Yau Khai Ling

Principal PARTNER

Qualifications

  • Advocate & Solicitor, High Court in Malaya 

  • Foreign practitioner certificate Singapore (qualified to practice Singapore corporate & commercial laws)

  • LL.B (National University of Malaysia)(Hons)

Language

  • English 
  • Mandarin
  • Bahasa Malaysia

Professional Affiliation

  • Member, Malaysian Bar
  • Member, Law Society of Singapore
  • Member, Singapore Academy of Law
  • Member, Institute of Corporate Directors Malaysia (ICDM)

Prior to founding KhaiLing Yau Chambers, Khai Ling was a Director of ZICO Insights Law LLC, a regional law firm specialised in Singapore capital markets and corporate and commercial work. Prior to that, Khai Ling practised in the highly regarded Corporate and M&A practice group of Morgan Lewis Stamford (a Singapore legal practice merged with an international law firm – Morgan Lewis & Bockius).

Khai Ling counsels corporate clients on a wide range of mergers and acquisitions, capital markets, and cross-border corporate and commercial transactions, including reverse takeovers, initial public offerings, scheme of arrangements, de-listings, rights issue, joint ventures and corporate restructuring. She also advises fund managers on setting up of investment funds and cross-border private equity. Leveraging on her qualifications to practice Malaysian laws as well as Singapore corporate and commercial laws, Khai Ling offers clients well rounded perspective and advice on the legal landscape of Malaysia and Singapore. 

Khai Ling also serves as an Independent and Non-Executive Director of Scope Industries Berhad, a public company listed on Bursa Malaysia. 

 

Key Transaction Experience

Mergers & Acquisition / Corporate & Commercial 

  • (Singapore) Advised the Cayman Islands-incorporated and SGX-ST Main Board-listed Hsu Fu Chi International Limited in its successful joint venture with Nestle S.A, involving an acquisition of 60% stake in Hsu Fu Chi by Nestle by way of scheme of arrangement in accordance with the Cayman Islands laws, with an aggregate consideration of approximately S$2.1 billion. This transaction had been crowned as “The Singapore M&A Deal of the Year” at the Asian Legal Business (ALB) Southeast Asia Law Awards. 
  • (Malaysia) Advised a group of companies known as Malaysia’s leading cross-media group with significant presence in the Direct-to-Home TV services, commercial radio and TV programming, in the restructuring of its international group of companies.
  • (Singapore) Advised the SGX-ST Main-Board listed and Bermuda incorporated company in its completed reverse takeover by a BVI-incorporated corporation involving in the business of online platform that combines social networking, e-commerce and gaming, involving a total consideration of approximately SGD500 million
  • (Malaysia + Singapore) Advised a Singapore-headquartered investment holding company in its successful acquisition of a group of companies incorporated in Malaysia involving in the research and development, production, manufacturing, trading marketing, consultancy and dealings involving products relating to anticancer, antifungal, antiviral and antibacterial, for an acquisition value of RM20 million
  • (Singapore) Advising a Taiwanese financial institution having a presence in Singapore in the restructuring of an asset-backed aircraft financing involving a loan amount of approximately USD90 million
  • (Singapore) Advising the SGX-ST Main Board-listed Oceanus Group Limited in its complext debt and corporate restructuring, involving granting of new facilities, restructuring of existing warrants and creation of security spanned across a few jurisdictions, involving a total debt amount of approximately SGD72 million

