Thailand: Takeover and 5% Reporting Rules

Tokuhiro Matsunaga has handled a wide variety of cross-border M&A transactions in Asia and other regions. Recently, he has been focusing on the expansion of N&A’s Thai legal practice, and provides hands-on support to both Japanese and international clients that invest or are located in Thailand. He advises clients from both corporate/M&A and competition law perspectives, and has prevailed in a broad range of complicated cases, such as M&A transactions that involve serious antitrust issues. In addition, he has extensive experience with competition law investigations by the Japanese Fair Trade Commission, as well as investigations by other competition authorities in more than 15 countries. He also advises on other legal practice areas, including corporate governance, shareholders’ meetings, countermeasures against hostile takeovers and shareholder activism, compliance enhancement, internal investigations, and whistleblowing cases. He is adept at precisely understanding clients’ needs, and works carefully and efficiently to achieve the optimal outcomes for his clients.

He advises on a wide range of merger-and-acquisition transactions, joint ventures, foreign direct investments, general corporate, international corporate finance, and restructurings. His expertise is advising, structuring and leading complex transactions both within and outside of Thailand. He regularly represents, among others, Japanese, Thai and international investors, international investment banks, international private equity investors, hedge funds and international corporations and financial institutions. His main areas of practice include public and private mergers and acquisitions (takeover rules), legal due diligence, joint ventures, fund raising, listings, block trades, stock exchange and securities exchange related laws, restructuring of shareholdings and general corporate advice. His additional areas of practice also cover banking and finance, renewable energy in Japan and Thailand, exchange control law, labor law, and debt restructurings. Before setting up the Bangkok office of Nishimura & Asahi in 2013, he worked with Linklaters for almost a decade. He is also a registered arbitrator of the Thai Arbitration Institute (TAI) with the areas of expertise in corporate M&A, joint venture, banking and finance, capital markets, debt restructurings and energy.

Apinya’s extensive practice covers a wide array of matters ranging from business set-up, domestic and cross-border transactions to day-to-day business operations, to name a few. Her clientele includes both local and international conglomerates, trading companies, aircraft operators, real estate developers, petroleum and energy companies, financial institutions, securities companies, venture capitalists, and fund managers. Well-read and a holder of law degrees from three different jurisdictions - Thailand, the United States and Japan, Apinya is able to leverage her international experience and cultural insights to effectively and efficiently resolve complex cross-border legal issues and provide tailored legal services and solutions to her clients. In addition to being a practicing lawyer, Apinya is regularly invited to teach business law at various prestigious universities in Thailand, and serves as a counsellor to the Ad-hoc Committee of the House of Representatives of Thailand for consideration of amendments to the Civil and Commercial Code. Her other notable achievements include being registered as a Barrister-at-Law, Attorney-at-Law, and Notarial Services Attorney in Thailand.