients with efficient and effective response times. 2.1 Our reputation We are a full service commercial law firm which provides strategic advice and representation in transactions and dispute resolution to a broad range of clients both public and private, nationally and internationally. Our practitioners demonstrate strong skills in commercial and legal environments and are committed to providing advice and solutions that maximise opportunities and minimise risk MTH

4 2.2 Ability to service clients at a national and international level Norman Waterhouse is a founding member of the ADVOC Asia network which is the Asia Pacific branch of an international strategic alliance of law firms. Through this association we are able to service our clients throughout the Asia Pacific region and beyond. In addition to our ADVOC networks, some of senior lawyers regularly visit China to meet with clients or as part of official government delegations. 3. OUR KNOWLEDGE OF YOUR BUSINESS AND INDUSTRY In our experience, Chinese companies looking to establish an Australian company for the purpose of raising funds from investors and listing on the ASX, may also look to bring executives and employees to Australia and may also look to make investments in Australia. Accordingly, below is a summary of the types of services that we believe such clients may require in the near future: 3.1 ASX and capital raisings We have a commercially-focused, highly-specialised Corporate and Commercial Team with experience in the area of initial public offerings, rights issues, mergers and acquisitions and ASX compliance issues and bring a unique range of skills. For example, Greg English (Team Leader Corporate and Commercial) is Chairman of two ASX listed companies and has intimate working knowledge of the ASX listing process and the problems faced by company boards and management. We have experience advising on the full spectrum of arrangements for initial public offerings and ASX listings. Our recent IPO experience ranges from the provision of independent reports to be included in a prospectus through to managing the entire IPO process, which included: Assisting client in the selection of, and negotiations with, stock brokers and other advisors. Drafting all board documents. Drafting prospectus documentation and undertaking due diligence MTH

5 Protecting the rights of directors and minimising exposure to possible prosecution in relation to defective prospectus. Liaison with Australian Securities and Investments Commission and ASX in respect of regulatory matters. 3.2 Company Secretarial Service Norman Waterhouse has established a specialist board advisory and corporate governance practice that provides high quality advice on a wide range of board, governance and ASX listing rule related matters. This practice complements our Corporate and Commercial Team and offers the services of a range of qualified and independent company secretaries who have experience with assisting ASX listed companies and boards in the areas of: preparation of notices and minutes for meetings of directors and members. updating and maintaining minute books and statutory registers. operating as the Local Agent of foreign companies. registered office address for both Australian and foreign companies registered in Australia. ASX Listing Rules advice. 3.3 Business Migration The Norman Waterhouse Migration Team has acted for a wide range of foreign companies and individuals investing in Australia in relation to their business visa needs. The Team particularly specialises in acting for individuals from China looking to obtain permanent residency through the business innovation and investment program (subclass 132, 188 and 888 visas), for employers in obtaining permanent or temporary work visas for their overseas employees or employees transferred to Australia from overseas parent companies (subclass 457 visas, ENS and RSMS visas) MTH

6 3.4 Foreign Investment We assist clients with foreign investment approvals including their obligations under the Foreign Acquisitions and Takeovers Act 1975 (Cth) and other sectorspecific legislation. We also assist with the preparation of formal notices and submissions, and liaise with relevant public officials during consideration of foreign investment proposals. If required, we can act as an intermediary in negotiations with appropriate government bodies during the approval process. 4. KEY PEOPLE Some of the key members of our specialist Team that may be required by our clients are: Greg English, Partner Greg, the Team Leader, is a lawyer and qualified mining engineer with ten years practical experience working on many different resources projects and operations throughout Australasia and Canada. Greg is also Chairman of two ASX listed companies and a previous director of other ASX listed entities. In the past few years Greg has advised numerous in relations to ASX listing, capital raisings and ASX listing rules and Corporations Act matters. Sean Keenihan, Partner Sean is Chairman of the Australia China Business Council (SA Chapter) and has studied and worked in China and acted for both Chinese investors in Australia and Australian investors in China. Sean also acts for local government authorities in urban development and infrastructure projects including public private partnerships. Sean's Mandarin Chinese language skills and extensive in-country international legal and commercial experience ensure that he is continuously involved in international projects. Maria Ho, Partner Maria has substantial experience in general commercial law and is a registered migration agent. She is fluent in spoken and written Cantonese and Mandarin and is an accredited NAATI Professional LevelEnglish- Chinese 2 way translator. In the past few years, Maria has built a robust MTH

7 international business practice which provides business migration and general commercial legal services to overseas investors to assist them in establishing a solid base for conducting business in Australia. To avoid burdening you with additional written materials such as brochures and curriculum vitae, we invite you to visit our website at to learn more about our key team members and the other practitioners within Norman Waterhouse. 5. FURTHER INFORMATION For further information, please contact: Greg English Phone: (618) Mobile: (61) genglish@normans.com.au Sean Keenihan Phone: (618) Mobile: (61) skeenihan@normans.com.au Maria Ho Phone: (618) Mobile: (61) mho@normans.com.au MTH