Capital Markets 

  • (Singapore) Advised the SGX-ST Main Board-listed and Bermuda incorporated company in its completed reverse takeover by the BVI incorporated corporation involving in the business of online platform that combines social networking, e-commerce, and gaming, involving a total consideration of approximately SGD500 million
  • (Singapore + Malaysia) Advising a group member of Bursa-listed entity in its successful restructuring of the joint venture entered into with the SGX-listed entity, involving acquisition of shares of the joint venture company in Singapore
  • (Singapore) Advised Oceanus Group Limited (then listed on both the SGX-ST and the Taiwan Stock Exchange), a company involving in the business of farming, processing, packaging, and distribution of seafood products, in its complex and multi-jurisdictions renounceable and fully underwritten rights issue to raise fresh funds amounting to S$29 million
  • (Singapore) Advised the SGX Mainboard-listed BM Mobility Ltd. in its renounceable non-underwritten rights issue of warrants of up to 935,853,464 warrants at an issue price of S$0.0033 for each warrant, with each warrant carrying the right to subscribe for one additional warrant to the entitled shareholders
  • (Singapore) Advised the SGX Catalist-listed Pine Capital Group Limited on the implementation of employee share option scheme and share performance scheme, coupled with a business diversification plan into the fund management industry.
  • (Malaysia) Advised a fund manager registered with the Monetary Authority of Singapore and the funds under its management (collectively, the “Fund”) on the subscription of unlisted redeemable convertible notes (“RCN”) issued by Tiger Synergy Berhad, a company listed on the Main Market of Bursa Securities for a principal amount of up to RM150,000,000
  • (Malaysia) Advised the Fund on the subscription of RCN issued by Eden Inc. Berhad, a company listed on the Main Market of Bursa Securities for a principal amount of up to RM60,000,000
  • (Malaysia) Advised the Fund on the subscription of RCN issued by Sino Hua-An International Berhad, a company listed on the Main Market of Bursa Securities, for a principal amount of up to RM150,000,000
  • (Malaysia) Advised the Fund of the subscription of unlisted redeemable convertible preference shares (RCPS) issued by Eduspec Holdings Berhad, a public company listed on the ACE Market of Bursa Securities, for a principal amount of up to RM60,000,000
  • (Malaysia) Advised the Fund on the subscription of of RCN issued by Alam Maritim Resources Berhad, a public company listed on the Main Market of Bursa Securities for a principal amount of up to RM160,000,000
  • (Malaysia) Advised the Fund on the subscription of RCN issued by Hubline Berhad, a public company listed on the Main Market of Bursa Securities, for a principal amount of up to RM200,000,000
  • (Malaysia) Advised the Fund on the subscription of RCN issued by Xinghe Holdings Berhad, a public company listed on the ACE Market of Bursa Securities, for a principal amount of up to RM120,000,000
  • (Singapore) Advised the Fund on the proposed subscription of unlisted equity linked notes issued by Anchor Resources Limited, a public company listed on the Official List of the Catalist Board of the SGX-ST, for a principal amount of up to SGD10,000,000
  • (Thailand) Advised the Fund on the subscription of unlisted redeemable convertible debentures (“Debentures”) issued by Pranda Jewelry Public Company Limited, a company listed on the Stock Exchange of Thailand, for a principal amount of up to THB100,000,000
  • (Thailand) Advised the Fund on the subscription of Debentures issued by Simat Technologies PCL, a company listed on the Stock Exchange of Thailand, for a principal amount of up to THB500,000,000

Digital Assets, Blockchain and Fintech 

  • (Malaysia) Advising a locally incorporated company comprising a dynamic team in its application to the Securities Commission Malaysia (SC) to be registered as an Initial Exchange Offering (IEO) Platform operator, in which we assisted in designing the due diligence methodology by the IEO Operator, drafting and preparation of various policies such as risk management policies & various compliance policies, drafting various platform agreements and terms and conditions, advising on the token issuance process flow, token issuance structures in compliance with the Guidelines on Digital Assets issued by the SC and etc
  • (Malaysia) Advising a locally incorporated company in its proposed application to the SC to be registered as a digital asset custodian
  • (Malaysia) Advising potential digital tokens issuers in the structuring of digital token issuance, taking into account the existing business models adopted
  • (Malaysia) Advising and reviewing exchange development agreements  and investment agreements

Private Funds 

  • (Singapore) Advising a fund management company registered with the Monetary Authority of Singapore on the successful setting up of a Cayman-Islands domiciled private investment fund structured in the form of segregated portfolio company, with a focus on a credit funds investments in the region of Asia-Pacific 
  • (Singapore) Advising a fund management company licensed with the Monetary Authority of Singapore on the successful setting up of a Singapore-incorporated private investment fund structured in the form of Singapore private company limited by shares, with a focus on investment opportunities relating to component stock in Hong Kong and Singapore 
  • (Singapore) Advising a fund management company licensed with the Monetary Authority of Singapore on the proposed setting up of a Singapore-domiciled private investment fund structured in the form of Singapore limited partnership, with a proposed focus of investment on debts in the region of Japan. 
  • (Singapore) Advising a fund management company registered with the Monetary Authority of Singapore on the setting up of a private investment fund structured in the form of unit trust, with an investment focus on producing attractive risk adjusted return by investing in portfolio of distress assets including non performing loan of financial institutions
  • (Singapore) Advising a Singapore Catalist-listed entity in respect of its successful diversification of business into fund management services.  
  • (Singapore, Malaysia and Thailand) Advising a Cayman Island domiciled closed-ended fund, managed by a fund management company registered with the Monetary Authority of Singapore, in its subscription of redeemable convertible notes on public entities listed on Bursa Malaysia, Thailand Stock Exchange and the Singapore Stock Exchange

Emerging Growth Companies

  • (Singapore) Advising a Singapore-headquartered company involved in the principal businesses of manufacturing, institutional contract catering, event catering & management, restaurant operations and hot-food vending machine operations, in the successful investments by an international private equity fund based out of Shanghai and Singapore with a subscription amount of SGD15 million
  • (Malaysia) Advising a Malaysian Government linked leading venture capital firm in its successful investment and subscription in the equity of a Malaysia-incorporated company engaged in the principal business of delivery of food