Date Published: 16 March 2013
CNPLaw LLP, formerly known as Colin Ng & Partners LLP, acted for Alliance Brewery Company Limited (“ABCL“), in its joint venture with Asia Pacific Breweries Limited (“APBL“) – a subsidiary of Heineken N.V. (“Heineken“), to build and operate a brewery in Myanmar. The joint venture company is named APB Alliance Brewery Company Limited (“JVCO“).
The new JVCO, has been approved by the Myanmar Investment Commission (MIC). The JVCO will build a new greenfield brewery in Myanmar. Under the terms of the joint venture agreement, HEINEKEN, through its subsidiary Asia Pacific Breweries Limited, will have a controlling 57% stake in the new JVCO and be responsible for overall management, providing brewing and technical expertise, procurement of ingredients and the licensing of brands.
The brewery will be located near the country’s capital Yangon and is expected to be operational by the end of 2014. The JVCO plans to invest US$60 million in the brewery, create more than 400 jobs and brew leading brands.
Aung Moe Kyaw, Chairman of ABCL said: “We are excited by the prospect of working with a world class organisation such as HEINEKEN. We believe our knowledge and experience of the local market combined with the brewing and marketing know-how of HEINEKEN will deliver excellent products as well as attractive employment opportunities for the people of Myanmar.“
Every business involves an amalgam of various stakeholders, such as investors, shareholders and directors. Ideally, each of these stakeholders should have a common vision of what is best for the company. However, this is rarely the case when individual interests are factored into the equation.
Stakeholder conflicts (regarding issues such as breaches of fiduciary duties, derivative actions, shareholder oppression, management deadlocks, management compensation, dividend payments and buy-outs) can be a thorny issue and can leave a company crippled if not addressed promptly.
Given the diversity of interests at play, we appreciate that a multi-faceted approach is usually the most cost-efficient method of resolving stakeholder conflicts. Therefore, we provide clients with ready access to an integrated team of lawyers (combining the experience of our corporate, dispute resolution and employment law practices where applicable) who will effectively engage the relevant stakeholders in discussions on how best to resolve their differences amicably.
More often than not, clients are able to avoid costly protracted court proceedings and resolve stakeholder conflicts with discretion and expediency.
There are numerous commercial drivers behind the rising popularity of joint ventures as a business/investment structure, including obtaining access to new markets within and across jurisdictions and harnessing the synergies of complementary skill sets.
By advising on how the joint venture should be structured along with related issues, such as the sharing of intellectual property and tax considerations, and documenting the terms of the party’s collaboration, our corporate lawyers help drive your joint venture ideas forward.
We continue to provide support to the joint venture throughout the course of its lifespan by preparing service agreements and other commercial agreements relevant to its operations.
In addition to offering legal insights, our lawyers are experienced at advancing our clients’ interests while being attuned to the ongoing and developing relationship between the respective parties. This contributes towards fostering a spirit of trust which is the cornerstone of any successful joint venture.