Corporate & Commercial Law

Overview

DSCO's corporate and commercial law practice is the firm's flagship practice area.

The firm advises clients on a broad range of corporate and commercial matters, including mergers & acquisitions, joint ventures, equity capital markets & securities laws, insolvency & restructuring and other miscellaneous commercial arrangements (including distribution, licensing, franchise, services, and supply of goods agreements).

The services typically performed by DSCO include drafting, advisory, negotiations and legal due diligence.

The following are selected transactions which DSCO has acted or is acting in:

Mergers & Acquisitions and Joint Ventures
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2025: Acted for a privately held Malaysian company in respect of its proposed selective capital reduction.

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2024: Acted as Malaysian counsel for a Malaysian listed company in respect of the proposed disposal of its subsidiary in Indonesia to a prospective buyer from East Asia.

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2024: Instructed by a Malaysian law firm to assist with the proposed divestment of its client's shareholdings in a data analytics business to an European headquartered digital marketing company.

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2023: Instructed by a Malaysian law firm to assist with the proposed acquisition by its client (an European corporate & fund services provider) of a Malaysian business process outsourcing (BPO) company.

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2023: Instructed by a Singapore law firm to assist with the proposed divestment by its clients of stakes in a telecoms design, technical and maintenance services provider.

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2023: Acting for a Malaysian industrial products manufacturer in respect of a proposed acquisition of a 70% stake in a quarrying operator.

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2023: Instructed by a Malaysian law firm to assist with its clients' proposed partial divestment of their stake in a Malaysian food & beverage chain to a foreign owned food & beverage chain.

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2022: Acted for the majority partner in an accounting firm in respect of a restructuring of the partnership's equity structure and entry into a partnership agreement between the surviving partners.

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2021: Assisted a privately held Malaysian agricultural products producer with its proposed RM2.5 million capital raising exercise by way of issuance of non-voting redeemable preference shares.

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2021: Assisted a Malaysian listed company in respect of its proposed joint venture in Malaysia with an European company that specialises in genetically improvised oil palm seeds.

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2020: Instructed by the Singaporean branch of a UK headquartered international law firm to act as Malaysian counsel to a Singapore headquartered corporate services provider in respect of its proposed acquisition of a 60% stake in a Malaysian corporate services provider for a total consideration of RM6.7 million.

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2020: Acted for the seller in respect of the disposal of a 100% stake in a Malaysian incorporated corporate services provider to a Hong Kong headquartered corporate services provider.

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2020: Acted for one of the founders of a Labuan offshore company in respect of the company's merger with a Singapore incorporated company by way of a share swap exercise.

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2020: Instructed by the lead external counsel of a state government linked company to assist in respect of the company's proposed 10MW hydropower plant joint venture with another state government linked company.

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2020: Advised the owner of a company involved in the supply of solar energy in respect of the owner's divestment of the company to a listed corporation principally involved in recycling and recovery of scheduled waste.

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2020: Assisted a foreign corporation on its proposed participation in a RM12 million rights issue by its investee in Malaysia.

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2019: Advised one of the members of a consortium of medical professionals in respect of an acquisition of a controlling stake in the operator of a specialist medical centre.

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2019: Instructed by the lead counsel of the founders of a Malaysian e-commerce start-up to assist with the disposal of a majority stake in the start-up to a Malaysian listed company for a total consideration of approximately RM3.5 million.

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2018: Advised a global midstream and downstream oil company in respect of its proposed joint venture in Malaysia for the wholesale marketing and distribution of bitumen.

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2018: Instructed by the lead external counsel of a Malaysian state government linked company to assist with the proposed acquisition of a Malaysian utility concession holder for a total consideration of approximately RM2.5 billion.

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2018: Advised a South Asian entrepreneur from a Malaysian law perspective in respect of a US$1.8 million investment in a Singapore headquartered biometrics start-up.

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2018: Advised a South Asian entrepreneur from a Malaysian law perspective in respect of a proposed US$1 million investment in an East Asian money services business operator.

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2018: Advised the founder of a Malaysian company which operates an online news aggregation software in respect of a proposed US$200,000 Series A investment in the company by a consortium of venture capital investors.

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2017: Acted for the purchaser in respect of a proposed RM5 million management buy-out of a Malaysian education services company.

Equity Capital Markets and Securities Laws
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2024: Acted for a Malaysian listed company in respect of its proposed 1:2 bonus issue of new ordinary shares.

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2024: Acted for a Malaysian education group in respect of its proposed listing on the London Stock Exchange (LSE).

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2023: Acted for a PN17 company listed on Bursa in respect of a heads of agreement with a white knight in conjunction with the company's proposed reorganisation plan.

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2022: Instructed by a Malaysian law firm to assist with a framework agreement in respect of a proposed reverse take-over exercise of its client (a PN17 company listed on Bursa).

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2022: Instructed by a Malaysian law firm to assist with the proposed restructuring of its client in conjunction with its proposed listing on the LEAP Market.

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2021: Acting as Malaysian counsel to a Singapore headquartered logistics group in respect of the group's proposed initial public offering on the Australian Securities Exchange (ASX).

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2021: Instructed by another Malaysian law firm to assist with its client's proposed initial public offering on the Stock Exchange of Hong Kong (HKEX).

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2020: Assisted a Japanese turnkey contracting company to conduct legal due diligence on its Malaysian subsidiary in conjunction with the company's proposed initial public offering in Japan.

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2020: Assisted a Malaysian listed company in respect of its proposed 1:1 bonus issue of new ordinary shares.

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2020: Instructed by a Magic Circle law firm to render Malaysian securities and tax law advice in respect of separate employee share scheme offerings by multi-national telecommunication companies to their Malaysian employees.

Insolvency and Restructuring
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2018: Acted as lead counsel for a Malaysian property development group in negotiating and structuring a RM4.8 million debt settlement scheme with a Malaysian financial institution.

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2017 - present: Advising a South Asian paper products company on the proposed restructuring exercise of its Malaysian subsidiary under receivership, which entails a proposed asset divestment and debt settlement exercise involving an indicative value of RM1.2 billion.

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2017: Acted for a Malaysian entrepreneur in respect of a proposed US$40 million debt settlement scheme between one of the investee companies of the client in the oil & gas sector and its legacy creditors.

Miscellaneous Commercial Arrangements
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2022: Instructed by a Malaysian law firm to assist with its client's entry into a license agreement with a Japanese food & beverage brand owner.

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2020: Instructed by a Malaysian law firm to assist with a proposed mining operations agreement between its client and a mining concession holder.

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2020: Instructed by a Japanese law firm to advise the Malaysian subsidiary of a Japanese electronic components company on a construction contract for its new plant.

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2019: Advised a Japanese industrial equipment manufacturer in respect of its proposed agreement to supply equipment to a Malaysian company.

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2019: Advised a Malaysian owned company involved in the sale of pharmaceutical products in respect of the company's appointment of a master distributor for Malaysia.

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2019: Advised a South Asian fashion conglomerate on the appointment of a Malaysian franchisee.

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2018: Advised the Malaysian subsidiary of a multinational direct sales company in respect of its policy manual for distributors.

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2017: Acted for the Malaysian subsidiary of an East Asian conglomerate in respect of a raw materials supply agreement with an European chemicals manufacturer.